Vogel Charitable Foundation

“Steve seleznow, jeff sauter and jacky alling have a business relationship as officers/employees for the supporting and supported organization.”

“The organization is managed by its supported organization, the arizona community foundation.”

“The organization has two classes of members; arizona community foundation (the supported organization) members and donor members.”

“Each class of members has the right to appoint directors to the board; however, the majority of directors shall be appointed by the arizona community foundation.”

“The affirmative vote of the arizona community foundation, and, if there are two or more donor members, the affirmative vote of at least one donor member at any annual or special meeting of members shall be required to adopt or approve the following actions: 1. Liquidation or dissolution of the corporation; 2. Merger, or consolidation or transfer of substantially all of the assets of the corporation; 3. Repeal, modification, amendment, in whole or in part, or addition to the articles of incorporation or bylaws of the corporation or adoption of new articles of incorporation or bylaws.”

“An outside accountant prepares the return and sends a draft to the chief financial officer of the arizona community foundation for review. Suggested changes, if any, are made as appropriate to the draft by the outside accountant. The final draft of the 990 is sent to all board members for review and deliberation prior to being filed with the irs. The final return is submitted to either the ceo or cfo of the arizona community foundation for approval and signature.”

“The conflict of interest policy is reviewed and approved annually by the board of directors of the vogel charitable foundation. All board members sign an acknowledgement that they have read the conflict of interest policy, agree to abide by it and identify any potential conflicts they may have. These acknowledgements are reviewed by the acf advancement staff. Should any grants be presented that would give rise to a conflict on behalf of one or more board members; they are asked to disclose the conflict, and recuse themselves from any vote on approving the grant. All of this is also noted in the minutes of the applicable board meeting. This procedure is followed for any other types of conflict as well. The acf audit and compliance committee has authority to investigate any situation where a conflict of interest may exist, but it was not disclosed to the board or to acf. They would gather all material facts and ask the individual to make an appearance before the committee to discuss the matter. Should the investigation find that a conflict of interest exists and it was not disclosed, appropriate disciplinary measures will be taken. The audit and compliance committee will report their results to this board and the acf board.”

“The organization provides a paper copy of the financial statements upon request. The organization does not proactively provide copies of its governing documents or conflict of interest policy to the public. However, if the organization receives a request from a donor or potential donor, the organization will consider the request and the circumstances surrounding the request in determining whether to provide the documents.”

“The organization transferred its assets to its supported organization, arizona community foundation, a section 501(c)(3) public charity. It will continue its operations as a donor advised fund within the arizona community foundation.”