Innovative Lending Platform Association

“The corporation currently has two classes of members: a voting member ("principal member") or a nonvoting member ("associate member").”

“The initial board of directors was appointed by the incorporator. Thereafter, each principal member may appoint one director for a two-year term at the annual meeting. The associate member advisory committee elects two "at large" directors to represent the associate members.”

“Members have the authority to appoint directors; approve amendments to the articles of incorporation of the corporation (the "articles of incorporation") and the bylaws; approve any "fundamental transaction" as defined in the nonprofit corporation act, including but not limited to merger, sale of all or substantially all of the assets of the corporation, conversion or dissolution of the corporation; and approve any matter that may be submitted to the members by the board of directors, in the discretion of the board.”

“The form 990 was prepared by the outside accountants and reviewed by the ceo and outside counsel. The final copy of the form 990 was provided to the board for review and comment before filing with the irs.”

“All board members, officers and key employees are required to sign a conflict of interest policy annually. Upon election or appointment to the board, all new directors disclose any financial interest which may pose a potential conflict of interest. This disclosure includes any interest, financial or otherwise, in any corporation, organization or partnership that provides professional or other services to the corporation. In connection with any actual or possible conflict of interest, an interested person discloses the existence of his or her financial interest and all material facts to the board of directors of the corporation (the "board") or to any committees with board delegated powers (e.g., conflicts or compensation committees) considering the proposed transaction or arrangement, including any relevant and material facts known to such interested person about the matter that reasonably might be construed to be adverse to the corporation. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he/she excuses himself/herself from the board or committee meeting while the determination of whether a conflict of interest exists is discussed and voted upon. The remaining board or committee members determine whether a conflict of interest exists. If the board or committee has reasonable cause to believe that a director, officer, member of a committee with board delegated powers, or key employee has failed to disclose an actual or possible conflict of interest, it informs the individual of the basis for such belief and affords an opportunity to explain the alleged failure to disclose. After hearing the responses and making further investigation as warranted under the circumstances, if the board or committee determines that the director, officer, member of a committee with board delegated powers, or key employee is an interested person and has failed to disclose an actual or possible conflict of interest, it takes appropriate disciplinary and corrective action. Prompt corrective action is required in order to avoid the second-tier penalty tax under section 4958 of the code and other additional liability and must include full restitution to the corporation.”

“The association hired a ceo in october 2017. In order to determine the ceo's compensation: 1) the compensation proposal was reviewed and approved by the board; 2) the board reviewed the compensation of comparable roles at other trade associations; and 3) the board ran a formal process of engagement and deliberation. 4) the board documented compensation in the ceo's employement agreement. The last compensation review took place in december 2020.”

“The organization makes its governing documents, conflict of interest policy and financial statements available to the public upon request.”