AWWA Governance

How AWWA Is Governed

Leadership


Board of Directors

Establishing policies for the overall management and direction of Association affairs is the responsibility of the board. The board is comprised of the President, who acts as chair, President-Elect, Immediate Past-President, and Treasurer of the Association, the Chair of each Council, Chair of the Water Research Foundation, one or more Directors elected by each of the 43 AWWA sections, six of whom also serve as Vice-Presidents, four Directors-at-Large, and the Chief Executive Officer, who serves as secretary. Board members serve for three years. Regular board meetings are held in January and at the annual conference.

Executive Committee

Between meetings of the Board of Directors, the Executive Committee exercises full authority in conducting Association business to the extent provided in the Bylaws. The committee is made up of the President, who acts as Chair, President-Elect, Immediate Past-President, Treasurer, six Vice-Presidents, Chairs of the Councils, Chair of the Water Research Foundation, and the Chief Executive Officer, who serves as secretary.

Officers

The President is the chief elected officer of the Association and presides at all board and executive committee meetings and at the general session of the annual conference. He/she accedes to office for a term of one year, after serving as President-Elect. An additional year is served as Immediate Past President. At each winter board meeting, the board electors elect a President-Elect, Vice-Presidents to fill any vacancies, and one or two Directors-at-Large. Each fourth year, a Treasurer, nominated by the Executive Committee, is confirmed by the board. The Presidential officers are the President, President-Elect, and Immediate Past-President.

How AWWA functions

AWWA is organized to permit its members and staff to coordinate their efforts in the fields of science and technology, education, public information, government affairs and other key areas of involvement. The Association has grown from the 22 men who organized it in March 1881, when the United States contained less than 1,000 public water supply systems, to its present membership of more than 50,000. 

AWWA is comprised of 43 sections. Each section functions under the provisions of its own bylaws and selects its own officers. Every section holds at least one meeting a year, attended by anywhere from 250 to more than 2,000 members and interested parties, at which papers are presented, information and ideas exchanged, committees convened and (sometimes) products exhibited. This and the many other section activities are for the purpose of improving water utility operation, management and design.

AWWA activities also develop through the efforts of various councils, divisions and committees. All of the divisions and most of the 250-plus working committees carry out their assigned projects under the direction of the Association's six councils. Other committees that report directly to the board are classified as standing committees; administrative and ad hoc committees may report to the Executive Committee or an Association council.

Additional Information



SUPPORTING GOVERNANCE DOCUMENTS

Definitions

Conflict of interest. For purposes of this policy, the following circumstances shall be deemed to be a Conflict of Interest:

Outside interests
  • A Contract or Transaction between the Association and a Responsible Person or a Family Member of a Responsible Person.
  • A Contract or Transaction between the Association and an entity in which a Responsible Person or a Family Member of a Responsible Person has a material interest in excess of 5% or of which such person is a director, officer, agent, partner, trustee, personal representative, guardian, custodian, or other legal representative.
Outside activities
A Responsible Person or a Family Member of a Responsible Person accepting gifts, entertainment or other favors with a value in excess of $100 from any individual or entity that:
  • (i) Does or is seeking to do business with the Association or
  • (ii) Is seeking to receive a loan or grant, or to secure other financial commitments or benefits from the Association.
Responsible Person is any person who is an officer, director, employee or member of the American Water Works Association, including, when the context requires, a Family Member of any such person.
Family Member is a spouse, domestic partner, parent, child or spouse of a child, brother, sister, or spouse of a brother or sister of a Responsible Person.
Contract or Transaction is any agreement or relationship involving the sale or purchase of goods, services, or rights of any kind, the providing or receipt of a loan or grant, the establishment of any other type of pecuniary or financially meaningful relationship.

Procedures

  • Prior to any Board or Committee action on a Contract or Transaction involving a Conflict of Interest, any Responsible Person having a Conflict of Interest who is in attendance at the meeting shall disclose all facts material to the Conflict of Interest. Such disclosure shall be reflected in the minutes of the meeting.
  • If an officer or director of the Association is unable to attend a meeting of a Board or Committee at which he or she has reason to believe that the Board will act on a matter in which the officer or director has a Conflict of Interest, then that person shall disclose to the chair of the meeting all facts material to the Conflict of Interest. The chair shall report the disclosure at the meeting and the disclosure shall be reflected in the minutes of the meeting.
  • Any Responsible Person who has a Conflict of Interest shall not participate in or be permitted to hear the Board's discussion of the matter except to disclose material facts and to respond to questions. Any Responsible Person who is an officer, director or employee of the Association shall not attempt to exert his or her personal influence with respect to the matter, either at or outside the meeting.
  • A Responsible Person who has a Conflict of Interest with respect to a Contract or Transaction that will be voted on at a meeting shall not be counted in determining the presence of quorum for purposes of the vote. The Responsible Person having a Conflict of Interest may not vote on the Contract or Transaction and shall not be present in the meeting room when the vote is taken. Such person's ineligibility to vote shall be reflected in the minutes of the meeting.
  • Responsible Persons who are not members of the Board of Directors of the American Water Works Association shall disclose to the Chief Executive Officer or President of the Association any Conflict of Interest that such Responsible Person has with respect to a Contract or Transaction. Responsible Persons who have a Conflict of Interest with respect to a Contract or Transaction that is not the subject of Board action shall also make the same disclosure. In either case, such disclosure shall be made as soon as practicable as the Responsible Person knows of the Conflict of Interest. Any responsible Person who is an officer, director or employee of the Association shall refrain from any action that may affect the Association's participation in the Contract or Transaction.
  • In the event it is not entirely clear that a Conflict of Interest exists, the Responsible Person with the potential conflict shall disclose, in writing, the circumstances to the President or Chief Executive Officer, who shall determine whether there exists a Conflict of Interest that is subject to this policy.
  • Each Responsible Person shall exercise care not to disclose confidential information acquired in connection with any such Contract or Transaction the disclosure of which might have an adverse effect on the business of the Association. Furthermore, a Responsible Person shall not disclose or use information relating to the business of the Association for the personal profit or advantage of the Responsible Person or a Family Member.

Dissemination and review of policy

This policy shall be published on the Association’s website and otherwise made available to all members of the Association. Each officer, director and employee of the Association shall be required to review a copy of this policy and acknowledge in writing that he or she has done so.
This policy shall be published on the Association’s website and otherwise made available to all members of the Association. Each officer, director and employee of the Association shall be required to review a copy of this policy and acknowledge in writing that he or she has done so.
Each officer and director of the Association shall annually complete a disclosure form identifying any relationships, positions, or circumstances in which such Responsible Person is involved that could reasonably be expected to lead to a Conflict of Interest. Such relationships, positions or circumstances include any significant ownership interest (more than 5%) of a business that might provide goods or services to the Association. The Association will treat any such disclosures as confidential information.
The Board of Directors shall review this policy annually. Any changes to the policy shall be communicated immediately to all Responsible Persons.

Certification Form

I declare that I have no knowledge, as of the date set forth below, of any relationships, positions, or circumstances in which I am involved that could be deemed a Conflict of Interest under the Conflict of Interest Policy of the American Water Works Association as currently in effect except as follows:
I hereby certify that the information set forth above is true and complete to the best of my knowledge. I also certify that I have reviewed, and I agree to abide by, the American Water Works Association's Conflict of Interest Policy, as currently in effect and as it may be amended from time to time.

Signature _____________________________ Date:________________________

Name (printed) _________________________

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