Groundfish Forum

“Todd Loomis, Pat Tracey, Mike Faris and Susan Robinson - business relationship”

“Significant changes to the bylaws are as follows:The dues structure changed from assessments based on vessel length to an equal division among the board members. The bylaws now allow the organization, at the boards discretion, to enter contracts or commit to a variety of services in addition to the annual dues.Voting rights changed from voting units based on vessel footage to one vote per nondelinquent member.The provision for loss of membership changed from automatic loss of membership if there are unpaid dues at the end of two calendar years to automatic loss of membership if dues or assessments remain unpaid for one year.The Manner of Acting entitles each director entitled to vote to one vote on behalf of the member they represent. Prior to the change, each director was entitled to the number of voting units allocated to the member that appointed the director.”

“The Corporation has two classes of members - regular members with voting rights, and associate members with no voting rights. Each regular member of the Corporation is allocated voting units in accordance with the Corporation's bylaws.”

“The board president and treasurer review the Form 990 before filing.”

“Disclosure is made on at least an annual basis via email or other appropriate correspondence between the Association and Covered Officials (described below). Disclosure is shared with the Association's Board of Directors, which may take such further action it deems appropriate. In addition, any relationship or circumstance that is created or arises in the interim is disclosed to the Board President and Executive Director as soon as possible.Covered officials include the board of directors, officers and key employees.Once a conflict of interest arises, in addition to disclosure, the person with the conflict should use their best judgment as to whether and to what extent they should recuse themselves from deliberations, voting, decision-making, and other participation with respect to the matter at issue, and whether they should resign from an office or position. In making this determination, the best interests of the Association should be the sole criteria. The Board of Directors may require full or limited recusal or other measures, including resignation from an Association office or position.”

“The board reviews and compares similar pay grades in other organizations as a baseline for compensation decisions relative to performance.”

“The process is the same as the process for question 15a.”

“Governing documents, policies and financial statements are available upon request.”

“Client Note 1 - Statement Regarding Associate Member Dues__________________________________________Total Associate Member Dues $13,200Salaries and Wages - Directly Connected (1,919)Payroll Taxes (119) Communications (44)Office Supplies (10)Depreciation (8)Rent (115) _______ Net Income(Loss) - Associate Member Dues 10,985 _______ _______”