Allosource

“THE ORGANIZATION HAS ONE CLASS OF MEMBERSHIP. EACH CORPORATE MEMBER IS A 501 (c)(3), TAX EXEMPT ORGANIZATION.”

“Each corporate member has the executive power to elect and remove, with or without cause, one of the voting directors of the corporation, excluding ex-officio voting directors.”

“The organization does not have any committees with authority to act on behalf of the governing body.”

“The form 990 is reviewed by the organization's key officers and chief legal officer for both description and numeric content. The form is then reviewed by outside counsel. After these reviews, the form is sent to the audit committee for a detailed review and opportunity to provide comments and recommendations to management. Subsequent to incorporation of the audit committee recommendation into the form 990, the committee adopts a resolution to recommend the form 990 to the board, at which time the form 990 is submitted to the board for review and acceptance.”

“The organization monitors the policy by reviewing the annual conflict of interest policy statements received from its directors, officers and key employees in accordance with the organization's conflict of interest policy. In connection with any actual or potential conflict of interest, an interested person immediately must disclose in writing or at a noticed meeting of the board of directors the existence and nature of the conflict and of his or her financial interest to the board of directors. In all events, such written disclosure must be made in sufficient time to permit the board, while considering the pertinent allosource business activity, to consider the disclosure, make necessary or appropriate inquiry, and take suitable action in respect to and in light of the disclosure. Determining whether a conflict of interest exists. After disclosure of the actual or potential conflict of interest in full detail, the interested person shall leave the board meeting while the question of the existence and materiality of the disclosed conflict of interest is discussed and voted upon by the remaining board members present at the meeting. No such departure by a disclosing interested person shall defeat the existence of a quorum to conduct the business under consideration. The remaining board members shall decide by majority vote, unless otherwise prescribed by the bylaws, whether a conflict of interst exists and, if a conflict does exist, whether it is material and therefore impermissible conduct for the disclosing interested person. The chairperson of the board of directors shall, in his or her discretion appoint a disinterested person or committee to investigate the impact of the disclosed conflict in the context of the proposed transaction, arrangement, business relationship, or contract. After exercising due diligence in such investigation, the board shall determine whether allosource may achieve a more advantageous transaction, arrangement, business relationship, or contract with reasonable effort, from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction, arrangement business relationship, or contract may not reasonably be achieved under circumstances which would avoid the conflict of interest, the board shall determine by a majority vote of the disinterested directors whether the transaction, arrangement, business relationship, or contract is in allosource's best interest and whether the result is fair and reasonable to allosource, notwithstanding the conflict of interest. The board also shall evaluate the possible appearance of impropriety and potential for adverse impact on donation in its deliberations. The board shall be guided in its decision by the principles articulated above. If the board has reasonable cause to believe that an interested person has failed to disclose an actual or potential conflict of interest, it shall inform the interested person of the basis for the board's belief and afford the interested person an opportunity to explain the alleged failure to disclose. If, after hearing the response from the interested person and making such further investigation as the board may wish the board determines that the interested person has failed to disclose an actual or potential conflict of interest, the board shall take any disciplinary and corrective action it deems appropriate, including recommendation to the corporate member that the interested person, if a director of allosource, be removed or expelled by further action of the pertinent corporate member pursuant to the allosource bylaws, expulsion of an interested person other than a director, and pursuit of a claim for restitution or damages, as the board may decide.”

“The process for setting compensation for the ceo begins by establishing goals and objectives each year. The board of directors evaluates this position's performance to the goals and objectives for performance evaluations. The ceo's performance, along with benchmark data supplied from a third-party on comparable salaries and benefit packages, are utilized to arrive at the ceo's compensation. This process and a reasonableness review conducted by the board of directors was last completed in 2023.”

“For the chief financial officer, chief commercial officer and chief legal officer, the performance along with benchmark data supplied from a third-party on comparable salaries and benefit packages, are utilized to arrive at their compensation. This process and a reasonableness review conducted by the board of directors was last completed in 2023.”

“The governing documents are made available for public inspection at the organization's office in centennial, colorado, along with the organization's exemption application, form 1023. The conflict of interest policy is not made available for public inspection. The financial statements are audited by independent accountants. The financial statements include the statement of revenue and expenses and balance sheet, and are reported on the organization's form 990 in parts viii, ix, and x, and schedule d. The form 990 and schedules are made available upon request at the office of the organization in centennial, colorado.”