Immanuel Foundation

“The board may establish from time to time such standing and special committees as it shall deem necessary for the conduct of the corporation's affairs. Unless the committee membership is otherwise specified by these bylaws, the chair shall appoint the committee members provided, however, that all committee members must be approved by majority vote of the board of directors. Each committee shall consist of at least two (2) directors. The chair shall be an ex officio voting member of each committee and the foundation director shall be an ex officio, non-voting member of each committee. All committees shall keep minutes of their meetings and submit the minutes to the board. The members of any such committees shall serve at the pleasure of the board. The executive committee shall consist of not less than three (3) directors, including the chair of the board and other officers of the board. The chair shall serve as chairperson of the executive committee. The executive committee shall serve during periods when the board is not in session and, if authorized by the board, may take such action as may be necessary on behalf of the corporation.”

“All management services are provided by employees of immanuel living at buffalo hill, the supported organization.”

“The bylaws were updated for the following: - removed article iii section 3.5 annual meeting. - added additional language to article iii section 3.14 (was 3.15) no control by disqualified persons. The section now includes a list of examples of disqualified persons. - article iv section 4.1 has been rewritten to say: "the officers of the board shall be a chair, vice-chair, secretary, and treasurer. The corporation, at the discretion of the board, may have additional officers who shall perform such duties as the board may assign." all other references to president and vice-president have been changed to chair and vice-chair.”

“Immanuel living at buffalo hill is the sole member of immanuel foundation.”

“The directors are appointed by the board of directors of immanuel living at buffalo hill.”

“In addition to having all rights that are granted to members by the montana nonprofit corporation act, the following actions of the board of directors must be approved by the corporate member, prior to the action being effective. (a) any amendment to the foundation's statements of mission, philosophy, policy, and/or purpose; (b) any amendment to the foundation's articles of incorporation; (c) any amendment to the foundation's bylaws; (d) the creation of new or discontinuation of existing programs; (e) any change in the number of directors; (f) the foundation's annual budget presented by the board of directors; (g) any change to the investment policy for all of the foundation's funds; (h) any unbudgeted expenditure in excess of $10,000; (i) any sale, lease or mortgage of the foundation's real property or any of its personal property with a value of $10,000 or more; and (j) any formal affiliation, merger, consolidation, or dissolution.”

“The 990 is reviewed by ceo, cfo, director of foundation, foundation board treasurer and ilbh board treasurer prior to filing. A copy of the 990 is sent to all board members prior to filing.”

“The organization has a conflict of interest policy that applies to board members only. Potential board members are screened for any conflicts of interest before being nominated to fill seats on the board. New board members are oriented prior to assuming their roles on the board. All board members are required to complete a conflict of interest form annually. The executive committee of immanuel living's board reviews the completed forms for compliance. Board members with conflicting issues must abstain from discussions and votes on the issue.”

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

“The process for oversight and selection of an independent accountant has not changed from the prior year.”