2015-08-13T07:19:46-05:00 2014-12-31 420714325 MCGLADREY LLP 1861 INTERNATIONAL DRIVE SUITE 400 MCLEAN VA 22102 990 2014-01-01 541860956 AMERICAN REGISTRY FOR INTERNET NUMBERS LTD AMER 7032279840 3635 CONCORDE PARKWAY NO 200 CHANTILLY VA 201511130 JOHN CURRAN PRESIDENT & CEO 7032279840 2015-07-15 1 YONG ZHANG CPA P01249785 7033366400 2014 2016-03-07 17:11:31Z JOHN CURRAN 3635 CONCORDE PARKWAY NO 200 CHANTILLY VA 201511130 23515735 0 X WWW.ARIN.NET X 1997 VA THE AMERICAN REGISTRY FOR INTERNET NUMBERS, LTD (ARIN) WAS ESTABLISHED FOR THE PURPOSE OF ADMINISTRATION AND REGISTRATION OF IP ADDRESS RESOURCES AND AUTONOMOUS SYSTEM NUMBER ASSIGNMENT RESOURCES. ARIN'S SERVICE REGION INCLUDES ANGUILLA, ANTIGUA AND BARBUDA, BAHAMAS, BARBADOS, BERMUDA, CAYMAN ISLANDS, DOMINICA, GRENADA, GUADELOUPE, JAMAICA, MARTINIQUE, MONTSERRAT, PUERTO RICO, SAINT BARTHELEMY, SAINT KITTS AND NEVIS, SAINT LUCIA, ST PIERRE AND MIQUELON, SAINT VINCENT AND THE GRENADINES, ST MARTIN, TURKS AND CAICOS ISLANDS, VIRGIN ISLANDS BRITISH, VIRGIN ISLANDS US, CANADA, THE UNITED STATES, UNITED STATES OUTLYING AREAS, ANTARCTICA, BOUVET ISLAND, HEARD AND MCDONALD ISLANDS, AND ST HELENA. ARIN IS ONE OF FIVE REGIONAL INTERNET REGISTRIES (RIRS) WORLDWIDE WHICH COLLECTIVELY PROVIDE IP REGISTRATION SERVICES TO ALL REGIONS AROUND THE GLOBE. 7 6 63 26 0 0 0 0 15742241 16975120 -768604 1905209 0 0 14973637 18880329 188115 174835 0 0 7643870 8056833 0 0 0 7457015 7893175 15289000 16124843 -315363 2755486 38880615 41543990 7702241 8333015 31178374 33210975 X THE AMERICAN REGISTRY FOR INTERNET NUMBERS, LTD (ARIN) WAS ESTABLISHED FOR THE PURPOSE OF ADMINISTRATION AND REGISTRATION OF INTERNET PROTOCOL (IP) RESOURCES. SEE SCHEDULE O.ARIN PROMOTES THE COMMON BUSINESS INTERESTS OF ITS MEMBERS BY OVERSEEING THE INTERNET PROTOCOL RESOURCE REGISTRATION PROCESS SO AS TO PROMOTE MORE EFFICIENT USE OF THE INTERNET BY ITS MEMBERS AND OTHER INTERESTED USERS AND THEREBY PROMOTE THE EFFICIENCY OF THE BUSINESS OPERATIONS OF EACH. 0 0 ESTABLISHED IN DECEMBER 1997, THE AMERICAN REGISTRY FOR INTERNET NUMBERS (ARIN) IS A REGIONAL INTERNET REGISTRY (RIR) INCORPORATED IN THE COMMONWEALTH OF VIRGINIA, USA. ARIN, A NONPROFIT ORGANIZATION, PROVIDES SERVICES RELATED TO THE TECHNICAL COORDINATION AND MANAGEMENT OF INTERNET NUMBER RESOURCES IN ITS RESPECTIVE SERVICE REGION. STAKEHOLDERS IN THE COMMUNITY DRIVE POLICIES AND ACTIVITIES. ARIN PROMOTES THE COMMON BUSINESS INTERESTS OF ITS MEMBERS BY OVERSEEING THE INTERNET PROTOCOL (IP) ADDRESS REGISTRATION PROCESS SO AS TO PROMOTE MORE EFFICIENT USE OF THE INTERNET BY ITS MEMBERS AND OTHER INTERESTED USERS AND THEREBY PROMOTE THE EFFICIENCY OF THE BUSINESS OPERATIONS OF EACH. REGISTRATION SERVICES INCLUDES COORDINATION AND MANAGEMENT OF IP ADDRESS SPACE AND ASN ALLOCATIONS AND