The Primary School Lab

“The following persons reported in part vii, section a have a business relationship: priscilla chan and tom van loben sels.”

“Priscilla chan, as designator as defined in the organization's bylaws, has the sole power to appoint board members, subject to the power of the board to fix the number of directors as provided in the bylaws.”

“The governance decisions of the board to remove board members and amend the bylaws require consent from priscilla chan, as designator as defined in the organization's bylaws.”

“Form 990 is reviewed by the finance committee and then distributed to the board of directors prior to filing.”

“Determining whether a conflict of interest exists: after a covered person has disclosed the existence of a financial interest or a possible financial interest to the board of directors, committee or board's designee, the board or committee shall determine if a conflict of interest exists because the covered person has an actual financial interest in the proposed transaction or arrangement and that he or she shall benefit from such proposed transaction or arrangement. Procedures for addressing a conflict of interest: 1. If the board of directors or committee determines that a covered person has a financial interest, then: a. If appropriate to protect the interest of the corporation, the chairperson of the board of directors or a majority of the disinterested directors shall appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement; b. After exercising reasonable due diligence, the disinterested directors or committee shall determine whether the corporation could obtain a more advantageous transaction or arrangement with reasonable efforts from a person or entity that would not give rise to a conflict of interest; and c. If a more advantageous transaction or arrangement is not reasonably obtainable, the board of directors or committee shall determine by a majority vote of the disinterested members whether the transaction or arrangement is in the corporation's best interests and for its own benefit and whether the transaction is fair and reasonable to the corporation and shall decide as to whether to enter into the transaction or arrangement in conformity with such determination. 2. If the chairperson of the board or a majority of the disinterested directors determine that it is not necessary to investigate alternatives to the proposed transaction or arrangement to protect the interests of the corporation, the board or committee of the board shall determine the extent to which such covered person shall recuse himself or herself from further involvement in the proposed transaction or arrangement.”

“The board chair shall review any compensation packages (including all benefits) of the chair of the board, the president, or the chief executive officer and the treasurer or chief financial officer, regardless of job title, and shall approve such compensation only after determining that the compensation is just and reasonable. This review and approval shall occur 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 this corporation.”

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