2026-07-14T17:16:37+00:00 2025-08-31 440160260 Forvis Mazars LLP One Oak St Suite 300 Asheville NC 28801 990 2024-09-01 521300485 ASAE Research Foundation ASAE 2026262723 1101 K Street Suite 500 NW Washington DC 20005 MICHELLE MASON PRESIDENT & CEO 2026262723 2026-07-14 true true Amy Bibby P00445891 8282542254 2026-07-13 2024 2025-03-06 01:10:19Z X MICHELLE MASON 1101 K Street Suite 500 NW Washington DC 20005 23953681 false X WWW.ASAECENTER.ORG X 1983 DC THE ASAE RESEARCH FOUNDATION IS PRIMARILY FOCUSED ON ADVANCING KNOWLEDGE IN ASSOCIATION MANAGEMENT BY CONDUCTING RESEARCH IN AREAS THAT NO ONE ASSOCIATION CAN UNDERTAKE ON ITS OWN, DEVELOPING EXISTING AND NEW PROFESSIONALS WHO WILL LEAD THE PROFESSION OF ASSOCIATION MANAGEMENT INTO THE FUTURE AND HELPING ASSOCIATIONS BECOME MORE INNOVATIVE. 12 12 0 37 0 0 590194 716234 100067 834536 1903627 3238664 415042 401127 3008930 5190561 51392 50637 0 0 826976 921225 0 0 868385 873102 1581772 1751470 2553634 1257460 2636927 25827274 28792437 920899 1923796 24906375 26868641 X THE ASAE RESEARCH FOUNDATION IS PRIMARILY FOCUSED ON ADVANCING KNOWLEDGE IN ASSOCIATION MANAGEMENT AND LEADERSHIP BY CONDUCTING RESEARCH IN AREAS THAT NO ONE ASSOCIATION CAN UNDERTAKE ON ITS OWN AND HELPING ASSOCIATIONS BECOME MORE INNOVATIVE. WITH THE HELP OF ASAE MEMBERS AND FRIENDS OF THE ASSOCIATION COMMUNITY, THE FOUNDATION MAINTAINS A RIGOROUS RESEARCH AGENDA THAT SUPPORTS THE KNOWLEDGE TO EQUIP THE NEXT GENERATION OF ASSOCIATION LEADERS. true false 398614 603000 CEO Conclave - The ASAE Foundation CEO Conclave is a leadership program designed to convene association chief executive officers for peer-to-peer engagement, knowledge sharing, and strategic dialogue on critical issues impacting the association sector. The Conclave provides a confidential forum for CEOs to discuss emerging trends, leadership challenges, and innovative practices, while fostering collaboration and professional development. Through facilitated discussions and curated content, the program supports executive leadership effectiveness and advances the overall capacity and impact of associations. 133219 50637 60535 RESEARCH - THE FOUNDATION'S RESEARCH DEPARTMENT ADVANCES KNOWLEDGE IN NON-PROFIT MANAGEMENT BY PROVIDING RESOURCES THAT WILL HELP LEADERS FOCUS ON CRITICAL FACTORS TO ENHANCE THEIR ORGANIZATIONS. THE FOUNDATION IMPLEMENTS AND FACILITATES THE APPLICATION OF RESEARCH FINDINGS BY EXECUTIVES AND BOARDS THROUGH RIGOROUSLY DESIGNED SECONDARY, QUALITATIVE AND QUANTITATIVE METHODS. THOUGHT PROVOKING RESEARCH HAS BEEN PRODUCED ON MEMBERSHIP, VOLUNTEERISM, FUNDRAISING, AND THE ECONOMY. 531833 true true false false false false false false false true true false false false true true false true false false false false false false true false false true false true false false false false false false false false false false false false false false false true false false false false true 0 0 0 false false false false false true true false false false false false false X 12 12 false false false false false true false true true false false false true true true true true true true false false false X Michelle Mason 2026262723 1101 K Street Suite 500 NW Washington DC 20005 Jay L Karen CAE Chair 1.0 2.0 X X 0 0 0 Sheri Sesay-Tuffour PhD FASAE CAE Secretary-Treasurer 1.0 2.0 X X 0 0 0 Carmen Elliott MS CAE Board Member 1.0 2.0 X 0 0 0 Haley Cox Board Member 1.0 2.0 X 0 0 0 Jerald Jacobs Esq General Council, Ex Officio Board Member 1.0 2.0 X 0 0 0 Kimberly Napolitano Board Member 1.0 2.0 X 0 0 0 Marc Beebe CAE Board Member 1.0 2.0 X 0 0 0 Mary Wheatley IOM CAE Board Member 1.0 2.0 X 0 0 0 Preet Bassi CAE Board Member 1.0 2.0 X 0 0 0 Michelle Mason FASAE CAE CEO 5.8 31.8 X 162582 897736 49301 Morgan Maravich VICE PRESIDENT, FOUNDATION RELATIONS 37.5 0.0 X 178894 0 17623 Andrea Wieters