Pathways Vermont Inc.

“An electronic copy of the Form 990 is provided to all members of the Board of Directors for review and comment prior to its filing with the IRS. Instructions and means of providing feedback and input are provided to assure that all Board questions are addressed. When all feedback has been considered, the Board of Directors vote to approve the Form 990, and it is submitted to the IRS by Pathways Business Manager for filing with the IRS.”

“The organization's Conflict of interest policy applies to any director, principal officer or member of a committee with governing board delegated powers. Such a person has a duty to disclose any actual or possible conflict of interest, providing all material facts to the directors and members of committees with governing 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/she shall leave the governing 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 chairperson of the Board or committee may, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. Following due diligence, the governing board or committee shall determine if it is reasonable to proceed with an alternative arrangement or transaction that would not give rise to a conflict of interest. If an alternative is not reasonably possible, the governing board or committee shall determine, by a majority vote of the disinterested directors, if the transaction or arrangement is in the best interests of the organization. The minutes of the governing board and all committees will contain the names of individuals who disclosed a financial interest, the nature of the financial interest and any action taken as to whether a conflict of interest existed. The names of all persons present for the discussions and votes relating to the transaction or arrangement, the discussion, and the record of votes taken are also documented in the minutes of the meetings. Each director, principal officer and member of a committee with governing board delegated powers will annually sign a statement and questionnaire attesting to receipt of the conflict of interest policy, comprehension of the policy and agreement to comply with the policy.”

“Pathways Vermont creates an annual budget that includes salaries of the Executive Director, officers and other highly compensated employees. In determining compensation levels for the officers and other highly compensated employees, The Business Manger researches comparable salaries in the State for comparable positions. The budget is reviewed by the board and voted on by the full Board at the annual budget review meeting. Deliberations and decisions made are documented in the minutes of the Board meeting and retained in the organization's records. This annual process was last undertaken during the current filing period.”

“The Form 990 is available for public inspection as required under section 6104 of the internal revenue service code. the form 990 is posted on guidestar.org and other similar websites. In addition, forms 990 and 1023, as well as the financial statements, conflict of interest policy, articles of incorporation and by-laws are available upon request of the organization at 125 college street, 2nd floor, Burlington, VT 05401, or by calling the organization at 888-492-8218.”

“The organization has established a committee that assumes responsibility for oversight of the audit, compiliation of the financial statements, and selection of an independent accountant. This Committee includes staff from the business office, Board Treasurer and the Executive Director. The Executive Director and Board Treasurer review financial statements, The Treasurer oversees the audit, and the committee collectively identifies independent auditor. This process did not change from the prior year.”