2015-11-13T09:15:08-06:00 2014-12-31 521511275 RAFFA PC 1899 L STREET NW SUITE 900 WASHINGTON DC 20036 990 2014-01-01 340948453 SOCIETY FOR HUMAN RESOURCE MANAGEMENT SOCI 7035483440 1800 DUKE STREET ALEXANDRIA VA 223143499 MARY MOHNEY CHIEF FINANCIAL OFFICER 7035483440 2015-11-13 1 FRANK H SMITH P00639053 2028225000 2015-11-09 2014 2016-03-07 17:11:31Z HENRY JACKSON 1800 DUKE STREET ALEXANDRIA VA 223143499 153372019 0 4372 X WWW.SHRM.ORG X 1949 OH SHRM'S MISSION IS TO SERVE THE NEEDS OF HUMAN RESOURCE PROFESSIONALS. 13 11 384 8115 10333036 1693498 0 0 94150876 89968737 7087350 7518796 13323646 15534055 114561872 113021588 1130906 742184 0 0 50315915 50034026 0 0 0 58217246 62477859 109664067 113254069 4897805 -232481 206668817 204533051 63579175 77954667 143089642 126578384 X SHRM IS A GLOBAL HR PROFESSIONAL ORGANIZATION THAT EXISTS TO: 1) BUILD AND SUSTAIN PARTNERSHIPS WITH HUMAN RESOURCE PROFESSIONALS, MEDIA, GOVERNMENTS, NON-GOVERNMENTAL ORGANIZATIONS, BUSINESSES AND ACADEMIC INSTITUTIONS TO ADDRESS PEOPLE MANAGEMENT CHALLENGES THAT INFLUENCE THE EFFECTIVENESS AND SUSTAINABILITY OF THEIR ORGANIZATIONS AND COMMUNITIES. 2) PROVIDE A COMMUNITY FOR HUMAN RESOURCE PROFESSIONALS, MEDIA, GOVERNMENTS, NON-GOVERNMENTAL ORGANIZATIONS, BUSINESSES AND ACADEMIC INSTITUTIONS TO SHARE EXPERTISE AND CREATE INNOVATIVE SOLUTIONS ON PEOPLE MANAGEMENT ISSUES. 3) PROACTIVELY PROVIDE THOUGHT LEADERSHIP, EDUCATION AND RESEARCH TO HUMAN RESOURCE PROFESSIONALS, MEDIA, GOVERNMENTS, NON-GOVERNMENTAL ORGANIZATIONS, BUSINESSES AND ACADEMIC INSTITUTIONS. 4) SERVE AS AN ADVOCATE TO ENSURE THAT POLICY MAKERS, LAW MAKERS AND REGULATORS ARE AWARE OF KEY PEOPLE CONCERNS FACING ORGANIZATIONS AND THE HUMAN RESOURCE PROFESSION. 1 0 GOVERNMENT AND PUBLIC AFFAIRS: SHRM MONITORS CONGRESSIONAL ACTIONS THAT IMPACT HUMAN RESOURCE MANAGEMENT ISSUES AND REPRESENTS MEMBERS' POSITIONS ON PENDING LEGISLATION AND REGULATORY ISSUES. PUBLICATIONS: SHRM DEVELOPS VARIOUS PUBLICATIONS WHICH EDUCATE MEMBERS AND NON-MEMBERS BY PROVIDING ARTICLES AND INFORMATION RELEVANT TO THE HUMAN RESOURCE MANAGEMENT FIELD. SEMINARS AND EDUCATIONAL PROGRAMS: SHRM PROVIDES VARIOUS FORUMS AND PRODUCTS TO HELP EDUCATE HUMAN RESOURCE PROFESSIONALS AND DISSEMINATE INFORMATION ON HUMAN RESOURCE ISSUES AND PROVIDE A NETWORKING FORUM FOR SUCH PROFESSIONALS. OTHER PROGRAM SERVICES: CERTIFICATION PROGRAM - SHRM HAS ESTABLISHED TWO COMPETENCY BASED CERTIFICATIONS WHICH ASSESS, THROUGH KNOWLEDGE AND SITUATIONAL JUDGEMENT QUESTIONS, HR PROFESSIONAL CAPABILITIES IN THE ASPECTS OF PRACTICING HR. 0 0 0 1 0 0 0 0 0 1 1 0 0 1 1 0 1 0 1 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 1 0 0 0 0 0 1 1 1 0 1 X 190 0 1 384 1 1 1 1 IN CH BD AE 0 0 0 0 X 13 11 0 0 0 0 1 1 1 1 1 0 1 1 1 1 1 1 1 1 1 1 0 CA X MARY MOHNEY 7035483440 1800 DUKE