New Jersey State Bar Association

“A njsba member is an individual who has paid their requisite njsba membership dues and is either a licensed attorney in the state of new jersey, a licensed attorney in another state, a law student, a paralegal, a legal assistant, a law school dean, teacher or professor, a law librarian or an individual employed by a law firm in a managerial or administrative position. The organization has a nominating committee of members who nominate members of the governing board which are reviewed by the governing body.”

“The organization's federal form 990 was provided to each voting member of its governing body (its board of trustees) prior to filing with the internal revenue service ("irs"). In addition, the organization's finance and operations committee performed a detailed review of the federal form 990 prior to providing it to each voting member of its board of trustees. The organization's board of trustees has delegated to the finance and operations committee the responsibility to oversee and coordinate the federal form 990 preparation, review and filing process. As part of the organization's federal form 990 tax return preparation process, the organization hired a professional cpa firm with experience and expertise in not-for-profit tax return preparation to prepare the federal form 990. The cpa firm's tax professionals worked closely with the organization's executive director, controller and various individuals of the organization ("internal working group") to obtain the information needed in order to prepare a complete and accurate tax return. The cpa firm prepared a draft federal form 990 and furnished it to the organization's internal working group for review. The organization's internal working group reviewed the draft federal form 990 and discussed questions and comments with the cpa firm. Revisions were made to the draft federal form 990 where necessary and a final draft was furnished by the cpa firm to the organization's internal working group for final review and approval. The final form 990 was then presented to the members of the organization's finance and operations committee. Following the finance and operations committee's review the final federal form 990 was provided to each voting member of the organization's governing body prior to filing with the irs.”

“The organization has a written conflict of interest policy with which it regularly monitors and enforces compliance. The policy requires that a conflict of interest disclosure form consistent with best governance practices and internal revenue service guidelines be circulated to trustees and officers ("covered individuals") annually. The board of trustees requires full disclosure of all actual and potential conflicts of interest. Each covered individual must disclose any and all facts that may be construed as a conflict of interest, both through the annual disclosure process and whenever such actual or potential conflict occurs. The board of trustees evaluates and determines whether or not a conflict of interest exists, and whether or not such conflict materially and adversely affects the interests of the organization. A covered individual whose potential conflict is under review may not debate, vote or otherwise participate in the determination discussion. If the board determines that an actual or potential conflict of interest does exist, the board is responsible for determining an appropriate remedy. The organization's board of trustees has an executive committee. The board of trustees may delegate its authority to review and remedy potential conflicts of interest to the executive committee. Only disinterested members of the executive committee may participate in any such review. The executive committee shall inform the board of its determination and recommended action. However, the board of trustees retains the right to modify or reverse such determinations and actions. In addition, the board of trustees retains the ultimate enforcement authority with respect to the interpretation and application of the conflict of interest policy.”

“The organization's board of trustees has an executive committee ("committee"). The committee has adopted a written executive compensation policy which it follows when it reviews and approves of the compensation and benefits of the organization's "key employees". The organizations key employees are further defined as: (1) the executive director of the organization; and (2) key employees as defined by the internal revenue service in the instructions to the federal form 990. The committee reviews the "total compensation" of the key employees which is intended to include both current and deferred compensation and all employee benefits. The committee's review is done on at least an annual basis and ensures that the "total compensation" of the key employees are reasonable. The actions taken by the committee enable the organization to receive the rebuttable presumption of reasonableness for purposes of internal revenue code section 4958 with respect to the total compensation of its key employees. The three factors which must be satisfied in order to receive the rebuttable presumption of reasonableness are the following: 1) the compensation arrangement is approved in advance by an "authorized body" of the applicable tax-exempt organization which is composed entirely of individuals who do not have a "conflict of interest" with respect to the compensation arrangement; 2) the authorized body obtained and relied upon "appropriate data as to comparability" prior to making its determination; and 3) the authorized body "adequately documented the basis for its determination" concurrently with making that determination.the compensation of a key employee is reviewed and approved by the executive committee, provided that persons with conflicts of interest with respect to the compensation arrangement at issue are not involved in this review and approval. The compensation of a key employee is reviewed and approved taking into consideration, where applicable and appropriate, data as to comparable compensation for similarly qualified persons in functionally comparable positions at similarly situated organizations.the organization's secretary ensures there is contemporaneous documentation and recordkeeping with respect to the deliberations and decisions regarding the compensation arrangement.”

“The organization's filed certificate of incorporation and any amendments can be obtained and reviewed through the state of new jersey department of treasury. In addition, the organization's bylaws are posted on its website: www.njsba.com.”

“Young lawyers' division - conducts seminars and meetings covering legal topics of particular interest to younger members of the bar association. The young lawyer's division is for lawyers under the age of 36 or lawyers who have practiced law for less than 10 years. Ethics diversionary program - an educational program administered by the new jersey state bar association, with cooperation from the office of attorney ethics, that provides an alternative to potential discipline for attorneys facing minor ethics violations.”

“An independent cpa firm audited the financial statements of the taxpayer for the years ended june 30, 2018 and june 30, 2017; respectively and issued a financial statement. The organization's finance and operations committee assumes responsibility for oversight of the audit of the organization's financial statements and the selection of an independent auditor.”