Hca Education and Research

“The organization amended its bylaws to expand the scope of matters over which the executive committee lacks authority to act; the board reserved authority for itself to act on all such matters.the organization also amended its bylaws to require a majority vote of the "entire" board for appointment of the members of the executive committee of the board.”

“The organization has one sole member which is home care association of new york state, inc. (ein 90-0437163). Its voting privileges consist of any asset transactions, amendments to the certificate of corporation and/or bylaws, any changes to the sole member's role, decisions which result in ceasing operation, approval of president and any other powers provided in the the bylaws.”

“The sole member elects the members of the governing body.”

“See form 990 part vi line 6 response”

“The president and chief executive officer will bring the 990 before the finance committee who reviews and then briefs the board before filing. All members of the full board review the 990 prior to filing.”

“The conflict of interest policy is monitored and enforced by the board of directors. Specifically, board members, officers, and key persons are covered under the conflict of interest policy. When there is a potential or actual conflict of interest, the board chairman or the governance committee chairman may determine if an actual conflict exists. Alternatively, if a matter is before the board, the individual with a potential conflict must disclose the potential conflict to the board for an immediate determination. When a conflict of interest is determined to exist , the individual with the conflict is required to refrain from deliberating, voting or making a decision on the matter. The board members, officers, and key persons are also required by the conflict of interest policy to disclose annually in a written disclosure statement their potential and actual conflicts of interest. These disclosure statements are reviewed by the board chair and, when necessary, the board chair instructs the individuals with a potential conflict about the requirements of the conflict of interest policy.”

“When a request is made a pdf file will be sent to the party making the request.”

“The organization does not pay any compensation to the president and chief executive officer or key employees. Rather, a related organization, home care association of new york state, inc. ("hca") establishes and pays all such compensation.”