Upper Mississippi River Basin Association

“The states of Illinois, Iowa, Minnesota, Missouri, and Wisconsin are UMRBA's members.”

“The Governor of each member state is entitled to name one representative and as many alternate representatives as he/she chooses to UMRBA. Those representatives and alternates comprise UMRBA's Board of Directors. Each state has one vote on matters coming before the Board of Directors.”

“UMRBA's Executive Director distributes the organization's draft 990, and relevant financial statements, to all Board members AND OFFICERS via email for a minimum 1-week review prior to finalizing and filing the return. If Board members have questions or concerns that cannot be readily resolved, the 990 filing is extended as necessary. The Board does not take formal action as a body to approve the 990 prior to filing.”

“All UMRBA employees, directors, and officers are subject to the organization's conflict of interest policy and are required to file written disclosures annually. In addition, UMRBA's Executive Director reviews all purchase and contracting decisions for potential conflicts, with particular attention to new vendor relationships. UMRBA's directors must approve all contracts exceeding $10,000, providing an additional layer of review for potential conflicts. Employees are to disclose potential conflicts to UMRBA's Executive Director and/or Board Chair, who are then responsible for bringing the matter to the attention of the full Board. Disclosures involving directors are made directly to the full Board. A transaction involving a conflict may be undertaken only if a) the conflict is fully disclosed, b) the person with the conflict is excluded from discussion and approval of the transaction, c) a competitive bid or comparable valuation exists, and d) the Board has determined that the transaction is in UMRBA's best interest. No conflicts have been reported for the filing year.”

“UMRBA's Board reviews and determines the Executive Director's compensation annually. The Executive Director does not participate in these deliberations. The Board considers independent comparability data assembled by staff of the Minnesota Department of Agriculture. The Board's deliberations and decisions are documented in meeting summaries and memos prepared contemporaneously by various Board members.”

“UMRBA's Articles of Association and Bylaws are posted on its web site, as are its major operating policies, including its conflict of interest policy. Financial statements are distributed publicly in meeting packets that support the Board's quarterly meetings. They are also available upon request at any time.”

“Umrba's board of directors acts as a committee of the whole in assuming responsibility for oversight of the audit.”

“Per the terms of revenue procedure 95-48, published november 20, 1995, umrba is not required to file annual information returns on irs form 990. Specifically, umrba is "operated, supervised, or controlled" by governmental units (i.e. Umrba's five member states), was created by one or more governmental units (i.e. Umrba's fiver member states), and would have its assets revert to one or more governmental units should it dissolve (per umrba's bylaws). However, while umrba is not required to file form 990, it elects to do so voluntarily in the interest of good governance, transparency, and public accountability.”