Family Impact Network

“The board of directors has an executive committee consisting of the board's officers and past president (if still serving on the board). If urgent action is required, the committee may exercise all powers of the board except the powers to (a) amend, alter or repeal the articles or bylaws; (b) elect, appoint or remove any director, officer or committee member; (c) adopt a plan of merger or consolidation; (d) authorize the sale, lease or exchange of all or substantially all of the organization's property and assets other than in the ordinary course of business; (e) authorize the organization's voluntary dissolution or revoke proceedings thereof; (f) adopt a plan for the distribution of the organization's assets; or (g) amend, alter or repeal any board resolution that by its terms provides that it cannot be amended, altered or repealed by a committee.”

“The bylaws were amended in december 2022 to remove empire health foundation as the sole member, to revoke all of the rights that had been reserved to the sole member, and to remove all references to the sole member.”

“Until december 2022, empire health foundation was the sole member.”

“Until december 2022, empire health foundation approved the elections, appointments, and/or removals of all the organization's board members.”

“Until december 2022, the additional powers reserved to empire health foundation, the sole member for the majority of 2022, included (a) approving/amending the articles or bylaws, (b) changing the number of directors, (c) approving operating and capital budgets and amendments thereto, (d) creating a subsidiary, (e) mergers, consolidations, dissolutions, liquidations or sale of substantially all of the organization's assets, (f) encumbering the organization's assets, (g) insurring or guaranteeing debts other than in the ordinary course of business, (h) changing the organization's philosophy, mission, or purpose of the organization, and (i) disposing of all or substantially all of the organization's assets.”

“Prior to filing, the executive director and finance committee reviewed the form 990. It will be circulated to the full board post-filing.”

“Written policy requires affirmative disclosure of actual and potential conflicts of interest annually. Responses are reviewed by executive committee.”

“Fin works with nonprofit professionals advisory group, a nonprofit consulting firm. They conducted a high-level market analysis for fin's executive director position. Comparability data was gathered from the prm 2021 management compensation report of not-for-profit organizations, the economic research institute salary assessor, and an irs 990 compensation analysis of similar local non-profit organizations. Fin's board chair reviewed the salary analysis information and determined that the executive director's salary was competitively aligned within the market.”

“The organization allows the public to make requests for governing documents, financial statements, and the conflict of interest policy. The organization releases this information on a case-by-case basis.”

“The organization has not changed its process for selection of the financial statement auditor or for overseeing the financial statement audit.”