2023-08-28T16:31:59-05:00 2022-12-31 591753337 KERKERING BARBERIO & CO PO BOX 49348 SARASOTA FL 342306348 990 2022-01-01 592464505 NAMI SARASOTA AND MANATEE COUNTIES INC NAMI 9414443428 2911 FRUITVILLE RD SARASOTA FL 34237 COLLEEN THAYER EXECUTIVE DIRECTOR 9413769361 2023-08-10 1 COLLEEN THAYER 999009999 0 PATRICIA ENTSMINGER P01893671 9413654617 3 AAL1 IAL1 2022 2023-04-26 12:10:37Z COLLEEN THAYER 2911 FRUITVILLE RD SARASOTA FL 34237 1417266 0 X NAMISARASOTAMANATEE.ORG X 1984 FL PROVIDE SUPPORT, EDUCATION, AWARENESS, AND ADVOCACY FOR THOSE LIVING WITH MENTAL ILLNESS AND THEIR FAMILY MEMBERS AND/OR CAREGIVERS. 8 8 20 110 0 0 1785459 1363049 0 0 5547 -520 -1680 -6763 1789326 1355766 0 0 0 0 273055 642534 0 0 47922 145777 372658 418832 1015192 1370494 340574 1686920 2098638 19096 93306 1667824 2005332 X NAMI SARASOTA AND MANATEE COUNTIES, INC. IMPROVES THE LIVES OF INDIVIDUALS, FAMILIES, AND CAREGIVERS ON THEIR JOURNEY TO MENTAL WELLNESS. 0 0 142634 0 0 FAMILY AND PEER EDUCATION: CLASSES OF EIGHT (8) SESSIONS TAUGHT WITH NAMI STANDARDIZED CURRICULUM BY TRAINED FACILITATORS WHO HAVE TAKEN THE CLASS THEMSELVES, AND ARE, OR HAVE LOVED ONES WHO EXPERIENCE MENTAL ILLNESS AND HAVE ATTENDED REQUIRED TRAINING. 286752 0 0 INFO & REFERRAL: RESOURCE LINE/EMAIL DEDICATED TO RESPONDING TO APPROXIMATELY 1,200 INQUIRIES ANNUALLY REGARDING INDIVIDUALS AND/OR FAMILIES EXPERIENCING MENTAL HEALTH CHALLENGES OR WITH LOVED ONES - MANY IN CRISIS. THOUGH NOT A CRISIS LINE, THE RESOURCE LINE IS OFTEN THE FIRST LINE OF RESPONSE. 373172 0 0 AWARENESS: EDUCATIONAL PRESENTATIONS, COMMUNITY PRESENCE, EVENTS, PUBLIC SERVICE ANNOUNCEMENTS ABOUT SERVICES OFFERED AND TO PROMOTE ANTI-STIGMA AGAINST MENTAL ILLNESS REACHING IN EXCESS OF 2,000 PEOPLE. FAMILY AND PEER SUPPORT GROUPS: SERVING FAMILIES AND INDIVIDUALS WITH LIVED EXPERIENCE WITH MENTAL ILLNESS, FACILITATED BY TRAINED INDIVIDUALS WHO ARE PEERS OF THOSE THEY SERVE. 802558 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 18 0 1 20 1 0 0 0 0 0 0 0 0 0 0 0 0 X 8 8 0 0 1 0 1 0 0 1 1 0 0 1 1 1 1 1 1 1 0 0 FL X KERKERING BARBERIO & CO 9413654617 1990 MAIN ST STE 801 SARASOTA FL 34236 MARY BETH BOS DIRECTOR 2.00 X 0 0 0 RYAN BROWN DIRECTOR 2.00 X 0 0 0 LAURA CARSON DIRECTOR TO 5/31/22 2.00 X 0 0 0 AMANDA COKER DIRECTOR 2.00 X 0 0 0 DEBRA GIACALONE DIRECTOR TO 6/30/22 2.00 X 0 0 0 BART HODGENS DIRECTOR 2.00 X 0 0 0 MADELINE KWAN DIRECTOR TO 5/31/22 2.00 X 0 0 0 DR LINDA STONE DIRECTOR TO 1/31/22 2.00 X 0 0 0 RICK THURMAN DIRECTOR 2.00 X 0 0 0 MICHELE MILLER CHAIR FROM 8/1/22 9.00 X X 0 0 0 VICKIE TIUTYAMA VICE CHAIR, TREASURER 8.00 X X 0 0 0 MITZIE HENSON SECRETARY 9.00 X X 