The Frick Collection

“Under the bylaws, the Audit Committee of the Board of Trustees has been delegated the function of overseeing preparation of the Form 990. The Audit Committee accordingly meets for the purpose of reviewing and commenting on a draft version of the Form 990 prior to filing. After the Form 990 is approved by the Audit Committee, a copy of the final return (without Schedule B, which is redacted to maintain donor anonymity) is made available to each member of the Board of Trustees before it is filed. The Form 990 additionally is reviewed by management.”

“The conflict of interest policy in effect during the 2013 tax year covers each member of the Board of Trustees, officer, and key employee of the Collection (collectively "covered persons"). Each covered person makes annual written disclosures regarding entities known to do business with the Collection and in which the covered person or a family member of the covered has a personal, business or organizational interest or affiliation. The completed disclosure statements are reviewed by the Collection's General Counsel and Assistant Secretary. The policy additionally requires covered persons to disclose potential conflicts of interest as they arise to the Chair or the Secretary, who in turn make a report to the Board of Trustees or relevant committee of the Board. The Board or relevant committee may refer a conflict of interest to the Audit Committee for consideration and resolution. A transaction involving a conflict of interest for a covered person must be approved by only those Trustees or committee members who do not have a conflict with respect to the transaction. The covered person may not vote on the transaction or participate in discussions of the transaction other than to answer questions or, at the request of the Board or committee, to elaborate on the information presented.”

“Under the bylaws, the Compensation Committee of the Board of Trustees recommends the compensation of the Director and Chief Executive Officer (the "Director") to the full Board of Trustees for its review and approval. The Compensation Committee also is responsible for setting the compensation of the other officers and key employees (who are compensated in their capacity as employees and not as officers) based on the recommendations of the Director. The positions for which this procedure is followed are the Deputy Director and Chief Operating Officer and Assistant Secretary; the Chief Financial Officer and Assistant Treasurer; the General Counsel and Assistant Secretary; the Chief Curator; the Deputy Director for External Affairs; and the Chief Librarian. In determining the reasonableness of compensation paid to each of the foregoing individuals, the Compensation Committee, and the Board of Trustees in the case of the Director, reviews comparability data available for peer organizations, including Forms 990 and published compensation surveys. The compensation analysis is undertaken annually and the most recent meeting of the Compensation Committee for such purposes was held on May 27, 2014.”

“The Collection was incorporated by act of the New York State legislature, and its charter therefore is a public document. The charter also has been published by the Collection. A copy of the Collection's audited financial statements may obtained by written request to the Collection or to the office the New York State Attorney General. Portions of the audited financial statements, such as the statement of financial position and the statement of activities, are reproduced in the Collection's Annual Report, which is available on the Collection's website. The Collection does not make its bylaws or conflicts of interest policy available to the public.”