Willow Creek Academy

“The board, by resolution of adopted by a majority of the directors then in office, may create one or more committees, each consisting of two or more directors, to serve at the pleasure of the board. Appointments to committees of the board shall be by majority vote of directors then in office. The board may appoint one or more directors as alternate members of any such committee, who may replace any absent member at any meeting. Any such committee shall have all the authority of the board, to the extent provided in the board resolution, except that no committee may" 1.take any final action on any matter, under the california non-profit public benefit corporation law, also requires approval of the members or approval of majority of all members. 2.fill vacancies on the board or any committee of the board, 3.fix compensation of the directors for serving on the board or on any committee, 4.amend or repeal bylaws or adopt bylaws. 5.amend or repeal any resolution of the board that by its express terms is no so amendable or repealable. 6.create any other committees of the board or appoint the members of committees of the board, 7.expend corporate funds to support a nominee for director if more people have been nominated for director than can be elected, or 8.approve any contract or transaction to which the corporation is a party and in which one or more of its directors has a material interest.”

“The 990 return is initially reviewed by management and then reviewed by the board prior to filing the return.”

“In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material fact to the directors and members of committees considering the proposed transaction or arrangement. After disclosure of the financial interest and all material fact, and after any discussion with the interested person, he/she shall leave the board of directors meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board members shall decide if a conflict of interest exists.”

“The process includes all of these elements: (1) review and approval by the board (2) use of data as to comparable compensation; and (3)contemporaneous documentation and recordkeeping. Same as above.”

“The school provides its governing documents, conflict of interest policy and financial statements to the public upon request.”

“Transfer of net assets to smcsd per mou -966,667.”