Over the Rainbow Association For

“MEMBERS”

“The organization's bylaws provides that "the board of directors shall be elected by the vote of a majority of the members."”

“No committee with authority to act on behalf of the governing body.”

“The form 990 is presented to the finance and audit committee, which reviews the tax return before it is signed by the president.”

“Directors, officers, or any member of a committee are to scrupulously avoid transactions in which a director, officer, or a member of a committee has a personal or material financial interest, or with entities of which the director, officer, or member of a committee is an officer, director, or general partner. The otr conflict of interest policy (addendum b to the bylaws of the association and all of its subsidiaries) defines interested person, financial interest, and duty to disclose, along with the board process for determining whether a conflict exists, procedures for addressing a conflict of interest, and procedures for addressing a violation of the conflict of interest policies.”

“The independent compensation committee separately reviews the performance and compensation of the executive director. The comp committee is empowered by the board to approve any/all starting salaries of new employees and any/all raises or bonuses to existing staff, officers, key employees, and the executive director. From time-to-time, salary comparability data is reviewed by the comp committee in order to remain competitive with other non-profit organizations for quality talent.”

“Performance evaluations on staff are done annually. Although not directly tied to compensation, they are certainly relevant to the compensation decision process. All performance evaluations are handed to the executive director and reviewed by him and the compensation committee of the board of directors.”

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