International Biomedical Research Alliance

“The organization's president, chairman, treasurer, and chair and vice chair of the development & finance committee receive a complete copy of form 990 for review and comment prior to filing with the internal revenue service. Subsequent to filing, all members of the board of directors receive an electronic copy (with a paper copy available upon request) at a meeting of the board of directors.”

“Committed to maintaining the highest level of ethical standards, conduct, and practices, the organization abides by a conflicts of interest policy and procedure that governs the oversight of matters in which directors, officers and key employees may have a conflict of interest. After disclosure of a financial interest and review of all material facts, and after any discussion with the individual, the following steps are undertaken: a. An interested person may make a presentation at the board or nominating & corporate governance committee meeting, but after the presentation, the individual shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest. B. If appropriate, the board or the nominating & corporate governance committee may appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. C. After exercising due diligence, the board or nominating & corporate governance committee shall determine whether the organization can obtain, with reasonable efforts, a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. D. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the board or nominating & corporate governance committee shall determine, by a majority vote of the disinterested directors, whether the transaction or arrangement is in ibra's best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination, it shall make its decision as to whether to enter into the transaction or arrangement. The nominating & corporate governance committee shall interpret and oversee the implementation of the conflicts of interest policy, review and suggest modifications to improve the conflicts of interest policy.”

“The nominating & corporate governance committee members determine the scope of duties and related compensation based on market rate comparisons including online repositories of salary information (linkedin, glassdoor, etc.) and the compensation provided to the executive director of similarly sized organizations through manual review of public form 990s. These recommendations are then referred to the full board of directors for approval, and this process was last undertaken in 2023. Documentation of these discussions was made in the minutes of the subcommittee and full board meetings. Compensation for officers and key employees is reviewed and approved by independent members of the board. The process includes review of comparable compensation data from similarly situated nonprofit organizations and is documented in the board minutes.”

“The organization makes its governing documents and conflict of interest policy available to the public via website links or directly via email upon request.”

“The development and finance committee is responsible for oversight of the audit, review, or compilation of its financial statements and the selection of an independent accountant where required.”