| Ensuring our commitment to our mission and our stakeholders Hazelden Foundation, a Minnesota nonprofit corporation since 1949, has a strong commitment to good nonprofit governance practices. In 2004, the Hazelden Board of Trustees adopted a set of governance principles to provide a framework within which it governs Hazelden and ensures its commitment to our mission and our stakeholders. The Hazelden Board of Trustees consists of approximately 22 members, although the Board can be as large as 36 members under our Bylaws. By Board policy, only one Hazelden employee, the Chief Executive Officer, may serve on the Board; that person serves in a non-voting capacity. All other Trustees are from the broader community and some are from the communities where Hazelden maintains facilities. Trustees are elected for three (3) year terms, subject to a maximum of three (3) consecutive terms. Under a Board adopted policy on membership criteria, Trustees must generally have expertise in a field relevant to the mission of Hazelden and possess personal qualities which include unquestioned personal integrity, ability to challenge and stimulate management, demonstrated leadership and willingness to commit time and energy to the Board.
Final approval of Trustee nominees is determined by the full Board based on the recommendation of the Governance Committee. Board meetings and advance materials sent to Trustees focus on our key performance, strategies and leadership issues. Each year the Board reviews our strategic plan. Annually, a master Board work plan is prepared which covers recurring items and is used for planning purposes. Committee work plans are also prepared annually based on Committee responsibilities as detailed in Committee Charters. Executive sessions are scheduled at each Board meeting, and at least annually the Trustees evaluate the Chief Executive Officer's performance for the completed year and goals for the succeeding year, all in executive session. The results of the evaluation are communicated to the CEO. The Board of Trustees expects all Trustees, officers, and employees to act with the highest standards of integrity and adhere to Hazelden's policies and applicable code of conduct, in addition to any professional ethical obligations they may have. The Board of Trustees has adopted a Trustee Code of Conduct and Ethics. The Audit Committee annually reviews and oversees compliance with this Code. Committees of the Board Committees of the Board of Trustees are made up of independent, non-employee Trustees. Periodically, task forces may be appointed by the Board Chair for designated responsibilities and limited timeframes. |
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Hazelden Foundation Audit and Program/Quality Committee Finance and Investment Committee
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