2020-10-26T13:05:27-05:00 2019-12-31 582676261 Rogers & Company PLLC 8300 Boone Boulevard Suite 600 Vienna VA 22182 990 2019-01-01 530204660 American Physiological Society AMER 3016347164 6120 Executive Boulevard No 600 Rockville MD 208524911 Robert T Price Deputy Executive Director/COO 3016347173 2020-10-26 1 Lori A Collingsworth P00639819 7038930300 2020-10-26 108.28.125.132 2020-10-26 14:03:41 ED P DD3BD8FAA7E619236B258E939CC8F9AD6F7FDC38 DD3BD8FAA7E619236B258E939CC8F9AD6F7FDC38 2019 2021-01-29 14:40:06Z Scott Steen CAE FASAE 6120 Executive Boulevard No 600 Rockville MD 208524911 42195626 0 X https://www.physiology.org/ X 1887 MO To advance scientific discovery, understand life, and improve health. 13 11 91 1230 130935 59846 867198 814346 16158555 15908105 5510007 4512795 598880 394061 23134640 21629307 1262588 1156034 0 0 9518666 9889796 0 0 172324 9611309 9791199 20392563 20837029 2742077 792278 77480531 86228057 15806980 16196392 61673551 70031665 X To advance scientific discovery, understand life, and improve health. 0 0 15105825 1156034 15955030 The American Physiological Society (Society) usually conducts three scientific meetings per year, one meeting that is held each spring in conjunction with several other scientific societies and two smaller scientific conferences. The spring meeting attracts between 9,000 and 12,000 scientists, which represent the target audience. Of those attending the meeting, between 3,000 and 4,000 scientists directly benefit from the scientific offerings of the Society. The two smaller conferences attract approximately 350 scientists who represent the number of persons benefiting directly from the Society's symposia and workshops. The target audience for the conferences is between 15,000 and 25,000, representing members of the Society and the population of scientists interested in some aspect of the society's conferences.The Society publishes 14 scientific journals that serve as the vehicle for the dissemination of the investigator's research. The Society publishes more than 25,000 pages and receives over 5,800 manuscripts for publication. Each manuscript has an average of three authors, representing a population of over 17,000 scientists who benefit from the society's publications. In addition, there are over 6,800 subscriptions to the 14 journals published by the Society. The majority of the subscribers are libraries providing a large target audience for the journals. Not only faculty, but also students and clinicians refer to the Society's journals providing for a potential target audience in excess of 100,000. 15105825 1 1 0 1 0 0 0 0 0 1 1 1 0 1 0 1 1 0 0 1 1 0 1 0 0 0 0 1 1 1 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 1 310 0 1 91 1 1 1 0 0 0 0 0 0 0 0 0 0 0 X 13 11 0 0 1 0 1 1 1 1 1 0 1 1 0 1 1 1 1 1 1 0 0 MD X Robert T Price 3016347173 6120 Executive Boulevard No 600 Rockville MD 208524911 Meredith Hay PhD President 2.00 X X 0 0 0 Linda C Samuelson PhD President Elect 2.00 X X 0 0 0 Jeff M Sands MD Past President 2.00 X X 0 0 0 Dennis Brown PhDPhD Past President 2.00 X X 66174 0 0 Sue C Bodine PhD Councilor 1.00 X 16000 0 0 Jason Robert Carter PhD Councilor 1.00 X 2500 0 0 Carmen Hinojosa-Laborde PhD Councilor 1.00 X 0 0 0 Charles H Lang PhD Councilor 1.00 X 250 0 0 Merry L Lindsey PhD Councilor 1.00 X 5250 0 0 Ronald M Lynch PhD Councilor 1.00 X 0 0 0 David L Mattson PhD Councilor 1.00 X 0 0 0 Timothy I Musch PhD Councilor 1.00 X 0 0 0 Jennifer S Pollock PhD Councilor 1.00 X 1000 0 0 Willis K Samson PhD Councilor 1.00 X 15000 0 0 Harold D Schultz PhD Councilor 1.00 X 0 0 0 Larissa Akimi Shimoda PhD Councilor 1.00 X 3500 0 0 Sean David Stocker PhD Ex Officio 1.00 X 0 0 0 Scott Steen Executive Director 55.00 X 430816 0 38616 Robert T Price Deputy Exec Dir/COO 37.50 X 303086 0 35369 Meeghan De Cagna