American Urological Association Education and Research Inc.

“The executive committee has delegated authority only to handle the details of management between board meetings. However, the executive committee reports back to the full board, which normally should ratify any significant decision or action of the executive committee.”

“1. Article v committees section 11 public media committee: terms of the chair and vice-chair were modified from one-year to two-year terms to extend continuity with the press/media during the annual meeting and throughout the calendar year. Section 13 science and quality council: a new science & quality council was added to the auaer bylaws. The council provides oversight to the practice guidelines, quality improvement and patient safety and data committees. The separate section regarding the practice guidelines committee was removed as it is now a subcomponent committee of the s&q council.”

“All members have a right to approve/change bylaws and to elect the treasurer and secretary officer positions of the organization.”

“See explanation for line 6.”

“See explanation for line 6.”

“The form 990 was reviewed by the audit committee, senior staff, and an electronic copy was provided to the entire board prior to filing.”

“All committee members are required to complete an annual conflict of interest disclosure statement. The coi's are reviewed by all committee chairmen prior to all meetings. The review is listed as a discussion item on every committee agenda and the review and discussion is documented in the committee meeting minutes.”

“The ceo's salary is determined each year by the executive compensation committee. This committee is comprised of three auaer board members. The auaer treasurer, director of human resources and aed, finance & organizational services serve as non-voting liaisons/advisors to the committee. At the beginning of the contract period (5 years as of 2013) human resources conducted a salary survey and it was determined that the ceo's salary would be increased to the 75th percentile of the 2013 average salary for comparable positions. A proposed plan was prepared to reach this target over the five year period. A comprehensive performance review was completed by various groups including auaer staff, board members and committee chairs. The compensation committee's recommendation was reviewed and voted on by the board of directors. All compensation discussions are conducted during an executive session of the board where the ceo is not present. Auaer does not have a formal process that includes a review and approval by independent persons, comparabillity data, and contemporaneous substantiation of the deliberation and decision for determining compensation of the other officers and key employees of the organization. However, the organization does subscribe to salary surveys and uses an internal compensation committee to review the compensation of select positions.”

“The governing documents, financial statements, and the conflict of interest policy are all available upon request at our corporate office, 1000 corporate boulevard, linthicum, md 21090 for the same period of disclosure as set forth in section 6104(d).”

“The board of directors and committee members of the american urological association education and research, inc. (auaer) rotate on a fiscal year cycle typically june 1st through may 31st.”

“The number of volunteers is estimated by calculating the number of volunteers based on the participation on physician committees.”

“Employees of the american urological association education and research (auaer) also provide services to the american urological association, inc. (aua), a related exempt organization, and to the urology care foundation, inc. (ucf), a related exempt organization. The aua and the ucf reimburse the auaer for those services as well as for any use of building or other assets owned by the auaer through a cost sharing arrangement.”