American Society for Microbiology

“The executive committee shall be comprised of the officers of the asm. Subject to applicable provisions of law, the articles of incorporation, and the bylaws, and at the direction and continuing oversight of asm's board of directors (board), the executive committee is authorized by the board to act on its behalf on ordinary matters between meetings of the board.”

“A revised nomination and election process envisioned in the bylaws to ensure that asm leadership reflects full breadth of the microbial sciences and is representative of those engaged in the field. Allowing for the creation of scientific advisory councils to provide overall scientific direction for the organization and a move away from the current formal division structure. The change creates a more integrated and forward-looking scientific structure. The bylaws changes also envision the creation of a branch advisory council, chaired by the asm president and populated with councilors from each branch and asm leadership, as a forum for addressing branch-related topics.”

“Asm has members as specified in its bylaws.”

“Members of asm have the power to elect members of the governing body.”

“Members of asm may vote in elections, for the amendment of the articles of incorporation or bylaws, and other matters submitted to membership for vote by the board or directors.”

“The asm financial staff work closely with asm's audit and accounting firm in preparing the form 990 and review the return along with the ceo prior to filing with the internal revenue service.”

“Directors, officers, and all employees who can influence actions of asm are required to complete the conflict of interest disclosure statement and questionnaire annualy. The board will determine whether a conflict exists, and in the case of an existing conflict, whether the contemplated transaction may be authorized as just, fair, and reasonable to asm. The board may, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction. Any director or other individual with the conflict shall not attempt to influence in any manner the board's deliberation or voting on the matter. At the board's request, the individual with the conflict may present information and answer questions prior to the deliberation or vote concerning the matter, but shall leave the meeting during the board discussion and vote. If asm in error enters or otherwise participates in a conflict of interest transaction that requires pre-approval by the board under this policy, such transaction will promptly upon discovery of such error be presented to the board for its review and the board will consider, if appropriate, whether to (i) ratify such transaction, (ii) direct the rescission or modification of the transaction, (iii) take any disciplinary action, and/or (iv) change asm's controls and procedures in connection with such error.”

“Compensation levels for all asm staff, including the ceo, are based on an annual analysis performed by independent compensation consultants, which includes benchmarking against other organizations. This process last occurred august 2023. In addition, the ceo's compensation is administered by an employment contract, developed with assistance from independent compensation consultants, and approved by asm's elected officers. The ceo's contract was last negotiated and updated in june 2024.”

“Asm makes its governing documents, conflict of interest policy, and audited financial statements available to the public upon request.”

“Scientic units - to create a successful mechanism for gathering collegial input and developing scientific priorities, asm established three scientific units organized around key scientific disciplines guided by the principle that science must serve humanity: 1. Asm health - the asm health unit will empower microbial scientists and partners to advance the field for the benefit of society, identifying emerging science across disciplines, in institutions large and small and without regard for regional and geographic boundaries. 2. Asm applied and environmental microbiology - the asm applied and environmental microbiology unit will help connect and promote the fields of microbiology in areas relating to the environment and ecology. 3. Asm mechanism discovery - the asm mechanism discovery unit will drive innovation in the study of microbes and their interactions, harnessing expertise in the fundamental processes, dynamic relationships and evolutionary mechanisms that shape microbial life.”

“Contract services: program service expenses 4,313,429. Management and general expenses 1,607,746. Fundraising expenses 0. Total expenses 5,921,175.”

“Asm's audit committee assumes responsibility for oversight of the audit and selection of an independent accountant. The governing body reviews and accepts the audit report. The oversight and selection process has not changed from the prior tax year.”