2023-11-14T13:25:44-06:00 2022-12-31 251408703 SCHNEIDER DOWNS & CO INC ONE PPG PLACE SUITE 1700 PITTSBURGH PA 15222 990 2022-01-01 264033365 CROI FOUNDATION CROI 4128820678 4234 GREENRIDGE ROAD PITTSBURGH PA 15234 DR CONSTANCE BENSON PRESIDENT 4128820678 2023-11-14 1 DR CONSTANCE BENSON 999009999 0 SARAH R PIOT P01358891 4122613644 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z DR CONSTANCE BENSON 4234 GREENRIDGE ROAD PITTSBURGH PA 15234 4560258 0 X WWW.CROICONFERENCE.ORG/CROI-FOUNDATION/ X 2008 DC TO PROVIDE A FORUM TO FACILITATE THE UNDERSTANDING, PREVENTION & TREATMENT OF HIV/AIDS. 12 12 0 32 0 0 0 0 2422219 4558942 1323 1316 0 0 2423542 4560258 330122 392146 0 0 0 0 0 0 0 1818396 3406450 2148518 3798596 275024 761662 4544772 4636591 669843 0 3874929 4636591 X SEE SCHEDULE O 0 0 3556124 392146 4558942 THE CROI FOUNDATION'S CONFERENCE ON RETROVIRUSES AND OPPORTUNISTIC INFECTIONS (CROI) CONSISTENTLY ATTRACTS OVER 3,500 LEADING RESEARCHERS, CLINICIANS, AND GOVERNMENT AND INDUSTRY INVESTIGATORS IN DIVERSE BUT INTERRELATED AREAS OF HIV AND EMERGING PATHOGEN RESEARCH FROM AROUND THE WORLD TO A SCIENTIFICALLY FOCUSED CONFERENCE TO FACILITATE THEIR UNDERSTANDING OF AND INVESTIGATION INTO THE PATHOGENESIS, PREVENTION AND TREATMENT OF HIV, RELATED VIRUSES, OTHER OPPORTUNISTIC AND EMERGING PATHOGENS, AND THEIR COMPLICATIONS. CROI 2021 AND 2022 ADDED CORONAVIRUSES, SPECIFICALLY SARS-COV-2 AND COVID-19 TO THE EMERGING PATHOGENS THAT ARE ADDRESSED DURING THE CONFERENCE AND IN CROI 2023 ADDED MPOX AS AN EMERGING PATHOGEN ADDRESSED DURING THE CONFERENCE. THE CONFERENCE PROVIDES A FORUM FOR TRANSLATING LABORATORY AND CLINICAL RESEARCH INTO PROGRESS BY BRINGING TOGETHER LEADERS IN THE FIELD TO INTERACT WITH AND EDUCATE ONE ANOTHER REGARDING THE VERY LATEST RESULTS, TREATMENT METHODS AND STATE OF THE ART RESEARCH AND TECHNOLOGICAL ADVANCES. THE COVID-19 PANDEMIC REQUIRED A SHIFT TO A VIRTUAL CONFERENCE IN MARCH OF 2020 AND THIS NECESSITY CONTINUED IN 2021. THE 2021 AND 2022 CONFERENCES WERE HELD VIRTUALLY. THE COMPLEXITIES OF HAVING A VIRTUAL CONFERENCE RESULTED IN INCREASED ADMINISTRATIVE, AUDIOVISUAL, INFORMATION TECHNOLOGY AND LOGISTICAL COSTS, BUT THESE WERE GENERALLY OFFSET BY THE REDUCTION IN THE COSTS FOR TRAVEL AND ACCOMMODATIONS FOR ATTENDEES. THE CONFERENCE RETURNED TO AN IN-PERSON CONFERENCE IN 2023 AND IS NOW IN ITS 30TH YEAR, CONTINUING AS THE PREMIER HIGH LEVEL INTERNATIONAL CONFERENCE SUPPORTING THE ADVANCEMENT OF CUTTING-EDGE RESEARCH RELATED TO HIV, OTHER VIRAL AND EMERGING INFECTIONS OF GLOBAL SIGNIFICANCE, AND THEIR COMPLICATIONS. 