Innocence Project of Texas

“The Executive Committee is comprised of five elected members of the Board of Directors and is the functioning authority of the Organization between meetings of the Board of Directors. As such, it has and can exercise the authority of the Board of Directors in the management of the Organization, subject to specific limitations.”

“The Executive Committee did not meet during the year.”

“This Form 990 was provided to the Executive Director, Managing Director, and Treasurer via email for review. It was then forwarded to all other board members for comment before approval.”

“Persons covered - Directors may not obtain for themselves, their relatives, or their friends a financial or material interest of any kind from their connection with IPTX.Monitoring proposed or ongoing transactions for conflicts of interest - The director must promptly make full disclosure of the situation to the disinterested directors on the board. Each covered person must annually sign a statement which affirms that such person received a copy of the policy, agrees with the spirit and intent of it, and agrees to report any possible conflicts that may develop.Dealing with potential and actual conflicts, the level at which actual conflicts are reviewed, and restrictions imposed on the interested person - The qualified directors will discuss and, depending on the nature of the conflict, vote on either (a) whether or not to continue the transaction at issue or (b) measures to address the situation at issue. Directors subject to a conflict shall not be permitted to be present or to participate in the deliberations or vote of the qualified directors with respect to such conflict. Recusal of the director shall require such director to physically remove himself or herself from the communication. Resolution of the matter may include (a) approving or disapproving any transaction or situation at issue; (b) requiring the director to remove himself or herself from positions in which the conflict of interest exists until there is no longer a conflict; or (c) requiring the director to discontinue, reduce, or modify his or her participation in the board, committees, or task forces where the conflict exists. In addition to these procedures, directors have an obligation to address any perceived conflict of interest of other directors if they are aware of such conflicts with respect to matters pertaining to IPTX.”

“The Executive Committee considers wages of executives at similar organizations, unanimously approves the Executive Director's compensation, and contemporaneously documents the entire deliberation, comparability data viewed, and decision in the minutes. This process was last undertaken in 2021, with only minor cost of living and similar adjustments made since.”

“No such individuals were compensated during the year.”

“These are available upon request.”