Veba Trust for Public Employees in the Northwest

“There are seven Trustees from two Public Service Agency Categories (PSAC): counties, cities and towns; and special purpose districts. Within each PSAC, one Trustee is elected by the employers from the respective PSAC participating in the Trust, and one Trustee is elected by participants from the respective PSAC. The third Trustee within each PSAC is elected by all remaining Trustees, regardless of their PSAC affiliation. The seventh Trustee is elected by all other Trustees.”

“The Form 990 was prepared by the independent accounting firm of SCHOEDEL & SCHOEDEL, Certified Public Accountants, PLLC based on information provided by the third-party administrators. Draft copies of the Trust's financial statements and Form 990 were first provided to the Trust's consultants and advisors, for review and comment. Any questions, concerns or issues raised by the consultants and advisors were addressed and any necessary revisions were made to the Form 990. The revised Form 990 was then provided to the Finance Committee for its review and approval. Any additional questions, concerns, or issues raised by the Finance Committee were addressed, and any necessary revisions were made to the Form 990. The revised Form 990 was then provided to the Board of Trustees for its review and approval. Any additional questions, concerns, or issues raised by the Board of Trustees were addressed, and any necessary revisions were made to the Form 990. The final version of the Form 990 was reviewed and approved for filing by the Board of Trustees.”

“Trustees, service providers, third-party administrators, or any other person having responsibility for the management or administration of the Trust's finances, investments, or other proprietary information concerning the Trust are considered interested persons. An interested person is under a continuing obligation to disclose any potential conflict of interest to the Board of Trustees as soon as it is known or reasonably should be known. The interested person is given the opportunity to disclose all material facts to the Trustees when considering the proposed transaction or arrangement. After disclosure of the financial, professional, or personal interest and all material facts, and after any discussion with the interested person, he/she leaves the Trustees meeting while the determination of a conflict of interest is considered. If the disinterested Trustees determine a conflict of interest exists, the Chairman of the Board, if appropriate, appoints a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. After exercising due diligence, the Trustees determine whether the Trust can obtain with reasonable efforts a more advantageous transaction or arrangement with a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonably attainable under circumstances that would not give rise to a conflict of interest, the Board or committee determines by majority vote of the disinterested Trustees whether the transaction agreement or arrangement is in the Trust's best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination the Trustees make a decision as to whether to enter into the transaction agreement or arrangement. The minutes of the meeting reflect that the conflict disclosure was made to the Board, the vote taken and, where applicable, the abstention from voting and participation by the interested party. Whenever possible, the minutes frame the decision of the Board in such a way to provide guidance for consideration of future conflict of interest situations. To ensure the Trust operates in a manner consistent with its tax-exempt purposes and does not engage in activities that could jeopardize its tax-exempt status, the Board of Trustees conducts periodic reviews. The periodic reviews include, at a minimum, the following subjects: Whether the contractual arrangements with service providers and the services provided are reasonable, based on competent market and survey information, and the result of arm's length negotiation. Whether contractual arrangements with service providers and arrangements with other organizations conform to written policies, are properly recorded, reflect reasonable investment or payments for goods and services, further tax-exempt purposes, and do not result in inurement, impermissible private benefit or in an excess benefit transaction. Whether any transaction conducted by the Trust during the review period involves or could possibly give rise to a conflict of interest.”

“There are no compensated management officials, officers or key employees of the Trust. If the Trust had such compensated individuals, policies and procedures would be developed to determine compensation.”

“The Trust makes its governing documents, conflict of interest policy, financial statements, and Form 990 available to the public upon written request by contacting the Trust at 906 West 2nd Avenue, Suite 400, Spokane, WA 99201.”

“The Trust does not compensate the members of the Board of Trustees for their duties as Trustees. The Board of Trustees is made up of seven individuals, six of whom are employees of counties, cities, towns or special purpose districts in Washington, Oregon or Idaho. The remaining Trustee is a former employee in a county, city or town. The Trust does not readily have access to information related to the compensation paid by other entities to the Trustees. The Trustees serve on a voluntary basis, and receive no known compensation adjustment from their employers, or any other party, for their services on the Board.”