STREET ALEXANDRIA VA 223143499 BETTE J FRANCIS CHAIR 8.00 X X 38797 0 0 BRIAN D SILVA CHAIR DESIGNATE 8.00 X X 30000 0 0 LORI O CARLSON DIRECTOR 8.00 X 20000 0 0 JEFFREY M CAVA DIRECTOR 8.00 X 20000 0 0 JORGE CONSUEGRA DIRECTOR 8.00 X 20000 0 0 THOMAS W DERRY DIRECTOR (AS OF 08/2014) 8.00 X 10000 0 0 JAMES A KAITZ DIRECTOR (UNTIL 06/2014) 8.00 X 0 0 0 MY-CHAU NGUYEN DIRECTOR 8.00 X 25000 0 0 JENNIFER POLLINO DIRECTOR 8.00 X 20000 0 0 CORETHA M RUSHING DIRECTOR 8.00 X 25000 0 0 JOSE TOMAS DIRECTOR 8.00 X 25000 0 0 SCOTT WASHBURN DIRECTOR 8.00 X 20000 0 0 DAVID WINDLEY DIRECTOR 8.00 X 20000 0 0 HENRY G JACKSON PRESIDENT & CEO 37.50 X X 1091454 0 683000 HENRY A HART SECRETARY/GENERAL COUNSEL 37.50 X 459455 0 256522 MARY MOHNEY TREASURER/CFO 37.50 X 419872 0 58152 J ROBERT CARR SVP, MEM'SHIP, MRKTNG & EXT. AFFAIRS 37.50 X 463235 0 221215 JEFF TH PON CHRO 37.50 1.00 X 414255 0 53925 DEBRA J COHEN SVP, KNOWLEDGE DEVELOPMENT 37.50 X 401042 0 141693 BRIAN DICKSON SVP, PROFESSIONAL DEVELOPMENT 37.50 X 374571 0 130484 HEIDI BYERLY CHIEF INFORMATION OFFICER 37.50 X 313913 0 68075 GARY K RUBIN SVP, PUBL. & E-MEDIA (THRU 6/2014) 37.50 X 294371 0 61053 MICHAEL AITKEN VP, GOVERNMENT AFFAIRS 37.50 X 278919 0 72637 ALEXANDER ALONSO VP, RESEARCH 37.50 X 259794 0 44741 MARGO VICKERS CHIEF OF STAFF 37.50 X 255040 0 125378 ELISSA O'BRIEN VP, MEMBERSHIP 37.50 X 233254 0 26841 ELIZABETH W BLOCK VP, MEETINGS & CONFERENCES 37.50 X 226671 0 96416 TIM CANNY VP, ADVERTISING SALES 37.50 X 226324 0 80856 AMY THOMPSON VP, PUBLIC RELATIONS 37.50 X 223557 0 46514 ELIZABETH O BILLE VP & ASSOCIATE GENERAL COUNSEL 37.50 X 223540 0 26858 STACEY B HOLVENSTOT VP, MARKETING 37.50 X 223424 0 22764 VLADAN DASIC SR. DIR., TECHNOLOGY/INFRASTRUCTURE 37.50 X 220724 0 52035 LEON J RUBIS VP, EDITORIAL 37.50 X 208288 0 150861 MEGAN SMITH CONTROLLER 37.50 X 206294 0 27441 FRANK COLE DIRECTOR, ADMIN. SERVICES 37.50 X 176621 0 114469 SHIRLEY DAVIS VP, DIVERSITY & INCL. (THRU 7/2014) 37.50 X 186999 0 60077 MARY K FERRARI DIR, BUSINESS MGMT (THRU 12/2014) 37.50 X 202946 0 53445 ROBERT GARCIA DIR, GLOBAL BUS DEVELOPMEN 37.50 X 195400 0 49566 HOWARD A WALLACK DIR, GLOBAL MEMBER PROGRAMMING 37.50 X 191732 0 98763 MARY ANNE BUI DIR, MARKET RESEARCH 37.50 X 176169 0 37827 JESSICA COLLISON DIR, STRATEGIC PLANNING 37.50 X 170938 0 37915 LISA L CONNELL FORMER VP EDU./EXECUTIVE DIRECTOR, HRPS 0.00 37.50 X 0 258167 71930 MARK SCHMIT FORMER VP RESEARCH/EXECUTIVE DIR., FOUNDATION 0.00 37.50 X 0 270374 89403 8592599 528541 3060856 135 1 1 0 HOLMES CORPORATION 2975 LONE OAK DRIVE SUITE 180 EAGAN MN 55121 DEVELOPMENT/PROMOTION 5867559 MARKETING GENERAL INC 625 NORTH WASHINGTON ST 450 ALEXANDRIA VA 22314 MARKETING SERVICES 2892966 BULLY PULPIT INTERACTIVE LLC 1140 CONNECTICUT AVE NW 800 WASH DC 20036 MARKETING SERVICES 2627443 