Heartland Health Outreach Inc

“Heartland Alliance for Human Needs & Human Rights (Heartland Alliance) is the sole voting member.”

“Heartland Alliance shall appoint all of the directors. The officers shall be elected annually by the Board of Directors at the annual meeting of the Board of Directors, or as soon thereafter as convenient based on a slate approved by Heartland Alliance. Vacancies may be filled or new offices filled at any meeting of the Board of Directors with the approval of the board of Heartland Alliance.”

“The following actions shall require the written consent of Heartland Alliance: (i) The adoption or approval of a plan of merger or consolidation or reorganization or restructuring involving the organization; (ii) The sale, lease, exchange or other disposition of all, or substantially all, of the non-cash assets of the organization; (iii) Dissolution of the organization; (iv) Amendment of the bylaws.”

“The organization's Management Coordination Committee (MCC) serves as the Finance and Audit Committee of the Heartland Alliance Board of Directors. The Finance Committee of Heartland Alliance Health reviews and approves the Form 990. Every Heartland Alliance Health board member receives the Form 990 for review and has the opportunity to ask the Finance Committee any questions prior to filing. The Heartland Alliance Health designated member from the Finance Committee reports back to the full MCC on the review process.”

“All members of the Heartland Alliance Board of Directors, as well as members of the organization's subsidiary Boards of Directors, annually sign a conflict of interest policy, copies of which are retained in the President's office. In addition, all Heartland Alliance senior management, that includes its members of its Business Office Leadership Team (BOLT), Business Initiative & Resource Development (BIRD), and Exectuive Team are required to annually sign the conflict of interest policy. A copy of the Board of Directors policy is posted on a password protected portion of the organization's website, designated for board members. A copy of the policy for management is posted on the organization's intranet. Policy requires disclosure of any situation in which there may be even an appearance of potential conflict of interest. When appropriate, members of the Board of Directors, or senior management, recuse themselves from decision-making if there is any conflict of interest. Relative to board of committee actions, this is reflected in the meeting minutes. The policy is reviewed regularly by the Chief Corporate Compliance Officer of the organization. Additional monitoring is performed by the organization's executive team and the Risk Policy Committee of the Board of Directors.”

“The Compensation Committee of the related organization's (Heartland Alliance for Human Needs & Human Rights) Board of Directors is an independent entity, consisting of the chair and immediate past chair of the Board of Directors. This body conducts the annual performance evaluation of, and determines the compensation for, the organization's President. This body may consult with legal counsel or additional resources in determining fair and competitive compensation for the President of Heartland Alliance. The Executive Compensation Committee also conducts periodic market surveys to assist in establishing the compensation for the President. In addition, the President annually reviews with the Compensation Committee the performance and recommended compensation for the organization's senior executives, including executive directors of the subsidiary entities, and other key members of the executive team. All deliberations and decisions are contemporaneously documented in the minutes.”

“The governing documents, conflict of interest policy and financial statements are available upon request for the same period of disclosure as set forth in IRC Section 6104(d).”