Allina Health Foundation as of 4122

“The board of directors can establish committees with the authority of the board of directors. The members and chair of each committee shall be nominated and elected by the board of directors. Except as otherwise specified, (a) the chair of each committee must be a member of the board of directors; and (b) other committee members shall not be required to be directors of the foundation.”

“Ric magnuson and penny wheeler, m.d. Are directors of the board of (1) allina health and aetna insurance company, a minnesota corporation; and (2) allina health and aetna insurance holding company, llc, a delaware limited liability company.”

“In march 2022, allina associated foundation [fein: 27-4116873] changed its name to allina health foundation. Attached please find the articles of amendment for the name change. The amended and restated articles of incorporation, stamped as received by the minnesota secretary of state are also enclosed. These documents are provided as evidence of the name change. On april 1, 2022, allina health system and the allina heath foundation (fka allina associated foundation) boards filed articles of merger with the minnesota secretary of state reflecting the mergers of abbott northwestern hospital foundation, courage kenny foundation, mercy & unity hospitals foundation and united hospital foundation, all minnesota nonprofit corporations, into allina health foundation, a minnesota nonprofit corporation. The foundations were exempt from federal income tax as organizations described in section 501(c)(3) of the internal revenue code, and the resulting unified foundation continues to be exempt under section 501(c)(3). The merger was effective april 1, 2022. Pursuant to minnesota statutes, section 317a.811, subd. 6, and the secretary of state issued certificates of merger effective april 1, 2022.”

“Parent company allina health system is the sole corporate member organization of allina associated foundation. See schedule r for further details. Allina health system provides allina associated foundation with administrative and staff services at no cost. The value of the services provided by allina health system to allina associated foundation during 2021 were estimated at $749,202 and have been recorded as contribution revenue from a related organization in the statement of revenue and as administrative and fundraising expenses in the statement of functional expenses. Allina associated foundation has no employees and does not pay compensation. Compensation disclosed as paid by a related organization is determined solely by the related organization.”

“As the sole corporate member organization, allina health system holds certain reserved powers over allina associated foundation. The reserved powers are fully described in allina associated foundation's governing documents and include such powers as election and approval of directors, final approval of amendments to articles of incorporation or bylaws, approval of strategic plans and capital and operating budgets, approval of plans of merger or consolidation, approval of incurrence of debt or expenditures in excess of certain amounts, and various other reserved powers as described therein.”

“See the explanation in schedule o for form 990, part vi, section a, line 7a”

“Allina associated foundation's form 990 was prepared by the tax services function of allina health system, allina associated foundation's sole corporate member. The form 990 filing was subjected to a rigorous review process by allina's tax manager and tax director and an executive review by allina's chief financial officer. After the management review process described above was completed, the final form 990, as ultimately filed with the internal revenue service ["irs"], was provided to each voting member of allina associated foundation's board of directors. Allina associated foundation's board of directors voted on and approved a resolution approving the form 990, the minnesota charitable organization annual report to be filed with the minnesota attorney general, and the wisconsin charitable organization annual report to be filed with the wisconsin department of financial institutions. The board of directors resolution also directed officers to file the form 990 with the irs, the charitable annual report with the charities division of the office of the minnesota attorney general, and the wisconsin charitable organization annual report with the wisconsin department of financial institutions. The above stated review and approval process occurred prior to filing allina associated foundation's form 990 with the irs, minnesota charitable organization annual report with the minnesota attorney general, and wisconsin charitable organization annual report with the wisconsin department financial institutions.”

“The organization has several methods of monitoring and enforcing compliance with its conflict of interest policy. First, the organization regularly distributes conflict of interest disclosure questionnaires to its officers, directors, trustees, and key employees. These individuals are required to disclose annually any interest that could give rise to conflicts, including any family or business relationship. Second, the general counsel's office annually delivers a report to allina's board of directors which includes, among other things, the results of the conflict of interest questionnaire, an analysis of potential conflicts, and guidance for satisfactorily resolving conflicts. Third, the organization undertakes mandatory compliance training of all its employees which includes training on conflicts of interest. Fourth, all employees receive, and are expected to conduct themselves in accordance with allina's code of conduct. The code of conduct contains educational materials and guidance to resolve potential conflicts of interest. Fifth, allina maintains a corporate integrity hotline, a confidential 24 hour external resource to help answer questions related to ethical business conduct. All calls to the integrity line are kept confidential.”

“Allina associated foundation has no employees and does not pay compensation. Any compensation disclosed as paid by a related organization is determined solely by the related organization. Therefore, part vi, section b, line 15a and line 15b are not applicable to allina associated foundation.”

“Allina associated foundation makes its form 990, form 1023, governing documents, conflict of interest policy, and financial statements available to the public upon request. To arrange an inspection or receive a copy, please contact the following: allina associated foundation tax services mail route 10890 p.o. Box 43 minneapolis, mn 55407-0043 telephone: 612-262-0660 physical address: 2925 chicago avenue minneapolis, mn 55407-1321 the form 990 and form 1023 are also available directly from the internal revenue service. The form 990 and financial statements are also available from the charities division of the office of the minnesota attorney general.”

“Change in value of split interest agreements -12,918.”

“This process remains unchanged from the prior year.”