Washington Technology Industry Association

“There are eight categories of membership in the WTIA: Industry, Associate, WTIA/TechAmerica Industry, WTIA/TechAmerica Associate, IT Department, Individual and Student. An industry member includes any business or organization that devotes a significant portion of its activities in the State of Washington to the creation, development, support or publication of software, digital content, interactive media, the Internet, or information technology. Associate members are organizations that support Washington State's information technology industry, regardless of where they are located. Examples of Associate members include accounting firms, service providers, law firms, venture capitalists and technology firms whose development activities take place outside of Washington State. All employees of member companies can take advantage of WTIA benefits. Company memberships include a complete company listing in the WTIA member directory, an opportunity to have a listing in the Member2Member Program and a listing in a monthly e-newsletter. In addition, employees of Company members are eligible to take advantage of cost-savings services offered through the Group Purchasing Co-op program. These benefits are not available to Individuals or Students at this time. WTIA offers Student memberships to any person who is a full-time student at an accredited institution of higher education.”

“Elections are held annually. Individuals who are employed by, or are a sole proprietor or a general partner of, an Industry Member in good standing are eligible for nomination. Nominations are solicited and accepted from among the Industry membership by a nominating committee as well as made by the nominating committee itself. The nominating committee selects a number of final nominees from all of the nominees submitted equal to or less than the number of open positions on the Board of Directors for presentation to the Board of Directors. The Board of Directors selects the nominees to be presented to the membership as nominees of the Board of Directors. The nominating committee endeavors to balance the nominations according to company size and market and nature of the products or services offered for sale. The name of the nominee and the company with which she or he is affiliated appears on the ballot. Voting is accomplished by ballots, which present the nominees of the Board of Directors and provide for write-in candidates. Each Industry Member may cast one vote for each open position on the Board of Directors, limited to one vote per candidate. There is no minimum number or percentage of members entitled to vote represented in person or by proxy, which shall be required to constitute a quorum at a meeting of members. At the discretion of the Executive Committee or Board, ballots and votes may be communicated by mail, electronic transmission or via Web-based application.”

“The Form 990 was prepared under the direction of the controller by the independent accounting firm SCHOEDEL & SCHOEDEL, Certified Public Accountants, PLLC. A draft copy of the organization's Form 990 was first provided to the organization's controller and chief operating officer, who reviewed the Form 990 for accuracy and completeness. Any questions, concerns, or issues raised by those individuals were addressed, and any necessary revisions were made to the Form 990. The revised Form 990 was then provided to the executive committee for its review and approval. Any additional questions, concerns, or issues raised by the executive committee were addressed, and any necessary revisions were made to the Form 990. The final version of the Form 990 was reviewed, approved, and filed by the chief operating officer.”

“Each director, officer and employee of the Washington Technology Industry Association (covered person) has an ongoing duty to disclose all material facts of every actual or potential conflict of interest existing when he or she is offered or elected to become a covered person, occurring after the acceptance of a position as a covered person, and annually through a conflict of interest survey. Based on all material facts, the Board of Directors determines if a conflict of interest exists and what, if any, actions are required to eliminate or mitigate the conflict of interest. The Directors will evaluate the disclosures to determine whether each involves an actual conflict of interest and may attempt to develop alternatives to remove a conflict from the situation. A covered person who has an actual or potential conflict of interest is not present for or leaves any portion of a meeting at which the Directors are voting to determine whether a conflict exists, but may be present prior to the vote or discussion of the vote to make a presentation to the Directors, disclose additional facts, or respond to questions. The organization may enter into a transaction or arrangement in which a covered person has a conflict of interest only if the covered person has disclosed such conflict of interest in accordance with the organization's policy and either: the Directors approve the transaction or arrangement at a meeting at which the covered person who has a conflict is not present and does not participate (other than to answer questions raised by the unaffected Directors), after determining, in good faith and after reasonable investigation, and that the transaction or arrangement is fair and reasonable to the organization and is in the best interest of the organization, or the transaction or arrangement is in fact fair to the organization, furthers the organization's purposes, and does not result in a violation of the Internal Revenue Code. Consideration of actual or potential conflicts of interest are documented in the minutes of the meeting of the Board of Directors (or a committee thereof) by containing: 1) the names of the persons who disclosed an actual or potential conflict of interest or otherwise were found to have a conflict of interest; 2) the nature of the conflict of interest; 3) any action taken to determine whether a conflict of interest was present; 4) the Directors' decision as to whether a conflict of interest in fact existed; 5) the names of the persons who were present for discussions and votes relating to the transaction or arrangement; 6) the content of the discussion, including any alternatives considered to the proposed transaction or arrangement; and 7) a record of any votes taken in connection with the issue.”

“The compensation of top management, officers and key employees is reviewed annually. The Board of Directors appoints a committee of individuals independent of the employees being evaluated to review such compensation. The committee considers all relevant factors including (but not limited to): level of experience, performance reviews, published compensation of similar positions in other organizations. The compensation committee's deliberations are recorded. The conclusions and supporting information of the compensation committee is reported to the executive committee. The executive committee reviews the compensation committee's report and makes a recommendation of compensation to the entire Board of Directors. The Board of Directors sets the compensation levels of top management, officers and key employees.”

“The organization makes its governing documents, conflict of interest policy, financial statements and Form 990 available to the public by contacting the organization in writing at: 2200 Alaskan Way, Suite 390, Seattle, WA 98121.”

“Professional services 209,556.”