Stone Belt Arc Inc.

“New board members are nominated by the current board of directors and then voted on at the annual membership meeting by all the members that are present.”

“The draft document is presented for review and comment at a regularly scheduled meeting of the board of directors.”

“The stone belt arc, inc. Bylaws include an explicit expectation that board members will adhere to a conflict-of-interest policy and a board member code of ethics (section 5.4). Definitions of possible conflicts of interest and guidance on how to report and avoid them are spelled out in the stone belt board of directors governance policies (sections 1.8 and 1.9). These policies are reviewed and updated annually by the full board. Board members read and sign a conflict-of-interest statement annually to signify their adherence to the policy. Each board member is responsible for reporting potential conflicts of interest. Review of potential conflict of interest claims is performed by the executive committee (governance policies section 1.10). Ultimately the board president is responsible for ensuring that conflict of interest issues and other conflicts or disputes are addressed sensitively and resolved constructively (governance policies section 2.1). While the outcome depends on each situation, past actions of the board president or individual board members in response to conflict-of-interest issues have included the following: recusal of a board member from a vote, removal of a board member from a committee or office, and recusal of a board member from chairing a certain committee.”

“Compensation for the ceo is approved annually by the board of directors upon recommendation by the executive committee. The ceo is also subject to an annual performance review in which all board members participate, along with the ceo's senior staff. In addition, the executive committee periodically reviews the ceo's salary and benefits package. The committee uses several independent sources of data to arrive at a recommendation on ceo compensation, including comparable geographic, occupational, and industry-specific market data. The executive committee makes its recommendation to the full board of directors. Per the bylaws, all discussions and votes at the committee and full board level respecting the ceo compensation occur in a closed session ('executive session') with no staff in attendance and are supported by appropriate minute records.”

“All governing documents, policies, and audited financial statements are available on request.”

“Stone belt's finance committee oversees financial statements and recommends an independent accountant to the board of directors, who vote annually on accepting the independent accountant. The finance committee consists of the board treasurer, the board vice president, and 3 other board members with expertise or interest in finance and accounting. In addition, the finance committee includes at least two independent community members who have experience with finance and accounting. The committee meets at least quarterly to review financial reports and internal controls and ensure compliance with applicable financial regulations. The committee works closely with management to assess the accuracy and completeness of financial statements, and it ensures that any recommendations from the independent audit are implemented effectively. Additionally, the finance committee leads the process of selecting an independent accountant. They conduct a periodic review of potential accounting firms, considering factors such as qualifications, experience with nonprofit organizations, and cost. Once selected, the committee regularly communicates with the independent accountant throughout the audit or review process to ensure transparency and objectivity. This structure allows for substantial financial oversight, supporting our commitment to transparency, accountability, and fiduciary responsibility. The process has not changed from the prior year.”