New Jersey State Bar Foundation

“The organization is an affiliate of new jersey state bar association ("association"); a related internal revenue code section 501(c)(6) tax-exempt organization. The organization's federal form 990 was provided to each voting member of its governing body (its board of trustees) prior to filing with the internal revenue service ("irs"). In addition the organization's finance and operations committee performed a detailed review of the federal form 990 prior to providing it to each voting member of its board of trustees. The organization's board of trustees has delegated the finance and operations committee the responsibility to oversee and coordinate the federal form 990 preparation, review and filing process. As part of the organization's federal form 990 tax return preparation process, the organization hired a professional cpa firm with experience and expertise in not-for-profit tax return preparation to prepare the federal form 990. The cpa firm's tax professionals worked closely with the organization's executive director and the association's finance personnel ("internal working group") to obtain the information needed in order to prepare a complete and accurate tax return. The cpa firm prepared a draft federal form 990 and furnished it to the organization's internal working group for their review. The organization's internal working group reviewed the draft federal form 990 and discussed questions and comments with the cpa firm. Revisions were made to the draft federal form 990 where necessary and a final draft was furnished by the cpa firm to the organization's internal working group for final review and approval. The final form 990 was then presented to the members of the organization's finance and operations committee. Following the finance and operations committee's review the final federal form 990 was provided to each voting member of the organization's governing body prior to filing with the irs.”

“The organization is an affiliate of new jersey state bar assosication ("association"); a related internal revenue code section 501(c)(6) tax-exempt organization. The organization and association have a written conflict of interest policy which is regularly monitored and enforced for compliance. The policy requires that a conflict of interest disclosure form consistent with best governance practices and internal revenue service guidelines be circulated to trustees and officers ("covered individuals") annually. The board of trustees requires full disclosure of all actual and potential conflicts of interest. Each covered individual must disclose any and all facts that may be construed as a conflict of interest, both through the annual disclosure process and whenever such actual or potential conflict occurs. The board of trustees evaluates and determines whether or not a conflict of interest exists, and whether or not such conflict materially and adversely affects the interests of the organization. A covered individual whose potential conflict is under review may not debate, vote or otherwise participate in the determination discussion. If the board determines that an actual or potential conflict of interest does exist, the board is responsible for determining an appropriate remedy.”

“The organization is an affiliate of new jersey state bar assosication ("association"); a related internal revenue code section 501(c)(6) tax-exempt organization. The association's board of trustees has an executive committee ("committee"). The committee has adopted a written executive compensation policy which it follows when it reviews and approves of the compensation and benefits of the organization's executive director. The committee reviews the "total compensation" of the organization's executive director which is intended to include both current and deferred compensation and all employee benefits. The committee's review is done on at least an annual basis and ensures that the "total compensation" of the executive director is reasonable. The actions taken by the committee enable the organization and association to receive the rebuttable presumption of reasonableness for purposes of internal revenue code section 4958 with respect to the total compensation of its executive director. The three factors which must be satisfied in order to receive the rebuttable presumption of reasonableness are the following: 1) the compensation arrangement is approved in advance by an "authorized body" of the applicable tax-exempt organization which is composed entirely of individuals who do not have a "conflict of interest" with respect to the compensation arrangement; 2) the authorized body obtained and relied upon "appropriate data as to comparability" prior to making its determination; and 3) the authorized body "adequately documented the basis for its determination" concurrently with making that determination. The compensation of the executive director is reviewed and approved by the executive committee, provided that persons with conflicts of interest with respect to the compensation arrangement at issue are not involved in this review and approval. The compensation of the executive director is reviewed and approved taking into consideration, where applicable and appropriate, data as to comparable compensation for similarly qualified persons in functionally comparable positions at similarly situated organizations. The association's secretary ensures there is contemporaneous documentation and recordkeeping with respect to the deliberations and decisions regarding the compensation arrangement.”

“Organization's filed certificate of incorporation and any amendments can be obtained and reviewed through the state of new jersey department of treasury. In addition, the organization's governing documents, including its conflict of interest policy and audited financial statements are made available to the public upon request.”

“Certain board of trustee members and officers listed on core form, part vii and schedule j of this form 990 may hold similar positions with both this organization and new jersey state bar association; a related internal revenue code section 501(c)(6) tax-exempt organization. The hours shown on this form 990, for board members who receive no compensation for services rendered in a non-board capacity, represent the estimated hours devoted per week for this organization. To the extent these individuals serve as a member of the board of trustees of the association, their respective hours per week per organization are approximately the same as reflected on this form 990. The hours reflected on part vii of this form 990, for the paid officer, reflect total hours worked per week on behalf of this organization and the association; not solely this organization.”

“During November 2016, the Foundation approved changed to the bylaws. These changes permit 4 additional trustees for a total of up to 27 trustees. In addition, the number needed for a quorum was changed to 15 trustees.”

“An independent cpa firm audited the financial statements of new jersey state bar foundation for the years ended june 30, 2017 and june 30, 2016; respectively and issued a financial statement. An unqualified opinion was issued each year by the independent cpa firm. The organization's finance and operations committee assumes responsibility for oversight of the audit of the organization's financial statements and the selection of an independent auditor.”