The College Preparatory School

“On March 11, 2016, the board voted to adopt several changes to its Articles of Incorporation and Bylaws: - the corporation has no members. - approximately one third of the board is elected or reelected annually. - roles of ex-officio board positions and advisory boards are clarified. - officers of the corporation are defined. - trustees will not be compensated. - the quorum requirement is 50%. - issues requiring supermajority vote are described, including appointing head of school. - standing board committees are established. - the executive committee has five members and is granted full board authority with certain exceptions. - board resolution is required to assume debt. - amendments to the articles and bylaws require a supermajority and two readings.”

“The Executive Committee, Chief Financial Officer, Controller, Head of School, and Audit Committee Chair, reviewed the completed 990 with the tax preparers. A link to the Public Disclosure Copy of the 990 was sent to the entire Board of Trustees and was posted to the Board website, with instructions to contact the Controller to review the Schedule B.”

“The conflict of interest policy includes board trustees and key employees. In general, when conducting the business of the school and awarding grants, a conflict of interest will be presumed when a trustee/key employee or someone with whom the trustee/key employee has a close relationship (a family member or close companion) serves as a trustee, director, officer, or stockholder of an affected organization or firm; has a formal affiliation or interest in an affected organization or firm; or could expect financial gain or loss from a particular decision. Any potential conflict must be disclosed to the chair of the baord and shared with the board of trustees. All trustees must make a written statement annually on a designated form submitted to the secretary of the board disclosing the nature of any conflicted relationships or the absence of any conflicting relationships. All forms are reviewed and signed off by the secretary of the board. All key employees must make a written statement annually on a designated form submitted to the cfo disclosing the nature of any conflicted relationships or the absence of any conflicting relationships. All forms are reviewed and signed off by the cfo and results are reported to the secretary of the board. Any conflicts of interest are dealt with by recusing the trustee from voting on conflicted issues, recusing the key employee from any related agreement that might be viewed as a conflict, and by excusing trustees or key employees from the room when a related vote is being taken.”

“The Head of School's compensation is determined by the Board of Trustees based on annual performance reviews and taking into account compensation surveys and studies as well as information about compensation levels at peer schools as published by ISBOA and NAIS. The Board communicates its compensation decision to the Chief Financial Officer who provides the directive to the Director of Finance/Human Resources and Operations for proper payroll authorization and execution.”

“The organization's financial statements, form 990, governing documents, and conflict of interest policy are available upon request. A notice describing availability is posted in plain view in the business office.”

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