International Food Information Council

“The board of directors shall establish an executive committee of the association composed of the chair, vice chairs, secretary, treasurer, and up to nine additional directors. Between meetings of the board of directors, the executive committee shall have such powers of the board of directors to transact the business and routine affairs of the association as may be delegated by the board of directors pursuant to section 2(a) of this article, except that all transactions must be reported in full at the next regularly scheduled meeting of the board of directors. No lobbying activities shall be undertaken or performed by the association without the prior approval of the executive committee or the board of directors.”

“The members of the association shall consist of companies with food and food related sales; companies, such as packaging or equipment suppliers, service providers, design firms, inspection/testing organization, and canning/bottling companies, with an interest in nutrition and food safety issues; and non-industry organizations, such as research institutions, foundations, and associations, with an interest in nutrition and food safety issues. All members shall subscribe to the articles of incorporation and bylaws, support the purpose, mission and vision of the association, and agree to all conditions of membership established by the board of directors.”

“The form 990 is prepared by an independent accounting firm and a draft is sent to the organization's management team to review. The management team reviews the 990 draft with the organization's legal counsel. After all changes being made if necessary, a copy of the 990 will be sent to each director via e-mail, requesting them to review and submit comments, if any, prior to filing.”

“Each new board member receives a conflict of interest statement. The board of directors are required to complete a conflict of interest statement annually. If an individual has a conflict of interest or potential conflict of interest in connection with any ific transaction or matter, he or she must immediately notify the president and ceo, or chair, and disclose all the material facts concerning the actual or potential conflict of interest and his or her relationship to the transaction or matter at issue. If the conflict of interest arises in connection with the activities of any deliberative body (e.g. The board of directors), the individual with the conflict must immediately disclose the conflict to the other members of the body and the individual must not participate in the deliberation, consideration or vote on the transaction or matter at issue. A notation must be made in the minutes of any meeting at which deliberation, consideration or vote on the transaction or matter at issue is undertaken indicating that the individual with a conflict or potential conflict of interest was excused from the meeting during the time that consideration of the transaction or matter was undertaken, took no part in any discussion pertaining to the transaction or matter and refrained from voting on the transaction or matter. Ific has instituted a conflict of interest policy under which each of the following categories of individuals will be required on an annual basis to sign and submit a conflict of interest policy statement to the president and ceo, or senior vice president, finance and administration: (1) board of directors; (2) officers; (3) staff; adn (4) other specific appointees as designated by the president and ceo or the board of directors. The president and ceo shall maintain and annually update a file of mandatory disclosure statements signed by each above-named individual.”

“President & ceo compensation is reviewed by the executive committee at each annual meeting. The president & ceo makes recommendations to the executive committee on the compensation for other key employees. 2013 was the most recent year in which the process included review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision.”

“The association does not make its governing documents, conflict of interest policy, nor its financial statements available to the public.”

“The process for selection and oversight for an independent accountant has not changed from prior year.”