ASSIGNMENTS, RESOURCE TRANSFERS, RECORD MAINTENANCE, REGISTRATION TRANSACTION INFORMATION (WHOIS), ROUTING INFORMATION (INTERNET ROUTING REGISTRY), AND REVERSE DNS. ARIN ALLOCATES AND ASSIGNS INTERNET NUMBER RESOURCES TO INTERNET SERVICE PROVIDERS AND END USERS WITHIN ITS SERVICE REGION. IP NUMBER MANAGEMENT - ARIN IS TASKED WITH THE MANAGEMENT OF IP ADDRESS SPACE, AUTONOMOUS SYSTEM NUMBERS, AND IN-ADDR ARPA ADDRESS MAPPING, AS WELL AS DATABASE MAINTENANCE AND VERIFICATION OF REASSIGNMENT INFORMATION. ARIN ALSO PROMOTES THE CONSERVATION OF INTERNET PROTOCOL RESOURCES AND DISTRIBUTES GLOBALLY UNIQUE INTERNET ADDRESSES IN A HIERARCHICAL MANNER, PERMITTING THE ROUTING SCALABILITY OF ADDRESSES, WHICH IS NECESSARY TO ENSURE PROPER OPERATION OF INTERNET ROUTING. 0 0 0 1 0 0 0 0 0 1 0 0 0 1 1 1 0 0 0 1 1 1 0 0 0 0 0 0 1 0 0 0 0 0 1 0 0 0 0 0 0 0 0 1 20 0 1 63 1 0 0 0 0 0 0 X 7 6 0 0 1 0 1 1 0 1 0 0 0 1 1 1 1 1 1 1 1 0 X NATE DAVIS COO 7032279840 3635 CONCORDE PARKWAY NO 200 CHANTILLY VA 201511130 X VINT CERF CHAIRMAN OF THE BOARD 5.00 X X 0 0 0 PAUL ANDERSEN VICE CHAIR AND TREASURER 2.00 X X 0 0 0 TIMOTHY DENTON SECRETARY 2.00 X X 0 0 0 AARON HUGHES BOARD MEMBER 2.00 X 0 0 0 BILL SANDIFORD BOARD MEMBER 2.00 X 0 0 0 BILL WOODCOCK BOARD MEMBER 2.00 X 0 0 0 JOHN CURRAN CEO AND PRESIDENT 40.00 X X 494259 0 67085 NATE DAVIS COO 40.00 X 324560 0 56796 MARK KOSTERS CTO 40.00 X 229664 0 58266 RICHARD JIMMERSON CIO 40.00 X 209794 0 58739 CATHY HANDLEY EXEC. DIR. OF GOVT AND PUB 40.00 X 186242 0 38014 SUSAN HAMLIN DIRECTOR, COMM/MBR SVCS 40.00 X 184780 0 48626 LESLIE DANIELLO NOBILE DIRECTOR, REG SVCS 40.00 X 176880 0 50918 VALORIE WINKELMAN DIRECTOR, FSD 40.00 X 161773 0 41692 ERIN ALLIGOOD DIRECTOR, HR & ADMIN 40.00 X 154670 0 42434 ANDREW NEWTON CHIEF ENGINEER 40.00 X 174610 0 29348 MICHAEL ABEJUELA ASSOCIATE GENERAL COUNSEL 40.00 X 157181 0 32903 PETER TOSCANO NETWORK OPERATIONS MANAGER 40.00 X 155198 0 43196 JASDIP SINGH SENIOR SOFTWARE ENGINEER 40.00 X 144798 0 17777 EDWARD MACDONALD SENIOR SOFTWARE ENGINEER 40.00 X 142172 0 10400 2896581 0 596194 27 0 1 0 MCDERMOTT WILL & EMERY LLP 500 NORTH CAPITOL ST NW WASHINGTON DC 20001 LEGAL/CONSULTING SERVICE 549014 COBENIAN CORP PO BOX 1009 CENTREVILLE VA 20122 SOFTWARE DEVELOPMENT AND DESIGN CONSULTI 176655 2 REGISTRATION SERVICES 900099 13910021 13910021 MAINTENANCE FEES 900099 2065800 2065800 IP END-USER REGISTRATI 900099 734250 734250 NETWORK TRANSFERS 900099 206250 206250 MEETING SPONSORSHIPS 900099 29000 29000 29799 29799 16975120 1585887 1585887 4953933 795 4634634 772 319299 23 319322 319322 18880329 16946120 0 1934209 174835 2585192 3645025 608933 751910 465773 511966 55880 71125 148193 205617 2217 640679 898863 383734 1003385 856408 2315994 OUTREACH EXPENSES 260571 INTERNET SUPPORT 258425 NRO EXPENSES 