Depelchin Children'S Center

“Executive committee roles & responsibilities: the executive committee is composed of board members and the corporation's president/ceo. The members shall be the chairman of the board; vice chairman of the board; past chairman of the board; secretary of the board; and chairman of the advancement committee; chairman of the audit committee; chairman of the board development committee; chairman of the finance committee; chairman of the human resources committee; chairman of the program and planning committee; and the president/ceo; elected by the board of directors. At the discretion of the chair, the committee may include up to two at-large board members and one non-voting foundation representative. Powers of the committee: (i) reviews the reports of and delegates authority to act to any other committee established by the board of directors (ii) as advised by the finance committee, amends, if necessary, the corporation's budget between meetings of the board of directors (iii) acts generally on behalf of the board of directors, except that it shall not have the power to: (a) amend the articles of incorporation or bylaws of the corporation (b) approve a merger dissolution or sale of substantially all of the assets of the corporation; or (c) elect the officers of the corporation. Responsibilities: (i) in a joint meeting with the finance committee, reviews the annual budget of the corporation and recommends such budget to the board of directors for its adoption; (ii) in a joint meeting with the hr committee, (a) completes the periodic, formal evaluation of the performance of the president/ceo of the corporation after receiving the comments of the members of the board of directors regarding such evaluation, and establishes the compensation of the president/ceo, and (b) approves the compensation of any depelchin officers and key personnel as required by the irs rules; (iii) meets as needed, approximately every other month; (iv) reports promptly the decisions and actions to the board of directors; (v) stays fully informed with regard to the major issues facing the corporation.”

“The audit committee of the board of directors reviewed the form 990 before it was filed. The audit committee, after review and consulting with management and the tax return preparer, approved the return to be filed. Each member of the board of directors was provided with a copy of the form 990 that was reviewed and approved by the audit committee prior to the return being filed.”

“Enforcement of conflict of interest policy: 1.depelchin children's center will enter into a transaction involving a potential conflict of interest only if the board determines that the terms of the transaction are at least as favorable to depelchin as would be from any other comparable source and only after observing the following procedures: (a) the interested director must disclose the material facts concerning his or her interest in the transaction at a meeting of the board and such disclosure must be recorded in the minutes of the meeting. (b) the interested director must not participate in, or be present for the discussion of the merits of the transaction. (c) the interested director must abstain from voting on the transaction. (d) the interested director will not be counted in determining whether there is a quorum present to consider the transaction. (e) the transaction must be approved by a majority vote of the remaining board members. 2. Members of the board of directors, consultants, staff or any relatives of these individuals will not receive preferential treatment in application for the receipt of the organization's services.”

“Compensation process for officers and key employees: the board of directors of depelchin children's center adopted a policy, hr.g. 406, "review of compensation for officers and key employees" to ensure that the process to review compensation received by officers and key employees for the performance of services is the fair value for such services. Fair value is the value that would ordinarily be paid for like services by a like organization under like circumstances. The executive and human resources committees are jointly responsible for reviewing the annual performance evaluation for the ceo. The ceo is responsible for preparing the annual performance evaluation and recommending the compensation for his/her direct staff who are officers or key employees. A consulting firm specializing in executive compensation specific to comparable non-profit organizations is engaged to conduct periodic executive comp analysis. The results of the analysis are presented to the human resources board committee. Compensation for the ceo and key employees as definied in policy hr.g.406 shall be recommended by the chair of the human resources board committee for approval at the annual joint meeting of the executive and human resources committees. Contemporaneous documentation and recordkeeping with respect to deliberations and decisions is kept.”

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

“Changes in interest of fdcc net assets 8,017,107. Bad debt -5,939.”