AO 2017-01: Urological associations disaffiliated
Based on changes in the relationship between the American Urological Association, Inc. (“AUA”) the American Association of Clinical Urologists, Inc. (“AACU”), the two organizations are no longer affiliated. Previously, in Advisory Opinion (AO) 2002-15, the Commission had determined AUA was affiliated with AACU and its separate segregated fund (SSF),
the American Association of Clinical Urologists PAC (“UROPAC”).
Background
The AACU created UROPAC in 1992. The AUA played no role in the creation of UROPAC and was not initially affiliated with the SSF.
In AO 2002-15, the Commission deemed AUA and AACU to be affiliated and able to serve as connected organizations for UROPAC. The Commission determined that “factors such as overlapping membership, governance structures, and Board membership between the two entities” confirmed their affiliation.
According to the AUA, its priorities and agendas diverged from those of the AACU, and the two began to disengage their connections. The AUA stopped providing financial support to UROPAC in December 2015. In January 2016, UROPAC amended its Statement of Organization to remove AUA as a connected organization. The AUA also has no plans to renew its most recent affiliation agreement with the AACU, and as of May 2017, no current AUA Board members have served on the Board for the AACU.
Analysis
Under the Federal Election Campaign Act and Commission regulations, two trade associations may jointly serve as connected organizations for a single SSF, but each of the connected organizations must be affiliated with each other. See AOs 1988-14 (Atlantic Marine) and 1980-18 (Kanter Corporation).
Commission regulations list several factors the Commission may consider to determine whether entities are affiliated. In AO 2002-15, the Commission found that six of the 10 factors suggested affiliation between the AUA and AACU. Those included: overlap in membership between the two organizations; structural design that indicated each entity’s participation in the governance of the other; overlapping Board membership between the two entities; participation of former members, officers, and members of the Board for each organization; ongoing commitment to joint endeavors; and each organization’s role at the other’s annual convention through booths or sponsored lectures.
Based on subsequent changes in the relationship between the AUA and the AACU, the Commission now finds that seven factors weigh against affiliation. Those factors include: the lack of controlling interest ownership in the other; the lack of authority to appoint the other’s directors or officers; the inability to hire or control each other’s decision-making employees; the lack of any current or former common Board members, officers, or employees; and the decreased exchange of funds.
Based on those factors, the Commission concluded that the two organizations were no longer affiliated.
Date issued: June 22, 2017; Length 23 pages.
Relevant citations:
Regulations:
11 CFR 100.5(g)(4)
Political committee; Determination of affiliation
11 CFR 110.3(a)(3)
Contribution limitations for affiliated committees; Factors indicating affiliation
Advisory opinions:
AO 2002-15
Affiliation of trade associations consisting of physician members who specialize in urology
AO 1988-14
Joint PAC of affiliated corporations
AO 1980-18
Separate segregated fund established by four affiliated corporations
Resources: