The South Carolina Historical Society

“The annual budget is reviewed and presented by the finance committee to the board of directors. The board reviews and approves the budget.”

“In addition to the finance committee regular duties, the chair will call a meeting as necessary in order to discharge its responsibilities about the annual audit or review and approval of form 990. The members of the finance committee reviewing the audit or review and 990 will be persons serving on the organization's board who have no existing financial, family or other personal ties to management of the organization. No staff members of the organization will be eligible to serve on the finance committee. The chief operating officer will serve as an advisor to support the actions of the finance committee. The finance committee's responsibilities will include: 1. Selecting the audit firm to conduct an independent audit or review of the organizations financial statements. 2. Reviewing and approving the audit or review scope and fees. 3. Reviewing and approving any proposed involvement of the audit or review firm in activities other than the annual audit or review. 4. Ensuring a direct line of communications with the organization's auditor or reviewer. 5. Providing oversight of management's performance with respect to required and recommended financial responsibilities and disclosures. 6. Consider and review, with management and the auditors, the adequacy of the organization's risk management methodology and internal controls, including computerized information system controls and security. 7. Providing oversight of the organization's conflict of interest policy and keeping the board apprised of any changes required in the policy or its implementation. 8. Reviewing the adequacy of financial reports provided by the board and making recommendations for their improvement. 9. Reviewing and addressing the management letter and auditor's comments. 10. Review any serious difficulties or disputes with management encountered during the course of the audits. 11. Review other matters related to the conduct of the audits that are communicated to the committee under generally accepted auditing standards. 12. Review the form 990 prior to its submission to state and federal offices. 13. Review published documents containing the organization's financial statements consider whether the information contained in these documents is consistent with the information contained in the financial statements. 14. Initiate an investigation into any matter brought to its attention within the scope of its duties, with the power to retain outside counsel for this purpose if, in its judgment, that is appropriate the committee will promptly report any such actions to the executive committee. 15. Make recommendations to the board based on the committee's review activities.”

“To ensure the society operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted whether compensation arrangements and benefits are reasonable, based on competent survey information and the result of arm's length bargaining. Whether partnerships, joint ventures, and arrangements with management society's conform to the society's written policies, are properly recorded, reflect reasonable investment or payments for goods and services, further charitable purposes and do not result in impermissible private benefit or in an excess benefit transaction when conducting the periodic reviews as provided for in article vi, the society may, but need not, use outside advisors. If outside experts are used, their use shall not relieve the governing board of its responsibility for ensuring periodic reviews are conducted.”

“This policy on the process of determining compensation for the south carolina historical society (schs) applies to the compensation of the following persons employed by the organization: the organization's cheif executive officer (c.e.o.): the c.e.o.'s compensation shall be reviewed annually and approved by the executive committee with assistance from the finance committee as required. Persons with conflicts of interest with respect to the compensation arrangement at issue are not involved in this review and approval. The compensation of the c.e.o. Is reviewed and approved using data as to comparable compensation for similarly qualified persons in functionally comparable positions at similarly situated organizations. The organization's chief operating officer (c.o.o), if any: the c.o.o.'s compensation shall be proposed by the c.e.o. Using data as to comparable compensation for similarly qualified persons in functionally comparable positions at similarly situated organizations. The proposed compensation for the c.o.o. Shall be reviewed by the executive committee with assistance from the finance committee as required but the recommendation of the c.e.o. Shall be a significant factor in any review. The compensation for the remaining members of the staff of the organization: the c.e.o. Determines staff salaries based on job skills needed, experience, and education requirements in comparison with other similar organizations ' positions and what the schs can afford to pay. Once salaries are determined for the coming fiscal year, the c.e.o. Submits them to the board for review as part of the budget. No input from persons with conflicts of interest with respect to the compensation arrangement at issue shall be considered. Contemporaneous documentation and recordkeepnig: the executive committee and the finance committee shall maintain appropriate minutes and other contemporaneous documentation and recordkeeping with respect to the deliberations and decisions regarding all compensation arrangements.”

“The public may access financial information by requesting information from the administrative office of the society.”

“The by-laws notate the past chair and chief executive officer serve as ex-officio on the board of managers, however the chief executive officer does not have voting rights.”

“SC”