Chief Engagement Officer 37.50 X 193341 0 32008 Rita Scheman Chief Publishing Officer 37.50 X 194983 0 21150 Alice W Ra'anan Director Science Policy 37.50 X 180134 0 16033 Lucia B Tayiel Director Membership 37.50 X 171552 0 16689 Kevin K Kaneshige Dir Information Technology 37.50 X 151508 0 25712 Linda B Allen Director Scientific Meetings 37.50 X 140244 0 28995 Chunyan Zhou Online Services Manager 37.50 X 137345 0 15416 2012683 0 229988 21 0 1 0 FASEB 9650 Rockville Pike Bethesda MD 208143998 Administrative Services 3462235 Cenveo Worldwide Limited PO Box 412401 Boston MA 022412401 Journal Production Services 780082 Atypon Systems LLC 5201 Great America Parkway Suite 2 Santa Clara CA 950541177 Online Journals Services 260708 Minding Your Business Inc 200 E Ohio St Ste 200 Chicago IL 606117270 Business Strategy Consultant 150093 Precision Computer Works Inc 5508 Greentree Road Bethesda MD 208173548 Journal Production Services 120080 7 419408 394938 814346 Publication Income 511120 13930953 13846943 84010 Membership Dues 900099 1059486 1059486 Conference & Meetings 900099 917666 917666 15908105 1252909 1252909 347136 347136 23826205 20566319 3259886 3259886 3259886 Career Services 900004 46925 46925 46925 21629307 15824095 130935 4859931 X 68500 68500 977202 977202 110332 110332 1185742 211003 974739 6597461 5028662 1504295 64504 611777 467638 139506 4633 972854 683603 276820 12431 521962 373988 143168 4806 27413 17245 10168 43626 43626 558139 558139 2165529 1901981 245749 17799 33120 30845 2275 2807216 2593488 185690 28038 460051 56967 389061 14023 5929 5929 725383 515929 196567 12887 1109908 834363 273099 2446 940002 880010 59992 5408 5408 478862 478862 52357 52357 UBI Taxes 9825 9825 Professional Dues 177108 169484 7320 304 Editor Initiatives 79409 79409 Bad Debt Expense 66372 66372 45542 32875 2214 10453 20837029 15105825 5558880 172324 700124 1275685 5072336 5747312 453020 215176 454516 448458 647265 603159 2959585 425186 2569931 2534399 55562236 62780844 6000000 7092268 873481 817853 5147622 4712903 77480531 86228057 8972672 9141926 6834308 7054466 15806980 16196392 X 59698044 68111090 1975507 1920575 61673551 70031665 77480531 86228057 792278 7565836 0 X X 0 1 X 1 0 X 1386245 1267188 1210042 867198 814346 5545019 16241119 16500802 15532525 16101999 15824095 80200540 17627364 17767990 16742567 16969197 16638441 85745559 0 0 0 85745559 1508380 1656331 1563249 2078249 1600045 8406254 1508380 1656331 1563249 2078249 1600045 8406254 51262 51910 25020 34201 47278 209671 216 1624 1118 11394 14352 19187222 19477855 18331954 19093041 18285764 94375836 0.90860 0.91170 0.08910 0.08580 X Schedule A, Part III, Line 12, Explanation of Other Income: Miscellaneous receipts RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 93137 93137 20117077 20210214 1000000 250000 0 0 1000000 1000000 1000000 1000000 4000000 6000000 45162 70307 77165 93137 285771 250000 250000 250000 250000 1000000 1500000 535863 100531 20420 615974 576922 -20639 20420 535863 520634 76288 20000 576922 516621 24013 20000 520634 537690 22164 -3233 40000 516621 0.00000 1.00000 0.00000 0 0 2175251 159205 2016046 777334 265981 511353 7000 7000 2534399 Hedge Funds 7092268 F 7092268 Operating leases right-of-use assets 4712903 4712903 X 28644845 7565836 7841 7573677 21071168 558139 558139 21629307 20286731 7841 7841 20278890 558139 558139 20837029 Part V, Line 4: The Society's endowment (permanently restricted net assets) has been funded by donor restricted contributions to be held in perpetuity, the earnings of which can be used for travel assistance awards. Part X, Line 2: Management has evaluated the Society's tax positions and concluded that the Society's financial statements do not include any uncertain tax positions. Part XI, Line 2d - Other Adjustments: Unreimbursed expenses of staff/volunteers 7,841. Part XII, Line 2d - Other Adjustments: Unreimbursed expenses of staff/volunteers 7,841. 