2019-10-30T11:27:47-05:00 2018-12-31 420714325 RSM US LLP 7351 OFFICE PARK PL MELBOURNE FL 329408229 990 2018-01-01 135532538 THE INSTITUTE OF INTERNAL AUDITORS INC INST 4079371100 1035 GREENWOOD BLVD NO 401 LAKE MARY FL 32746 ANN S COHEN CFO 4079371100 2019-10-30 1 JULIANA KREUL P01204534 3217516200 66.98.98.133 2019-10-30 10:55:56 ED P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 C7E7B0C0E81BD62A89852478B08C37E9234D4314 2018 2020-01-14 16:20:31Z RICHARD F CHAMBERS 1035 GREENWOOD BLVD NO 401 LAKE MARY FL 32746 66038327 0 X THEIIA.ORG X 1941 NY PROVIDE DYNAMIC LEADERSHIP FOR THE GLOBAL PROFESSION OF INTERNAL AUDITING.ACTIVITIES IN SUPPORT OF THIS MISSION WILL INCLUDE, BUT WILL NOT BE LIMITED TO:* ADVOCATING AND PROMOTING THE VALUE INTERNAL AUDIT PROFESSIONALS ADD TO THEIR ORGANIZATIONS.* PROVIDING COMPREHENSIVE PROFESSIONAL EDUCATIONAL AND DEVELOPMENT OPPORTUNITIES, STANDARDS AND OTHER PROFESSIONAL PRACTICE GUIDANCE, AND CERTIFICATION PROGRAMS.* RESEARCHING, DISSEMINATING, AND PROMOTING KNOWLEDGE CONCERNING INTERNAL AUDITING AND ITS APPROPRIATE ROLE IN CONTROL, RISK MANAGEMENT, AND GOVERNANCE TO PRACTITIONERS AND STAKEHOLDERS.* EDUCATING PRACTITIONERS AND OTHER RELEVANT AUDIENCES ON BEST PRACTICES IN INTERNAL AUDITING.* BRINGING TOGETHER INTERNAL AUDITORS FROM ALL COUNTRIES TO SHARE INFORMATION AND EXPERIENCES. 38 35 263 400 0 0 39389 0 54777324 61693735 4292211 1904086 0 0 59108924 63597821 131480 122335 0 0 23576182 24914945 0 0 0 29020757 32016778 52728419 57054058 6380505 6543763 76342119 75070206 25555029 23195257 50787090 51874949 X THE MISSION OF THE INSTITUTE OF INTERNAL AUDITORS IS TO PROVIDE DYNAMIC LEADERSHIP FOR THE GLOBAL PROFESSION OF INTERNAL AUDITING. 0 0 TRAINING AND EDUCATION FOR INTERNAL AUDITORS PUBLICATIONS WHICH INFORM INTERNAL AUDITORS AND IIA MEMBERS OF CURRENT PROFESSIONAL ISSUES, STANDARDS, AND PRACTICES OFFERING EXAMINATIONS ON PROFESSIONAL ISSUES AND CERTIFYING THOSE WHO DEMONSTRATE ACCEPTABLE PERFORMANCE QUALITY SERVICES:THE MISSION OF QUALITY SERVICES IS TO ELEVATE THE PROFESSIONALISM WITHIN INTERNAL AUDITING. PROPER ELEVATION BEGINS AND ENDS WITH ALIGNMENT OF THE IIA'S INTERNATIONAL STANDARDS FOR THE PROFESSIONAL PRACTICE OF INTERNAL AUDITING, CORE PRINCIPLES, AND THE CODE OF ETHICS. OUR ASSESSMENT PROCESS IDENTIFIES IMPROVEMENT OPPORTUNITIES, COUNSEL TO THE CHIEF AUDIT EXECUTIVE (CAE) FOR SUCCESSFUL PRACTICE IMPLEMENTATION, AS WELL AS PROMOTING THE CREDIBILITY OF THE INTERNAL AUDIT ACTIVITY WITH YOUR STAKEHOLDERS. SERVICES PROVIDED:READINESS ASSESSMENT - IDENTIFIES RISKS TO CONFORMANCE WITH STANDARDS, PROVIDES