The Architectural League of New York

“The membership of the league includes active members, who shall have the right to vote. Each member in good standing shall be entitled to one (1) vote on each matter submitted to the vote of the members, and all resolutions and elections at any meeting of members shall be by majority vote of the members present in person or by proxy.”

“The members have the power to elect the board of directors. Any board member (including any officer who is a board member) may be removed as a board member and or/from his or her office, with or without cause, at any time by a majority vote of the members or by a two-third vote of the board members then in office.”

“By-laws may be amended, repealed or otherwise changed, or new by-laws may be adopted, either by majority vote of the members in good standing present in person or by proxy at an annual or special meeting of members, or by majority vote of the board members present at any regular or special meeting of the board, provided that notice of the proposed by-law amendment, rescission, other change or new by-laws has given in the notice of such meeting.”

“The form 990 is prepared by an outside accounting firm and then reviewed by management. After the form 990 is reviewed, each member of the board of directors will receive an electronic copy of the 990 before filing the form with the irs.”

“Each fall, at a board meeting, each director, officer, and staff member (including the executive director) is asked to review and sign the conflict of interest form. In addition, prior to election to the board or as an officer, and annually thereafter, all directors and officers shall disclose in writing, to the best of their knowledge, any interest in any corporation or other organization which provides goods or professional or other services to the corporation for a fee or compensation. A copy of each disclosure statement shall be available to any directors on request. If any matter comes before the board in such a way as to give rise to a conflict of interest, the affected directors shall make known the potential conflict to the board. No director shall vote on any matter in which he or she has an interest and by majority vote, the board may ask any director or officer who has an interest in a matter not to participate, or to leave the room at the board meeting or committee meeting in which the discussion regarding that matter is carried. All action regarding interested party contracts shall be recorded in the minutes of the board or the board committee that reviewed the contract. Every fall, each board member is asked to review and sign the conflict of interest form.”

“Compensation for the executive director and the program director is determined by the board of directors, as advised by the executive committee, which in turn is advised by a compensation committee of directors. The process for determining compensation is as follows: the league's compensation committee, a subcommittee of the executive committee which includes the treasurer, evaluates the performance of the executive director and seeks his/her input on matters of performance and compensation, for him/her and for the program director. The compensation committee obtains research and information to make a recommendation to the executive committee and the entire board of directors for the compensation (salary and benefits) of the executive director and the program director, based on a review of comparability data. This data includes: salary and benefit compensation studies by independent sources; documented telephone calls about similar positions at other nonprofit organizations; and information obtained from the irs form 990 filings of similar organizations. The board documents its decision-making process, including the data on which its decisions are predicated, in minutes of the meeting during which the compensation was approved. This process was last undertaken in fy2023.”

“The organization makes its form 990 available for public inspection as required under section 6104 of the internal revenue code. The return is posted on the organization's website, guidestar.org and other similar types of websites. The governing documents, conflict of interest policy, and financial statements are available to the public upon request. A statement notifying the public that these documents are available by request is posted on the league's website in the about the league section.”

“Change in value of benefitc interest in perpertual trust 277,555.”