Trinity Park Conservancy

“The organization amended and restated its bylaws. Changes included the allowance of voting by proxy, the allowance of multiple Vice-Chairpersons, modifications to the tenure limitations for Officers and Directors, and updates to the duties of Officers and Directors and other provisions to reflect current best practices in nonprofit governance. A clause was added to formalize the Board's responsibility for setting the compensation of Officers, which was not referenced in the previous bylaws. The organization's Certificate of Formation was amended and restated concurrently with the bylaws.”

“The Conservancy ensures that its required tax returns are submitted accurately and timely to the Internal Revenue Service. These include, but may not be limited to, the Form 990, Form 990-T if appropriate, and Forms 941. It may engage Contractors and/or Consultants, including its Payroll Processing Contractor and/or its Independent Certified Public Accounting firm to assist with the preparation and submission of those reports. The Form 990 and Form 990-T if appropriate, are reviewed and approved by the Finance Committee and is provided to Board of Directors prior to submission to the IRS.”

“The Conservancy ensures that each Officer, Director, Employee or Committee Member of the organization has completed and signed a Conflict of Interest form at least annually. If a conflict arises, a panel of disinterested Directors or Committee members will be assembled and will determine by majority vote whether the transaction and arrangement is reasonable and fair to the Conservancy. If it is determined that the transaction or arrangement is reasonable and fair to the Conservancy, then the disinterested Directors or Committee members by majority vote may approve the proposed transaction or arrangement. Detailed minutes of the meeting will be recorded. The following transactions or arrangements shall not be subject to the requirements of this policy: a wholly gratuitous transfer of assets or promise to transfer assets to the Conservancy, an interest-free loan to the Conservancy, and a wholly gratuitous lease to the Conservancy.”

“The Board of Directors annually evalutates the CEO's performance and sets compensation during the budget process based on comparability data: 1. Salary and Benefit Compensation Studies by independent sources 2. Written job offers for positions at similar organizations 3. Documented telephone calls about similar positions at both nonprofit and for-profit organizations and 4. informaton obtained from the IRS Form 990 filings of similar organizations.”

“CEO and CFO review and determine compensation of other officers and key employees of the Conservancy. The HR system utilized by the Conservancy tracks and records details of annual review and compensation. Comparable data and board approved organization budgeting help to establish amounts.”

“Conservancy's governing documents and conflict of interest policy are made available upon request. Annual financial statements are available upon request and on the organization's website.”