A BASELINE FOR NEW CHIEF AUDIT EXECUTIVES, AND SUPPORT FOR CREATING A SUCCESSFUL QUALITY ASSURANCE AND IMPROVEMENT PROGRAM (QAIP).SELF-ASSESSMENT WITH INDEPENDENT VALIDATION (SAIV) -APPROACH MEETS THE REQUIREMENTS OF THE STANDARDS FOR AN EXTERNAL ASSESSMENT ONCE EVERY FIVE YEARS.QUALITY ASSESSMENT (QA) - THE MOST COMPREHENSIVE APPROACH SUPPORTS NOT ONLY CONFORMANCE, BUT PROVIDES AN OBJECTIVE ASSESSMENT OF THE ORGANIZATIONS INTERNAL AUDIT ACTIVITY'S EFFECTIVENESS.QUALITY ASSURANCE AND IMPROVEMENT PROGRAM (QAIP) IS REQUIRED ACCORDING TO THE STANDARDS:QUALITY SERVICES IS ALIGNED WITH THE OVERALL MISSION OF THE IIA BY PROMOTING THE VALUE THAT INTERNAL AUDIT PROFESSIONALS ADD TO THEIR ORGANIZATION, ALIGNMENT WITH THE INTERNATIONAL STANDARDS PROMULGATED BY THE IIA AND EDUCATING PRACTITIONERS ON BEST PRACTICES IN INTERNAL AUDITING. 0 0 0 1 0 0 0 0 0 1 1 0 0 1 1 0 1 0 1 1 1 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 1 142 0 1 263 1 0 1 CA 0 0 0 0 0 0 X 38 35 0 0 0 0 1 1 1 1 1 0 1 1 1 1 1 1 1 1 1 1 1 1 X ANN COHEN CFO 4079371100 1035 GREENWOOD BLVD SUITE 401 LAKE MARY FL 32746 J MICHAEL PEPPERS CHAIRMAN/IMM PAST CHAIRMAN 10.00 X X 0 0 0 ANGELA WITZANY IMM PAST CHAIRMAN/PAST CHAIRMAN 10.00 X X 0 0 0 LAWRENCE J HARRINGTON PAST CHAIRMAN (THRU 5/18) 10.00 X X 0 0 0 NAOHIRO MOURI SR. VICE CHAIRMAN / CHAIRMAN 10.00 X X 0 0 0 KAREM T OBEID VICE CHAIRMAN 10.00 X X 0 0 0 CHARLOTTA HJELM VICE CHAIRMAN 10.00 X X 0 0 0 CHARLES T WRIGHT VICE CHAIRMAN 10.00 X X 0 0 0 J MICHAEL JOYCE JR VICE CHAIRMAN / SR. VICE CHAIRMAN 10.00 X X 0 0 0 RICHARD F CHAMBERS PRESIDENT/CEO/EX-OFFCIO 40.00 X X 674147 0 83160 MICHAEL FUCILLI VICE CHAIRMAN 10.00 2.00 X X 53800 0 0 JENITHA JOHN VICE CHAIRMAN 10.00 X X 0 0 0 SHANNON J URBAN NORTH AMERICAN DIRECTOR / VICE CHAIRMAN 10.00 X X 0 0 0 AGUST HRAFNKELSSON DIRECTOR-AT-LARGE 10.00 X 0 0 0 JORGE GONZALO BADILLO AYALA DIRECTOR-AT-LARGE (THRU 5/18) 10.00 X 0 0 0 LESEDI LESETEDI DIRECTOR-AT-LARGE (THRU 5/18) 10.00 X 0 0 0 NARENDRA KUMAR ANEJA DIRECTOR-AT-LARGE 10.00 X 0 0 0 ERIC N ALLEGAKOEN DIRECTOR-AT-LARGE 10.00 X 0 0 0 JOHN BENDERMACHER DIRECTOR-AT-LARGE / VICE CHAIRMAN 10.00 X X 0 0 0 RANJIT SINGH DIRECTOR-AT-LARGE 10.00 X 0 0 0 AUGUSTINO EMMANUAL MBOGELLA DIRECTOR-AT-LARGE 10.00 X 0 0 0 DORON ROZENBLUM DIRECTOR-AT-LARGE 10.00 X 0 0 0 ERNESTO MARTINEZ GOMEZ INSTITUTE DIRECTOR 10.00 X 0 0 0 JEAN-MARIE PIVARD INSTITUTE DIRECTOR (THRU 5/18) 10.00 X 0 0 0 JUERGEN ROHRMANN INSTITUTE DIRECTOR 10.00 X 0 0 0 MARK CARAWAN INSTITUTE DIRECTOR 10.00 X 0 0 0 QING XIA INSTITUTE DIRECTOR 10.00 X 0 0 0 STEPHEN J HORNE INSTITUTE DIRECTOR 10.00 X 