The William B Wiener Jr Foundation

“The organization has two classes of membership to be known as class r and class w. Class r includes its sole member, the rockefeller family fund, inc. Class w includes members of the board of directors who are not appointees of the rockefeller family fund, inc. And may only be comprised of descendants of samuel g. Wiener, jr.”

“The class r, sole member of the organization, rockefeller family fund, inc., elects the majority of the board of directors. The class w members of the organization can elect the remaining minority of the board of directors.”

“The bylaws may be amended by the vote of at least four of the board of directors, whose majority was elected by the class r sole member.”

“The organization engages an outside accounting firm to prepare its form 990 and has implemented a comprehensive review process to ensure that the information reported is both complete and accurate. Once the form 990 is prepared, it undergoes a detailed review by key executives of the organization and its related organization before being presented to the organization by its outside tax professionals. This presentation is made to some of the members of the governing board, including the president/assistant treasurer and the treasurer/assistant secretary, as well as key executives from its supporting and affiliated organizations, and legal counsel. During this overview, a thorough review with a collaborative approach is conducted with questions raised and addressed throughout the discussion to clarify any uncertainties and to verify the integrity of the information reported. Following this review, the finalized form 990 is electronically sent to the board for formal approval. Upon receiving the board's approval and consent, the return is promptly filed with the internal revenue service.”

“Each director or member of a committee with governing board delegated powers annually signs a statement which affirms such person has: (a) received a copy of the conflict of interest policy, (b) read and understands the policy, (c) agreed to comply with the policy, (d) submitted a statement to the secretary identifying to the best of such individual's knowledge (i) any entity of which such individual is an officer, director, trustee, member, owner, or employee and with which the organization has a relationship, and (ii) any transaction in which the organization is a participant and in which the individual might have a conflicting interest, and (iii) any related party transactions, and (e) understands the foundation is charitable and in order to maintain its federal tax exemption, it must engage primarily in activities which accomplish one or more of its tax-exempt purposes. Steps in determining whether a conflict of interest exists after disclosure of the financial interest and all material facts, and after any discussion with the interested person, he or she shall leave the governing board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists. In no event shall an interested person influence improperly the deliberation or voting on the matter giving rise to a conflict or possible conflict. If the board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. If after hearing the member's response and after making further investigation as warranted by the circumstances, the board or committee determines the member has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.”

“The organization makes its form 990 available for public inspection as required under section 6104 of the internal revenue code. In addition, the financial statements, conflict of interest policy, articles of incorporation and by-laws are available as required by law.”

“The filing organization does not have a separate committee that assumes responsibility for the selection of an independent accountant and oversight of the audit of its financial statements. However, the filing organization's related organization, rockefeller family fund, does have such a committee that assumes responsibility for selection on behalf of the filing organization. The process has not changed from the prior year.”