2023-09-28T10:30:16-05:00 2022-12-31 410746749 CLIFTONLARSONALLEN LLP 150 S WARNER ROAD SUITE 310 KING OF PRUSSIA PA 19406 990 2022-01-01 520906312 AMERICAN INTERNATIONAL AUTOMOBILE DEALER ASSOCIATION AMER 7035197800 500 MONTGOMERY STREET 800 ALEXANDRIA VA 22314 CODY LUSK PRESIDENT AND CEO 7035197800 2023-09-13 1 CODY LUSK XXX-XX-XXXX 0 LAUREN N WEST P01970042 2156433900 2023-08-29 3 AAL1 IAL1 2022 2023-04-26 12:10:37Z CODY LUSK 500 MONTGOMERY STREET 800 ALEXANDRIA VA 22314 10856439 0 X WWW.AIADA.ORG X 1970 VA CREATE, MAINTAIN, & PRESERVE A FREE MARKET FOR INTERNATIONAL NAMEPLATE AUTOMOBILES IN THE U.S. 21 21 13 21 367862 0 0 0 3030926 3108445 2304899 -306619 1252763 1226612 6588588 4028438 41748 61500 0 0 2973465 3067641 0 0 0 1349670 1671478 4364883 4800619 2223705 -772181 17060934 14601355 1074918 797162 15986016 13804193 X AIADA'S MISSION IS TO CREATE, MAINTAIN, AND PRESERVE A FREE MARKET FOR INTERNATIONAL NAMEPLATE AUTOMOBILES IN THE U.S. TO AGGRESSIVELY ADVOCATE THIS MISSION BEFORE THE FEDERAL GOVERNMENT. TO ACTIVELY PROMOTE A POSITIVE PUBLIC IMAGE FOR OUR MEMBERS, THEIR EMPLOYEES, THE INDUSTRY AND FOR FREE TRADE. TO DEVELOP STRATEGIC ALLIANCES WITH RELATED ORGANIZATIONS TO ACHIEVE OUR MISSION. TO PRESERVE ECONOMIC VIABILITY OF OUR MEMBERS, THE AMERICAN INTERNATIONAL AUTOMOBILE DEALERS. 0 0 GOVERNMENT RELATIONS:IN ITS DETERMINATION TO PROTECT THE INTEREST OF THE INTERNATIONAL NAMEPLATE AUTOMOBILE DEALER, AMERICAN INTERNATIONAL AUTOMOBILE DEALERS ASSOCIATION (AIADA) PLACED STRONG EMPHASIS ON A FULL-SCALE GOVERNMENT RELATIONS PROGRAM. THE ORGANIZATION'S MAIN THRUST WAS TO MONITOR FEDERAL LEGISLATION OF BENEFIT TO THE INDUSTRY AND OPPOSED THAT WHICH WAS HARMFUL. MAJOR AREAS OF INVOLVEMENT INCLUDED ENERGY, TRADE AND TAX LEGISLATION, ARBITRATION, INVESTMENT POLICY, SMALL BUSINESS TAXATION AND AUTO REGULATIONS AND FUEL EFFICIENCY STANDARDS. INDUSTRY RELATIONS/PUBLIC RELATIONS:AIADA MAINTAINED EFFECTIVE COMMUNICATIONS WITH ITS MEMBERS, AUTO MANUFACTURERS, AND DISTRIBUTORS AS WELL AS NATIONAL DEALER COUNCILS REGARDING ISSUES AFFECTING THE INTERNATIONAL AUTOMOBILE INDUSTRY. IN MANY CASES, AIADA WORKED CLOSELY WITH OTHER INDUSTRY ASSOCIATIONS, AUTOS DRIVE AMERICA ASSOCIATION, THE NATIONAL AUTOMOBILE DEALERS ASSOCIATION, NATIONAL ASSOCIATION OF MINORITY AUTO DEALERS, ALLIANCE FOR AUTOMOTIVE INNOVATION, AND STATE AND METRO DEALER ASSOCIATIONS. COMMUNICATIONS MAGAZINE:A LEGISLATIVE REPORT IS DISTRIBUTED BY EMAIL TO MEMBERS OF OUR LEGISLATIVE ACTION NETWORK AND AFFILIATED INDUSTRY REPRESENTATIVES EVERY WEEK CONGRESS IS IN SESSION. ALSO, AIADA PUBLISHES THE DAY'S INDUSTRY NEWS IN FIRSTUP, WHICH IS DISTRIBUTED DAILY VIA EMAIL. 