New Cassel Inc

“The corporate members of new cassel, inc. Shall consist of the members of the provincial team of the school sisters of st. Francis of st. Joseph's convent, milwaukee, wisconsin, inc., a wisconsin non-profit corporation (sssf), and the treasurer of sssf.”

“The corporate members have the power and duty to appoint directors of the board and to extend the term limits of any director in extraordinary circumstances.”

“The corporate members, sssf, have the power and duty to adopt or change the mission and to safeguard the purposes of new cassel, inc. (nci) and to annually meet with the board of directors and review the functions of the board and the operations of nci in accord with the philosophy and values of sssf. The corporate members also have the power to approve any amendment, restatement or modification of the articles of incorporation and the bylaws of nci and any other decisions as specifically provided in the bylaws.”

“The cfo, treasurer, and finance committee review the form 990. The finance committee approves the form 990 and a copy of the 990 is distributed to the board before it is filed.”

“Each director, officer, key employee, and committee member, upon such election or appointment and annually thereafter, shall sign a statement which discloses potential or actual conflict of interest and affirms such person has received a copy of the policy, has read and understands the policy, and agrees to comply with the policy. Any interested person having a conflict of interest in any matter should not vote or use his or her personal influence on the matter. In addition, the following additional steps may be taken, at the discretion of the board or committee: a. The interested person may be required to leave the meeting for the general discussion of the matter and the board or committee vote; and/or b. A disinterested person or committee may be appointed to investigate alternatives to the proposed arrangement or transaction. The foregoing requirements should not be construed as preventing an interested person from briefly stating his or her position on the matter, nor from answering pertinent questions of other members at the meeting since his or her knowledge may be of assistance.”

“The compensation committee of the board of directors and the school sisters of saint francis meet to discuss and approve ceo compensation. The ceo approves all other officer compensation.”

“The organization's governing documents, conflict of interest policy, and financial statements are available upon request.”

“The corporate member, sssf, assumes responsibility for oversight of the audit of its financial statements and selection of an independent accountant. This process has not changed from the prior year.”