0 0 0 JOHN ANNIS CHAIR TO 8/1/22 9.00 X X 0 0 0 COLLEEN THAYER EXECUTIVE DIRECTOR 40.00 X 88105 0 6189 88105 0 6189 0 0 0 0 0 1791 64049 11878 1285331 1363049 3691 3691 49457 53668 -4211 -4211 -4211 0 64049 7832 -7832 -7832 MISCELLANEOUS INCOME 624100 1069 1069 1069 1355766 0 0 -7283 94294 52051 18207 24036 484244 439809 36243 8192 17718 17718 46278 39622 4195 2461 6047 6047 28247 13654 12160 2433 48420 26328 17400 4692 1311 656 643 12 26945 17000 7830 2115 78513 68935 9578 8260 8260 18678 13787 4873 18 36200 32434 3766 15563 8997 4749 1817 SUPPLIES AND EQUIPMENT 48046 46624 154 1268 NAMI EASYSITE.COM 32891 94 32627 170 DUES & SUBSCRIPTIONS 9878 6778 2846 254 MEALS 5959 5959 7700 3852 3394 454 1015192 802558 164712 47922 389429 614668 217689 211393 54943 202380 7187 14642 1101310 47530 1015897 1053780 1775 1775 1686920 2098638 19096 23748 69558 19096 93306 X 1667824 1935774 69558 1667824 2005332 1686920 2098638 340574 -3066 0 X X 0 1 X 1 0 X 83885 102118 325431 1785459 1363049 3659942 14556 14556 83885 102118 339987 1785459 1363049 3674498 20000 70000 50183 155926 132445 428554 0 20000 70000 50183 155926 132445 428554 3245944 119 1946 3691 5756 119 1946 3691 5756 1069 1069 83885 102118 340106 1787405 1367809 3681323 0.88170 0.87400 0.00160 0.00090 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 440000 440000 502000 16626 485374 64821 2522 62299 30437 12369 18068 64052 16013 48039 1053780 X 1360530 -3066 -3066 1363596 -7830 -7830 1355766 1022925 7832 7832 1015093 99 99 1015192 PART X, LINE 2: THE ORGANIZATION IS A NOT-FOR-PROFIT ORGANIZATION EXEMPT FROM INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND CLASSIFIED BY THE INTERNAL REVENUE SERVICE AS OTHER THAN A PRIVATE FOUNDATION. PART XI, LINE 4B - OTHER ADJUSTMENTS: SPECIAL EVENTS EXPENSES INCLUDED IN PART VIII FORM 990 -7,832. ROUNDING 2. PART XII, LINE 2D - OTHER ADJUSTMENTS: SPECIAL EVENTS EXPENSES INCLUDED IN PART VIII FORM 990 7,832. PART XII, LINE 4B - OTHER ADJUSTMENTS: PRIOR PERIOD ADJUSTMANT 98. ROUNDING 1. NAMI WALKS 64049 64049 3484 4348 64049 64049 3484 4348 7832 -7832 FORM 990, PART I, LINE 6 VOLUNTEERS ALL BOARD MEMBERS ARE VOLUNTEERS. FORM 990, PART VI, SECTION A, LINE 4 THE ORGANIZATION'S BYLAWS WERE AMENDED IN MAY OF 2022. ARTICLE III, MEMBERSHIP, SECTION 3.01 HAS BEEN AMENDED TO ADD: MEMBERS OF THE CORPORATION DO NOT HAVE VOTING RIGHTS. ARTICLE III, MEMBERSHIP, SECTION 3.02 VOTING, THE FOLLOWING HAS BEEN REMOVED IN ITS ENTIRETY - {A) EACH MEMBER SHALL BE ENTITLED TO ONE VOTE. (B) THERE SHALL BE NO PROXY VOTING. C) MEMBERS SHALL HAVE THE RIGHT TO VOTE AT ALL MEMBERSHIP MEETINGS. ARTICLE V, MEETINGS, SECTIONS 5.02, 