Nw3C Inc.

“By december 31, 2015, the nw3c board of directors completed the transition from a board elected by the members to a board elected by the board of directors that was referenced in the april 29, 2015 amended bylaws. The articles of incorporation were amended effective august 10, 2015 to abolish the board alternate positions, reflect the election of the board by board members, change the name of nw3c voting member agencies to full member agencies, and establish 2 year terms for all directors and the chair of the board. The bylaws were amended effective november 19, 2015 to abolish the board alternate positions, reflect the election of the board by board members, change the name of nw3c voting member agencies to full member agencies, establish 2 year terms for all directors and the chair of the board, remove the sections concerning board and member eligibility, qualifications, and structure from the bylaws and to transfer these provisions to board policies, and create two board policies: the membership policy and the board structure policy.”

“In accordance with its articles of incorporation and its bylaws, the organization is composed of two classes of members, full member agencies and associate members, which are approved for membership by the board of directors. The qualifications for each class of member are determined from time to time by the board of directors.”

“A full member agency is an agency with a nexus to nw3c's mission that has full rights and privileges to participate in nw3c activities as determined by the board of directors. An associate member agency has a nexus to nw3c's mission, is otherwise eligible to become a nw3c member, and includes, but it not limited to, an agency or entity in 1 of the following sub-classes of associate membership: a state or local government agency or division class; a duly constituted permanent task force class, a federal agency or division class, a foreign agency or division class, and any other entity class that is approved by the board of directors. An associate member has the right to participate in nw3c activities and services on a limited basis as permitted by law and as approved by the board of directors.”

“The draft form 990, as prepared by the nw3c accounting and finance staff and the firm of rsm us llp, is provided to the audit committee of the board of directors for review and approval prior to filing. The audit committee reports the result of the 990 review to the board of directors.”

“Each member of the board of directors and all employees must complete and submit a conflict of interest policy questionnaire on an annual basis, which is reviewed by the organization's legal and financial staff, as well as the organization's ceo, who presents the results of the conflicts review to the board of directors.”

“The board of directors reviews and determines the compensation for the organization's ceo, based on information provided by independent compensation studies and other resources. The ceo determines the compensation for the organization's employees based on relevant comparability data, subject to board approval.”

“The organizaton's articles of incorporation are on file with the virginia state corporation commission. The bylaws and conflict of interest policy are not generally available to the public. Financial statments are on file, as required, with the federal audit clearinghouse.”

“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.”