The Executive Leadership Council Inc.

“Members of the council shall either be voting members or nonvoting members. Each voting member is entitled to one vote. Voting member shall be either: i) an individual serving in a senior level management position in a fortune 1000 or global 500 corporation, or in another organization of similar scale and scope as determined by the board, ii) an individual serving on the board of a fortune 1000 or global 500 corporation, iii) an individual serving in a senior level management position in a professional services firm of similar scale and scope, iv) an entrepreneur, or v) a recognized thought leader (collectively "qualified position") .”

“Voting members have the authority to nominate and elect the board of directors of the council.”

“Voting members of the executive leadership council have the authority to approve amendments to the articles of incorporation and bylaws; approve any "fundamental transaction" as defined in the nonprofit corporation act of the district of columbia, including but not limited to merger, sale of all or substantially all of the assets of the council, conversion or dissolution of the council; and approve any matter that may be submitted to the voting members by the board of directors, in the discretion of the board.”

“Upon completion of the return by outside tax preparers, the form 990 is first reviewed by management and is then submitted to the audit committee who has the delegated responsibility of reviewing the return prior to filing by the board of directors. After the audit committee reviews and is in agreement, the return is finalized and signed off by the outside tax preparers as well as the president & ceo of the council. Prior to filing, the full and complete form 990 is distributed to the entire board of directors.”

“Elc monitors its conflict of interest policy by requiring all new board members to identify any conflict that may arise with them serving on the board of directors of elc. They are required to sign a conflict of interest form. This process is repeated annually with new and continuing members.”

“Compensation for the president and ceo is determined by the executive committee of the board of directors, which consists of professionals in human resources and various other management skills. They utilize professional search firms for advice and research on compensation for executives in similar industries, geographic locations, size and resources. The president and ceo reviews the compensation for the other officers and key employees and, based on comparative outside data, makes recommendations to the chair of the council for approval.”

“Governing documents, conflict of interest policy and financial statements are available to the public upon request.”

“The council is organized and shall be operated exclusively for charitable and educational purposes within the meaning of section 501 (c)(3) of the internal revenue code of 1986, as amended ("code"). In furtherance of such purposes, the council shall: (1) provide african-american executives who serve or served in senior level management positions, in domestic and international corporations, with professional forums and programs to offer perspective and direction on economic, business, and public policy issues; (2) increase the visibility and encourage the recognition and advancement of african-american business executives; (3) provide educational, professional and economic opportunities, mentoring projects, and programs to identify, prepare and advance the next generation of african-american managers and executives; (4) enrich the "pipeline" of future african-american business leaders to optimize their productivity, growth and eventual contribution to the goals of corporate america through education, mentoring, early identification (programs that target high school students), community action, role modeling, and to engage in such other activities as may be desirable or required to accomplish the foregoing objects and purposes; (5) engage african-american corporate officers with thoughtful initiative, direction, programs and education to address issues facing african-americans in corporate america; and (6) encourage education regarding the economic empowerment of african-american america.”