Upstream USA Inc.

“Upstream usa inc. Amended its bylaws during the year. Changes include: 1. Define quorum and authorized actions of the voting members. 2. Increase the number of board directors (previously 3-15) to 5-18 and expand officer terms from 2 consecutive 3-year terms to 3 consecutive 3-year terms. 3. Require that the chair, vice-chair, secretary and treasurer be elected from among the directors instead of only the chair. 4. Added "purpose" section to article viii to restate the corporation's exempt purpose and activities permitted.”

“The form 990 is completed by the organization's independent accounting firm and reviewed by the cfo prior to filing.”

“The board shall authorize and oversee an annual review of the administration of this conflict of interest policy. The review may be written or oral. The review shall consider the level of compliance with the policy, the continuing suitability of the policy, and whether the policy should be modified and improved.”

“Part vi, section b, line 15a: the board (or a board committee) reviews any compensation packages (including all benefits) of the president or the chief executive officer(s) and the treasurer or chief financial officer, regardless of job title, and approve such compensation only after determining that the compensation is just and reasonable. This review and approval occurs when such officer is hired, when the term of employment of such officer is renewed or extended, and when the compensation of such officer is modified, unless the modification applies to substantially all of the employees of the corporation.”

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

“Payroll processing fee: program service expenses 0. Management and general expenses 38,000. Fundraising expenses 0. Total expenses 38,000. Recruiting: program service expenses 128,712. Management and general expenses 129,126. Fundraising expenses 0. Total expenses 257,838. Temporary help: program service expenses 1,604. Management and general expenses 311,280. Fundraising expenses 0. Total expenses 312,884. Training: program service expenses 417,960. Management and general expenses 65,017. Fundraising expenses 0. Total expenses 482,977. Evaluation: program service expenses 163,580. Management and general expenses 7,007. Fundraising expenses 0. Total expenses 170,587. Research: program service expenses 287,433. Management and general expenses 990. Fundraising expenses 0. Total expenses 288,423. Consulting services: program service expenses 81,219. Management and general expenses 101,098. Fundraising expenses 0. Total expenses 182,317.”

“Transfer of net assets on formation 18,861,556.”

“The audit committee recommends to the full board for approval of the retention and, when appropriate, the termination of an independent certified public accountant to serve as auditor. The audit committee also reviews and determines whether to accept the audit.”