FORM 990, PART VI, SECTION A, LINE 1 |
THE BOARD OF DIRECTORS MAY IN ITS DISCRETION CREATE AN EXECUTIVE COMMITTEE COMPRISING SUCH NUMBER OF DIRECTORS AS THE BOARD DEEMS APPROPRIATE, WHICH IN ALL EVENTS SHALL INCLUDE THE CHAIRMAN, THE VICE CHAIRMAN, THE SECRETARY, THE TREASURER, AND THE IMMEDIATE PAST CHAIRMAN, ALONG WITH A MINIMUM OF SIX (6) ADDITIONAL APPOINTMENTS. THE EXECUTIVE COMMITTEE SHALL ACT UPON SUCH MATTERS AS ARISE AND NEED DISPOSITION BETWEEN MEETINGS OF THE BOARD OF DIRECTORS; PROVIDED, HOWEVER, THAT THE EXECUTIVE COMMITTEE SHALL HAVE NO AUTHORITY TO: (A) FILL VACANCIES ON THE BOARD OF DIRECTORS OR ANY COMMITTEE THEREOF, (B) ADOPT, AMEND, OR REPEAL THE ARTICLES OF INCORPORATION OR BY-LAWS OF THE CORPORATION, (C) APPOINT OR ELECT OFFICERS OR HIRE AN EXECUTIVE DIRECTOR OR PRESIDENT, (D) APPROVE THE ANNUAL BUDGET, OR (E) TAKE ANY ACTION REQUIRED BY CHAPTER 617, FLORIDA STATUTES, TO BE APPROVED BY THE FULL BOARD OF DIRECTORS. IT SHALL BE THE PROVINCE OF THE BOARD OF DIRECTORS TO SET POLICY FOR THE CORPORATION, AND IT SHALL BE THE PRACTICE OF THE EXECUTIVE COMMITTEE IN THE USUAL AND CUSTOMARY COURSE OF BUSINESS TO DEFER POLICY ISSUES UNTIL THE NEXT MEETING OF THE BOARD OF DIRECTORS. |
FORM 990, PART VI, SECTION B, LINE 11B |
THE FORM 990 IS PREPARED BY THE ORGANIZATION'S PUBLIC ACCOUNTING FIRM BASED ON DATA SUPPLIED BY THE ORGANIZATION. ONCE A REVIEW IS PERFORMED BY MANAGEMENT OF THE ORGANIZATION, THE FORM 990 IS PRESENTED TO THE FINANCE COMMITTEE FOR THEIR FINAL REVIEW AND APPROVAL. IN ADDITION, A COPY OF THE FORM 990 IS MADE AVAILABLE TO ALL MEMBERS OF THE BOARD OF DIRECTORS PRIOR TO FILING. |
FORM 990, PART VI, SECTION B, LINE 12C |
A DESIGNATED PERSON WHO HAS A CONFLICT OF INTEREST SHALL DISCLOSE THE CONFLICT OF INTEREST WHEN IT ARISES, AND BEFORE ACTION ON THE TRANSACTION OR CLAIM IN QUESTION. DISCLOSURE IS REQUIRED EVEN IF A DECISION CONCERNING THE TRANSACTION OR CLAIM IS NOT SUBJECT TO APPROVAL BY THE DESIGNATED PERSON OR THE BOARD OR COMMITTEE ON WHICH THE DESIGNATED PERSON SERVES. CONFLICTS OF INTEREST INVOLVING THE MEMBERS OF THE BOARD OF THE CORPORATION SHALL BE REPORTED TO THE BOARD. THE MINUTES OF THE BOARD AND OF ANY COMMITTEE AT WHICH A CONFLICT OF INTEREST WAS REPORTED SHALL STATE WHO WAS PRESENT FOR ANY DISCUSSIONS AND VOTES CONCERNING THE TRANSACTION OR CLAIM INVOLVING THE CONFLICT OF INTEREST. A DESIGNATED PERSON WHO HAS A CONFLICT OF INTEREST ARISING OUT OF OR RELATED TO A TRANSACTION OR CLAIM SHALL BE EXCUSED FROM THE BOARD OR COMMITTEE MEETING, AS THE CASE MAY BE, BEFORE ANY DELIBERATIONS OR VOTING CONCERNING THE AUTHORIZATION OF THE TRANSACTION OR THE ASSERTION OF THE CLAIM, PROVIDED THAT THE DESIGNATED PERSON SHALL MAKE THE DISCLOSURE REQUIRED BY THIS PROVISION, RESPOND TO QUESTIONS FROM THE BOARD OR THE COMMITTEE, AND BE COUNTED IN DETERMINING THE PRESENCE OF A QUORUM AT ANY MEETING OF THE BOARD OR COMMITTEE. ANY TRANSACTION INVOLVING A CONFLICT OF INTEREST SHALL BE FAIR AND REASONABLE TO THE CORPORATION. THE DESIGNATED PERSON WILL AT ALL TIMES ACT WITH GOOD FAITH TOWARD THE CORPORATION. A CONFLICT OF INTEREST STATEMENT SHALL BE EXECUTED BY ALL DESIGNATED PERSONS, WHICH WILL BE RETAINED BY THE CORPORATION IN ITS ADMINISTRATIVE OFFICE. THIS STATEMENT SHALL BE RENEWED AT LEAST ANNUALLY AT THE REQUEST OF THE CORPORATION AND AT ANY TIME THAT A CONFLICT OF INTEREST MAY ARISE. |
FORM 990, PART VI, SECTION B, LINE 15A |
THE COMPENSATION COMMITTEE SHALL BE RESPONSIBLE FOR OVERSEEING THE COMPENSATION AND BENEFITS OF THE CEO/PRESIDENT. THE COMMITTEE USES INDUSTRY SALARY SURVEYS, LOCAL PEER COMPENSATION, AS WELL AS AN INDEPENDENT PARTY TO EVALUATE THE COMPENSATION. THE REVIEW IS DOCUMENTED IN THE MINUTES OF THE COMMITTEE MEETINGS. |
FORM 990, PART VI, SECTION C, LINE 19 |
THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST. |