Depaul School for Hearing and Speech

“The organization has a member board that elects the members of the governing body and approves the signficant decisions of the governing body.”

“Individuals are nominated for a board position. The board nominating committee brings the name and resume of an individual to the board for review, discussion and then approval. The member board has final approval.”

“The member board has the power to change the philosophy, objectives and purposes of the corporation for which it was and is formed and exists; to amend, alter, modify or repeal the articles of incorporation and by-laws; acquire, purchase, sell, lease, transfer or encumber, construct or undertake the destruction of land and/or buildings owned by the corporation or in which the corporation has or will have equitable or legal title; to merge, consolidate, affiliate this corporation with another corporation; to dissolve or terminate the existence of this corporation and to determine the distribution of assets upon such termination or dissolution in accordance with the corporate articles; and to appoint certain individuals to be honorary directors in recognition of meritorious or faithful service to the corporation or in recognition of distinguished achievement from time to time.”

“Prior to filing the return, the form 990 was presented to the executive director, the business office manager, and the finance chairman by a representative from the organization's accounting firm. A copy of the filed form 990 is placed in the board portal for their information and review.”

“Conflict of interest in connection with any actual or possible conflicts of interest, an interested person must disclose the existence of his or her financial interest and must be given the opportunity to disclose all material facts to the trustees and members of committees with board-delegated powers considering the proposed transaction or arrangement. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he or she shall leave the board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists. The board or committee shall investigate alternatives to the proposed transaction or arrangement. If a more advantageous transaction or arrangement is not reasonably attainable under circumstances that would not give rise to the conflict of interest, the board or committee shall determine by a majority vote of the disinterested trustees whether the transaction is fair and reasonable to the corporation and shall make its decision as to whether to enter into the transaction or arrangement in conformity with such determination. If the board or committee has reasonable cause to believe that a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. If, after hearing the response of the member and making such further investigation as may be warranted in the circumstances, the board or committee determines that the member has in fact failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action. Each trustee, principal officer, and member of a committee with board-delegated powers shall annually sign a statement which affirms that such person: a. Has received a copy of the conflicts of interest policy, b. Has read and understands the policy, c. Has agreed to comply with the policy, and d. Understands that the corporation is a charitable organization and that in order to maintain its federal tax exemption it must engage primarily in activities that accomplish one or more of its tax-exempt purposes.”

“The compensation of the executive director is determined by using comparability data.”

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