Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at| Return Reference | Explanation |
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| FORM 990, PART VI, SECTION A, LINE 1 | BY RESOLUTION ADOPTED BY A MAJORITY OF THE WHOLE BOARD, AN EXECUTIVE COMMITTEE AND/OR ANY OTHER STANDING OR TEMPORARY COMMITTEE, CONSISTING OF TWO (2) OF MORE DIRECTORS, MAY BE APPOINTED BY THE BOARD FROM TIME TO TIME. EACH SUCH COMMITTEE SHALL HAVE AND EXERCISE SUCH AUTHORITY OF THE BOARD ON BEHALF OF THE CORPORATION IN THE MANAGEMENT OF THE BUSINESS AND AFFAIRS OF THE CORPORATION AS THE BOARD MAY SPECIFY IN THE RESOLUTION ESTABLISHING SUCH COMMITTEE OR AS THE BOARD BY RESOLUTION MAY SUBSEQUENTLY DETERMINE, WHICH MAY INCLUDE ANY ACTION WHICH THE PENNSYLVANIA NONPROFIT CORPORATION LAW OF 1988 PROVIDES SHALL OR MAY BE TAKEN BY THE BOARD. THE PROVISIONS OF THESE BY-LAWS SHALL APPLY IN THEIR ENTIRETY TO EACH COMMITTEE. THE BOARD MAY DESIGNATE ONE OR MORE DIRECTORS AS ALTERNATE MEMBERS OF ANY COMMITTEE TO REPLACE ANY ABSENT OR DISQUALIFIED MEMBER AT ANY MEETING OF THE COMMITTEE, AND IN THE EVENT OF SUCH ABSENCE OR DISQUALIFICATION, THE MEMBER OR MEMBERS OF SUCH COMMITTEE PRESENT AT ANY MEETING AND NOT DISQUALIFIED FROM VOTING, WHETHER OR NOT SUCH MEMBER OR MEMBERS CONSTITUTE A QUORUM, MAY UNANIMOUSLY APPOINT ANOTHER DIRECTOR TO ACT AT THE MEETING IN THE PLACE OF ANY SUCH ABSENT OR DISQUALIFIED MEMBER. ANY ACTION TAKEN BY ANY COMMITTEE SHALL BE SUBJECT TO ALTERATION OR REVOCATION BY THE BOARD; PROVIDED, HOWEVER, THAT THIRD PARTIES SHALL NOT BE PREJUDICED BY SUCH ALTERATION OR REVOCATION. A QUORUM FOR EACH SUCH COMMITTEE SHALL CONSIST OF A MAJORITY OF THE MEMBERS OF SUCH COMMITTEE, AND ALL VOTES SHALL BE BY MAJORITY VOTE OF THE MEMBERS PRESENT. |
| FORM 990, PART VI, SECTION B, LINE 11 | THE ORGANIZATION FILES ITS FORM 990 AFTER REVIEW BY SENIOR FISCAL MANAGEMENT, AND THE FINANCE COMMITTEE. OTHER BOARD MEMBERS MAY SUBSEQUENTLY BE SENT COPIES, AND PROVIDED WITH ANY EXPLANATIONS OR DETAILS REQUESTED. |
| FORM 990, PART VI, SECTION B, LINE 12C | EACH DIRECTOR HAS A DUTY TO DISCLOSE TO THE BOARD OF DIRECTORS ANY AND ALL POTENTIAL CONFLICTS OF INTEREST IN ANY CONTRACT OR TRANSACTION BETWEEN THE CORPORATION, ANOTHER BUSINESS ENTITY AGENCY OF GOVERNMENT OR INDIVIDUAL AND, IN THE ABSENCE OF FRAUD, NO CONTRACT OR OTHER TRANSACTION OF THE CORPORATION SHALL BE AFFECTED OR INVALIDATED IN ANY WAY BY THE FACT THAT ANY DIRECTOR OF THE CORPORATION IS IN ANY WAY INTERESTED OR CONNECTED WITH ANY OTHER PARTY OF SAID CONTRACT OR TRANSACTION, PROVIDED THAT SUCH INTEREST SHALL BE FULLY DISCLOSED OR OTHERWISE KNOWN TO THE BOARD OF DIRECTORS. AT THE MEETING OF THE BOARD AT WHICH SUCH CONTRACT OR TRANSACTION IS AUTHORIZED OR CONFIRMED, AND PROVIDED FURTHER THAT AT SUCH MEETING THERE SHALL BE PRESENT A QUORUM OF DIRECTORS NOT SO INTERESTED OR CONNECTED WITH THE CONTRACT OR TRANSACTION WHICH SHALL BE APPROVED BY A MAJORITY OF SUCH DIRECTORS, WHICH MAJORITY SHALL CONSIST OF DIRECTORS NOT SO INTERESTED OR CONNECTED. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ORGANIZATION MAKES THEIR GOVERNING DOCUMENTS, POLICIES AND FINANCIAL STATEMENTS AVAILABLE UPON REQUEST. |
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