Energy & Mineral Law Foundation

“Certain board members are partners in the same law firm.”

“The board of trustees shall make provisions for annual membership in the foundation, which shall be open to all corporations, firms, attorneys, landmen, law and graduate students and other persons active in natural resources or associated with the energy and mineral resources industry. The board of trustees may provide for different classes of annual membership. Annual members shall not have the power to vote unless otherwise determined by the board of trustees. Dues, special assessments and admission fees, if any, for regular, affiliate, and any other classes of membership which may be created shall be established, from time to time, by the board of trustees, and the prompt payment of same after notice shall be a condition of continued membership unless such delinquency is waived by the board of trustees.”

“Section 1. Board of trustees. The management, control and governance of the foundation shall be vested in a board of trustees (hereinafter individually or collectively referred to as the "board or the "trustees") which shall have all powers conferred by law and these by-laws, including the power to regulate the internal affairs and business of the foundation in such manner as the trustees may determine. The trustees shall, in all cases, act as a board, and it may adopt such rules and regulations for the conduct of its meetings and the management of the foundation as it deems proper to the extent such rules and regulations are not inconsistent with these by-laws, laws of the commonwealth of pennsylvania and/or the united states internal revenue code. Section 2. Composition of the board of trustees. The board shall be composed of members of emlf, regardless of membership type, and shall be designated as one of the following: a. Trustees-at-large. Trustees-at-large elected to the board at the regular meeting will serve a three (3) year term, beginning on july 1 and ending on june 30 of the 3rd year, with no limit on the number of successive terms. All past- presidents of the foundation shall automatically be deemed a trustee-at-large and serve on the board indefinitely or until such time as they self-elect to become an honorary trustee or are otherwise removed in accordance with section 3(b). B. Honorary trustees. Honorary trustees elected to the board at the regular meeting shall have the right to serve on the board indefinitely or until such time as they are removed in accordance with article ii, section 3(b). Honorary trustees should be persons who have given substantial service to the foundation regardless of membership status. Honorary trustees shall not have the right to vote but shall have all other rights and privileges afforded to a trustee-at-large. C. Member law school trustees. Each law school which is a member of emlf (each, a "member law school") shall be represented on the board by one individual from the member law school. The designated individual will be referred to as a "law school trustee and shall have the same rights and privileges as a trustee-at-large. Law school trustees may be appointed by the member law school; however, if the member law school does not appoint a law school trustee, a professor at the member law school may self-appoint him/herself by providing notice to the executive director of his/her wish to represent the member law school. In all instances, the appointment of a law school trustee by the member law school will control over a self-appointment. Law school trustees shall have the right to serve on the board indefinitely, subject to article ii, section 3(b) and this paragraph. Section 3. Nomination and election to, and removal from, board of trustees. A. Nominations and election. Any member of emlf may nominate another member to be an honorary trustee or trustee-at-large by electronic mail (hereinafter "e-mail") to the executive director during the annual call for nominees. The nominating committee will review all submitted names along with any trustees-at-large whose three-year term is expiring to determine which members will be presented to the board for election. The nominating committee will also review that status of trustees identified by the executive director as candidates for removal from the board or change of trustee designation in accordance with section 2(c) of this article ii and this section. The recommendations for election, re-election, removal and change of trustee designation shall be presented to the board for approval at the regular meeting. The term for all trustees elected to the board shall run from july 1 thru june 30 of the following year.”

“The organization's board of trustees will be notified by email that the form 990 is available for their review on the organization's web site. The organization's executive committee is empowered to act in the capacity of the board of trustees if the board is not in session. The executive committee will review the form 990.”

“Done through committee meetings and board meetings.”

“The executive committee of the organization performs a performance evaluation of the executive director and the office and web administrator. The executive committee bases their compensation recommendations for the executive director on comparisons with individuals in executive positions with comparable responsibilities and comparable performance in organzations that are similar to the energy and mineral law foundation. The compensation of the office and web administrator is determined by the executive committee with reference to the executive director's recommendation, based on her performance review.”

“The organization makes its governing documents and policies available on its website and upon request. The form 1023 is available upon request. The form 990s are available upon request and at www2.guidestar.org.”

“Change in beneficial interest in perpetual trust 124,554.”

“The method did not change from the prior year.”

“The method did not change from the prior year.”