Confluence Academy

“The board may create and designate an executive committee. The executive committee, to the extent provided in a resolution of the board shall have and exercise the authority of the board in the management of the corporation; provided, however, that such committee shall have no power or authority to amend, alter or repeal the articles or bylaws; elect, appoint or remove any member of any such committee or any director or officer of the corporation; adopt a plan of merger or of consolidation; authorize the sale, lease, pledge, exchange or mortgage of all or substantially all of the property and assets of the corporation or revoke proceedings therefor; adopt a plan for the distribution of the assets of the corporation; or amend, alter or repeal any resolution of the board which by its terms provides that it shall not be amended, altered or repealed by such committee. The existence of an executive committee shall not relieve the board, or any individual director, of any responsibility imposed upon it, him or her by law. All the members of the executive committee shall be members of the board.”

“The federal form 990 is prepared by an independent accounting firm. Upon completion of their preparation, a draft of the federal form 990 is first reviewed by a staff accountant and the chief financial officer who reports to the board of directors. After it is reviewed by the board finance committee, the return is presented to the entire board of directors prior to filing.”

“Each board member, officer and employee must sign a conflict of interest policy annually and disclose any relationships which have potential for conflict. If the board determines that a conflict of interest exists, the board member, officer or employee shall, at the request of the board, appear before it to provide the board with such additional information as the board request, but shall not be present during the discussion of, or vote on, any action to be taken by the board in connection with an existing or proposed contract, arrangement or other transaction that involves the conflict of interest. The board shall exercise due diligence in determining whether a contract, transaction, or arrangement would give rise to a conflict of interest. All employees are required to annually sign statements regarding the understanding of the conflict of interest policy.”

“The board of directors uses comparable school district data and form 990s of other organizations for determining the compensation for officers, the director of hr, and the director of academics. All board members determining compensation must be independent, and compensation decisions are documented in the board minutes.”

“Audited financial statements are posted on the academy's website. The bylaws, articles of incorporation, and conflict of interest policy, are available upon request.”

“The audit oversight and selection processes have not changed from prior years.”