147446 BAD DEBT EXP 44283 88389 16124843 500 500 2756488 2779018 367311 461396 482865 490870 16713578 10958656 5089818 5754922 30025312 31872359 158321 184925 38880615 41543990 968033 1212927 6369703 6751995 364505 368093 7702241 8333015 X 31178374 33210975 31178374 33210975 38880615 41543990 2755486 -722885 0 X X 0 1 X 1 0 0 0 0 13068485 71125 71125 71125 PART III - B THE AMERICAN REGISTRY FOR INTERNET NUMBERS, ARIN, MEMBERSHIP CONSISTS OF INTERNET RESOURCE HOLDERS. THERE ARE TWO TYPES OF MEMBERSHIPS AT ARIN. ONE TYPE IS THOSE ORGANIZATIONS WHO HOLD IP ADDRESS ALLOCATIONS THAT ARE AUTOMATICALLY CONVEYED MEMBERSHIP RIGHTS. THESE ORGANIZATIONS PAY THE BULK OF ARIN'S OPERATIONAL EXPENSES ON A RECURRING BASIS. THE ALLOCATION FEES FOR JAN-DEC 2014 ARE SET AT $500, $1,000, $2,000, $4,000, $8,000, $16,000 AND $32,000 FOR DIFFERING SIZES OF AN ALLOCATION. THERE IS NO SET MEMBERSHIP AMOUNT ASSOCIATED WITHIN THE ALLOCATION FEE. THE SECOND TYPE OF MEMBERSHIP ARE THOSE ORGANIZATIONS WHO HOLD IP ADDRESS ASSIGNMENTS AND/OR AUTONOMOUS SYSTEM NUMBERS WHO CHOOSE TO PAY A $500 SPECIFIC MEMBERSHIP FEE FOR THE MEMBERSHIP RIGHTS. WE ARE SHOWING THE ENTIRE REVENUE FROM IP NUMBERS ALLOCATIONS, AS WELL AS THE SPECIFIC MEMBERSHIP FEE IN PART III - B, QUESTION 1. 950503 810396 140107 5186145 3980701 1205444 10576930 6167559 4409371 5754922 DUE TO ICANN 112463 DEFERRED RENT 179188 DUE TO NRO 76442 368093 X 18362521 -722885 205100 -517785 18880306 23 23 18880329 16329920 205100 205100 16124820 23 23 16124843 PART X, LINE 2: ARIN IS A QUALIFYING NOT-FOR-PROFIT ORGANIZATION AS DEFINED IN SECTION 501(C)(6) OF THE INTERNAL REVENUE CODE AND IS EXEMPT FROM FEDERAL INCOME TAXES. ACCORDINGLY, NO PROVISION FOR INCOME TAXES HAS BEEN MADE IN THE ACCOMPANYING FINANCIAL STATEMENTS. ARIN ADOPTED THE ACCOUNTING STANDARD FOR UNCERTAINTY IN INCOME TAXES, WHICH ADDRESSES THE DETERMINATION OF WHETHER TAX BENEFITS CLAIMED OR EXPECTED TO BE CLAIMED ON A TAX RETURN, SHOULD BE RECORDED IN THE FINANCIAL STATEMENTS. UNDER THIS GUIDANCE, ARIN RECOGNIZES THE TAX BENEFIT FROM AN UNCERTAIN TAX POSITION ONLY IF IT IS MORE LIKELY THAN NOT THAT THE TAX POSITION WILL BE SUSTAINED ON EXAMINATION BY TAXING AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. THE TAX BENEFITS RECOGNIZED IN THE FINANCIAL STATEMENTS FROM SUCH A POSITION ARE MEASURED BASED ON THE LARGEST BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON ULTIMATE SETTLEMENT. THE GUIDANCE ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES ALSO ADDRESSES DE-RECOGNITION, CLASSIFICATION, INTEREST AND PENALTIES ON INCOME TAXES, AND ACCOUNTING IN INTERIM PERIODS. MANAGEMENT EVALUATED ARIN'S TAX POSITIONS AND CONCLUDED THAT ARIN HAD TAKEN NO UNCERTAIN TAX POSITIONS THAT REQUIRE ADJUSTMENT TO THE FINANCIAL STATEMENTS TO COMPLY WITH