Easter Seals Rhode Island Inc.

“THE ORGANIZATION'S Bylaws reserve the power to the SOLE MEMBER to APPOINT, REPLACE or REMOVE the BOARD OF DIRECTORS (for any reason at any time).”

“Certain actions, as identified in the Easter Seals Rhode Island, Inc.'s bylaws, require the prior affirmative vote or written consent of the Sole member before the Board of Directors can act: 1. amending, restating or revoking its Certificate of Incorporation or its By-Laws; 2. permit or approve its merger or consolidation with or into any other entity or 3. permit or approve its conversion into another form of entity; 4. take any action, or knowingly fail to take any action, as a result of which action or inaction the Corporation shall cease to qualify as a not-for-profit organization exempt from taxation under Section 501(c)(3) of the U.S. Internal Revenue Code, as amended (the "Code"); 5. adopt a budget or make a material change to an existing budget; 6. divest itself of any line of business, or any other business entity, owned or controlled by it; 7. permit or approve the filing by it of a petition for bankruptcy; 8. permit or approve the sale of all or substantially all or any material part of its assets; 9. commence a lawsuit or other legal proceeding against any person; 10. admit a new member; 11. permit or approve the acquisition of any business or entity; or 12. permit or approve the incurring of any indebtedness for borrowed money.”

“Organization's process used to review form 990 The Form 990 was prepared by an independent accounting firm in conjunction with FEDCAP's financial department. It was reviewed by senior management. A full copy of the 990 was provided to the full board before filing for their review and comment.”

“Conflict of Interest The conflict of interest policy is signed by appropriate Easter Seals Rhode Island, Inc. Employees annually. each member of the Board of Directors signs the conflict of interest policy on an annual basis. Violation of the policy will subject an employee to disciplinary action or immediate discharge. Employees who have knowledge or suspicion of improper conduct or activities by other employees or outside parties doing business with Easter Seals Rhode Island, Inc. are expected to immediately bring it to the attention of the CEO or Director of Human Resources.”

“Easter Seals Rhode Island, Inc. does not compensate any of the officers reported on the Form 990; that compensation is paid by Fedcap Rehabilitation Services, Inc. (an affiliated organization). The process that Fedcap undertakes to determine compensation is as follows: The Board of Directors has established a Compensation Committee of independent persons that have no personal interest in the proposed compensation agreement. In determining the President's compensation package, the compensation committee conducts an analysis of industry comparables for individuals performing similar job functions. The Compensation committee ultimately makes the decisions about the President's compensation and memorializes its decision in the Board Minutes.”

“Easter Seals Rhode Island, Inc. makes its Form 990 available to the public by retaining a copy at its place of business. The Form 990 is likewise published on the internet at www.guidestar.org. The organization's financial statements, governing documents and conflict of interest policy are not ordinarily made available to the public, but, if requested, will be provided at management's discretion.”

“In March 2020, the World Health Organization officially declared COVID-19, a disease caused by the novel coronavirus, a pandemic. This caused many local and national governments, including New York State, to impose restrictions on business operations, travel and public gatherings. The outbreak has adversely impacted the level of economic activity around the world and disrupted normal business activity in every sector of the economy. To help mitigate the dramatic impact that COVID-19 had on esris operations and financial viability, the organization took part in several governmental programs. In April 20, 2020, ESRI was granted a PPP loan in the aggregate amount of $307,757, pursuant to the Small Business Administration Paycheck Protection Program (the "SBA PPP") under the CARES Act, which was enacted March 27, 2020. The PPP Loan bears interest at a rate of 1% per annum, payable monthly commencing on November 1, 2020. Funds from the Loan may only be used for payroll costs, costs used to continue group health care benefits, mortgage payments, rent, and utilities. ESRI used the entire Loan amount for qualifying expenses. Under the terms of the SBA PPP, certain amounts of the Loan may be forgiven if they are used for qualifying expenses as described in the CARES Act. ESRI anticipates receiving full forgiveness of its PPP Loan. Part VI, Section a, line 6 Easter Seals Rhode Island's sole member is the Fedcap Group, Inc.”