Pathfinders Milwaukee Inc

“The bylaws were amended with the following significant changes: the following clause has been eliminated from article iv, section 3: the board of directors shall be divided into three classes as nearly equal in number as possible, designated as class i, class ii and class ill, so that the terms of office of approximately one third of the directors, all the members of one class, expire at each annual meeting. At each annual meeting, the directors chosen to succeed those in the class whose terms then expire, shall be elected by the board for terms expiring at the third succeeding annual meeting after their election and until their respective successors are elected and qualified. At such meeting, the number of directors of each class shall be designated by the board. When the number of directors is changed, any newly created directorships or any decrease in directorships shall be so apportioned among the classes as to make all classes as nearly equal in number as possible; provided that when the board increases the number of directors and fills the vacancies created thereby, the board of directors shall have the option of not classifying the additional directors until the next annual meeting of the board of directors. The following clause has been updated from article viii, section 9: a) the executive committee will prepare or revise a governance table and strategy statement in advance of each annual meeting, upon the appointment of a new ceo, or as deemed necessary by the executive committee. These documents shall be submitted to the board for approval at the annual meeting or any other meeting of the board subsequent to revision of the documents. B) the governance table will define when the ceo must obtain board approval prior to taking any actions, including but not limited to making payments by check or electronic transfer, entering into contracts, termination of senior managers, or changes in strategy. C) the strategy statement will include a brief description of who the corporation serves, the types of programs the corporation may implement, and the approach to financial risk. The ceo must operate within the requirements of the strategy statement, but may at any time request that the board approve a change to strategy. D) the executive committee shall submit the governance table and strategy statement to the board for approval at the annual meeting or at the meeting of the board subsequent to adoption. The following clause has been removed from the basic board member commitments: annual signature on agreement of commitment.”

“The executive director reviews the form 990 and makes a copy available to the full board for review prior to filing with the internal revenue service.”

“The organization's practices for monitoring proposed or ongoing transactions for conflicts of interest and dealing with potential or actual conflicts, whether discovered before or after the transaction has occurred. A brief description is included to explain which persons are covered under the policy, the level at which determinations of whether a conflict exists are made, and the level at which actual conflicts are reviewed. It also explains any restrictions imposed on persons with a conflict, such as prohibiting them from participating in the governing body's deliberations and decisions in the transaction.”

“The board reviews and approves the executive director's compensation. Salary survey data and form 990 salary information is used to determine reasonable compensation. The salary determination process and approval is recorded in the board minutes.”

“Governing documents, conflict of interest policy, and financial statements are available upon request.”

“The organization was unable to secure a financial viable contract with mps, therefore it was forced to shutter the southeastern education center.”