THE PROVISIONS OF THIS GUIDANCE. GENERALLY, ARIN IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS BY THE U.S. FEDERAL, STATE OR LOCAL TAX AUTHORITIES FOR YEARS BEFORE 2011. PART XI, LINE 4B - OTHER ADJUSTMENTS: GAIN ON SALE OF ASSETS 23. PART XII, LINE 4B - OTHER ADJUSTMENTS: GAIN ON SALE OF ASSETS 23. PARTS XI PLEASE NOTE SCHEDULE D, PART XI, 2.B. LISTS $205,100 OF DONATED SERVICES. THESE DONATED SERVICES CONSIST OF TRANSACTIONS RELATED TO INTERESTED PARTIES. THEY WERE ALL "CONTRIBUTIONS IN KIND" SERVICES. THE MAJORITY OF THE DONATED SERVICES IS THE ARIN WEB HOSTING SERVICES PROVIDED BY VERISIGN, INTERNET SYSTEMS CONSORTIUM (ISC), PACKET CLEARINGHOUSE (PCH) AND CIRA, ONE OF THESE ORGANIZATIONS HAS AN ARIN BOARD MEMBER AS THEIR EMPLOYEE, WITH BILL WOODCOCK AT PCH. ARIN BOARD MEMBER BILL SANDIFORD IS A BOARD MEMBER OF CIRA. THE VALUE OF THESE CONTRIBUTED SERVICES IS MARKET PRICED AT $60,000 PER YEAR FOR VERISIGN, ISC AND PCH AND $21,600 PER YEAR FOR CIRA. SPONSORS OF ARIN'S MEMBERS MEETINGS THAT CONTRIBUTED THEIR SERVICES TOTALING $3,500 FOR 2014. WHILE THESE SERVICES WERE SUPPLIED TO ARIN FOR FREE, ARIN RECOGNIZED THE SERVICES RENDERED AS CONTRIBUTION REVENUE WITH AN OFFSET SHOWING THE EXPENSE IN THE COMMUNICATION CATEGORY. 1 CENTRAL AMERICA AND THE CARIBBEAN 0 0 GRANTS 121884 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 GRANTS 44711 NORTH AMERICA 0 0 GRANTS 8240 0 0 0 0 0 0 174835 0 174835 CENTRAL AMERICA AND THE CARIBBEAN PROGRAM SUPPORT 118250 WIRE EUROPE (INCLUDING ICELAND & GREENLAND) PROGRAM SUPPORT 44711 WIRE NORTH AMERICA PROGRAM SUPPORT 5650 CHECK 0 3 FELLOWSHIPS CENTRAL AMERICA AND THE CARIBBEAN 2 3634 CHECK FELLOWSHIPS NORTH AMERICA 2 2590 CHECK 0 0 0 0 0 1 PART I, LINE 2: ARIN HAS A FELLOWSHIP PROGRAM THAT PAYS FOR TRAVEL TO AN ARIN MEETING FOR ONE PERSON FROM THE CARIBBEAN AND ONE FROM CANADA. ARIN MAKES AND PAYS FOR THE TRAVEL ARRANGEMENTS, INCLUDING HOTEL ROOMS. THE ORGANIZATION DOES PROVIDE A CASH ADVANCE OF $250 PER PERSON, FOR INCIDENTALS DURING THE TRIP, OTHERWISE ALL OTHER COSTS ARE PAID FOR DIRECTLY BY ARIN. PART I, LINE 3: THE ORGANIZATION USES GAAP TO REPORT EXPENDITURES IN A FOREIGN REGION. PART IV, LINE 6: ARIN HAS ANSWERED "YES". BEGINNING WITH TAX YEAR 2013, ARIN FILED IRS FORM F5713 FOR AVOIDANCE OF ANY DOUBT IN THIS MATTER. X X 1 1 X X X 0 0 0 JOHN CURRAN CEO AND PRESIDENT 354805 0 108275 0 31179 0 34500 0 32585 0 561344 0 0 0 NATE DAVIS COO 258935 0 64659 0 966 0 34500 0 22296 0 381356 0 0 0 MARK KOSTERS CTO 189960 0 38774 0 930 0 28382 0 29884 0 287930 0 0 0 RICHARD JIMMERSON CIO 181205 0 28100 0 489 0 28753 0 29986 0 268533 0 0 0 CATHY HANDLEY EXEC. DIR. OF GOVT AND PUB 159755 0 24315 0 2172 0 22816 0 15198 0 224256 0 0 0 SUSAN HAMLIN DIRECTOR, COMM/MBR SVCS 151710 0 31350 0 1720 0 23646 0 24980 