Cplc Texas Inc.

“The board by resolution may create an executive committee consisting of three (3) or more directors designated by the board, having such powers and duties then permitted by the texas business organizations code, and not inconsistent with subsection (a) hereof or any existing delegation of power to a committee of directors, as may be provided in the resolution creating such committee as initially adopted or as thereafter supplemented or amended by further resolution adopted by similar vote. Additionally, the executive committee shall have and may exercise when the board is not in session all of the powers of the board in the management of the business and affairs of the corporation other than the powers listed in subsection (a) hereof; provided, however, that all actions of the executive committee shall be presented at the next meeting of the board.”

“The board members have a business relationship as officers of its sole member, chicanos por la causa, inc. Ruben ramos, as an employee of chicanos por la causa, inc., has a business relationship with each of the other board members.”

“The corporation shall have a single class of voting members and the sole member of that class shall be chicanos por la causa, inc.”

“The corporation shall not elect or remove directors and fill vacancies on the board without the approval of the sole member.”

“The corporation shall not amend the corporation's bylaws; merge, consolidate or dissolve the corporation and create any subsidiaries or affiliates of the corporation without the approval of the sole member.”

“The form 990 is prepared by the cpa firm and reviewed by the vice president of finance for accuracy and consistency with the financial statements. It is then given to the cfo for discussion and review. Once approved by the finance committee, the form 990 is presented to the board prior to filing.”

“The conflict of interest requires an annual declaration by all board members and key staff. We adhere to the code of conduct guidelines in the omb a110 circular. All potential conflicts are reviewed by the board of directors. Any board member who has a potential conflict of interest in a specific action of the board under consideration at a meeting is expected to excuse themselves from any influence on such action. Since every situation and circumstance cannot be anticipated or disclosed in advanced, the organization relies upon the honesty and integrity of each individual to comply with this protocol.”

“The organization's officers and employees are compensated by chicanos por la causa, inc. (cplc). Compensation is reviewed by independent persons based on a compensation study. A recommendation is provided to the executive committee of the cplc board, and the cplc board, then approves the compensation. The process is documented in the meeting minutes and is done on an annual basis. The most recent year this process was done was 2021.”

“The organization makes its governing documents, conflict of interest policy, and financial statements available to the public by request.”

“The organization does not have any employees. All employees as represented on the compensation expense line items on the functional expense schedule (part ix) are employed by the sole member, chicanos por la causa, inc. Therefore, the organization does not issue w-2's for these employees.”