International Bar Association

“The council of the iba, the governing body, delegates day to day control to the management board. The council has the ultimate authority for approval over any referendums that would impact the organization. In 2023, a total of 786 votes were allowed. Refer to the disclosure for part vi, line 6.”

“The iba is a membership association for lawyers and bar associations. Members join for a calendar year on the payment of a subscription. Membership is open to bar associations, group and individual membership. The governing body of the association is its council, in which control of the association vests. Pursuant to the association's constitution, the council delegates the oversight of the business, finance and day to day affairs of the association to its management board. The council is composed of the association's officers, standing committee chairs, immediate past officers of the council and its geographical member associations and constitute 146 members in total.”

“Each member organization shall be entitled to appoint up to two councilors.”

“It is not practical for the organization's governing body to review form 990 before it is filed; review is carried out by the executive office of the iba.”

“International bar association ("association") board members owe a fiduciary duty to the association. This duty requires the board members to avoid conflicts of interest and to act at all times in the best interests of the association. The purpose of the conflict of interest and anti-bribery policy is to help inform the board about what constitutes a conflict of interest or bribe, assist the board in identifying and disclosing actual and potential conflicts, and help ensure the avoidance of conflicts of interest where necessary. This policy may be enforced against individual board members as described below: 1 - board members have a fiduciary duty to conduct themselves without conflict to the interests of the association. In their capacity as board members, they must subordinate personal, individual business, third-party, and other interests to the welfare and best interests of the association. 2 - a conflict of interest is a transaction or relationship which presents a conflict between a board member's obligations to the association and the board member's personal, business, or other interests. No board member may vote on any matter in which that board member has a conflict of interest. Additionally, the minutes from that meeting shall reflect that a disclosure was made that the board member having a conflict of interest abstained from voting. A board member who is uncertain of a conflict of interest may request the board to resolve the uncertainty by majority vote. 3 - all conflicts of interest are not necessarily prohibited or harmful to the association. Furthermore, it is prohibited by the iba to directly or indirectly pay or receive a bribe. On a bi-annual basis, all board members shall be provided with a copy of this policy and required to complete and sign the acknowledgement and disclosure form.”

“The executive director's compensation package is determined by an internal review on benchmarked salaries of non-profits of similar size. Subsequently the iba's compensation committee reviews the executive director's compensation package and awards annual increments.”

“The governing documents of the iba are available on its website. Upon request a pdf version of form 990 will be available to the public.”

“Foreign currency translation adjustment 1,919,565.”

“The audit oversight process has not changed from the prior year.”