0 233406 0 0 0 LESLIE DANIELLO NOBILE DIRECTOR, REG SVCS 145540 0 29810 0 1530 0 21960 0 28958 0 227798 0 0 0 VALORIE WINKELMAN DIRECTOR, FSD 126410 0 33680 0 1683 0 17553 0 24139 0 203465 0 0 0 ERIN ALLIGOOD DIRECTOR, HR & ADMIN 127590 0 26250 0 830 0 15182 0 27252 0 197104 0 0 0 ANDREW NEWTON CHIEF ENGINEER 160604 0 13000 0 1006 0 23626 0 5722 0 203958 0 0 0 MICHAEL ABEJUELA ASSOCIATE GENERAL COUNSEL 142575 0 14350 0 256 0 21370 0 11533 0 190084 0 0 0 PETER TOSCANO NETWORK OPERATIONS MANAGER 143195 0 11700 0 303 0 22240 0 20956 0 198394 0 0 0 JASDIP SINGH SENIOR SOFTWARE ENGINEER 135500 0 8900 0 398 0 16150 0 1627 0 162575 0 0 0 EDWARD MACDONALD SENIOR SOFTWARE ENGINEER 133564 0 8100 0 508 0 0 0 10400 0 152572 0 0 0 PART I, LINE 1A IN 2014 AND PRIOR YEARS, ARIN PROVIDED SPOUSAL TRAVEL REIMBURSEMENT TO THE CEO (FOR UP TO TWO TRIPS PER YEAR) PER TERMS OF HIS EMPLOYMENT AGREEMENT. JOHN CURRAN WAS COMPENSATED $18,113 FOR SPOUSAL TRAVEL IN 2014, WHICH IS TAXABLE AND INCLUDED IN SCHEDULE J, PART II, COLUMN B(III). SPOUSAL TRAVEL REIBURSEMENT FOR THE CEO WAS DISCONTINUED PER HIS REQUEST IN 2015. THE FOLLOWING EMPLOYEES RECEIVED TAXABLE HEALTH CLUB BENEFITS DURING FY 2014. ERIN ALLIGOOD: $600 JOHN CURRAN: $100 SUSAN HAMLIN: $360 RICHARD JIMMERSON: $100 ED MCDONALD: $270 ANDREW NEWTON: $515 LESLIE NOBILE: $250 AS INDICATED IN SCHEDULE J , AS PART OF ARIN'S BENEFITS PROGRAM, ARIN PROVIDES FOR REIMBURSEMENT FOR HEALTH CLUB MEMBERSHIPS FOR ANY INTERESTED EMPLOYEES UP TO $50 PER MONTH. PART II AS A GENERAL NOTE OF EXPLANATION FOR SCHEDULE J, PART 2 ON COMPENSATION, ARIN CONTRIBUTES 9% TO THE 401K RETIREMENT PLAN OF ANY EMPLOYEE WHO CONTRIBUTES 6% OF THEIR SALARY. THE MATCH IS 6% FOR THE FIRST 3% EMPLOYEE CONTRIBUTION AND THEN DOLLAR FOR DOLLAR UP TO 6% OF THE EMPLOYEE'S SALARY. IN ADDITION, ARIN CONTRIBUTES TO THE HEALTH INSURANCE COST OF EMPLOYEES. SOME EMPLOYEES HAVE OPTED OUT OF ONE OR BOTH OF THESE BENEFITS WHICH WOULD EXPLAIN ANY VARIATION IN THE AMOUNTS LISTED IN EITHER COLUMN C OR D, WITH THE RESULTING TOTAL SHOWING IN COLUMN E. NANOG SEE PART V 50000 SEE PART V 0 PART IV (A) NAME OF PERSON: NANOG(B) RELATIONSHIP BETWEEN INTERESTED PERSON AND ORGANIZATION:CATHY ARONSON - ADVISORY COUNCIL AND MEMBER OF THE NANOG FELLOWSHIP COMMITTEE AND AARON HUGHES- BOARD OF DIRECTORS AND VICE CHAIR OF THE NANOG BCOP COMMITTEE.(D) DESCRIPTION OF TRANSACTION: ARIN PAID SUPPORT TO NANOG IN THE AMOUNT OF $50,000 FOR THE WEBCAST OF ITS MEETINGS. PART IV PLEASE NOTE THAT SCHEDULE L , THE DISCLOSURE OF "BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS", RELATES TO ANY TRANSACTION "THAT EXCEEDED THE GREATER OF $10,000 OR 1 PERCENT OF TOTAL REVENUES". FOR AVOIDANCE OF DOUBT, ARIN HAS OPTED TO DISCLOSE ALL BUSINESS TRANSACTIONS OUTSIDE OF NORMAL BUSINESS (E.G. MEMBERSHIP AND/OR REGISTRATION SERVICES FEES) REGARDLESS OF DOLLAR AMOUNT. FORM 990, PART I, QUESTION 6: ARIN ESTIMATES THAT IT HAS AT LEAST 26 VOLUNTEERS WHO DONATE A SUBSTANTIAL PORTION OF THEIR VALUABLE TIME TO ITS MISSION. THIS INCLUDES ADVISORY COUNCIL MEMBERS, BOARD MEMBERS, AND MEMBERS OF THE COMMUNITY WHO VOLUNTEER THEIR TIME WITH COMMITTEE WORK. PLEASE NOTE, THAT ARIN ALSO MAINTAINS A PUBLIC POLICY MAILING LIST THAT IS QUITE ACTIVE, WITH MANY DIFFERENT MESSAGES SENT FROM MEMBERS OF THE COMMUNITY AND THE GENERAL PUBLIC. THERE ARE ALSO SEVERAL OTHER MAILING LISTS AS WELL AS A SUGGESTION PROCESS ONLINE FOR PEOPLE OR ORGANIZATIONS TO MAKE SUGGESTIONS FOR IMPROVEMENTS. ADDITIONALLY, ARIN PUBLIC POLICY MEETINGS HAVE AN AVERAGE ATTENDANCE OF 150, AND THERE ARE TWO A YEAR. THUS, THE ANSWER TO THIS QUESTION COULD CONCEIVABLY BE IN THE HUNDREDS, DEPENDING UPON LEVEL OF EFFORT TO BE CONSIDERED A VOLUNTEER. FORM 990, PART VI, SECTION A, LINE 4 THE ORGANIZATION MADE TWO CHANGES, ADOPTED MAY 16, 2014: 1. A REVISION TO THE BYLAWS TO ENSURE THAT MEMBERS ARE CONSULTED (THROUGH PUBLIC CONSULTATION) WITH ADEQUATE NOTICE BEFORE REVISIONS ARE MADE TO THE BYLAWS ARTICLE X: MISCELLANEOUS, SECTION 6. AMENDMENT OF BYLAWS. 2. A REVISION TO THE BYLAWS FOR THE PURPOSES OF CLARIFICATION AND GIVING GREATER LATITUDE IN THE SELECTION OF NOMINATION COMMITTEE MEMBERS - ARTICLE VI: BOARD OF TRUSTEES, ADVISORY COUNCIL AND COMMITTEES, SECTION 3. COMMITTEE, WORKING GROUPS AND TASK FORCES, A. 2. NOMINATION COMMITTEE FORM 990, PART VI, SECTION A, LINE 6 MEMBERSHIP IS AUTOMATICALLY CONVEYED TO ISPS WHO RECEIVE IP RESOURCES FROM ARIN. MEMBERSHIP IS ALSO OPEN TO ANY ENTITY THAT HAS A SIGNED REGISTRATION SERVICE AGREEMENT (RSA) OR LEGACY RSA WITH ARIN AND HOLDS A NUMBER RESOURCE IN THE ARIN REGION AND WISHES TO PARTICIPATE IN FORMING SOLUTIONS TO INTERNET NUMBER RESOURCE-RELATED ISSUES. FORM 990, PART VI, SECTION A, LINE 7A MEMBER IN GOOD STANDING HAS THE RIGHT TO PARTICIPATE IN AN ELECTION FOR ONE OR MORE MEMBERS OF THE BOARD OF TRUSTEES AND OF THE ADVISORY COUNCIL. FORM 990, PART VI, SECTION A, LINE 8B ARIN HAD NO COMMITTEES WITH AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY. FORM 990, PART VI, SECTION B, LINE 11 THE FINANCE COMMITTEE ASSISTS IN PREPARATION OF THE 990 FILING, THEN PRESENTS IT TO THE FULL BOARD FOR THE FINAL REVIEW, BEFORE FILING TO THE IRS. FORM 990, PART VI, SECTION B, LINE 12C AS SET FORTH IN PARAGRAPH THREE BELOW, A TRUSTEE OF ARIN WHO HAS A PERSONAL INTEREST IN A TRANSACTION, AS DEFINED BELOW, MAY NOT PARTICIPATE IN ANY DISCUSSION OF THAT TRANSACTION BY THE TRUSTEES OF ARIN AND MAY NOT VOTE TO DETERMINE WHETHER TO AUTHORIZE, APPROVE, OR RATIFY THAT TRANSACTION EXCEPT AS SPECIFICALLY DESCRIBED BELOW. FOR PURPOSES OF THIS CONFLICT OF INTEREST