Power of Place Learning Communities

“The board of directors in its discretion, by resolution passed by a majority of directors then in office, may designate an executive and other committee, each committee to consist of one (1) or more directors and which committee(s) shall have and may exercise such powers, to the extent permitted by law, the articles of organization, and these bylaws, and to the extent possessed by the board of directors itself, as shall be conferred or authorized by the resolution(s) designating such committee. The board of directors shall have the power at any time to discharge, change the directorship or authority of, or fill vacancies in, any such committee. Written minutes of all proceedings of any such committee shall be kept and made available upon request to each director.”

“The ceo reviews and signs, a filed copy is provided to each bod member.”

“This process is overseen by the board and or the chief executive officer. In the case of an interested person holding both compensated and volunteer positions within the organization, both the chief executive officer and the board shall determine whether a conflict of interest exists. If a conflict of interest is found to exist, the transaction or agreement that gives rise to the conflict of interest shall not continue unless the board or chief executive officer, as the case may be, (i) gives consideration to whether the conflict can be resolved by removing the interested person from authority to make or participate in making a decision that gives rise to the conflict, (ii) gives consideration to whether the organization can reasonably obtain a more advantageous transaction or agreement that would not give rise to a conflict of interest, and (iii) determines that continuation of the transaction or agreement is in the best interests of the organization. A committee to investigate alternatives to the proposed transaction or agreement and to make recommendations to the board or the chief executive officer may be appointed. If the board or the chief executive officer has reasonable cause to believe an individual has failed to disclose or recuse him- or herself from a transaction or agreement in which he or she has a financial interest, said individual shall be informed of the basis for such belief and be afforded an opportunity to explain the alleged failure to disclose or recuse. After hearing the individual's response and after making further investigation as warranted by the circumstances, the board or chief executive officer, as appropriate, shall determine whether the individual has intentionally failed to disclose or recuse him- or herself from a transaction or agreement in which he or she has a financial interest. If an intentional violation is found, then the board or the chief executive officer, as appropriate, shall take disciplinary and corrective action, which, in the case of a chief executive officer or compensated principal officer, may include termination.”

“AVAILABLE UPON REQUEST.”

“Consultants: program service expenses 70,395. Management and general expenses 21,144. Fundraising expenses 0. Total expenses 91,539. Contractors: program service expenses 123,863. Management and general expenses 7,291. Fundraising expenses 0. Total expenses 131,154. Other professional fees: program service expenses 2,405. Management and general expenses 142. Fundraising expenses 0. Total expenses 2,547.”