The Myositis Association

“In 2024, TMA's Governance Committee and Board of Directors undertook a comprehensive review of TMA's bylaws, in partnership with legal counsel. This was the first bylaws review since 2013. Amended bylaws were adopted by the Board in December 2024. The new bylaws clarify and modernize TMA's governance and operations by: establishing a maximum number of directors; extending director terms to 3 years; requiring a 2/3 majority to amend the bylaws; making the Executive Director an ex-officio (non-voting) Board member; and clarifying the important role of advisory councils.”

“Membership is free. Upon registering with TMA, an individual becomes a member and is entitled to newsletters and various incidental benefits. The membership does not convey a right to vote concerning organizational matters.”

“The Form 990 is first reviewed by the Executive and Finance Committees and then circulated to the full Board for comment prior to filing and release.”

“The conflict-of-interest policy is acknowledged and disclosure forms are signed by each Board member and officer at the beginning of his or her term of service. The policy requires that the member or officer make the organization aware of any conflicts. Subsequently, an annual positive confirmation is required from each member or officer. The review of these annual confirmations is delegated to the Chair of the Board and Executive Director in consultation with legal counsel. If a determination of a disqualifying bias or a conflict of interest is found, necessary action is taken pursuant to the conflict-of-interest policy.”

“Executive Director compensation is documented in a written employment contract. Compensation is reviewed annually based upon performance objectives established by the Board at the beginning of each year as well as market compensation considerations. This review is led by the Board Chair and conducted by the Executive Committee of the Board, acting as a Compensation Committee. All members of this Committee are independent directors. The Committee's recommendations are then brought to the full Board for consideration. Deliberations are documented in minutes, and the decision is conveyed to the Executive Director in a letter.”

“The organization's audited annual financial statements are published on its website. Governing documents and conflict of interest policy are available by request. TMA provides Guidestar.org with a digital copy of its Form 990, which is available on that site and others.”