Esperanza Academy Inc.

“The board receives and approves the 990 before it is submitted to the irs.”

“The trustees and officers of the academy shall exercise utmost good faith, loyalty and care in all actions associated with the performance of their duties to the academy. They shall not use their position as trustees or officers, or knowledge gained therefrom, so that a conflict might arise between the academy's interest and their own, or that any firm or organization with which they are associated. A conflict of interest arises in any situation in which a trustee or officer (and his or her immediate family) is involved in a contract, transaction or activity which could adversly affect his or her judgement with respect to the academy's affairs or otherwise diminish the interest of, or confidence in, the academy. In their dealing with and on behalf of the academy, trustees and officers shall be held to a strict rule of honest and fair dealing between themselves and the academy. When such a conflict arises, the individual with the conflict is expected to disclose in writing to the board of trustees the existence of the conflict. Any trustee or officer individually, or any firm or organization with which such trustee or officer is associated, may, however, be a party to or may be pecuniarily or otherwise interested in a contract, transaction or activity of the academy, provided that the fact that such interest exists shall have been known by or disclosed to the board of trustees prior to the trustees considering or taking action with respect to such contract, transaction, or activity. When advisable and in the best interest of the academy, the trustee or officer so involved may be asked to recuse himself or herself from discussion and action of the board of trustees involving such interest, and such recusal shall be noted in the minutes or other records of the academy. Trustees and officers are required to submit a signed conflict of interest disclosure form annually to the board secretary.”

“The academy desires to provide the head with a written employment contract in order to enhance administrative stability and continuity within the academy. The academy believes a written contract improves the quality of its overall educational program, and the parties further believe that a written employment contract is necessary and appropriate to describe specifically the relationship between the head, the board of trustees, and the academy. The parties further believe the written contract will serve as a basis of effective communication and understanding between the trustees and the head as they fulfill their governance and administrative functions. 15b. Taken from esperanza academy's by-laws: "esperanza academy shall, to the extent legally permissable, indemnify each person who may serve or who has served at any time as a trustee, or officer of the corporation or who at the request of the corporation may serve or at any time has served as a fiduciary or trustee of an employee benefit plan of the corporation (collectively, "indemnified officers or individually, "indemnified officer"), against all expenses and liabilities, including, without limitation, counsel fees, judgments, fines, excise taxes, penalties and settlement payments, reasonably incurred by or imposed upon such person proceeding whether civil, criminal, administrative or investigative (a "proceeding") in which an indemnified officer may become involved by reason of serving or having served in such capacity (other than a proceeding voluntarily initiated by such a person unless a majority of the full board of directors authorized the proceeding); provided that no indemnification shall be provided for any such indemnified officer shall have been finally adjudicated in any proceeding not to have acted in good faith in the reasonable belief that such indemnified officer's action was in the best interests of the corporation or, to the extent that such matter relates to service with respect to an employee benefit plan, in the best interests of the participants or beneficiaries of such employee benefit plan. Such indemnification may, to the extent authorized by the board of trustees, include payment by the corporation or expenses incurred in defending a civil or criminal action or proceeding in advance of the final disposition of such action or proceeding, upon receipt of an undertaking by the indemnified officer to prepay such payment if not enititled to indemnification under this article, which undertaking may be accepted without regard to the financial ability of such indemnified officer to make repayment. The indemnification provided hereunder shall inure to the benefit of the heirs, executors and administrators of any indemnified officer enititled to indemnification hereunder. The right of indemnification under this article shall be in addition to and not exclusive of all other rights to which any person may be entitled. Nothing contained in this article shall affect the rights to indemnification to which corporation employees, agents, directors, officers and other persons may be entitled by contract, statute or otherwise under law. No amendment or repeal of the provisions of this article which adversely affects the right of an indemnified officer under this article shall apply to the indemnified officer with respect to the acts or omissions of such indemnified officer that occured at any time prior to such amendment or repeal, unless such amendment or repeal was voted for by or was made with the written consent of such indemnified officer. Esperanza academy shall purchase and maintain in force appropriate trustee and officer liability insurance."”

“Conflict of interest policy is contained in the esperanza academy's by-laws and personnel policies. Financial statements and mass form pc are available upon request.”

“The audit committee has oversight of the audit review process. The process did not change from the prior year.”