Freshwater Society

“The executive committee is composed of officers of the board of directors, all of whom are members of the governing body. No non-board members serve on the executive committee. The executive committee is authorized to act on behalf of the board between regular board meetings on matters requiring timely action, consistent with authority delegated in the bylaws. Actions taken by the executive committee are reported to the full board of directors at the next board meeting.”

“The form 990 is prepared by management with assistance from external professionals and is reviewed and approved by the finance committee concurrently with the annual audit. The finance committee is authorized by the board of directors to approve the form 990 on behalf of the full board prior to filing.”

“The organization's conflict of interest policy applies to all directors and key employees and requires annual written disclosure of potential conflicts of interest, as well as prompt disclosure of any conflicts that arise during the year. Disclosures are reviewed by management and the board of directors, which evaluates the relevant facts and circumstances and determines whether a conflict of interest exists. When a conflict is identified, the affected individual is required to recuse themselves from discussions and decisions related to the matter, may not advocate for the transaction, and is not counted toward quorum or voting. Any transaction involving a conflict may proceed only with approval by disinterested directors in accordance with the policy. Compliance with the policy is monitored through the annual disclosure process and ongoing oversight by the board of directors, and all proceedings related to conflicts of interest, including disclosures, recusals, and approvals, are documented in the official minutes of board meetings.”

“Compensation for the executive director is reviewed and approved by the board of directors or an authorized committee composed solely of independent directors. The review considers comparability data, such as peer nonprofit compensation information, and is documented contemporaneously in meeting materials and minutes. Compensation for other officers and key employees is reviewed and approved by the executive director within the parameters of the approved budget and compensation framework, with oversight by the board of directors or an authorized committee. Comparability data, including peer nonprofit compensation information and internal equity considerations, is considered, and compensation decisions are documented contemporaneously through budget materials, personnel records, and approval documentation. The process described here was last completed in 2025.”

“The organization makes its governing documents, conflict of interest policy, and financial statements available to the public upon request. Requests for information are handled in a manner consistent with the organization's commitment to transparency while protecting confidential and proprietary information.”

“Other contracted services: program service expenses 225,784. Management and general expenses 3,305. Fundraising expenses 47. Total expenses 229,136.”