Minnesota Childrens Museum

“By resolution approved by the affirmative vote of a majority of the Directors present at a meeting of the Board of Directors, the Board of Directors may designate five or more Directors to constitute an Executive Committee. The President, even though a nonvoting member of the Committee, may be one of five committee members if so designated by the Board of Directors. The Executive Committee shall act only during intervals between meetings of the Board of Directors. During such intervals and subject at all times to the direction and control of the Board of Directors, the Executive Committee shall have and may exercise all of the authority and powers of the Board of Directors in the management of the business of the corporation subject to such limitations as the Board of Directors may impose from time to time. Unless specifically authorized by the Board of Directors by resolution approved by affirmative vote of a majority of Directors present at a meeting of the Board of Directors, the Executive Committee shall not have the authority and power to elect officers, to amend the Articles of Incorporation, to adopt a plan of merger or consolidation, to authorize the sale or other disposition of all or substantially all of the property and assets of the corporation, to authorize a voluntary dissolution of the corporation or a revocation thereof, or to amend these Bylaws. The President of the Corporation shall, during his or her respective term as such officer, be an ex officio non-voting member of the Executive Committee, with all of the other rights and privileges of the other members except those of and pertaining to term of office.”

“Suzette Huovinen and Andrea Piepho have a business relationship.”

“The Organization's Form 990 is prepared by an independent accounting firm and reviewed by the Finance Director and the Board of Director's Finance Committee prior to filing. The Board receives a copy of the Form 990 prior to filing.”

“All policies, including the conflict of interest policy, are reviewed on an annual basis. The conflict of interest policy requires all officers, directors, and key employees to sign a conflict of interest disclosure form annually. If a conflict is present, the member will not be present during discussions and must abstain from vote. Any existing conflicts are to be documented in the meeting minutes.”

“The Executive Committee determines the compensation of the President on an annual basis. A comparability study and/or other resource is used as needed to determine appropriate levels of compensation. Sources used for comparability studies in support of these reviews included MN Council of Nonprofits Salary & Benefits Survey, Total Compensation Survey (National Nonprofit Survey), and Association of Children's Museums & Association of Science Technology Centers Workforce Survey. O'Net, American Alliance of Museums, and EAA (national Executive Salary Survey) are also used. The process and determination is documented in the personnel file. The process of determining compensation for the Director of Finance & Technology is the same as the top management official except that it is approved by the President rather than the Executive Committee. The compensation comparability study is completed every other year, but compensation is reviewed annually during the merit process.”

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