0 Central America and the Caribbean 0 0 Program Services Conferences and meetings Central America and the Caribbean 0 0 Program Services Membership dues Central America and the Caribbean 0 0 Program Services Publication income East Asia and the Pacific 0 0 Fundraising East Asia and the Pacific 0 0 Program Services Conferences and meetings East Asia and the Pacific 0 0 Program Services Membership dues East Asia and the Pacific 0 0 Program Services Other Revenues East Asia and the Pacific 0 0 Program Services Publication income East Asia and the Pacific 0 0 Program Services Royalty income East Asia and the Pacific 0 0 Program Services Unrelated trade or business East Asia and the Pacific 0 0 Program Services Bad Debts Expense 18150 East Asia and the Pacific 0 0 Program Services Conferences, conventions, and meetings 9531 East Asia and the Pacific 0 0 Program Services Editor Initiatives 1438 East Asia and the Pacific 10 10 Program Services Fees for services - Other 52095 East Asia and the Pacific 0 0 Grants to individuals located in the region 2500 East Asia and the Pacific 0 0 Program Services Office Expenses 220 East Asia and the Pacific 0 0 Program Services Travel 3289 Europe (Including Iceland and Greenland) 0 0 Fundraising Europe (Including Iceland and Greenland) 0 0 Program Services APS Store merchandise sales Europe (Including Iceland and Greenland) 0 0 Program Services Conferences & mtgs Europe (Including Iceland and Greenland) 0 0 Program Services Membership dues Europe (Including Iceland and Greenland) 0 0 Program Services Other Revenues Europe (Including Iceland and Greenland) 0 0 Program Services Publication income Europe (Including Iceland and Greenland) 0 0 Program Services Royalty income Europe (Including Iceland and Greenland) 0 0 Program Services Unrelated trade or business Europe (Including Iceland and Greenland) 0 0 Program Services Bad Debts Expense 5546 Europe (Including Iceland and Greenland) 0 0 Program Services Conferences, conventions, and meetings 38774 Europe (Including Iceland and Greenland) 0 0 Program Services Editor Initiatives 5103 Europe (Including Iceland and Greenland) 20 20 Program Services Fees for services - Other 167415 Europe (Including Iceland and Greenland) 0 0 Grants to individuals located in the region 12965 Europe (Including Iceland and Greenland) 0 0 Program Services Information Technology 394 Europe (Including Iceland and Greenland) 0 0 Program Services Office Expenses 34211 Europe (Including Iceland and Greenland) 0 0 Program Services Other employee benefits 487 Europe (Including Iceland and Greenland) 0 0 Program Services Other Expenses 250 Europe (Including Iceland and Greenland) 0 0 Program Services Professional Dues 12889 Europe (Including Iceland and Greenland) 0 0 Program Services Royalties Expense 1000 Europe (Including Iceland and Greenland) 0 0 Program Services Travel 31000 Middle East and North Africa 0 0 Fundraising Middle East and North Africa 0 0 Program Services Conferences and meetings Middle East and North Africa 0 0 Program Services Membership dues Middle East and North Africa 0 0 Program Services Other Revenues Middle East and North Africa 0 0 Program Services Publication income North America 0 0 Fundraising North America 0 0 Program Services Conferences and meetings North America 0 0 Program Services Membership dues North America 0 0 Program Services Other Revenues North America 0 0 Program Services Publication income North America 0 0 Program Services Royalty income North America 0 0 Program Services Unrelated trade or business North America 0 0 Fundraising 12000 North America 0 0 Fundraising 1265 North America 0 0 Program Services Bad Debts Expense 1825 North America 0 0 Program Services