The San Bruno Community Foundation

“The san bruno city council constitutes "other persons" who have the power to elect or appoint one or more members of the governing body.”

“Under article xvi of the foundation's bylaws, in addition to the san bruno city council having the authority to designate and remove directors pursuant to article v, the following actions require approval by the city council: (a) any change in the articles of incorporation or bylaws of the corporation; (b) adoption, amendment or repeal of the corporation's investment policy and its spending policy; (c) the corporation's annual budget; (d) adoption, amendment or repeal of the corporation's grant policies; (e) election of officers of the corporation; (f) any agreement for the management of the affairs of the corporation; (g) acquisition of real estate or of any project that would require the use of city property or resources; (h) incurrence of indebtedness by the corporation in excess of $25,000; (i) affiliation of the corporation with any other entity ("affiliation" meaning any arrangement whereby the corporation controls, is controlled by or is under common control with any other entity or any other similar arrangement)”

“The executive director and accounting consultant provide all requested information to the certified public accounting firm retained to conduct the foundation's annual audit and prepare its tax forms. After the cpas prepare a first draft of the form 990, the executive director and accounting consultant carefully review the completed form 990 and provide the cpas with any corrections, edits, or changes. Once the executive director and accounting consultant sign off on the form 990, the draft is circulated to the entire board of directors. The president and audit committee chair are asked to carefully review the form 990 and provide any feedback. Once a final draft is finalized, the president or audit committee chair signs off on the form 990 on behalf of the board.”

“As part of the foundation's grant and scholarship programs, the executive director and outside counsel asked directors and staff to disclose any potential conflicts and, as appropriate, individually spoke with each director to discuss potential conflicts to prevent actual conflicts. When a director or staff member identified potential conflicts of interest under nonprofit and exempt entity laws, the board of directors received guidance from outside counsel and determined whether a conflict of interest existed prior to approving the grant in question, in accordance with the procedure set forth in the conflict of interest policy.”

“In determining the compensation for the first executive director, the board of directors retained the services of sullivan cotter & associates, an executive compensation consulting firm. The compensation consultants prepared an independent report as required by state law that identified the range of reasonable compensation for the executive directors of similar organizations. The compensation paid to the executive director was within that range.”

“The foundation board adopted the foundation's conflict of interest policy and approved monthly financial statements and annual audited financial statements in open session under the brown act. All board meeting packets and minutes are posted and remain on the foundation's website. The conflict of interest policy, audited financial statements, and form 990s are also individually posted on the foundation's website.”

“The audit committee assumes the responsibility for the oversight of the audit of its financial statements and the selection of the independent accountant.”