Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| FORM 990, PART VI, SECTION A, LINE 1 | THE BOARD OF DIRECTORS MAY DESIGNATE AN EXECUTIVE COMMITTEE, THE MEMBERSHIP OF WHICH SHALL INCLUDE AT LEAST THREE (3) DIRECTORS. THE EXECUTIVE COMMITTEE SHALL HAVE THE AUTHORITY OF THE BOARD OF DIRECTORS IN THE MANAGEMENT OF THE BUSINESS OF THIS CORPORATION IN THE INTERVAL BETWEEN MEETINGS OF THE BOARD OF DIRECTORS, AND SUCH OTHER POWERS AND DUTIES AS SHALL BE DESIGNATED BY THE BOARD OF DIRECTORS FROM TIME TO TIME, INCLUDING BUT NOT LIMITED TO ADVISING THE CHAIR AND CHIEF EXECUTIVE OFFICER WITH RESPECT TO BOARD MEETING PROCEDURES AND MATERIALS, AND MAKING RECOMMENDATIONS TO THE BOARD CONCERNING FUNCTIONS, BUDGETS, MEMBERSHIP AND OTHER MATTERS RELATING TO STANDING AND OTHER COMMITTEES, MANAGEMENT SELECTION AND DEVELOPMENT, AND EXECUTIVE COMPENSATION AND PERFORMANCE EVALUATION. THE EXECUTIVE COMMITTEE SHALL AT ALL TIMES BE SUBJECT TO THE CONTROL AND DIRECTION OF THE BOARD OF DIRECTORS. |
| FORM 990, PART VI, SECTION B, LINE 11B | A COPY OF THE FORM 990 IS ELECTRONICALLY DISTRIBUTED TO ALL BOARD MEMBERS FOR THEIR REVIEW AND COMMENTS PRIOR TO FILING. |
| FORM 990, PART VI, SECTION B, LINE 12C | OFFICERS, DIRECTORS AND KEY EMPLOYEES ARE REQUIRED TO ANNUALLY SIGN A STATEMENT WHICH AFFIRMS THAT THEY HAVE RECEIVED A COPY OF THE CONFLICT OF INTEREST POLICY WHICH INCLUDES A DUTY TO DISCLOSE POTENTIAL CONFLICTS OF INTEREST AS THEY ARISE. THE BOARD REVIEWS AND APPROVES ALL TRANSACTIONS THAT HAVE A POTENTIAL OR ACTUAL CONFLICT OF INTEREST, AS DETERMINED BY THE BOARD WITHOUT THE INFLUENCE OF THE CONFLICTED INDIVIDUAL. CONFLICTED INDIVIDUALS MAY NOT VOTE, OR BE PRESENT FOR THE DISCUSSION AND VOTE, ON ANY MATTER IN WHICH A CONFLICT OF INTEREST HAS BEEN DETERMINED TO EXIST. THE MINUTES OF THE MEETING SHALL CONTAIN THE NAMES OF PERSONS PRESENT FOR DISCUSSIONS AND VOTES, THE CONTENT OF THE DISCUSSION, INCLUDING ANY ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT, AND A RECORD OF ANY VOTES TAKEN IN CONNECTION THEREWITH. |
| FORM 990, PART VI, SECTION B, LINE 15A | A COMPENSATION COMMITTEE IS CONVENED ANNUALLY BY THE BOARD OF DIRECTORS. THIS COMMITTEE INCLUDES THE BOARD CHAIRPERSON AND THE TREASURER. THE COMMITTEE WORKS WITH THE CEO AT THE BEGINNING OF THE YEAR ON A GOAL SETTING PROCESS. THE COMMITTEE THEN REVIEWS CEO PERFORMANCE AT THE END OF THE YEAR IN COMPARISON TO THOSE GOALS FOR PURPOSES OF DETERMINING BONUS ELIGIBILITY AND/OR MERIT PAY INCREASES. THE COMMITTEE PULLS CEO COMPENSATION DATA FROM GUIDESTAR OF OTHER SIMILAR NON-PROFIT ENTITIES TO ENSURE THE CEO'S COMPENSATION PACKAGE IS WITHIN A REASONABLE MARKET RANGE, WITH CONSIDERATION OF SIZE, LOCATION, AND BUDGET DIFFERENCES. SALARY ACTIONS ARE APPROVED BY FULL EXECUTIVE COMMITTEE AND REPORTED TO THE BOARD OF DIRECTORS. DOCUMENTATION OF DELIBERATION AND APPROVED COMPENSATION IS NOTED IN THE EMPLOYEE FILE. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. |
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