0 0 0 JAN PETRUS OPPERMAN INSTITUTE DIRECTOR 10.00 X 0 0 0 MARCO PETRACCHINI INSTITUTE DIRECTOR 10.00 X 0 0 0 RENATO TRISCIUZZI INSTITUTE DIRECTOR 10.00 X 0 0 0 HAJIME YOSHITAKE INSTITUTE DIRECTOR 10.00 X 0 0 0 NEIL FRIESER NORTH AMERICAN DIRECTOR 10.00 X 0 0 0 JULIE LATHROP NORTH AMERICAN DIRECTOR 10.00 X 0 0 0 HAROLD SILVERMAN NORTH AMERICAN DIRECTOR 10.00 X 0 0 0 LAURA SOILEAU NORTH AMERICAN DIRECTOR 10.00 X 0 0 0 BENITO YBARRA NORTH AMERICAN DIRECTOR 10.00 X 0 0 0 ANNE M MERCER NORTH AMERICAN DIRECTOR (THRU 1/18) 10.00 X 128815 0 30560 KAREN BRADY NORTH AMERICAN DIRECTOR 10.00 X 0 0 0 ROBERT B KULING NORTH AMERICAN DIRECTOR (THRU 5/18) 10.00 X 0 0 0 SETH PETERSEN NORTH AMERICAN DIRECTOR 10.00 X 0 0 0 NANCY HAIG NORTH AMERICAN DIRECTOR 10.00 X 0 0 0 ORIANNE DUPRAT-BRIOU NORTH AMERICAN DIRECTOR 10.00 X 0 0 0 BEILI WONG NORTH AMERICAN DIRECTOR 10.00 X 0 0 0 THOMAS SANGLIER NORTH AMERICAN DIRECTOR 10.00 X 0 0 0 ANN S COHEN SENIOR VP, CHIEF FINANCIAL OFFICER 40.00 3.00 X 352372 0 87447 CHARLES REDDING EVP, CHIEF INFORMATION OFFICER 40.00 X 431387 0 104383 WILLIAM MICHALISIN EVP, CHIEF OPERATIONS OFFICER 40.00 X 424314 0 106406 CYNDI PLAMONDON SENIOR VP CHIEF KNOWLEDGE 40.00 10.00 X 295914 0 59812 MONICA GRIFFIN SENIOR VP, CHIEF MARKETING 40.00 X 274840 0 79729 JIM PELLETIER VP, STANDARDS & PROF. KNOWLEDGE 40.00 X 218311 0 67680 2853900 0 619177 45 0 1 0 NCS PEARSON INC 13036 COLLECTIONS CENTER DR CHICAGO IL 60693 PROFESSIONAL TESTING SERVICES 2582083 COBALT SUITE 850 2511 JEFFERSON DAVIS HIGH ARLINGTON VA 22202 INFORMATIONAL TECHNOLOGY 817608 R21 HOLDINGS LLC 400 E PRATT STREET 11TH FLOOR BALTIMORE MD 21275 INFORMATIONAL TECHNOLOGY 535462 P & M TECH SOLUTION PO BOX 1833 ACCOUNTS RECEIVABLE WINTER PARK FL 32790 INFORMATIONAL TECHNOLOGY 310525 ARNOLD & PORTER KAYE SCHOLER LLP PO BOX 759451 BALTIMORE MD 21275 LOBBYING SERVICES 225000 9 LEARNING SOLUTIONS 541900 22311900 22311900 CERTIFICATIONS 541900 18759142 18759142 MEMBERSHIP 541900 17757718 17757718 QUALITY SERVICES 541900 2152833 2152833 OTHER PROGRAM REVENUE 541900 712142 712142 61693735 1194592 1194592 3150000 2277553 162953 872447 -162953 709494 709494 63597821 61693735 0 1904086 X 83845 38490 1410301 18870511 1188664 2144264 1301205 178774 90645 225000 84600 8461035 151452 4763680 10000 1335682 8057575 3595011 1331107 181170 OTHER EXPENSES 3292223 DUES & SUBSCRIPTIONS 145797 AWARDS 95337 BAD DEBT 17690 57054058 18933661 18917297 2839699 1158754 2212297 4375727 2591432 3110059 10690749 6622752 4394913 4067997 2785469 38532839 40118130 4051809 3322242 76342119 75070206 9039473 7718035 12318735 