American Academy of Otolaryngology - Head & Neck Surgery Foundation

“The foundation has an executive committee, which consists of the president, the most recent living past president, the president-elect, the secretary-treasurer, the chair of the board of governors of aao-hns, and two at-large directors who are serving the fourth and final year of their term. The executive committee has, between board meetings, all of the powers and responsibilities conferred upon the board by law, or by its bylaws, with respect to foundation operations. The executive committee may request that the board be convened to ratify its actions and recommendations.”

“The aao-hnsf bylaws were amended as follows: the science and educational committee (sec) will no longer require that the evp serve as secretary; the sec chair will be appointed by the foundation coordinators; and the deputy evp/coo shall serve as an ex officio member of the sec without vote.”

“The foundation has one member, the american academy of otolaryngology, head and neck surgery, inc.”

“The foundation's bylaws specify that its board members must consist of members of the board of its sole member, the american academy of otolaryngology-head and neck surgery, inc.”

“The bylaws adopted by the foundation may be amended by the affirmative vote of a majority of the board of directors and with approval of the member at a meeting of the member provided, however, that no amendment shall be acted upon unless written notice, setting forth the substance of the proposed amendment, and the time and place of meeting, shall have been sent to the board of directors at least thirty days in advance of the meeting.”

“An email notice containing a direct link to the document is sent to all board members prior to filing the form 990 with the irs. Board members are invited to direct questions or comments to any officer or key employee.”

“Inquires of individuals regarding conflict of interst are performed and followed up on.”

“A compensation committee of the executive committee of the academy and the foundation undertake an annual review of the evp/ceo's performance. The committees use as a guide for determining the compensation a formal evaluation process established by the executive and finance committee. A small subset of the bod, including the president, president elect, and treasurer, is used as the compensation committee for the evp/ceo. During the most recent contract renewal in 2010, the committee used data from a consultant who specializes in benchmarking executive compensation. The evp/ceo's contract also provides policies on annual increases and performance bonuses. These are both determined by the compensation committee. The compensation of the other officers and key employees are determined by the evp/ceo.”

“Governing documents, conflict of interest policy, and financial statements are made available upon request.”

“Other professional fees: program service expenses 1,224,531. Management and general expenses 15,006. Fundraising expenses 0. Total expenses 1,239,537.”

“Interest rate swap agreement -58,852.”

“The process has remained unchanged from the prior year.”