Central Florida Health Inc

“THE ORGANIZATION'S OFFICERS AND KEY EMPLOYEES ARE COMPENSATED BY A RELATED TAX-EXEMPT ORGANIZATION. THE LANGUAGE BELOW EXPLAINS THE PROCESS UNDERTAKEN BY THE COMPENSATING ORGANIZATION TO REVIEW OFFICER COMPENSATION. THE TOTAL COMPENSATION PACKAGE OF THE ORGANIZATION'S OFFICERS AND KEY EMPLOYEES WAS ESTABLISHED, APPROVED AND REVIEWED internally and presented to THE ORGANIZATION'S INDEPENDENT COMPENSATION COMMITTEE OF THE BOARD OF directors. THIS PROCESS WAS LAST UNDERTAKEN IN June 2024 AND WAS DOCUMENTED IN THE MINUTES OF THE EXECUTIVE COMPENSATION COMMITTEE MEETING. DUE TO THE FACT THAT OFFICER COMPENSATION IS DETERMINED BY A RELATED ORGANIZATION, FORM 990 PART VI LINES 15A AND LINE 15B ARE INTENTIONALLY ANSWERED "NO" IN ACCORDANCE WITH THE IRS INSTRUCTIONS TO THE FORM 990.”

“THE EXECUTIVE COMMITTEE SHALL INCLUDE THE FOLLOWING INDIVIDUALS: -CHAIRPERSON OF THE BOARD -VICE PRESIDENT FOR HEALTH AFFAIRS OF THE UNIVERSITY OF FLORIDA -DEAN OF THE COLLEGE OF MEDICINE OF THE UNIVERSITY OF FLORIDA -CEO OF THE ORGANIZATION -UP TO SIX ADDITIONAL BOARD MEMBERS -THE PRESIDENT OF THE UNIVERSITY OF FLORIDA, IF DIFFERENT FROM THE CHAIRPERSON OF THE BOARD, MAY ELECT TO BE A MEMBER OF THE EXECUTIVE COMMITTEE. The Executive Committee shall have the authority to transact all business of the Board of Directors, except that it may not: -Elect or remove officers or members of the Board -Create or abolish any committees -Appoint or remove any committee members -Amend the Articles of Incorporation or the Bylaws of the organization -Modify or cause violation of any policies adopted by the Board of Directors -Approve the sale of assets of the organization having a value in excess of $5,000,000, unless specifically authorized by the Board of Directors -Incur indebtedness on behalf of the organization in a principal amount in excess of $5,000,000, unless specifically authorized by the Board of Directors -Take any action that is required by law to be taken by the full Board of Directors.”

“The organization's members include shands teaching hospital and clinics, inc. And university of florida.”

“The members of the board shall be those same individuals who are serving as members of the board of directors of shands teaching hospital and clinics, inc., unless otherwise determined by the university of florida president. Prior to the commencement of the corporation's annual meeting, the secretary shall present to the president a list of all standing and special board committees. In response thereto, the university of florida president shall elect or decline any initial or continuing membership thereon. The officers of the corporation shall consist of: a president, who shall be the president of the university of florida or his or her designee; a chairman of the board, who shall be the president of the university of florida or his or her designee; a vice chairman of the board, who shall be the vice president for health affairs of the university of florida; a chief executive officer (the "ceo"); a secretary (and any assistant secretary) who shall be appointed by the chairman of the board; a treasurer (and any assistant treasurer) who shall be appointed by the chairman of the board; and such other officers and assistant officers as may be deemed necessary by the board.”

“In any majority approval of the incurrence of "debt" by the corporation such approval shall include the affirmative votes of the president of the university of florida or his or her designee and the member or representative of the university of florida board of trustees serving on the board of directors in their respective capacities as ex officio directors. The university of florida president shall have the right to sit as a voting member of any board committee. The president of the university of florida shall be a member of the executive compensation committee. The corporation shall at all times comply with the provisions of the enhanced governance standards adopted by the university of florida board of trustees on december 7, 2018, and review annually thereafter, unless governance standards change, at which time the corporation will review for approval at the next scheduled board meeting.”

“A draft copy of the form 990 was sent to all members of the governing body for review and comment in advance of filing the form. Subsequently, a complete copy of the form 990 was sent to all members of the governing body before filing the form..”

“The organization has established a conflict of interest policy which has been reviewed and approved by the Board of Directors. The organization's policy requires interested persons (board members, officers and key employees) to disclose participation in activities or circumstances that may present a conflict of interest on an annual basis or if at any time such individual becomes aware of circumstances that may present a conflict of interest. These disclosures are reviewed by the VP General Counsel and Corporate Compliance department who notify the board if any concerns arise. Individuals covered by the conflict of interest policy must abstain from deliberations and voting with respect to transactions wherein a conflict is deemed to exist.”

“The year end financial statements are available on the ufhealth.org website. The organization's conflict of interest policy and governing documents are not made available to the public.”

“Transfers from affiliates - xxx-xx-xxxx;”