5.03 AND 5.04 HAVE BEEN REMOVED COMPLETELY. THEY READ: SECTION 5.02. REGULAR MEETINGS. MEMBERS MAY CONVENE REGULAR MEETINGS THROUGHOUT THE YEAR. SECTION 5.03 SPECIAL MEETINGS. THE BOARD OF DIRECTORS, OR 50% OF MEMBERS, MAY CALL A SPECIAL MEETING AT THE TIME, DATE AND LOCATION OF THEIR CHOICE. SECTION 5.04. QUORUM. TWENTY PERCENT OF THE MEMBERSHIP SHALL CONSTITUTE A QUORUM FOR ANY MEETING AT WHICH A VOTE IS TO BE TAKEN. IN ARTICLE VI, BOARD OF DIRECTORS THE QUALIFICATIONS, COMPOSITION, TERMS OF OFFICE AND NOMINATION PROCESS OF THE BOARD HAVE BEEN RESTATED, AS FOLLOWS: OLD SECTION 6.01 QUALIFICATIONS. THE BOARD OF DIRECTORS SHALL BE COMPRISED OF AT LEAST 6 AND NO MORE THAN 15 INDIVIDUALS WHO ARE MEMBERS IN GOOD STANDING OF NAMI SARASOTA AND MANATEE COUNTIES, INC. THE BOARD OF DIRECTORS SHALL ESTABLISH THE POLICIES OF NAMI SARASOTA AND MANATEE COUNTIES, INC. AND SHALL HAVE THE POWER OF THE ORGANIZATION BETWEEN MEETINGS OF THE ORGANIZATION'S MEMBERSHIP UNLESS OTHERWISE SPECIFIED IN THE ARTICLES OF ORGANIZATION, ARTICLES OF INCORPORATION OR THESE BYLAWS. NEW SECTION 6.01 COMPOSITION. THE BOARD SHALL BE COMPRISED OF AT LEAST THREE (3) AND NO MORE THAN FIFTEEN (15)INDIVIDUALS WHO ARE MEMBERS IN GOOD STANDING OF THE CORPORATION. OLD SECTION 6.02 TERM OF OFFICE: THE TERM OF OFFICE OF DIRECTORS IS THREE (3) YEARS. DIRECTORS MAY NOT SERVE MORE THAN TWO CONSECUTIVE FULL TERMS. AFTER ONE OR MORE YEARS ABSENCE FROM THE BOARD, THAT INDIVIDUAL MAY SEEK RE-ELECTION. THE TERM OF ALL DIRECTORS SHALL COMMENCE IMMEDIATELY AFTER THEIR ELECTION. IT IS THE INTENT OF THIS SECTION THAT THE TERMS BE STAGGERED SO THAT NOT MORE THAN ONE-THIRD OF THE DIRECTORS SHALL BE ELECTED IN A ONE YEAR, TERMS TO BE DETERMINED BY THE NOMINATING COMMITTEE IN THEIR DISCRETION. NEW SECTION 6.02 TERM OF OFFICE. THE TERM OF OFFICE SHALL BEGIN WITH THE BOARD MEETING FOLLOWING THE ELECTION OF THE NEW DIRECTOR. DIRECTORS SHALL SERVE A ONE (1) YEAR INTRODUCTORY TERM. IF REELECTED, DIRECTORS ARE ELIGIBLE TO SERVE TWO ADDITIONAL TERMS OF TWO (2) OR THREE (3) YEARS. A DIRECTOR MAY SERVE A MAXIMUM OF SIX (6) CONSECUTIVE YEARS. A FORMER DIRECTOR MAY BE ELECTED TO SERVE AS A DIRECTOR AFTER A ONE (1) YEAR HIATUS FROM THE BOARD. NO FORMER STAFF MEMBER SHALL BECOME A DIRECTOR OF THE BOARD BEFORE A SEPARATION PERIOD OF AT LEAST ONE (1) YEAR FROM THE LAST DATE OF EMPLOYMENT HAS PASSED. OLD SECTION 6.03 NOMINATION PROCESS. THE PRESIDENT SHALL APPOINT A BOARD NOMINATION COMMITTEE COMPRISED OF THREE DIRECTORS. NOMINATIONS FOR THE DIRECTORS MAY BE SUBMITTED BY MEMBERS IN WRITING TO THE BOARD NOMINATION COMMITTEE. THE RECOMMENDATIONS OF THE BOARD NOMINATING