National Association of State

“Naspo is a non-stock, nonprofit association with dues paying members.”

“Naspo holds an annual election process whereby members of the association are nominated by their peers or can nominate themselves to serve on the governing body by the membership at the annual business meeting of the association.”

“Naspo's bylaws define decisions which require approval by members. Members may approve these decisions at the annual business meeting, special meetings and by electronic voting methods.”

“Upon tax preparer completion of irs form 990, the form and accompanying schedules shall be reviewed by the naspo cfo and ceo. Upon their approval, an electronic copy of the form and accompanying schedules shall be provided to the audit committee and naspo board of directors, along with instructions for providing comments and questions, if any. A two-week timeframe shall be provided for comments or questions. Questions or other matters that arise during the review period shall be addressed promptly. Following the two-week review period, if no additional, unanswered concerns are identified, the filing version of the form 990 and accompanying schedules shall be provided to the naspo secretary/treasurer for authorizing signature and submission to the internal revenue service.”

“On an annual basis, all interested persons, which include any member of the board of directors, a principal officer, or a member of a committee with governing body delegated powers, are provided a copy of the conflict of interest policy and are required to complete and sign an acknowledgment and disclosure of actual or potential conflicts of interest. All completed forms are reviewed by the naspo president as defined in the policy. A conflict of interest is a transaction or relationship, which presents or may present a conflict between interested person's obligations to naspo and that person's personal, business, or other interest. Procedure for addressing a conflict of interest: the interested persons may make a presentation to the board of directors, but, after the presentation, he/she shall leave the meeting during the discussion of, and the vote of the transaction or arrangement involving the possible conflict of interest. The president shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. After exercising due dilligence, the board of directors shall determine whether naspo can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, then the board of directors shall determine by majority vote of the disinterested directors whether the transaction or arrangement is in naspo's best interest, for its own benefit, and whether it is fair and reasonable in conformity with this determination. The board of directors shall make its decision as to whether to enter into the transaction or arrangement.”

“The naspo executive committee along with the naspo general counsel meet annually to review the performance evaluation of the ceo for consideration of merit pay increase effective january 1 of each calendar year. Any merit increase is contemplated upon a salary comparison of similarly sized nonprofits, performance of the organization, and budgetary constraints. The general counsel communicates the executive committee decision to the cfo for authorizing any payroll adjustments. The ceo is charged with determining the compensation of other executives in line with the budgetary constraint and salary comparisons available to the organization. During the presentation of naspo's annual budget, incentive payments can be approved for employees based on meeting metrics set by the ceo.”

“Posts an acknowledgment of the organization's compliance with the irs code for public inspection requirements, with instructions for contacting the organization's headquarters to arrange in- person inspection and/or furnish copies on request, including form 1023, form 990, governing documents, conflict of interest policy & financial statements.”

“The process has not changed from the prior year.”