Brick Industry Association

“Todd belden and bob belden have a family relationship.”

“The organization has the following members: section 1 membership classes classes of members shall be determined, and may be changed, by resolution of the bia board, provided that they are consistent with these bylaws. Section 2 - distributor members any business entity that purchases clay brick products for the purposes of resale or is the representative of one or more manufacturers of clay brick products or is engaged in the promotion and sale of such products, shall be eligible to become a distributor member of the bia. Section 3 - manufacturer members any business entity engaged in the manufacture of clay brick products in the united states shall be eligible to become a manufacturer member of the bia. Section 4 associate manufacturer members any business entity engaged in the manufacture of clay brick products in the united states and has total annual shipments of clay brick products equal to or less than the maximum limit approved by the bia board shall be eligible to become an associate manufacturer member. Associate manufacturer members shall have no vote in the affairs of the bia and cannot sit on the bia board, executive committee, or on any program committee or task force as a voting or non-voting member. Associate manufacturer members may attend the bia spring and fall meetings including the bia board and program committee meetings as a guest. Associate manufacturer member benefits including any staff access and the ability to purchase or receive select documents, information, analyses, training, education, or reports compiled by, or prepared by or for, the bia or its distributor or manufacturer members will be determined by the bia board or the bia executive committee. Section 5 - dual members where a business entity is both a distributor and a manufacturer of clay brick and desires to join the bia, it must first join and pay dues as a manufacturer member. If so desired, the entity may also join and pay dues as a distributor member. An associate manufacturer member company that is also a distributor is not eligible to join as a distributor member and cannot sit on the distributor council as either a voting or non-voting member. Section 6 - contributing associate members any business entity engaged in the furtherance of the clay brick industry but not as a distributor or manufacturer as described above shall be eligible to become a contributing associate member of the bia, upon qualifying under such rules and regulations as may be prescribed by the bia board. Contributing associate members shall have no vote in the affairs of the bia but may participate on program committees and task forces in a manner approved by the bia board. Contributing associate members shall not have access to documents, information, analyses, training, education, or reports compiled by, or prepared by or for, the bia or its distributor or manufacturer members. Section 7 premium contributing associate members any business entity primarily engaged in the furtherance of the clay brick industry but not eligible to join as a distributor or manufacturer member shall be eligible to become a premium contributing associate member of the bia, upon qualifying under such rules and regulations as determined by the bia board. Premium contributing associate members shall have no vote in the affairs of the bia but may participate on program committees and task forces in a manner approved by the bia board. Premium contributing associate members shall have full access to documents, information, analyses, training, education, or reports compiled by, or prepared by or for, the bia or its distributor or manufacturer members. Section 8 - international members any business entity engaged in the manufacture or sale of clay brick products outside the united states that is not eligible to be a manufacturer or distributor member based on u.s. Sales shall be eligible to become an international member of the bia, upon qualifying under such rules and regulations as may be”

“The executive committee shall have the authority to act between meetings of the board on all bia matters except those the board specifically reserves to itself, such as the right and power to approve the annual budget; to purchase, or sell any real property; and to fix annual dues and special fees and assessments consistent with these bylaws.”

“Form 990 is reviewed by the ceo prior to filing with the irs.”

“The organization requires all board members and staff to complete a conflict of interest statement every year, and monitors those responses and takes action if necessary.”

“The compensation committee will make recommendations to the exec committee for approval and will focus on determining appropriate bia staff merit pool and/or bonus level(s), benefit programs to be included in the annual operating budget as well as setting the terms and conditions of employment of the president & ceo including an annual performance review. The committee will help determine market-based salaries for bia staff to help ensure bia can recruit and retain experienced, well qualified staff. The committee can use market salary surveys, irs form 990's, or any other information/data it deems useful to determine appropriate, competitive compensation levels. In addition, the committee will consider brick shipment and bia membership trends, current and projected financial operating results and staff turnover rates. Based on the committee's review of this information, it will make a recommendation to the executive committee regarding any merit, bonus or other compensation changes to be included in the annual budget. The president & ceo will then allocate any board approved merit and/or bonuses to national staff based on performance. The committee will also review and recommend any changes to bia's benefit package including but not limited to, medical, dental and disability insurance and bia's 401(k) plan match percentage. Deliberations and decisions regarding the compensation arrangement are contemporaneous documented and recorded as well.”

“The organization makes its governing documents, conflict of interest policy and financial statements available upon request. Financial statements, conflict of interest policy and governing documents are available upon request for the same period of disclosure as set forth in section 6104(d).”

“The process for overseeing the audit of the financial statements and selection of an independent accountant that audited the financial statements has been consistent with prior years.”