California Rodeo Inc

“The executive committee shall conduct such business and affairs of the corporation as may be delegated to it by the baord of directors, pursuant to the powers of the board of directors as detailed in article iii, section i of the bylaws. The executive committee shall consist of the president and eight persons selected from the board of directors. Four of these eight persons must not have been on the executive committee the preceding year. The arena committee and the track committee shall nominate two persons each, one of whom may not have been on the executive committee the preceding year. The administration committee, consisting of the three vice-presidents, the secrretary and the treasurer, shall nominate three persons, at least one of whom may not have been on the executive committee the preceding year. The president shall nominate two persons, one of whom will be the immediate past president, and submit the list of nominees to the next meeting of the board of diretors for election to the executive committee. All members of the executive committee shall hold office until their successors have been chosen. Meetings of the executive committee shall be held upon call of the president. Minutes shall be kept and be submitted to the board of directors at the following meeting of the board for inclusion with the minutes of said board meeting. A quorum for the conduct of business shall be five persons. The budget and finance committee shall be appointed by the president, subject to confirmation by the board of directors. The treasurer shall be the chairman of the committee. The budget and finance committee shall prepare for submission to the board of diretors an annual budget of estimated income and expenses; it shall observe all receipts and expenditures, and, upon request, report to the board of directors the status of the financial programming of the corporation. The budget and finance committee shall perform such other duties as may, from time to time, be directed by the president. The arena committee chairman shall be appointed by the president subject to confirmation by the board of directors. The arena committee shall budget for, and direct, all arena activities, subject to the control and approval of the board of directors, and shall perform such other duties as may, from time to time, be directed by the president. The track committee chairman shall be appointed by the president subject to confirmation by the board of directors. The track committee shall budget for, and direct, all track activities, subject to the control and approval of the board of directors, and shall perform such other duties as may, from time to time be directed by the president. The president, with the approval of the executive committee and the board of directors, will appoint the nominating committee chairman. The nominating committee will consist of nine members including the chairman, the president, the two most recent past presidents, the two most senior vice-presidents, the arena director, the track director, and one director or past president at large appointed by the chairman. In the case of a vacancy, the chairman will appoint another director as a replacement. The main purpose of this committee is to nominate directors for advisory status, to recommend members to be elected to the board of directors, and to propose directors for the position of officers of the corporation. Other committees and the chairpersons may be appointed by the president, as required, subject to the confirmation of the board of directors.”

“The following officers/directors have a family relationship with another officer/director: brent eastman, dave pedrazzi, tom nielsen, michael scarr, benny jefferson, tim eastman, braden hoover, martin jefferson, matt jenkinson, sammy jenkinson, gerry nielsen, patty standridge, daryl whitcher, craig andrus, james slaten, joe grainger, justin grainger, adam jacop, laurie lavelle, tim martin, stanley chan, wesley chan, charles harris, kevin silacci, and mark scarr.”

“There are two classes of membership. Each class is entitled to equal voting rights and voting privileges. General membership consists of those persons who, upon application to the secretary, have been approved for membership by the board of directors, and who have paid to the organization a membership fee of $25.00, or such other fee as may be determined by the board of directors. Advisory directors consists of those general members who have honorably served upon the board of directors and who have been elected to this class of membership by the general members at the annual meeting, or have rendered other outstanding services to the organization.”

“The membership may elect a director or directors any time to fill any vacancy or vacancies not filled by the directors. If the board of directors accepts the resignation of a director tendered to take effect at a future time, the board or the membership has the power to elect a successor to take the office when the resignation is to become effective.”

“The form 990 is reviewed by an officer of the board and made available to the entire board prior to submission to the irs.”

“A person with a conflict of interest is referred to as an interested person. The following circumstances shall be deemed to create a conflict of interest: a. A director, officer, employee or volunteer, including a board member (or family member of any of the foregoing) is a party to a contract, or involved in a transaction with california rodeo association for goods or services. B. A director, officer, employee or volunteer, (or a family member of any of the foregoing) has a material financial interest in a transaction between california rodeo association and an entity in which the director, officer, employee or volunteer, or a family member of the foregoing, is a director, officer, agent, partner, associate, employee, trustee, personal representative, receiver, guardian, custodian, or other legal representative. C. A director, officer, employee or volunteer, (or a family member of the foregoing) is engaged in some capacity or has a material financial interest in a business or enterprise that competes with california rodeo association. Other situations may create the appearance of a conflict, or present a duality of interests in connection with a person who has influence over the activities or finances of the nonprofit. All such circumstances should be disclosed to the board or staff, as appropnate, and a decision made as to what course of action the organization or individuals should take so that the best interests of the nonprofit are not compromised by the personal interests of stakeholders in the nonprofit. Procedures: a. Prior to board or committee action on a contract or transaction involving a conflict of interest, a director or committee member having a conflict of interest and who is in attendance at the meetmg shall disclose all facts material to the conflict of interest. Such disclosure shall be reflected in the minutes of the meeting. If board members are aware that staff or other volunteers have a conflict of interest, relevant facts should be disclosed by the board member or by the interested person him/herself if invited to the board meeting as a guest for purposes of disclosure. B. A director or committee member who plans not to attend a meeting at which he or she has reason to believe that the board or committee will act on a matter in which the person has a conflict of lnterest shall disclose to the chair of the meeting all facts material to the conflict of interest. The chair shall report the disclosure at the meeting and the disclosure shall be reflected in the minutes of the meeting. C. A person who has a conflict of lnterest shall not participate in or be permitted to hear the boards or committee's discussion of the matter except to disclose material facts and to respond to questions. Such person shall not attempt to exert his or her personal influence with respect to the matter, either at or outside the meeting. D. A person who has a conflict of lnterest with respect to a contract or transaction that will be voted on at a meeting shall not be counted in determming the presence of a quorum for purposes of the vote. E. The person having a conflict of interest may not vote on the contract or transaction and shall not be present in the meeting room when the vote is taken, unless the vote is by secret ballot. Such person's ineligibility to vote shall be reflected in the minutes of the meeting. For purposes of this paragraph, a member of the board of directors of california rodeo association has a conflict of lnterest when he or she stands for election as an officer or for re-election as a member of the board of directors. F. Interested persons who are not members of the board of directors of california rodeo association, or who have a conflict of interest with respect to a contract or transaction that is not the subject of board or committee action, shall disclose to their supervisor, or the chair, or the chair's designee, any conflict of interest that such interested person has with respect to a contract or”

“The board of directors uses comparability data to determine the wages of the general manager and key employees.”

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

“Contract labor: program service expenses 2,311,841. Management and general expenses 9,283. Fundraising expenses 0. Total expenses 2,321,124.”

“Additional paid-in capital 25.”