Boys Republic

“The full board will receive a copy of the Form 990 prior to submission.”

“CONFLICT-OF-INTEREST POLICY The purpose of this conflict-of-interest policy is to prevent the institutional or personal interests of BOYS REPUBLIC board members, officers, and staff from interfering with the performance of their duties to BOYS REPUBLIC, and to ensure that there is no personal, professional, or political gain at the expense of BOYS REPUBLIC. This policy is not designed to eliminate relationships and activities that may create a duality of interest, but to require the disclosure of any conflicts of interest and the recusal of any interested party in a decision relating thereto. A conflict of interest may exist when the interests or potential interests of any director, officer, or staff member, or that person's close relative, or any individual, group, or organization to which the person associated with BOYS REPUBLIC has allegiance, may be seen as competing with the interests of BOYS REPUBLIC, or may impair such person's independence or loyalty to BOYS REPUBLIC. A conflict of interest is defined as an interest that might affect, or might reasonably appear to affect, the judgment or conduct of any director, officer, or staff member in a manner that is adverse to the interests of BOYS REPUBLIC. Examples A conflict of interest may exist if a director, officer, staff member, or close relative - Has a business or financial interest in any third party dealing with BOYS REPUBLIC. This does not include ownership interest of less than 5 percent of outstanding securities of public corporations. - Holds office, serves on a board, participates in management, or is employed by any third party dealing with BOYS REPUBLIC, other than direct funders to BOYS REPUBLIC. - Derives remuneration or other financial gain from a transaction involving BOYS REPUBLIC (other than salary reported on a W-2 or W-9 or salary and benefits expressly authorized by the board). - Receives gifts from any third party on the basis of his or her position with BOYS REPUBLIC (other than occasional gifts valued at no more than $[50], or if valued at more than $[50], the gift is made available in a team space or common area for others to share - e.g., fruit baskets, boxes of candy). All other gifts should be returned to the donor with the explanation that BOYS REPUBLIC policy does not permit the acceptance of gifts. No personal gift of money should ever be accepted. - Engages in any outside employment or other activity that will materially encroach on such person's obligations to BOYS REPUBLIC; compete with BOYS REPUBLIC's activities; involve any use of BOYS REPUBLIC's equipment, supplies, or facilities; or imply BOYS REPUBLIC's sponsorship or support of the outside employment or activity. Use of Information Directors, officers, and staff shall not use information received from participation in BOYS REPUBLIC affairs, whether expressly denominated as confidential or not, for personal gain or to the detriment of BOYS REPUBLIC. Disclosure and Recusal Whenever any director has a conflict of interest or a perceived conflict of interest with BOYS REPUBLIC, he or she shall notify the board chair of such conflict in writing. Whenever any staff member (paid or volunteer) has a conflict of interest or a perceived conflict of interest with BOYS REPUBLIC, he or she shall notify the executive director of such conflict in writing. When any conflict of interest is relevant to a matter that comes under consideration or requires action by the board, or a board committee, the interested person shall call it to the attention of the board chair and shall not be present during board or committee discussion or decision on the matter. However, that person shall provide the board or applicable committee with any and all relevant information on the particular matter. The minutes of the meeting of the board or its committee shall reflect that the conflict of interest was disclosed, that the interested person was not present during discussion or decision on the matter, and did not vote”

“BOYS REPUBLIC'S COMPENSATION POLICY Program Philosophy and Objectives BOYS REPUBLIC's primary objective is to provide a reasonable and competitive executive total compensation opportunity consistent with market-based compensation practices for individuals possessing the experience and skills needed to improve the overall performance of the organization. The organization's executive compensation program is designed to - Encourage the attraction and retention of high-caliber executives. - Provide a competitive total compensation package, including benefits. - Reinforce the goals of the organization by supporting teamwork and collaboration. - Ensure that pay is perceived to be fair and equitable. - Be flexible to reward individual accomplishments as well as organizational success. - Ensure that the program is easy to explain, understand, and administer. - Balance the need to be competitive with the limits of available financial resources. - Ensure that the program complies with state and federal legislation. Program Market Position While BOYS REPUBLIC focuses on comparable nonprofit organizations in our area to benchmark pay, we also understand that the market for executive talent may be broader than this group. Market information, for functionally comparable positions, from similarly situated for-profit organizations and published not-for-profit compensation surveys may be used as a supplement. In general, BOYS REPUBLIC positions total compensation, including benefits, at the median of the market. Programs are designed to be flexible so that compensation can be above or below the median based on experience, performance, and business need to attract and retain specific talent. Governance and Procedures BOYS REPUBLIC's compensation program is administered by the finance committee of the board. The finance committee is responsible for establishing and maintaining a competitive compensation program for the organization. The committee meets annually to review the salary range schedule and benefits program, for all employees, and make recommendations for any changes to the board, as appropriate. The committee uses the Center for Nonprofit Management Compensation and Benefits Survey to benchmark pay. Following this review, the committee reviews and approves the salary of the Executive Director. The committee recommends to the board salary approval for the Executive Director.”

“The organization makes its governing documents, conflict of interest policy, financial statements and Form 990 available to the public upon request. The Form 990 is also available at www.guidestar.org.”

“Pension related changes other than net periodic pension cost -2,221,951.”