Planned Parenthood Alliance Advocates

“The executive committee shall consist of the chair of the board, the other officers including the past board chair, and any other directors as the board of directors may determine. The executive committee shall have and exercise such authority of the board of directors in the management of the corporation between meetings of the board, except as otherwise required by law or the bylaws.”

“The organization amended their bylaws in march 2024. The following significant changes were made: article viii, officers, section 2, election and term, each of the officers of the corporation except for the past board chair shall be elected by the board of directors at the applicable annual meeting of the board to serve two-year terms. The elections for the secretary and treasurer shall occur one year prior to the election for the chair and vice chair so that the secretary and treasurer shall serve concurrent two-year terms, the chair and vice chair serve concurrent two-year terms, and there shall be a one-year period during which all officers have overlapping terms. Unless an officer dies, resigns, or is removed from office, they shall hold office until their successor is elected, whichever is later. Any two or more offices may be held by the same person, except the offices of chair and secretary. In addition to the powers and duties specified below, the officers shall have such powers and perform such duties as the board of directors may prescribe.”

“The members of the corporation consist of the following planned parenthood federation of america members: (i) planned parenthood columbia willamette; and (ii) planned parenthood great northwest, hawai`i, alaska, indiana, and kentucky, inc. Each member shall be entitled to one vote on each matter submitted to a vote of members.”

“Each member may select two (2) directors, each to serve for a term of three (3) years. Each member shall designate its chief executive officer as one of its member-appointed directors. Any member may change its designation of the second member-appointed director at any time and for any reason by written notice to the chair of the board of directors of a new designation. A candidate for an at large director position shall be nominated by the board and approved by the member covering the territory in which the candidate resides.”

“The bylaws of the corporation may be altered, amended or repealed by (a) the affirmative vote of a majority of directors in office at any meeting of the board of directors at which a quorum is present, and (b) the affirmative vote of a majority of the voting members of the corporation at any annual or special meeting of the members. Additional matters on which the members have a right to vote under the washington nonprofit corporation act, as it may be amended from time to time or under any successor act, include, but are not limited to, the following: amendments to the articles of incorporation, the dissolution and/or liquidation of the corporation, the merger or consolidation of the corporation with another entity, or the sale, lease, exchange or other disposition of the corporation's assets not in the ordinary course of business.”

“The funding and finance committee reviews the form 990 before filing with the irs.”

“Board members are asked to read and sign a statement annually. After disclosure of any potential conflicts and discussion with the interested person, the remaining board members will decide if a conflict of interest exists and how it shall be addressed. The organization also conducts periodic reviews which include, but are not limited to, staff compensation as well as partnerships, joint ventures, and arrangements with management organizations.”

“Ceo evaluation committee of the board annually reviews the ceo, consults with ppgnhaik human resources department to assess, and recommends salary adjustments to the full board for approval. Hr department does equity and comparable reviews, establishes salary bands, reviews hiring rates, documents raises.”

“Documents are made available upon request.”

“All staff utilized by the organization are employees of planned parenthood great northwest, hawaii, alaska, indiana, kentucky (ppgnhaik), an unrelated not for profit entity. Ppgnhaik filed 43 w-2s for employees utilized by the organization.”