Amikids Inc (Parent)

“Amikids' governing body consists of twelve executive committee voting members, plus one nonvoting member, the president & ceo. The executive committee meets quarterly. Amikids' board of trustees meets once a year and consists of two representatives from each group member, eleven at-large members, and the twelve executive committee voting members. The representatives of each group member are selected by the group members from their respective boards of trustees and usually include the chairman of the board of each group member. The primary purpose of the annual meeting of amikids' board of trustees is to unify the leadership and direction of the group members. A majority vote of the board of trustees is required to amend amikids' articles of incorporation or bylaws or to overturn the removal of a group member's trustee by the executive committee. All other powers are vested in the executive committee.”

“Amikids is the sole member of each group member, except pcmi properties, inc. (whose sole member is amikids panama city marine institute, inc., a group member). The board of trustees of each group member may appoint two members to the amikids board of trustees. The other members of the amikids board of trustees consist of eleven at large members appointed by the chairman and approved by the board of trustees, the chairman who is elected by the amikids board of trustees, and the members of the executive committee who are selected by the chairman.”

“Amikids' governing body, the twelve member executive committee, has the power to remove and replace members of the board of trustees of the group members. At the annual meeting of the amikids board of trustees, a majority vote of the amikids board of trustees is required to overturn the removal of a group member's trustee. The executive committee may propose changes to amikids' articles of incorporation or bylaws and a majority vote of the amikids board of trustees is required to approve the changes.”

“The amikids' volunteer general counsel, who is a tax attorney with a background and expertise in tax exempt organizations, reviews the draft form 990 and discusses it in detail with amikids' cfo and external accountants. Amikids' salary and incentive committee also reviews the full form 990 and addresses any relevant concerns with the general counsel, cfo and accountants and, once satisfied, provides the form 990 to the executive committee for review. The general counsel presents and discusses relevant portions of the form 990 with the executive committee. A full copy of the form 990 is available on a confidential web site for review and comment by each member of the executive committee before it is filed.”

“Amikids' executive committee members, audit committee members, officers and managers are required to complete and submit a conflicts of interest questionnaire annually. Questionnaires are reviewed annually by external auditors. A person with a conflict must recuse themselves from voting on the matter. Amikids' internal audit department audits reported transactions in depth and reports non-compliance with the conflicts of interest policy to the management of amikids and to the audit committee.”

“The compensation committee reviews the ceo's performance annually and after review of comparable relevant data, recommends the compensation to the executive committee, who then sets the ceo's compensation. The ceo reviews each officer's and key employee's performance annually and after review of comparable relevant data, sets each officer's and key employee's compensation accordingly. The compensation committee reviews the compensation set by the ceo.”

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