3556124 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 7 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 12 12 1 0 1 0 0 0 0 1 1 0 0 1 1 1 1 0 0 0 0 0 X DAVID MATHIAS 4128820678 4234 GREENRIDGE ROAD PITTSBURGH PA 15234 X ELAINE ABRAMS DIRECTOR 1.00 X 0 0 0 SUSAN BUCHBINDER DIRECTOR 1.00 X 0 0 0 JUDITH CURRIER DIRECTOR 1.00 X 0 0 0 SHARON HILLIER DIRECTOR 1.00 X 0 0 0 JOHN MELLORS DIRECTOR 1.00 X 0 0 0 LANDON MEYER DIRECTOR 1.00 X 0 0 0 ROBERT SCHOOLEY DIRECTOR 1.00 X 0 0 0 DIANE HAVLIR DIRECTOR 1.00 X 0 0 0 JAMES HOXIE DIRECTOR 1.00 X 0 0 0 NICOLAS CHOMONT DIRECTOR 1.00 X 0 0 0 CONSTANCE BENSON PRESIDENT 1.00 X X 0 0 0 JOHN COFFIN SECRETARY/TREASURER 1.00 X X 0 0 0 0 0 0 0 0 0 0 0 CONFERENCE SPONSORSHIP 900099 2406700 2406700 CONFERENCE REGISTRATIO 900099 2150059 2150059 REBATES/COMMISSIONS 900099 2183 2183 4558942 1316 1316 4560258 4558942 0 1316 231856 231856 160290 160290 220889 220889 4520 4520 13120 13120 3163978 3163978 3319 3319 624 624 3798596 3556124 242472 0 11272 10000 4533500 4293615 0 332976 4544772 4636591 669843 0 669843 0 X 3874929 4636591 3874929 4636591 4544772 4636591 761662 0 X 0 0 0 X 1793249 4858159 2204807 2422219 4558942 15837376 1793249 4858159 2204807 2422219 4558942 15837376 0 282039 1634335 982250 371530 2077479 5347633 282039 1634335 982250 371530 2077479 5347633 10489743 2881 55168 7722 1323 1316 68410 2881 55168 7722 1323 1316 68410 1796130 4913327 2212529 2423542 4560258 15905786 0.65950 0.72320 0.00430 0.00460 X 0 CASH HELD BY AGENT 332976 332976 1 EAST ASIA & PACIFIC 0 0 PROGRAM SERVICES GRANTS/CONFERENCE TRAVEL STIPEND 10530 EUROPE 0 0 PROGRAM SERVICES GRANTS/CONFERENCE TRAVEL STIPEND 93015 NORTH AMERICA 0 0 PROGRAM SERVICES GRANTS/CONFERENCE TRAVEL STIPEND 9945 SOUTH AMERICA 0 0 PROGRAM SERVICES GRANTS/CONFERENCE TRAVEL STIPEND 2925 SUB-SAHARAN AFRICA 0 0 PROGRAM SERVICES GRANTS/CONFERENCE TRAVEL STIPEND 37440 SOUTH ASIA 0 0 PROGRAM SERVICES GRANTS/CONFERENCE TRAVEL STIPEND 4680 RUSSIA AND NEIGHBORING STATES 0 0 PROGRAM SERVICES GRANTS/CONFERENCE TRAVEL STIPEND 1755 0 0 0 0 0 0 160290 0 160290 CONFERENCE TRAVEL STIPEND EAST ASIA AND THE PACIFIC - AUSTRALIA, BRUNEI, BURMA, CAMBODIA, 18 10530 CHECK N/A N/A CONFERENCE TRAVEL STIPEND EUROPE (INCLUDING ICELAND & GREENLAND) - ALBANIA, ANDORRA, AUSTRIA, BELGIU 147 93015 CHECK N/A N/A CONFERENCE TRAVEL STIPEND NORTH AMERICA - CANADA AND