| FORM 990, PART VI, SECTION A, LINE 4 |
THE AVALON THEATRE BOARD UNANIMOUSLY APPROVED AMENDED CORPORATE BYLAWS ON DECEMBER 5TH 2019. THESE BYLAWS BECAME THE 7TH BYLAWS ITERATION. THE AMENDED BYLAWS PROPOSED JUST TWO SUBSTANTIVE GOVERNANCE CHANGES: (1) BOARD MEMBERS NOW CAN BE REMOVED WITH OR WITHOUT CAUSE; AND (2) EXECUTIVE DIRECTOR IS NOW A VOTING EX-OFFICIO MEMBER OF THE BOARD OF DIRECTORS. CERTAIN PROVISIONS OF THE PRIOR BYLAWS WERE REMOVED AND PRESERVED IN AVALON BOARD POLICIES AND PRACTICES DOCUMENT THAT WAS CREATED IN LATE DECEMBER 2019. THE AMENDED AVALON THEATRE BYLAWS REMOVED PROVISIONS CONCERNING (1) INVESTMENT PRACTICES, (2) FINANCIAL MANAGEMENT POLICIES, (3) PROCEDURES FOR EVALUATING AND COMPENSATING THE ED, AND (4) CONFLICT OF INTEREST POLICY AND PRACTICES. THE AMENDED AVALON THEATRE BYLAWS SIMPLIFIED/STREAMLINED PROVISIONS CONCERNING (1) INDEMNIFICATION, AND (2) BOARD POLICIES AND PRACTICES. |
| FORM 990, PART VI, SECTION A, LINE 8B |
BOARD COMMITTEES DO NOT HAVE THE AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY (THE BOARD). |
| FORM 990, PART VI, SECTION B, LINE 11B |
THE FEDERAL FORM 990 IS PREPARED BY THE OUTSIDE TAX PREPARER, MARCUM, LLP. THE THEATRE'S FINANCE COMMITTEE REVIEWS AND RECOMMENDS APPROVAL OF THE DRAFT FORM 990 TO THE FULL BOARD OF DIRECTORS. THE BOARD OF DIRECTORS THEN REVIEWS AND APPROVES THE FINAL DRAFT FORM 990 PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE. |
| FORM 990, PART VI, SECTION B, LINE 12C |
AS OUTLINED IN THE CONFLICT OF INTEREST POLICY, A DIRECTOR OR OFFICER SHALL DISCLOSE A CONFLICT OF INTEREST: (A) PRIOR TO VOTING ON OR OTHERWISE DISCHARGING SUCH PERSON'S DUTIES WITH RESPECT TO ANY MATTER INVOLVING THE CONFLICT WHICH COMES BEFORE THE BOARD OF DIRECTORS OR ANY COMMITTEE; (B) PRIOR TO ENTERING INTO ANY CONTRACT OR TRANSACTION INVOLVING THE CONFLICT; (C) AS SOON AS POSSIBLE AFTER THE DIRECTOR OR OFFICER LEARNS OF THE CONFLICT; AND (D) ON THE ANNUAL CONFLICT OF INTEREST DISCLOSURE FORM. THE BOARD SECRETARY SHALL DISTRIBUTE ANNUALLY TO ALL DIRECTORS AND OFFICERS, A FORM SOLICITING THE DISCLOSURE OF ALL CONFLICTS OF INTEREST, INCLUDING SPECIFIC INFORMATION CONCERNING THE TERMS OF ANY CONTRACT OR TRANSACTION WITH THE THEATRE AND WHETHER THE PROCESS FOR APPROVAL SET FORTH. A DIRECTOR OR OFFICER WHO HAS OR LEARNS ABOUT A POTENTIAL CONFLICT OF INTEREST SHOULD DISCLOSE PROMPTLY TO THE BOARD SECRETARY THE MATERIAL FACTS SURROUNDING ANY ACTUAL OR POTENTIAL CONFLICT OF INTEREST, INCLUDING SPECIFIC INFORMATION CONCERNING THE TERMS OF ANY CONTRACT OR TRANSACTION WITH THE THEATRE. ALL EFFORTS SHOULD BE MADE TO DISCLOSE ANY SUCH CONTRACT OR TRANSACTION AND HAVE IT APPROVED BY THE BOARD OF DIRECTORS BEFORE THE ARRANGEMENT IS ENTERED INTO. |
| FORM 990, PART VI, SECTION B, LINE 15 |
THE BOARD OF DIRECTORS ANNUALLY REVIEWS THE EXECUTIVE DIRECTOR'S COMPENSATION AND MAKES DETERMINATION OF CURRENT YEAR'S COMPENSATION. THERE ARE NO KEY EMPLOYEES PER THE IRS GUIDELINES. |
| FORM 990, PART VI, SECTION C, LINE 19 |
THE THEATRE'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST, AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST. |
Attach to Form 990 or 990-EZ.