0 0 0 1 0 0 0 0 0 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 1 19 0 13 1 1 1 0 0 0 1 1 0 0 0 X 21 21 0 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X PAUL GIDDINGS 7035197800 500 MONTGOMERY ST STE 800 ALEXANDRIA VA 22314 JOHN CONNELLY CHAIRMAN 1.00 0.00 X X 0 0 0 MIKE DESILVA CHAIRMAN ELECT 1.00 0.00 X X 0 0 0 STEVE GATES IMMEDIATE PAST CHAIRMAN 1.00 0.00 X X 0 0 0 VALERIE ROMERO SECRETARY/TREASURER 1.00 0.00 X X 0 0 0 CJ BARNETT DIRECTOR 1.00 0.00 X 0 0 0 ANTHONY BROWNLEE DIRECTOR 1.00 0.00 X 0 0 0 CHRISTOPHER CONNOLLY JR DIRECTOR 1.00 0.00 X 0 0 0 STEPHEN K COSS DIRECTOR 1.00 0.00 X 0 0 0 MIKE DARROW DIRECTOR 1.00 0.00 X 0 0 0 JESSICA GERMAIN DIRECTOR 1.00 0.00 X 0 0 0 CHRIS HEMMERSMEIER DIRECTOR 1.00 0.00 X 0 0 0 JOHN HOCTOR DIRECTOR 1.00 0.00 X 0 0 0 ZACH HOFFMAN DIRECTOR 1.00 0.00 X 0 0 0 DAVID R HUDSON DIRECTOR 1.00 0.00 X 0 0 0 JIM HUDSON DIRECTOR 1.00 0.00 X 0 0 0 GREG KAMINSKY DIRECTOR 1.00 0.00 X 0 0 0 MIKE KISTEMAKER DIRECTOR 1.00 0.00 X 0 0 0 JOHN LUCIANO DIRECTOR 1.00 0.00 X 0 0 0 ADAM MANCUSO DIRECTOR 1.00 0.00 X 0 0 0 RYAN MAYER DIRECTOR 1.00 0.00 X 0 0 0 BRAD STRONG DIRECTOR 1.00 0.00 X 0 0 0 SPENCER BECKSTEAD DIRECTOR UNTIL MAY 2022 1.00 0.00 X 0 0 0 CODY LUSK PRESIDENT AND CEO 40.00 0.00 X 801836 0 55625 PAUL GIDDINGS VP, ADMINISTRATION 40.00 0.00 X 290975 0 33694 RACHEL ROBINSON VP, GOVERNMENT RELATIONS 40.00 0.00 X 328175 0 50730 DANIEL BARSON VP, MEMBER SERVICES 40.00 0.00 X 203378 0 36439 ELIZABETH NEWMAN VP, PUBLIC AND INDUSTRY RELATIONS 40.00 0.00 X 176075 0 33924 VIRGINIA TUCKER IT MANAGER 40.00 0.00 X 152810 0 21632 ASHLEY BURCH SENIOR ADVOCACY & GRASSROOT 40.00 0.00 X 122414 0 17459 2075663 0 249503 7 0 1 0 0 MEMBERSHIP DUES 900099 2501615 2501615 MEETINGS & CONVENTIONS 900099 606830 80830 526000 3108445 245189 245189 858345 858345 6276193 6828001 -551808 -551808 -551808 SERVICE CONTRACTS 561000 367862 367862 405 405 368267 4028438 2582445 367862 1078131 61500 2010851 749177 63781 113967 129865 14024 28241 96906 116628 540 167564 45186 176247 145736 652953 54885 15045 SPECIAL PROJECTS 49713 MEMBERSHIPS & COALITION 37813 RESEARCH/RESOURCES 28881 DUES & SUBSCRIPTIONS 26554 14562 4800619 1656613 491573 3500719 3526402 14167 253242 176880 152324 750985 330859 116017 420126 11580788 9741938 15750 15750 17060934 14601355 60718 93006 790583 233967 223617 470189 1074918 797162 X 15986016 13804193 15986016 13804193 