American Public Human Services Association

“The eligibility criteria for membership in the association is prescribed by the board of directors and may be modified from time to time by resolution of the board of directors. Such criteria includes, without limitation, as follows (a) any agency administering a public human service program on the state or local level; (b) any other community-based agency or organization that manifests an interest in public human services consistent with the purpose of the association; (c) any officer or employee of such community-based agency or organization; (d) or any other person who, in the sole judgment of the board of directors, manifests an interest in public human services consistent with the purpose of the association.”

“The board of directors is the governing body of the association. The board of directors consists of: the immediate past chair of the association; the chair of the aphsa leadership council, who must be a member of the national council of state human services administrators; the chair of the national council of local human service administrators; the chief executive officer/president of the association; and additional directors, as determined and elected by the board of directors in accordance with a nomination process set forth and determined by the board of directors, and who are selected based on the prevailing business, operational and practice needs of the association. At least one elected director must be from an affinity group. The board of directors consists of the number of directors as determined from time to time by the board of directors (including the number of elected directors) without amendment to these bylaws; provided however the board of directors should not consist of any fewer than three (3) directors.”

“The form 990 is reviewed and approved by the audit committee, a copy of the form 990 is made availble for the full board prior to execution and filing.”

“All board members are provided and required to complete and sign the aphsa board member conflict of interest disclosure form. If at any time, a board member becomes aware of any actual or potential conflict of interest, or any of the information on the disclosure form becomes inaccurate or incomplete, the board member promptly notifies the aphsa ceo, who in turn will share the updated information with the chair of board of directors (or the vice chair of the board of directors if the chair has a conflict of interest). All actual or potential conflicts of interest are disclosed by board members to the aphsa ceo through the disclosure form and whenever a conflict arises. The executive committee will review all disclosed conflicts and make a determination of whether an actual or perceived conflict exists and what subsequent action is appropriate, if any. In making its determination, the executive committee may requests additional information from the board member detailing the nature of the relationship or transaction. Appropriate actions may include but are not limited to: waiving the conflict because it is not likely to negatively affect aphsa; determining that the individual board member should be recused from discussions or voting on a particular transaction or matter; or recommending the board member resign (or be removed) from service on the board because the conflict is so pervasive that the board member is unable to act in the best interests of aphsa. The executive committee informs the full board of its determination and action. The board retains the right to modify or reverse the determination and action, and has final authority over the resolution.”

“The board of directors is responsible for identifying and selecting the chief executive officer. The executive committee is responsible for final approval of salary. The process includes using the guidestar nonprofit compensation report for benchmarking purposes. The process is documented in the board meeting minutes. The last compensation review took place february 20, 2024.”

“The governing documents can be found on the association website (www.aphsa.org). The 990 is available by request and on guidestar.org. The conflict of interest policy is available by request. These documents are available for the same period of disclosure as set forth in section 6104(d).”