Kemper Museum Operating Foundation

“The governance committee has the power to exercise the authority of the board of trustees in the management of the foundation between board meetings. The committee consists of three or more trustees, which may include no more than one category k trustee, elected by a majority vote of the trustees. The immediate past chairman shall be elected to the committee and the chairperson of the board of trustees serves as an ex-officio member of the committee. The committee is required to keep minutes of its meetings and report the same to the board of trustees.”

“There are two categories of trustees, category g trustees and category k trustees. The category g trustees and category k trustees collectively constitute the board of trustees. Each category g trustee and category k trustee is elected by a majority vote of the trustees; however, the trustees may elect only category k trustees who are nominated by the kemper family foundations designated in the trust indenture.”

“The finance manager and director of finance & operations review form 990 for accuracy and reconcile to the annual financial statement audit prior to filing with the irs.”

“Annually, each trustee must submit in writing a conflict of interest disclosure statement listing all financial interests and other potential conflicts of interest to the board secretary. If a financial interest or conflict of interest arises after a trustee has filed the annual disclosure statement, the trustee must file an updated conflict of interest disclosure statement. The trustee must be given an opportunity to disclose all material facts to the governance committee, which determines whether a conflict exists under the policy. The disclosure of any conflicts, recusal of the interested party, deliberation, and vote regarding the proposed transaction or arrangement is documented in the minutes.”

“Upon hire, executive director compensation is determined by the executive search committee of the board with input from the search firm. Any subsequent compensation adjustments are recommended by the board of trustees with the board chair having ultimate approval. All other officers and employees generally receive performance evaluations annually. Wage adjustments are not guaranteed and may be made at any time at the sole discretion of the executive director. Adjustments depend on a number of factors including performance, productivity, seniority, and other lawful factors.”

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

“Contractual services: program service expenses 396,667. Management and general expenses 65,581. Fundraising expenses 325. Total expenses 462,573. Payroll and retirement plan administrative services: program service expenses 0. Management and general expenses 11,460. Fundraising expenses 0. Total expenses 11,460. Recruiting: program service expenses 0. Management and general expenses 19,935. Fundraising expenses 0. Total expenses 19,935.”

“Collection items purchased but not capitalized -56,250.”

“The finance committee of the board of trustees is responsible for selection of the independent accountant and oversight of the annual financial statement audit. The finance committee chair signs the audit engagement letter. The cpa firm presents the audit report to the committee. The committee then recommends the report be sent to the board of trustees for approval. This process has not changed from the prior year.”