Afs-USA Inc.

“members UNDER THE TERMS OF ITS AGREEMENT WITH AFS INTERCULTURAL PROGRAMS (AFSIP), AFS-USA WILL INCLUDE ON ITS BOARD AT LEAST THREE REPRESENTATIVES FROM THE AFS NETWORK. THE INDIVIDUALS ARE SELECTED FROM NAMES PROPOSED BY AFSIP AND ARE THEN ELECTED BY THE AFS-USA GOVERNING BOARD. THREE SUCH INDIVIDUALS ARE CURRENTLY SERVING ON THE AFS-USA BOARD. THIS ARRANGEMENT WILL CEASE WHEN THE LOAN IS FULLY REPAID. To ensure clear and open communication, AFS-USA will include, from names proposed by AFS International, (a) two representatives from AFS partner organizations who have made significant loans to the AFS-USA investment fund, and (b) at least one trustee serving on the afs international finance committee, to serve on its board until the present loan is fully repaid. At least two of these three shall serve on the afs-usa board's finance committee. FORM 990, PART VI, SECTION B, LINE 11 REVIEW PROCESS the organization's form 990 is prepared by an independent accounting firm. ONCE THE DRAFT OF THE 990 HAS BEEN VETTED AND APPROVED BY RESPONSIBLE STAFF MEMBERS, IT IS REVIEWED BY MEMBERS OF THE AUDIT AND FINANCE COMMITTEES OF THE BOARD. ANY REQUIRED UPDATES ARE MADE PRIOR TO FILING THE RETURN. THE FINAL VERSION OF THE IRS FORM 990 AND SUPPORTING SCHEDULES ARE DISTRIBUTED TO EACH MEMBER OF THE AFS-USA'S BOARD OF DIRECTORS PRIOR TO FILING WITH THE IRS.”

“conflict of interest policy THE HR DEPARTMENT RECEIVES A COMPLETED CONFLICT OF INTEREST FORM FROM EACH STAFF AND EACH BOARD MEMBER ANNUALLY. EACH FORM IS THEN REVIEWED BY THE CORPORATE SECRETARY OF THE BOARD, WHO IS ALSO THE CHIEF ORGANIZATIONAL DEVELOPMENT OFFICER, WHO THEN COMMUNICATES DIRECTLY WITH THE STAFF OR BOARD MEMBERS IF CONFLICTS ARE DISCLOSED.”

“Process for determining compensation the PROCESS FOR DETERMINING COMPENSATION FOR PRESIDENT AND KEY PERSONNEL - THE ORGANIZATION HAS INSTITUTED A PROCESS TO REVIEW THE COMPENSATION PAID TO ITS OFFICERS AND KEY EMPLOYEES AND FOLLOWS THE REBUTTABLE PRESUMPTION RULES OF TREAS REG 53.4958-6. THE ORGANIZATION'S POLICY IS TO CONDUCT A BIANNUAL ANALYSIS OF LIKE POSITIONS AT COMPARABLE ORGANIZATIONS. SUCH INFORMATION IS CONSIDERED WHEN DETERMINING THE COMPENSATION FOR THOSE STAFF MEMBERS THAT HAVE BEEN IDENTIFIED AS DISQUALIFIED PERSONS. RECOMMENDED COMPENSATION FOR THE PRESIDENT IS APPROVED BY THE BOARD OF DIRECTORS IN EXECUTIVE SESSION, THE APPROVAL OF WHICH IS COMMUNICATED BY THE BOARD CHAIR TO THE CHIEF financial OFFICER. RECOMMENDED COMPENSATION FOR ALL OTHER KEY EMPLOYEES IS APPROVED BY THE PRESIDENT. CONTEMPORANEOUS RECORDS OF COMPENSATION DETERMINATIONS ARE RECORDED IN THE ONLINE HR SYSTEM AND PLACED IN THE INDIVIDUAL STAFF MEMBER'S HR FILE. THE HIRING MANAGER PROPOSES THE SALARY FOR THE NEW HIRES WITHIN THE APPROVED SALARY RANGE FOR THE POSITION. IT IS THEN REVIEWED AND APPROVED BY HIS/HER MANAGER AND HR. FOR THE CEO, THIS IS DONE BY THE BOARD AND THE CHIEF financial OFFICER.”

“availability of documents to the public AFS-USA publishes its governing documents, annual audit report, form 990, annual report, and 501(c)(3) designation on its website. The conflict of interest policy is not made available to the public. Form 990, Part IX, line 24a participant-related expenses Participant-related expenses are comprised of: Travel and orientation expenses of $7,110,280; Insurance of $610,759; and tuition costs of $883,180. The balance consists of a variety of smaller miscellaneous expenses.”

“other changes in net assets: change in beneficial interest in perpetual trust: $120,936”