Wayside House Inc

“The executive committee may act in place and instead of the board of directors between regular board meetings on all matters, except those specifically reserved to the board in these bylaws, pursuant to delegation of authority to such committee by the board of directors. Actions of the executive committee shall be reported to the board for ratification at the next board meeting.”

“After the chief executive officer and chief financial officer review the form 990, the full board received a copy of the form 990 prior to being filed with the irs.”

“Classes of individuals within the organization covered by the policy include directors, officers, employees and consultants, which are collectively referred to as wayside personnel. The conflict of interest policy is provided to all wayside personnel upon joining the organization. Annually, all wayside personnel review the policy and disclose, in writing to the president of the board of directors, all relationships, positions, or circumstances in which he/she is involved which could reasonably contribute to a conflict of interest, using the wayside recovery center conflict of interest form. The executive committee annually reviews these conflict of interest forms to monitor for potential conflicts. Those who have a conflict of interest with respect to a contract or transaction that will be voted on at a meeting shall not be counted in determining the presence of a quorum for purposes of the vote. The person having a conflict of interest may not vote on the contract or transaction and shall not be present in the meeting room when the vote is taken, unless the vote is by secret ballot. Such person's ineligibility to vote shall be reflected in the minutes of the meeting. Proceedings from conflicts of interest are documented in meeting minutes.”

“The wayside house board of directors has established that the executive committee will serve as the compensation committee and will conduct an annual written evaluation of the ceo's job performance. The committee meets independent of the ceo to discuss job performance relative to the position description. The committee may also consider input obtained from other board members, staff, and professional advisors, grant recipients, and other informed community leaders. Once a consensus is reached regarding job performance, the committee will discuss compensation relative to annual external benchmarks, the ceo's established objectives, and the organization's budget and resources. The committee will present its findings and recommendations, in a closed session without the ceo present, to the full board of directors for review and approval. Approval of the performance evaluation and salary will be reflected in the minutes of the board of directors meeting. The committee designee and board chair will meet with the ceo to discuss and document strengths, weaknesses, goals, and compensation for the upcoming year. Ceo determines compensation of officers and key employees after consultation with the executive committee of the board. Compensation is based on performance, market comparisons, and budget limitations.”

“The organization makes its governing documents, conflict of interest policy and financial statements available to be viewed at the main administration office as well as available by email to any interested party.”