Connecticut Junior Republic Association Incorporated

“The board of directors, by resolution, shall designate not less than five (5) nor more than nine (9) directors of the corporation, two of whom shall be the chair and vice chair, to constitute an executive committee, which committee shall have, and may exercise, all authority of the board of directors, except for matters of overall policies and objectives of the corporation, general oversight of all committees of the board of directors and such other matters for which the board of directors retains or revokes authority of the executive committee by resolution of the board of directors. Meetings of the committee shall be upon the call of the chair or any two members of the committee.”

“The organizations sole member is mary buel memorial, incorporated as described in schedule r.”

“The board of directors of the organization are elected by its sole member annually. The sole member also has the right and power to remove members of the board of directors at any time, vote on all matters in accordance with the connecticut nonstock corporation act and act on any matters as permitted by the organization's bylaws.”

“The organizations board of directors has assigned the duty of reviewing the annual form 990 to its standing audit committee. The annual form 990 is prepared by the organizations accounting firm working closely with the chief financial officer and president and ceo. Copies of the completed return are provided to the audit committee for review before filing. Upon review and approval by the audit committee, copies of the 990 form are provided to all board of director members before the return is filed. The return is then filed with the internal revenue service as required.”

“All board of director members, officers and key employees of the organization are required to complete a conflict of interest statement of disclosure annually. This disclosure statement requires the individual to answer a series of questions regarding transactions, events, and circumstances which could lead to conflicts of interest. The disclosure statement also requires that individual to sign that they have read and understand the organizations conflict of interest policy and that their responses to the questions are complete and accurate. The completed annual conflict of interest disclosure statements are reviewed by the president and ceo and chief financial officer of the organization. The president and ceo and chief financial officer contact any individual if there are questions or answers to the questions on the disclosure statement that need clarification or further research. If it is deetermined that a conflict does exist with respect to a matter, the organization enforces the policy by making sure that the person with the conflict does not participate in the decision-making process. Contemporaneous documentation is maintained of how all conflict matters are resolved. The chieef financial officer maintains records of individual business transactions and relationships reported on the disclosure statements as well as known transactions from accounts payable and general ledger records. These transactions and other conflict matters are compiled and provided to the organizations accounting firm for inclusion in the annual 990 return as necessary.”

“Form 990, part vi, line 15a - compensation process for top official executive compensation committee process and procedures: the executive compensation committee allows the organization to take a systematic approach to managing its executive compensation plan. The committee gives leadership and governance to the president and ceo's annual compensation and reports to the board annually. In keeping with the oversight and fiduciary responsibilities of the board, the executive compensation committee is a standing committee of the board of directors. The executive compensation committee is given the authority and has been designated by the board of directors to determine the total compensation package of its president and ceo. Also, this committee completes the president and ceo's performance review. The committee is comprised of officers of the board and other board members. All members of the committee serve for a minimum of one full year. This is an independent body of volunteers with knowledge of the president and ceo's contributions to the organization, who have no family relationship, professional associations or business relationship with the persons under review. They are active volunteers who hold or may have held leadership positions with the organization. The role of the executive compensation committee is to provide the necessary direction to and oversight of the organiaztion's executive compensation program and to develop the total compensation and benefits package of the president and ceo. Performance measurement and comparative compensation data: the president and ceo provides the executive compensation committee with an annual report consisting of priorities/outcomes from the previous year as well as priorities for the upcoming year. Compensation data from an independent source is reviewed and the compensation of president and ceo is considered in relation to other organizations based on the committees knowledge of those compensation amounts. Form 990, part vi, line 15b - compensation process for officers compensation for the chief financial officer and other key top management positions is determined by the president and ceo. The president and ceo has specific knowledge of the job requirements for these positions and the requried performance in meeting the metrics of the position. The president and ceo incorporates comparable information provided by outside sources during the performance evaluation process to determine the appropriate compensation for these individuals. The compensation for these positions is included in the organizations annual budget which is approved by the board of directors each year. The process described here was last completed in 2025.”

“The organization's governing documents, conflict of interest policy, annual audited financial statements and annual 990 filing are available for inspection by members of the public at the organizations place of business during normal business hours. Appointments for review of these documents must be made with the treasurer of the organization in advance.”