Institute for Economic Development Inc.

“The chair of the board shall annually appoint an executive committee. When the board of directors is not meeting, all powers and authorities granted to the corporation pursuant to the bylaws shall be vested in the corporation's executive committee. The executive committee shall be composed of the following members: (1) the chair/president of the board of directors and all other officers of the board as defined in the corporation's bylaws; (2) up to three additional board members as appointed by the chair/president after his or her election at the annual meeting; and (3) the executive director of the corporation, who shall serve as an ex-officio, non-voting member. The executive committee does not have the authority to: (1) make any unbudgeted expense or loan obligation in excess of $10,000 not previously approved by the board of directors, and (2) amend the bylaws or other rules adopted by the board.”

“There is a management agreement between chester economic development authority (ceda) and the organization for management services, including services typically performed by an executive director. The organization pays ceda a monthly service fee for management and executive director services provided. The total professional fees paid to ceda for the fiscal year were $74,848.”

“The bylaws were amended on december 21, 2021 as follows: (1) these provisions were eliminated: officers of the corporation, except the secretary, shall be members of the board of directors. The positions of chairman and vice chairman, and the positions of president and vice-president shall be filled by two board members representing not-for-profit entities and two board member representing for-profit entities. No board member is eligible to serve as chairman without having first served a full term in the preceding year as vice chairman. No board member is eligible to serve as president without having first served a full term in the preceding year as vice president. These offices shall be rotated annually among board members representing not-for-profit entities and for-profit entities such that at any time the offices are held by board members representing entities as follows: (a) chairman (not-for-profit), president (for-profit), vice chairman (for-profit), vice president (not-for-profit), or (b) chairman (for-profit), president (not-for-profit), vice chairman (not-for-profit), vice president (for-profit) (2) the officer position of president was combined with the chair position. The duties of the president were moved to the vice chair/vice president position. (3) the officer position of vice president was combined with the vice chair position. (4) the executive director is now under a formal agreement for professional services. (5) a fiscal policy outlining the authority of the executive director to execute contracts and approve invoices was adopted. (a) the executive director has financial authority to execute contracts, approve invoices, and sign checks for expenses of $5,000 or less. For expenditures greater than $5,000, two signatures on a check request form are required from any of the following: the executive director, chair, vice chair, or treasurer. The board may authorize additional signors to the account. (b) in the event there is an expense greater than $5,000, requiring the execution of a written contract, the executive director may sign the contract based on the following criteria: (1) the expenditure was included in the current year fiscal budget that was approved by the board, and a second signature for payment has been secured; and (2) the board approved a motion for the execution of the contract and payment of fees, and a second signature for payment has been secured. (3) in all other circumstances, the contract shall be executed by the chair of the board. (c) prior to submitting an expense report for payment, the executive director shall submit the report to a member of the executive committee for approval. (6) an executive committee was added. See the schedule o disclosure for form 990, part vi, section a, line 1a for a descripton of the executive committee.”

“The form 990 is prepared by an independent accounting firm. The executive committee of the board will review the form 990 prior to filing and will provide each voting member of the governing body a copy prior to its filing with the internal revenue service.”

“The board reviews and approves the conflict of interest policy annually. When the written policy is provided to the board, they are asked to disclose known conflicts or verify that none exist.”

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