Houston Ballet Foundation

“The board of trustees delegates its authority to act on its behalf to the executive committee, which has broad authority to act on behalf of the board of trustees. The executive committee consists of 25 people (chairman, president, secretary, vice president-academy, vice president-finance, vice president-institutional giving, vice president-investments, vice president-special events, trustee development and 16 members-at-large, including the houston ballet guild president) all of whom are members of the board of trustees.”

“The following trustees or officers have a relationship with a trustee or officer of the houston ballet foundation: mrs. Katrina arnim/mr. Cecil arnim, iii - family relationship mr. Ira brown/mrs. Ira brown - family relationship mr. James crownover/mrs. James crownover - family relationship mrs. Harry cullen/mrs. Joseph mccord - family relationship mrs. Harry mach/mrs. Steve mach - family relationship mr. James jordan/mrs. S. Shawn stephens - family relationship the following houston ballet guild trustees or officers have a relationship with a trustee or officer of the houston ballet foundation, respectively: mrs. Katrina arnim/mr. Cecil arnim, iii - family relationship mrs. Evelyn leightman/mr. E. Daniel leightman - family relationship mrs. S. Shawn stephens/mr. James jordan - family relationship part vi, section a, line 4: the organization restated its by-laws as of may 16, 2016. The significant changes made to the by-laws are as follows: 1. The members of the corporation during any fiscal year were updated to consist of (a) the founding trustees, (b) the life trustees and (c) all individuals, corporations, partnerships, limited partnerships, sole proprietorships and other legal entities which shall have contributed five hundred dollars ($500) or more to the corporation's general fund during the immediately preceding fiscal year or at any time during the first three quarters of the current fiscal year. 2. A provision was added that any elected trustee may be removed, with or without cause, by the affirmative vote of a majority of the other trustees of the corporation. 3. The officers of the organization were expanded to include a treasurer. 4. A conflicts of interest policy was added to the by-laws. The policy outlines who is subject to the policy, the duty to disclose, the procedures for reviewing and addressing any potential conflicts, and the annual disclosure requirement. 5. A nominating committee was established to (i) recruit, interview and nominate candidates to serve as members of the board of trustees, (ii) monitor the performance of members of the board of trustees to determine whether, in its judgment, the standards required from time to time for such membership have been met, and (iii) discharge any other responsibilities that the executive committee shall delegate to committees.”

“The houston ballet foundation is an organization with members who meet annually and vote to elect the board of trustees. The members do not exercise any management authority and do not receive any share of the organization's profits or a share of the organization's net assets upon the organization's dissolution.”

“The members of houston ballet foundation meet annually and vote to elect the board of trustees.”

“The trustees on the executive and audit committees were provided electronic copies of the prepared form 990 prior to its filing. The audit committee reviewed the prepared form 990 during the course of their regular meetings.”

“All trustees and officers of the board are sent a questionnaire annually that includes the name, title, date, and signature of each person reporting to disclose any interests that could give rise to conflicts.”

“Before hiring or extending the written employment contracts of either the executive director or the artistic director, the executive committee or a specially-formed committee reviews data including, but not limited to, form 990 of other organizations, compensation surveys, and employment contracts. The executive committee approves the compensation of both the executive director and the artistic director.”

“Within budgetary constraints approved by the executive committee and after reviewing form 990 of other organizations, compensation surveys and employment contracts, the executive director and/or the artistic director approve the compensation for the officers or key employees of the houston ballet foundation.”

“The 990 is available for public inspection upon request and through guidestar online and a link to guidestar is on the hbf website. All governing documents, conflict of interest policy, etc. Are also available upon request.”

“Compensation of officers, directors, trustees, key employees, highest compensated employees, and independent contractors: trustees not serving on the executive committee may attend meetings for the full board of trustees or meetings of other committees, but the average weekly hours is less than .10 per week and are listed with .10 in column b as a result.”

“Compensation of officers, directors, trustees, key employees, highest compensated employees, and independent contractors: although an estimate of hours per week to related organizations was made, no compensation is reported in column e and f from any related organization.”

“Oversight of financials houston ballet foundation and houston ballet guild, inc. Have a combined audit report. Houston ballet foundation has an audit committee charged with responsibility for the oversight of the combined financial statements and the selection of an independent accountant.”