Conferences, conventions, and meetings 16456 North America 0 0 Program Services Editor Initiatives 8449 North America 7 7 Program Services Fees for services - Other 48600 North America 0 0 Grants to individuals located in the region 60669 North America 0 0 Program Services Office Expenses 1587 North America 0 0 Program Services Travel 3567 Russia and neighboring states 0 0 Program Services Membership dues Russia and neighboring states 0 0 Program Services Publication income South America 0 0 Program Services Conferences and meetings South America 0 0 Program Services Membership dues South America 0 0 Program Services Publication income South America 0 0 Program Services Bad Debts Expense 4485 South America 0 0 Program Services Conferences, conventions, and meetings 7260 South America 0 0 Grants to individuals located in the region 25698 South Asia 0 0 Fundraising South Asia 0 0 Program Services APS Store merchandise sales South Asia 0 0 Program Services Membership dues South Asia 0 0 Program Services Other Revenues South Asia 0 0 Program Services Publication income South Asia 0 0 Grants to individuals located in the region 1000 Sub-Saharan Africa 0 0 Program Services Conferences and meetings Sub-Saharan Africa 0 0 Program Services Membership dues Sub-Saharan Africa 0 0 Program Services Publication income Sub-Saharan Africa 0 0 Program Services Conferences, conventions, and meetings 800 Sub-Saharan Africa 0 0 Grants to individuals located in the region 7500 0 0 37 37 37 37 0 598418 598418 International Early Career Award East Asia and the Pacific 1 1000 Check N/A N/A International Early Career Award East Asia and the Pacific 1 1000 Transfer N/A N/A tum Suden/Hellebrandt Award East Asia and the Pacific 1 500 Check N/A N/A Distinguished Lectureship Award Europe (Including Iceland and Greenland) 1 1000 Check N/A N/A Distinguished Lectureship Award Europe (Including Iceland and Greenland) 1 2000 Transfer N/A N/A Gabor Kaley Award Europe (Including Iceland and Greenland) 1 750 Transfer N/A N/A International Early Career Award Europe (Including Iceland and Greenland) 1 1000 Check N/A N/A International Early Career Award Europe (Including Iceland and Greenland) 3 3000 Transfer N/A N/A International Opportunity Award Europe (Including Iceland and Greenland) 5 2500 Transfer N/A N/A New Investigator Award Europe (Including Iceland and Greenland) 1 1420 Check N/A N/A Research Recognition Award Europe (Including Iceland and Greenland) 1 595 Check N/A N/A Research Recognition Award Europe (Including Iceland and Greenland) 1 500 Transfer N/A N/A Student Award Europe (Including Iceland and Greenland) 1 100 Check N/A N/A Student Award Europe (Including Iceland and Greenland) 1 100 Transfer N/A N/A Conference Award North America 2 750 Check N/A N/A Gabor Kaley Award North America 1 2963 Check N/A N/A Guyton Award North America 1 30420 Check N/A N/A Horwitz-Horowitz Undergrad Res North America 3 1100 Check N/A N/A International Early Career Award North America 1 1000 Check N/A N/A International Early Career Award North America 1 891 Transfer N/A N/A Pan American Travel Award North America 6 5432 Check N/A N/A Pan American Travel Award North America 1 1000 Transfer N/A N/A Participant Support - Stipend North America 1 950 Check N/A N/A Research Recognition Award North America 5 4100 Check N/A N/A Student Award North America 2 600 Check N/A N/A tum Suden/Hellebrandt Award North America 2 1430 Check N/A N/A UGSRF Award North America 2 9000 Transfer N/A N/A Undergraduate Research Excellence Fellowship North America 1 1033 Check N/A N/A International Early Career Award South America 4 4000 Check N/A N/A International Opportunity Award South America 2 1024 Transfer N/A N/A Pan American Travel Award South America 2 1500 Check N/A N/A Pan American Travel Award South America 19 