Salvador Dali Museum Inc.

“Trustees brad g. Morse and mary ann morse are husband and wife.”

“The museum has one class of membership consisting of eight members. All members are voting members. The number of members may not be increased or decreased. Membership is nontransferable and nonassignable.”

“In accordance with the by-laws, the members of the museum shall elect each member to be a trustee so that there are always at least eight trustees who are members. The members shall elect the remaining trustees by a majority vote of the members. Nominations for the board of trustees may be made by members and by trustees. Each trustee who is not a member serves a term of one to three years as set by the members when the trustee is elected. A trustee who is not a member may be removed from office by an affirmative vote of at least 80% of all members. Trustees who are members may not be removed as long as they are members.”

“Certain governance decisions of the museum are reserved to, or subject to approval by, the members as described in response to line 7a above. The members are responsible for the election and removal of individuals of the governing body. In addition, only members have the power to adopt, amend or repeal the by-laws. The members also oversee the loan, sale, or other disposition of original works of art. Any loan of an original work of art by salvador dali requires consent of 70% of all members. The sale or other disposition of original works of art requires an affirmative vote of at least 80% of the trustees and 80% of the members.”

“The finance committee of the board of trustees reviews and approves the 990. The full board of trustees is provided a complete copy of the form for input and questions before filing with the irs.”

“All actual or potential conflicts of interest as defined by the policy are required to be disclosed. All potential conflicts are to be brought to the attention of the board of trustees for review and determination. Appropriate actions, such as voting without the member in conflict, are to be taken when and if required. Compliance is to be monitored and reviewed on an annual basis by the finance committee. The board requires disclosure statements be collected annually from all board members and reviewed and evaluated by the finance or executive committees of the board of trustees.”

“The organization's board of trustees is responsible for reviewing and approving the compensation level for the executive director. Employee performance history, county statistics, and statistics from other cultural institutions for similarly qualified individuals in comparable positions are used to set compensation. The deliberation and approval process is documented in the board minutes. Compensation levels for other officers and key employees is determined under the direction of the human resources department and executive director. Market analysis comparing compensation structures of other museums and/or non-profit organizations are performed.”

“The museum makes its form 990, but not its other financial statements, available to the public.”

“The finance committee of the board of trustees is responsible for selecting an independent certified public accountant to perform the annual audit of the organization's financial statements and to oversee the audit process. The audit report is also reviewed by the executive committee and full board of trustees.”