12518858 4196821 2958364 25555029 23195257 X 50787090 51874949 50787090 51874949 76342119 75070206 6543763 -4820037 -635867 0 X X 0 1 X 1 0 0 0 0 13011053 212080 -212080 2344546 578872 1765674 2696785 1341991 1354794 5649418 4701889 947529 4067997 MUTUAL FUNDS 40118130 F 40118130 DEFERRED EMPLOYEE COMPENSATION 715504 OTHER LIABILITIES 2242860 2958364 X PART X, LINE 2: THE INSTITUTE IS EXEMPT FROM FEDERAL INCOME TAX UNDER THE INTERNAL REVENUE CODE SECTION 501(A) AS ORGANIZATIONS DESCRIBED IN SECTION 501(C)(6) AND FROM STATE INCOME TAX PURSUANT TO STATE LAW. THE INSTITUTE FOLLOWS ACCOUNTING STANDARDS RELATING TO ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES. MANAGEMENT ASSESSED WHETHER THERE WERE ANY UNCERTAIN TAX POSITIONS WHICH MAY GIVE RISE TO INCOME TAX LIABILITIES AND DETERMINED THAT THERE WERE NO SUCH MATTERS REQUIRING RECOGNITION IN THE CONSOLIDATED FINANCIAL STATEMENTS. GENERALLY, THE INSTITUTE IS NO LONGER SUBJECT TO U.S. FEDERAL OR STATE INCOME TAX EXAMINATIONS BY TAX AUTHORITIES FOR YEARS BEFORE DECEMBER 31, 2015. 1 CENTRAL AMERICA AND THE CARIBBEAN - ANTIGUA & BARBUDA, ARUBA, BAHAMAS, 0 0 PROGRAM SERVICES ONSITE TRAINING CLASSES, CHAPTER ALLOTMENTS, AND QUALITY ASSESSMENT REVIEW 121879 EAST ASIA AND THE PACIFIC - AUSTRALIA, BRUNEI, BURMA, CAMBODIA, 0 0 PROGRAM SERVICES ONSITE TRAINING CLASSES, MEETINGS, EXAM QUESTIONS, AND QUALITY ASSESSMENT REVIEW 450450 EUROPE (INCLUDING ICELAND & GREENLAND) - ALBANIA, ANDORRA, AUSTRIA, BELGIUM 0 0 PROGRAM SERVICES ONESITE TRAINING CLASSES, QUALITY ASSESSMENT REVIEW, MEETINGS AND EXAM QUESTIONS 105397 MIDDLE EAST AND NORTH AFRICA - ALGERIA, BAHRAIN, DJIBOUTI, EGYPT, 0 0 PROGRAM SERVICES ONSITE TRAINING CLASSES, MEETINGS, AND QUALITY ASSESSMENT REVIEW 3410519 NORTH AMERICA - CANADA AND MEXICO, BUT NOT THE UNITED STATES 1 5 PROGRAM SERVICES ONSITE TRAINING CLASSES, CHAPTER ALLOTMENTS, QUALITY ASSESSMENT REVIEW, AND MEETINGS 900854 NORTH AMERICA - CANADA AND MEXICO, BUT NOT THE UNITED STATES 0 0 GRANTS ALLOTMENTS TO IIA CHAPTERS 38490 SOUTH AMERICA - ARGENTINA, BOLIVIA, BRAZIL, CHILE, COLUMBIA, ECUADOR, 0 0 PROGRAM SERVICES ONSITE TRAINING CLASSES, MEETINGS, AND QUALITY ASSESSMENT REVIEW 13299 SOUTH ASIA - AFGHANISTAN, BANGLADESH, BHUTAN, INDIA, MALDIVES, NEPAL, 0 0 PROGRAM SERVICES MEETINGS 36874 SUB-SAHARAN AFRICA - ANGOLA, BENIN, BOTSWANA, BURKINA FASO, 0 0 PROGRAM SERVICES EXAM QUESTIONS 2790 RUSSIA AND NEIGHBORING STATES 0 0 PROGRAM SERVICES EXAM QUESTIONS 2780 1 5 0 0 1 5 5077762 5570 5083332 NORTH AMERICA - CANADA AND MEXICO, BUT NOT THE UNITED STATES JOINT TRAINING PROGRAM WITH REVENUE SHARE 5201 CASH PAYMENT NORTH AMERICA - CANADA AND MEXICO, BUT NOT THE UNITED STATES JOINT TRAINING PROGRAM WITH REVENUE SHARE 10880 CASH PAYMENT NORTH AMERICA - CANADA AND MEXICO, BUT NOT THE UNITED STATES JOINT TRAINING PROGRAM WITH REVENUE SHARE 22409 CASH PAYMENT 3 0 0 0 0 0 0 PART I, LINE 2: THE ORGANIZATION PROVIDES ALLOTMENTS TO IIA CHAPTERS IN THE NORTH AMERICA REGION. 