TY 2015 Form 990 Schedule O

efile Public Visual Render ObjectId: 201721149349301102 - Submission: 2017-04-24 TIN: 14-1841085

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or 990-EZ or to provide any additional information.
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Attach to Form 990 or 990-EZ.
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Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.

OMB No. 1545-0047

2015

Open to Public
Inspection

Return Reference	Explanation
FORM 990, PART VI, SECTION A, LINE 1	TO A CERTAIN EXTENT, THE EXECUTIVE COMMITTEE HAS BEEN DELEGATED FUNCTIONS IT CAN CARRY OUT WITHOUT APPROVAL OF THE FULL BOARD. THESE ARE LIMITED, HOWEVER, BY BYLAW 5.1.1(B), WHICH PROHIBITS THE EXEC COMMITTEE FROM CARRYING OUT CERTAIN FUNCTIONS OF THE BOARD (LIKE FILLING BOARD VACANCIES, CHANGING THE BYLAWS, CHANGING THE STRUCTURE OF THE BOARD OR AMENDING/REPEALING CERTAIN RESOLUTIONS OF THE FULL BOARD). AS OF JUNE 30, 2016, THE EXECUTIVE COMMITTEE WAS COMPRISED OF THE FOLLOWING BOARD MEMBERS: MIKE ARMITAGE, ANNMARIE ATAIN, MIKE BURKE, PAM HAERING, GUADALUPE NICKELL, SHEBA POSNANSKY, KRIS RONE, KAREN SHARP WHITE AND PHILIP STEPHANUS.
FORM 990, PART VI, SECTION B, LINE 11	THE FORM 990 IS REVIEWED BY THE SCHOOL'S DIRECTOR OF FINANCE BEFORE IT IS SIGNED BY THE HEAD OF SCHOOL AND FILED.
FORM 990, PART VI, SECTION B, LINE 12C	BOARD MEMBERS ARE REQUIRED TO SIGN A CONFLICT OF INTEREST POLICY REPRESENTATION WHEN JOINING THE BOARD AND ANNUALLY THEREAFTER. THE CONFLICT OF INTEREST POLICY IS DISCUSSED AT THE FIRST BOARD MEETING OF THE YEAR AND AGAIN AT THE LAST BOARD MEETING OF THE YEAR. THE SCHOOL SHALL NOT BE A PARTY TO A TRANSACTION IN WHICH ONE OR MORE OF ITS TRUSTEES HAVE A MATERIAL FINANCIAL INTEREST UNLESS THE TRANSACTION IS REVIEWED BY OUTSIDE COUNSEL AND APPROVED BY AT LEAST TWO-THIRDS OF THE DISINTERESTED MEMBERS OF THE BOARD. THE DIRECTOR OF FINANCE REVIEWS AND QUESTIONS POTENTIAL CONFLICTS OF INTEREST AS THEY PRESENT THEMSELVES. THE INDIVIDUAL WITH A CONFLICT IS NOT ALLOWED TO VOTE ON THE ISSUE BEFORE THE GOVERNING BODY. IF THE CONFLICT IS WITH A TRUSTEE, IT MUST BE REPORTED TO THE BOARD CHAIR AND WOULD BE DISCLOSED IN THE MINUTES. IF IT INVOLVES AN EMPLOYEE, IT MUST BE REPORTED TO THE HEAD OF SCHOOL AND WILL BE DOCUMENTED IN THE EMPLOYEE HR FILE.
FORM 990, PART VI, SECTION B, LINE 15	A BOARD COMPENSATION SUBCOMMITTEE CONSIDERS THE COMPENSATION OF THE HEAD OF SCHOOL AND PREPARES A SAFE HARBOR ANALYSIS, WHICH USES COMPARABLE DATA FROM OTHER LOCAL INDEPENDENT SCHOOLS AND WRITTEN CONTRACTS WITH THE HEAD OF SCHOOL WHICH ARE APPROVED BY THE BOARD OF TRUSTEES. THE HEAD OF SCHOOL REVIEWS SALARIES FOR KEY MANAGEMENT EMPLOYEES WITH THE BOARD CHAIR. THIS FORM IS THEN PROVIDED TO HUMAN RESOURCES AND FILED. THE COMPENSATION PROCESS FOR THE HEAD OF SCHOOL WAS LAST CONDUCTED IN JUNE 2016 WITH THE APPROVED COMPENSATION EFFECTIVE JULY 1, 2016.
FORM 990, PART VI, SECTION C, LINE 19	VISTAMAR'S BYLAWS, CONFLICT OF INTEREST POLICY AND AUDITED FINANCIAL STATEMENTS ARE ALL AVAILABLE UPON REQUEST.

Return Reference

Explanation

FORM 990, PART VI, SECTION A, LINE 1

TO A CERTAIN EXTENT, THE EXECUTIVE COMMITTEE HAS BEEN DELEGATED FUNCTIONS IT CAN CARRY OUT WITHOUT APPROVAL OF THE FULL BOARD. THESE ARE LIMITED, HOWEVER, BY BYLAW 5.1.1(B), WHICH PROHIBITS THE EXEC COMMITTEE FROM CARRYING OUT CERTAIN FUNCTIONS OF THE BOARD (LIKE FILLING BOARD VACANCIES, CHANGING THE BYLAWS, CHANGING THE STRUCTURE OF THE BOARD OR AMENDING/REPEALING CERTAIN RESOLUTIONS OF THE FULL BOARD). AS OF JUNE 30, 2016, THE EXECUTIVE COMMITTEE WAS COMPRISED OF THE FOLLOWING BOARD MEMBERS: MIKE ARMITAGE, ANNMARIE ATAIN, MIKE BURKE, PAM HAERING, GUADALUPE NICKELL, SHEBA POSNANSKY, KRIS RONE, KAREN SHARP WHITE AND PHILIP STEPHANUS.

FORM 990, PART VI, SECTION B, LINE 11

THE FORM 990 IS REVIEWED BY THE SCHOOL'S DIRECTOR OF FINANCE BEFORE IT IS SIGNED BY THE HEAD OF SCHOOL AND FILED.

FORM 990, PART VI, SECTION B, LINE 12C

BOARD MEMBERS ARE REQUIRED TO SIGN A CONFLICT OF INTEREST POLICY REPRESENTATION WHEN JOINING THE BOARD AND ANNUALLY THEREAFTER. THE CONFLICT OF INTEREST POLICY IS DISCUSSED AT THE FIRST BOARD MEETING OF THE YEAR AND AGAIN AT THE LAST BOARD MEETING OF THE YEAR. THE SCHOOL SHALL NOT BE A PARTY TO A TRANSACTION IN WHICH ONE OR MORE OF ITS TRUSTEES HAVE A MATERIAL FINANCIAL INTEREST UNLESS THE TRANSACTION IS REVIEWED BY OUTSIDE COUNSEL AND APPROVED BY AT LEAST TWO-THIRDS OF THE DISINTERESTED MEMBERS OF THE BOARD. THE DIRECTOR OF FINANCE REVIEWS AND QUESTIONS POTENTIAL CONFLICTS OF INTEREST AS THEY PRESENT THEMSELVES. THE INDIVIDUAL WITH A CONFLICT IS NOT ALLOWED TO VOTE ON THE ISSUE BEFORE THE GOVERNING BODY. IF THE CONFLICT IS WITH A TRUSTEE, IT MUST BE REPORTED TO THE BOARD CHAIR AND WOULD BE DISCLOSED IN THE MINUTES. IF IT INVOLVES AN EMPLOYEE, IT MUST BE REPORTED TO THE HEAD OF SCHOOL AND WILL BE DOCUMENTED IN THE EMPLOYEE HR FILE.

FORM 990, PART VI, SECTION B, LINE 15

A BOARD COMPENSATION SUBCOMMITTEE CONSIDERS THE COMPENSATION OF THE HEAD OF SCHOOL AND PREPARES A SAFE HARBOR ANALYSIS, WHICH USES COMPARABLE DATA FROM OTHER LOCAL INDEPENDENT SCHOOLS AND WRITTEN CONTRACTS WITH THE HEAD OF SCHOOL WHICH ARE APPROVED BY THE BOARD OF TRUSTEES. THE HEAD OF SCHOOL REVIEWS SALARIES FOR KEY MANAGEMENT EMPLOYEES WITH THE BOARD CHAIR. THIS FORM IS THEN PROVIDED TO HUMAN RESOURCES AND FILED. THE COMPENSATION PROCESS FOR THE HEAD OF SCHOOL WAS LAST CONDUCTED IN JUNE 2016 WITH THE APPROVED COMPENSATION EFFECTIVE JULY 1, 2016.

FORM 990, PART VI, SECTION C, LINE 19

VISTAMAR'S BYLAWS, CONFLICT OF INTEREST POLICY AND AUDITED FINANCIAL STATEMENTS ARE ALL AVAILABLE UPON REQUEST.

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2015

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