The Barker Adoption Foundation

“Members include adoptive parents, adoptive persons, birth parents, and friends and patrons. All members, regardless of their affiliations with the Foundation, shall have the same rights and priviledges of membership.”

“Trustees are elected through vote of the membership at the annual meeting of members.”

“The Bylaws may be amended at the annual meeting of the membership, or at a special meeting of members called for that purpose. Amendments to the Bylaws may be proposed by the Board of Trustees or any twenty members.”

“A draft copy of the Form 990 is reviewed by the Board of Trustees Treasurer, Executive Director, Director of Finance and Administration, and the Chair of the Board of Trustees. Any changes are communicated to the accountant and are updated. A final copy is approved and signed by the Treasurer of the Board of Trustees.”

“Procedures for addressing conflicts of interest - Specific transactions: Where an actual or potential conflict exists between the interests of the agency and an interested party with respect to a specific proposed action or transaction, the Barker Foundation shall refrain from the proposed action or transaction until such time as the proposed action or transaction has been approved by the disinterested members of the Board of Trustees of the organization. The following procedures shall apply: 1) An interested party who has an actual or potential conflict of interest with respect to a proposed action or transaction of the corporation shall not participate in any way in, or be present during, the deliberations and decision making of the organization with respect to such action or transaction. The interested party may, upon request, be available to answer questions or provide material, factual information about the proposed action or transaction. 2) The disinterested members of the Board of Trustees may approve the proposed action or transaction upon finding that it is in the best interests of the corporation. The Board shall consider whether the terms of the proposed transaction are fair and reasonable to the organization and whether it would be possible, with reasonable effort, to find a more advantageous arrangement with an entity that is not an interested party. 3) Approval by the disinterested members of the Board of Trustees shall be by vote of a majority of Directors in attendance at a meeting at which a quorum is present. An interested party shall not be counted for purposes of determining whether a quorum is present, or for purposes of determining what constitutes a majority vote of Directors in attendance. 4) The minutes of the meeting shall reflect that the conflict disclosure was made, the vote taken and, where applicable, the abstention from voting and participation by the interested party. Violations of conflict of interest policy: If the Board of Trustees has reason to believe that an interested party has failed to disclose an actual or potential conflict of interest, it shall inform the person of the basis for such a belief and take the appropriate action.”

“The Foundation's Executive Committee periodically benchmarks the Executive Director's salary through data gathered by outside organizations, taking into consideration the cost of living in a particular area, as well as the credentials, experience, tenure, and performance. It is the Board that decides the compensation of the Executive Director.”

“The Foundation's governing documents, conflicts of interest policy, and financial statements are available to the public upon request.”

“The Foundation's Board of Trustees is responsible for the oversight of the audit, including the selection of the independent accountant. The process is consistent with previous years.”