Specialty Equipment Warranty Alliance

“The organization has two classes of members. Class a member shall be the specialty equipment market association & peformance racing, inc. (sema) which shall exercise all powers of membership of sewa. The class a member shall have the sole right to elect and remove directors in its sole and absolute discretion and shall have the sole right to effect mergers, dissolution, disposition of all or substantially all of the assets of the corporation, or amend or repeal these bylaws. Class b members shall have those rights, privileges and obligations that are delineated in the articles of incorporation, as may be set out in the bylaws, and as may from time to time be determined by the sema data board of directors, with such distinctions between classes of members as shall be warranted. No individual member has a right to receive distributions of income from sewa, or assets of the organization. Should the organization dissolve, then any remaining assets would go to another 501(c)(6) corporation.”

“See answer to line 6 above.”

“See answer to line 6 above.”

“There are no committees and therefore no meeting minutes.”

“The form 990 is prepared by an accounting firm. Management reviews the return and the cfo signs the form 990. The sema board of directors has authorized the audit review committee in conjunction with management to review and approve the form 990.”

“The directors are required to confirm receipt and review of the conflict of interest policy upon commencement and any policy updates. The directors are requested to report any new potential conflicts at the quarterly board of directors meetings. In the event a member or key staff believes that there is a potential conflict of interest, or the appearance of a conflict of interest, he/she shall bring the relevant facts to the attention of the appropriate board of directors. Upon notice of such circumstances, the board of directors shall determine whether a conflict of interest is in evidence and if there is such a conflict of interest, how it is to be addressed. It is understood that certain instances of conflict of interest may be resolved by disclosure and others require recusal. In the event it is later determined that a board member had a conflict of interest, such conflict shall not affect the validity of any vote of the board.”

“Compensation for the top management official is determined by a related organization, specialty equipment market association & performance racing, inc. (sema). Sema's compensation committee uses an independent compensation consultant and compensation surveys to determine the compensation for the top management official and the four vice presidents of the organization. The compensation committee meets periodically as needed to undertake compensation review.”

“Public access to documents are available upon request, the documents are mailed within 30 days.”