STATEMENT, A "PERSONAL INTEREST" IS DEFINED AS ANY ACT THAT WILL PROVIDE, DIRECTLY OR INDIRECTLY, A FINANCIAL BENEFIT OR A DISPARATE BENEFIT INDIVIDUALLY TO THE TRUSTEE, OR TO A COMPANY HE OR SHE IS EMPLOYED BY, HAS A SIGNIFICANT FINANCIAL INTEREST IN, OR REPRESENTS IN ANY FASHION. HOWEVER, POLICIES UNDER CONSIDERATION BY ARIN ARE LIKELY TO HAVE AN IMPACT ON THE BUSINESS OF EVERY TRUSTEE. IT IS EXPECTED THAT MOST POLICY DECISIONS WILL HAVE A DIRECT OR INDIRECT IMPACT ON THE TRUSTEE'S COMPANY, BUT SUCH A NON-INDIVIDUALIZED INTEREST DOES NOT CONSTITUTE A "PERSONAL INTEREST" AS USED IN THIS STATEMENT. A "TRANSACTION" WITH ARIN FOR PURPOSES OF THIS STATEMENT IS A CONTRACT OR CONSULTANCY IN WHICH THE TRUSTEE HAS A DIRECT OR INDIRECT FINANCIAL BENEFIT, OR A POLICY UNDER CONSIDERATION THAT WILL HAVE A DISPARATE AND UNUSUAL IMPACT ON A BUSINESS WITH WHICH THE TRUSTEE IS DIRECTLY OR INDIRECTLY ASSOCIATED. THE MERE EXISTENCE OF A PERSONAL INTEREST BY A TRUSTEE OF ARIN IN A TRANSACTION WITH ARIN SHALL NOT INVALIDATE ARIN'S ABILITY TO ENTER THAT TRANSACTION SO LONG AS THE FOLLOWING CONDITIONS ARE MET: (I) THE MATERIAL FACTS OF THE PERSONAL NATURE OF THE TRANSACTION WITH ARIN AND THE TRUSTEE'S INTEREST IN THE TRANSACTION WITH ARIN ARE FULLY DISCLOSED TO THE BOARD OF TRUSTEES OF ARIN, EITHER BY THE TRUSTEE HAVING A DIRECT OR INDIRECT PERSONAL INTEREST IN THE TRANSACTION WITH ARIN, OR ARE BROUGHT TO THE ATTENTION OF THE BOARD BY A THIRD PARTY; OR (II) THE BOARD OF TRUSTEES OF ARIN, BY A VOTE OF THE DISINTERESTED TRUSTEES OF ARIN VOTE TO AUTHORIZE, APPROVE, OR RATIFY A TRANSACTION WITH ARIN; OR (III) THE TRANSACTION WITH ARIN IN WHICH THE DIRECT OR INDIRECT PERSONAL INTEREST OF AN ARIN TRUSTEE WAS DISCLOSED TO THE BOARD OF TRUSTEES OF ARIN AND WAS DETERMINED BY THE BOARD OF TRUSTEES OF ARIN ENTITLED TO VOTE ON THE MATTER IS DETERMINED BY THE BOARD OF TRUSTEES VOTING TO BE IN ARIN'S INTERESTS, NOTWITHSTANDING THE PERSONAL INTEREST OF THE NON-VOTING TRUSTEE. IN DETERMINING WHETHER A CONFLICT OF INTEREST EXISTS, THE BOARD OF TRUSTEES OF ARIN HAS THE PREROGATIVE, UPON REVIEW OF ALL FACTS AND CIRCUMSTANCES, TO MAKE ITS OWN DETERMINATION OF WHETHER A CONFLICT OF INTEREST EXISTS AND HOW IT IS APPROPRIATE TO PROCEED. A TRUSTEE WHO PERCEIVES THE POSSIBILITY OF A CONFLICT OF INTEREST FOR HIM OR HERSELF, OR FOR ANOTHER BOARD MEMBER, MAY RAISE THIS ISSUE AT ANY POINT PRIOR TO A VOTE ON ANY ISSUE. ANY TRUSTEE WHO PERCEIVES A POSSIBLE CONFLICT OF INTEREST MAY PRESENT JUSTIFICATION WITH RESPECT TO WHETHER OR NOT A CONFLICT OF INTEREST EXISTS, BUT THE ENTIRE BOARD, WITH THE EXCEPTION OF THE TRUSTEE HAVING THE POTENTIAL CONFLICT OF INTEREST, SHALL MAKE THE FINAL DETERMINATION TO PROCEED IN SUCH A MATTER. IF THE BOARD OF TRUSTEES FINDS THERE IS A CONFLICT OF INTEREST, THE TRUSTEE WITH THE CONFLICT MAY BE EXCLUDED BY THE CHAIR OF THE BOARD FROM THAT PORTION OF ANY MEETING WHERE A SUBSTANTIVE DISCUSSION OR DECISION TO ENGAGE OR NOT IN SUCH A TRANSACTION IS MADE, EXCEPT THAT HE OR SHE MAY PROVIDE ANY INFORMATION THAT WILL ASSIST THE TRUSTEES IN SUCH A MATTER BEFORE LEAVING SUCH A MEETING. