Tearfund USA Inc

“The corporation shall have one class of members whose rights, powers, and duties shall be as specified herein and in the bylaws. There shall initially be one member of the corporation. The duly appointed and currently serving chair of the board of tearfund, incorporated in england and wales and registered with the charity commission of england and wales shall serve as such initial member.”

“The chair of the board of tearfund in the uk, as the sole member of tearfund usa, holds the authority to appoint or remove directors on the tearfund usa board. Should the tearfund in the uk chair choose to waive his/her right to make appointments, tearfund usa board members would be elected by the current directors/trustees of the tearfund usa board.”

“The corporation may be dissolved by the board with the approval of the sole member (or two-thirds majority of all members if additional members were to be appointed). Alternatively, the member(s) may act alone to dissolve the organization by their unanimous written consent.”

“The organization has no committees with authority to act on behalf of the governing body. Therefore, this line was answered no in accordance with the instructions.”

“Form 990 is prepared by an independent cpa firm and reviewed in detail by the organization's top management. The reviewed form 990 is then provided to the board of directors prior to filing with the irs.”

“All the organization's staff and board members will perform their duties and conduct their private life in a manner that ensures possible conflicts of interest with their role in the organization are avoided or managed appropriately. Conflicts of interest that are undeclared or improperly managed result in risks to the work of the organization, including financial risks, legal risks, moral risks (conduct that would be considered unethical or illegal), reputational risks (conduct that may undermine donor or supporter confidence in the organization) and compliance risks (conduct that may put us in breach of our regulatory duties to donors or other third parties). The board of directors and all officers of the organization are required to annually sign a statement stating they have read and intend to comply with the board-approved conflict of interest policy. All staff and board members must comply with this policy. Failure to comply will be treated as a misconduct issue for staff and may result in the removal of a board member and staff, depending upon the severity of any breach. The signed statements are reviewed by the secretary and executive officer. Should any potential conflicts of interest be disclosed, the board member or officer would be asked to refrain from participation in any deliberation or decision with regard to matters affected by the relationship.”

“Line 15a: the independent members of the board approve compensation for the top management official using comparability data from an independent recruitment firm that provided input based on market value and salary benchmarking. The approval process is documented in the board minutes. Line 15b: the organization does not compensate any other officers or key employees. Therefore, this line was answered no in accordance with the instructions.”

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