17060934 14601355 -772181 -1409642 0 X 0 1 X 1 0 0 0 1 2501615 1999160 -84786 1914374 2041277 -126903 750985 330859 420126 420126 DEFERRED RENT 470189 470189 X 2521890 -1409642 -1409642 3931532 96906 96906 4028438 4703713 0 4703713 96906 96906 4800619 PART X, LINE 2: THE ASSOCIATION IS EXEMPT FROM FEDERAL AND STATE INCOME TAX UNDER SECTION 501(C)(6) OF THE INTERNAL REVENUE CODE (IRC), EXCEPT ON NET INCOME FROM ACTIVITIES UNRELATED TO ITS EXEMPT PURPOSE. THE ASSOCIATION FOLLOWS THE ACCOUNTING STANDARD REGARDING THE RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. THE ASSOCIATION EVALUATED ITS TAX POSITION AND DETERMINED THAT ITS TAX POSITIONS ARE MORE-LIKELY-THAN-NOT TO BE SUSTAINED ON EXAMINATION. 1 FEDERATED INSURANCE FOUNDATION INC 121 EAST PARK SQUARE OWATONNA MN 550603046 237173646 501(C)(3) 25000 0 SPONSORSHIP OF FEDERATED CHALLENGE. GEORGE WASHINGTON'S MOUNT VERNON PO BOX 110 MOUNT VERNON VA 22121 540564701 501(C)(3) 11000 0 SPONSORSHIP OF SPIRIT OF MOUNT VERNON EVENT. AMERICAN HEART ASSOCIATION 7272 GREENVILLE AVENUE DALLAS TX 75231 135613797 501(C)(3) 10000 0 SPONSORSHIP OF HEART'S DELIGHT WINE TASTING AND AUCTION 3 0 PART I, LINE 2: MANAGEMENT AND GOVERNANCE CAREFULLY REVIEW SPONSORSHIP ACTIVITIES AND HAVE A SELECTION PROCESS IN PLACE TO ENSURE THAT ONLY QUALIFIED PUBLIC CHARITIES RECEIVE SPONSORSHIP FUNDS. X 1 1 X X X X 0 0 0 CODY LUSK PRESIDENT AND CEO 794636 0 0 0 7200 0 20300 0 35325 0 857461 0 0 0 RACHEL ROBINSON VP, GOVERNMENT RELATIONS 328175 0 0 0 0 0 20300 0 30430 0 378905 0 0 0 PAUL GIDDINGS VP, ADMINISTRATION 290975 0 0 0 0 0 20053 0 13641 0 324669 0 0 0 DANIEL BARSON VP, MEMBER SERVICES 203378 0 0 0 0 0 14403 0 22036 0 239817 0 0 0 ELIZABETH NEWMAN VP, PUBLIC AND INDUSTRY RELATIONS 176075 0 0 0 0 0 12679 0 21245 0 209999 0 0 0 VIRGINIA TUCKER IT MANAGER 152810 0 0 0 0 0 10716 0 10916 0 174442 0 0 0 PART I, LINE 1A AIADA PROVIDES FOR CLUB DUES FOR CERTAIN EXECUTIVES; THIS BENEFIT IS INCLUDED IN TAXABLE WAGES TO THE EMPLOYEE. PART I, LINE 3 THE ASSOCIATION PRESIDENT IS EMPLOYED UNDER THE TERMS OF AN EMPLOYMENT CONTRACT. THE CONTRACT IS REVIEWED AND RE-EVALUATED BY THE THE BOARD OF DIRECTORS EVERY FIVE YEARS. THE MOST RECENT PROCESS WAS PERFORMED IN 2022. FORM 990, PART VI, SECTION A, LINE 1A (A) THE CHAIRMAN OF THE BOARD, CHAIRMAN-ELECT, VICE CHAIRMAN, IMMEDIATE PAST CHAIRMAN, SECRETARY-TREASURER, AND FOUR (4) DIRECTORS, TWO (2) EACH TO BE ELECTED FROM AMONG (I) DIRECTORS HOLDING A EUROPEAN FRANCHISE, AND (II) DIRECTORS HOLDING AN ASIAN FRANCHISE, SHALL