Csusb Philanthropic Foundation

“1) emeritus directors are those directors who are no longer able to serve or whose terms have expired, but whose contributions, over time, have been profound in terms of service, philanthropy, and dedication to the university's mission. 2) the term of office for a emeritus director shall be for life. Emeritus directors shall receive notification of all general meetings and events, but not committee meetings of the board. 3) they shall not have the right to vote, to be counted towards a quorum, or to hold elective office on the board. Emeritus directors may serve on general committees of the board, as requested by the chair, with approval by the executive committee. This includes, but not limited to committees focused on development, finance or membership. Conflict of interest forms shall be completed and submitted to the executive director of the csusb philanthropic foundation by august 30 of each calendar year. It shall be the continuing responsibility of all directors to review their outside business interests, philanthropic interests, personal interests, family and other close relationships for actual or potential conflicts of interest with respect to the corporation, and to immediately disclose the nature of the interest or relationship. Virtual meetings. Any meeting may be held virtually, as long as all directors participating in the meeting can effectively communicate with one another. All such directors shall be deemed to be present in person at such a meeting. If any member votes or takes other action at the meeting by means of electronic transmission, electronic video screen communication, conference telephone, or other means or remote communication, a record must be maintained by the board of that vote or action. The conduct of such meetings shall be consistent with the open meeting requirements of education code sections 89920-89928 the corporation's board of directors shall have six (6) standing committees instead of five (5.) executive committee members shall serve no more than two two-year terms or until their successor is appointed. Time served as an executive committee member will not count towards board member terms of service. The committee on board membership shall develop a plan of board composition relevant to the strategic direction of the foundation. Committee members shall recruit and recommend candidates to the executive committee for election 60 days prior to the next board meeting. All candidates to be nominated for election shall be approved by the university president. The committee shall develop and recommend strategies, policies and practices that orient, educate, organize, motivate, and assess the performance of the directors. The committee shall be comprised of no less than three (3) committee members. A quorum shall consist of two (2) committee members.”

“A copy of form 990 is provided to and reviewed by management and the board of directors before it is filed.”

“Each member of the board shall receive annually a copy of the applicable sections of the california education code with interpretation of the law by the foundation's counsel and will certify, by signature, his or her compliance.”

“The organization makes its governing documents, policies and financial statements available to the public through its website and also upon request of the public at the organization's administrative office.”

“The process has not changed from the prior year.”