MEXICO, BUT BUT NOT THE UNITED STATES 16 9945 CHECK N/A N/A CONFERENCE TRAVEL STIPEND SOUTH AMERICA - ARGENTINA, BOLIVIA, BRAZIL, CHILE, COLUMBIA, ECUADOR, 5 2925 CHECK N/A N/A CONFERENCE TRAVEL STIPEND SUB-SAHARAN AFRICA - ANGOLA, BENIN, BOTSWANA, BURKINA, FASO, 58 37440 CHECK N/A N/A CONFERENCE TRAVEL STIPEND SOUTH ASIA - AFGHANISTAN, BANGLADESH, BHUTAN, INDIA, MALDIVES, NEPAL, 8 4680 CHECK N/A N/A CONFERENCE TRAVEL STIPEND RUSSIA AND NEIGHBORING STATES 3 1755 CHECK N/A N/A 0 0 0 0 0 0 PART I, LINE 2: THE TRAVEL AGENTS ENGAGED TO HANDLE TRAVEL FOR THE CROI FOUNDATION'S CONFERENCE ON RETROVIRUSES AND OPPORTUNISTIC INFECTIONS MAKE PRE-PAID TRAVEL ARRANGEMENTS ON BEHALF OF SCHOLARSHIP RECIPIENTS. THESE INDIVIDUALS ARE REQUIRED TO CHECK IN AT THE MEETING AND ATTEND A MANDATORY WORKSHOP ON THE FIRST DAY OF THE CONFERENCE, TO COMPLETE THE CONFERENCE SURVEY AND, DEPENDING ON SCHOLARSHIP TYPE, TO SUBMIT A FOLLOW-UP REPORT WITHIN ONE MONTH OF THE CONFERENCE. PART III ACCOUNTING METHOD: 1 CONFERENCE TRAVEL STIPEND 220 226856 N/A N/A HONORARIA 1 5000 N/A N/A PART I, LINE 2: THE TRAVEL AGENTS ENGAGED TO HANDLE TRAVEL FOR THE CROI FOUNDATION'S CONFERENCE ON RETROVIRUSES AND OPPORTUNISTIC INFECTIONS MAKE PRE-PAID TRAVEL ARRANGEMENTS ON BEHALF OF SCHOLARSHIP RECIPIENTS. THESE INDIVIDUALS ARE REQUIRED TO CHECK IN AT THE MEETING AND ATTEND A MANDATORY WORKSHOP ON THE FIRST DAY OF THE CONFERENCE, TO COMPLETE THE CONFERENCE SURVEY AND, DEPENDING ON SCHOLARSHIP TYPE, TO SUBMIT A FOLLOW-UP REPORT WITHIN ONE MONTH OF THE CONFERENCE. FORM 990, PART III, LINE 1 CROI FOUNDATION ORGANIZES AND PRODUCES AN ANNUAL CONFERENCE, THE "CONFERENCE ON RETROVIRUSES AND OPPORTUNISTIC INFECTIONS," TO PROVIDE A FORUM FOR BASIC SCIENTIFIC AND CLINICAL INVESTIGATORS TO PRESENT, DISCUSS AND CRITIQUE THEIR INVESTIGATIONS INTO THE EPIDEMIOLOGY AND BIOLOGY OF HUMAN RETROVIRUSES AND THE DISEASES THEY PRODUCE. CROI FOUNDATION PROVIDES A FORUM FOR TRANSLATING LABORATORY AND CLINICAL RESEARCH INTO PROGRESS AGAINST THE AIDS EPIDEMIC. CROI FOUNDATION WAS FORMED IN 2008 TO ENSURE THE ONGOING SUCCESS OF THE CONFERENCE, WHICH WAS FIRST HELD IN 1993 UNDER THE AUSPICES OF ANOTHER NONPROFIT ORGANIZATION. CROI FOUNDATION IS ORGANIZED TO ENCOURAGE THE ADVANCEMENT OF SCIENCE, DISSEMINATE EDUCATIONAL INFORMATION AND TO PROVIDE A FORUM FOR WORLD-WIDE RESEARCHERS TO GATHER AND COLLABORATE. THE FOUNDATION ALSO SUPPORTS AND MAINTAINS WEB-BASED ENDURING MATERIALS, INCLUDING PROCEEDINGS FROM CURRENT AND PRIOR