United South End Settlements

“During fy18, the board of directors voted to amend the organization's bylaws. Significant amendments included the following: - establish three-year terms and limit a person's ability to serve as a director for more than six consecutive years without first sitting out for one year, absent an exception granted in the members' discretion. - reduce the minimum number of directors from 16 to 5 and eliminate the maximum number of 36 directors. - limit the required officer positions to a chairperson, president, treasurer and clerk, and eliminate the requirement to have a vice chairperson and vice president of finance and administration. The board will continue to have the discretion to appoint persons to such other officer positions as the board determines. - clarify that any vacancy in the membership or on the board that is not filled by the members within 30 days of such vacancy may be filled by the board. - allow directors to be reimbursed for reasonable expenses incurred in the performance of their duties to the corporation but are not otherwise entitled to compensation for their services. In addition, the members of the corporation approved the removal of all members without cause and to fix the number of members of the corporation at zero (0). However, the amended bylaws left the membership provisions intact. The board could decide at a future date to appoint members with the rights and obligations of such members to be determined in accordance with the bylaws as in effect at such future time.”

“The form 990 is reviewed by the president/ceo, coo, outsourced accounting firm, finance/audit committee, and the chairman of the board before it is filed. In addition, a copy of the final form 990 is provided to all board members before it is filed.”

“The board of directors has a written conflict of interest policy. Pursuant to the policy, directors who believe a potential transaction with uses may involve a conflict must report that transaction and all material facts in writing to the executive committee. No involved director may be present for the discussion or vote, nor may such director influence or make recommendations with respect to such vote. A disinterested majority of the executive committee (or a disinterested majority of the board, if a majority of the executive committee is disqualified from acting) will vote on the transaction. Approval shall be based on a finding that the transaction is fair to uses and in the best interests of the organization, that it appears that uses cannot obtain a more advantageous arrangement with reasonable effort and that the transaction will not constitute an excess benefit under section 4958 to the internal revenue code. Annually, each board member will sign a statement provided by uses to the effect that he/she has read and understands this policy and agrees to comply with it. The director will also disclose on that statement information relating to potential conflicts of interest. In addition, the organization has a separate conflict of interest policy that is applicable to all employees (including officers and key employees) which requires disclosure of potential conflicts to immediate managers and/or hr.”

“The board of directors reviews and approves the compensation of the executive director. In fy15, the organization engaged an independent search firm to search for prospective candidates and to assist with determining an appropriate compensation package for a new ceo. In order to determine the compensation package, the search firm provided salary information for comparable positions in boston, considered the compensation paid to the previous ceo, and surveyed the final five candidates for what they were seeking in compensation. In addition, prior to engaging the search firm, several other consultants were interviewed, and they each provided what they felt was an appropriate range for the ceo's compensation. The final compensation amount was approved by the board in december 2014. The deliberations and decision were contemporaneously documented. There have been no significant changes to the president's/ceo's compensation. Form 990, part vi, section b, line 15b the organization did not compensate any other employees meeting the irs definitions of officers or key employees.”

“The organization makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”

“In july of 2017, after a comprehensive strategic planning process, uses launched a bold, renewed vision to disrupt the persistent cycle of poverty in our community by helping children and their families leverage resources to achieve economic mobility. To fully align programming to our new mission, uses made the decision to eliminate some programming and integrate others. Arts and family engagement were absorbed into existing programming, while adult basic education and senior services programs closed effective july 1, 2017.”

“Direct care consultants: program service expenses 14,854. Management and general expenses 0. Fundraising expenses 0. Total expenses 14,854. Other professional fees: program service expenses 243,157. Management and general expenses 206,274. Fundraising expenses 48,444. Total expenses 497,875.”

“Process did not change from prior year.”