NIST MEP 

Oversight Board

Standards

OMB Control Number 0693-0032

Expiration October 31, 2024
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Table of Contents

Overview .........................................................................................................................3

Organizational and Board-Specific Structure ............................................................3 

Membership ...................................................................................................................4

Composition ...................................................................................................................5

Term Limits .....................................................................................................................5

Conflict of Interest .........................................................................................................6

Bylaws ..............................................................................................................................6

General Principles and Best Practices .........................................................................7

References ......................................................................................................................8
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OVERVIEW

The Hollings Manufacturing Extension Partnership (MEP) Program, administered by the National 

Institute of Standards and Technology (NIST), is a public-private partnership with Centers in all 50 states 

and Puerto Rico dedicated to serving small and medium-sized manufacturers (SMM).

NIST MEP’s authorizing statute, codified in 15 USC 278(k), specifies the activities and operation of the 

program. The statute requires a NIST MEP Center (Center) to establish Oversight Boards (board) to 

oversee the operations as a condition of receiving a federal financial assistance award. The statute 

provides that the NIST Director establish appropriate standards to address:

1. Membership

2. Composition

3. Term limits

4. Conflicts of interest

5. Such additional requirements as the NIST MEP Director considers necessary

This Oversight Board Standards document serves to supplement and be read in conjunction with the 

Oversight Board requirements contained in 15 USC 278k(k) and the NIST MEP General Terms and 

Conditions. Additionally, if a Center’s board does not satisfy the requirements at any time during the 

cooperative agreement projected period, the Center must promptly disclose the deficiencies to the 

assigned Center Resource Management Team (CRMT), which include the MEP Federal Program Officer 

(FPO) and Resource Manager (RM), and NIST Grants Management Specialist (GMS). Upon notification, 

the Center will receive a specific award condition (SAC) on the cooperative agreement, including 

corrective action instruction, required supporting documents, and response timeframe. 

ORGANIZATIONAL AND BOARD-SPECIFIC STRUCTURE

The statute requires that the NIST Director shall consider the type and organizational structure of an 

eligible entity. Accordingly, NIST MEP has established varying standards depending on the Center’s 

organizational classification and characteristics.

NIST MEP recognizes that all boards must be compliant with state, local, and tribal governments and 

laws that may preclude a board from complying with these standards. In such cases, the Center must 

promptly notify the CRMT in writing, providing the reason for the deviation and the specific legal 

citation.

The following Center organization classification specific recommendations apply:

Non-Profit Organization

NIST expects Centers with non-profit organizational classification have a fiduciary board if the 

cumulative MEP Program is the Center’s primary activity. The Board of Directors has 

responsibility for the organization and the Center leadership team reports to the fiduciary 

board. For a Center where the MEP Program is not the cumulative primary activity, an advisory 

board is acceptable. An advisory board must provide regular strategic, policy, and programmatic 

input related to the needs of manufacturers and the regional community.
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Institute of Higher Education

For institutions of higher education (IHE), the fiduciary board exists at the highest level of the 

institution and typically has responsibility for all the institution’s program and activities. These 

boards are generally known as a Board of Trustees, Board of Regents, or have similar titles.

NIST expects that the Center has an advisory board that works with the Center leadership staff 

to guide and provide advice to the Center. This Board of Advisors will work with the Center 

leadership to accomplish the goals of the Program and will generally report to the Center 

Director’s supervisor. 

State, Local Government, and Indian Tribe

For state, local government, and Indian tribes, the fiduciary aspects of a board are carried out at 

the agency’s executive level, with review and approval by the Office of the Controller or 

Controlling Board as prescribed by the entity’s authorizing legislation and practices.

NIST expects that the board will report to the agency head, rather than the Center Director. In 

limited cases, the board may report to the Center Director if the Center submits sufficient 

justification for why the reporting structure is necessary and beneficial.

MEMBERSHIP 

Board Chair

NIST MEP requires each board to have a Board Chair. The Board Chair plays a pivotal role as the 

liaison between NIST MEP and the board and is a conduit for both communication and sharing 

MEP National Network best practices with other members. The role must be identified in the 

NIST MEP’s Enterprise Information System (MEIS).

Regional Stakeholder

The statute requires that a member be “representative of stakeholders in the region in which 

the Center is located.” According to NIST MEP, the stakeholders in the region mean broadly 

those manufacturing individuals, businesses, and organizations with a vested interest in Center 

activities in its service region. Additionally, members must be selected from among those 

persons whose business, organization, or primary residence is in the service region.

Small and Medium-Sized Manufacturers 

The statute requires that the majority members of the board represent individuals who own or 

are employed by small or medium-sized manufacturers (SMM). According to NIST MEP, SMM 

includes those manufacturers that would be qualified for survey using NIST MEP’s current 

definition of manufacturers within the service region and whose facility has less than 500 

employees at the time the member is selected. Ownership or employment means current 

ownership or employment within the last six months. A member may serve out the remainder 

of the term as if they were the owner or still employed by an SMM. If after six months, the 

member does not have ownership nor is employed at an SMM, NIST MEP would consider the 
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member representatives of non-manufacturing stakeholders. Please note, non-voting ex-officio 

members are not considered a part of the calculation for determining majority representation. 

Concurrent Membership

The statute states no member shall serve concurrently on more than one Center board.

Diversity, Equity, and Inclusion

NIST MEP strongly encourages member diversity, equity, and inclusion to broaden the 

perspective of the Center into future needs and trends.

