Arizona Museum of Natural History

“The amendments increased the maximum size of the board from 19 to 21 members, replaced specific affiliation organization names to 'affiliate organization', and applied term limits to individuals representing affiliate organizations.”

“The form 990 is prepared by the organization's public accounting firm based on information provided by management. Once the draft is available, it is reviewed by management and any changes incorporated into the filing. Once this detailed review is complete, the draft of the form 990 is presented to the finance committee for their review and comments prior to filing with the irs.”

“Board members are required to recognize when their own interests may conflict with the interests of the foundation, and take steps to prevent their personal interest from compromising the foundation. If a board member has an interest in a transaction that is, or may be, adverse to the interest of the foundation, the board member has a duty to disclose the potential conflict, and abstain from discussion or voting in connection with the issue at hand. In the event of a conflict of interest transaction, a "required disclosure" must be provided by the interested board member that states the existence and nature of the conflicting interest and all facts known to the board member respecting the subject matter of the transaction that an ordinarily prudent person would reasonably believe to be material to a judgment about whether or not to proceed with the transaction. Where conflict exists, the foundation requires that the board of directors must approve conflict of interest transactions by a majority vote of "qualified board members" if the number of such members is odd, or one vote more than half if that number is even. A "qualified board member" means a board member who does not have either a conflicting interest with respect to the transaction or a familial, financial, professional, or employment relationship with a second board member who does have a conflicting interest. All actions of the board and executive committees shall be recorded in its respective minutes by the secretary or, in his/her absence, another designee.”

“No members of the board are compensated. Salaried employees gather benchmarking data for their position's pay range. The finance committee negotiates terms of employment/contracts with employees. The board votes on the agreed upon terms. The vote is recorded in the meeting minutes.”

“The organization's governing documents, conflict of interest policy and financial statements are made available to the public upon request.”