American Council of Engineering

“Between meetings of the board of directors, the executive committee shall exercise full powers of the board of directors in matters which in the judgment of the executive committee must be acted upon before the next regular meeting of the board of directors, except as provided for in the certificate of incorporation and as limited by applicable law. The executive committee shall have immediate supervision of the financial affairs of the council and shall advise the board of directors on all financial matters. All actions taken by the executive committee shall be in accordance with the general policies of the board of directors and shall be reported to the board of directors at its next meeting.”

“REGULAR AND AFFILIATE”

“A member organization, current in its payments, shall have voting power in the board of directors and for elections to office in proportion to the member firm dues obligation to the council for the current fiscal year in accordance with the following table: annual dues paid number dollars of votes $1,000 and under, 1) $1,000 to $2,500 2) 2,501 to $5,000 3) over $5,000* *one additional vote for each additional $5,000 or any part thereof. The number of votes permitted to be cast by a certain appointed director on behalf of a member organization, and the number of votes permitted to be cast by an officer, shall be referred to in these bylaws as the voting power. The council's members belong to a state member organization as well as the national organization (the council). These members elect their state leadership, including a national director who is a member of the council's board.”

“The draft form 990 is provided to the financial oversight committe for review and comment prior to finalization and submission.”

“Conflict of interest policy is included in the board documents, and they provide an annual confirmation of compliance with the policy. Acec will generally address conflicts of interest in one of three ways in order to avoid potential legal liability. An individual with a serious potential conflict must take no part in the acec issue that raises the potential conflict. For less serious potential conflicts, there must be disclosure to acec and avoidance of participating in debate and voting on the issue for which there is a potential conflict. Finally, for minor potential conflicts, there simply must be full disclosure to acec. It is acec's prerogative, not that of the individual, to make such determinations regarding conflicts. Acec believes that it is prudent to err on the conservative side and avoid even the appearance of conflicts of interest. Acec has identified a number of general categories of actual or potential conflicts of interest. They include but are not limited to: (1) officers and directors of acec acting as official or appointed representatives of acec, and members and staff acting on behalf of acec, should disclose any situation in which they, or a member of their immediate family, have financial, contractual, or other interests that could interfere with their acting in an unbiased manner on behalf of the acec. In such instances, the individual may be asked to recuse themselves from their position or work with acec. (2) officers and directors of acec should exercise caution before entering into financial or legal arrangements that could prejudice or bias their conduct or views in issues related to acec. If such arrangements exist or are perceived to exist, that individual should disclose these arrangements. Examples of relevant situations would include paid relationships or financial interests with vendors doing, or seeking to do, business with acec. (3) individuals or members of committees preparing official statements for acec should disclose financial relationships or legal obligations that interfere, or could interfere, with the task. This policy is directed principally at officers and directors of acec, members of the board of directors, committee members and groups working on behalf of acec, members who speak on behalf of acec, and all staff of acec. All acec staff are made aware of the policy and should an occasion arise where a potential conflict is identified staff and volunteers work together to resolve it in line with acec policy.”

“The chair, chair-elect and former chair undertake a detailed performance assessment and review salary surveys for similar positions/organizations to detemine salary level. Last review 5/28/2024 (review is done annually). The president & ceo, with input from the human resources department, sets compensation for other staff.”

“The organization's governing documents, conflict of interest policy, and financial statements are available to the public upon request.”

“Prior year grants unused 22,616.”