INVNT LLC 138 SPRING STREET 4TH FLOOR NEW YORK NY 10012 CONFERENCE SERVICES 2548721 BLUE WORLDWIDE INC 1875 EYE ST SUITE 900 WASHINGTON DC 20006 MARKETING/PRODUCTION SERVICES 2388807 116 MEMBERSHIP DUES 900099 45076273 45076273 ANNUAL CONFERENCE 900099 24267105 19068683 5198422 ADVERTISING 541800 10215883 10215883 SEMINARS 900099 6562799 6562799 OTHER CONFERENCES 900099 3811465 3604065 207400 35212 35212 89968737 4618648 93561 4525087 806086 806086 1555134 1170051 385083 385083 11508 373575 36254385 33354237 2900148 2900148 2900148 14339597 5826143 8513454 8501370 12084 ADMINISTRATIVE FEES 900099 2458478 2458478 INSURANCE RECOVERY 900099 1682682 1682682 MISCELLANEOUS 900099 1267231 1267231 421041 283268 137773 5829432 113021588 83131670 10333036 19556882 X 742184 10043082 29039683 3744573 4779407 2427281 490667 78005 376849 573028 11484356 6576149 9123293 3011914 1081009 3640708 11609891 7193550 294811 AGENCY/SALES COMMISSION 2015682 CHAPTER SUPPORT 1610408 FOOD & BEVERAGE 1063023 UBI TAXES 435245 1819271 113254069 391 741 14758155 12670913 1936898 2131509 1115261 730926 4170762 5499542 61296230 22673123 36700915 38623107 121091437 117582795 21712328 21345968 5182670 5947550 206668817 204533051 12664223 14183163 30803441 32385168 3786607 3366968 16324904 28019368 63579175 77954667 X 143089642 126578384 143089642 126578384 206668817 204533051 X -232481 -5697055 -10581722 X 0 1 X 1 0 0 0 1 45076273 1899475 -7255368 -5355893 2704576 -8060469 5883311 5883311 33804064 12105270 21698794 7828558 1774562 6053996 13780297 8793291 4987006 38623107 INVESTMENT IN SHRM - INDIA -2666108 F INVESTMENT IN SHRM CORPORATION 351647 F HEDGE FUNDS 23660429 F 21345968 ACCRUED BENEFIT COST 27636149 DUE TO RELATED ENTITIES 217353 DEPOSITS 165866 28019368 X 113747699 -5697055 6996194 1299139 112448560 573028 573028 113021588 119677235 6996194 6996194 112681041 573028 573028 113254069 PART X, LINE 2: THE ORGANIZATION PERFORMED AN EVALUATION OF UNCERTAIN TAX POSITIONS FOR THE YEARS ENDED DECEMBER 31, 2014 AND 2013, AND DETERMINED THAT THERE WERE NO MATTERS THAT WOULD REQUIRE RECOGNITION IN THE CONSOLIDATED FINANCIAL STATEMENTS OR WHICH MAY HAVE ANY EFFECT ON THE ORGANIZATION'S TAX-EXEMPT STATUS. PART XI, LINE 2D - OTHER ADJUSTMENTS: RENTAL EXPENSES 1,170,051. COST OF GOODS SOLD 5,826,143. PART XII, LINE 2D - OTHER ADJUSTMENTS: RENTAL EXPENSES 1,170,051. COST OF GOODS SOLD 5,826,143. CENTRAL AMERICA AND THE CARIBBEAN 0 0 INVESTMENTS 2000000 SOUTH ASIA 0 0 PROGRAM-RELATED INVESTMENTS 750000 SUB-SAHARAN AFRICA 0 0 IT SERVICES 455377 MIDDLE EAST AND NORTH AFRICA 0 0 PROGRAM SERVICES CERTIFICATION 57891 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICES EDUCATIONAL PROGRAMS 51424 NORTH AMERICA (INCLUDING CANADA AND MEXICO, BUT NOT THE U.S.) 0 0 PROGRAM SERVICES EDUCATIONAL PROGRAMS 