Buffalo Niagara Partnership Inc

“Dorothy gallagher-cohen and arthur wingerter; dorothy gallagher-cohen serves on the univera regional advisory committee. Dorothy gallagher-cohen and thomas kucharski; dorothy gallagher-cohen serves on the board of directors of buffalo niagara enterprise. Thomas kucharski is the president & ceo of buffalo niagara enterprise. David nasca serves on the univera regional advisory committee. Arthur wingerter is the president of univera healthcare. Thomas emmerling serves on the board of directors for canisius college. John hurley is the president of canisius college. Frank curci serves on the board of directors for kaleida health. Jody lomeo is the president & ceo of kaleida health. Dennis penman serves on the board of directors for wned and healthnow. Donald boswell is the president & ceo of wned and on the board of healthnow. David anderson is the president & ceo of healthnow. David anderson, randall clark, kevin quinn, gary quenneville, john scannel, dennis elsenbeck and arthur wingerter also sit on the board of directors for the buffalo niagara enterprise. Michael cropp, mark czarnecki, and jonathan dandes are members of the university at buffalo council. Randall clark is a director on the university at buffalo foundation board. Mark hamister is a member of the university at buffalo president's counsel. Dr. Satish tripathi is the president of the university at buffalo. All other business relationships between the directors are deemed to be performed in the ordinary course of business on the same terms generally offered to the public.”

“During fiscal year 2015, the partnership updated its bylaws to reflect the responsibilities of the finance and audit committees, the compensation of directors, and the clarification of independent directors.”

“Membership of the corporation shall be corporations, associations, partnerships, and other organizations admitted by the board.”

“Prior to the annual meeting each year, the members of the corporation entitled to vote are provided with a printed proxy ballot containing all the names of all candidates nominated to the board of directors. Each member has one vote for each position filled.”

“By-laws of the corporation may be adopted, amended or repealed at any meeting of members or at any meeting of the board, notice of which shall have referred to the proposed action; provided, however, that if any by-law regulating an impending election of directors is adopted, amended or repealed by the board, there shall be set forth in the notice of the next meeting of members for the election of directors the by-law so adopted, amended, or repealed, together with a concise statement of the changes made.”

“An in-depth review of the final version of the form 990 is done by the chief financial officer of the partnership. A copy of the final verison of the form 990 is then (i) reviewed by the partnership's treasurer with the members of the executive committee of the partnership's board of directors at a regular monthly meeting of such committee and (ii) provided to all members of the partnership's board of directors, in each case, prior to the filing of the form 990.”

“The partnership has a policy in place that is intended to provide guidance for the board and for individual directors in cases where real, apparent, or potential conflicts of interest may arise. Directors are required to act in the best interest of the members of the partnership, not to participate in decisions from which they could benefit financially or materially, regard benefits accruing to immediate family as if the director in question were to benefit, and not to use their positions or information obtained to provide an unfair advantage to them, including cases involving grants for funding and other approvals and appointments. Types of conflicts include self-dealing, accepting benefits, influence peddling, use of confidential information, and post-appointment use of information. It is the responsibility of each director to disclose in writing to the chair of the board of directors the existence of any conflict of interest. The executive committee of the board of directors decides whether a director may participate in any discussions or vote on the issue that has given rise to conflict. Should a director be found to be in conflict of interest that has not been disclosed to the board as required, the board may require the director to provide full disclosure of the nature of the conflict and/or remove said director from the board.”

“The compensation committee of the board of directors meets annually and recommends a salary increase and/or bonus based on the executive's reasonable attainment of performance benchmarks as previously adopted for the current employment year and in comparison with her peers based upon the most current american chamber of commerce executives salary data.”

“Copies available upon request.”

“All payroll and human resources functions have been outsourced to the alcott group - a professional employment organization. This contract establishes a co-employment relationship between the partnership and the alcott group. Under this relationship, the alcott group assumes responsibility for human resource compliance and payroll and employee tax compliance. All payroll filings for the partnership's employees are filed by and included as part of the alcott group.”

“The process has not changed from the prior year.”