Foundation for Individual Rights and Expression Inc.

“The executive committee shall be composed of the officers of the corporation. The executive committee shall be authorized to act for the board between its regular meetings. The executive committee shall have and may exercise all of the powers and authority of the board in the management of fire, except for the following: the changing of the principal office of fire; the filling of vacancies in the board; the changing of the number of the board of directors; the removal of officers or directors from office; the authorization of a merger or dissolution of fire; the adoption, amendment, or repeal of bylaws; the amendment or repeal of any resolution of the board; or action on matters committed by the bylaws or by resolution of the board to another committee of the board. The executive committee was eliminated when the bylaws were updated on october 25, 2019.”

“The bylaws were updated on october 25, 2019, as follows: 1) a director may now be removed from office, without assigning any cause, by a two-thirds vote of the board. Previously, a majority vote was required. 2) the bylaws may now be amended by a two-thirds vote of the board. Previously, a majority vote was required. 3) no salaried officer, employee of agent of fire may serve as a director. Previously, this was permitted. 4) no director shall be compensated by fire for their service as a director. Previously, this was permitted. 5) the composition and duties of the audit committee were added to the bylaws, as follows. A) the audit committee is comprised of at least three board members who do not receive any type of consulting, advisory or other compensatory fees from fire and who have no material financial interest in any entity doing business with fire. B) in general, the audit committee oversees the accounting and financial processes of fire (along with the treasurer), oversees the audit of fire's financial statements, and maintains fire's conflict of interest and whistleblower policies. Specifically, the audit committee shall: - annually consider the performance and independence of the auditor and retain or renew the auditor; - negotiate the independent auditor's compensation; - confer with the auditor regarding fire's financial affairs; - review with the independent auditor the scope and planning of the audit prior to commencement; - review with the independent auditor: 1) any material risks and weaknesses in the internal controls identified by the auditor; 2) any restrictions on the scope of the auditor's activities or access to requested information; 3) any significant disagreements between the auditor and management; and 4) the adequacy of the corporation's accounting and financial reporting processes; - review and determine whether to accept the audit; - approve performance of any non-audit services provided to fire by the auditor's firm; - ensure with the treasurer that all necessary filings and reports to the attorney general are completed; - report on the audit committee's activities to the board; and - perform any other duties that the board assigns.”

“The form 990 is prepared by an independent accounting firm. Then management, including the executive director, chief operating officer, and president and ceo all review the form 990 in detail. In addition, a complete copy of the form 990 as it will be filed is provided to all board members prior to its filing with the internal revenue service.”

“The board of directors will undertake a review of the matter by making all necessary inquiries deemed warranted by the circumstances. An appropriate organizational response shall be determined by disinterested members of the board of directors. The organization reviews business relationships with all vendors annually. Conflicts involving employees are resolved by the president. Conflicts involving the president or board of directors are resolved by the board of directors. Proceedings are documented in a memo or minutes as deemed appropriate by the circumstances.”

“The compensation committee of the board of directors conducts a compensation study and uses other comparative data to determine appropriate compensation of the president/ceo. The compensation committee reports findings to the board of directors. The board of directors approves the compensation package. The deliberation and final decision are documented timely as part of the committee and board minutes.”

“The conflict of interest policy is made available to the public upon request. The financial statements are available on the website. The governing documents are not made available for public inspection.”

“Professional fees: program service expenses 1,311,111. Management and general expenses 1,018. Fundraising expenses 83,196. Total expenses 1,395,325.”