29356 EAST ASIA AND THE PACIFIC 0 0 PROGRAM SERVICES CERTIFICATION 25528 SOUTH ASIA 0 0 PROGRAM SERVICES CERTIFICATION 20331 NORTH AMERICA (INCLUDING CANADA AND MEXICO, BUT NOT THE U.S.) 0 0 IT SERVICES 12255 NORTH AMERICA (INCLUDING CANADA AND MEXICO, BUT NOT THE U.S.) 0 0 PROGRAM SERVICES EDUCATIONAL PRODUCTS 9658 SUB-SAHARAN AFRICA 0 0 PROGRAM SERVICES EDUCATIONAL PROGRAMS 9079 EAST ASIA AND THE PACIFIC 0 0 PROGRAM SERVICES EDUCATIONAL PROGRAMS 7557 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICES CERTIFICATION 6531 NORTH AMERICA 0 0 PROGRAM SERVICES CERTIFICATION 6443 EAST ASIA AND THE PACIFIC 0 0 PROGRAM SERVICES EDUCATIONAL PRODUCTS 6228 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICES EDUCATIONAL PRODUCTS 6200 EAST ASIA AND THE PACIFIC 0 0 MANAGEMENT & GENERAL 5000 SOUTH AMERICA 0 0 PROGRAM SERVICES CERTIFICATION 5000 MIDDLE EAST AND NORTH AFRICA 0 0 LEGAL TRADEMARK FEES 4300 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 PROGRAM SERVICES MEMBER SERVICES 4202 EAST ASIA AND THE PACIFIC 0 0 LEGAL TRADEMARK FEES 3302 MIDDLE EAST AND NORTH AFRICA 0 0 PROGRAM SERVICES EDUCATIONAL PROGRAMS 3091 SOUTH AMERICA 0 0 PROGRAM SERVICES EDUCATIONAL PROGRAMS 2591 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 LEGAL TRADEMARK FEES 2200 SOUTH ASIA 0 0 PROGRAM SERVICES EDUCATIONAL PRODUCTS 1750 CENTRAL AMERICA AND THE CARIBBEAN 0 0 LEGAL TRADEMARK FEES 1227 SOUTH AMERICA 0 0 PROGRAM SERVICES EDUCATIONAL PRODUCTS 1000 SOUTH AMERICA 0 0 LEGAL TRADEMARK FEES 260 CENTRAL AMERICA AND THE CARIBBEAN 0 0 PROGRAM SERVICES MEMBER SERVICES 135 0 0 0 0 0 0 3389907 98009 3487916 1 0 1 0 0 1 PART I, LINE 3 SHRM'S WHOLLY OWNED SUBSIDIARY, STRATEGIC HUMAN RESOURCE MANAGEMENT INDIA PRIVATE LIMITED (SHRM- INDIA), MAINTAINS 3 OFFICES WITH APPROXIMATELY 31 EMPLOYEES AND INDEPENDENT CONTRACTORS AND PROVIDES PROGRAM SERVICES THROUGH BUSINESS EDUCATION IN SOUTH ASIA. SHRM'S WHOLLY OWNED SUBSIDIARY, SHRM CORPORATION, HAS A BEIJING WHOLLY FOREIGN OWNED ENTERPRISE, WHICH MAINTAINS 1 OFFICE WITH 4 EMPLOYEES AND FACILITATES PROGRAM SERVICES THROUGH BUSINESS EDUCATION IN EAST ASIA AND THE PACIFIC. SHRM CORPORATION ESTABLISHED SHRM MANAGEMENT CONSULTING (BEIJING) CO., LTD. TO PROVIDE HR RESEARCH AND EDUCATIONAL PROGRAMS IN CHINA. SHRM CORPORATION ALSO HAS ANOTHER WHOLLY OWNED SUBSIDIARY, SHRM MIDDLE EAST & AFRICA FZ LLC (SHRM MEA), WHICH MAINTAINS ONE OFFICE WITH APPROXIMATELY 3 EMPLOYEES AND PROVIDES EDUCATIONAL PROGRAMS IN THE MIDDLE EAST. 1 SHRM FOUNDATION INC 1800 DUKE STREET ALEXANDRIA VA 223143499 346610067 501(C)(3) 640149 GENERAL OPERATING SUPPORT HR PEOPLE & STRATEGY INC 1800 DUKE STREET ALEXANDRIA VA 223143499 132989471 501(C)(3) 102035 GENERAL OPERATING SUPPORT 2 0 PART I, LINE 2: DUE DILIGENCE IS PERFORMED FOR ALL POTENTIAL GRANT RECIPIENTS. GENERAL