Elisabeth Morrow School Inc

“The board of directors amended the by-laws in october 2024 and june 2025. The october 2024 changes to the by-laws state that only the board of directors has the power to authorize the use of affiliated organizations as well as approve their bylaws. In addition, only the board has the authority to permit the use of ems identifying intellectual property. Finally, the bylaws changed the quorum of board members needed to approve a transaction from 1/2 the members to 2/3 of the members. The june 2025 revisions to the by-laws changed the number of consecutive years for board membership from twelve years to nine years.”

“The organization has its form 990 prepared by an outside accounting firm. It is then provided to all members of the finance committee for their review. All members of the board of trustees receive a complete copy of the 990, with the exception of schedule b, prior to filing with the irs.”

“The organization has a written conflict of interest policy which applies to its officers, trustees, and key employees. Such persons are required to disclose annually, and as they may arise, any interest that could give rise to a conflict. Disclosures are reviewed by the organization's board of trustees who makes the determination as to whether the transaction involves a substantial financial interest and whether to approve the transaction. The interested person must abstain from the discussion and vote on the transaction, agreement or arrangement.”

“On an annual basis, the executive committee of the board of trustees determines the head of school salary with guidance from nais data and peer school data with consideration for location and size. Annual adjustments in the hos compensation are determined on meeting the mutually agreed hos goals, results from board of trustee evaluation and the executive committee evaluation. Compensation of key employees is determined during the hiring process by the hos with comparable multi-year data of similar organizations available (nais data). Annual adjustments for key employee compensation is made by the hos.”

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

“The organization's entire board of directors assumes responsibility for oversight of the audit of the organization's financial statements and the selection of an independent accountant. The process has not changed from the prior year.”