National Defense Industrial Association

“The association has three classes of membership: individual, corporate, and allied membership shall be either regular, life, student, or honorary, as described below. Individual members must be united states citizens. Individual members shall be entitled to vote as a member of one of the association's chapters only on matters affecting the chapter. (a) regular membership is open to those individuals who do not qualify for any other type of individual membership. (b) life membership is open to individual members upon payment of life-time membership dues. (c) student membership is open to students in colleges and technical schools. (d) honorary membership is conferred in the discretion of the board of directors or the executive committee on those who have rendered meritorious service in the cause of defense preparedness and national security. Honorary members will pay no dues corporate members shall be termed regular corporate members. Regular corporate membership is open to all businesses, including partnerships, sole proprietorships, corporations, firms, educational institutions, foundations, association, and components thereof (hereinafter referred to as "corporations") organized or otherwise chartered within the united states. A key representative, empowered to speak (vote) for his or her corporation on matters affecting the association as a whole (hereinafter referred to as "key representative") will be designated by each regular corporate member. Regular corporate members shall have the right to nominate employees to regular membership in the association the total number of such membership to be related to the annual membership dues of the regular corporate member, as may be prescribed by the board of directors or the executive committee. Such members shall not be required to pay individual membership dues. Allied membership shall be either individual or corporate as described below. (a) allied individual membership may be conferred by the president of the association on individuals who are citizens of (1) nations belonging to the nato alliance, (2) japan, australia, or new zealand, (3) nations with which the united states maintains a reciprocal procurement agreement, (4) nations with which the united states department of defense has specifically requested the association to conduct meetings and enhance communications on an industry-to-industry basis. Allied individual members may participate as individual, non-voting members in the activities of the chapters, subject to any restrictions that may be placed on such participation by the united states government. In the case of chapters located outside the fifty states, allied members may participate as individual voting members in the activities of those chapters. (b) allied corporate membership may be conferred by the president of the association on corporations which are chartered and controlled under the laws of (1) nations belonging to the nato alliance, (2) japan, australia, or new zealand, (3) nations with which the united states maintains a reciprocal procurement agreement, (4) nations with which the united states department of defense has specifically requested the association to conduct meetings and enhance communications on an industry-to-industry basis. Allied corporate members shall have the right to nominate a designated number of employees as their representatives to receive all benefits of allied individual members. Such members shall not be required to pay individual membership dues.”

“The form 990 is prepared by an independent accounting firm and provided to the executive committee and board chair, for its information and review. A detailed review is conducted by the the ndia ceo, cfo, and the ndia controller. All parties are able to ask questions and request changes to the form 990 prior to filing with the irs.”

“The association maintains a policy requiring disclosure of any conflict of interest and calling for any disclosures. The policy is also outlined in the director's handbook, which each board member receives. Board members, officers, and individuals holding staff executive positions. Are required to notify ndia all interests which either do, or potentially could, represent a conflict of interest. Officers and those individuals holding executive positions are required to update their disclosure information throughout the year should circumstances change. The information required to be disclosed includes any relevant relationships to disclose (relevant being those relationships related to the interests and activities of ndia and its affiliates). Disclosure of relevant financial, commercial, or other organizational relationships, and any relationships to be disclosed as appropriate. Any issues raised would be presented to the president and ceo of ndia, subsequently to the ndia finance committee chairman and the ndia board executive committee for appropriate action.”

“The compensation for the president & ceo of ndia is set by contract signed by the president and the chairman, ndia, after consultation with an external compensation expert using data from survey compensation data. The president's base compensation is reviewed on an annual basis by the ndia compensation committee, normally as part of its review of the incentive awards justifications, with subsequent review and approval by the ndia executive committee. The most recent review was in december 2024. The justification package presented to both committees includes survey compensation data of like entities in the non profit industry. The compensation of the other executives is reviewed on an annual basis by the ndia president and the ndia compensation committee as part of its review of the incentive awards justifications presented to it and subsequently to the ndia executive committee. All employees' compensation is reviewed on an annual basis by the ndia coo using the appropriate comparability data and information from individual performance incentive reviews. Employee compensation is indirectly reviewed by ndia's finance committee as part of the annual budgeting process.”

“The association makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”