National Business Officers Association Inc

“The executive committee of the board shall consist of the duly elected or appointed officers, and up to two additional directors appointed by the chair of the board and ratified by the board. The executive committee shall normally serve a term of one year. The executive committee, in between meetings of the board, shall have and exercise the authority of the board of directors in the management of nboa, except that such committee shall have no authority to amend, alter, or repeal the bylaws, to elect, appoint or remove any director or officer of nboa, or to approve any charter document required to be filed with the state department of assessments and taxation of maryland. The executive committee shall have the authority to review and recommend the salary of the president and chief executive officer of nboa.”

“The form 990 is prepared by an independent accounting firm and then the finance and audit committee of the board of directors reviews the draft return in detail and approves its submission. The form 990 is provided electronically to the full board of directors for review prior to filing.”

“Each member of the board of directors signs a conflict of interest statement annually. The governance committee of the board of directors reviews the conflict of interest statements to determine if there are potential conflicts. The governance committee chair and board secretary reports on findings of the review to the full board of directors. There has been no instance where there was a conflict of interest.”

“On behalf of the board of directors, the board chair establishes the initial compensation of the president and chief executive officer (ceo). The board of directors approves the appointment, employment, and compensation of the president and ceo, and enters into a written employment agreement with the president and ceo. Compensation is based on the compensation levels of key executives of similar organizations. The agreement currently in force was made in 2020 and is reviewed annually by the executive committee. Any increase to the president and ceo's base compensation results from the annual evaluation by the executive committee, of achievement of mutually agreed goals and objectives, and will be shared with the board of directors. Reviews are conducted annually in accordance with procedures established by the executive committee. The executive committee adequately, and concurrently, documents the basis for its determination, and the compensation it pays to disqualified persons is presumed to be at fair market value. The process was most recently applied in 2022. Compensation for other key employees was established by independent persons using market analysis data. The basis for any determination is adequately and concurrently documented, and the compensation paid to disqualified persons is presumed to be at fair market value. This process was most recently applied in 2022.”

“At the organization's discretion, it makes its governing documents, conflict of interest policy, and financial statements available to the public. The bylaws are also posted on the nboa's website.”