Car Care Council Inc.

“The board of directors may delegate such powers and authority to an executive committee, not inconsistent with the laws of the state of maryland, or these bylaws, as in its discretion is deemed warranted. Actions of the executive committee shall be reported to the board for ratification at the next board meeting. The executive committee shall be composed of the chairman, vice-chairman, secretary, treasurer and executive director. Meetings of the executive committee shall be called by the chairman on the request of at least two members of the committee. A majority of the members of the committee shall constitute a quorum for the transaction of business and any action thus taken shall be valid providing it is affirmatively passed by a majority of the members of the entire committee.”

“Auto care association is the only member of car care council.”

“The council (ccc) is organized and operated to carry out the scientific and educational purposes of the auto care association. The membership of ccc shall be composed of a single member, auto care association. The member has the right to vote on matters where a member vote is requested by the board or required under the act. All member voting shall be conducted by written ballot signed by an authorized representative of the member and delivered to the council secretary. The board of directors shall be elected by the council's sole member, auto care association. Unless otherwise directed by auto care association, the board of directors shall be composed of the auto care association executive committee, and the auto care association senior vice president of marketing communications.”

“The form 990 is not provided to all members of ccc's board of directors before filing the form. Instead, the auto care association's audit committee, on behalf of the ccc's board of directors, reviews ccc's form 990 prior to its filing.”

“All board members are required to sign a statement prior to all meetings noting that any and all conflict of interests have been reported to the board or to the organization's general counsel. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he/she shall leave the governing board meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board members shall decide if a conflict of interest exists. An interested person may make a presentation at the governing board meeting, but after the presentation, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest. The chairperson of the governing board shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. After exercising due diligence, the governing board shall determine whether the organization can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the governing board shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the organization's best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination it shall make its decision as to whether to enter into the transaction or arrangement.”

“Car care council complies with the public inspection requirements of internal revenue code section 6104 by making its form 1023, application for recognition of exemption under section 501(a), determination letter from the irs, and the forms 990 for its three most recently completed tax periods available to the public upon request. However, as section 6104 does not require organizations exempt under section 501(c)(3) to disclose its governing documents, conflict of interest policies, or financial statements, car care council has decided not to make such information available for public inspection.”

“Other professional fees: program service expenses 283,257. Management and general expenses 695. Fundraising expenses 0. Total expenses 283,952.”