North Carolina Foundation for Advanced

“The organization amended its bylaws as of november 6, 2014. They changed the address of the registered office. They increased the maximum number of actively serving board members from 15 to 16. Formerly, members were referred to as members and now they are referred to as directors. Quarterly meetings were previously required in specific months whereas now they are just required quarterly. Board officer terms were reduced from two years to one year. Directors filling vacancies prior to the expiration of the term are eligible to be elected to a subsequent full term now. The new bylaws specify a progression of leadership as follows: a director elected to serve in the office of vice chair shall be encouraged,upon completion of his term as vice chair, to subsequently serve in the office of the chair; the chair, upon completion of his term, shall then be encouraged to subsequently serve as past chair. The progression of officers stated herin will not be assumed without election; rather, each officer shall be elected to fill subsequent offices as required in section 1 in this article iv. The chair duties have now been amended to include the chair's responsiblity to record or oversee the recording of the minutes of all meeting and proceedings. The vice chair's duties have been amended to include the responsibility of chairing standing or special committees in the absence or disability of the chair. The president's duties have been amended to include the maintenance of the records and documents of the corporation and the seal of the corporation, and assurance that the seal is affixed to all documents requiring such seal. The secretary/treasurer's duties have been amended to include performing acts as may be prescribed by the board and the chair and as are usually incident to an office of secretary/treasurer of the board. The election of corporate officers is no longer required to be voted on at the same meeting that the board considers the budget for the upcoming year. The positions of corporate secretary and assistant corporate secretary are eliminated as officer positions. The assistant corporate treasurer is renamed cfo. Community members are now allowed to serve on standing committees, except the executive committee, if approved by the board chair. Members of the executive committee shall now be recommended by the governance committee, nominated by the chair and approved by the board. Members of the planning and development committee shall be recommended by the governance comittee, nominated by the chair and approved by the board. The chair of the jim bernstein health leadership fund committee must now be recommended by the governance committee, nominated by the chair of the board, and elected by the board.”

“The 990 is reviewed by the vp of finance and administration, foundation president/ceo, and the finance committee. Once the 990 is approved by the audit & the finance committee, a copy of the 990 is sent to all board members for final review before it is filed.”

“The board requires annual full disclosure of any conflicts of interest. A disclosure statement is signed each year by all staff members and the board requesting in writing a statement of all possible conflicts of interest.”

“Compensation for key employees other than the president is determined by the president, who compares the position to the general market and to other organizations who perform similar types of work. Compensation for the president is determined by the board and is also determined by the general market and similar organizations. Education, training and experience also weigh heavily for a given role.”

“All governing documents, conflict of interest policy, financial statements and form 990 are available upon written request at the office of the foundation.”

“Subrecipient payments: program service expenses 688,174. Management and general expenses 0. Fundraising expenses 0. Total expenses 688,174. Other contracted services: program service expenses 45,691. Management and general expenses 3,267. Fundraising expenses 0. Total expenses 48,958. Other professional services: program service expenses 13,739. Management and general expenses 20,031. Fundraising expenses 0. Total expenses 33,770.”

“BAD DEBT EXPENSE -1,306.”

“The process has not changed from the prior year.”