Winston-Salem Industries for The

“All members of the Board of Directors, except those who are considered to be ex-officio (non-voting) members as prescribed by the organization's bylaws, have full and equal voting rights with respect to all matters that come for the consideration of the Board of Directors. If the term of office as a Director has ended, the immediate past Chair of the Board becomes an ex-officio board member for a term of one year once that individual's term as Chair of the Board ends, and during that time period, has no voting rights relating to matters before the Board. The Board-appointed Executive Committee has and may exercise all of the authority and powers of the full Board of Directors in the management of the organization during intervals between regularly-scheduled Board meetings.”

“After review by financial management personnel at IFB, the Form 990 is distributed to all members of the Audit Committee of the board, the governance body charged with approval of the filing of the return, in advance of a scheduled meeting of the Audit Committee for the purpose of conducting a detailed review of the Form 990. The Chief Financial Officer (CFO) and a representative from IFB's tax return preparer meet with the Audit Committee for an in-depth review of the Form 990. From this meeting, the Audit Committee approves the return for filing as prepared, or with agreed-upon changes. A copy of the Form 990, as approved by the audit committee, is distributed to all members of the Board of Directors prior to timely filing with the IRS.”

“On an annual basis, the corporate governance committee of the board of directors distributes a conflicts of interest disclosure statement to all board members, officers, and key employees. The committee, along with compliance personnel, examine the completed statements and promptly investigate and resolve any real or perceived conflicts.”

“Annual compensation of the president/CEO is set by the Board of Directors. The Board conducts annual performance evaluations of the president/CEO, and along with the results of the evaluations, the Board uses periodic compensation surveys conducted by outside consultants and consults comparative compensation data related to the compensation packages of top executives at organizations of similar size and mission, including examination of the organizations' forms 990, in order to determine the compensation of the president/CEO on a yearly basis. For other officers and key employees, annual compensation is set by the president/CEO. The president/CEO conducts an annual performance evaluation for each officer and key employee, and along with the results of the evaluation, the president/CEO consults comparative compensation data related to officers and key employees at organizations of similar size and mission, including examination of the organizations' forms 990, in order to determine each officer's and key employee's compensation on a yearly basis.”

“All governing documents are maintained by the executive assistant to the president/CEO. This employee makes these documents available upon request. The financial statements are maintained by the CFO. The CFO makes these statements, as disclosed in the form 990, available upon request. The conflict of interest policy is maintained by the Corporate Governance committee of the Board of Directors. The committee chair makes this policy available upon request.”

“Transfer to (From) Affiliates - 77302;”

“No change from the prior year.”