17829 Transfer N/A N/A Research Award South America 1 595 Check N/A N/A Research Recognition Award South America 1 150 Check N/A N/A Student Award South America 1 500 Check N/A N/A Student Award South America 1 100 Transfer N/A N/A Pan American Travel Award South Asia 1 1000 Transfer N/A N/A International Opportunity Award Sub-Saharan Africa 1 7500 Transfer N/A N/A 0 0 0 0 0 0 Part I, Line 2: Payments for awards are not issued until the award requirements have been fulfilled and reviewed by APS staff. Part I, line 3: Accrual method of accounting Part III Accounting Method: 1 The Microcirculatory Society Inc Univ MO-Columbia 1600 E Rollins Rd Columbia MO 652114400 046088271 501(c)3 14000 0 N/A N/A EB meeting participation American Assn for the Advancement of Science 1200 New York Avenue NW Washington DC 200053928 530196568 501(c)3 11000 0 N/A N/A Mass Media Fellowship support States United for Biomed Rsch PO Box 19469 Raleigh NC 276199469 331075687 501(c)3 10000 0 N/A N/A Mission support 3 0 Ad Hoc Group 3 8925 0 N/A N/A ADInstruments Educator Award 1 3445 0 N/A N/A Barger Mentorship Award 1 2500 0 N/A N/A Beginning Investigator Award 2 1680 0 N/A N/A Berliner Award 1 1420 0 N/A N/A Beverly P. Bishop Award 1 20420 0 N/A N/A Bowditch Award 1 2500 0 N/A N/A Cannon Lecture Speakers 1 6815 0 N/A N/A Career Enhancement Award 7 71504 0 N/A N/A Conference Award 1 250 0 N/A N/A Daggs Award 1 500 0 N/A N/A Dale Benos Award 1 1420 0 N/A N/A Dean Franklin Y Investigator 1 1500 0 N/A N/A Distinguished Lectureship Award 13 42769 0 N/A N/A Early Career Advocacy Fellow 4 1410 0 N/A N/A Filley Award 2 32840 0 N/A N/A Fleur L. Strand Award 1 1000 0 N/A N/A Folk Senior Physiologist Award 1 500 0 N/A N/A Gabor Kaley Award 3 3195 0 N/A N/A Graduate Student Ambassador 7 7925 0 N/A N/A Honor Award 2 4169 0 N/A N/A Horwitz-Horowitz Undergrad Res 27 8150 0 N/A N/A Int'l Opportunity Award 12 18793 0 N/A N/A Leonard Share Award 1 1000 0 N/A N/A Mandel Award 1 9500 0 N/A N/A Marion J. Siegman Lecture Award 1 3494 0 N/A N/A Martin Frank Div Travel Award 43 65854 0 N/A N/A New Investigator Award 13 15335 0 N/A N/A Nike Award 2 3430 0 N/A N/A Nobel Prize Award 1 2000 0 N/A N/A Pan American Travel Award 44 40730 0 N/A N/A Participant Support - Stipend 73 142636 0 N/A N/A Perkins Award 1 3000 0 N/A N/A Porter Fellowship 10 170842 0 N/A N/A Postdoctoral Fellowship Award 5 41667 0 N/A N/A Research Award 2 1515 0 N/A N/A Research Recognition Award 51 30435 0 N/A N/A Robert Speth UG Research Award 2 750 0 N/A N/A Romero Young Investigator Award 3 1200 0 N/A N/A Schmidt-Nielsen Mentor Award 1 2083 0 N/A N/A Scholander Award 5 1600 0 N/A N/A Scholarship/Pro Training Award 1 800 0 N/A N/A Shih-Chun Wang YI award 2 10920 0 N/A N/A Steven M Horvath Mino Trainee 2 1190 0 N/A N/A Student Award 30 14550 0 N/A N/A Takeda Distinguished Res Award 1 1920 0 N/A N/A Teacher of the Year Award 1 1670 0 N/A N/A Trainee Abstract Award 1 250 0 N/A N/A Translational Research Award 3 1825 0 N/A N/A tum Suden/Hellebrandt Award 48 31390 0 N/A N/A Ueno Award 1 30420 0 N/A N/A UGSRF Award 51 91612 0 N/A N/A Undergraduate Research Excellence Fellowship 3 3372 0 N/A N/A Usha Prakash Award 2 1000 0 N/A N/A Van Harreveld Award 1 500 0 N/A N/A Virendra B. Mahesh Award 1 1335 0 N/A N/A Young Investigator Award 3 3747 0 N/A N/A Part I, Line 2: Award funding is usually not disbursed until after the condition of award has been met and verified by an APS staff person, either through physical presence at the event or through reviewing reports. Occasionally award funding may be advanced and carried on APS books as a receivable until such time as the condition of award has been completed and verified. Funding that is offered in support of an ongoing effort is tracked by an APS staff person by reports, newsletters, or other