DIRECTOR, FUTURE-FOCUSED RESEARCH 37.5 0.0 X 111919 0 14316 453395 897736 81240 3 false true false Royal Sonesta San Juan 5961 Isla Verde Avenue Carolina RQ 00979 Hospitality and entertainment 206550 1 177779 538455 716234 CEO CONCLAVE 900099 603000 603000 SPONSORSHIPS 900099 171001 171001 REGISTRATION FEES 900099 60535 60535 0 0 0 0 834536 775630 775630 0 0 21218231 18755197 2463034 0 2463034 2463034 409050 7923 401127 401127 0 0 0 0 0 5190561 663535 0 3810792 X 50637 50637 341476 98436 80170 162870 254568 74674 49367 130527 325181 79796 188644 56741 54333 54333 501296 4500 454515 42281 20170 20170 206455 11564 137648 57243 22149 4994 1480 15675 267106 41751 108982 116373 OTHER EXPENSES 446077 144986 72178 228913 BAD DEBT EXPENSE 31646 31646 Sponsorship 20000 20000 DUES & SUBSCRIPTIONS 12290 495 5849 5946 250 0 250 0 2553634 531833 1153416 868385 77358 434083 152184 221208 26720 10014 0 0 64711 304681 265363 265363 0 0 25345123 27814932 0 0 161178 7519 25827274 28792437 85320 121457 0 75692 0 835579 1726647 920899 1923796 X 24317447 26005749 588928 862892 24906375 26868641 25827274 28792437 2636927 -674661 0 X X false true true false X 590695 462894 549440 590194 716234 2909457 0 0 590695 462894 549440 590194 716234 2909457 167384 2742073 588251 966680 768953 655945 775630 3755459 0 330500 0 0 0 0 330500 6995416 712077 0.39198 0.3636 X Schedule A, Part II, Line 10 Other Income DESCRIPTION - EVENT CANCELLATION INSURANCE, COLUMN A - 330500.0, COLUMN B - , COLUMN C - , COLUMN D - , COLUMN E - , COLUMN F - 330500.0; RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 19430236 70476 1934421 384243 21050890 16486356 17817 3073004 146941 19430236 15335857 1399977 249478 16486356 17889613 -2248250 305506 15335857 13987318 4203646 301351 17889613 1.0 0.0 0.0 false false 265363 265363 0 0 Federal Income Taxes DUE TO AFFILIATES 1726647 1726647 X 4486990 -674661 17500 7923 -649238 5136228 54333 0 54333 5190561 2524724 17500 7923 25423 2499301 54333 0 54333 2553634 Schedule D, Part V, Line 4 Intended uses of endowment funds THIS IS A BOARD-DESIGNATED FUND, THE CORPUS OF WHICH IS TO REMAIN INTACT, AND THE INVESTMENT INCOME USED FOR RESEARCH BENEFITING THE ASSOCIATION COMMUNITY AND FOR PROJECTS FOSTERING INNOVATION IN EDUCATION ON BEHALF OF THE ASSOCIATION COMMUNITY. THE GUIDELINES FOR THE SPENDING OF ENDOWMENT FUNDS IN ANY BUDGET YEAR SHALL BE RECOMMENDED BY THE INVESTMENT ADVISOR AND PRESENTED TO THE INVESTMENT SUBCOMMITTEE FOR DISCUSSION BASED ON PORTFOLIO RETURNS AS OF DECEMBER 31ST FOR THE THREE YEARS PRIOR TO THE UPCOMING BUDGET YEAR. THE RECOMMENDATION WILL BE MADE PRIOR TO PREPARATION OF THE BUDGET, WHICH WILL BE PROPOSED BASED ON THE ANTICIPATED PROGRAM OF WORK FOR THE UPCOMING YEAR AND THE RECOMMENDED SPENDING GUIDANCE. THE BOARD WILL APPROVE THE SPENDING GUIDANCE AND BUDGET TOGETHER AS PART OF THE ANNUAL BUDGET APPROVAL PROCESS. IT IS ANTICIPATED THAT THE ANNUAL RECOMMENDATION WOULD FALL IN THE RANGE OF 3-6%, WITH AN EXPECTATION OF 4-4.5%. Schedule D, Part X, Line 2 FIN 48 (ASC 740) footnote The Foundation is exempt from the payment of income taxes on its exempt activities under Section 501(c)(3) and has been classified by the Internal Revenue Service as other than a private foundation within the meaning of Section 509(a)(1) of the IRC. THE FOUNDATION IS SUBJECT TO INCOME TAX ON ITS UNRELATED BUSINESS INCOME, NET OF APPLICABLE DEDUCTIONS. Schedule D, Part XI, Line 2(d) Other revenues in audited financial statements not in form 990 FUNDRAISING EXPENSES - 7923 Schedule D, Part XII, Line 2(d) Other expenses in audited financial statements not in form 990 FUNDRAISING EXPENSES - 7923 THE CLASSIC 409050 409050 7923 0 0 409050 409050 7923 7923 401127 true Association of Women's Health Obstetric and Neonatal Nurses 1800 M St NW St 740 South Washington DC 20036 