COMMITTEE SHALL BE SUBMITTED TO THE FULL BOARD AT LEAST 30 DAYS PRIOR TO THE MEETING AT WHICH THE VOTE WILL BE TAKEN. NEW SECTION 6.03 NOMINATION PROCESS. THE CHAIR SHALL APPOINT A GOVERNANCE COMMITTEE CHAIR TO OVERSEE NOMINATION PROCESS TO ELECT DIRECTORS TO THE BOARD. NOMINATIONS FOR THE DIRECTORS MAY BE SUBMITTED BY MEMBERS IN WRITING TO THE GOVERNANCE COMMITTEE CHAIR. THE RECOMMENDATIONS OF THE GOVERNANCE COMMITTEE SHALL BE SUBMITTED TO THE FULL BOARD IN ADVANCE OF THE MEETING AT WHICH THE VOTE ON THE INDIVIDUAL'S CANDIDACY WILL BE TAKEN. ARTICLE VII DIRECTORS MEETING, SECTION 7.07 HAS BEEN REMOVED IN ITS ENTIRETY: IT READ AS FOLLOWS: INDIVIDUAL BOARD MEMBERS ARE EXPECTED TO: - KNOW THE MISSION, POLICIES, PROGRAMS AND NEEDS OF NAMI SARASOTA AND MANATEE COUNTIES, INC.; - FAITHFULLY READ AND UNDERSTAND THE ORGANIZATION'S FINANCIAL STATEMENTS; - SERVE AS ACTIVE ADVOCATES AND AMBASSADORS FOR NAMI SARASOTA AND MANATEE COUNTIES AND FULLY ENGAGE IN IDENTIFYING AND SECURING THE FINANCIAL RESOURCES AND PARTNERSHIPS NECESSARY FOR NAMI SARASOTA AND MANATEE COUNTIES TO ADVANCE ITS MISSION; - GIVE A MEANINGFUL PERSONAL FINANCIAL DONATION; - HELP IDENTIFY PERSONAL CONNECTIONS THAT CAN BENEFIT THE ORGANIZATION'S FUNDRAISING AND REPUTATIONAL STANDING, AND CAN INFLUENCE POLICY; - PREPARE FOR, ATTEND, AND CONSCIENTIOUSLY PARTICIPATE IN BOARD MEETINGS; - PARTICIPATE FULLY IN ONE OR MORE COMMITTEES. OLD ARTICLE IX DESIGNATED THE FOUR OFFICERS OF THE ORGANIZATION AS PRESIDENT, VICE-PRESIDENT, SECRETARY AND TREASURER. NEW ARTICLE IX DESIGNATES THE FOUR OFFICERS OF THE ORGANIZATION AS CHAIR, VICE-CHAIR, SECRETARY AND TREASURER. ARTICLE IX ALSO REMOVED ALL OFFICER DUTY DESCRIPTIONS AND REPLACES IT WITH: OFFICER AUTHORITY AND DUTIES TO BE PERFORMED SHALL BE OUTLINED IN THE RESPECTIVE OFFICER POSITION DESCRIPTIONS APPROVED BY THE BOARD. OLD ARTICLE XI INDEMNIFICATION OF OFFICERS, DIRECTORS, EMPLOYEES, AGENTS SECTION 11.01. INDEMNIFICATION. THE NAMI SARASOTA AND MANATEE COUNTIES' OFFICERS AND DIRECTORS SHALL INDEMNIFY TO THE FULLEST EXTENT PROVIDED BY LAW FOR ACTIONS TAKEN IN SERVICE TO THE ORGANIZATION, EXCEPT FOR ANY ACTION DETERMINED BY THE BOARD OF DIRECTORS TO HAVE BEEN TAKEN IN BAD FAITH. THE BOARD OF DIRECTORS HAS THE AUTHORITY TO INDEMNIFY ALL EMPLOYEES AND AGENTS OF THE ORGANIZATION TO THE FULLEST EXTENT PROVIDED BY LAW FOR ACTIONS TAKEN IN SERVICE TO THE ORGANIZATION TO THE FULLEST EXTENT FOR ANY ACTION DETERMINED BY THE BOARD OF DIRECTORS. SECTION 11.02. LEGAL FEES. IN ANY SUIT OR LEGAL ACTION, THE BOARD OF DIRECTORS SHALL HAVE THE AUTHORITY TO ADVANCE LEGAL FEES AND OTHER COSTS INCURRED BY AN INDEMNITEE. IF