Assumption Community Services Inc.

“Differences in voting rights: three directors - the pastor and two trustees of st. Boniface catholic church, cold spring, mn - also serve as members of the organization. As members, these three individuals have the power to propose and vote on the appointment of the other eight directors. Additionally, these same three directors/members have the power to discharge any director through a majority vote of the five members.”

“The members of the corporation shall be as follows: 1. The bishop of the diocese of saint cloud, or the person who, in his stead, exercises ordinary jurisdiction over the spiritual and temporal affairs of the diocese of saint cloud, in accordance with the legislation of the roman catholic church; 2. The vicar general of the diocese of saint cloud, who has been appointed to be a member ex-officio of the corporation of the diocese of saint cloud. In the event of the a vacancy in the office of the bishop, in those cases in which the vicar general's office ceases, then and in such event the person who was the vicar general, continue to be a member ex-officio of this corporation with all the rights and powers incident thereto, but his membership shall cease at once when the office of vicar general has been filled; 3. The pastor of the church of saint boniface, cold spring, minnesota; 4. Two (2) trustees who are members of the church of saint boniface, cold spring, minnesota, which have been elected by the membership of the corporation. There shall only be one class of members of the corporation and each member shall be entitled to one vote on all actions that come before the membership of the corporation.”

“The members of the corporation shall be responsible for the business and affairs of the corporation. They delegate governance to a board of directors and day-to-day operations to the administration of the facility. The number of directors shall be at least eleven (11) in number and shall consist of the following individuals: 1. The pastor of the church of saint boniface, cold spring, minnesota, 2. Two (2) trustees who are members of the church of saint boniface, cold spring, minnesota, which have been elected by the membership of the corporation; and, 3. At least eight (8) other adult persons. In addition to these above named individuals who shall number at least eleven (11), the administrator of assumption home shall serve as an ex-officio member of the board of directors without vote. The board of directors shall be elected by the members of the corporation and shall serve in that capacity at the pleasure of the members in the manner and for the term specified in the by-laws of the corporation.”

“Amendment of the articles of incorporation and to the bylaws shall by the majority vote of all the members of the corporation after a majority vote of the entire membership of the board of directors. The board of directors shall, prior to the annual meeting of the corporation's membership, provide to each of the corporation's members notice of each bylaw amendment adopted by the board of directors since the previous annual meeting.”

“The 990 was prepared by an independent public accounting firm and was reviewed by both the administrator and the director of finance. After their review, the 990 was provided to the board of directors, who reviewed and approved it, prior to filing.”

“The organization's conflict of interest policy applies to all officers and members of the board of directors. The administrator annually reviews the board members' associations for conflicts of interest. The board of directors annually reviews the administrator's associations for conflicts of interest. If a conflict arises, depending on the circumstances, the conflicted individual abstains from voting, steps down from the board or terminates their association with the other party.”

“The governing documents, financial statements, and conflict of interest policy are available upon request.”