Vesterheim Norwegian-American Museum

“The committees of the board of trustees shall be the governing committees specified in the bylaws and such other program and special committees as may be established by the board from time to time. The responsibilities of each committee, including the governing committees, shall be defined in the respective committee's charter included in the board of trustees' governance manual as approved by the board and as it may be revised by the board from time to time. Unless expressly authorized by the board, committees shall have no authority to enter into contracts or incur obligations on behalf of vesterheim. Committees other than governing committees may be terminated or reorganized by the board without amending the bylaws. In general, program committees of the board shall be those committees responsible for advising the board with respect to exhibitions, educational programs, development and membership programs, marketing and other activities undertaken in pursuance of vesterheim's mission and the use of vesterheim's collections and facilities in support of those programs and activities. Governing committees: a. Executive committee b. Collection committee c. Finance & audit committee d. Governance & nominating committee no fewer than three (3) trustees shall serve on each committee. The chair of the board of trustees shall appoint the chair and members of each committee with the approval of the board of trustees. Members from the general membership may be requested by the chair of the committee to serve as needed, subject to the approval of the chair of the board of trustees. Annual reports from all standing committees shall be submitted in time to be sent to all members of the board of trustees with the call of the first meeting of the fiscal year. The chair of the board of trustees shall be an ex officio member of all committees.”

“Organization's process to review form 990 -the governing board will review the return as well as the president/ceo, the cfo, and other management personnel. The president/ceo will then sign the return prior to filing it.”

“Trustee, staff, and voluteers should conduct all of their activities in such as a way that no conflict will arise between them and the policies, operations, or interests of the museum. Even the appearance of such a conflict should be avoided. Trustees will file annually a statement disclosing their personal, business, or organizational interests and affiliations and those of persons close to them that could be construed as being museum-related. Each trustee will be responsible for notifying the board chair whenever significant changes occur in the information provided in the disclosure statement. Whenever there is or appears to be a conflict between the interests of vesterheim and the interests of a trustee or a person close to him/her, the trustee is required to provide a full and fair disclosure in sufficient time to permit proper steps to be taken to insulate that trustee from influencing the decisions related to such conflict. If the trustee is present when a vote is taken in connection with such a question, the trustee should refrain from discussing the issue and abstain from voting on the matter. The abstention will be noted in the official minutes. In a situation where the conflict is so grave it cannot be resolved, the chair of the board of trustees may request, but may not demand, the trustee's resignation. Whenever a matter arises that could be perceived as a conflict between the interests of vesterheim and an employee or an employee's family, the employee should bring the matter to the attention of his/her supervisor for resolution.”

“Per the chair of the board of trustees, "the personnel subcommittee looks at peer organization salaries, the northeast iowa economy, and local economic statistics, and evaluates ceo performance in four critical areas: strategic vision, operational excellence, local community relations and fundraising.the subcommittee makes a recommendation to the full executive committee, then to the board in closed session.timing wise we do ceo evaluation overall in february and ceo compensation in august.the ceo evaluation for salaries is more of a mid-year snapshot."”

“Vesterheim's financial statements are available on the website. Vesterheim makes its governing documents, and conflict of interest policy available to the public upon request.”

“The process has not changed during the year.”