Duke Ellington School of the Arts Project

“Desap has an executive committee that is comprised of one director appointed by the elllington fund, the george washington university, and the john f. Kennedy center for the performing arts. Any committee designated by the board may have and exercise powers consistent with the d.c. Nonprofit corporation act, the desap articles of incorporation, and the desap bylaws.”

“The ellington fund is the sole member of desap.”

“The board of directors includes three directors nominated by each of the ellington fund, george washington university, and the john f. Kennedy center for the performing arts. As the desap member, the ellington fund is obligated to elect these nine directors in accordance with the desap bylaws. The board also includes two other voting directors representing desap.”

“Minutes typically are not kept for the board's executive committee meetings. However, this committee does not typically take formal actions on behalf of the governing body, unless expressly authorized to do so (in which case the minutes of the full board identify the parameters of the action authorized in advance and/or the subsequent ratification by the full board). The executive committee generally functions in a fact-finding role and develops proposals to be acted upon by the board.”

“The form 990 is reviewed by the board's executive committee before filing. This review is subsequently reported on to the full board.”

“Compliance with the conflict of interest policy is reviewed periodically in general, and specifically as need arises or as applicable at board and executive committee meetings.”

“Compensation for desap's head of school/ceo is reviewed/determined by the executive committee with approval of the boards in executive session. Consideration is given to performance reviews and to market information as shared by 3rd parties (e.g. - dcps, arts schools network, attorneys, sources available through ellington's partners, etc.). In addition, bonuses tied to performance goals are identified for the ceo and performance relative to those goals is reviewed by the desap executive committee, with input from the ellington fund executive committee. Compensation of other staff, including other top management/key employees, is determined by the head of the school. However, the compensation is detailed within the annual budgets, and the board's executive committees review the postion-by-position detail before proposing approval of the budget by the full board again, third party sources are referred to in determining relative market rates.”

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

“The audit oversight process has remained unchanged from the prior year.”