SERVE, WITH VOTE, ON THE EXECUTIVE COMMITTEE. IN NO EVENT SHALL ANY MEMBER HAVE MORE THAN ONE (1) VOTE ON THE EXECUTIVE COMMITTEE. (B) THE ELECTED DIRECTORS WITH ASIAN AND EUROPEAN FRANCHISES SHALL BE ELECTED IN ALTERNATING YEARS FOR TERMS OF TWO (2) YEARS. EACH SUCH ELECTION SHALL TAKE PLACE AT THE ANNUAL MEETING OF THE BOARD. DURING AND AFTER THE FALL MEETING OF THE BOARD, THE NOMINATING COMMITTEE SHALL SOLICIT DIRECTORS FOR THEIR WILLINGNESS TO SERVE AS ELECTED MEMBERS OF THE EXECUTIVE COMMITTEE. CURRENT MEMBERS OF THE EXECUTIVE COMMITTEE SHALL BE ELIGIBLE FOR RE-ELECTION ONE (1) TIME. ANY DIRECTOR SO LIMITED SHALL BE ELIGIBLE FOR ELECTION TO THE EXECUTIVE COMMITTEE AFTER A PERIOD OF ONE (1) YEAR. (C) DURING THE INTERVALS BETWEEN THE MEETINGS OF THE BOARD OF DIRECTORS, THE EXECUTIVE COMMITTEE SHALL POSSESS AND EXERCISE ALL THE POWERS OF THE BOARD OF DIRECTORS IN THE MANAGEMENT AND DIRECTION OF THE AFFAIRS OF THE ASSOCIATION, EXCEPT TO THE EXTENT LIMITED BY THE VIRGINIA NON-STOCK CORPORATION ACT. THE ACTIONS OF THE EXECUTIVE COMMITTEE SHALL BE REPORTED TO THE BOARD OF DIRECTORS AT ITS MEETING NEXT SUCCEEDING SUCH ACTION, AND SHALL BE SUBJECT TO REVISION AND ALTERATION BY A TWO-THIRDS (2/3) VOTE BY THE BOARD, PROVIDED THAT NO RIGHTS OF THIRD PARTIES SHALL BE ADVERSELY AFFECTED BY SUCH REVISION OR ALTERATION. REGULAR MINUTES OF THE MEETINGS OF THE EXECUTIVE COMMITTEE SHALL BE KEPT IN THE BOOK PROVIDED FOR THAT PURPOSE, AND SHALL BE REPORTED TO THE MEMBERS OF THE BOARD OF DIRECTORS AS SOON AS PRACTICABLE AFTER EACH MEETING OF THE EXECUTIVE COMMITTEE. (D) A MAJORITY OF THE COMMITTEE SHALL CONSTITUTE A QUORUM, AND, IN EVERY CASE, THE AFFIRMATIVE VOTE OF A MAJORITY OF THE MEMBERS OF THE EXECUTIVE COMMITTEE PRESENT AT THE MEETING SHALL BE NECESSARY TO ADOPT OR CARRY ANY MOTION OR RESOLUTION. FORM 990, PART VI, SECTION A, LINE 6 REGULAR MEMBERS: ANY INDIVIDUAL, PARTNERSHIP, TRUST, FIRM OR CORPORATION WHICH IS OPERATING AT A PERMANENTLY ESTABLISHED PLACE OF BUSINESS ANYWHERE WITHIN THE BOUNDARIES OF THE UNITED STATES OF AMERICA, UNDER AN AUTHORIZED FRANCHISE CURRENTLY IN FORCE FOR THE RETAIL SALE OF INTERNATIONAL AUTOMOBILES AND/OR TRUCKS, SHALL BE ELIGIBLE TO MEMBERSHIP IN THIS ASSOCIATION. ASSOCIATE MEMBERS: MAY BE ADMITTED TO ASSOCIATE MEMBERSHIP IN THE ASSOCIATION, WITHOUT RIGHT TO VOTE, BUT WITH SUCH OTHER RIGHTS AND PRIVILEGES AND UPON SUCH TERMS AS THE BOARD OF DIRECTORS MAY FROM TIME TO TIME PRESCRIBE. SECTION MEMBERS: THE BOARD MAY FROM TIME TO TIME, ON SUCH TERMS AND CONDITIONS AS IT