various means to track progress and ensure proper use of the funding. X X X X 1 0 0 0 0 0 0 0 0 Scott Steen Executive Director 402204 0 28612 0 0 0 28000 0 10616 0 469432 0 0 0 Robert T Price Deputy Exec Dir/COO 303086 0 0 0 0 0 22167 0 13202 0 338455 0 0 0 Meeghan De Cagna Chief Engagement Officer 192988 0 353 0 0 0 19583 0 12425 0 225349 0 0 0 Rita Scheman Chief Publishing Officer 194983 0 0 0 0 0 13479 0 7671 0 216133 0 0 0 Alice W Ra'anan Director Science Policy 180134 0 0 0 0 0 13946 0 2087 0 196167 0 0 0 Lucia B Tayiel Director Membership 171552 0 0 0 0 0 9967 0 6722 0 188241 0 0 0 Kevin K Kaneshige Dir Information Technology 151508 0 0 0 0 0 12337 0 13375 0 177220 0 0 0 Linda B Allen Director Scientific Meetings 140244 0 0 0 0 0 11750 0 17245 0 169239 0 0 0 Chunyan Zhou Online Services Manager 135309 0 2036 0 0 0 13433 0 1983 0 152761 0 0 0 Part I, Line 4a One Key employee and one High Comp employee received severance pay in 2018 Marsha Matyas $33,322.16 John Van Ness $11,276.23 Bill J Yates PhD Former Councilor 1000 Cash Award Pan American Travel Award Harold D Schultz PhD Councilor 1000 Cash Award Pan American Travel Award Jeff M Sands MD Past President 1000 Cash Award Pan American Travel Award Jennifer S Pollock PhD Councilor 2951 Cash Award Distinguished Lectureship Award Kim E Barrett PhD Former President 1000 Cash Award Pan American Travel Award Patricia E Molina MD PhD Former President 1807 Cash Award Pan American Travel Award and Int'l Opportunity Award Sue C Bodine Councilor 3884 Cash Award Distinguished Lectureship Award and Pan American Travel Award Susan M Barman PhD Former President 3000 Cash Award Distinguished Lectureship Award Willis K Samson PhD Councilor 2248 Cash Award Pan American Travel Award and Int'l Opportunity Award Andrea K Brown See Part V 31260 See Part V 0 Sch L, Part IV, Business Transactions Involving Interested Persons: (a) Name of Person: Andrea K Brown(b) Relationship Between Interested Person and Organization:Spouse of Past President(d) Description of Transaction: Journal Editor Assistant Form 990, Part I, Line 1, Description of Organization Mission: The mission of the Society is to advance scientific discovery, understand life, and improve health. The purpose of the Society is to expand knowledge related to biological function through scientific and professional publications and electronic media, education, science policy, scientific meetings, program development, and member services. The Society champions the importance of physiology forachieving breakthroughs in health, disease and the understanding of life. Form 990, Part VI, Section A, line 4 The organization's bylaws were amended during 2019. Below are the changes made to the applicable Bylaw Articles: ARTICLE II: Purpose The purpose of the Society is to expand knowledge related to biological function through scientific and professional publications and electronic media, education, science policy, scientific meetings, program development, and member services. The Society champions the importance of physiology for achieving breakthroughs in health, disease and the understanding of life. ARTICLE III. Membership SECTION 7. Voting. All dues-paying members in good standing shall be voting members. A quorum for meetings of the members shall be five percent (5%) of the voting members. The vote of a majority of the voting members represented at a duly called meeting of the members at which a quorum is present shall be the act of the membership, except as otherwise provided by law, by the Articles of Incorporation, or by these Bylaws. Proxy voting by voting members shall not be permitted. Where and in the manner authorized by the Council, any action required to or which may be taken at a meeting of the voting members may be conducted by electronic mail ballot or any