ANY SUCH SUIT OR ACTION RESULTS IN A DETERMINATION OF BAD FAITH, THE INDEMNITEE SHALL REIMBURSE NAMI SARASOTA AND MANATEE COUNTIES, INC. FOR ANY ADVANCED FEES AND COSTS. SECTION 11.03. INSURANCE OF RISK. THE BOARD OF DIRECTORS SHALL HAVE THE POWER TO INSTRUCT THE PRESIDENT TO CAUSE TO BE PURCHASED AND MAINTAIN, AT THE CORPORATION'S EXPENSE, INSURANCE ON BEHALF OF THE CORPORATION, ITS BOARD OF DIRECTORS AND ON BEHALF OF OTHERS, TO THE EXTENT THAT POWER TO DO SO HAS BEEN OR MAY BE GRANTED BY STATUTE AND GIVE OTHER INDEMNIFICATION TO THE EXTENT PERMITTED BY LAW. NEW ARTICLE XI INDEMNIFICATION OF OFFICERS, DIRECTORS, EMPLOYEES, AGENTS SECTION 11.01 CONDITIONS. THE CORPORATION SHALL INDEMNIFY ANY PAST OR PRESENT DIRECTOR, OFFICER, EMPLOYEE OR AGENT OF THE CORPORATION, AND ANY PERSON WHO MAY HAVE SERVED OR WHO SERVES AT ITS REQUEST AS A FIDUCIARY, AGAINST (A) ANY EXPENSES AND COSTS, INCLUDING BUT NOT LIMITED TO LEGAL AND ACCOUNTING FEES, INCURRED IN CONNECTION WITH ANY CLAIM ASSERTED AGAINST SUCH INDIVIDUAL BY REASON OF BEING OR HAVING BEEN SUCH DIRECTOR, OFFICER, EMPLOYEE, AGENT OR FIDUCIARY OR IN CONNECTION WITH ANY CIVIL OR CRIMINAL ACTION, SUIT OR PROCEEDING WHICH IS INSTITUTED BEFORE ANY COURT OR ADMINISTRATIVE BODY AND TO WHICH SUCH INDIVIDUAL IS MADE A PARTY BY REASON OF BEING OR HAVING BEEN SUCH DIRECTOR, OFFICER, EMPLOYEE, AGENT OR FIDUCIARY, (B) ANY AMOUNTS PAID IN SETTLEMENT OF ANY SUCH CLAIM OR ANY SUCH ACTION, SUIT OR PROCEEDINGS; AND (C) ANY AMOUNTS PAID ON ANY JUDGMENTS RENDERED IN ANY SUCH ACTION, SUIT OR PROCEEDINGS; PROVIDED THAT SUCH INDIVIDUAL ACTED IN GOOD FAITH AND IN A MANNER SUCH INDIVIDUAL REASONABLY BELIEVED TO BE IN, OR NOT OPPOSED TO, THE BEST INTERESTS OF THE CORPORATION AND, WITH RESPECT TO ANY CRIMINAL ACTION OR PROCEEDING, HAD NO REASONABLE CAUSE TO BELIEVE SUCH INDIVIDUAL'S CONDUCT WAS UNLAWFUL. IN NO EVENT, HOWEVER, SHALL INDEMNIFICATION BE MADE FOR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. SECTION 11.02 DETERMINATION. ANY INDEMNIFICATION UNDER SECTION 11.01 OF THIS ARTICLE 11, UNLESS PURSUANT TO A DETERMINATION BY A COURT, SHALL BE MADE BY THE CORPORATION ONLY UPON A DETERMINATION THAT INDEMNIFICATION IS PROPER IN THE SPECIFIC CIRCUMSTANCES BECAUSE THE APPLICABLE STANDARD OF CONDUCT SET FORTH IN SECTION 11.01 OF THIS ARTICLE 11 HAS BEEN MET, MADE BY (A) MAJORITY VOTE OF A QUORUM OF DIRECTORS WHO WERE NOT PARTIES TO SUCH ACTION, SUIT OR PROCEEDING; OR (B) IF SUCH QUORUM IS UNOBTAINABLE, OR (EVEN IF OBTAINABLE) IF A QUORUM OF DISINTERESTED DIRECTORS SO 136 DIRECT, BY INDEPENDENT LEGAL COUNSEL IN A WRITTEN OPINION. SECTION 11.03 ADDITIONAL RIGHTS. THE