Two by Two Character Development

“The Executive Committee, when the Board of Directors is not in session, has and may exercise all of the authority of the Board of Directors except to the extent, if any, that such powers and authority are limited by resolution of the Board of Directors and except also that the Executive Committee does not have the authority of the Board of Directors in reference to amending the Articles of Incorporation, adopting a plan of merger or consolidation, approving by resolution the sale, lease or other disposition of all or substantially all of the assets of the Corporation otherwise than in the usual and regular course of business, approving by resolution a voluntary dissolution of the Corporation or a revocation thereof, approving the compensation of the executive officers or disqualified persons within the meaning of the Internal Revenue Code, or amending the Bylaws of the Corporation.”

“The Board of Directors are provided a copy of the Form 990 before it is filed. The 990 is reviewed by the CEO.”

“The conflict of interest policy protects the interests of Two By Two when it is contemplating entering into a transaction or arrangement that might benefit the interest of an officer or director of the Organization. Any possible conflict of interest on the part of any officer or director should be disclosed to the other directors and made a matter of record either through an annual procedure or when the interest becomes a matter of board action. The individual with a conflict is asked to leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest. The Board of Directors will determine if the transaction is a conflict and whether or not to enter into the transaction or arrangement. Outside experts may be used, but their use does not relieve the Board of Directors of its responsibility for ensuring periodic reviews are conducted.”

“The Board of Directors determines compensation annually. Comparability data is used based on similar positions and organizations and the process and determination is documented in the minutes and personnel file.”

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