Monterey County Youth Museum

“The board, by resolution, adopted by a majority of the directors then in office, may create one or more committees, each consisting of one or more directors, to serve at the pleasure of the board. Appointments to committees of the board shall be by majority vote of the directors then in office. The board may appoint one or more directors as alternate members of any such committee, who may replace an absent member at any meeting. Any such committee, to the extent provided in the resolution of the board, shall have all the authority of the board, except that no committee, regardless of the board resolution may: (a) fill vacancies on the board or in any committee which has the authority of the board; (b) amend or repeal any bylaws or adopt new bylaws: (c) amend or repeal any resolution of the board which by its express terms is not so amendable or repealable; (d) create any other committees of the board or appoint the members of the committee of the board; (e) approve any contract or transaction to which the corporation is a party and in which one or more of its directors has a material financial interest. Meetings and actions of the committees of the board shall by, held and taken in accordance with the bylaws, concerning meetings and other actions of the board, except that the time for regular meetings of such committees and the calling of special meetings thereof may be determined either by resolution of the board or, if there no board resolution, by resolution of the committee of the board. Minutes shall be kept of each meeting of any committee of the board and shall be filed with the corporate records. The board may adopt rules for the government of any committee not inconsistent with the provisions of the bylaws or in the absence of rules adopted by the board, committee may adopt such rules.”

“Line 11b explanation - form 990 reviewed by executive director and finance committee prior to filing.”

“The organization has a formal written conflict of interest policy and a formal conflict of interest annual disclosure. The forms are signed annually by both the members of the board of trustees and all employees.”

“When determining the annual compensation arrangement it is approved by independent members of the organization's board of directors that is composed of persons who do not have a conflict of interest with respect to the compensation arrangement. Before making the reasonable compensation determination, the board of directors relied upon comparability data (comparability data includes compensation paid by comparable and similarly situated entities) in deciding whether to approve the compensation. The board of directors documents its basis for making a reasonable compensation determination, the terms of the approved compensation and the date approved by the board.”

“Organization documents are available upon request.”