Plastics Pipe Institute Inc

“The executive committee shall be composed of the chair of the board, vice chair of the board, treasurer, and secretary. The executive committee shall exercise all powers of the board of directors when the board is not in session. The secretary shall submit periodic reports to the board of directors on the actions taken in the name of the institute by the executive committee.”

“Voting membership shall consist of any corporation, partnership, or sole proprietorship that transforms raw materials through manufacturing and is actively engaged in selling products in north america, which become part of plastics piping systems, or machinery or equipment used in fabricating or installing plastic pipe or fittings for plastics piping systems, shall be eligible for voting membership. A company must join at least one division at the 1point level in order to qualify for voting membership. A company may not join a division in which it does not have sales.”

“Voting members have the ability to vote and elect the board of directors and their respective division chairs.”

“Members' other governance decisions: - each voting member company shall be entitled to one vote on matters subject to vote by each division of ppi to which the voting member pays dues, for example, a division's annual budget, as well as in committees in which the member serves. - if a member fails to abide by any provision of these bylaws, it may be dropped from membership by 2/3 vote of the voting members of ppi at any regular or special meeting. - these bylaws may be amended, repealed or altered, in whole or in part, by a majority of 2/3 of the voting members present at any duly called meeting of ppi, or by majority of 2/3 of those responding to a letter ballot. - ppi may be dissolved and its certificate of incorporation surrendered at any meeting of ppi by a 2/3 vote of the members.”

“The executive director reviews the form 990. It is subsequently given to the board of directors. Should the board of directors have any questions, they are directed to the executive director or the independent cpa firm who prepared the return. A final copy is provided to the full board of directors prior to filing with the irs.”

“The members of the board of directors should be aware that conflicts of interest can arise and not act in any manner that is contrary to the best interests of ppi. The conflict of interest policy helps constitute what one is, assists the board in identifying and disclosing actual and potential conflicts, and helps ensure the avoidance of conflicts of interest. All actual and potential conflicts of interest shall be disclosed by board members to the executive committee through the annual disclosure form and/or whenever an actual or potential conflict arises. Determination of any conflict of interest is made by disinterested board members on the executive committee and what subsequent action (if any) is appropriate. All interested board member(s) are recused from participating in debates and voting on the matter involving the conflict of interest.”

“Consultant reports were utilized as a reference for compensation for the president. The hr committee of the ppi board met to determine and approve the compensation following a self-evaluation by the president and a performance review. Key employees compensation was determined using consultation reports for trade associations. The president of ppi reviewed them to determine appropriate compensation and established annual performance metrics and a performance review was used to determine compensation and annual raises.”

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