Buck Institute for Research on Aging

“The organization amended its articles of incorporation to restate the organization's specific and primary purpose, clarifying that the assets deriving from the estate of bery h. Buck shall be used solely within marin county, california for the benefit of all human kind. The organization amended and restated their bylaws as of december 2023. The significant changes are summarized as follows: - the number of trustees on the board of trustees shall include ex-officio trustees. - the ex-officio trustees shall include the following ex-officio trustees, each of whom shall be a full voting member of the board: immediate past chair, president and chief executive officer, and chair of the scientific advisory board. - trustees must be in compliance with the buck expectations and responsibilities document and must annually complete a conflict of interest disclosure in accordance with the corporation's conflict of interest policy. - the board of trustees may declare vacant the office of any trustee who has been declared of unsound mind by a final order of court, or convicted of a felony, or been found by a final order or judgment of any court to have breached a duty under california law. - the bylaws now include a section to define the standard of care by which the trustee shall perform their duties. - in no event shall the required quorum be less than one-fifth of the authorized number of trustees or two trustees, whichever is larger. - a paragraph to define trustee voting was included as follows: each trustee shall have one vote on each matter presented to the board for action. No trustee may vote by proxy. - the organization shall have an audit committee for any tax year for which the organization has gross revenues of $2 million or more. - the audit committee may not include any person who has a material financial interest in any entity doing business with the organization and audit committee members who are not trustees may not receive compensation greater than compensation paid to trustees for their board service. - for any tax year in which an audit committee is not mandatory, the board may establish an audit committee per their discretion. - the president and ceo's duties were amended as follows: the president shall be empowered to hire, supervise, and fire the other employees of the organziation and to determine their titles, job responsibilities and compensation. - the secretary's duties were amended as follows: the secretary shall keep a record of the mailing addresses, email addresses, and/or phone or fax numbers provided by trustees for the purposes of notice and other communications from the organization. - the cfo's duties were amended as follows: the cfo shall supervise the charge and custody of all funds and valuables and the deposit of such funds in accounts of the organization, disburse, or supervise the disbursement of the corporation's funds as authorized by the board, maintain adequate and correct books and accounts of the organization's properties and transactions, and furnish an annual financial report to the trustees, not later than 120 days after the close of the fiscal year. - a conflict of interest policy was added to the bylaws.”

“Form 990 is made available to the finance committee of the board of directors to review prior to submission.”

“The coo reviews all annual conflict of interest disclosure forms and brings potential conflicts to the attention of the conflict of interest committee which meets annually. The committee determines if any follow-ups are required. The coo proceeds with the follow-ups under the guidance of the committee.”

“The buck institute board of trustees approves terms of employment of the ceo/president and compensation for executive positions in accordance with the rebuttable presumption of reasonableness. The ceo will approve all salary actions such as hiring, promotion and merit increases for faculty. The coo, in consultation with the ceo, will review and approve the hiring, promotion and salary increase actions for all administrative management positions. Faculty and department heads will review and approve the hiring, promotion, and (in consultation with the coo) salary increase actions for those reporting to them. Salary actions are also determined through the use of compensation surveys for comparability. If it is determined by the hiring manager and human resources that a new position title is required, human resources will add the new position to the approved job title list, including appropriate classification and salary range.”

“Governing documents, conflict of interest policy and financial statements are available for public inspection upon request.”

“Change in value of split interest agreements 334,533.”