INDEMNIFICATION PROVIDED BY THIS ARTICLE 11 SHALL BE IN ADDITION TO ANY OTHER RIGHTS WHICH THOSE INDEMNIFIED MAY HAVE UNDER ANY LAW, AGREEMENT OR RESOLUTION OF THE BOARD OF THIS CORPORATION. FORM 990, PART VI, SECTION A, LINE 4 OLD ARTICLE XII -- REVISION OR AMENDMENTS TO THE BYLAWS: SECTION 12.01: REVISION OR AMENDMENTS TO THE BYLAWS MAY BE PROPOSED BY ANY MEMBER. ANY SUCH PROPOSED REVISION OR AMENDMENT SHALL BE SUBMITTED IN WRITING TO THE EXECUTIVE COMMITTEE NOT LESS THAN SIXTY (60) DAYS PRIOR TO THE DATE OF THE ANNUAL DIRECTORS MEETING. SECTION 12.02: EACH MEMBER SHALL RECEIVE IN WRITING ALL PROPOSED REVISIONS OR AMENDMENTS TO THE BYLAWS NOT LESS THAN THIRTY {30) DAYS PRIOR TO THE DATE OF THE ANNUAL DIRECTORS MEETING. SECTION 12.03: PROPOSED REVISIONS OR AMENDMENTS SHALL BE PRESENTED TO THE MEMBERS AT THE ANNUAL MEMBERSHIP MEETING. A TWO THIRDS MAJORITY OF THE MEMBERS VOTING SHALL BE REQUIRED TO REVISE OR AMEND THE BYLAWS, PROVIDED A QUORUM IS PRESENT. SECTION 12.04: THE BYLAWS SHALL BE EXAMINED ANNUALLY TO ENSURE THAT THEY REFLECT THE EFFICIENT AND PROPER OPERATION OF NAMI SARASOTA AND MANATEE COUNTIES, INC. ARTICLE XII - REVISION OR AMENDMENTS TO THE BYLAWS: OLD SECTION 12.01. REVISION OR AMENDMENTS TO THE BYLAWS MAY BE PROPOSED BY ANY MEMBER. ANY SUCH PROPOSED REVISION OR AMENDMENT SHALL BE SUBMITTED IN WRITING TO THE EXECUTIVE COMMITTEE NOT LESS THAN SIXTY (60) DAYS PRIOR TO THE DATE OF THE ANNUAL DIRECTORS MEETING. NEW SECTION 12.01: AMENDMENTS. THESE BYLAWS MAY BE ALTERED OR REPEALED AND BYLAWS MAY BE MADE BY THE AFFIRMATIVE VOTE OF A TWO-THIRDS (2/3) MAJORITY OF THE DIRECTORS OF THIS CORPORATION AT ANY REGULAR MEETING OF THE BOARD, OR AT ANY SPECIAL MEETING OF THE BOARD IF NOTICE OF THE PROPOSED ALTERATION OR REPEAL TO BE MADE IS CONTAINED IN THE NOTICE OF THE MEETING. ARTICLE XII - REVISION OR AMENDMENTS TO THE BYLAWS: THE FOLLOWING OLD SECTIONS WERE REMOVED IN THEIR ENTIRETY: OLD SECTION 12.02. EACH MEMBER SHALL RECEIVE IN WRITING ALL PROPOSED REVISIONS OR AMENDMENTS TO THE BYLAWS NOT LESS THAN THIRTY {30) DAYS PRIOR TO THE DATE OF THE ANNUAL DIRECTORS MEETING. OLD SECTION 12.03. PROPOSED REVISIONS OR AMENDMENTS SHALL BE PRESENTED TO THE MEMBERS AT THE ANNUAL MEMBERSHIP MEETING. A TWO THIRDS MAJORITY OF THE MEMBERS VOTING SHALL BE REQUIRED TO REVISE OR AMEND THE BYLAWS, PROVIDED A QUORUM IS PRESENT. OLD SECTION 12.04. THE BYLAWS SHALL BE EXAMINED ANNUALLY TO ENSURE THAT THEY REFLECT THE EFFICIENT AND PROPER OPERATION OF NAMI SARASOTA AND MANATEE COUNTIES, INC. ARTICLE XIII - NONDISCRIMINATION THE FOLLOWING HAS BEEN ELIMINATED: NAMI SARASOTA AND MANATEE COUNTIES, INC. ADHERES TO AND SUPPORTS