Fidelis

“The by-laws were amended to establish an executive committee, which exercises the powers of the board of directors when the board is not in session. A majority of the executive committee must approve any action or resolution of the board of directors. New members of the board of directors are eligible for appointment only with approval of the executive committee. The amendments also allow for the nubmer of directors to be increased or decreased from time to time by amendment to the bylaws. Future amendments to the by-laws are now required to have an affirmative vote by a majority of the executive committee and two-thirds majority of the entire board of directors.”

“Corporation non-voting membership is open to individuals who support the purposes and policies of the corporation. Membership may be obtained by donating at least $1 annually as prescribed by the board of directors or affirming annually the desire to be a member as prescribed by the board and, one of the following: voting in an annual election on a policy question, or completing a membership survey. Benefits of becoming a member include participation in an annual survey and access to exclusive news and commentary.”

“The organization has no committees with authority to act on behalf of the governing body.”

“A draft of form 990 was electronically disseminated to all directors. Any questions related to the return were discussed and resolved, and the board approved form 990 prior to filing.”

“The board of directors has directed the president to hold a weekly status telephone conference to update key staff and any participating board members on all relevant issues related to management and operations of the organization. In each of these weekly calls, the board of directors is invited to participate. As a part of this weekly status call, key staff and officers are expected to disclose any and all issues that may involve a conflict of interest between staff, officers or key employees. If and when any issue of concern is raised, the president is required to notify the board in its entirety. The board may elect to initiate an official meeting of its members or of the compensation and audit committee to resolve the conflict. The board compensation and audit committee is made up of all non-compensated members of the board of directors, and constitutes a majority of the board. This committee is authorized to act upon and resolve any conflicts of interest brought to the attention of management or the board of directors.”

“The board created an audit and compensation committee to review and approve compensation for the president/ceo. The board reviewed relevant data concerning comparable compensation for the president/ceo of similar organizations and approved compensation based on this and other data. There are no other compensated officers or key employees other than the president/ceo.”

“The governing documents, conflict of interest policy, and financial statements are available upon request.”

“Brian burch, the president, spends an average of 25 hours per week of his time at a related organization, fidelis center for law and policy, a 501(c)(3) organization.”

“Consulting: program service expenses 716,632. Management and general expenses 143,192. Fundraising expenses 502,511. Total expenses 1,362,335. Payroll service fees: program service expenses 0. Management and general expenses 19,665. Fundraising expenses 0. Total expenses 19,665. Public relations: program service expenses 213,112. Management and general expenses 0. Fundraising expenses 0. Total expenses 213,112. Other professional fees: program service expenses 94,897. Management and general expenses 31,334. Fundraising expenses 0. Total expenses 126,231. Professional development: program service expenses 0. Management and general expenses 15,000. Fundraising expenses 0. Total expenses 15,000. Voter/donor education: program service expenses 1,448,492. Management and general expenses 0. Fundraising expenses 3,669. Total expenses 1,452,161.”

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