Oregon Shakespeare Festival Association Inc

“The executive committee is comprised of the four board officers and seven additional board members, all approved by vote of the entire board of directors. The executive committee brings proposals to the entire board of directors for voting. The governance committee nominates candidates for election to the board and nominates board officers. The entire board elects new and continuing board members and board officers.”

“By-laws were restated to include updated provisions for officer liability, compensation, conflict of interest, and insurance.”

“Before the form 990 is filed, it will be reviewed in detail by the interim director of finance, the finance committee and the audit committee. All members of the board of directors will receive a complete copy of form 990 before it is filed.”

“Governing board: all members are required annually to disclose any conflict or potential conflict, and to recuse themselves if any conflict exists. Disclosure forms are reviewed by staff and filed with the executive director. The forms may also be reviewed by the independent auditor. Staff: all staff are governed by a separate policy. Staff are required to disclose a conflict or potential conflict at anytime such a conflict might arise. The policy outlines a process for resolving any conflict.”

“Each year the entire board is asked to evaluate the performance of the artistic director and the executive director and to give their input to the board president. The board president, in turn, discusses the reviews with the executive committee. The results of the reviews are presented to the artistic and executive directors by the board president, at which time the goals for the upcoming year are also discussed. Every three years, written multi-year employment contracts are established for the artistic and executive directors. The contracts include the salaries set by the executive committee pursuant to a compensation policy and utilizing comparability data from other major theatres throughout the united states. The results of the salary reviews are communicated to the full board in executive session. Pursuant to the compensation policy, the executive committee also consults comparability data for purposes of reviewing the reasonableness of compensation set by the organization for some individuals who are or potentially could be considered disqualified persons under section 4958 of the internal revenue code.”

“Oregon shakespeare festival association's governing documents, audit reports and forms 990 are available to the public upon request. The conflict of interest policy is available upon request.”

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