Associated General Contractors of Minnesota Inc

“There shall be an executive committee comprised of the chairman of the board, vice-chair, secretary/treasurer, and past chairman. In addition to other matters that may come before the executive committee, the executive committee shall arrange for periodic evaluation of the performance of the chief executive officer, advise the chief executive officer on personnel matters, and determine all compensation to be paid to the chief executive officer. Except to the extent limited by resolution of the board or as otherwise prohibited by the articles of incorporation, these bylaws, or the laws of the state of minnesota. The executive committee shall have all of the power and authority of the board of directors. The executive committee shall have power to act only in the intervals between meetings of the board.”

“The organization has three classes of members: general contractor members, specialty contractor members, and affiliate members. Members may be individuals, partnership, corporations, limited liability companies, or other entities as approved by the board of directors. Public bodies, including any federal, state or local government or any agency or instrumentality thereof, are not eligible for membership. Affiliate members may serve as directors of the organization, but may not serve as officers and may not vote in matters brought before the membership.”

“The voting members of the association elect the directors, by majority vote, from among candidates recommended by two divisional nominating committees.”

“The form 990 was reviewed by the ceo and the executive committee prior to filing. The board of directors looks at the 990 before it is filed.”

“The association's conflict of interest policy applies to all directors, officers and employees. All individuals are required to annually complete a disclosure form identifying any existing or potential conflicts of interest. Prior to any board or committee action on a contract or transaction, any person having a conflict of interest must disclose all relevant facts at the meeting; such disclosure is reflected in the minutes of the meeting. A person with a conflict may not participate in or be present during the board or committee's discussion of the matter except to disclose material facts and respond to questions. A person with a conflict may not vote on the contract or transaction or be present when the vote is taken.”

“The ceo's compensation is determined by the executive committee, comprised entirely of independent persons. The committee uses survey data as part of the process. The process last included review and approval by independent persons, comparability data and contemporaneous substantiation in 2017 for t. Worke. The association has no other compensated officers or key employees.”

“The association does not make its governing documents, conflict of interest policy, or financial statements open to the public.”