Greater Mankato Growth Inc

“An executive committee comprised of the chair, past chair, vice chairs, the chief manager, secretary and treasurer of the company and such other persons and officers as may be appointed by the board of governors may act during intervals between meetings of the board of governors. Any such appointees (e.g., committee chairs) not currently serving on the board of governors shall be appointed as an ex officio non-voting member. During such intervals and subject to the board's control and direction, the executive committee shall have and may exercise all of the authority and powers of the board of governors subject to such limitations as the board may impose from time to time. Unless specifically authorized by the board of governors by resolution approved by the affirmative vote of a majority of the directors, the executive committee shall not have the authority and power to elect officers or managers, to amend the articles of organization, 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 company, to authorize a voluntary dissolution of the company or a revocation thereof, or to amend these bylaws.”

“Any reputable adult person, association, corporation, partnership, estate or other type of business entity supporting the mission of the organization shall be eligible members. All eligible members may become members upon payment of dues. Greater mankato growth membership is an innovative membership structure that gives you a choice of membership levels based on the value you want to receive, rather than past criteria such as the size and type of your business. See website for membership level benefits. Http://www.greatermankato.com/membership-levels”

“Each member shall have one vote. Members of the corporation shall elect the board of directors of the corporation.”

“The following actions require member approval: election of directors from among the slate of candidates presented by the nominating committee. Decrease in number of board directors. Removal of directors without cause.”

“A copy of the form 990 is given to the entire board of directors for review prior to filing with the irs.”

“A conflict of interest disclosure statement is completed by all board members and executive officers of greater mankato growth and visit mankato (formerly the convention & visitors bureau). This policy pertains to directors, officers and all employees who can influence the actions of greater mankato growth, inc. Disclosure of potential conflict should be made to the chief executive officer (or if the ceo has the conflict, then to the board chair), who shall bring the matter to the attention of the board or a duly constituted committee thereof. Disclosure involving directors should be made to the board chair, (or if the board chair has a conflict, then to the board vice-chair) who shall bring these matters to the board or a duly constituted committee thereof. The board or a duly constituted committee thereof shall determine whether a conflict exists and in the case of an existing conflict, whether the contemplated transaction may be authorized as just, fair and reasonable to greater mankato growth, inc. The decision of the board or a duly constituted committee thereof on these matters will rest in their sole discretion and their concern msut be ths welfare of greater mankato growth, inc. And the advancement of its purpose. Transactions with parties with whom a conflicting interest exists may be underaken only if all the following are observed: 1) the conflicting interest is fully disclosed; 2) the person with the conflict of interest is excluded from the discussion and approval of such transaction; 3) a competitive bid or comparable valuation exists and; 4) the board or a duly constituted committee thereof has determined that the transaction is in the best interest of the organization. It is the continuing responsibilty of the board, officers, and management employees to scrutinize their transactions and outside business interests and relationships for potential conflicts and to immediately make such disclosures.”

“The organization's ceo, executive director, or top management official update: the executive committee and board of directors, renewed its evaluation of the position description and performance expectations in comparison with other nonprofit, public, higher education, and for profit entities. The organization and president & ceo have agreed to an executive employment agreement specifying terms and compensation related to performance from may 1, 2012 thru december 31, 2017. Other officers or key employees of the organization update: the organization's other paid officer is its vice president. The president and ceo continually evaluate the position description and performance expectations in comparison with other nonprofit and community organizations, and uses this reflection to award adjustments on annual performance reviews.”

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

“The board of directors assumes responsibility for oversight of the audit of the financial statements and selection of an independent accountant. The process has not changed from the prior year.”