The K Foundation

“The board of directors shall consist of two classes. One class shall be called the "foundation directors", and the other class of directors shall be called the "k directors". Foundation directors shall be selected and appointed by the san antonio area foundation, and the number of foundation directors shall always be at least one more than the number of k directors.”

“Amendments to the organization's bylaws require approval in writing by the president of the supported organization, the san antonio area foundation. Termination of board control by the supported organization may be determined by the president of the san antonio area foundation.”

“The organization did not have any committes with authority to act on behalf of the governing body during the tax year.”

“Prior to a form 990 review performed by an independent accounting firm with the foundation's audit committee, all committee members received a copy of the form 990. Once accepted by the audit committee, a copy of the form 990 was provided to each member of the board of directors before filing with the irs.”

“He organization has a written conflict of interest policy that requires all members of the board of directors to annually disclose potential conflicts of themselves and their family members on a questionnaire. The questionnaires are reviewed for conflicts. Any questionnaires that disclose potential conflicts are brought before the board of directors for review. No member with a financial conflict shall evaluate or vote on any matter in which he or she has a financial conflict of interest and shall not use his or her personal influence with other responsible members to approve or disapprove any action by the foundation related to the matter. Members who have an emotional conflict of interest or an apparent conflict of interest may continue to participate in the discussion and may vote on the matter if no financial conflict of interest exists provided that the member first discloses his or her emotional or apparent conflict of interests.”

“The san antonio area foundation uses the ceo evaluation form received from the council on foundations. The foundation provides the evaluation document along with the accomplishment report to each member of the board of directors for completion. All replies are sent directly to a single member of the governance committee to compile in a report for the committee chair to review. The governance committee chair meets with the board chair to review the compilation. The compilation is then presented to the remaining members of the board of directors in an executive session. The board chair meets with the ceo to address any issues. In regard to other officers and key employees, the ceo prepares a human resources analysis that includes a council on foundations compensation summary with the most recently available base salaries. The ceo uses this information to make salary recommendations for all staff, which are reviewed and approved by the finance committee and the board of directors.”

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