Ballston Business Improvement District

“1.) jill goubeaux (president) and michelle tierce (member), representing the jbg companies, business relationship”

“The corporation has voting and non-voting members. A voting member of the corporation means an owner of real property. The board must include at least thirteen commercial real property owners, with the remainder to include at least three commercial tenants, one representative for cultural/recreational interests and one representative of educational/science/technology interest and two representatives designated by the county board. A non-voting member is not an owner of real property, and shall only become a non-voting member upon registration with the secretary of the corporation. A non-voting member must renew his or her membership in conjunction with each annual meeting.”

“At each annual meeting, only the voting members (owners of real property) shall elect directors, (the governing body). The election of these directors shall constitute the organization's governing body for the upcoming fiscal year.”

“There are no program service committees, other than the executive committee, with authority to act on behalf of the governing body.”

“The organization utilizes the following form 990 review process: the form 990 is prepared by the organization's outside consulting and tax cpa firm. The return is prepared in draft form for an initial review by the organization's finance director and the organization's treasurer-director. After this phase, the tax return is electronically e-mailed to the governing body (board of directors) for their review and comments. After allowing for a reasonable time for comments, the tax return is finalized for filing.”

“The organization monitors and enforces compliance with its conflict of interest policy on an annual basis. All board members are presented with the organization's conflict of interest policy and are asked to sign a "code of conduct," which includes the conflict of interest policy. Each person affirms they have read the policy and affirms they have not obtained any financial interests during the preceding year that have not been disclosed to the organization, and further, no non-financial interest matters have arisen that were not previously disclosed. The form also provides each person the opportunity to disclose any conflicting interests they may have regarding the operations with the organization. Upon disclosure of financial or non-financial interest and of all material facts relating to the disclosure, and after discussion among disinterested members of the board of directors or committee, and the interested person, the disinterested members of the board of directors shall decide if a conflict of interest exists. The policy sets forth procedures for addressing the underlying transaction or arrangement when a conflict of interest is determined and whether the transaction or arrangement is in ballston bid's best interests, for its own benefit, and whether is it fair and reasonable. In conformity with this determination, it shall make its decision as to whether to enter into the arrangement or transaction.”

“The ceo is the highest compensated employee in the organization. The ceo's salary is evaluated annually with performance factors as well as comparable market data to determine a compensation range that is similar to others inmarket data to determine a compensation range that is similar to others in the industry with like responsibilities.”

“The governing documents and conflict of interest policy are provided to all board directors and staff. They are available to the public at the bid office. An annual, unaudited comparison of expenses to budget on a cash basis is provided in may to attendees at the corporation's annual meeting. The audited financial statements completed after the end of the fiscal year (june 30th) are available to the public upon request.”