Carmel Housing Development Fund

“The project purchases management services from an unrelated management services corporation, stanan management corp. The management company manages the building. They collect rent, pay bills, oversee the maintenance of the building and re-certify tenants annually to insure compliance with hud requirements. Management fees for the year ending september 30, 2019 were $10,000. No current or former officer, director, or key employee were compensated by the management company during the 2019 fiscal year.”

“The association of new york catholic homes, inc. Is the sole member of the project.”

“Directors of the organization shall be elected by the sole member of the corporation at the annual meeting of the member. In the event of a vacancy on the board of directors, a successor for the balance of the term of such vacancy may be elected by the member of the corporation at any meeting of the member.”

“Taking into consideration the recommendations of the board of the corporation, and in accordance with the provisions of the new york not-for-profit corporation law, the vote of a majority of the directors of the member then in office at its annual, regular or special meeting held upon notice of the proposed action shall be required for the following actions: - election of directors of the corporation - election of the chair of the board of the corporation - any amendment to the certificate of incorporation, by-laws or mission statement of the corporation - approval of any major capital improvement with a cost in excess of $100,000 - approval of any debt incurrence secured by the property, revenues, or other assets of the corporation - approval of any unsecured debt incurrence in an amount greater than $3,000,000 or 5% of the corporation's operating budget - approval of any transaction that requires approval in accordance with the member's by-laws - approval of the establishment of a new related entity of the corporation taking into consideration the recommendations of the board of the corporation, and in accordance with the provisions of the new york not-for-profit corporation law, the vote of two-thirds of the directors of the member then in office at its annual, regular or special meeting held upon notice of the proposed action shall be required for the following actions: - approval of (i) the purchase, sale, mortgage or lease of real property which constitutes a material portion of the assets of the corporation or (ii) the sale, assignment or other disposition of all or a material portion of the assets of the corporation - approval of any merger, consolidation, purchase or joint operating agreement involving the corporation - approval of any plan of dissolution or liquidation of the corporation - removal with or without cause of any or all of the directors - removal with or without cause of any or all of the officers elected by the member, or elected by the board with the approval of the member”

“There are no committee's with authority to act on behalf of the governing body.”

“A tenative draft of the form 990 (before it finalized and sent to the irs) is sent to the organization's legal counsel (via email), who reviews and discusses the return with the governing body along with the underlying financial statements. Any suggested changes or comments and questions is documented and addressed until the return is finalized and approved for filing.”

“Annually, each officer, director or trustee is required to sign the conflict of interest policy stating that they are or are not of aware of any potential conflicts. If there is a potential conflict, then the board must be immediately notified. The board will discuss the potential conflict and vote on it prior to awarding any contracts. The board member or officer who has the conflict will be excused from voting on the matter.”

“The organization makes its form 990 available for public inspection as required under section 6104 of the internal revenue code. The return is posted on guidestar.org and other similar types of websites. In addition, the financial statements, articles of incorporation, form 990, and by-laws are also available upon written request or by calling the organization directly.”