1 INTERNAL AUDIT FOUNDATION 1035 GREENWOOD BLVD STE 401 LAKE MARY FL 32746 591859804 501(C)(3) 78845 COMMON BODY OF KNOWLEDGE RESEARCH PROJECT AICPA FOUNDATION 220 LEIGH FARM RD DURHAM NC 27707 136169602 501(C)(3) 5000 GENERAL SUPPORT 2 0 PART I, LINE 2: THE ORGANIZATION OVERSEES THE ACTIVITIES OF THE INTERNAL AUDIT FOUNDATION THROUGH OVERLAPPING STAFF MEMBERS. X X X 1 1 X X X X X X 0 1 0 RICHARD F CHAMBERS PRESIDENT/CEO/EX-OFFCIO 476172 0 136282 0 61693 0 80159 0 3001 0 757307 0 55000 0 ANNE M MERCER NORTH AMERICAN DIRECTOR (THRU 1/18) 128815 0 0 0 0 0 11577 0 18983 0 159375 0 0 0 ANN S COHEN SENIOR VP, CHIEF FINANCIAL OFFICER 266525 0 45000 0 40847 0 56587 0 30860 0 439819 0 30000 0 CHARLES REDDING EVP, CHIEF INFORMATION OFFICER 324611 0 55000 0 51776 0 75473 0 28910 0 535770 0 50000 0 WILLIAM MICHALISIN EVP, CHIEF OPERATIONS OFFICER 300110 0 60000 0 64204 0 71786 0 34620 0 530720 0 50000 0 CYNDI PLAMONDON SENIOR VP CHIEF KNOWLEDGE 220781 0 40000 0 35133 0 48033 0 11779 0 355726 0 25000 0 MONICA GRIFFIN SENIOR VP, CHIEF MARKETING 208220 0 40000 0 26620 0 51394 0 28335 0 354569 0 25000 0 JIM PELLETIER VP, STANDARDS & PROF. KNOWLEDGE 182841 0 22300 0 13170 0 38588 0 29092 0 285991 0 20000 0 PART I, LINE 1A ON OCCASSION, THE ORGANIZATION PAID FOR FIRST-CLASS TRAVEL FOR THE DOMESTIC PORTION OF INTERNATIONAL TRIPS TAKEN BY THE PRESIDENT WHEN INTERNATIONAL BUSINESS CLASS AIRFARE WAS INCURRED. THE PRESIDENT IS AUTHORIZED FOR FIRST-CLASS TRAVEL FOR DOMESTIC FLIGHTS EXCEEDING A SPECIFIED DURATION WHEN APPROVED BY THE CHAIRMAN OF THE BOARD. THE ORGANIZATION PAID THE TRAVEL COSTS OF THE SPOUSES OF SEVEN OFFICERS TO ATTEND THE ORGANIZATION'S INTERNATIONAL CONFERENCE. REIMBURSEMENT OF TRAVEL FOR APPLICABLE SPOUSES OF OFFICERS TO ATTEND THE ANNUAL INTERNATIONAL CONFERENCE IS IN ACCORDANCE WITH THE ORGANIZATION'S BOARD POLICY MANUAL. PART I, LINE 4B PART I, LINE 4B - THE FOLLOWING INDIVIDUALS PARTICIPATE IN A NONQUALIFIED SECTION 457(F) DEFERRED COMPENSATION PLAN. EMPLOYER CONTRIBUTIONS ARE INCLUDED IN COMPENSATION ON SCHEDULE J, PT. II, COLUMN C. EMPLOYEE CONTRIBUTION AMOUNT -------------------- ------------------- RICHARD CHAMBERS $ 55,000 CHARLES REDDING 50,000 WILLIAM MICHALISIN 50,000 ANN