Denver Art Museum Inc.

“The Denver Art Museum has approximately 30,000 members who approve the slate of directors nominated by the Board of Trustees at the annual general membership meeting.”

“Denver Art Museum members approve the slate of directors as nominated by the Board of Trustees.”

“The IRS Form 990 is completed annually and a copy is provided to the Museum's Board Secretary for review. The Chief Financial Officer (CFO) provides the Form 990 to the Museum Board's Finance/Audit Committee Chair for review. The Museum's CFO discusses any questions or concerns with the Secretary and the Finance/Audit Committee Chair and necessary changes are updated on the Form 990. Once the CFO is in agreement with the Secretary and the Finance/Audit Committee Chair regarding the finished Form 990, it is signed and dated by the Director and submitted to the IRS by the filing deadline. A copy is made available to all Museum Board Trustees prior to filing with the IRS.”

“The Museum's Conflict of Interest Policy is designed to protect the Museum by defining what is a conflict of interest or potential conflict of interest and providing procedures to identify and address conflicts of interest and potential conflicts of interest. Museum trustees, members of committees with delegated powers from the Board of Trustees, officers (Chairman, Vice Chairman, Secretary, Treasurer), and specific employees including the Museum Director, Executive Assistant to Director, Deputy Directors, Chief Curator, Curator, Assistant or Associate Curator, Department Director, or Department Associate Director (all "Interested Persons") are all covered under the policy. On an annual basis, each Interested Person must complete a "Disclosure and Compliance" form. This form requests information concerning all actual or potential conflicts of interest involving Interested Persons, their immediate family members and certain entities in which they or their immediate family members have an interest. As new trustees join the Board, new committee members are appointed, new officers are elected, or new employees who are covered under the policy are appointed (if those individuals are not already Interested Persons by reason of holding another of these positions) such individuals are also required to complete the "Disclosure and Compliance" form. In case of an actual or potential conflict of interest, the Museum uses a process at the Executive Committee level to investigate actual or potential conflicts of interest. Following disclosure of an actual or potential conflict, the person or persons involved with the conflict are not permitted to participate in any discussions relevant to determining if a conflict of interest exists. They may, however, be counted in determining the presence of a quorum at a meeting of the Executive Committee at which a conflict is being reviewed and may make a presentation to the Executive Committee to disclose the conflict and answer questions relevant thereto, but must leave the meeting during the discussion of and vote on whether the transaction or arrangement at issue resulted in a conflict of interest. If a conflict does exist, the Policy dictates ensuing steps, including investigating alternatives to the proposed transaction or arrangement and appropriate disciplinary and corrective action. The Museum maintains records concerning investigations of actual and potential conflicts of interest.”

“The Museum's procedures for determining executive compensation include reviewing comparability data, monitoring the competitive market place, and approval by the executive committee of the Board of Trustees. Determining the compensation for the Museum's other officers and key employees follows the Museum's compensation policies and practices. This includes reviewing comparability data, considering the competitive market place, and the review and approval by the Museum's executive management.”

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

“The Finance/Audit committee meets annually with the independent CPA firm to review the results of the current audit and internal control recommendations, if any. The Finance/Audit committee also assumes the annual responsibility of approving the selection of the audit firm. There have been no changes in these processes from the prior year.”