Ada Foundation

“Some of the members of the ada foundation board of directors are not considered independent because they receive reimbursement from the american dental association of stated amounts on an annual basis for such general expenses as postage, telephone and secretarial assistance. Substantiation of such expenses is not required for reimbursement. These amounts are reported as taxable income to the recipients. Additionally, there is a difference in voting rights. The foundation's president only votes on an issue if the board members' vote results in a tie.”

“The american dental association is the sole member of the ada foundation.”

“The member elects four members of the board of directors.”

“The bylaws of the foundation provide that the member has the right to vote on the following: amendment or repeal of the articles of incorporation of the foundation; any amendment of the bylaws that would change any of the rights of the member, including the right to elect the ada directors; the election and removal of ada directors; the removal of directors as provided in 805 icls 105/108.35(d) of the illinois not for profit corporation act; any merger of the foundation; the dissolution of the foundation the disposition of all or substantially all of the assets of the foundation.”

“The form 990 was reviewed by management prior to filing. Financial information was compared to the organization's books and records. Responses to questions and additional information were reviewed for appropriateness. Additionally, the form 990 was reviewed and approved by the finance committee of the board of directors. A copy of the form 990 will be sent to all board members after filing.”

“There is an annual review of the conflict of interest policy. Board members and executive employees are required to sign the conflict of interest disclosure form each year. In-house legal counsel collects and reviews responses and determines necessary action, if any. Individuals who have a disclosed conflict recuse themselves from discussion, and do not vote if there is a direct conflict.”

“The executive committee of the board of directors comprised of independent persons and acting as the compensation committee, determined the compensation of the executive director by reviewing compensation data for organizations of similar size and complexity. Documentation of the deliberations and decisions are kept in the executive committee minutes.”

“Financial statements, governing documents, and conflict of interest policies are not required disclosures pursuant to internal revenue code (irc) section 6104. These documents are not available to the public at this time.”