American Chemical Society

“In 2024, the following individuals had business relationships by serving together (in an unpaid capacity) on the board of an acs related organization, acs international ltd. (acsi): albert horvath (acsi chair of the board), emily b. Kunchala (acsi president and director), manuel guzman (acsi director), latrease garrison (acsi director), james milne (acsi director), and craig w. Stephens (acsi director). They received no compensation for their service as director or officer of acsi.”

“The american chemical society is a federally chartered not-for-profit corporation whose membership is open to individuals who are interested in the objects of acs and who meet the requirements for members or student members, as provided in the acs constitution and bylaws. The acs may approve for member a person who meets any of the requirements for formal training, experience, or employment in a chemical science or in a related field of natural science, engineering, technology, or science education. Natural sciences are those that deal with matter, energy, and their interrelationships and transformations. The acs may approve for student member, a person who is actively working toward an undergraduate degree in a chemical science or in a related field of natural science engineering, technology, or science education from an appropriately accredited educational institution, or one acceptable to the acs. In 2024, the following categories of members had the right to elect the members of the governing body or their delegates: regular member - a person that has a degree or certification in chemical or related sciences; or certification as a teacher of a chemical science. Student member - a person actively working toward an undergraduate degree in chemistry or in a related academic discipline, shall be entitled to all privileges of membership and certain discounts except that of holding an elective position of the acs, its local sections, or its divisions, and the privilege of serving as temporary substitute councilor; however, if the bylaws of the local section or division so permit, a student member may hold an elective position of the local section or division, other than councilor or alternate councilor.”

“AS DESCRIBED ON LINE 6, ACS MEMBERS, OR THEIR ELECTED MEMBER REPRESENTATIVES ("COUNCILORS") FROM ACS LOCAL SECTIONS AND DIVISIONS, ELECT ACS BOARD MEMBERS. ALL ACS MEMBERS RESIDING IN THE US AUTOMATICALLY BECOME MEMBERS OF AN ACS LOCAL SECTION WHILE ALL MEMBERS MAY CHOOSE TO JOIN AN ACS DIVISION. A DIVISION IS A GROUP OF 50 OR MORE MEMBERS WITH A COMMON INTEREST IN A PARTICULAR FIELD OF SOCIETY INTEREST AUTHORIZED BY THE ACS COUNCIL. A LOCAL SECTION IS A GROUP OF 50 OR MORE MEMBERS COVERING A TERRITORY APPROVED BY THE ACS COUNCIL. IN 2024, THE ACS HAD 106,637 MEMBERS WHO WERE EITHER A REGULAR MEMBER OR A STUDENT MEMBER, WHO ELECT THE ACS PRESIDENT-ELECT. IN ADDITION TO THE PRESIDENT-ELECT, THERE ARE TWO EX-OFFICIO VOTING MEMBERS OF THE BOARD OF DIRECTORS: THE CURRENT PRESIDENT AND THE MOST RECENT PAST PRESIDENT (BOTH ELECTED BY THE MEMBERSHIP IN PRIOR YEARS). THE SIX DISTRICT DIRECTORS, WHO ALSO SERVE ON THE ACS BOARD, ARE ELECTED BY THE MEMBERS OF THE SIX GEOGRAPHICAL DISTRICTS AS PROVIDED IN THE BYLAWS, FROM WHICH THEY ARE TO SERVE. IN ADDITION, THE SIX DIRECTORS-AT-LARGE ARE ELECTED BY THE COUNCIL. THE ACS COUNCIL IS COMPOSED OF THE ACS PRESIDENT, THE PRESIDENT-ELECT, THE DIRECTORS, THE PAST PRESIDENTS, THE CHIEF EXECUTIVE OFFICER, THE SECRETARY, AND THE COUNCILORS REPRESENTING ACS DIVISIONS AND LOCAL SECTIONS, ALL OF WHOM SHALL BE KNOWN AS VOTING COUNCILORS, IF MEMBERS OF THE ACS. COUNCILORS ARE ELECTED BY DIVISION AND LOCAL SECTION MEMBERS (IN 2024, ACS HAD 32 DIVISIONS AND 171 LOCAL SECTIONS). TWENTY PERCENT OF ELECTED COUNCILORS ARE ELECTED BY DIVISIONS AND 80% ARE ELECTED BY LOCAL SECTIONS. Part VI, Section A, line 7B ACCORDING TO THE ACS CONSTITUTION, EACH PETITION FOR AMENDMENT OF THE CONSTITUTION SHALL REQUIRE THE APPROVAL OF THE ACS COUNCIL AND NO AMENDMENT TO THE CONSTITUTION CAN BE ADOPTED WITHOUT A TWO-THIRDS VOTE OF THE ACS MEMBERS CASTING VOTES.”

“The acs form 990, including required schedules and supporting documentation, was prepared by the acs tax compliance and reporting office. A detailed review of the return was conducted by the assistant controller, and the vice president of finance and acs controller. The return was then reviewed by members of acs executive leadership team including the treasurer & chief financial officer, executive vice president, human resources, chief operating officer, secretary & executive vp, general counsel, and the chief executive officer. In addition, the return was reviewed by the society's external tax advisers, kpmg llp. Prior to the filing of the return with the internal revenue service, a copy of the final form 990 and required schedules was made available to each member of the board of directors and each member of the audit committee for their review.”

