The Roger Baldwin Foundation of Aclu Inc

“Roger baldwin foundation bylaws regarding members and rights: membership each person who is a director of the american civil liberties union of illinois (aclu of illinois) shall, by reason of holding such position and without any application by such person, be a member of the foundation, and shall continue as a member of the foundation until such person is, for any reason, no longer a director of aclu of illinois. All memberships shall be nontransferable and non-assignable, but any member may at any time resign membership by delivering a letter of resignation to the secretary of the foundation. (aclu of illinois is the illinois affiliate of the american civil liberties union, inc., a district of columbia membership corporation.) section 7: voting. Each member of this foundation shall, at every meeting of the members, be entitled to one vote in person or by proxy upon each subject properly submitted to vote. Section 8: informal action. Any action required to be taken at a meeting of the members, or any other action which may be taken at a meeting of the members, may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed either (i) by all of the members entitled to vote with respect to the subject matter thereof or (ii) by the members having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all members entitled to vote thereon were present and voting. If such consent is signed by less than all of the members entitled to vote, then such consent shall become effective only: (1) if, at least five days prior to the effective date of such consent, a notice in writing of the proposed action is delivered to all of the members entitled to vote with respect to the subject matter thereof, and (2), if, after the effective date of such consent, prompt notice in writing of the taking of the corporation action without a meeting is delivered to those members entitled to vote who have not consented in writing.”

“Each person who is a director of the american civil liberties union of illinois is a member of the roger baldwin foundation. The members of the roger baldwin foundation elect the governing committee of the roger baldwin foundation.”

“The final 990 as it will be filed with the irs is provided to the governing body, in electronic or hard copy, prior to filing with the irs. All required schedules except donor names listed in schedule b, schedule of contributors, are shared with the governing body. Schedule b donors are not shared for reasons of donor privacy. A summary review of the 990 is conducted by the treasurer or treasurers designee at the next regularly scheduled meeting of the governing body.”

“Board members are required to disclose all conflicts of interest as they arise, including if a conflict is equivocal. The conflict of interest policy is provided to all new board members at the new member orientation, and provided to all board members at the january meeting annually with a request for disclosure of any and all conflicts of interest. Board members shall not participate in the decision of any matter in which they may have a conflict of interst; nor shall they participate in the discussion of such a matter unless the nature of the conflict has first been disclosed to the other participants in the discussion. The usual procedure should be that the member affected by the conflict of interest announces the existence of the conflict and the minutes reflect the fact that the member did not participate in the decision of the matter, nor in the discussion, if that be the case.”

“Compensation for the executive director is generally reviewed by the budget, audit and investment committee annually as part of its review and approval of the organizations consolidated annual budget. In addition, executive director compensation is determined by the ed evaluation and review committee. The organization utilizes comparisons with other nonprofits, tenure, and duties to set salaries.”

“Compensation for the key employees is generally reviewed by the budget, audit and investment committee annually as part of its review and approval of the organizations consolidated annual budget. The organization utilizes comparisons with other nonprofits, tenure, and duties to set salaries.”

“The organization serves as common paymaster for the american civil liberties union of illinois (ein# 27-1629328), a related organization, which does not pay compensation directly to its officers and other employees. The roger baldwin foundation of aclu, inc. Issues the form w-2 based on the total compensation distributed to the recipient. Compensation expenses shown on part vii and part ix are allocated based upon the amount of time devoted to each organization and the related organizations per books and records.”

“Organizational documents were made available upon request to funders and others as appropriate via electronic or hard copy.”

“Other programs at the organization: 1510228. 0. 351890.”