National Insurance Producer Registry DBA Nipr

“Two members of nipr's board of directors have a business relationship with each other because they are also members of the naic executive committee, which serves as the governing body of the naic and manages its business and affairs. The two members are commissioner of the kentucky department of insurance, sharon p. Clark and commissioner of the state of kansas, vicki schmidt.”

“Pursuant to nipr's corporate charter, the naic is the sole corporate member of nipr.”

“The naic is the sole corporate member of nipr and appoints six (6) regulatory members to nipr's board of directors. The ceo or coo of the naic also serves as a board member. The naic does not have voting rights. The members appointed by the naic do have voting rights.”

“Committees of nipr's board of directors do not have authority to act on behalf of the full board. The proceedings of the audit, investment and compensation committees are presented to the full board in a written report. Any necessary action recommended by a committee must be voted on by the full board.”

“A full copy of the form 990 is distributed to all members of the board of directors before it is filed with the irs pursuant to nipr's written form 990 policy, which was adopted in september of 2009 by the board of directors. The pertinent text of the policy is set forth here. I. Purpose of form 990 review policy national insurance producer registry is exempt from federal income tax as an organization described in section 501(c)(6) of the internal revenue code ("nipr"). As an exempt organization, nipr must annually file the irs form 990. The purpose of this form 990 review policy ("policy") is to ensure that a substantive and independent review of the form 990 is undertaken by nipr's audit committee. The form 990 is a comprehensive self audit of nipr's activities including, without limitation, its compensation arrangements, transactions with interested persons, transactions with related organizations and it requires disclosure of its governance framework, policies and procedures. The form is a public document so anyone who wishes to review the form must be permitted to do so and if anyone requests a copy, they must be provided with one. Ii. It is the general policy of nipr to have its audit committee conduct a substantive review of the form 990 during its preparation by an outside accountant with the assistance of nipr's general counsel, officers and staff. The final version of the form 990 shall be provided to all of the members of nipr's board of directors before it is filed with the irs. Iii procedures. In accordance with its review function, the audit committee shall take the following actions: - approve the form 990 preparer. - carefully monitor the description of nipr's purposes and activities reported on the form 990 to ensure that the description provided accurately describes nipr's purposes and activities and that the stated purposes and activities further the exempt purposes of nipr within the meaning of section 501(c)(6) of the code. - ensure that the mission statement stated in the form 990 has been approved by the board of directors in a formal board resolution. - conduct a detailed review and analysis of the material tax and financial issues as well as disclosure issues raised by the form 990. - consult directly with the form 990 preparer and legal counsel, when appropriate, relative to any tax, financial or disclosure issues presented on the form. - after consideration and analysis of all of the material issues and after discussions with the form 990 preparer and legal counsel, forward the final version to the board of directors for its review and approval prior to filing. - approve and distribute the annual questionnaire to officers, directors and key employees to acquire information on their respective family and business relationships, transactions with nipr, potential conflicts of interest, and other information needed to answer various form 990 questions and comply with nipr's conflicts of interest policy.”

“Nipr's board of directors and employees sign and submit an annual questionnaire disclosing their potential conflict of interest. The board of director forms are kept on file with the executive team. Employee forms are retained in the employee's personnel file in people operations. Each year new forms are signed by all employees.”

“Nipr's ceo compensation is the responsibility of the board of directors and its compensation committee, which acts pursuant to a written policy updated by the board in january 2017. The compensation committee, appointed by the board, is comprised of three members who must not have a conflict of interest pursuant to the executive compensation policy. The committee must meet annually to prepare an annual evaluation of the nipr ceo and provide the results to the board of directors. The committee's recommendations must be consistent with the ceo's employment agreement, incentive award or other compensation matters. The committee coordinates and directs nipr's chief people operations officer to review and receive compensation analysis and other pertinent data that is functionally comparable to positions in similarly situated organizations. Compensation consultants or other experts may be retained, as needed, subject to the approval of the board of directors. The board of directors meet each june in executive session, to hear the report of the compensation committee and finalize the performance evaluation and compensation for the ceo.”

“Nipr's annual audited financial statements and its annual report are found on nipr's website at www.nipr.com. Governing documents and the conflict of interest policy are available upon request.”

“The audit committee of nipr's board of directors is responsible for oversight of the annual independent financial audit, review of nipr's financial statements and the selection of an independent accountant.”