Chesapeake Regional Information System for Our Patients Inc.

“Chesapeake regional information system for our patients, inc. Has two classes of members, class a members and class b members. Class a members can 1) vote on any matters before the members, 2) appoint and remove two directors, 3) select one or more representatives who may attend and speak at the meetings of the members and receive a copy of any materials made available to the members but who shall not have the right to vote as a member, and 4) by a majority of the class a members, to approve any action of the board of directors or a board committee concerning the exercise of the corporation's authority as a class a member of crisp shared services, inc. Class b members can 1) vote on any matters before the members, 2) appoint and remove one director, and 3) select one or more representatives who may attend and speak at the meetings of the members and receive a copy of any materials made available to the members but who shall not have the right to vote as a member.”

“The admission of new members must have the affirmative vote of at least one director appointed by each class a member and at least one director appointed by either the class b or the class c member.”

“A copy of the form 990 is provided to the board of directors before it was filed.”

“The purpose of this conflict of interest policy is to protect the chesapeake regional information system for our patients, inc. (the organization's") interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer, director, or senior manager of the organization. Any director, officer, member of a board committee, or senior manager who has a direct or indirect financial interest with the organization is an interested person. In connection with any actual or possible financial conflicts of interest, an interested person must disclose the existence of his or her financial interest and all material facts to the board of directors or members of committees considering the proposed transaction or arrangement. The disclosure required by this section shall be in writing, on a form prescribed by the board, and shall be submitted no less frequently than annually. Disclosure forms shall be updated on an interim basis by the interested person whenever there has been a material change in the underlying facts and circumstances. After disclosure of the financial interest and all material facts, and after any discussion with the interested person desired by the board or committee, he or she shall leave the board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists. The minutes of the board and all committees shall contain-- 1. The names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest, the nature of the financial interest, any action taken to determine whether a conflict of interest was present, and the board's or committee's decision as to whether a conflict of interest in fact existed. 2. The names of the persons who were present for discussions and votes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection therewith. To ensure the organization operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted. The periodic reviews shall, at a minimum, include the following subjects: a. Whether compensation arrangements and benefits are reasonable, based on competent survey information, and the result of arm's length bargaining. B. Whether partnerships, joint ventures, and arrangements with management organizations conform to the organization's written policies, are properly recorded, reflect reasonable investment or payments for goods and services, further charitable purposes and do not result in inurement, impermissible private benefit or in an excess benefit transaction.”

“To determine compensation for the organization ceo, a salary survey was first conducted to understand compensation for positions of similar responsibility at organizations in the health care and health it industry. Base compensation and a percentage of potential variable compensation were set to be consistent with the survey findings. At the end of each year, the board of directors compares organizational accomplishments to stated goals, and determines if any of the potential variable compensation will be awarded. An annual cola adjustment is applied to the ceo compensation, using the cola of a large hospital system in the baltimore area as the standard. The board will authorize salary surveys in future years as appropriate. When determining the compensation of officers and key employees, an independent consultant is engaged to provide a suggested salary range based on market research. The results are presented to the board of directors for their final approval.”

“Crisp does not make its governing documents, conflict of interest policy or financial statements available to the public.”

“Contract services: program service expenses 30,472,783. Management and general expenses 2,279,319. Fundraising expenses 0. Total expenses 32,752,102. Deap user fee credits: program service expenses 227,474. Management and general expenses 17,015. Fundraising expenses 0. Total expenses 244,489.”