International Crisis Group

“The board of trustees amended crisis group's bylaws, effective july 1, 2014, to strengthen its governance structure, establishing a small board of directors to manage the affairs of crisis group, with the board of trustees providing guidance and support on policy matters, advocacy, fundraising and other substantive matters to the board of directors. The board of directors further amended crisis group's bylaw, effective august 20, 2014, to permit the president to serve for a term of up to three years.”

“Management worked with external accountants to prepare and review the irs form 990. The director of finance and administration had primary responsibility for preparing the form while other senior staff provided direct input into its preparation. The completed form was reviewed by senior staff, which was then finalized with the external accountants. The president and ceo then reviewed the form with the finance committee which reported its approval to the board of directors who were provided with an electronic link to the approved form before filing.”

“The board has adopted a conflict of interest policy which is applicable to all directors and staff members. Directors are required to disclose to one of the co-chairs, and staff members to the president and ceo, any situation which is or may become a conflict of interest. Difficult or contested matters are discussed and resolved with the board of directors. Directors are required to excuse themselves from any discussions and decisions of the board which involve matters that are or may result in a conflict of interest, and the minutes of the applicable meeting reflect the abstention, with the vote not being counted for purposes of determining the quorum. Staff members are required to scrupulously avoid any conflict between their own respective individual interests and those of crisis group. All directors and staff members are required to sign annually an acknowledgment and certification regarding compliance with the conflict of interest policy. The secretary monitors the enforcement of the policy for directors and the human resources manager monitors enforcement of the policy for staff members.”

“The president and ceo is the top management official of crisis group. The board of directors determines the reasonableness of the president and ceo's salary consistent with irs requirements using data as to comparable compensation for similarly qualified persons in functionally comparable positions at similarly situated organizations and keeps records and contemporaneously documents the decision. The board in electing to hire jean-marie guehenno as the new president and ceo, commencing on or about september 1, 2014 determined on july 2, 2014 and again on august 20, 2014, the reasonableness of the president's compensation package consistent with irs requirements. The president and ceo, in consultation with the director of finance and administration and human resources manager sets the compensation of senior employees and determines that such compensation is reasonable taking into account the comparable compensation for similarly qualified positions at similarly situated organizations, and then sends the approved compensation packages and comparability data to the finance committee for its approval. The finance committee's review and approval are reported to the board of directors.”

“The organization makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”

“Net unrealized/realized loss on exchange -2,015,100.”