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FORM 990, PART VI, SECTION A, LINE 1 | WHEN THE BOARD OF DIRECTORS IS NOT IN SESSION, THE GOVERNANCE COMMITTEE SHALL HAVE AND MAY EXERCISE ALL THE AUTHORITY OF THE BOARD OF DIRECTORS EXCEPT TO THE EXTENT, IF ANY, THAT SUCH AUTHORITY SHALL BE LIMITED BY THESE BYLAWS. HOWEVER, THE GOVERNANCE COMMITTEE SHALL NOT HAVE THE AUTHORITY OF THE BOARD OF DIRECTORS WITH RESPECT TO FILLING ANY VACANCY ON THE BOARD; AMENDING OR REPEALING ANY RESOLUTION OF THE BOARD OF DIRECTORS WHICH BY ITS EXPRESS TERMS IS NOT SO AMENABLE OR REPEALABLE; AMENDING OR REPEALING THE CHARTER OR THE BYLAWS OF THE CORPORATION; ADOPTING A PLAN OF MERGER OR CONSOLIDATION; SELLING, LEASING, OR OTHERWISE DISPOSING OF ALL OR SUBSTANTIALLY ALL THE PROPERTY AND ASSETS OF THE CORPORATION, OTHER THAN IN THE USUAL AND REGULAR COURSE OF ITS BUSINESS; OR VOLUNTARILY DISSOLVING THE CORPORATION OR REVOKING A VOLUNTARY DISSOLUTION. |
FORM 990, PART VI, SECTION B, LINE 11B | THE DRAFT OF THE 990 IS REVIEWED BY THE CEO, COO AND FINANCE DIRECTOR. ONCE THIS PROCESS IS COMPLETED, THE DRAFT OF THE 990 IS SENT TO THE GOVERNANCE COMMITTEE FOR FURTHER REVIEW. |
FORM 990, PART VI, SECTION B, LINE 12C | FROM ARTICLE XIV OF OUR BY-LAWS, THE ORGANIZATION ASKS OFFICERS AND DIRECTORS TO DISCLOSE ANY POTENTIAL CONFLICTS OF INTERESTS AND ABSTAIN FROM VOTING ON MATTERS THAT INVOLVE SUCH CONFLICTS. A TRANSACTION IN WHICH AN OFFICER OR DIRECTOR OF THE ORGANIZATION HAS A CONFLICT OF INTEREST MAY BE APPROVED IF THE MATERIAL FACTS OF THE TRANSACTION AND THE INTEREST OF THE OFFICER OR DIRECTOR WERE DISCLOSED OR KNOWN TO THE BOARD OF DIRECTORS, OR TO A COMMITTEE CONSISTING ENTIRELY OF MEMBERS OF THE BOARD OF DIRECTORS, AND THE BOARD OF DIRECTORS OR SUCH COMMITTEE AUTHORIZED, APPROVED, OR RATIFIED THE TRANSACTION. |
FORM 990, PART VI, SECTION B, LINE 15 | COMPENSATION IS APPROVED BY THE BOARD OF DIRECTORS AND COMPARED WITH SIMILAR POSITIONS IN SIMILAR AGENCIES. PLUS, INDEPENDENT SALARY SURVEYS ARE USED. BBBSMT CONTRACTED WITH AN OUTSIDE RECURITING FIRM TO DO A SALARY STUDY FOR THE CEO AND THE COO POSITION. THE BOARD APPROVED THE COO POSITION AND SALARY. |
FORM 990, PART VI, SECTION C, LINE 19 | FINANCIAL STATEMENTS ARE POSTED ON GIVING MATTERS AND GUIDESTAR WEBSITES AND OTHER DOCUMENTS ARE MADE AVAILABLE UPON REQUEST. |
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