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION COMMITTEE OF THE ARIN BOARD OF TRUSTEES SETS THE COMPENSATION FOR THE CEO. SEVERAL FACTORS ARE CONSIDERED IN SETTING THE COMPENSATION RATE. THE JOB DESCRIPTION FOR THE CEO FULLY DETAILS THE EXPECTATIONS FOR PERFORMANCE AND ALSO DESCRIBES THE AMOUNT OF BONUS TO BE AWARDED. THE ANNUAL BONUS FOR THE CEO IS BASED ON JOB PERFORMANCE, THERE IS NO AUTOMATIC BONUS PAYMENT GIVEN. ARIN CONDUCTS A FULL MARKET PRICING SALARY SURVEY EVERY THREE YEARS, COMPARING ALL COMPANY POSITIONS TO COMPARABLE BUSINESS IN THE AREA. CEO SALARY LEVELS ARE ALSO CULLED FROM PRIVATE SOURCES AND JOB ADVERTISEMENTS. THE PERFORMANCE AND EXPERIENCE LEVEL OF THE CURRENT CEO ARE ALSO CONSIDERED WHEN SETTING THE ANNUAL BONUS AND PAY RAISE AMOUNT. THE MEMBERS OF THE COMPENSATION COMMITTEE CONVENE PERIODICALLY THROUGHOUT THE YEAR TO ASSESS THE PERFORMANCE OF THE CEO. ANNUALLY, THEY FORMALLY MEET, ANALYZE THE INFORMATION THEY HAVE GATHERED, AND DECIDE THE ANNUAL BONUS AMOUNT. ARIN CONSIDERS THE SALARY SURVEY INFORMATION, PAYS RAISE PERCENTAGE FROM OUR GEOGRAPHIC REGION, AND OTHER INFORMATION GLEANED FROM BUSINESS PUBLICATIONS THAT PERTAIN TO EXECUTIVE PAY. EVERY 2-3 YEARS, ARIN CONDUCTS A COMPANY WIDE SALARY SURVEY/MARKET PRICING OF ALL COMPANY POSITIONS. UPDATED JOB DESCRIPTIONS AND JOB TITLES ARE PROVIDED TO A COMPANY THAT WORKS WITH CURRENT DETAILED DATA FROM MAJOR COMPENSATION SURVEYS. WE COMPARE ARIN SALARIES TO THE LOCAL AREA, THE NORTHEAST CORRIDOR, NATIONWIDE TECHNOLOGY COMPANIES, NATIONWIDE TRADE AND MEMBERSHIP ASSOCIATION, LOCAL TRADE AND MEMBERSHIP ASSOCIATIONS, NATIONAL NONPROFIT COMPANIES AND LOCAL NONPROFIT COMPANIES. SOME OF THE SURVEYS WE USE INCLUDE: CULPEPPER, MERCER, CORDOM, PRM AND ASAE. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S ORGANIZING DOCUMENTS, FINANCIAL STATEMENTS AND CONFLICT OF INTEREST POLICY ARE AVAILABLE AND CAN BE FOUND ON THE ORGANIZATION'S WEBSITE FOR THE SAME PERIOD OF DISCLOSURE AS SET FORTH IN SECTION 6104(D). FORM 990, PART VII, SECTION B: ARIN LISTS THE INDEPENDENT CONTRACTORS WHO PARTICIPATED IN OUR EFFORT TO UPGRADE OUR AUTOMATION AND OUR INFRASTRUCTURE (ARIN ONLINE). THE INFRASTRUCTURES BUILD OUT IS OF LIMITED DURATION AND WILL BE COMPLETED WITHIN THE NEXT FEW YEARS. FORM 990, PART XII, LINE 2C THE PROCESS FOR OVERSEEING THE AUDIT OF THE FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT THAT AUDITED THE FINANCIAL STATEMENTS HAS BEEN CONSISTENT WITH PRIOR YEARS.