“Pursuant to acs board regulations, directors, officers, key employees, and members of the committee on budget and finance, audit and risk management committee, the pensions and investments committee and the governing board for publishing are required to annually submit a completed conflict of interest disclosure form. The office of the general counsel reviews each of the forms except his/her own, which is reviewed by the chief executive officer) and assesses whether an actual or potential conflict of interest exists/may exist and whether the individual should refrain from consideration of related items. Whenever any business matter, which is to be considered by board-related bodies, officers, or key employees, involves activities or information that might directly or indirectly place a participant in a special conflict of interest, then the affected individual shall refrain from participating in the consideration of, or any voting upon, such matter. Acs has a conflict of interest policy applicable to all acs employees. Additionally, on an annual basis, all acs employees are required to read, reaffirm their understanding of the acs conflict of interest policy, and, if applicable, to submit a completed conflict of interest disclosure form. Disclosure forms may be reviewed by a combination of human resources, general counsel, and the employee's management chain, as appropriate, to determine whether an actual or potential conflict of interest exists/may exist and how to manage any actual conflict. Under acs policy, a conflict of interest occurs when an employee permits the possibility of gain to themself or their immediate family, or permits others to have influence over their judgment when carrying out duties on behalf of the society. An action may constitute a conflict of interest without being in violation of any laws, rules, or regulations. If an employee has questions about outside activities that may conflict with the society's interests, the employee is required to consult with office of the general counsel-ethics and compliance in writing and receives a formal written response.”

“The acs board of directors determines the salaries and incentive pay of the organization's chief executive officer, top management officials, other officers, and key employees. The acs board of directors is advised on matters involving compensation of the chief executive officer and other members of the senior staff of the society. The committee shall be responsible for recommending salary levels for the chief executive officer, treasurer, secretary, and other executives reporting to the ceo; formulating for board approval the structure and details of the executive incentive plan; and advising the board or its executive committee on any other matter involving compensation of the senior staff of the society. Members of this committee include nonpaid acs members - the chair of the board, who also serves as chair of the committee, the president, immediate past president, chair of the committee on budget and finance, and three members of the society with demonstrated expertise in senior and executive staff compensation issues (the latter three appointed by the chair of the board and confirmed by vote of the board). The chief executive officer and president-elect shall serve as members of the committee without vote. In addition, the committee on executive compensation is advised on the salary and incentive payment for the chief executive officer by a subcommittee of the acs board's executive committee - the committee to review the chief executive officer (crc). Members of this subcommittee include the acs board chair, the acs president-elect, the acs president, the acs immediate past president (presidential succession from performance year) and the longest tenured board member who is an elected member of the board's executive committee (for performance year under consideration). The chair of this subcommittee is the acs board chair. The total cash compensation for acs's executive positions is regularly benchmarked against comparable executive positions using independently published compensation survey data and independent executive consultants. The salary increases and incentive payments for the chief executive officer, officers, top management officials, and key employees in 2024 were based on the 2023 performance year and were reviewed by the committee on executive compensation and the acs board. The committee and board voted on these increases and incentives which were documented in the minutes from the committee and board meetings. The salary increase and incentive payments for the chief executive officer were also reviewed by the crc subcommittee. The written performance reviews and related documentation were provided to the committee members and the acs board of directors. Salary increases for acs executives, based upon 2024 performance, were processed in the first quarter of 2025.”

“The american chemical society's charter, constitution, bylaws, regulations, written conflict of interest policy contained within its regulations, and audited financial statements are available to the public through the organization's website at https://www.acs.org. The acs human resources policies and procedures, available only for employees and not available to the public, include a written conflict of interest policy under the code of ethics policy.”

“In 2024, changes to the acs governing documents were made and included the following: changes were made to the acs bylaws and the standing rules to amend the council executive function provisions related to the petition for global representation on council where global geographic zones were created for the election of councilors not represented by a local section. Changes were made to the standing rules amending the membership function; the schedule of dues and benefits; the name of the committee on technician affairs, and the duties of the committee on budget and finance. In addition, changes were made to the regulations amending the meeting frequency for the governing board of publishing and updating outdated terminology to align with the rest of the acs governing documents.”

“Other program services includes the american chemical society (acs) member insurance program, also known as the acs group life insurance trust, which provides members with insurance coverage through group insurance policies. Offerings include life, ten - and twenty - year level term life, high limit accidental death and dismemberment, hospital indemnity, disability protection, supplemental health, professional liability, and auto/homeowners insurance.”

“In 2024, the acs maintained bank accounts in ireland, india, and united kingdom for purposes of collecting revenue and paying expenses denominated in foreign currencies. Form 990, part v, line 4b - foreign countries ireland india united kingdom”

“Other changes in net assets or fund balances: change in pension funding status ($6,399,716) grant refunds $ 463,980 ----------- line 9, other changes in net assets ($5,935,736) ============”

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