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 B, LINE 11B | THE FORM 990 IS PREPARED BY AN OUTSIDE INDEPENDENT ACCOUNTING FIRM. A COPY OF THE 990 WAS ELECTRONICALLY MAILED TO THE BOARD OF DIRECTORS FOR REVIEW PRIOR TO THE FILING. |
| FORM 990, PART VI, SECTION B, LINE 12C | NO MEMBER OF THE BOARD OF DIRECTORS SHALL VOTE OR INITIATE DISCUSSIONS ON A QUESTION IN WHICH HE IS INTERESTED OTHERWISE THAN AS A MEMBER EXCEPT THE ELECTION OF AN OFFICER. NO COMMITTEE MEMBER SHALL VOTE OR INITIATE DISCUSSIONS ON A QUESTION IN WHICH HE IS INTERESTED OTHERWISE THAN AS A BOARD MEMBER. THE INTERESTED MEMBER OF THE BOARD OF DIRECTORS OR COMMITTEE MEMBER SHOULD NOT BE COUNTED IN DETERMINING THE QUORUM FOR THE VOTE ON THE QUESTION. THE PROHIBITION AGAINST INITIATION OF DISCUSSION SHALL NOT PRECLUDE THE INDIVIDUAL FROM RESPONDING TO SPECIFIC QUESTION PUT TO HIM BY THE BOARD OR A COMMITTEE MEMBER DURING THE COURSE OF THE DISCUSSION, BUT SHALL PRECLUDE PARTICIPATION IN THE DISCUSSION IN ALL OTHER CASES. WHENEVER A MEMBER OF THE BOARD OF DIRECTORS OR A COMMITTEE MEMBER BELIEVES THAT A MATTER TO BE DISCUSSED AND/OR VOTED UPON WOULD INVOLVE HIM IN A CONFLICT OF INTEREST, HE SHALL ANNOUNCE THE CONFLICT OF INTEREST INCLUDING A GOOD FAITH FULL DISCLOSURE OF ALL THE MATERIAL FACTS, AND SHALL ABSTAIN FROM VOTING OR INITIATING DISCUSSION OF SUCH MATTER. PRIOR TO CONSIDERATION OF ANY ISSUE AT A MEETING OF THE BOARD OF DIRECTORS OR COMMITTEE, SHOULD A MEMBER OF THE BOARD OR DIRECTORS OR SUCH COMMITTEE HAVE CAUSE TO BELIEVE THAT THERE MAY BE A CONFLICT OF IN INITIATING DISCUSSIONS OR VOTING ON AN ISSUE, SUCH MEMBER OF THE BOARD OF DIRECTORS OR COMMITTEE SHALL ANNOUNCE AND MAKE FULL DISCLOSURE THEREOF, AND THE CHAIR OF THE BOARD OF DIRECTORS OF CHAIR OR SUCH COMMITTEE, AS APPLICABLE, SHALL MAKE A DETERMINATION IN GOOD FAITH AS TO WHETHER A CONFLICT IN FACT EXISTS. SUCH GOOD FAITH DETERMINATION SHALL BE FINAL AND BINDING UNLESS OVERRULED BY THE BOARD OF DIRECTORS OR COMMITTEE MEMBERS BY MAJORITY VOTE OF THOSE PRESENT AT SUCH MEETING, EXCLUDING THE MEMBER OF THE BOARD OF DIRECTORS OR COMMITTEE WHOSE POTENTIAL CONFLICT IS AT ISSUE, UPON WHICH THE BOARD DETERMINATION OF SUCH MAJORITY VOTE SHALL BE FINAL AND BINDING. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AE AVAILABLE UPON WRITTEN REQUEST. |
| FORM 990, PART XII, LINE 2C | THE PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. |
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