Wanton Injustice Legal Detail

“The executive committee shall consist of (a) the chair or co-chairs of the board of directors, (b) the executive director of the corporation, (d) at least one (1) director that is employed by a corporate law group member (as defined in the tcdip bylaws), (e) at least one (1) director that is employed by a law firm member (as defined in the tcdip bylaws), (f) the secretary, (g) the treasurer, and (h) at least at least one wild project lead or volunteer attorney (it being understood that the same individuals may satisfy more than one of the foregoing requirements). The volunteer attorney satisfying requirement (h) shall have a term commitment of one year on the executive committee. The executive committee shall act only during intervals between meetings of the board of directors and shall at all times be subject to the control and direction of the board of directors. During such intervals and subject to such control and direction, the executive committee shall have and may exercise all of the authority and powers of the board of directors in the management of the affairs of the corporation, subject to such limitations as the board of directors may impose. The executive committee shall report periodically to the board of directors. The nominating committee detailed in the twin cities diversity in practice bylaws shall identify individuals to serve on the wild executive committee in conformity with these bylaws.”

“The number of persons serving on the board of directors of the corporation shall, unless otherwise determined by resolution of the board of directors from time to time, be identical to the number of persons serving on the board of directors of twin cities diversity in practice. Directors may only be tcdip directors and must satisfy the qualifications applicable to tcdip directors pursuant to the bylaws of tcdip as in effect from time to time.”

“Any director will be automatically removed when he, she or they is removed as a tcdip director in accordance with the tcdip bylaws.”

“The finance committee and executive committee review the 990 via email and/or during a committee meeting. Once both committees review and approve, the 990 is then sent via email to the board for review and approval. The executive director explains highlights of the 990 and answers any questions board members may have. The board then votes to approve the 990.”

“Any director, principal officer, or member of a committee with governing board delegated powers, who has a direct or indirect financial interest is covered. In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the directors and members of committees with governing board delegated powers considering the proposed transaction or arrangement. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, the interested person shall leave the governing board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists. There is no defined level to determine existence of conflict. If the governing board or committee has reasonable cause to believe an officer or director has failed to disclose actual or possible conflicts of interest, it shall inform the officer or director of the basis for such belief and afford the officer or director an opportunity to explain the alleged failure to disclose. Results following conflict of interest are documented among minutes of governing board. All committees with board delegated powers shall contain the names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest. In addition, the names of the persons who were present for discussions and votes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection with the proceedings requires disclosure.”

“The organization makes it's governing documents, conflict of interest policy, and financial statement available to the public upon request.”

“The process for oversight and selection of an independent accountant has not changed from the prior year.”