521788738 501(C)(3) 15000 Program Support 1 0 Schedule I, Part I, Line 2 Procedures for monitoring use of grant funds THE FOUNDATION REQUIRES FINAL PROJECT REPORT FROM AWARD RECIPIENTS. THE FOUNDATION KEEPS RECORDS OF ALL AWARD ACCEPTANCE FORMS. false false false true true true true true false Michelle Mason FASAE CAE CEO 127708 705170 34597 191037 277 1529 6172 34078 1388 7663 170142 939477 0 0 Morgan Maravich VICE PRESIDENT, FOUNDATION RELATIONS 171578 0 7000 0 316 0 8667 0 8956 0 196517 0 0 0 Schedule J, Part I, Line 3 Arrangement used to establish the top management official's compensation COMPENSATION OF ALL OFFICERS, KEY EMPLOYEES, AND HIGHEST COMPENSATED INDIVIDUALS INCLUDED IN PART VII AND SCHEDULE J, PART II, ARE PAID BY THE AMERICAN SOCIETY OF ASSOCIATION EXECUTIVES, A RELATED 501(C)6 ORGANIZATION. THE ASAE & THE FOUNDATION COMPENSATION PROGRAM IS TARGETED TO PROVIDE COMPETITIVE TOTAL COMPENSATION LEVELS (INCLUDING BOTH ANNUAL CASH COMPENSATION AND SUPPLEMENTAL BENEFITS) FOR HIGHLY COMPETITIVE PERFORMANCE. COMPENSATION IS BENCHMARKED AGAINST DATA DEVELOPED BY INDEPENDENT CONSULTANTS USING SURVEYS COMPRISED OF ORGANIZATIONS WITH SIMILAR INDIVIDUAL MEMBERSHIP AND GENERAL NON-PROFIT ORGANIZATIONS, BOTH REGIONAL AND NATIONAL. THESE ORGANIZATIONS ARE SIMILAR TO ASAE & THE FOUNDATION IN MAGNITUDE, COMPLEXITY, AND SCOPE OF RESPONSIBILITY, AND THEY ARE REPRESENTATIVE OF THE VARIOUS MARKETS IN WHICH ASAE & THE FOUNDATION COMPETE FOR TALENT. TOTAL CASH COMPENSATION IS TARGETED AT THE COMPETITIVE RANGE OF 85% - 115% OF THE 75TH PERCENTILE OF DEVELOPED MARKET RATES, DEPENDING ON TENURE AND EXPERIENCE OF THE CEO. Schedule J, Part I, Line 6a Compensation contingent on net earnings of the organization THE FOUNDATION'S CEO IS ALSO CEO OF THE AMERICAN SOCIETY OF ASSOCIATION EXECUTIVES, A RELATED SECTION 501(C)(6) ORGANIZATION. THE CEO'S CONTINGENT COMPENSATION, ACCORDINGLY, IS DETERMINED THROUGH A PROCESS CONDUCTED BY ASAE. THAT PROCESS IS AS FOLLOWS: THE CEO'S TARGET ANNUAL INCENTIVE AMOUNT IS DETERMINED BASED ON THE MARKET PRACTICES OF THE COMPARABLE GROUP AS DESCRIBED IN THE ANSWER (ON ASAE'S FORM 990) TO PART VI, QUESTION 15. THE ANNUAL INCENTIVE AWARD IS BASED ON THE ACHIEVEMENT OF PREDETERMINED FINANCIAL, STRATEGIC, BUSINESS, AND INDIVIDUAL GOALS OF BOTH ASAE AND THE FOUNDATION. THE PRIMARY QUANTITATIVE FACTORS REVIEWED BY THE BOARD OF DIRECTORS INCLUDE AS FINANCIAL MEASURES NET INCOME, REVENUE, TOTAL MEMBERSHIP, AND ACHIEVEMENT OF OTHER BOARD PRIORITIES AS DEFINED EACH YEAR BY THE BOARD OF DIRECTORS. ANNUAL INCENTIVE PAY IS NOT DETERMINED AS A SPECIFIC PERCENTAGE OF NET EARNINGS; RATHER, NET EARNINGS ARE UTILIZED AS MERELY ONE FACTOR WITH REGARD TO OVERALL PERFORMANCE. Schedule J, Part I, Line 6b Compensation contingent on net earnings of a related organization THE FOUNDATION'S CEO IS ALSO CEO OF THE AMERICAN SOCIETY OF ASSOCIATION EXECUTIVES, A RELATED SECTION 501(C)(6) ORGANIZATION. THE CEO'S CONTINGENT COMPENSATION, ACCORDINGLY, IS DETERMINED THROUGH A PROCESS CONDUCTED BY ASAE. THAT PROCESS IS AS FOLLOWS: THE CEO'S TARGET ANNUAL INCENTIVE AMOUNT IS DETERMINED BASED ON THE MARKET PRACTICES OF THE COMPARABLE GROUP AS DESCRIBED IN THE ANSWER (ON ASAE'S FORM 990) TO PART VI, QUESTION 15. THE ANNUAL INCENTIVE AWARD IS BASED ON THE ACHIEVEMENT OF PREDETERMINED FINANCIAL, STRATEGIC, BUSINESS, AND INDIVIDUAL GOALS OF BOTH ASAE AND THE FOUNDATION. THE PRIMARY QUANTITATIVE FACTORS REVIEWED BY THE BOARD OF DIRECTORS INCLUDE AS FINANCIAL MEASURES NET INCOME, REVENUE, TOTAL MEMBERSHIP, AND ACHIEVEMENT OF OTHER BOARD PRIORITIES AS DEFINED EACH YEAR BY THE BOARD OF DIRECTORS. ANNUAL INCENTIVE PAY IS NOT DETERMINED AS A SPECIFIC PERCENTAGE OF NET EARNINGS; RATHER, NET EARNINGS ARE UTILIZED AS MERELY ONE FACTOR WITH REGARD TO OVERALL PERFORMANCE. Schedule J, Part I, Line 