SUPPORT CONTRIBUTIONS ARE MADE TO WELL ESTABLISHED ORGANIZATIONS KNOWN FOR SUCCESSFUL OPERATIONS AND WORK. CONTRIBUTIONS FOR PARTICULAR PROJECTS OR EVENTS SUPPORT PROJECTS/EVENTS CLOSELY ALIGNED WITH SHRM'S MISSION AND OBJECTIVES. X X X 1 1 X X X X X 0 1 0 HENRY G JACKSON PRESIDENT & CEO 626841 0 464613 0 0 0 672355 0 10645 0 1774454 0 0 0 HENRY A HART SECRETARY/GENERAL COUNSEL 324327 0 135128 0 0 0 244037 0 12485 0 715977 0 0 0 MARY MOHNEY TREASURER/CFO 305886 0 113986 0 0 0 43766 0 14386 0 478024 0 0 0 J ROBERT CARR SVP, MEM'SHIP, MRKTNG & EXT. AFFAIRS 348236 0 114999 0 0 0 208730 0 12485 0 684450 0 0 0 JEFF TH PON CHRO 319881 0 94374 0 0 0 36524 0 17401 0 468180 0 0 0 DEBRA J COHEN SVP, KNOWLEDGE DEVELOPMENT 294172 0 106870 0 0 0 128191 0 13502 0 542735 0 0 0 BRIAN DICKSON SVP, PROFESSIONAL DEVELOPMENT 271460 0 103111 0 0 0 124283 0 6201 0 505055 0 0 0 HEIDI BYERLY CHIEF INFORMATION OFFICER 221306 0 92607 0 0 0 63280 0 4795 0 381988 0 0 0 GARY K RUBIN SVP, PUBL. & E-MEDIA (THRU 6/2014) 161718 0 132653 0 0 0 59253 0 1800 0 355424 0 0 0 MICHAEL AITKEN VP, GOVERNMENT AFFAIRS 214590 0 64329 0 0 0 55767 0 16870 0 351556 0 0 0 ALEXANDER ALONSO VP, RESEARCH 215450 0 44344 0 0 0 27871 0 16870 0 304535 0 0 0 MARGO VICKERS CHIEF OF STAFF 196996 0 58044 0 0 0 120583 0 4795 0 380418 0 0 0 ELISSA O'BRIEN VP, MEMBERSHIP 204810 0 28444 0 0 0 9440 0 17401 0 260095 0 0 0 ELIZABETH W BLOCK VP, MEETINGS & CONFERENCES 174315 0 52356 0 0 0 91621 0 4795 0 323087 0 0 0 TIM CANNY VP, ADVERTISING SALES 181015 0 45309 0 0 0 66470 0 14386 0 307180 0 0 0 AMY THOMPSON VP, PUBLIC RELATIONS 171721 0 51836 0 0 0 35412 0 11102 0 270071 0 0 0 ELIZABETH O BILLE VP & ASSOCIATE GENERAL COUNSEL 189043 0 34497 0 0 0 26858 0 0 0 250398 0 0 0 STACEY B HOLVENSTOT VP, MARKETING 172346 0 51078 0 0 0 22764 0 0 0 246188 0 0 0 VLADAN DASIC SR. DIR., TECHNOLOGY/INFRASTRUCTURE 186546 0 34178 0 0 0 41390 0 10645 0 272759 0 0 0 LEON J RUBIS VP, EDITORIAL 160507 0 47781 0 0 0 136475 0 14386 0 359149 0 0 0 MEGAN SMITH CONTROLLER 162213 0 44081 0 0 0 10040 0 17401 0 233735 0 0 0 FRANK COLE DIRECTOR, ADMIN. SERVICES 148359 0 28262 0 0 0 112569 0 1900 0 291090 0 0 0 SHIRLEY DAVIS VP, DIVERSITY & INCL. (THRU 7/2014) 124477 0 62522 0 0 0 49432 0 10645 0 247076 0 0 0 MARY K FERRARI DIR, BUSINESS MGMT (THRU 12/2014) 180280 0 22666 0 0 0 51045 0 2400 0 256391 0 0 0 ROBERT GARCIA DIR, GLOBAL BUS DEVELOPMEN 167275 0 28125 0 0 0 35180 0 14386 0 244966 0 0 0 HOWARD A WALLACK DIR, GLOBAL MEMBER PROGRAMMING 154569 0 37163 0 0 0 84377 0 14386 0 290495 0 0 0 MARY ANNE BUI DIR, MARKET RESEARCH 146527 0 29642 0 0 0 37827 0 0 0 213996 0 0 0 JESSICA COLLISON DIR, STRATEGIC PLANNING 147075 0 23863 0 0 0 25430 0 12485 0 208853 0 0 0 LISA L CONNELL FORMER VP EDU./EXECUTIVE DIRECTOR, HRPS 0 203385 0 54782 0 0 0 58428 0 13502 0 