COMPOSITION

Effective boards typically range from 9-12 members. Boards may also have a committee structure, which 

includes an executive committee to manage issues between board meetings. The strategy and purpose 

of the Center should drive the board and the Center should have a board size and committee structure 

that allows participation in helping the Center achieve its mission and vision.

NIST MEP has observed that it is often useful to have individuals who can assist the Center Director with 

strategy, outreach, and general business insight. Accordingly, when looking for members, as directed in 

the Statute under Membership 3(A)ii, many Centers consider representatives from industries such as 

economic development organizations, trade, and manufacturing associations, workforce development, 

etc., who may help provide critical insights into the manufacturing ecosystem within the service region. 

NIST MEP strongly discourages having any Center staff as board members. Allowing for internal 

candidacy, as described in the bylaws, then a member should be limited to 1) the NIST-approved Center 

Director and 2) serve as non-voting, ex-officio capacity.

NIST MEP staff are available to support the board by attending as a guest; however, may not serve as exofficio members.

TERM LIMITS

The statute requires each board to establish terms limits for all members. The term limits must be 

explicitly defined in the bylaws. When considering member term limits, a Center should ensure there is 

sufficient length to allow a member to learn about the Center and make valuable contributions. Term 

limits allow the board to refresh membership to suit changing organizational needs. NIST MEP 

encourages boards to establish a Nominating Committee with an intentional approach to identifying and 

adding new members.

NIST MEP recommends terms limits with a three-year minimum and a consecutive six-year maximum. 

Typical practices include members serving two terms in a row before taking some time away from the 

board. This has been an effective practice to maintain a solid core base of knowledgeable board 

members functioning well together over time while adding new members.

In some instances, board members can remain effective beyond six consecutive years, if the member 

continues to add value, expertise, and insight. Such extensions are expected to be rare and the Center, 

Board, and CRMT should discuss the unique circumstances that require the extended term.
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CONFLICT OF INTEREST

The statute requires each board to establish a conflict of interest policy. Conflicts of interest is an actual 

or perceived interest that might affect or might reasonably appear to affect a member’s professional 

judgment or conduct. The Center’s conflict of interest policy must, at a minimum, include disclosure of 

relationships and recusal guidelines. Please note, a relationship may be defined as personal, business, or 

volunteer afflictions. The board should conduct periodic conflict of interest policy reviews and have 

members sign an annual statement. NIST MEP uses the Internal Revenue Service (IRS) guidance

(included under References) as a benchmark on conflict of interest management.

If an individual representing an organization receives NIST MEP federal or non-federal award funds 

either from the Center or Center subrecipient, then such individual is not eligible for membership. If the 

board feels strongly that an individual’s inclusion is unique, justified, and necessary, then they may be 

considered for ex-officio membership only.

BYLAWS

The statute requires each board to adopt bylaws that govern board operation and must be submitted to 

the NIST Director. Bylaws typically cover a wide range of topics including, but not limited to:

• Election, appointment, and term limits

• Roles and responsibilities

• Meeting procedures and guidelines

• Conflict of interest procedure

• Quorum and voting provisions

• Code of conduct

• Compensation and indemnification

• Bylaw modification/change procedure

The bylaws must comply with the requirements included in the MEP General Terms and Conditions and 

Oversight Board Standards document. Any changes or modifications must be submitted for review via 

MEIS and accepted by the NIST MEP. Please note, the Center has an affirmative obligation to promptly 

inform and provide any bylaw amendments or changes to NIST.
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GENERAL PRINCIPLES AND BEST PRACTICES

Meeting Frequency and Format

NIST MEP expects that the board will meet at least three times a year. The bylaws should 

include a meeting format, under the Meeting Procedures and Guidelines. In-person meetings 

are a best practice; however, virtual is acceptable. The bylaws should include an option to hold a 

virtual meeting.

Onboarding and Orientation

NIST MEP strongly encourages boards to establish an onboarding and orientation process for 

new members. NIST MEP has observed that onboarding new members helps to provide key 

information about the MEP Center they will be supporting, fill-in the knowledge gaps about 

governance, and prepare the new members to assume their role.

Training and Development Plan

NIST MEP strongly encourages a board to establish a training and development plan to assist a 

new member to fully understand board expectations, how they can add value, and work 

effectively with the Center. Best practices suggest that member education, training, and 

development should be a continuous process and organizations should provide these 

opportunities to increase engagement and effectiveness. 

Board Policies

The board should also consider additional governance policies to provide direction to the board 

and Center staff. These may include whistleblower protection; succession planning; and 

document retention/description.
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REFERENCES

Department of Commerce Regulations and Policies

• DOC Financial Assistance Standard Terms and Conditions: 

https://www.commerce.gov/oam/policy/financial-assistance-policy

NIST Statute and Regulations

• 15 USC 278k, Hollings Manufacturing Extension Partnership

• 15 CFR Part 290, Regional Centers for the Transfer of Manufacturing Technology

NIST MEP Policies

• NIST MEP General Terms and Conditions (latest version available on MEIS and MEP Connect)

• NIST MEP Cooperative Agreement Recipient Reporting and Survey Requirements (latest version 

available on MEIS and MEP Connect)

Other Federal Government Resources

• IRS Form 1023 Purpose of Conflict of Interest Policy Part V: https://www.irs.gov/pub/irspdf/i1023.pdf

• IRS Required Information about Compensation and Other Financial Information: 

https://www.irs.gov/charities-non-profits/form-1023-required-information-aboutcompensation-and-other-financial-information

• IRS Sample Policy Statement: https://www.irs.gov/instructions/i1023/ar03.html