| FORM 990, PART VI, SECTION B, LINE 11B |
FORM 990 REVIEW - THE FORM 990 WAS PREPARED BY THE OUTSIDE ACCOUNTANTS AND REVIEWED BY INTERNAL MANAGEMENT. BEFORE THE RETURN WAS FILED, A COMPLETE COPY WAS PROVIDED TO THE ENTIRE BOARD. |
| FORM 990, PART VI, SECTION B, LINE 12C |
MONITORING AND ENFORCEMENT OF CONFLICT POLICY - THE ORGANIZATION'S PROCEDURES ARE AS FOLLOWS: 1. DUTY TO DISCLOSE: IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICTS OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE AND NATURE OF HIS OR HER FINANCIAL INTEREST OR FIDUCIARY RESPONSIBILITY AND ALL MATERIAL FACTS TO THE DIRECTORS AND MEMBERS OF COMMITTEES WITH BOARD-DELEGATED POWERS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENTS. 2. DETERMINING WHETHER A CONFLICT OF INTEREST EXISTS: AFTER DISCLOSURE OF THE FINANCIAL INTEREST OR FIDUCIARY RESPONSIBILITY AND ALL MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, HE OR SHE LEAVES THE BOARD OR COMMITTE MEETING WHILE THE FINAL DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE REMAINING BOARD OR COMMITTEE MEMBERS DECIDE IF A CONFLICT OF INTEREST EXISTS. 3. PROCEDURES FOR ADDRESSING THE CONFLICT OF INTEREST: A. AN INTERESTED PERSON MAY MAKE A FACTUAL PRESENTATION AT THE BOARD OR COMMITTEE MEETING, BUT AFTER SUCH PRESENTATION, HE OR SHE LEAVES THE MEETING DURING THE DISCUSSION OF, AND THE VOTE ON, THE TRANSACTION OR ARRANGMENT THAT RESULTS IN THE CONFLICT OF INTEREST. AN INTERESTED PERSON DOES NOT ACTIVELY PARTICIPATE IN THE DISCUSSION OF, OR VOTE ON, THE TRANSACTION OR ARRANGMENT THAT RESULTS IN THE CONFLICT OF INTEREST, EITHER FORMALLY AT A BOARD OR COMMITTEE MEETING OR INFORMALLY THROUGH CONTACT WITH INDIVIDUAL BOARD OR COMMITTEE MEMBERS. IN ADDITION, THE INTERESTED PERSON IS NOT COUNTED IN DETERMINING WHETHER A QUORUM IS PRESENT FOR THE BOARD OR COMMITTEE MEETING AT WHICH THE TRANSACTION OR ARRANGEMENT THAT RESULTS IN THE CONFLICT OF INTEREST IS TO BE VOTED UPON. B. THE CHAIR OF THE BOARD OR COMMITTEE, IF APPROPIATE, APPOINTS A DISINTERESTED PERSON OR COMMITTEE TO INVESTIAGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT. C. AFTER EXERCISING DUE DILIGENCE, THE BOARD OR COMMITTEE DETERMINES WHETHER THE DEMOCRACY COLLABORATIVE FOUNDATION (DCFI) CAN OBTAIN A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT WITH REASONABLE EFFORTS FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. D. IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY ATTAINABLE UNDER CIRCUMSTANCES THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST, THE BOARD OR COMMITTEE DETERMINES BY A MAJORITY VOTE (OR OTHER VOTING REQUIREMENTS, AS PROVIDED IN THE BY-LAWS OF DCFI) OF THE DISINTERESTED DIRECTORS WHETHER THE TRANSACTION OR ARRANGEMENT IS IN DCFI'S BEST INTEREST AND FOR ITS OWN BENEFIT AND WHETHER THE TRANSACTION IS FAIR AND REASONABLE TO DCFI AND MAKES ITS DECISION AS TO WHETHER TO ENTER INTO THE TRANSACTION OR ARRANGEMENT IN CONFORMITY WITH SUCH DETERMINATION. 4. VIOLATIONS OF THE CONFLICTS OF INTEREST POLICY: A. IF THE BOARD OR COMMITTEE HAS REASONABLE CAUSE TO BELIEVE THAT A MEMBER HAS FAILED TO DISCLOSE ACTUAL OR POSSIBLE CONFLICTS OF INTEREST, IT INFORMS THE MEMBER OF THE BASIS FOR SUCH BELIEF AND AFFORDS THE MEMBER AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. B. IF, AFTER HEARING THE RESPONSE OF THE MEMBER AND MAKING SUCH FURTHER INVESTIGATION AS MAY BE WARRANTED IN THE CIRCUMSTANCES, THE BOARD OR COMMITTEE DETERMINES THAT THE MEMBER HAS IN FACT FAILED TO DISCLOSE AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, IT TAKES APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTIONS. |
| FORM 990, PART VI, SECTION B, LINE 15 |
REVIEW AND APPROVAL OF COMPENSATION - THE BOARD OF DIRECTORS ANNUALLY REVIEWS THE COMPENSATION OF THE PRESIDENT AT A MEETING PRIOR TO THE BEGINNING OF THE YEAR. THE BOARD OF TRUSTEES DID A CHIEF EXECUTIVE SALARY REVIEW IN 2017. COMPENSATION WAS BENCHMARKED AGAINST COMPARABLE INDUSTRY STANDARDS BY A COMMITTEE OF THE BOARD, WHICH SUBMITTED A RECCOMENDATION TO THE FULL BOARD FOR APPROVAL. SALARIES FOR KEY EMPLOYEES (WHICH INCLUDE THE CO-FOUNDER AND OFFICERS) ARE SUBJECT TO A SALARY SCHEDULE, WHICH DEFINES A COMPENSATION RANGE PER POSITION. THIS SCHEDULE WAS DEVELOPED BY A COMMITTEE OF THE MANAGMENT TEAM IN 2015 AND IS REVIEWED ANNUALLY. THE SCALE WAS DEVELOPED WITH CONSIDERATION OF APPROPRIATE INDUSTRY BENCHMARKS. |
| FORM 990, PART VI, SECTION C, LINE 19 |
AVAILABILITY OF DOCUMENTS - THE ORGANIZATION MAINTAINS ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS IN ITS OFFICES IN CLEVELAND, OHIO, AND THEY ARE AVAILABLE TO THE PUBLIC UPON REQUEST. |
| FORM 990, PART IX, LINE 11G |
CONSULTING: PROGRAM SERVICE EXPENSES 666,617. MANAGEMENT AND GENERAL EXPENSES 5,446. FUNDRAISING EXPENSES 440. TOTAL EXPENSES 672,503. |
Attach to Form 990 or 990-EZ.