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 4 | THE BYLAWS WERE AMENDED AND RESTATED ON SEPTEMBER 9, 2015. CHANGES INCLUDED: THE SERVING PRESIDENT IS NOW A VOTING BOARD MEMBER, UPON RESIGNATION HE OR SHE IS SIMULTANEOUSLY REMOVED FROM THE BOARD AND INELIGIBLE TO SERVE THEREAFTER AS A DIRECTOR ON THE BOARD; THE CHAIRMAN OF THE BOARD WILL ALWAYS BE A NON-EXECUTIVE DIRECTOR, THE BOARD WILL CONTINUE TO HAVE EXECUTIVE SESSIONS COMPRISED OF NON-EXECUTIVE (NON-EMPLOYEE) DIRECTORS. |
| FORM 990, PART VI, SECTION B, LINE 11 | THE CONTROLLER/ASSISTANT TREASURER WILL SEND AN ELECTRONIC COPY OF THE FORM 990 TO THE ENTIRE GOVERNING BODY FOR REVIEW AND DISCUSSION PRIOR TO FILING THE FORM. |
| FORM 990, PART VI, SECTION B, LINE 12C | BOARD MEMBERS ARE REQUIRED TO DISCLOSE ANNUALLY INTERESTS THAT COULD RISE TO CONFLICTS. THE CONFLICT OF INTEREST POLICY WAS FORMALLY REVIEWED AND REVISED IN MAY 2015 BY THE BOARD; ALL NEW BOARD MEMBERS ARE PROVIDED WITH A COPY OF THE POLICY. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF THE FINANCIAL INTEREST AND BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE DIRECTORS AND MEMBERS OF COMMITTEES WITH BOARD OF DIRECTORS DELEGATED POWERS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER DISCLOSURE OF THE FINANCIAL INTEREST AND ALL MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, HE OR SHE SHALL LEAVE ANY BOARD OF DIRECTORS OR COMMITTEE MEETINGS WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON, OR OTHERWISE NOT PARTICIPATE IN ANY DISCUSSION OR CONSENT RELATING THERETO. THE REMAINING BOARD OR COMMITTEE MEMBERS SHALL DECIDE IF A CONFLICT OF INTEREST EXISTS. PROCEDURES FOR ADDRESSING THE CONFLICT OF INTEREST: A) AN INTERESTED PERSON MAY MAKE A PRESENTATION AT ANY BOARD OF DIRECTORS OR COMMITTEE MEETING, OR OTHERWISE PROVIDE RELEVANT INFORMATION. HE OR SHE SHALL NOT PARTICIPATE IN ANY DISCUSSION, VOTE, OR ANY CONSENT RELATING TO THE TRANSACTION OR ARRANGEMENT INVOLVING THE POSSIBLE CONFLICT OF INTEREST. B) THE CHAIRPERSON OF THE BOARD OF DIRECTORS OR COMMITTEE SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT. C) AFTER EXERCISING DUE DILIGENCE, THE BOARD OF DIRECTORS OR COMMITTEE SHALL DETERMINE WHETHER THE ORGANIZATION CAN OBTAIN WITH REASONABLE EFFORTS A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. D) IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY POSSIBLE UNDER CIRCUMSTANCES NOT PRODUCING A CONFLICT OF INTEREST, THE BOARD OF DIRECTORS OR COMMITTEE SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS WHETHER THE TRANSACTION OR ARRANGEMENT IS IN THE ORGANIZATION'S BEST INTEREST, FOR ITS OWN BENEFIT, AND WHETHER IT IS FAIR AND REASONABLE. IN CONFORMITY WITH THE ABOVE DETERMINATION IT SHALL MAKE ITS DECISION AS TO WHETHER TO ENTER INTO THE TRANSACTION OR ARRANGEMENT. IF THE BOARD OF DIRECTORS OR COMMITTEE HAS REASONABLE CAUSE TO BELIEVE A MEMBER HAS FAILED TO DISCLOSE ACTUAL OR POSSIBLE CONFLICTS OF INTEREST, IT SHALL INFORM THE MEMBER OF THE BASIS FOR SUCH BELIEF AND AFFORD THE MEMBER AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. IF, AFTER HEARING THE MEMBER'S RESPONSE AND AFTER MAKING FURTHER INVESTIGATION AS WARRANTED BY THE CIRCUMSTANCES, THE BOARD OF DIRECTORS OR COMMITTEE DETERMINES THE MEMBER HAS FAILED TO DISCLOSE AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, IT SHALL TAKE APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION. |
| FORM 990, PART VI, SECTION B, LINE 15 | A. THE BOARD OF DIRECTORS UTILIZES THE FORM 990 OF OTHER ORGANIZATIONS TO ESTABLISH THE COMPENSATION RANGE FOR THE PRESIDENT/CHIEF EXECUTIVE OFFICER AND TOP MANAGEMENT OFFICIALS. B. KEY EMPLOYEES SALARIES ARE SET BY THE PRESIDENT/CHIEF EXECUTIVE OFFICER IN CONJUNCTION WITH COMPENSATION STUDY DATA OBTAINED BY THE MANAGING DIRECTOR INTERNAL OPERATIONS. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, FORM 990, AND THE FINANCIAL STATEMENTS AVAILABLE UPON REQUEST FOR THE SAME PERIOD OF DISCLOSURE AS SET FORTH IN SECTION 6104(D). IN ADDITION, THE FORM 990 WITHOUT SCHEDULE B IS AVAILABLE VIA THE GUIDESTAR WEBSITE. |
| FORM 990, PART XI, LINE 9: | FOREIGN CURRENCY ADJUSTMENT 7,036. |
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