Sugar Association Inc

“The board of directors may, in each year by resolution adopted by a majority of the directors in office, designate and appoint from their number an executive committee to consist of not less than four nor more than twelve directors in addition to the president, who shall be an ex-officio member. All powers of the board of directors shall, when the board is not in session and unless otherwise provided by law or specifically provided by the bylaws or by resolution of the members of the board of directors, be vested in, and may be exercised by, the executive committee; provided, however, that the executive committee shall not have power to elect members to or expel members from the association; to fill vacancies in the board of directors; to adopt budgets; to fix the amount to be paid to the association by the members, or the time for the payment of such amounts; to amend these bylaws; to remove any member of the executive or any other committee; to amend the articles of incorporation; to restate the articles of incorporation; to adopt a plan of merger or plan of consolidation with another corporation; to authorize the sale, lease, exchange or mortgage of all or substantially all of the property and assets of the association; to authorize the voluntary dissolution of the association or to revoke proceedings therefore; to adopt a plan for the distribution of the assets of the association; or to amend, alter or repeal any resolution of the board of directors which by its terms provides that it shall not be amended, altered, or repealed by the executive committee.”

“Sustaining members shall be persons, firms, partnerships, associations, or corporations engaged in the production, processing, or refining of cane or beet sugar which market all, or a substantial part, of their production in the united states and who are parties to agreements with the association providing for contributions to the support of all the association's activities.”

“The number of directors shall be established by the members and may be increased or decreased by the members at the annual meeting of the members; provided that, the members shall elect to the board of directors a director nominated by each sustaining member. Directors shall be elected at the annual meeting of the members (or at a special meeting called for the purpose in lieu of the annual meeting) as follows: directors shall be elected by the vote of the majority of the sustaining members present at the meeting. The directors shall elect a chairman from their number who shall preside at meetings of the board of directors and shall have such other duties as from time to time shall be conferred upon him by the board of directors. The directors shall also elect a vice-chairman from among their number who shall preside in the absence of the chairman. The chairman and vice-chairman shall serve a two year term provided they continue eligibility to serve in addition to any term in filling the unexpired term of any predecessor in these offices.”

“The form 990 is prepared by the organization's public accounting firm based on data provided by and input from the organization's management team. Once the draft of the return is available, the form 990 is reviewed by the president/ceo and executive committee with changes being communicated and incorporated into the filing. The draft return is circulated to the full board. The return is then signed by the president/ceo.”

“The entire board of directors are covered under the conflict of interest policy. Board members are required to sign the conflict of interest policy confirming the absence of any conflicts. They are also required to disclose any conflicts of interest annually at the spring board meeting. The legal counsel is tasked with reviewing conflicts if they arise. If a conflict of interest does arise, the member will be asked to recuse themselves from the discussions or votes.”