The Brookings Institution

“The nominations and governance committee undertook a governance review, which resulted in revised by-laws, adopted march 7, 2014. The main changes, included instituting a three-year term for officers of the board and committee chairs; a comprehensive review process at the end of these three year terms, which would be overseen by the nominations and governance committee; and effective fy2015 the merging of the audit committee and committee on public responsibility and ethics into one smaller committee.”

“The executive committee of the board of trustees has appointed the audit committee of the board as the responsible board party for reviewing the form 990 and 990t each year starting with the fiscal year ended june 30, 2009. Once the form has been completed it is reviewed internally by the president, the chief financial officer, the controller, the general counsel, and other members of the senior staff, along with the audit committee. Once those reviews are completed and the document has been approved, it is sent to all voting members of the board of trustees before it is filed with the internal revenue service.”

“Each year, all brookings personnel and certain affiliates are required to complete a disclosure and acknowledgment form related to the institution's conflict of interest policy. Specifically, all employees are required to acknowledge that they have read, understood, and are committed to abiding by the institution's conflict of interest policy as well as certain other institutional policies and are additionally asked to make certain disclosures about their activities outside of work and finances to help identify possible conflicts of interest. All forms are submitted to the office of the general counsel, which reviews them and has discretion to make recommendations or raise concerns with affected individuals as appropriate. Minor issues involving potential or apparent conflicts of interest and questions about the same are resolved by the general counsel in consultation with other members of senior management as appropriate. Major conflict of interest issues and conflict of interest issues involving trustees have been referred to the audit committee. The general counsel regularly confers with the chair of the audit committee regarding the institution's conflict of interest policy and any conflict of interest issues.”

“The institution's bylaws provide for a compensation committee consisting of the chair (or co-chairs) of the board of trustees, the vice-chairs, and the chairs of the standing committees of the board (audit, budget and finance, nominating and governance, investment and development). The chair (or co-chairs) determines that the members are free of any contractual or other relationships that would put into question the exercise of his or her independent judgment. The compensation committee has the authority to set the salary of the president and such other officers, directors, managers, or employees as the executive committee or audit committee recommends be set by the compensation committee. In setting such salaries, the compensation committee asks the chief operating officer and the chief human resources officer to gather relevant salary comparability data and record committee minutes which clearly document the committee's decisions and the rationale underlying such decisions. The committee tends to use an outside consultant to establish salary comparables and to determine the reasonableness of the compensation received by all disqualified personnel.”

“Brookings makes its governing documents, conflict of interest policy, and form 990 available upon request. Inquiries come to the organization's attention via e-mail, phone, and mail. Whenever possible, brookings replies by providing an electronic copy or by directing requestors to guidestar.org.”

“Contacts/professional services: program service expenses 9,053,257. Management and general expenses 1,845,591. Fundraising expenses 34,882. Total expenses 10,933,730. Qualified subcontacts: program service expenses 350,304. Management and general expenses 0. Fundraising expenses 0. Total expenses 350,304. Temporary help: program service expenses 562,981. Management and general expenses 282,693. Fundraising expenses 0. Total expenses 845,674.”

“Gain/(loss) on foreign currency exchange -56,120. Effect of adoption provisions sfas no. 158 64,000. Foreign currency 49.”