7 Non-fixed payments THE CEO HAS DISCRETION TO PROVIDE STAFF WITH BONUSES BASED ON THE OVERALL ORGANIZATIONAL PERFORMANCE. THIS IS A COMBINATION OF METRICS FOR THE ORGANIZATION. THERE MAY BE ADDITIONAL PERFORMANCE BONUSES GRANTED BASED ON SPECIFIC ACHIEVEMENT OF GOALS FOR A DEPARTMENT AND/OR INDIVIDUAL. Schedule J, Part I, Line 5 COMPENSATION CONTINGENT ON REVENUES THE FOUNDATION'S CEO IS ALSO CEO OF THE AMERICAN SOCIETY OF ASSOCIATION EXECUTIVES, A RELATED SECTION 501(C)(6) ORGANIZATION. THE CEO'S COMPENSATION, ACCORDINGLY, IS DETERMINED THROUGH A PROCESS CONDUCTED BY ASAE. THAT PROCESS IS AS FOLLOWS: THE CEO'S ANNUAL INCENTIVE AMOUNT IS DETERMINED BASED ON THE MARKET PRACTICES OF THE COMPARABLE GROUP AS DESCRIBED IN THE ANSWER (ON ASAE'S FORM 990) TO PART VI, QUESTION 15. THE ANNUAL INCENTIVE AWARD IS BASED ON THE ACHIEVEMENT OF PREDETERMINED FINANCIAL, STRATEGIC, BUSINESS, AND INDIVIDUAL GOALS OF BOTH ASAE AND THE FOUNDATION. THE PRIMARY QUANTITATIVE FACTORS REVIEWED BY THE BOARD OF DIRECTORS INCLUDE AS FINANCIAL MEASURES NET INCOME, REVENUE, TOTAL MEMBERSHIP, AND ACHIEVEMENT OF OTHER BOARD PRIORITIES AS DEFINED EACH YEAR BY THE BOARD OF DIRECTORS. ANNUAL INCENTIVE PAY IS NOT DETERMINED AS A SPECIFIC PERCENTAGE OF REVENUES; RATHER, REVENUES ARE UTILIZED AS MERELY ONE FACTOR WITH REGARD TO OVERALL PERFORMANCE. Form 990, Part I, Line 1 BRIEF MISSION PROFESSIONALS WHO WILL LEAD THE PROFESSION OF ASSOCIATION MANAGEMENT INTO THE FUTURE AND HELPING ASSOCIATIONS BECOME MORE INNOVATIVE. Form 990, Part III, Line 1 ORGANIZATION'S MISSION SUPPORTS THE KNOWLEDGE TO EQUIP THE NEXT GENERATION OF ASSOCIATION LEADERS. Form 990, Part III, Line 2 New program services CEO Conclave - The ASAE Foundation CEO Conclave is a leadership program designed to convene association chief executive officers for peer-to-peer engagement, knowledge sharing, and strategic dialogue on critical issues impacting the association sector. The Conclave provides a confidential forum for CEOs to discuss emerging trends, leadership challenges, and innovative practices, while fostering collaboration and professional development. Through facilitated discussions and curated content, the program supports executive leadership effectiveness and advances the overall capacity and impact of associations. Form 990, Part VI, Line 1a Delegate broad authority to a committee ASAE FOUNDATION HAS AN EXECUTIVE COMMITTEE, WHICH CONSISTS OF THE OFFICERS OF THE FOUNDATION AND THE CHAIR OF THE BOARD OF ASAE. IT MAY ACT IN THE PLACE OF THE BOARD OF DIRECTORS WHEN AUTHORITY IS DESIGNATED BY THE BOARD OR IN EMERGENCY MATTERS WHERE EXECUTIVE COMMITTEE ACTION IS TEMPORARY AND SUBJECT TO RATIFICATION BY THE BOARD. Form 990, Part VI, Line 7a Members or stockholders electing members of governing body FOUNDATION DIRECTORS OTHER THAN EX-OFFICIO DIRECTORS ARE NOMINATED BY THE LEADERSHIP COMMITTEE OF THE AMERICAN SOCIETY OF ASSOCIATION EXECUTIVES (ASAE) AND ELECTED BY THE BOARD OF DIRECTORS OF ASAE. Form 990, Part VI, Line 11b Review of form 990 by governing body THE 990 RETURNS ARE PREPARED BY THE 3RD PARTY PREPARER WORKING WITH THE CFAO AND THE CONTROLLER. ONCE THEY ARE COMFORTABLE WITH THE COMPLETENESS AND ACCURACY OF THE DOCUMENT, IT IS PROVIDED TO THE CEO FOR REVIEW AND IS UPLOADED INTO A SECURE RESTRICTED SOFTWARE APPLICATION USED TO COMMUNICATE WITH AND DISTRIBUTE BOARD MATERIALS. BOARD MEMBERS ARE NOTIFIED THAT THIS DOCUMENT IS AVAILABLE. THE RETURN WILL BE FILED AS PRESENTED IF NO FURTHER ADJUSTMENTS ARE WARRANTED. THE BOARD WILL RECEIVE NOTIFICATION OF ANY ADDITIONAL CHANGES PRIOR TO FILING. THE RETURN IS THEN SIGNED BY THE CEO AND FILED APPROPRIATELY. Form 990, Part VI, Line 12c Conflict of interest policy EACH BOARD MEMBER AND EXECUTIVE STAFF MEMBER IS REQUIRED TO ANNUALLY COMPLETE AND SUBMIT A DISCLOSURE FORM DETAILING