National Association of Wine Retailers

“The Association has delegated the management duties of Executive Director to Tom Wark Wark Communications and the management duties of office administration and daily financial operations to Nossaman LLP.”

“The non-profit corporation is not organized as a stock corporation a joint-stock company a partnership a joint venture or a limited liability company. It is a 501c6 non-profit trade association with dues paying members.”

“The trade association has four classes of membership - Retailer Associate Industry Associate Winery and Retailer Contributor. Retail members are wine merchants wine auction houses wine e-tailers catalogers and wine clubs that have an interest in the purpose and objective of the corporation and that meet any additional requirements for Retailer membership as may be imposed by the Board of Directors from time to time. Retailer members in good standing vote on the election of the Board of Directors approval of any amendments to the Bylaws that may be proposed to increase or decrease the number of Directors to amend members voting rights to reclassify cancel or add a class of membership and on such other issues as the Board may choose to bring before the members. Voting on all other matters is expressly reserved for the Board of Directors.”

“Retailer members in good standing vote on the election of the Board of Directors approval of any amendments to the Bylaws that may be proposed to increase or decrease the number of Directors to amend members voting rights to reclassify cancel or add a class of membership and on such other issues as the Board may choose to bring before the members. Voting on all other matters is expressly reserved for the Board of Directors.”

“The organizations Form 990 is reviewed for accuracy by management and then made available to its Board of Directors at a regularly scheduled meeting.”

“In the event that any director has a conflict of interest that might properly limit their fair and impartial participation in Board deliberations or decisions such director shall fully inform the Board as to the material facts and circumstances of such conflict and the directors interest. If those circumstances require the non-participation of the affected director the Board may nonetheless request from the director any appropriate nonconfidential information which might inform its decisions. "Conflict of interest," shall include but not be limited to any transaction by or with the Corporation in which a director is unable to exercise impartial judgment or otherwise act in the Corporations best interest. No director shall vote or take part in final deliberation on any matter in which they members of their immediate family or any organization to which they have an allegiance have a personal interest that may be seen as competing with Corporations interest. Any director who believes they may have such a conflict of interest shall notify the Board prior to deliberation on the matter in question and the Board will make the final determination as to whether any director has a conflict of interest in any matter. Meeting minutes will reflect disclosure of any conflict of interest and the recusal of the interested director.”

“The organization makes its governing documents and financial statements available to the public upon request. No such requests were made in this calendar year.”

“| Explanation:| IRS Form 8868 Application for Extension of Time to File approved 5 12 2025 Notice CP211A.”