COHEN 30,000 CYNDI PLAMONDON 25,000 MONICA GRIFFIN 25,000 JAMES PELLETIER 20,000 -------- TOTAL $255,000 PART II THE ORGANIZATION HAS ADOPTED AN EXECUTIVE COMPENSATION SETTING POLICY APPLICABLE TO ALL DISQUALIFIED PERSONS, INCLUDING THE ORGANIZATION'S PRESIDENT, OFFICERS, AND KEY EMPLOYEES. UNDER THE POLICY, AN INDEPENDENT COMMITTEE OF THE BOARD OF DIRECTORS ANNUALLY REVIEWS AND APPROVES THE COMPENSATION LEVELS OF ALL INDIVIDUALS SUBJECT TO THE POLICY. THE DELIBERATIONS AND DECISIONS OF THE COMMITTEE ARE CONTEMPORANEOUSLY SUBSTANTIATED. THE COMMITTEE UTILIZES COMPARABILITY DATA IN ITS DELIBERATIONS, UPDATED COMPARABILITY DATA IS GENERALLY OBTAINED ANNUALLY. PART II, LINE 1, COLUMN D INCLUDED IN DEFERRED COMPENSATION FOR RICHARD CHAMBERS IS AN AMOUNT ACCRUED UNDER A RETENTION INCENTIVE AGREEMENT APPROVED BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF THE ORGANIZATION IN DECEMBER 2014. THIS AGREEMENT WAS BASED UPON GUIDANCE FROM AN INDEPENDENT FIRM AS TO WHAT WOULD BE CONSIDERED REASONABLE AND CUSTOMARY FOR A CEO OF A SIMILAR ORGANIZATION. UNDER THE AGREEMENT, MR. CHAMBERS WOULD RECEIVE THS RETENTION INCENTIVE IF HE REMAINS WITH THE ORGANIZATION THROUGH THE LENGTH OF TERM OF HIS CONTRACT. IN ADDITION, HE WOULD BE ELIGIBLE FOR THE RETENTION INCENTIVE AS EARLY AS JULY 31, 2019 UNDER CONDITIONS PRESCRIBED IN HIS CONTRACT. FORM 990, PART VI, SECTION A, LINE 1 AN EXECUTIVE COMMITTEE CONSISTING OF THE CHAIRMAN OF THE BOARD, A SENIOR VICE CHAIRMAN OF THE BOARD, THE VICE CHAIRMEN OF THE BOARD, TWO IMMEDIATE PAST CHAIRMEN OF THE BOARD, AND SUCH OTHER MEMBERS AS MAY BE APPOINTED BY THE BOARD OF DIRECTORS FROM THE MEMBERS OF THE BOARD. THE EXECUTIVE COMMITTEE, ACTING FOR THE BOARD OF DIRECTORS, SHALL MAINTAIN CONTINUING SURVEILLANCE OVER THE OPERATIONS OF THE INSTITUTE TO ASSURE THAT POLICIES, PROGRAMS, AND OTHER ACTIVITIES AUTHORIZED BY THE MEMBERS AND BY THE BOARD ARE BEING PROPERLY EXECUTED; CONSIDER AND ACT UPON ALL COMPLAINTS PERTAINING TO THE INSTITUTE'S MANAGEMENT; ACT FOR THE BOARD BETWEEN MEETINGS THEREOF UPON MATTERS DEEMED BY THE CHAIRMAN OF THE BOARD TO REQUIRE IMMEDIATE ACTION EXCEPTING SUCH MATTERS AS ARE RESERVED TO THE BOARD BY ITS DESIGNATION; AND ACT FOR THE BOARD IN ANY OTHER MATTERS DELEGATED TO IT BY THE BOARD. THE EXECUTIVE COMMITTEE SHALL MEET QUARTERLY EACH YEAR, AT SUCH TIMES AND PLACES AS IT MAY ELECT ANY MEET IN PERSON OR BY OTHER MEANS AT SUCH OTHER TIMES UPON THE CALL OF THE CHAIRMAN OF THE BOARD OR OF ANY FOUR MEMBERS OF THE COMMITTEE. THE COMMITTEE SHALL REPORT TO THE BOARD AT ITS SUCCEEDING MEETING ANY ACTION TAKEN BY