Southeastern Libraries Cooperating

“The executive committee consists of the officers plus three (3) members-at- large elected by the board from among their number. Its purpose shall be to advise the executive director. The executive committee shall meet in the intervals between board meetings. It shall have the power to: (1) act on time critical major issues where circumstances prevent convening the entire board; (2) initiate investigations and make recommendations to the board on major issues; (3) act on such other powers as are delegated to it by the board. Any decision made by the executive committee shall be presented for ratification at the next meeting of the full board.”

“Southeastern libraries cooperating amended their bylaws as of may 28, 2024. Significant changes included: - update to alternate board members - change in committee term limits”

“The form 990 is reviewed by the organization's director of administration and executive director. These individuals give a report to the board after filing the form 990.”

“All members of southeastern libraries cooperating (selco) board of directors, officers of the corporation, members of the appropriate governing committees, and/or employees are covered by the conflict of interest policy. All individuals are rqeuired to disclose direct or indirect financial conflict of interests. In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the selco board of directors or appropriate committees with governing board delegated powers considering the proposed transaction or arrangement. All conflicts are reviewed by the board of directors, board committee, executive director, and the director of administration. It is there that these conflicts are determined to exist. The selco board president or chair of a committee with governing board delegated powers, shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. After exercising due diligence, the selco board of directors or appropriate governing committee shall determine whether selco can obtain, with reasonable efforts, a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, selco board of directors or appropriate governing committee shall determine by majority vote of the disinterested directors whether the transaction or arrangement is in selco's best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination, it shall make its decision as to whether to enter into the transaction or arrangement. These proceedings are documented in the minutes of the selco board of directors or appropriate governing committee, which shall contain the names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest, the nature of the financial interest, any action taken to determine whether a conflict of interest was present, and the selco board of directors or appropriate governing committee's decision as to whether a conflict of interest in fact existed and the names of the persons who were present for discussions and votes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection with the proceedings.”

“An annual review of the executive director is conducted by the personnel committee, a sub-committee of the board of directors, which may include input from the full board, member libraries, and organization staff. The committee makes a compensation adjustment recommendation to the board of directors. The executive director's annual review was last conducted june 2024 by the personnel committee. Compensation recommendations happen as part of the budget process - there typically is no adjustment made from what was put forward in the budget process. Every 3 years, selco hires a consulting firm to conduct a salary study to ensure that selco wages are competitive with market rate. This process is documented in the board minutes.”

“The organization makes all governing documents, policies and financial statements available to the public on its website.”