The Common Application Inc

“The officer position of Chair-elect/Secretary was updated. In the absence of the Chair or in the event of his or her inability or refusal to act, the Chair-elect/Secretary shall perform the duties of the Chair, and when so acting, shall have the powers of and be subject to all the restrictions upon the Chair. The Chair-elect/Secretary shall also ensure the minutes of the meetings of the Board of Directors and its committees are kept in one or more books provided for that purpose; see that all notices are duly given in accordance with the provisions of these Bylaws or as required by law; be custodian of the corporate records, the execution of which on behalf of the Corporation is duly authorized in accordance with the provisions of these Bylaws,and in general perform all duties incident to the office of Chair-elect. Secretary and such other duties as from time to time may be assigned to him or her by the Chair or by the Board of Directors. The Chair-elect shall perform such other duties as from time to time may be assigned to him or her by the Chair or Board of Directors. The officer position of Treasurer was added. The Treasurer shall oversee (with suitable bond) the Corporation's financial affairs, work closely with the Executive Director on financial records, chair the Finance Committee, and ensure that the membership is notified of the proposed budget and membership fees in a timely manner. The Treasurer shall ensure that the Corporation is audited annually by a certified public accountant. The Treasurer is appointed by the Chair. The duties of the Executive Committee were clarified to include hire, advise/counsel, review, evaluate, and compensate the Executive Director and said committee shall consist of the following directors of the Board (Chair, Chair-elect, Past-Chair, and a senior secondary school counselor director). Except for the power to amend the Articles of Incorporation and Bylaws, the Executive Committee shall have all of the powers and authority of the Board of Directors in the intervals between meetings of the Board, subject to the direction and control of the Board. The Executive Committee shall meet with the Executive Director upon the call of the Chair. A Finance Committee was added. The responsibilities include developing and reviewing fiscal procedures and policies, financing plans, and annual budget with staff and the Board of Directors. The Finance Committee is chaired by the Treasurer and said committee shall be comprised of two additional Board directors. If no member of the committee has financial experience, the committee will engage a non-director advisory member to assist the committee. The Finance Committee presents the budget to the Board, and all expenditures must be within the budget. Any major change in the budget must be approved by a majority vote of the Board or the Executive Committee. Quarterly reports are required to be submitted to the Board showing income, expenditures and pending income. The financial records of the Corporation shall be made available to the membership, Board directors and the public, as appropriate. A Governance Committee was added. The committee is responsible for the health and functioning of the Board. It recruits new members, conducts orientation, produces Board materials, and evaluates the performance of the Board itself. This committee shall consist of at least three members appointed by the Chair. The Chair may not serve on the Governance Committee. During annual fiscal audits, the Governance Committee will appoint an Audit Taskforce responsible for advising and selecting an external auditor and this task will be led by the Past Chair. A Strategic Planning Committee was added. The committee makes recommendations related to the Common Application's mission, vision, technology, and strategic initiatives and provides input on an overall communication plan to the Organization's members. The committee will consist of at least three members appointed by the Chair”

“The members elect the members of the governing body.”

“The members elect the governing board annually.”

“A copy of Form 990 is provided to the governing body for review, and it is filed upon approval.”

“A copy of the policy is distributed annually to all members and employees. A signed copy is collected.”

“The compensation of the Executive Director/Chief Executive Officer is determined and approved by the Executive Committee of the Board of Directors and the Board itself using a compensation study comparing the organization's salaries to those of hundreds of other not-for-profit organizations. This review is conducted annually for the upcoming fiscal year. Compensation of employed officers and key employees is set by the CEO using the same nationally-available data.”

“The organization's governing documents, conflict of interest policy, and financial statements are maintained in its main office. Inquiries concerning such can be sent to the Chief Executive Officer or the Chief Financial & Administrative Officer.”

“Initiated a national campaign to improve college affordability and enrollment.”

“Differences due to rounding 3.”

“The process has not changed from the prior year.”