ANY SUCH 'OTHER INTERESTS.' THE INDIVIDUAL ALSO MUST UPDATE THE DISCLOSURE FORM IF ANY MATERIAL CHANGES OR ADDITIONS TO THE SUBMITTED INFORMATION ARISE DURING THE COURSE OF THE YEAR. A CHECKLIST IS MAINTAINED AND FOLLOW UP IS DONE UNTIL ALL FORMS ARE RETURNED. ONCE ALL FORMS ARE RECEIVED, THE CEO REVIEWS THE DISCLOSURES. ANY AFFIRMATIVE RESPONSE DEEMED UNUSUAL OR WHICH MAY APPEAR TO CONSTITUTE AN ACTUAL, POTENTIAL OR APPARENT CONFLICT OF INTEREST IS REFERRED TO THE AUDIT COMMITTEE FOR DETERMINATION. THE AUDIT COMMITTEE MAY SEEK THE GUIDANCE OF COUNSEL AND MAKE SUCH DETERMINATION WITHOUT THE PRESENCE OF THE INDIVIDUAL WHOSE INVOLVEMENT IN SUCH TRANSACTION OR RELATIONSHIP IS UNDER CONSIDERATION. THE AUDIT COMMITTEE MAY CONCLUDE THAT THIS DETERMINATION SHOULD BE MADE BY THE FULL BOARD OF DIRECTORS OF ASAE, THE FOUNDATION, OR ABSI, AND THE MATTER SHALL BE REFERRED TO THE APPROPRIATE BOARD (WITH OR WITHOUT A RECOMMENDATION FROM THE AUDIT COMMITTEE) FOR ITS CONSIDERATION, DELIBERATION AND RESOLUTION, WITH THE ASSISTANCE OF LEGAL COUNSEL AND WITHOUT THE PRESENCE OF THE INDIVIDUAL WHOSE INVOLVEMENT IN SUCH TRANSACTION OR RELATIONSHIP IS UNDER CONSIDERATION. THE APPROPRIATE BOARD SHALL HAVE FINAL AUTHORITY OVER THE RESOLUTION OF ALL CONFLICT OF INTEREST MATTERS INVOLVING THE MEMBERS OF SUCH BOARD. IF THE AUDIT COMMITTEE BELIEVES THAT A PARTICULAR RELATIONSHIP OR TRANSACTION MAY REPRESENT AN ACTUAL, POTENTIAL OR APPARENT CONFLICT OF INTEREST, IT SHALL FIRST REQUEST ADDITIONAL INFORMATION FROM THE INDIVIDUAL IN QUESTION DETAILING THE NATURE OF THE RELATIONSHIP OR TRANSACTION. WHEN EVALUATING WHETHER A PARTICULAR TRANSACTION OR RELATIONSHIP CONSTITUTES AN ACTUAL, POTENTIAL OR APPARENT CONFLICT OF INTEREST, THE AUDIT COMMITTEE SHALL CONSIDER THE FOLLOWING (NON-EXHAUSTIVE) FACTORS: --ABUSING ONE'S ROLE FOR PERSONAL OR THIRD-PARTY GAIN OR PLEASURE (INCLUDING, BUT NOT LIMITED TO, THE SOLICITATION OR ACCEPTANCE OF GIFTS OR OTHER ITEMS OF VALUE OR INDIRECT INDUCEMENT TO PROVIDE SPECIAL TREATMENT ON ORGANIZATION MATTERS.) -- PLACING ONE'S OWN SELF-INTEREST, THE INTEREST OF ONE'S COMPANY, ORGANIZATION OR ANOTHER ENTITY FOR WHICH THE INDIVIDUAL SERVES IN A LEADERSHIP, EMPLOYMENT, OR OWNERSHIP CAPACITY, OR THE INTEREST OF ANY THIRD PARTY ABOVE THAT OF ASAE, THE FOUNDATION, OR ABSI. -- ENGAGING IN ANY OUTSIDE BUSINESS, PROFESSIONAL, OR OTHER ACTIVITIES THAT WOULD DIRECTLY OR INDIRECTLY MATERIALLY ADVERSELY AFFECT ASAE, THE FOUNDATION, OR ABSI. --PROVIDING GOODS OR SERVICES TO ASAE, THE FOUNDATION, OR ABSI AS A PAID VENDOR. IF THE AUDIT COMMITTEE DETERMINES THAT A PARTICULAR RELATIONSHIP OR TRANSACTION REPRESENTS AN ACTUAL, POTENTIAL OR APPARENT CONFLICT OF INTEREST, IT (OR THE APPROPRIATE BOARD, IF THE MATTER HAS BEEN REFERRED TO THE BOARD) SHALL RESOLVE SUCH ACTUAL, POTENTIAL OR APPARENT CONFLICT IN ONE OF THE FOLLOWING MANNERS: (1) WAIVE THE ACTUAL, POTENTIAL OR APPARENT CONFLICT AS UNLIKELY TO AFFECT THE INDIVIDUAL'S ABILITY TO ACT IN THE BEST INTERESTS OF THE ORGANIZATION; (2) DETERMINE THAT THE INDIVIDUAL SHOULD BE RECUSED FROM ALL DELIBERATIONS AND DECISION-MAKING RELATED TO THE PARTICULAR TRANSACTION WHICH GIVES RISE TO THE ACTUAL, POTENTIAL OR APPARENT CONFLICT. THIS RESOLUTION SHOULD APPLY PARTICULARLY WHEN THE TRANSACTION OR RELATIONSHIP IS ONE THAT PRESENTS A CONFLICT ONLY WITH RESPECT TO ONE OR TWO DISCRETE PROGRAMS OR ACTIVITIES. FOR EXAMPLE, IF AN INDIVIDUAL BOARD MEMBER ALSO WORKS FOR A COMPANY THAT PRODUCES AN EDUCATIONAL PROGRAM THAT COMPETES WITH ONE OR TWO DISCRETE PROGRAMS OF ASAE, THE FOUNDATION, OR ABSI, THE AUDIT COMMITTEE OR RELEVANT BOARD MAY DETERMINE THAT THE BOARD MEMBER SHOULD BE RECUSED FROM ALL DELIBERATIONS AND VOTING RELATED TO SUCH PROGRAM(S) (BOTH AT THE OUTSET AND ON AN ONGOING BASIS), BUT THAT THE BOARD MEMBER NEED NOT RESIGN HIS/HER SEAT ON