Pasadena Heritage

“There shall be only one class of members. Membership shall be open to all interestedpersons and additional members shall be admitted to membership effective on the daythe membership application with full payment of regular dues is received andprocessed by the organization. Each member shall be entitled to one vote on eachmatter submitted to a vote of the members, provided, however, that a each corporateor small business holding a membership shall be entitled to one vote, and b eachadult member up to two total of any household holding a membership other than anindividual or senior/student membership shall be entitled to one vote.”

“The members of the organization elect the board of directors.”

“The majority of a quorum of the directors may approve amendments to the bylaws,subject to the power of the members to charge or repeal any amendments. Amendmentsor changes to the articles and bylaws may also be approved by the vote of a majority of members or a majority of a quorum of the members at a meeting duly called and noticed.”

“The form 990 is prepared by an independent accounting firm. The treasurer andfinance committee will review the form 990 with the executive director. The board ofdirectors will receive a copy prior to filing.”

“The policy regarding conflict of interest requires that any board member bringforward to the executive committee or the board any potential conflict. If theindependent members of the executive committee or the board determine that aconflict does exist, the board member is asked to recuse him or herself from anydiscussion or decision-making on any items or action related to the conflict ofinterest.”

“The executive committee, acting as the personnel committee, reviews the compensationof the executive director. The board chair or other designated committee member mayrequest input or comment from other members of the board. Comparable data from thecenter for non-profit management or other similar resources are often consulted aswell as comparison with similar size non-profit organizations in the pasadenacommunity. The board chair summarizes comments on the executive director'sperformance and any compensation adjustments in writing and, after review by thecommittee, presents these comments to the executive director.”

“Form 990 is available on www.guidestar.org and the irs charity search website.”

“The organization makes its governing documents and conflict of interest policyavailable to the general public upon request. The organization does not make itsfinancial statements available to the general public.”