ALL LAWS REGARDING DISCRIMINATION. THE LAW PROHIBITS, AND NAMI WILL NOT TOLERATE DISCRIMINATION OR HARASSMENT ON THE BASIS OF RACE, COLOR, RELIGION, CREED, NATIONAL ORIGIN OR ANCESTRY, ETHNICITY, FAMILIAL STATUS, SEX, GENDER(INCLUDING GENDER NONCONFORMITY AND STATUS AS A TRANSGENDER OR TRANSSEXUAL INDIVIDUAL) AGE, PHYSICAL OR MENTAL DISABILITY, CITIZENSHIP, PAST, CURRENT OR PROSPECTIVE SERVICE IN THE UNIFORMED SERVICES, GENETIC INFORMATION OR ANY OTHER CHARACTERISTIC PROTECTED UNDER APPLICABLE FEDERAL, STATE OR LOCAL LAW. DISSOLUTION PROCEDURES HAVE BEEN AMENDED AS FOLLOWS: OLD SECTION 15.01. IN THE EVENT OF THE DISSOLUTION OF NAMI SARASOTA AND MANATEE COUNTIES, INC. ALL ASSETS REMAINING, AFTER PAYMENT OF ALL DEBTS AND OBLIGATIONS, SHALL BE DISTRIBUTED TO NAMI FLORIDA, THE STATE ORGANIZATION, OR IF THAT ENTITY IS NOT IN EXISTENCE OR IS NOT THEN EXEMPT WITHIN THE MEANING OF 501(C)(3) OF THE INTERNAL REVENUE CODE, AS AMENDED, TO NAMI NATIONAL, A MISSOURI CORPORATION, IN ACCORDANCE WITH FLORIDA LAW. IF THESE ENTITIES ARE NOT IN EXISTENCE OR NOT THEN EXEMPT WITHIN THE MEANING OF 501(C)(3) OF THE INTERNAL REVENUE CODE, ANOTHER ENTITY EXEMPT UNDER 501(C)(3) OF THE INTERNAL REVENUE CODE THAT SHARES SIMILAR GOALS AND MISSIONS SHALL BE IDENTIFIED TO RECEIVE ANY REMAINING ASSETS. NEW SECTION 15.01. IN THE EVENT OF THE DISSOLUTION OF THE CORPORATION, ALL ASSETS REMAINING, AFTER PAYMENT OF ALL DEBTS AND OBLIGATIONS, SHALL BE DISTRIBUTED TO AN ENTITY EXEMPT UNDER 501(C)(3) OF THE INTERNAL REVENUE CODE THAT SHARES SIMILAR GOALS AND MISSIONS SHALL BE IDENTIFIED TO RECEADDITIONIVE ANY REMAINING ASSETS. THIS DETERMINATION SHALL BE MADE BY BOARD AFTER CONSULTATION WITH THE CORPORATION'S ATTORNEY. FORM 990, PART VI, SECTION A, LINE 6 NAMI MEMBERS RECEIVE NEWSLETTERS AND UPDATES ON MENTAL HEALTH NEWS; THE ABILITY TO ENGAGE IN DISCUSSION GROUPS; AND OPPORTUNITIES TO SUPPORT OTHERS WHO ARE AFFECTED BY MENTAL ILLNESS FINANCIALLY AND EMOTIONALLY. FORM 990, PART VI, SECTION B, LINE 11B THE BOARD REVIEWS THE FORM 990 WITH THE ORGANIZATION'S CPA PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C NAMI REGULARLY MONITORS AND ENFORCES COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY THROUGH SELF-DISCLOSURE. FORM 990, PART VI, SECTION B, LINE 15A THE EXECUTIVE DIRECTOR'S COMPENSATION IS DETERMINED BASED ON COMPENSATION PAID BY OTHER SIMILAR ORGANIZATIONS IN THE AREA FOR THE SAME POSITION. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S FINANCIAL STATEMENTS, CONFLICT OF INTEREST POLICY AND FORMS 990 ARE AVAILABLE UPON REQUEST. FORM 990, PART XII, LINE 2C REVIEW OVERSIGHT PROCESS NO CHANGE FROM PRIOR YEAR.