Grand Canyon Conservancy

“Executive committee shall be comprised of the chair of the board, the vice chair of the board (if appointed), the immediate past chair of the board (if a current director), and the chairs of all standing committees, each subject to board approval. The ceo shall be an ex-officio non-voting member. The chair of the board shall be the chair of the executive committee. The executive committee shall not have the power to (a) borrowor lend money; (b) sell, encumber or lease any real estate for more than one (1) year; (c) execute guarantees or act as surety; (d) authorize or commit gcc for any unbudgeted expenditure, obligation, or series of related expenditures or obligations in excess of $100,000; (e) commence or settle litigation; (f) authorize distributions; (g) fill vacancies on the board or on any committee; (h) adopt, amend, or repeal the articles of incorporation or these bylaws; or (i) fix or approve compensation to any director or any committee. The executive committee shall report all actions taken on behalf of the board at the next meeting of the board, which shall be deemed ratified by the board unless 60% of the board present at the meeting votes to reverse any such action by the executive committee.”

“Membership in gcc shall be open to those persons interested in supporting the purposes of gcc as set forth in the articles of incorporation and the bylaws, and who contribute financially to the support of gcc in at least the minimum amount and who satisfy any other criteria established by the board of directors. Members shall have no voting rights. Members are welcome to attend meetings of the board of directors with advance consent of the chair of the board.”

“The organization provides the 990 draft to the full board to review. The name and the address of the contributors in schedule b are not shared with the board, only the contributed amounts are shared. After review, the board votes to accept the 990. Then, the 990 is filed with the irs.”

“Board members will attest to the fact there are no conflicts of interest, or disclose such conflicts in writing on an annual basis and agree to notify the board should their status change. All board members are required to annually certify in writing their compliance with the ethics and conflict of interest policy. This is tracked by the corporate secretary in the online board portal, board effect.”

“The gcc executive committee obtains and relies on appropriate comparability data prior to making its compensation determination. The compensation package is approved, in advance, by the board. No individuals, who have actual or potential conflicts of interest with respect to compensation, participate in the deliberations. The board adequately and contemporaneously documents the basis for its determination. Gcc uses third-party data to determine comparable salary and compensation ranges for all employees. Directors are informed of staff compensation as it relates to market data. This process was last completed during 2022. The process described here was last completed in 2023.”

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

“Change in beneficial interest 277,247.”

“The organization did not change its oversight or selection process during the tax year.”