THE BOARD. (3) DETERMINE THAT THE INDIVIDUAL MUST RESIGN FROM HIS/HER SERVICE TO ASAE, THE FOUNDATION, OR ABSI BECAUSE THE ACTUAL, POTENTIAL OR APPARENT CONFLICT IS SO PERVASIVE THAT THE INDIVIDUAL WOULD SELDOM, IF EVER, LIKELY BE ABLE TO ACT IN THE BEST INTERESTS OF THE ORGANIZATION. FOR EXAMPLE, IF AN INDIVIDUAL BOARD MEMBER ALSO WORKS FOR A COMPANY THAT PRODUCES EDUCATIONAL PROGRAMS THAT COMPETE WITH MOST OF THE EDUCATIONAL PROGRAMS OF THE FOUNDATION, THE AUDIT COMMITTEE OR FOUNDATION BOARD MAY DETERMINE THAT THE INDIVIDUAL SHOULD RESIGN FROM THE FOUNDATION BOARD. (4) THE SPECIAL PROCEDURE BELOW IS APPLICABLE TO ALL INSTANCES IN WHICH A INDIVIDUAL (OR THE INDIVIDUAL'S COMPANY, ORGANIZATION OR ANOTHER ENTITY FOR WHICH THE INDIVIDUAL SERVES IN A LEADERSHIP, EMPLOYMENT OR OWNERSHIP CAPACITY, OR A MEMBER OF THE INDIVIDUAL'S FAMILY) SEEKS TO PROVIDE GOODS OR SERVICES TO ASAE, THE FOUNDATION, OR ABSI AS A PAID VENDOR, OR SEEKS TO RECEIVE A SIGNIFICANT GRANT OR CONTRACT FROM ONE OF THE THREE ORGANIZATIONS. THIS PROCEDURE SHALL NOT APPLY TO PRE-EXISTING RELATIONSHIPS WITH INDIVIDUALS THAT PREVIOUSLY HAVE BEEN DISCLOSED TO, AND WAIVED BY, THE AUDIT COMMITTEE OR THE BOARD OF THE RELEVANT ORGANIZATION. (A) THE INDIVIDUAL MUST DISCLOSE TO THE APPLICABLE CHAIRMAN IN ADVANCE OF ANY RELATED ACTION TO BE TAKEN BY THE BOARD HIS/HER INTENT TO SEEK TO PROVIDE GOODS OR SERVICES AS A PAID VENDOR TO ASAE, THE FOUNDATION, OR ABSI, OR TO RECEIVE A GRANT OR CONTRACT FROM ONE OF THE THREE ORGANIZATIONS; (B) THE INDIVIDUAL MUST RECUSE HIMSELF/HERSELF FROM ALL DELIBERATIONS AND VOTING RELATED TO THE CONTEMPLATED ACTION; (C) IF THE VALUE OF THE TRANSACTION EXCEEDS $5,000, ASAE, THE FOUNDATION, OR ABSI MUST, THROUGH A REQUEST FOR PROPOSAL PROCESS, HAVE SOLICITED PROPOSALS BROADLY FROM OTHER QUALIFIED VENDORS / PROSPECTIVE GRANT OR CONTRACT RECIPIENTS AND RECEIVED (OR ATTEMPTED TO RECEIVE) WRITTEN BIDS FROM AT LEAST THREE SUCH INDIVIDUALS / ENTITIES (INCLUDING THE INDIVIDUAL IN QUESTION); (D) THE BOARD MUST DETERMINE (WITHOUT THE PRESENCE OR PARTICIPATION OF THE INDIVIDUAL) THAT THE TRANSACTION IS FAIR AND IN THE BEST INTERESTS OF ASAE, THE FOUNDATION, OR ABSI BASED ON ALL OF THE FACTS AND CIRCUMSTANCES, AND SUCH DETERMINATION (INCLUDING THE FACT THAT IT WAS MADE IN THE ABSENCE OF THE INDIVIDUAL) SHALL BE DOCUMENTED AS PART OF THE RELEVANT MEETING MINUTES (ALL COMPETING BIDS RECEIVED SHALL BE RETAINED AS WELL); AND (E) IF SELECTED, THE INDIVIDUAL MAY NOT PARTICIPATE IN ANY PROCESS BY WHICH HIS/HER PERFORMANCE AS A VENDOR / GRANT OR CONTRACT RECIPIENT IS EVALUATED. Form 990, Part VI, Line 15a Process to establish compensation of top management official THE FOUNDATION IS STAFFED BY ASAE EMPLOYEES. ASAE'S COMPENSATION POLICY IS DEFINED IN ITS BOARD POLICY MANUAL, AND CONSISTS OF THE FOLLOWING: PRESIDENT & CEO PERFORMANCE EVALUATION AND COMPENSATION: THIS RESPONSIBILITY IS VESTED WITH THE ASAE BOARD OF DIRECTORS. THE ASAE BOARD OF DIRECTORS IS CHARGED WITH ENSURING THAT THE ANNUAL EVALUATION IS CONDUCTED AND COMPENSATION ESTABLISHED. A COMPENSATION COMMITTEE CONSISTING OF THE IMMEDIATE PAST CHAIRMAN OF THE BOARD, CHAIRMAN OF THE BOARD, THE SECRETARY/TREASURER, AND CHAIRMAN-ELECT WILL RECOMMEND COMPENSATION LEVELS TO THE ASAE BOARD OF DIRECTORS. IN ADDITION, THE PRESIDENT AND CEO'S ANNUAL OBJECTIVES ARE APPROVED BY THE ASAE BOARD OF DIRECTORS. IT IS THESE AGREED UPON OBJECTIVES THAT ARE USED TO EVALUATE PERFORMANCE EACH YEAR. CEO COMPENSATION PHILOSOPHY THE COMPENSATION PACKAGE, VIEWED AS A WHOLE, SHOULD PROMOTE PERFORMANCE-BASED RESULTS LINKED TO THE ACHIEVEMENT OF ASAE & THE FOUNDATION'S MISSION AND STRATEGIC GOALS. THE COMPENSATION PROGRAM SHOULD ENCOURAGE AN ENTREPRENEURIAL AND MEMBER SERVICE ENVIRONMENT IN COLLABORATION WITH THE VOLUNTEER LEADERSHIP TO DETERMINE, GUIDE, AND OVERSEE