CIVIL Society

“The organization does not have any committees that have authority to act on behalf of the governing body.”

“The form 990 is prepared by the organization's public accounting firm based on information provided by management. Once a draft return is available, it is provided to management for their review. The form 990 will be provided to each member of the board of directors for review and comment. Upon final approval from all members to file, the president will sign the return and file the return with the irs.”

“The organization's conflict of interest policy covers officers and board members. If a potential conflict of interest arises, the material facts as to the contract or transaction and as to the director's or directors' interest(s) are fully disclosed or known to the board or a committee thereof, and the board or committee authorizes, approves or ratifies the contract or transaction in good faith by a majority of members not in conflict. The interested director shall not be counted in determining the presence of a quorum and shall not vote. All proceedings pertaining to conflicts of interest are documented in the meeting minutes. Each year, linda miller emphasized the need for all board members to return "related party questionnaires" indicating what, if any, conflicts of interest board members needed to disclose. By the end of 2020, all board members submitted their related party questionnaires showing that none had received any compensation from civil society and none had any other conflict of interest as board members of civil society.”

“The compensation for the executive director was discussed, voted upon, and documented in the minutes of a board meeting with a quorum. A bylaw was adopted by the civil society board of directors which instituted disclosures related to determination of appropriate compensation and approval of compensation of executives, officers, directors and key staff. Civil society [followed] a three-step process that the irs recommends: 1) determine and arrange for an independent body to review compensation; 2) view comparable salary and benefits, including data from other non-profits with a similar mission; and 3) document in the board of directors minutes when the review process occurred, what comparable data they considered, and whether the compensation and benefits were approved. Board member mcguire collected data regarding salaries of executive directors of non-profits with similar missions and submitted to the board. Determination of appropriate compensation and approval of compensation of executives, officers, directors and key staff was made to the board under the following procedure: civil society implemented the irs' three-step safe-harbor procedures for establishing a rebuttable presumption that the civil society compensation to be paid to executives, officers, directors and key staff is reasonable on an annual basis. Civil society implemented the 3-step process to be followed by non-profits: 1) determine and arrange for an independent body to review compensation; 2) view comparable salary and benefits, including data from other non-profits with a similar mission; and 3) document in the board of directors minutes when the review process occurred, what comparable data they considered, and whether the compensation and benefits were approved. Volunteer is requested to collect data regarding salaries of executive directors of non-profits with a similar mission to submit at next board meeting. Civil society followed the above 3-step process for 2021. The board determined that the review of the related party questionnaires of civil society members present demonstrates that the civil society board of directors members present comprise an independent body which can determine and approve reasonable compensation of executives, officers, directors and key staff because none of the related party questionnaires show any conflict which would preclude them from being a member of an independent body.”

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