other method of voting permitted by law. Such voting shall be subject to the same notice and quorum as a meeting held in person. Where and in the manner authorized by the Council, and to the extent permitted by law, any person participating in a meeting of the voting members may participate by means of conference telephone or by other means by which all voting members participating are able to simultaneously hear each other during the meeting, and such participation shall constitute presence in person at the meeting. ARTICLE XIII. Amendments SECTION 2. Adoption. These Bylaws may be amended after approval by a majority of the dues paying members who vote electronically, presuming a quorum is present. ARTICLE IV. Officers and Council SECTION 1. Council. A quorum for conducting official business of the Society shall be a majority of elected voting members of Council. Form 990, Part VI, Section A, line 6 The Society consists of regular, honorary, affiliate, emeritus, graduate student, undergraduate student and sustaining associate members. Form 990, Part VI, Section A, line 7a The Governing Body of the American Physiological Society is elected by ballot by the regular membership. Only regular members in good standing can vote and hold elected office. Form 990, Part VI, Section A, line 7b Amendments to Bylaws may be proposed in writing, by any regular member, to Council at any time up to three months in advance of any Business Meeting of the Society. Such proposed amendments must be presented in writing at the following Business Meeting for action by the Society. These Bylaws may be amended at any Business Meeting of the Society by a two-thirds vote of the regular members present and voting. Form 990, Part VI, Section B, line 11b APS' form 990 is completed by the APS Manager, Financial Systems, Policies and Procedures, and Regulations and reviewed for accuracy and completeness by the Deputy Executive Director and COO. The form is then reviewed for accuracy and completeness by the Society's tax consultant. Form 990, Part VI, Section B, line 12c Each year all APS Board members, officers, and managers are required to complete a disclosure form in which such covered person discloses his or her relationship or affiliation with any person, firm, or entity which proposes to do business, or who is doing business, with APS, and/or who holds a position of influence with another related organization. By signing the statement, the Board member, officer or manager acknowledges that they have received and reviewed the APS Conflict of Interest Policy. Form 990, Part VI, Section B, line 15a Annually, the American Physiological Society (APS) engages a third party consultant to perform a study of comparable salaries and wages for like organizations in its geographical area. Findings of the study are used to provide guidance to APS' Council (board of directors), who are responsible for approving annual salary and wage scale increases. The Executive Director's salary is approved by a smaller group of the Council (Executive Committee). In addition, the APS periodically (~ every 5 years) engages a third party consultant to review job descriptions for each position to ensure compensation levels are appropriate for the knowledge and skills required to perform the duties of each position. Form 990, Part VI, Section C, line 19 The governing documents of the American Physiological Society are available to the public via the APS website. The conflict of interest policy and financial statements are not made available to the public. Form 990, Part IX, line 11g Other contract services: Program service expenses 1,901,981. Management and general expenses 245,749. Fundraising expenses 17,799. Total expenses 2,165,529. Form 990, Part XII, Line 2c: This process is consistent with prior years.