THE EXECUTION OF ASAE & THE FOUNDATION'S STRATEGIC GOALS AND MISSION. GIVEN THE UNIQUE SET OF SKILLS NEEDED TO ACCOMPLISH THE MISSION AND GOALS SET FORTH ABOVE, THE TOTAL COMPENSATION -- DIRECT AND INDIRECT -- SHOULD BE TARGETED ABOVE THE MARKET MEDIAN, YET BE DEMONSTRABLY REASONABLE RELATIVE TO THE TOTAL COMPENSATION OFFERED BY ORGANIZATIONS COMPARABLE TO ASAE & THE FOUNDATION. THE COMPENSATION PHILOSOPHY SHOULD BE REVIEWED PERIODICALLY TO ENSURE THAT IT CONTINUES TO BE ALIGNED WITH ASAE'S STRATEGIC DIRECTION AND FINANCIAL LIMITS AND CONTINUES TO BE BOTH REASONABLE AND COMPETITIVE. CEO COMPENSATION PRACTICES THE ASAE & THE FOUNDATION COMPENSATION PROGRAM IS TARGETED TO PROVIDE COMPETITIVE TOTAL COMPENSATION LEVELS (INCLUDING BOTH ANNUAL CASH COMPENSATION AND SUPPLEMENTAL BENEFITS) FOR HIGHLY COMPETITIVE PERFORMANCE. COMPENSATION IS BENCHMARKED AGAINST DATA DEVELOPED BY INDEPENDENT CONSULTANTS USING SURVEYS COMPRISED OF ORGANIZATIONS WITH SIMILAR INDIVIDUAL MEMBERSHIP AND GENERAL NON-PROFIT ORGANIZATIONS, BOTH REGIONAL AND NATIONAL. THESE ORGANIZATIONS ARE SIMILAR TO ASAE IN MAGNITUDE, COMPLEXITY, AND SCOPE OF RESPONSIBILITY, AND THEY ARE REPRESENTATIVE OF THE VARIOUS MARKETS IN WHICH ASAE COMPETES FOR TALENT. TOTAL CASH COMPENSATION IS TARGETED AT THE COMPETITIVE RANGE OF 85% - 115% OF THE 75TH PERCENTILE OF DEVELOPED MARKET RATES, DEPENDING ON TENURE AND EXPERIENCE OF THE CEO. CONSISTENT WITH THIS STRATEGY, THE FOLLOWING PRINCIPLES PROVIDE A FRAMEWORK FOR THE ORGANIZATION'S EXECUTIVE COMPENSATION PROGRAM: -- TOTAL ANNUAL CASH COMPENSATION (CONSISTING OF BASE PAY AND A VARIABLE, AT-RISK INCENTIVE) IS POSITIONED AT 85% - 115% OF THE 75TH PERCENTILE OF DEVELOPED MARKET RATES; -- THE MIX OF TOTAL COMPENSATION ELEMENTS WILL REFLECT COMPETITIVE MARKET REQUIREMENTS AND STRATEGIC BUSINESS NEEDS; -- COMPENSATION IS LINKED TO BOTH QUALITATIVE AND BEHAVIORAL EXPECTATIONS, AND KEY OPERATIONAL AND STRATEGIC METRICS; AND -- COMPENSATION WILL BE DIFFERENTIATED ON THE FOLLOWING BASIS: BASE PAY - ON RELATIVE RESPONSIBILITY; ANNUAL INCENTIVES - ON PERFORMANCE; AND SUPPLEMENTAL BENEFITS - ON LONG-TERM PERFORMANCE. BASE PAY -- DETERMINED BY INDIVIDUAL PERFORMANCE AND COMPARISONS TO SIMILAR POSITIONS IN INDIVIDUAL MEMBERSHIP AND GENERAL NON-PROFIT ORGANIZATIONS. PAY IS ESTABLISHED BASED ON JOB RESPONSIBILITY, LEVEL OF EXPERIENCE, INDIVIDUAL CONTRIBUTION TO THE BUSINESS, ANALYSES OF COMPETITIVE INDUSTRY PRACTICE AND VARIOUS OTHER QUALITATIVE AND QUANTITATIVE PERFORMANCE FACTORS. ANNUAL INCENTIVE -- THE TARGET ANNUAL INCENTIVE AMOUNT IS DETERMINED BASED ON THE MARKET PRACTICES OF THE COMPARATOR GROUP AS DESCRIBED ABOVE. THE ANNUAL INCENTIVE AWARD IS BASED ON THE ACHIEVEMENT OF PREDETERMINED FINANCIAL, STRATEGIC, BUSINESS, AND INDIVIDUAL GOALS. THE PRIMARY QUANTITATIVE FACTORS REVIEWED BY THE BOARD OF DIRECTORS INCLUDE AS FINANCIAL MEASURES NET INCOME, REVENUE, TOTAL MEMBERSHIP AND ACHIEVEMENT OF OTHER BOARD PRIORITIES AS DEFINED EACH YEAR BY THE BOARD OF DIRECTORS. AMONG THE QUALITATIVE FACTORS EVALUATED BY THE BOARD OF DIRECTORS ARE PROGRESS IN THE ACHIEVEMENT OF THE ORGANIZATION'S SHORT-TERM AND LONG-TERM BUSINESS GOALS, MEMBER SATISFACTION, AND THE EFFECTIVE MANAGEMENT OF ASAE & THE FOUNDATION AND ITS HUMAN RESOURCES. SUPPLEMENTAL BENEFITS -- UNDER THE SUPPLEMENTAL BENEFITS PLAN, THE BOARD OF DIRECTORS GRANTS DEFERRED SALARY AND SUPPLEMENTAL INCOME ARRANGEMENTS, BENEFITS AND PERQUISITES SUBJECT TO INDIVIDUAL LONG-TERM PERFORMANCE. THESE AWARDS AND SUPPLEMENTAL BENEFITS ARE PROVIDED IN LINE WITH COMPETITIVE PRACTICES OF THE COMPARATOR GROUP. THE OBJECTIVES FOR THESE AWARDS ARE TO CLOSELY ALIGN EXECUTIVE INTERESTS WITH THE LONGER-TERM INTERESTS OF STAKEHOLDERS AND TO RETAIN THE SKILLS CRITICAL TO THE FUTURE SUCCESS OF ASAE & THE FOUNDATION. OTHER KEY OFFICERS/EMPLOYEES UNDER