CONFERENCES, FOR USE BY RESEARCHERS INVOLVED IN THE INVESTIGATION OF RETROVIRUSES AND OPPORTUNISTIC DISEASES ASSOCIATED WITH THEM. FORM 990, PART VI, SECTION A, LINE 2 FAMILY RELATIONSHIP: CONSTANCE BENSON AND ROBERT SCHOOLEY FORM 990, PART VI, SECTION A, LINE 4 SUMMARY OF SIGNIFICANT CHANGES TO THE CROI FOUNDATION BYLAWS JUNE 2022: NEW: ARTICLE IV, SECTION 5.B. THE TERM OF A PAST CROI CHAIR DIRECTOR MAY BE EXTENDED FOR MULTIPLE TERMS BY A TWO-THIRDS VOTE OF THE OTHER DIRECTORS IN OFFICE. OLD: THE TERM OF A PAST CROI CHAIR DIRECTOR MAY BE EXTENDED FOR NO MORE THAN TWO ADDITIONAL TWO-YEAR TERMS BY A TWO-THIRDS VOTE OF THE OTHER DIRECTORS IN OFFICE. NEW: ARTICLE IV, SECTION 6.A. THE TERM OF A PC REPRESENTATIVE DIRECTOR WILL BE FOR TWO YEARS BUT MAY BE EXTENDED FOR MULTIPLE TERMS BY A TWO-THIRDS VOTE OF THE OTHER DIRECTORS IN OFFICE. OLD: THE TERM OF A PC REPRESENTATIVE DIRECTOR WILL BE FOR TWO YEARS BUT MAY BE EXTENDED FOR NO MORE THAN TWO ADDITIONAL TWO-YEAR TERMS BY A TWO-THIRDS VOTE OF THE OTHER DIRECTORS IN OFFICE. NEW: ARTICLE V, SECTION 5.B. PURSUANT TO A CALL FOR NOMINATIONS, THE CROI BOARD OF DIRECTORS SHALL THEN NOMINATE AT LEAST ONE (1) MEMBER FROM AMONG THE CROI PC TO SERVE AS THE CROI PC SECOND VICE CHAIR. THE CURRENT CROI CHAIR AND VICE CHAIRS SHALL CONCUR WITH THE NOMINATIONS. THE FOUNDATION BOARD OF DIRECTORS WILL HAVE FINAL APPROVAL OF THE NEXT SECOND VICE CHAIR. OLD: PURSUANT TO A CALL FOR NOMINATIONS, THE CROI PC SHALL THEN NOMINATE AT LEAST ONE (1) MEMBER TO SERVE AS THE CROI PC SECOND VICE-CHAIR. THE CURRENT CROI CHAIR AND VICE-CHAIRS SHALL PRESENT THE NOMINEE(S) TO THE FOUNDATION BOARD OF DIRECTORS FOR FINAL APPROVAL. NEW: ARTICLE V, SECTION 3. THE CROI PC SHALL INFORM THE CROI FOUNDATION BOARD OF DIRECTORS AND THE COLLABORATION PARTNER OF ITS PROPOSED POLICIES AND PROCEDURES. THE CROI FOUNDATION BOARD OF DIRECTORS WILL HAVE FINAL APPROVAL OF ALL CROI PC POLICIES AND PROCEDURES. OLD: SECTION 3. THE CROI PC SHALL ADOPT SUCH POLICIES AND PROCEDURES AS NECESSARY AND CONVENIENT TO CARRY OUT ITS ROLES AND RESPONSIBILITIES. THE CROI PC SHALL INFORM THE CROI FOUNDATION BOARD OF DIRECTORS OF ITS POLICIES AND PROCEDURES. NEW: SECTION 7. THE SECRETARY-TREASURER, TOGETHER WITH THE PRESIDENT, SHALL BE RESPONSIBLE FOR KEEPING ACCURATE RECORDS OF THE PROCEEDINGS OF ALL MEETINGS OF THE BOARD OF DIRECTORS, AND SUCH OTHER ACTIONS OF THE CORPORATION AS THE BOARD OF DIRECTORS SHALL DIRECT. OLD: THE SECRETARY-TREASURER. THE SECRETARY-TREASURER