Christian Urban Education Service

“The executive committee shall act for the board of directors between regular meetings of the board.”

“The fifth article of the articles of incorporation was deleted and replaced with the following. "the management of this corporation shall be vested in a board of not less than three (3) directors, and in a chair, vice-chair, secretary and treasurer to be elected by the board of directors. Any two officers, except chair and vice chair and except chair and secretary, may be held by one person. The by-laws may provide for additional officers in the discretion of the board of directors. Whenever a vacancy occurs on the board of directors for any reason, or whenever it is desired to increase the number of directors, the vacancy or the increase in such membership shall be filled by the remaining members of the board of directors, thereby securing and providing perpetual succession of said members of the board of directors and of the corporation."”

“Section 5 of article ii of the bylaws is amended by adding the following as a new subpart (f). The executive director is an employed position with the corporation. The executive director has ex-officio status on the board of directors for the duration of his or her employment unless removed by action of the board of directors as provided in this article ii. The executive director shall be the principal operating officer of the corporation and, subject to the control of the chair and the board of directors, shall in general supervise and control all of the operational business and affairs of the corporation. The executive director may sign, except in cases where the signing has been be expressly delegated by the board of directors or these bylaws to some other officer or agent of the corporation or shall be required by law to be otherwise signed, deeds, mortgages, bonds, contracts or other instruments, and in general, shall perform all other duties prescribed by the chair or the board of directors from time to time."”

“The form 990 is reviewed by the board treasurer before filing with the irs. A copy of the return is also provided to all members of the board for their review before filing.”

“An interested person must disclose to the board of directors the existence of the financial interest and all material facts considering the proposed transaction. After disclosure of the interest and all material facts, and after any discussion with the interested person, he or she shall leave the meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board members decide if a conflict of interest exists. If it is determined a conflict does exist, the remaining board decides whether they can complete the transaction in the best interest of the organization causing the conflict or if there are other options that would not give rise to the conflict. Conflicts are dealt with and discussed as they arise.”

“The executive committee of the board of directors reviews and approves the compensation for the ceo/executive director.”

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

“The organization's board of directors is responsible for oversight of the audit and selection of public accounting firm. This process has not changed from the prior year.”