Browne Academy

“The Form 990 was reviewed by the Finance and Audit committees and upon completion of the review it was sent to the remaining members of the Board for review and comment prior to its submission.”

“The Board of Trustees are required to disclose any conflicts of interest and these are reviewed on an annual basis.”

“The Head Support Committee of the Board of Trustees”

“obtains comparative data on head salaries from recognized independent sources as related to the local and national markets for like institutions. This data is reviewed and any changes in compensation are determined on the basis of this review.”

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

“Section 1. The Board of Trustees will consist of not less than ten (10) (was 7) nor more than twenty (20) members. Included in this number will be the Head of School who shall be an ex-officio, non-voting member. The Head of Schools (was President) presence at meetings shall not be counted as part of a quorum. Section 3. Trustees service on the Board shall be limited to two (2) consecutive terms, with each term lasting for a period of three (3) years . Except when a vacancy is being filled as described in Section 5, terms shall begin on September 1. Notwithstanding the foregoing, any Trustee who is already serving as Chair of the Board at the time of expiration of the two (2) consecutive terms may continue to serve as a Trustee if there is a compelling need for continuity for such person to continue to serve as Chair. Any Trustee who leaves the Board because of the expiration of the limits set forth herein may be eligible for re-election one (1) year after their departure. Trustees shall serve for an initial three-year (3) term and shall, with recommendation of the Committee on Trustees and approval of a majority vote of the Board of Trustees, be eligible for election to and renewal term of three (3) (was 4 years) years. Section 5. Chair of the Board. If any trustee tenders their resignation to take effect at some future time, the Board shall have the authority to elect a successor to take office at such time as the resignation becomes effective. Election of successor trustee shall be conducted in accordance with Section 7. Section 6. In the event of the resignation, death, or disqualification of a trustee, or termination from office, the vacancy for the remainder of the departing trustees term shall be filled by the Chair or the affirmative vote of a majority of the remaining trustees. Article III- Officers of the Board - Section 4. All officers (was the Chair and Vice Chair) shall be elected every three years upon nomination by the Committee on Trustees and elected by a majority vote of the Board of Trustees. All officers was Chair and Vice Chair) shall serve for no more than two (2) consecutive three-year terms, except that the Board may approve terms in unusual or extraordinary circumstances. Section 6. The Vice Chair shall have such powers and shall perform such duties as may be assigned to them by the Board or the chair. In the absence of the Chair, the Vice Chair shall perform all duties of the Chair. Section 7. The Secretary shall see that a complete record is kept of the proceedings of all Board meetings and shall be responsible for maintaining the Policy Manual of the Board. They shall have access to the seal of the corporation to be affixed to any document requiring a seal, said seal to be kept for safekeeping by the Head of School. They also shall perform such additional duties as may pertain to his/her office or be assigned to them by the Board. Section 8. The Treasurer shall be the custodian of all funds and securities of the School and shall see to it that proper charge is taken of the funds and disbursements of the organization, that all monies are deposited in a designated depository in the name of the organization, and that such funds are disbursed as may be ordered by the Board, with proper vouchers being taken therefore. The Treasurer shall generally supervise the accounting and bookkeeping of the School, shall report regularly to the Board as to the financial condition and results of the operation of the school, and shall have such other powers and duties as may be prescribed from time to time by the Chair or the Board. The Board and Head of School may delegate to an administrative salaried employee of the school any of the foregoing duties, including the signing of checks or other orders for payment of money as the Treasurer shall specifically designate.”