Midtown Business Association Inc.

“At its April 24, 2013 meeting, the Board of Directors approved revisions to the Articles of Incorporation to bring provisions in line with current IRS and State of Georgia non-profit codes and to update the corporation's powers and purposes. The corporation's bylaws were also updated to clarify provisions in conjunction with revisions to the Articles of Incorporation. Revisions included delegating legal responsibility to a 15-person Board Executive Committee, which the Board of Directors will now elect, as well as combining the previously separate Board Finance and Audit Committees. In addition, a Board Development Committee was formally defined as a part of these revisions. The Board of Directors retains authority to amend the Articles of Incorporation, appoint new members to the Board of Directors and to the Executive Committee.”

“Midtown Alliance allows businesses and other organizations to join the Alliance as a member for an annual fee. Members receive no benefits from the Alliance so the fee is treated as a contribution.”

“A final draft of Form 990 and Form 990-T was reviewed by the Finance & Audit Committee, the Executive Committee, the President/CEO and the CFO of the organization prior to filing.”

“The conflict of interest policy applies to all Board members and employees, and a written copy is distributed to a new Board member upon election and is distributed to employees annually. The policy prohibits a Board member from voting or participating in deliberations or decisions on a matter when any actual, potential or perceived conflict of interest is relevant to a matter requiring action by a Board or Board Committee.”

“A subcommittee of the Board determines the Chief Executive Officer's compensation. This subcommittee also advises the CEO on senior staff compensation.”

“The public inspection copy of the Form 990 and 990-T is kept in the Chief Financial Officer's office and is available for inspection upon request during normal business hours.”

“All governing documents, conflict of interest policies, and audited financial statements are made available to the public upon request.”

“The Midtown Alliance has an agreement to provide support and administrative services to the Midtown Community Improvement District ("MID"). The agreement is renewable annually but may be terminated by either party upon sixty days notice. The MID was formed in 2000, and its initial six-year term was extended for an additional six years in both 2006 and 2012. The property owners of the MID agreed to tax themselves up to an additional five mills per year to fund public improvement projects and programs within the district. The Midtown Alliance provides design, project facilitation, and ongoing maintenance services related to improvements approved by the MID Board of Directors. The MID advances money to the Alliance during the year to fund these projects and services. Unused advances are recorded as a liability by the Alliance to the MID.”

“In Part III of previous Form 990 filings, expenses for streetscape maintenance and design (now titled planning and zoning) were included as a part of a urban design projects. Streetscape maintenance activities have increased due to the organization's growing list of completed improvement projects. Planning and zoning services have also expanded due to increased levels of property development activity in Midtown Atlanta.”