Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at| Return Reference | Explanation |
|---|---|
| Form 990, Part VI, Section A, line 6 | The Corporation has two classes of members. The sole voting member is Environmental Law and Policy Center of the Midwest, an Illinois not-for-profit corporation. The second class consists of non-voting members, with such rights and powers as specified in the Corporation's bylaws. |
| Form 990, Part VI, Section A, line 7a | The sole corporate member, Environmental Law and Policy Center of the Midwest, has the exclusive right to appoint a majority of the directors of the Corporation. |
| Form 990, Part VI, Section A, line 7b | The Environmental Law and Policy Center of the Midwest has the exclusive right to approve any amendment to these Amended and Restated Articles of Incorporation and to approve any amendment to the Corporation's bylaws, as more fully set forth therein; has the right to approve (i) any voluntary dissolution of the Corporation; (ii) any merger or consolidation of the Corporation; or (iii) any sale, lease, exchange, or other disposition of all, or substantially all, the property and assets of the corporation if not made in the usual and regular course of the conduct of the affairs of the Corporation. The sole corporate member also has the right to approve all matters pertaining to the affairs of the Corporation on which a vote of the members is required by (i) the Illinois General Not for Profit Corporation Act of 1986, as amended, (ii) these Amended and Restated Articles of Incorporation, or (iii) the bylaws of the Corporation, or is otherwise deemed desirable by the Corporation's board of directors. |
| Form 990, Part VI, Section B, line 11 | The Action Fund's Assistant Secretary was closely involved in the preparation of Form 990 and reviewed it before filing. Form 990 was also provided to the Board before filing. |
| Form 990, Part VI, Section B, line 12c | A Director should disclose to the Board of Directors any material interest which such Director directly or indirectly has in any person or entity which is a party to the transaction under consideration by the Board of Directors, or which to the Director's knowledge might otherwise cause a conflict with a fiduciary duty owed by the Director to another organization. Such interested Director should abstain from voting on such transactions or other action; provided, however, that an interested Director's presence may be counted in determining whether a quorum is present in Section 6.08 of the Bylaws. |
| Form 990, Part VI, Section B, line 15 | The Executive Director's compensation is determined by the Executive Committee of the Board of Directors based on an annual performance appraisal and benchmarking against salaries of executive directors of comparable nonprofit organizations. |
| Form 990, Part VI, Section C, line 19 | The governing documents and financial statements are available upon request for the same period of disclosure as set forth in IRC Section 6104(d). |
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