Federation of State Medical Boards Of

“The executive committee of the board shall consist of the chair as chair, chair-elect, treasurer, immediate past chair and two directors-at-large. The directors-at-large shall be elected for a one-year term by majority vote of the directors-at-large and the associate members of the board of directors at the first regular meeting of the board following the annual meeting of the house of delegates. In the event of a vacancy in a director-at-large position, the directors-at-large and the associate members of the board, by majority vote, shall choose another director-at-large to serve the remainder of the one-year term. In the event of vacancy in the position of immediate past chair, this position shall remain vacant until the next annual meeting of the house of delegates. In intervals between board meetings, the executive committee shall act for and on behalf of the board in any matters that require prompt attention. It shall not modify actions previously taken by the board. Minutes must be kept of all meetings. The executive committee shall report in writing all formal actions taken by it to the board of directors within five working days of taking those actions. At each meeting of the board, the executive committee shall present to the board a written report of all its formal actions since the previous meeting of the board.”

“Fsmb of the united states has several classes of membership which include: member, fellow, honorary fellow, associate member, courtesy member, and affiliate member.”

“The right to vote at meetings of the house of delegates is vested in, and restricted to, member medical boards. Officers shall be elected by a majority of the members of the house of delegates who are voting.”

“The annual budget, and some other items, require a majority vote of the members of the house of delegates.”

“The form 990 is first reviewed in detail by the ceo, cfo, and thereafter provided to the board of directors for review and comment prior to filing with the irs.”

“The federation's conflict of interest policy covers directors, officers, committee members or any manager with the authority to influence the actions of fsmb. Any director, officer, or fsmb committee ("committee") member who believes that he or she may have a conflict of interest notifies the chair of the board of directors or committee of such potential conflict of interest. Any member of the executive management who believes that he or she may have a conflict of interest notifies the chief executive officer of such potential conflict of interest. All persons to whom a potential conflict of interest is reported notifies the board of directors, which determines whether such conflict of interest in fact exists. Until the board of directors has made a determination, any disclosed potential conflict of interest is presumed to be an actual conflict of interest for the purposes of the federation's policy. Covered individuals who have a conflict of interest are counted for purposes of a quorum, but are not permitted to participate in discussions at meetings of the board of directors or committees about a relevant issue; they do not vote; and are required to leave the room before decisions are made on matters relating to the conflict of interest. If it is not reasonably possible under circumstances for fsmb to enter into a more advantageous transaction or arrangement that does not give rise to a conflict of interest, the board of directors or committee determines by a majority vote of the disinterested directors or members whether the transaction or arrangement is in the best interest of fsmb, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination it confirms its decision as to whether to enter into the transaction or arrangement. The minutes of the board of directors and all committees document all proceedings related to conflicts of interest.”

“The compensation committee reviews and revises the salary of the ceo. The federation reviews ceo salary compensation of similar organizations annually. Compensation committee minutes are maintained by the treasurer of the board of directors. The ceo reviews and revises the salaries of other c-level employees. Other c-level salary adjustments made by the ceo are noted on the standard forms which are kept in each employee's file. Officer compensation was reviewed last in 2025.”

“The federation does not make its governing documents, conflict of interest policy, and financial statements available to the general public.”