330097 0 0 MARK SCHMIT FORMER VP RESEARCH/EXECUTIVE DIR., FOUNDATION 0 207452 0 62922 0 0 0 83202 0 6201 0 359777 0 0 PART I, LINE 1A IT IS SHRM'S POLICY TO ALLOW BUSINESS CLASS TRAVEL TO ANY EMPLOYEE OR DIRECTOR FLYING INTERNATIONAL OR FLYING 5 HOURS OR LONGER. ALL BOARD OF DIRECTORS AND THE CEO ARE PERMITTED TO FLY BUSINESS/FIRST CLASS. COMPANION TRAVEL IS PERMITTED FOR BOARD OF DIRECTORS SERVING AS CHAIR OR IMMEDIATE PAST CHAIR. SHRM MAY ALSO PROVIDE TAX INDEMNIFICATION PAYMENTS FOR RELOCATION EXPENSES AND COMPANION TRAVEL AND RELATED EXPENSES. IN 2014, 2 HIGHEST COMPENSATED EMPLOYEES, 5 KEY EMPLOYEES AND 9 DIRECTORS/OFFICERS RECEIVED FIRST CLASS TRAVEL/BUSINESS BENEFITS. 1 DIRECTOR RECEIVED TAX INDEMNIFICATION BENEFITS. PART I, LINE 4B SHRM MAINTAINS AN UNQUALIFIED SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN FOR EXECUTIVES WHO MEET CERTAIN CRITERIA. THE PLAN IS UNFUNDED AND MAINTAINS NO ASSETS. AS OF DECEMBER 2014, J ROBERT CARR, DEBRA J. COHEN, HENRY A. HART AND HENRY G. JACKSON WERE PARTICIPANTS IN THE PLAN. STARWOOD HOTELS & RESORTS WORLDWIDE INC (STARWOOD HOTELS) JEFFERY M. CAVA IS A DIRECTOR OF SHRM AND AN OFFICER OF STARWOOD HOTELS. 533615 EVENTSSHRM CONTRACTS WITH STARWOOD HOTELS, AMONG OTHERS, FOR EVENTS. THE DIRECTOR'S RELATIONSHIP IS NOT A FACTOR CONSIDERED IN THE DECISION TO DO BUSINESS WITH STARWOOD HOTELS. 0 FORM 990, PART III, LINE 2 SEE PART III, LINE 4E RESPONSE FORM 990, PART VI, SECTION A, LINE 6 THE BYLAWS OF SHRM PROVIDE FOR 8 CLASSES OF MEMBERSHIP AS FOLLOWS: 1)PROFESSIONAL MEMBERS; 2)GENERAL MEMBERS; 3)ASSOCIATE MEMBERS; 4)LIFE MEMBERS; 5)RETIRED ANNUAL MEMBERS; 6)STUDENT MEMBERS; 7)GLOBAL MEMBERS; 8)SPECIAL EXPERTISE MEMBERS. NO CORPORATE MEMBERSHIPS ARE PERMITTED. THE REQUIREMENTS AND PRIVILEGES OF THE VARIOUS MEMBERSHIP CLASSES ARE SPECIFIED IN ARTICLE II OF SHRM'S BYLAWS. FORM 990, PART VI, SECTION A, LINE 7A ELECTIONS OF OFFICERS AND DIRECTORS ARE CONDUCTED BY MAIL BALLOT IN ACCORDANCE WITH PROVISIONS OUTLINED IN ARTICLE VIII OF SHRM'S BYLAWS. EVERY PROFESSIONAL, GENERAL, SPECIAL EXPERTISE, RETIRED LIFE, PROFESSIONAL LIFE AND PAST CHAIR LIFE MEMBER OF SHRM, IN GOOD STANDING, SHALL BE ENTITLED TO ONE VOTE IN THE ELECTION OF SHRM'S BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7B IN ACCORDANCE WITH THE OHIO NONPROFIT CORPORATION ACT, MEMBERS MUST APPROVE CERTAIN CHANGES TO THE ORGANIZATION'S ARTICLES OF INCORPORATION, SUCH AS INSTANCES OF MERGERS OR CONSOLIDATIONS. FORM 990, PART VI, SECTION B, LINE 11 SHRM'S FEDERAL FORM 990 IS REVIEWED BY THE ACCOUNTING STAFF OF SHRM, INCLUDING THE CONTROLLER AND CFO. SUCH REVIEW TAKES PLACE UPON RECEIPT OF THE DRAFT FORM 990 FROM THE INDEPENDENT PUBLIC ACCOUNTING FIRM WHO CONDUCTS THE FINANCIAL STATEMENT AUDIT OF SHRM. THE REVIEW INCLUDES THE COMPARISON OF FINANCIAL DATA IN