Queen City Angels

“Queen City Angels has 4 membership classes: Regular, Associate, Ascent, and Alumni. Regular members pay a one-time initiation fee of $2000 and annual membership dues of $2250 (an amount voted on by members at the company's Annual Meeting). Associate members pay a one-time initiation fee of $3000 and annual membership dues of $4500. Regular members are eligible to become voting members of a Fund and are invited to attend all in-person investor meetings as well as potentially serve as Board members for portfolio companies. They can participate in the carry pool for Funds. Ascent members participate by investing in a special purpose vehicle that invests in a Fund. They pay a one-time initiation fee of $500 and annual membership dues of $500 (they are non-voting members). Alumni members pay annual membership dues of $500.”

“The Directors are elected at the annual meeting of the members, or at a special meeting of the members called for such purpose. Election shall be by a majority vote of the members constituting a quorum and entitled to vote.”

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

“Federal Form 990 is reviewed by the Executive Director and then shared with the full board prior to filing.”

“In connection with any actual or possible conflict of interest, an interested person must disclose the existence of his or her financial interest and must be given the opportunity to disclose all material facts to the directors and members of committees with board-delegated powers considering the proposed transaction or arrangement. An interested person may make a presentation at the board or committee meeting, but after such 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 board or committee shall, if appropriate, appoint a disinterested person or committee to obtain appropriate data as to comparable transactions and investigate alternatives to the proposed transaction or arrangement. Appropriate data as to compensation shall include compensation data from three reasonably comparable organizations in the geographic area for similar services. Appropriate data as to a property transaction may include independent appraisals and/or offers received as part of an open and competitive bidding process. After exercising due diligence, the board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the corporation's best interests, for its own benefit, and whether the transaction is fair and reasonable to the corporation and shall make its decision as to whether to enter into the transaction or arrangement in conformity with such determination.”

“Determination of the ED's compensation is based on compensation studies conducted by our professional trade association, the Angel Capital Association. It includes a bonus structure based on yearly goals and objectives, other compensation included is health care benefits reimbursement through an ICHRA, and base salary. A formal review is conducted each year, conducted by a QCA Board member and reviewed and approved by its Board Chairman after Executive Session discussion with Board members.”

“Documents are available to the public upon request.”