Pennsylvania Bar Association

“The association has the following classes of members: associate member - a lawyer that is not qualified to be a regular member. Honorary member - a person who is a member of the legal profession who has been elected to this class by the board of governors. Senior member - an active member who has been a member for at least 35 years, has reached the age of at least 75 years, and has been transferred to senior membership by the board upon his or her written request. Those members who have attained senior exempt status prior to 2011 shall remain as senior exempt regardless of age and years of service as of 2011. Life member - a person qualified to be a regular member who on or before june 1, 1980, elected to pay in lieu of annual dues the single payment formerly applicable to this class. Regular member - a member of the bar of this commonwealth. Student member - a law student in good standing who: (i) is registered in a pennsylvania law school: (ii) is a resident of this commonwealth and is registered in any law school accredited by the american bar association or: (iii) states a present intent to practice law in pennsylvania after graduation from any american bar association accredited law school. Sustaining member - a person who is a regular member and who elects to pay the amount of annual dues applicable to this class of membership. Affiliate member - non-lawyers who serve either as minor judiciary, a court administrator or a legal administrator.”

“The voting rights and privileges of members shall be equal except that only active members shall have the right to vote and to hold office. An active member is a life, senior, regular or member of the association. The association divides the state of pennsylvania into 12 zones. Each zone elects a member of the board of governors.”

“The house of delegates has the full power to conduct, manage and direct the business and affairs of the association. It shall supervise and direct the board of governors, officers, sections, committees, employees and agents of the association. It is the judge of the election and qualifications of its members. The house of delegates approves any increases in dues.”

“There are no committees with the authority to act on behalf of the governing body.”

“A copy of the completed form 990 and related schedules are reviewed by the audit committee. The audit committee also meets with a representative of the accounting firm that prepared the form 990 and related schedules to discuss the content and answer any questions of the audit committee. Final changes, if any, are then made to the form 990 and related schedules. The audit committee approves the final copy of the irs form 990 and related schedules and the final copy is provided to each member of the board of governors prior to its filing.”

“The organization's conflict of interest policy applies to any officer, member of the board, executive director, and any other senior staff member ("interested persons"), as designated by the board of governors ("board"). The determination as to whether or not a conflict actually exists is determined and reviewed by the board. When a conflict exists, the interested person may present the facts of the transaction, but will be required to leave the meeting during the discussion of, and voting on, the transaction or arrangement. If a conflict involving the executive director arises, then any related actions and reports regarding the transaction will be made to the president. Signed disclosure statements are filed annually by interested persons with the executive director and secretary of the board. The policy also stipulates that interested persons are responsible for reporting conflicts as they arise.”

“The executive director's compensation is reviewed by the executive compensation committee and board of governors. The committee reviews the executive director's performance, including periodic 360 reviews, and utilizes this information to recommend contract terms and related compensation of the executive director to the board of governors for approval. The committee is comprised of the presidential officers, treasurer, and 2 members of the board of governors. Beginning in 2024, there is an executive compensation committee comprised of presidential officers, treasurer and a few board members. They undertake contract negotiations with the ed including compensation research and review of performance.”

“The association's governing documents, conflict of interest policy, and financial statements are available to the public upon request.”

“The organization did not have any instances where backup withholding was required; however, if the situation would arise, the organization is aware of the reporting requirements and would handle that accordingly.”

“The audit committee is responsible for assisting the board of governors of the pennsylvania bar association in fulfilling its oversight responsibilities in the areas of financial reporting, internal controls and financial risk assessment, audit processes and procedures, and compliance. Additionally, they are responsible for reviewing a copy of the completed form 990 and related schedules. The audit committee also meets with a representative of the accounting firm that prepared the form 990 and related schedules to discuss the context and answer any questions of the audit committee. The audit committee approves the final copy of the irs form 990 and related schedules and the final copy is provided to each member of the board of governors. This process has not changed from the prior year.”