THE FEDERAL FORM 990 WITH THE AUDITED FINANCIAL STATEMENTS AND THE BOOKS AND RECORDS OF SHRM, AND THE NARRATIVE INFORMATION FOR ACCURACY AND COMPLETENESS. ADDITIONALLY, THE BOARD OF DIRECTORS HAS DELEGATED REVIEW OF THE FEDERAL FORM 990 TO THE CHAIR OF THE AUDIT COMMITTEE. AFTER THE REVIEW OF THE FORM 990 BY THE CHAIR OF THE AUDIT COMMITTEE, THE FORM IS SENT TO THE FULL BOARD OF DIRECTORS BEFORE FILING. FORM 990, PART VI, SECTION B, LINE 12C THE SHRM BOARD CONFLICT OF INTEREST POLICY PROVIDES THE FOLLOWING PROCEDURES FOR ADDRESSING POTENTIAL CONFLICTS OF INTEREST THAT MAY REQUIRE BOARD OR COMMITTEE ACTION, SUCH AS: 1) THE INTERESTED PERSON MUST DISCLOSE ALL FACTS MATERIAL TO THE CONFLICT OF INTEREST AND SUCH DISCLOSURE MUST BE REFLECTED IN THE MINUTES OF THE MEETING WHERE SUCH MATTER IS BEING REVIEWED; 2) THE INTERESTED PERSON IS PROHIBITED FROM PARTICIPATING IN DISCUSSIONS EXCEPT TO DISCLOSE MATERIAL FACTS AND RESPOND TO QUESTIONS; 3) SUCH PERSON SHALL NOT ATTEMPT TO EXERT HIS OR HER PERSONAL INFLUENCE WITH RESPECT TO THE MATTER EITHER AT OR OUTSIDE OF THE MEETING; 4) SUCH PERSON MAY NOT BE PRESENT TO HEAR THE BOARD OR COMMITTEE DISCUSSIONS ON THE MATTER; 5) SUCH INTERESTED PERSON IS PRECLUDED FROM VOTING ON THE MATTER AND SUCH PERSON'S PRESENCE MAY NOT BE COUNTED IN DETERMINING THE PRESENCE OF A QUORUM FOR PURPOSES OF THE VOTE AT THE MEETING; 6) SUCH PERSON MAY NOT BE PRESENT DURING THE VOTE UNLESS THE VOTE IS BY SECRET BALLOT; AND 7) SUCH PERSON'S INELIGIBILITY TO VOTE SHOULD BE REFLECTED IN THE MINUTES. ADDITIONALLY, THE SHRM EMPLOYEE CODE OF CONDUCT APPLIES TO ALL SHRM EMPLOYEES; AND ALL SHRM EMPLOYEES RECEIVE A COPY OF THE CODE OF CONDUCT AND RETURN AN ACKNOWLEDGEMENT TO THE SHRM HR DEPARTMENT THAT THEY UNDERSTAND AND WILL COMPLY WITH THE CODE OF CONDUCT. SECTION IV(K) OF THE CODE OF CONDUCT SETS FORTH THE CONFLICT OF INTEREST RULES APPLICABLE TO ALL EMPLOYEES. IT IS SHRM'S INTENT TO AVOID IMPROPRIETY IN ALL OF ITS DECISIONS AND ACTIONS. THE CODE OF CONDUCT REQUIRES EMPLOYEES TO AVOID TRANSACTIONS, ACTIVITIES AND RELATIONSHIPS WHICH PLACE THEIR PERSONAL INTERESTS IN CONFLICT WITH SHRM'S; NOT TO USE SHRM ASSETS OR THEIR POSITION AT SHRM FOR PERSONAL USE OR GAIN; NOT TO ACCEPT GIFTS FROM VENDORS UNLESS WITHIN SPECIFIED GIFT GUIDELINES. EMPLOYEES ARE INFORMED THAT ACTUAL OR POTENTIAL CONFLICTS OF INTEREST MAY GO BEYOND DEALINGS WITH MEMBERS, CUSTOMERS, VENDORS OR SUPPLIERS. CONFLICTS MAY ALSO INVOLVE DEALINGS WITH MANAGERS, SUBORDINATES OR OTHER STAFF MEMBERS. IF A CONFLICT OR POTENTIAL CONFLICT ARISES, EMPLOYEES UNDER THE POLICY MAY CONSULT WITH THEIR SUPERVISOR, THEIR DEPARTMENT HEAD, SVP OR HUMAN RESOURCES. AT MINIMUM, IF AN EMPLOYEE OR HIS/HER IMMEDIATE FAMILY MEMBER HAVE AN INTEREST IN A VENDOR THE EMPLOYEE IS REQUIRED TO DISCLOSE SUCH CONFLICT OF