IT SUBSEQUENT TO THE LAST PRIOR MEETING OF BOARD. FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION IS A MEMBERSHIP ORGANIZATION AND THEREFORE HAS MEMBERS. FORM 990, PART VI, SECTION A, LINE 7A THE CLASSES OF THE MEMBERSHIP OF THE ORGANIZATION INCLUDE MEMBER, EDUCATIONAL MEMBER, STUDENT MEMBER, RETIRED MEMBER. ALL CLASSES OF MEMBERSHIP CAN VOTE AT MEMBERSHIP MEETINGS. THOSE MEMBERS WHO ARE CERTIFIED INTERNAL AUDITORS MAY ALSO SERVE AS OFFICERS OR DIRECTORS OF THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7B IF AN AMENDMENT OF THE BYLAWS OF THE ORGANIZATION IS APPROVED BY A MAJORITY OF THE BOARD OF DIRECTORS, IT MUST THEN BE APPROVED BY A MAJORITY OF THE VOTING MEMBERS BEFORE IT IS DECLARED EFFECTIVE. FORM 990, PART VI, SECTION B, LINE 11B THE ORGANIZATION'S TOP MANAGEMENT OFFICIAL AND TOP FINANCIAL OFFICIAL EACH REVIEW THE FORM 990 PRIOR TO ITS FILING WITH THE IRS. THE FORM 990 IS ALSO REVIEWED BY THE AUDIT COMMITTEE, GLOBAL FINANCE COMMITTEE, THE NORTH AMERICAN BOARD, AND THE ENTIRE EXECUTIVE COMMITTEE OF THE ORGANIZATION PRIOR TO ITS FILING WITH THE IRS. FINALLY, A COPY OF THE FORM 990 IS PROVIDED TO ALL MEMBERS OF THE BOARD OF DIRECTORS PRIOR TO ITS FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION'S CONFLICT OF INTEREST POLICY IS DISTRIBUTED TO EACH MEMBER OF THE ORGANIZATION'S GOVERNING BODY, ITS OFFICERS, AND ITS KEY EMPLOYEES ON AN ANNUAL BASIS. EACH SUCH INDIVIDUAL PROVIDES AN ANNUAL DISCLOSURE STATEMENT INDICATING THAT THEY HAVE RECEIVED, READ, UNDERSTOOD, AND AGREED TO COMPLY WITH THE POLICY, AND CERTIFYING THAT (1) THEY HAVE NO RELATIONSHIPS OR INTERESTS THAT PRESENT A CONFLICT OF INTEREST, (2) THEY HAVE ONE OR MORE CONFLICTS OF INTEREST THAT HAVE BEEN FULLY DISCLOSED AS REQUIRED BY THE POLICY AND HAVE BEEN PROPERLY ADMINISTERED IN CONFORMITY WITH THE POLICY, OR (3) THEY HAVE PREVIOUSLY UNDISCLOSED CONFLICTS OF INTEREST AND DISCLOSING THE DETAILS OF SUCH CONFLICTS. ANY DISCLOSURE STATEMENT WITH PREVIOUSLY UNDISCLOSED CONFLICTS OF INTEREST ARE FORWARDED TO APPROPRIATE ORGANIZATION OFFICIALS TO TAKE APPROPRIATE ACTIONS AS REQUIRED BY THE POLICY. FORM 990, PART VI, SECTION B, LINE 15 THE ORGANIZATION HAS ADOPTED AN EXECUTIVE COMPENSATION SETTING POLICY APPLICABLE TO ALL DISQUALIFIED PERSONS, INCLUDING THE ORGANIZATION'S CEO, OFFICERS, AND KEY EMPLOYEES. UNDER THE POLICY, AN INDEPENDENT COMMITTEE OF THE BOARD OF DIRECTORS ANNUALLY REVIEWS AND APPROVES THE COMPENSATION LEVELS OF ALL INDIVIDUALS SUBJECT TO THE POLICY. THE DELIBERATIONS AND DECISIONS OF THE COMMITTEE ARE CONTEMPORANEOUSLY SUBSTANTIATED. THE COMMITTEE