Dutchess Tourism Inc

“There shall be four ex-officio non-voting members of the board of directors: two (2) local government ex-officio directors to include the dutchess county executive (or designee) and the chair of the dutchess county legislature; and (2) to ex-officio directors from community organizations to include the president of the dutchess county regional chamber of commerce and the chairman of the dutchess county industrial development agency. There can also be non-voting liaisons to the board from the nys taconic park region, the national park service and the national archives.”

“The organization's by-laws were amended for the following: 1. To allow those who were elected to initial terms of one (1) year or two (2) years to serve a second three (3) year term. Those directors who served initial terms of one (1) year or two (2) years would now be able to serve two (2) consecutive full terms of three (3) years. 2. To increase the number of board members from no more than (15) members to at least seven (7), but no more than twenty-five (25), including officers.”

“The form 990 will be presented to the organization's finance and governance committee with the presentation of the annual financial statement audit. The form 990 will be presented to the full board at the following board meeting and upon full board motion for approval, will be filed with the irs.”

“The organization's conflict of interest policy applies to all employees, officers, and directors of the organization. Prior to election to the board, and thereafter on an annual basis, all directors shall disclose in writing, to the best of their knowledge, any interest (as defined herein) such a director may have in any corporation, organization, partnership, other entity or individually which provides professional or other goods or services to the corporation for a fee or other compensation, and any position or other material relationship such director may have with any other not-for-profit corporation with which the corporation has any business relationship. If at any time during his or her term of service, a director acquires any interest or otherwise a circumstance arises which may pose a conflict of interest, that interest or other conflict shall be promptly disclosed to the chairman of the board. When any matter for decision or approval comes before the board, or any committee of the board, in which a director has an interest or other conflict, that interest or other conflict shall be immediately disclosed to the board or relevant committee by that director. Unless another standing committee should have a charge authorizing it to address the topics discussed herein, an ad hoc conflicts review committee of the board of directors, comprised entirely of directors without an interest (as defined herein) in a given transaction, shall be duly appointed and convened by the board to review any transaction or agreement that is proposed for approval by the board, which might be considered to constitute a conflict of interest (an "interested party transaction") for a particular director. If no formal conflicts review committee is convened, the board (not including the director having an interest in the applicable transaction) may act in its stead. No director shall vote on any matter in which he or she has a conflict of interest. Any director who has a conflict of interest in a matter shall leave the room in which discussion regarding that matter is carried on, if so requested by the board or the relevant committee, provided that the interested director may participate in any discussion regarding his or her absence.”

“At least annually the board of directors, and or its governance committee or any other committee created by the board for this purpose shall engage in a compensation analysis of the president/ceo and any other disqualified persons identified by general counsel to run concurrently with that individuals annual performance evaluation. This compensation analysis shall examine the following criteria to determine, on an annual basis, the reasonableness of executive compensation as it applies to this organization.”

“At least annually the board of directors, and or its governance committee or any other committee created by the board for this purpose shall engage in a compensation analysis of the president/ceo and any other disqualified persons identified by general counsel to run concurrently with that individuals annual performance evaluation. This compensation analysis shall examine the following criteria to determine, on an annual basis, the reasonableness of executive compensation as it applies to this organization.”

“Governing documents are available upon request.”

“Event support volunteers provide support for events held throughout the year that includes tasks such as managing event tables, promoting local events, and oversight of registration and parking activities.office support volunteers provide light administrative support services that includes answering phones, responding to visitor inquiries, creating and completing mailings of organizational materials, and greeting visitors.”

“Adjustments were made to beginning net assets for 8,800 for revenue incorrectly recorded in 2017 but not earned until 2018 due to a 2017 contract extension and for 25,082 for payroll expense that was recorded as a prepaid expense for 2017 when it should have been reported as an expense. The total prior period adjustment is 33,882.”