Sheppard Pratt - Lieber Research Institute Inc

“The organization has two equal members: Sheppard Pratt Health System Inc. (Class S) and Lieber Institute, Inc. doing business as Lieber Institute for Brain Development (Class L).”

“Sheppard Pratt Health System Inc. (Class S) selects one half the members of the board and Lieber Institute, Inc. doing business as Lieber Institute for Brain Development (Class L) selects one half.”

“The board of Directors reserve the power to manage all the business and affairs of the organization. The members reserve the right to appoint and remove board members. Form 990, Part VI, Section A, Line 8A & 8B The Secretary documents the minutes of the meetings held by the board and committee throughout the year.”

“The form 990 will be prepared and a copy supplied to all board members for review and approval prior to filing.”

“In April 2017, the organization's board of directors voted to adopt the Conflict of Interest policy of Sheppard Pratt Health System. This policy outlines Sheppard Pratt's disclosure procedure as follows: If in the normal course of conducting a board meeting, an agenda topic is determined to present a Conflict of Interest, the interested board member is required to disqualify him or herself from any further discussion on the matter. The chairperson will select a disinterested person to investigate alternatives to the transaction that poses the potential conflict. If after exercising due diligence the board determines that it is unable to secure a more advantageous transaction with an entity that would not give rise to a Conflict of Interest, the board will determine whether or not to enter into the transaction, if it is in the best interest of the organization. The organization requires all trustees and key executive personnel to complete a Conflict of Interest questionnaire annually. The completed questionnaires are reviewed by the CFO who summarizes any reported Conflicts. This information is then presented to the CEO and the chairman of the board for review. Sheppard Pratt Lieber has not enacted this policy in its entirety as of June 30, 2017. The organization has continued to follow the disclosure process as outlined in the by-laws. This process calls for an oral disclosure of any existing conflict by an interested board member. The conflict, initial disclosure, the statement of position on the matter, and disqualification are recoded in the official minutes of the meeting. Sheppard Pratt Lieber's by-laws does not require an annual questionnaire. Form 990, Part VI, Section B, Line 13 & 14: The organization's board of directors voted to adopt the whistleblower policy and document retention and destruction policy of Sheppard Pratt Health System. tHE organization adheres TO SHEPPARD PRATT HEALTH SYSTEM'S WRITTEN document retention and destruction policy.”

“The Executive Director's compensation is determined by the board of trustees. The process for determining employee compensation includes the development of compensation recommendations based on market surveys and other comparative industry data as well as written employment contracts. There is contemporaneous documentation and recordkeeping for deliberations and decisions regarding the compensation arrangements.”

“Financial statements and other governing documents and policies are available upon request.”