The New School Inc

“Mary-campbell jenkins, board member, is married to peter lefkowicz, an employee, who is listed on schedule l.”

“The new school does not currently have committees.”

“Form 990 is provided to the board for review and comments prior to filing.”

“Duty to disclose: in connection with any actual or possible conflict of interest,an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the directors and members of committees with governing board delegated powers considering the proposed transaction or arrangement. Determining whether a conflict of interest exists: after disclosure of the financial interest and all material facts, and after any discussion with the interested person, he/she shall leave the governing board orcommittee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists. Procedures for addressing the conflict of interest: an interested person may make a presentation at the governing board or committee meeting, but after the presentation, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest. The chairperson of the governing board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. After exercising due diligence, the governing board or committee shall determine whether the corporation can obtain with reasonable efforts amore advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, thegoverning board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the corporation's best interest, for its own benefit, and whether it is fairand reasonable. In conformity with the above termination, it shall make its decision as to whether to enter into the transaction or arrangement. Violations of the conflicts of interest policy: if the governing board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. If, after hearing the member's response and after making further investigation as warranted by the circumstances,the governing board or committee determines the member has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.”

“The terms of compensation shall be approved by the board or compensation committee prior to the first payment of compensation. All members of the board or compensation committee who approve the compensation arrangementmust not have a conflict of interest with respect to the compensation subject for vote. The board or compensation committee shall obtain and rely upon appropriate data, including: compensation paid by similarly situated organizations; availability of similar services in thegeographic area of the new school; current compensation studies by independent firms; written offers from similar institutions competing for the services of the person subject to the compensation arrangement.”

“SEE 15A EXPLANATION.”

“The school makes form 1023 and form 990 available upon request in the main office.”