Durham Public Schools Foundation

“Prior to filing, the form 990 will be reviewed by the executive director and the finance and investment committee, and then distributed to the full board prior to submission to the irs.”

“The conflict of interest policy is monitored by the governance committee. Each director, principal officer, and member of a committee with board delegated powers and employees with significant decision-making authority are required to sign an annual statement which affirms that they have: a) received a copy of the corporation's conflict of interest policy; b) read and understood the policy; and c) agreed to comply with the policy. After the disclosure of the conflict of interest and all material facts to the board, and after any discussion with the interested person, the interested person shall leave the board meeting while the potential conflict of interest is discussed and voted upon. The remaining board members decide if a conflict of interest exists. In the event that the board should establish that a proposed transaction establishes a conflict of interest, the board shall then proceed as follows: a) any interested person may render a request or report at the board meeting, but upon completion of said request or report the individual shall be excused while the board discusses the information and/or material presented and then votes on the transaction or arrangement proposed involving the possible conflict of interest. B) after exercising due diligence, the board shall determine whether the organization can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest, c) if a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the board shall determine by a majority vote of the disinterested directors whether the arrangement is in the best interest of the organization, for its own benefit, and whether it is fair and reasonable. It shall make its decision as to whether to enter into the transaction arrangement in conformity with this determination, and the decision will be documented in the contemporaneous minutes of the board.”

“The compensation package for a new executive director was recommended by the governance committee of the board of directors when it was posted. They reviewed the compensation study published by the north carolina center for nonprofits for organizations of similar location and budget size as well as the comparable compensation within the school district. The committee relied on that data to arrive at an appropriate salary range and benefit package for the executive director, chief of programs, and chief of partnership roles. The committee documented the minutes of their deliberations, which are retained on file. The organization also reviewed the entire staff for compensation equity, and retains the philosophy that the top executive does not receive more than twice the compensation of the lowest paid full-time staff person.”

“The three most recent form 990s (including financial information) are provided to the public upon request.”

“The three most recent form 990s (including financial information), bylaws, articles of incorporation, form 1023 application for exemption and conflict of interest policy are provided to the public upon request.”

“Broad authority delegated to the governance committee who report actions taken to the full board. The finance and investment committee receives the draft financial statements and 990 for review, but the governance committee provides oversight of the audit.”