UTILIZES COMPARABILITY DATA IN ITS DELIBERATIONS, UPDATED COMPARABILITY DATA IS GENERALLY OBTAINED ANNUALLY. FORM 990, PART VI, SECTION C, LINE 19 THE INSTITUTE OF INTERNAL AUDITORS, INC. PROVIDES, UPON REQUEST, COPIES OF ITS ARTICLES OF INCORPORATION, BYLAWS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS. THE ORGANIZATION'S FINANCIAL STATEMENTS CAN ALSO BE ACCESSED VIA ITS WEBSITE FOR THE SAME PERIOD OF DISCLOSURE AS SET FORTH IN IRC SECTION 6104(D). FORM 990, PART IX, LINE 11G PROFESSIONAL TESTING 3,157,116. WRITER/SPEAKER FEES 1,181,149. AUTHOR FEES 42,992. CIA REVIEW 1,573,968. OTHER PROFESSIONAL FEES 2,505,810. FORM 990, PART XII, LINE 2C THE ORGANIZATION'S BOARD OF DIRECTORS, OR A COMMITTEE THEREOF, ASSUMES RESPONSIBILITY FOR THE OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND THE SELECTION OF AN INDEPENDENT ACCOUNTANT. THIS PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. FORM 990 SECTION 1.263(A)-1(F) DE MINIMIS SAFE HARBOR ELECTION INSTITUTE OF INTERNAL AUDITORS, INC. 1035 GREENWOOD BLVD., STE. 401 LAKE MARY, FL 32746 EIN: 13-5532538 FOR THE TAX YEAR ENDED DECEMBER 31, 2018 THE ORGANIZATION IS MAKING THE DE MINIMIS SAFE HARBOR ELECTION UNDER SECTION 1.263(A)-1(F). IIA QUALITY SERVICES LLC 1035 GREENWOOD BLVD STE 401 LAKE MARY FL 32746 461822157 QUALITY ASSURANCE SERVICES FL 2152833 828212 THE INSTITUTE OF INTERNAL AUDITORS INC SINO CERTIFICATION LLC 1035 GREENWOOD BLVD STE 401 LAKE MARY FL 32746 823184696 CONDUCTING CERTIFICATION AND RELATED ACTIVITIES IN CHINA FL 4182285 1788104 THE INSTITUTE OF INTERNAL AUDITORS INC INTERNAL AUDIT FOUNDATION 1035 GREENWOOD BLVD STE 401 LAKE MARY FL 32746 591859804 RESEARCH & EDUCATION IN INTERNAL AUDITING DC 501(C)(3) LINE 10 THE INSTITUTE OF INTERNAL AUDITORS INC 1 CANADIAN INSTITUTE OF INTERNAL AUDITORS 1035 GREENWOOD BLVD STE 401 LAKE MARY FL 32746 DYNAMIC LEADERSHIP FOR THE CANADIAN PROFESSION OF INTERNAL AUDITING CA 501(C)(6) EQUIVALENT THE INSTITUTE OF INTERNAL AUDITORS INC 1 BOARD OF ENVIRONMENTAL HEALTH & SAFETY AUDITOR CERTIFICATIONS 1035 GREENWOOD BLVD STE 401 LAKE MARY FL 32746 311543022 ENHANCE THE ENVIRONMENTAL, HEALTH & SAFETY AUDITING PROFESSION VA 501(C)(6) THE INSTITUTE OF INTERNAL AUDITORS INC 1 0 1 0 1 1 0 0 0 0 0 0 0 0 1 1 0 1 0 0 INTERNAL AUDIT FOUNDATION B 78845 FMV INTERNAL AUDIT FOUNDATION D 132059 FMV INTERNAL AUDIT FOUNDATION E 181999 FMV INTERNAL AUDIT FOUNDATION O 635867 FMV INTERNAL AUDIT FOUNDATION Q 1183211 FMV BOARD OF ENVIRONMENTAL HEALTH & SAFETY AUDITOR CERTIFICATIONS Q 23217 FMV BOARD OF ENVIRONMENTAL HEALTH & SAFETY AUDITOR CERTIFICATIONS D 3176 FMV