BYLAW AND CEO CONTRACT, THE BALANCE OF STAFF ARE UNDER THE AUTHORITY OF CEO. STAFF COMPENSATION POLICY DECISIONS TAKE INTO CONSIDERATION ASAE'S OVERALL FINANCIAL CONDITION, EQUITY WITHIN THE ORGANIZATION, AND COMPETITIVE SALARY PLANNING. ASAE'S HUMAN RESOURCES DEPARTMENT IS RESPONSIBLE FOR ADMINISTRATION OF AND ONGOING INTERNAL REVIEW OF ALL COMPENSATION PLANS AND POLICIES. THIS COMPENSATION REVIEW HELPS ASAE MAINTAIN AND ADMINISTER A COMPENSATION PLAN THAT ACCURATELY AND FAIRLY REFLECTS EACH INDIVIDUAL'S RESPONSIBILITIES AND PERFORMANCE. ASAE'S STAFF SALARY ADMINISTRATION PROGRAM(S) CONSIST OF THE FOLLOWING: -- JOB EVALUATION - THIS IS A SYSTEMATIC METHOD OF DETERMINING THE VALUE OF EACH JOB WITHIN THE ASSOCIATION, INCLUDING REVIEW OF SKILLS, EDUCATIONAL PREREQUISITES AND CONTRIBUTION TO THE ORGANIZATION. -- SALARY STRUCTURE - POSITIONS ARE EVALUATED AND POSITIONS WITH SIMILAR VALUES ARE PLACED IN A SALARY GRADE THAT IS REVIEWED IN TERMS OF ITS COMPETITIVENESS WITHIN THE MARKET AND OUR ORGANIZATIONAL NEEDS. EACH GRADE HAS A MINIMUM, WHICH IS THE LOWEST RECOMMENDED SALARY TO BE OFFERED TO AN INDIVIDUAL WHO MEETS THE MINIMUM QUALIFICATIONS OF THE POSITION; A MIDPOINT, REPRESENTING THE SALARY AT WHICH A FULLY QUALIFIED AND EXPERIENCED STAFF MEMBER WHO SATISFACTORILY PERFORMS ALL THE SPECIFICATIONS OF A POSITION IS PAID WITHIN THE MARKETPLACE; AND A MAXIMUM, WHICH IS THE UPPER LIMIT OF THE SALARY RANGE. A THIRD PARTY IS ENGAGED PERIODICALLY TO REVIEW THE COMPENSATION PACKAGE OF THE EXECUTIVE STAFF AND/OR FULL STAFF RELATIVE TO BASE COMPENSATION, BONUS AND INCENTIVE PROGRAMS COMPARATIVE TO MARKET. -- SALARY BUDGET AND GUIDELINES - ASAE'S ANNUAL SALARY BUDGET IS DEVELOPED ANNUALLY IN ORDER TO ALLOCATE MONIES NEEDED TO MAINTAIN STAFF MEMBER SALARIES AT COMPETITIVE LEVELS, SUBJECT TO BUDGETARY LIMITATIONS. AN ANNUAL MERIT POOL IS DEVELOPED AND APPROVED AS PART OF THE BUDGET CYCLE. THE CHIEF ADMINISTRATIVE OFFICER IS RESPONSIBLE FOR THE ADMINISTRATION OF THE PROGRAM, AND ALL INCREASES ARE SUBJECT TO THE APPROVAL OF THE CEO. Form 990, Part VI, Line 19 Required documents available to the public SOME GOVERNING DOCUMENTS ARE AVAILABLE ON THE WEBSITE - FOUNDATION BYLAWS, STRATEGIC FRAMEWORK - WHAT WE DO AND OUR PROMISE, CODE OF CONDUCT AND BOARD CONTACT INFORMATION. THE CONFLICT OF INTEREST POLICY IS CURRENTLY NOT POSTED, BUT PROVIDED AS A SAMPLE DOCUMENT UPON REQUEST. PUBLIC INSPECTION COPIES OF THE 990 ARE PROVIDED UPON REQUEST. THESE DOCUMENTS ARE AVAILABLE FOR THE SAME PERIOD OF DISCLOSURE AS SET FORTH IN SECTION 6104(D). Form 990, Part IX, Line 11g Other Fees HONORARIA - Total Expense: 4500, Program Service Expense: 4500, Management and General Expenses: , Fundraising Expenses: ; PROFESSIONAL FEES - Total Expense: 496796, Program Service Expense: , Management and General Expenses: 454515, Fundraising Expenses: 42281; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; Form 990, Part XII, Line 2c Change of oversight process or selection process THE AUDIT OVERSIGHT PROCESS HAS REMAINED UNCHANGED FROM THE PRIOR YEAR. AMERICAN SOCIETY OF ASSOCIATION EXECUTIVES 1101 K Street Suite 500 NW WASHINGTON DC 20005 530026940 MEMBERSHIP ORGANIZATION AND VOICE OF THE ASSOCIATION PROFESSION DC 501(c)(6) false AM SOCIETY OF ASSN EXECUTIVES POLITICAL ACTION COMMITTEE 1101 K Street Suite 500 NW WASHINGTON DC 20005 521746813 POLITICAL ACTION COMMITTEE DC 527 AMERICAN SOCIETY OF ASSOCIATION EXECUTIVES false ASAE BUSINESS SERVICES INC 1101 K Street Suite 500 NW WASHINGTON DC 20005 521066386 INSURANCE AND OTHER SERVICES DC NA C Corporation false ASAE INSURANCE COMPANY 1101 K Street Suite 500 NW WASHINGTON DC 20005 030335958 INSURANCE AND OTHER SERVICES DC NA C Corporation false false false true false false false false false false false false false false false false true true false false