Minnesota Chamber Environmental Sustainability Foundation

“Foundation members include members of the board of directors, with voting rights, and members on the mn waste wise program, who have no voting rights”

“The governing body is appointed by the minnesota chamber of commerce board of directors, a related tax-exempt organization.”

“The organization did not have any additional committees with authority to act on behalf of the governing body.”

“The board of directors has assigned the review process to the minnnesota chamber of commerce finance committee. The finance committee holds a meeting to review the 990 and supporting schedules.”

“The purpose of the conflict of interest policy is to complement the bylaws of the organization and to prevent personal interest of staff members, board members and members of the finance committee from interfering with the performance of their duties to, or result in personal financial, professional or political gain on the part of such persons. Annually a conflict of interest statement is collected from all board directors and staff members. Full disclosure, by notice in writing, shall be made by the interested parties to the full board of directors of all conflicts of interest. Following full disclosure, the board of directors shall determine whether a conflict exists and, if so, the board shall vote to authorize or reject the transaction or take any other action deemed necessary to address the conflict. Votes shall by a majority vote without the presence or vote of any interested director, even if the disinterested directors are less than a quorum provided that at least one director is disinterested. An interested board member, officer, or staff member shall not participate in any discussion or debate of the board of directors, or of any committee or subcommittee thereof in which the subject of discussion is a contract, transaction, or situation in which there may be a perceived or actual conflict of interest. However, he or she may make a presentation at the board or committee meeting, but after the presentation, he or she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest. The minutes of the meeting shall contain the names of the persons who disclosed or were otherwise found to have a conflict of interest, the nature of the conflict, any action taken to determine whether a conflict was present, and the board's decision as to whether a conflict in fact existed. The minutes shall also include the names of the persons who were present for discussions and votes relating to the transaction.”

“All paid staff are employed by the minnesota chamber of commerce. The executive director's compensation and benefits are based upon a formal review process conducted annually by the senior vice president of the minnesota chamber/advsor to waste wise. The review and compensation plan are also reviewed and approved by the waste wise foundation board chair. Incentive plans for all employees are approved annually by the waste wise foundation board of directors.”

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