Eben Ezer Lutheran Care Center

“The executive committee shall consist of the officers of the board and the chair of the eben ezer lutheran care center board. The chair of the care center board shall be an ex officio member, and have voice without vote. The chair of the foundation's board shall convene and preside at the meetings. The executive committee shall have the power to transact all regular business during the interim between meetings of the board, provided that any action taken shall not be in conflict with the policies, or any prior action, of the board. The executive committee shall refer all matters of major importance to the board. It shall consider all matters referred to it by the board and shall act for the board in emergencies. The executive committee shall not act without board approval in the following matters: (i) any sale or purchase of land or buildings, (ii) any funding for capital improvements through either mortgage funding or a fund campaign, (iii) any establishment of administrative positions, including position descriptions and filling of said positions.”

“Shelly griffith, ceo, and sonya bass, chair, have a family relationship.”

“The form 990 is prepared by the independent cpa firm with information provided by mangement. When preparation is completed and a draft is available the audit committee reviews the form 990 in detail before it is filed and approves the filing of the return. The board of directors then is provided with a copy of the form 990.”

“The organization has a written conflict of interest policy that applies to board members. Every year members are asked if there has been a change in their independence with the organization. Contracts and other transactions which may involve a direct or indirect conflict of interest between the board member and eben ezer shall be valid, binding and enforceable and shall not be voidable by eben ezer if (1) the material facts of the interest are fully disclosed in advance to the board of directors of eben ezer, and (2) after ascertainment in good faith of the fairness of the transaction, even though the number of disinterested board members may be less than a quorum. A board member with a conflict should not only refrain from voting but should also be excused, if possible, from any board discussion involving the proposed transaction. Moreover, that board member should not participate in negotiating the terms of the proposed transaction. Any conflicts are documented within the minutes.”

“The organization makes its governing documents, conflict of interest policy, or financial statements available to the public upon request.”

“The process for oversight and selection of the independent accountant, by the audit committee, has not changed from the prior year.”