INTEREST TO THEIR SVP (OR CEO IF THEY ARE A SVP) AND THE EMPLOYEE MUST NOT BE INVOLVED IN THE SELECTION, MANAGEMENT OR OVERSIGHT OF SUCH VENDOR. ALL CONTRACTS OVER $10,000 ARE REQUIRED TO BE REVIEWED BY THE GENERAL COUNSEL'S OFFICE AND TO BE PRESENTED TO GENERAL COUNSEL UNDER A COMPLETED SHRM CONTRACT ROUTING FORM. THE CONTRACT ROUTING FORM REQUIRES THE INDIVIDUAL WHO INITIATES THE CONTRACT TO "COMMENT ON PERSONAL RELATIONSHIPS OR FRIENDSHIPS WITH VENDORS." FORM 990, PART VI, SECTION B, LINE 15 CEO COMPENSATION IS SET BY THE BOARD OF DIRECTORS' COMPENSATION AND ORGANIZATION COMMITTEE. COMPENSATION OF THE 10% HIGHEST PAID SHRM EMPLOYEES ARE RECOMMENDED BY AN INDEPENDENT COMPENSATION CONSULTANT, THROUGH REVIEW OF RELEVANT COMPARABILITY DATA. THE RECOMMENDATION IS DISCUSSED AND SUBSTANTIATED BY THE CEO AND/OR CHRO. COMPENSATION AMOUNTS ARE DIRECTLY LINKED TO THE INDIVIDUAL'S PERFORMANCE RATING. THE SHRM BOARD OF DIRECTORS APPROVES A REASONABLE LEVEL OF HONORARIA FOR ALL BOARD MEMBERS, INCLUDING THE BOARD CHAIR AND IMMEDIATE PAST CHAIR, WHO ARE OFFICERS OF THE CORPORATION. THE SHRM GOVERNANCE COMMITTEE OF THE BOARD OF DIRECTORS RECOMMENDS THE HONORARIA FOR ALL BOARD MEMBERS, AND THE FULL BOARD THEN APPROVES THE HONORARIA LEVEL. AT THE TIME OF RECOMMENDING AND APPROVING THE HONORARIA AND ITS LEVEL, THE GOVERNANCE COMMITTEE AND BOARD OF DIRECTORS RELY UPON SURVEYS AND AN OPINION OF AN OUTSIDE NATIONALLY RECOGNIZED COMPENSATION EXPERT SUPPORTING THE REASONABLENESS OF THE HONORARIA. THE OHIO NON-PROFIT CORPORATION ACT (CODE SECTION 1702.301), UNDER WHICH SHRM IS INCORPORATED, EXPRESSLY ALLOWS DIRECTORS TO VOTE TO ESTABLISH REASONABLE COMPENSATION FOR THEMSELVES, "IRRESPECTIVE OF ANY FINANCIAL OR PERSONAL INTEREST OF ANY OF THE DIRECTORS." FORM 990, PART VI, SECTION C, LINE 19 SHRM'S ANNUAL FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC ON SHRM'S WEBSITE. SHRM'S BYLAWS ARE ALSO AVAILABLE TO THE PUBLIC ON SHRM'S WEBSITE; AND THE ARTICLES OF INCORPORATION ARE AVAILABLE ON THE OHIO SECRETARY OF STATE CORPORATE DIVISION WEBSITE. SHRM WILL CONSIDER MAKING ITS CONFLICT OF INTEREST POLICY AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART IX, LINE 11G ADMINISTRATIVE SERVICES 799,178. BUILDING SERVICES 530,770. COMMUNICATION SERVICES 83,696. DIGITAL SERVICES 132,457. EDUCATION SERVICES 2,757,403. EXECUTIVE SERVICES 9,092. FINANCIAL SERVICES 829,177. FULFILLMENT SERVICES 97,212. HR SERVICES 261,461. MARKETING SERVICES 3,524,058. MEMBERSHIP SERVICES 151,442. PUBLICATION SERVICES 821,926. RESEARCH SERVICES 519,358. STAFF DEVELOPMENT 313,626. STRATEGIC MANAGEMENT SERVICES 640,396. TECHNOLOGY SERVICES 13,104. FORM 990, PART XI, LINE 9: PENSION-RELATED CHANGES OTHER THAN NET PERIODIC BENEFIT COSTS -10,581,722. 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