Wishing Star Foundation

“The board of directors has an executive committee consisting of at least two of the board's officers. The executive committee, unless limited in a resolution of the board, has all the authority of the board in the management of the organization between meetings of the board. However, the executive committee does not have the authority of the board to (a) approve any action that, pursuant to applicable law, would also require the affirmative vote of the board; (b) fill vacancies on, or remove the members of, the board or any committee that has the authority of the board; (c) fix compensation of board or committee members; (d) amend or repeal the articles of incorporation or bylaws or adopt new bylaws; (e) amend or repeal any resolution of the board that by its express terms is not so changeable; (f) appoint any other committees of the board; (g) approve a plan of merger, consolidation, voluntary dissolution, bankruptcy or reorganization; or a plan for the sale, lease or exchange of considerably all of the organization's assets; or revoke any such plan; or (h) approve any self-dealing transaction, except as provided pursuant to law.”

“The executive committee reviewed the 990 and then presented the 990 to the entire governing board during a monthly board meeting prior to filing.”

“Wishing star foundation has a conflict of interest policy that applies to all trustees, officers and key persons. A conflict of interest statement is signed annually by employees and trustees. Trustees also complete a conflict of interest statement upon joining the board. If a covered individual has an actual or potential conflict of interest, they are required to submit all material facts in writing to the audit committee. If it isn't clear whether a conflict exists, the audit committee makes the determination. All conflicts of interest are then referred to the board of trustees. When the board or a committee considers a matter that involves a conflict of interest, the conflicted individual may answer questions but is otherwise not allowed to be present for discussions or votes on the matter. Prior to entering a transaction involving a conflict of interest, the organization requires that the board or committee determine that the transaction is fair, reasonable, and in the foundation's best interest. The board or committee may also evaluate whether any alternative transactions not involving a conflict of interest are reasonably available.”

“Every employee is given an annual review to discuss performance and that performance as well as local data is used to determine the level of compensation. The executive director's salary is determined by gathering salary information for executive directors in our region of similar size non-profits and the board reviews it annually. The process described here was last completed in 2024.”

“The organization's governing documents, conflict of interest policy and financial statements are available upon request during normal business hours.”