MAY DETERMINE, CREATE SECTIONS OF SPECIAL PURPOSE NON-VOTING MEMBERSHIPS, SUCH AS EMPLOYEES, STUDENTS, RETIREES OR OTHERS, WITH SUCH RIGHTS AND PRIVILEGES NOT INCLUDING VOTING, AS THE BOARD MAY DETERMINE, TO FURTHER THE PURPOSES OF THE ASSOCIATION. FORM 990, PART VI, SECTION A, LINE 7A REGULAR MEMBERS MAY VOTE ON THE ELECTION OF BOARD MEMBERS AND ON MATTERS BROUGHT BEFORE THE BOARD. FORM 990, PART VI, SECTION B, LINE 11B THE PRESIDENT AND VICE PRESIDENT OF ADMINISTRATION WILL REVIEW THE FORM 990 IN DETAIL. A COPY IS DISTRIBUTED TO THE ENTIRE BOARD PRIOR TO FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C THE AMERICAN INTERNATIONAL AUTOMOBILE DEALERS ASSOCIATION (AIADA) POLICY STATEMENT ON FIDUCIARY DUTIES AND CONFLICT OF INTEREST SHALL BE IN EFFECT AT ALL AIADA BOARD OF DIRECTOR MEETINGS TO PROPERLY GUIDE DIRECTORS IN THEIR DELIBERATIONS. AIADA AND ITS MEMBERS UNDERSTAND THAT ALADA DIRECTORS TEND TO BE ACTIVE AUTOMOBILE INDUSTRY LEADERS, USUALLY ENGAGED IN, AND COMMITTED TO, A VARIETY OF INDUSTRY ASSOCIATIONS, WHO CONTRIBUTE TO FEDERAL POLITICAL ACTION COMMITTEES, INCLUDING DEAC AND AFIT-PAC. AIADA DIRECTORS HAVE FIDUCIARY OBLIGATIONS TO AIADA. IF AN AIADA DIRECTOR ALSO SERVES AS A DIRECTOR OF ONE OR MORE AUTOMOBILE INDUSTRY ASSOCIATIONS OR PACS, HE OR SHE MUST GIVE PRIMARY FOCUS TO, AND ABIDE BY, THE FIDUCIARY DUTIES OF THE BOARD, AT WHOSE MEETING THEY ARE ATTENDING AT THE TIME. SHOULD AN AIADA DIRECTOR FIND A CONFLICT BETWEEN ANY TWO OR MORE BOARDS ON WHICH HE OR SHE SITS, THE AIADA DIRECTOR WILL DISCLOSE THE CONFLICT, AND, WHERE APPROPRIATE, RECUSE HIMSELF OR HERSELF FROM THE DISCUSSION OR VOTE ON THE MATTER IN CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 FORM 990, PART VI, SECTION B, LINE 15A: THE ASSOCIATION PRESIDENT IS EMPLOYED UNDER THE TERMS OF AN EMPLOYMENT CONTRACT. THE CONTRACT IS REVIEWED AND RE-EVALUATED BY THE THE BOARD OF DIRECTORS EVERY FIVE YEARS. THE MOST RECENT PROCESS WAS PERFORMED IN 2022. FORM 990, PART VI, SECTION B, LINE 15B: THE ASSOCIATION PRESIDENT REVIEWS AND DETERMINES COMPENSATION FOR KEY EMPLOYEES. DOCUMENTATION IS INCLUDED IN EACH PERSONNEL FILE. THE COMPENSATION IS DOCUMENTED BY AN EMPLOYMENT AGREEMENT THAT IS SIGNED BY THE PRESIDENT AND THE CHAIRMAN OF THE BOARD. 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. AIADA SERVICES CORP 500 MONTGOMERY STREET SUITE 800 ALEXANDRIA VA 22314 541722368 BUSINESS SERVICES VA AMERICAN INTERNATIONAL AUTOMOBILE DEALERS ASSOCIATION C 1.00000 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0