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FORM 990, PART VI, SECTION A, LINE 1A | THE BOARD OF DIRECTORS MAY ESTABLISH AN EXECUTIVE COMMITTEE COMPOSED OF AT LEAST THREE DIRECTORS DESIGNATED BY THE BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE HAS 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. THE EXECUTIVE COMMITTEE DOES NOT HAVE THE AUTHORITY TO TAKE ANY OF THE FOLLOWING ACTIONS: (A) AMEND OR REPEAL THE ARTICLES OF INCORPORATION OR BYLAWS OF THIS CORPORATION; (B) ELECT, APPOINT, OR REMOVE ANY MEMBER OF THE BOARD OF DIRECTORS OR THE EXECUTIVE COMMITTEE, OR ANY OFFICER OF THIS CORPORATION; (C) ADOPT OR APPROVE A PLAN OF MERGER OR CONSOLIDATION WITH ANOTHER CORPORATION; (D) AUTHORIZE THE SALE, LEASE, EXCHANGE, MORTGAGE OR OTHER DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF THIS CORPORATION; (E) AUTHORIZE THE VOLUNTARY DISSOLUTION OF THE CORPORATION OR REVOKE PROCEEDINGS THEREFOR; OR (F) AMEND OR REPEAL ANY RESOLUTION OF THE BOARD OF DIRECTORS THAT BY ITS TERMS PROVIDES THAT IT SHALL NOT BE AMENDED, ALTERED OR REPEALED BY ANY COMMITTEE OF THIS CORPORATION. |
FORM 990, PART VI, SECTION B, LINE 11B | THE FORM 990 OF THE ORGANIZATION IS PROVIDED TO THE ORGANIZATION'S OFFICERS, BOARD MEMBERS AND MANAGEMENT FOR REVIEW AND APPROVAL PRIOR TO FILING. |
FORM 990, PART VI, SECTION B, LINE 12C | OFFICERS, DIRECTORS AND KEY EMPLOYEES ARE REQUIRED TO ANNUALLY DISCLOSE POTENTIAL AND/OR PERCEIVED CONFLICTS OF INTEREST. REVIEW AND APPROVAL BY THE BOARD OF DIRECTORS IS REQUIRED FOR ANY CONTRACT OR TRANSACTION INVOLVING AN OFFICER OR DIRECTOR. DIRECTORS AND OFFICERS WITH POTENTIAL CONFLICT OF INTEREST ARE REQUIRED TO REMOVE THEMSELVES FROM DELIBERATIONS AND DISCUSSIONS RELATED TO SUCH TRANSACTIONS. |
FORM 990, PART VI, SECTION B, LINE 15A | NATIONAL SALARY COMPARATIVES FOR CEOS IN PHILANTHROPY, ISSUED BY THE COUNCIL OF FOUNDATIONS, ARE REVIEWED WHEN DETERMINING COMPENSATION OF THE PRESIDENT. PUBLICLY AVAILABLE DATA OF CEO SALARY AT OTHER PHILANTHROPIC INTERMEDIARIES IS ALSO CONSIDERED. NATIONAL SALARY COMPARATIVES FOR KEY EMPLOYEES IN PHILANTHROPY, ISSUED BY THE COUNCIL OF FOUNDATIONS, ARE REVIEWED WHEN DETERMINING COMPENSATION OF THE VICE-PRESIDENTS. PUBLICLY AVAILABLE DATA OF KEY EMPLOYEE SALARY AT OTHER PHILANTHROPIC INTERMEDIARIES IS ALSO CONSIDERED. BOARD LEADERSHIP IS CONSULTED WHEN DETERMINING COMPENSATION OF THE VICE-PRESIDENTS. THIS PROCESS WAS LAST CONDUCTED IN 2021. |
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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