SHALL BE RESPONSIBLE FOR KEEPING AN ACCURATE RECORD OF THE PROCEEDINGS OF ALL MEETINGS OF THE BOARD OF DIRECTORS, AND SUCH OTHER ACTIONS OF THE CORPORATION AS THE BOARD OF DIRECTORS SHALL DIRECT. THE SECRETARY-TREASURER SHALL HAVE CUSTODY OF THE CORPORATE SEAL OF THE CORPORATION, AND HE OR SHE, OR THE PRESIDENT, SHALL HAVE AUTHORITY TO AFFIX THE SAME TO ANY INSTRUMENT REQUIRING IT. WHEN SO AFFIXED, IT MAY BE ATTESTED BY HIS OR HER SIGNATURE OR BY THE SIGNATURE OF THE PRESIDENT. OLD: THE SECRETARY-TREASURER SHALL HAVE CUSTODY OF THE CORPORATE SEAL OF THE CORPORATION, AND HE OR SHE, OR AN ASSISTANT SECRETARY, SHALL HAVE AUTHORITY TO AFFIX THE SAME TO ANY INSTRUMENT REQUIRING IT. WHEN SO AFFIXED, IT MAY BE ATTESTED BY HIS OR HER SIGNATURE OR BY THE SIGNATURE OF SUCH ASSISTANT SECRETARY. NEW: THE SECRETARY-TREASURER SHALL DISBURSE THE FUNDS OF THE CORPORATION ACCOUNT OF ALL HIS OR HER TRANSACTIONS AS SECRETARY-TREASURER AND OF THE FINANCIAL CONDITION OF THE CORPORATION TO THE PRESIDENT AND THE BOARD OF DIRECTORS AT ITS REGULAR MEETINGS OR WHEN THE BOARD OF DIRECTORS SO REQUIRES. THE SECRETARY-TREASURER AND THE BOARD OF DIRECTORS MAY DELEGATE THESE RESPONSIBILITIES TO THE PRESIDENT AS NEEDED TO FULFILL THE FISCAL NEEDS OF THE CORPORATION. OLD: THE SECRETARY-TREASURER SHALL DISBURSE THE FUNDS OF THE CORPORATION, ACCOUNT OF ALL HIS OR HER TRANSACTIONS AS SECRETARY-TREASURER AND OF THE FINANCIAL CONDITION OF THE CORPORATION TO THE PRESIDENT AND THE BOARD OF DIRECTORS AT ITS REGULAR MEETINGS OR WHEN THE BOARD OF DIRECTORS SO REQUIRES. NEW: ARTICLE IX, SECTION 3. THE FISCAL YEAR OF THE CORPORATION SHALL BE THE FISCAL YEAR ENDING DECEMBER 31. OLD: THE FISCAL YEAR OF THE CORPORATION SHALL BE THE FISCAL YEAR ENDING JUNE 30. FORM 990, PART VI, SECTION B, LINE 11B A COPY OF THE FORM 990 WAS PROVIDED TO ALL MEMBERS OF THE GOVERNING BODY PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C THE FOUNDATION HAS ADOPTED A CONFLICT OF INTEREST POLICY. PURSUANT TO THE POLICY, THE MEMBERS OF THE GOVERNING BODY MUST DISCLOSE ANY POTENTIAL CONFLICTS WITHIN 14 DAYS AFTER THEY BECOME AWARE, OR SHOULD HAVE BECOME AWARE, OF THE EXISTENCE OF THE POTENTIAL CONFLICT. UPON THE DISCLOSURE OF THE EXISTENCE OF A POTENTIAL CONFLICT, THE BOARD CONSIDERS THE MATTER OUTSIDE OF THE PRESENCE OF THE POTENTIAL INTERESTED PERSON AND SHALL DETERMINE BY MAJORITY VOTE OF ITS DISINTERESTED MEMBERS WHETHER A CONFLICT EXISTS. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST.