Air Conditioning Refrigeration Heating &

“The organization's members are companies who are union employers engaged in the hvac and pipefitting business in the south florida area. There are two classes of membership: contractor membership, and associate membership. Associate members are not entitled to vote in association meetings. Associate members may serve on mcasf committees only by special appointment by the president.”

“Board vacancies and openings on expired terms are filled by the board of directors, after nominations, interviews and discussion. These decisions are subject to being overridden by the membership pursuant described in the response to part vi, section a, line 7b.”

“Any action of the board may be voided by a resolution passed by a two-thirds vote of the contractor members present at any regular or special meeting of the association. Special meetings are called by the president giving not less than two weeks notice upon the written request of a majority of the board of directors, or upon written request of ten percent (10%) of all the contractor members in good standing.”

“The only subcommittees that can act on behalf of the association are the executive committee and the negotiation committee. The executive committee prepares reports on various of its activities for the board and reports orally at board meetings. Reports are not necessarily in the form of "minutes". The negotiation committee, when delegated the authority to agree to settle a contract, provides written status reports, but those also may not be in the form of minutes.”

“Prior to filing, the form 990 is sent to all board members for their individual review. Board members raise questions for discussion, if any, and provide their approval.”

“Directors, officers and covered employees are required to annually report any potential conflicts of interest, as well as to report during the year if a new potential conflict arises. If a potential conflict is reported or detected, the board of directors requests additional facts from the affected individual, and may receive a statement from the individual as to why the potential conflict is not, in fact, a conflict. The board, excluding any board member involved with the potential conflict considers and makes a determination as to whether a conflict does actually exist. The board's determination is binding on the individual, and the board will determine if the conflicted individual is barred from any involvement in the transaction, or if some other action or limitation is required.”

“The board periodically reviews compensation using information publicly available from similar entities in setting the executive director's compensation amount and structure. The executive director is independent of these discussions. There is contemporaneous substantiation of the deliberation and decision. This due diligence results in a written contract with the executive director. The review was last completed in 2021.”

“The governing documents, conflict of interest policy and financial statements are available upon request at the association's address listed on the return.”