Make-A-Wish Foundation of Greater Bay

“9.l executive committee. The executive committee shall consist of the chairperson, who will be the chairperson of the committee, chairperson-elect, vice-chair, board treasurer, board secretary and the immediate past chairperson, provided his or her board term has not expired. The chairs of other committees, if not one of the previously named officers, may serve as additional officers of the executive committee. The executive officer shall attend the executive committee meetings, but is an observer of the committee. The executive committee may act on behalf of the foundation for its day-to-day business operations when the board is not in session. However, the executive committee shall not have any of the following powers: 9.1.1 adopting or amending or repealing provisions in the articles of incorporation or the bylaws. 9.1.2 filling vacancies on the board of directors. 9.1.3 changing the membership of, filling vacancies on, or changing the number of members of the executive committee. 9.1.4 amending or repealing any resolution of the board of directors. Confidential information - for board use only - do not redistribute page 32 of 94 9.1.5 approving a self-dealing transaction as defined in the california nonprofit corporation law.”

“The principal office location has been updated to include a broader range of counties in california. The number of directors has been specified to be between fifteen (15) and thirty (30), with provisions for exceeding or falling below this range only upon amending the bylaws. Directors are now required to sign a conflict of interest statement and ethics statement to be in good standing. The term limits for directors have been clarified, with a maximum of six (6) consecutive years, except for certain provisions. The quorum for board meetings has been defined as forty percent (40%) of the total number of directors then in office. Provisions for participation in meetings by electronic means have been expanded. The term of office for officers has been specified, with the chairperson-elect having a term of between one and eight months. Only directors may be elected as officers, and a director may not hold two or more offices at the same time, except where one office is chairperson-elect. The roles and responsibilities of the executive committee, governance committee, and finance committee have been detailed. The process for appointing committee members and their terms has been outlined. The provisions for indemnification have been expanded to include specific conditions under which indemnification is allowed. These updates reflect a more detailed and structured approach to governance, with clear guidelines on the roles, responsibilities, and procedures for the board of directors and officers.”

“The organization contracts with shared financial services at make-a-wish foundation of america and an independent public accounting firm engaged to prepare the form 990. The draft form 990 is prepared by an accounting firm, reviewed by shared financial services, the ceo, vp of operations and finance, and the finance committee. A complete copy is of the final form 990 is provided to all voting members of the board of directors prior to filing with the irs.”

“The organization maintains a conflict of interest and ethics statement as provided by make-a-wish foundation of america for all officers, directors, volunteers and employees. This are collected at date of hire/commencement of volunteer service and then annually by fiscal year. This are reviewed by the senior volunteer manager, vp of finance and operations and ceo as applicable. Additionally for members of the board of directors, each board meeting includes an opportunity to disclose any conflicts. The process of addressing any conflicts of interest of which the ceo becomes aware include determining the nature of the conflict via verbal or written communication with the intersted person; fully disclosing the conflicting interests to the board; having the conflicted person recuse themself from deliberations and discussions regarding the transaction; and taking appropriate actions warranted by the conflict as recommended by the board up to and including termination of service.”

“The ceo's compensation is determined by the board of directors. The board can authorize the executive committee to act on its behalf. Compensation is reviewed against national benchmarking salary surveys, surveys done every few years by make-a-wish foundation of america and local salary surveys. Documentation includes vote and approval of compensation, members present during the vote and references data sources used. For other staff, the same data instruments are used. The board of directors approves as part of the budget compensation for all staff. Salaries for staff other than the ceo are decided by the ceo & vp of operations & finance and in consultation with the executive committee of the board as needed using the approved budget and metrics from performance reviews. This process was last performed during fiscal 2024.”

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

“It is the founding principle of our vision to grant the wish of every eligible child, between the ages of 2 1/2 and 18. For wish kids, just the act of making their wish come true can give them the courage to comply with their medical treatments. With our wish making process we strive to bring a sense of excitement and hope during extremely difficult times and deliver a joyful life changing experience whether the wish is a princess party, swim with the dolphins, or the countless other possibilities dreamed up by the magical mind of a child. The make-a-wish foundation of greater bay area granted 277 life changing wishes in the fiscal year ending august 31, 2024. The total cost of wishes granted for the fiscal year was $5,116,899. Of this amount, $924,851 was contributed by various vendors who provided in-kind contributions such as travel and travel services, transportation, lodging, and other services and use of facilities to complete a child's wish. For financial statement purposes, these amounts are included as contribution revenue and granted wish expense. For form 990, however, the irs requires this amount be excluded from both revenue and expense.”

“The prior period adjustment is a result of investments being improperly recorded in the prior year. Opening net assets have been restated to increase without donor-restricted net assets on the financial statements.”