Institute of Electrical and Electronics Engineers Inc

“IEEE bylaws were amended to (i) to designate an Executive Committee, appointed by the Board of Directors, to exercise the power of the Board of Directors when it is not feasible for the Board to meet or with respect to certain delegated matters; (ii) clarify the minimum signatures required to qualify as a petition candidate in IEEE elections; and (iii) to clarify qualifying travel expense reimbursement for the IEEE President.”

“IEEE has a total of 486,616 members in over 190 countries around the world.”

“Voting members of IEEE elect the directors of IEEE. Voting members are those members of Member grade or above, including Graduate Student Members, as defined in the bylaws.”

“Amendments to the Constitution are subject to approval by the voting members of the organization. Voting members are those members of Member grade or above, including Graduate Student Members, as defined in the bylaws.”

“IEEE has an extensive review process that is completed before the Form 990 is filed with the IRS. The return is first reviewed by the Executive Director, Past President, Treasurer, Past Treasurer, and the CFO/Assistant Treasurer, before being presented to the Audit Committee, which consists of members of the IEEE Board of Directors. The return is posted to the IEEE Board of Directors secure portal for board members to review prior to filing with the IRS.”

“IEEE requires that officers and directors submit conflict of interest disclosure forms which are reviewed for potential conflict of interest. All IEEE employees are required to complete conflicts of interest training and those with authority to make financial expenditures are required to submit a disclosure form. An officer or director who does not complete the required conflict of interest disclosure form is removed from service on the committee or board.”

“The IEEE Board of Directors engaged an independent compensation consultant to provide IEEE with market comparability data and a reasonableness opinion with respect to compensation paid to disqualified persons as defined under Section 4958 of the Internal Revenue Code of 1986, to enable IEEE to establish a rebuttable presumption of reasonableness under Section 4958. A committee consisting of the IEEE President, the IEEE Past President, and the IEEE President-Elect (the Executive Performance and Compensation Committee "EPCC"), advised by external legal counsel, is charged with evaluating the reasonableness of and making a recommendation to the Board for the total compensation package of the IEEE Executive Director, who also serves as the organization's Chief Operating Officer ("ED & COO"). A committee of Independent Board members and non-Board members (the IEEE "Employee Benefits & Compensation Committee "EBCC"), advised by external legal counsel, is charged with evaluating the reasonableness of the total compensation packages of the other officers and key employees who constitute IEEE's disqualified persons, including the Chief Financial Officer, Staff Executive, Managing Directors, Chief Information Officer, Chief Marketing Officer, and General Counsel and Chief Compliance Officer. A subcommittee of EBCC members who are IEEE Board members are responsible for approval of the compensation of disqualified persons (other than the ED & COO); those EBCC members who are not members of the board may opine on, but do not vote to approve, the compensation. The two Committees review individual and market data, deliberate, and document in contemporaneous minutes their decisions about what level of compensation is reasonable. The independent Compensation Consultant provides an opinion letter to IEEE confirming their professional opinion regarding the reasonableness of the approved compensation.”

“See Part VI, Line 15a.”

“The IEEE Governing documents, conflict of interest policy, and financial statements are available on the IEEE website and to the public upon request.”

“(Expenses $ 53,451,655 including grants of $)(Revenue $ 46,384,067) Standards: IEEE's standards development process brings together experts from around the world to help drive the functionality, capabilities, and interoperability of a wide range of products and services that transform the way people live, work, and communicate. In 2024 the IEEE Standards Association approved 186 new standards for publication to help ensure scientific integrity for the public. In 2024, IEEE Standards Association earned accreditation from the Standards Council of Canada, initiating a collaboration to deliver global standards in Canada. IEEE continued to grow its collection of standards geared towards sustainability, climate technology, and overall social responsibility solutions: IEEE Standards and Sustainability Hub: The IEEE Standards Association has a growing portfolio of standards and related programs where experts from around the world contribute their insights and expertise to help develop solutions for critical sustainability issues the planet faces today. In 2024, standards published in this area included: A. 1680 2-2024 IEEE Standard for Environmental Assessment of Imaging Equipment B. 1680 3-2024 IEEE Standard for Environmental Assessment of Televisions C. 2783-2023 IEEE Guide for the Application of Quick Response Systems of Customer-Side Loads in Modern Power Grids D. 3821-2024 IEEE Standard for Framework of Digital Intelligent Comprehensive Energy Service Station Management Systems IEEE makes selected Standards available free of charge through the IEEE Global Engineering Technology (GET) Program, which aims to expand the global reach of technical knowledge developed by industry, accelerate adoption of IEEE standards, contribute to an open knowledge community, promulgate open information exchange to foster innovation, and connect IEEE with the development of world-changing technologies for the benefit of humanity. Key areas of focus include wireless technology, AI ethics and governance, design automation, and environmental assessment.”

“Consultants (Programs, G&A) - Total Expense: 23886095, Program Service Expense: 22085030, Management and General Expenses: 1716589, Fundraising Expenses: 84476; Consultants (Programs, Events) - Total Expense: 5435386, Program Service Expense: 5407701, Management and General Expenses: , Fundraising Expenses: 27685; Management Services - Total Expense: 12009537, Program Service Expense: 12009537, Management and General Expenses: , Fundraising Expenses: ; Temporary Agency Personnel - Total Expense: 16427729, Program Service Expense: 16107561, Management and General Expenses: 319993, Fundraising Expenses: 175; Intercompany Services Expense - Total Expense: 9190799, Program Service Expense: 9190799, Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ;”

“PENSION ADJUSTMENT - 222832; Total - 222832;”