Compensation Policy for Ex.C.E.L. Learning Corporation
The Executive Director of Ex.C.E.L. Learning Corporation (the “Nonprofit”) is the principal representative and the person primarily responsible for the nonprofit’s efficient operation. Therefore, the Nonprofit desires to provide fair, reasonable, but not excessive compensation for the Executive Director (and any other highly compensated employees and consultants).
The annual process for determining compensation is as follows: The nonprofit’s Board of Directors shall annually evaluate the Executive Director on his/her performance and ask for his/her input on matters of performance and compensation. If the Executive Director is a board member, they shall recuse themselves from all decisions regarding their compensation.
Board Approval:
The Board of Directors and/or executive committee will obtain research and information to make a recommendation to the entire board for the compensation (salary and benefits) of the Executive Director (and other highly compensated employees or consultants) based on a review of comparability data. For example, the Committee will secure data that documents compensation levels and benefits for similarly qualified individuals in comparable positions at similar organizations. This data may include the following:
- Salary and benefit compensation studies by independent sources
- Written job offers for positions at similar organizations.
- Documented telephone calls about similar positions at both nonprofit and for-profit organizations and
- Information obtained from the IRS Form 990 filings of similar organizations.
Concurrent Documentation:
To approve the compensation for the Executive Director (and other highly compensated employees and consultants), the board must document how it reached its decisions, including the data on which it relied, in minutes of the meeting during which the compensation was approved. Documentation will include:
- A description of the compensation and benefits and the date it was approved;
- The members of the board who were present during the discussion about compensation and benefits and the results of the vote
- A description of the comparability data relied upon and how the data was obtained and
- Any actions taken (such as abstaining from discussion and vote) with respect to consideration of the compensation by anyone who is otherwise a member of the board but who had a conflict of interest with respect to the decision on the compensation and benefits.
Independence in Setting Compensation:
The Chair of the Board of Directors will operate independently without undue influence from the Executive Director to the best of his or her abilities.
In the event any member of the board is entitled to compensation for services rendered by him/her and/or their organization, they shall recuse themselves from any and all votes regarding compensation for their services rendered. The board will ensure that all individuals or companies are fairly compensated to the fullest extent possible and in compliance with all local, state, and federal laws.
No Executive or Human Resources Committee member will be a staff member, the relative of a staff member, or have any relationship with staff that could present a conflict of interest. In the event such conflicts arise, that member will recuse themselves from the committee and all votes regarding compensation.
This policy was approved by the board of directors on February 1, 2020. The board annually reviews the conflict of interest policy for compliance.
Approved: February 20, 2020