Aspirus Extended Services Inc.

“The organization has two members: the parent organization, aspirus, inc. (72.68%), and memorial member association, inc. (27.23%).”

“See comments for form 990, part vi, line 7b”

“The following actions must be approved by the members of the organization0: 1) change or amend the articles of incorporation or bylaws; 2) change the mission, purpose, or scope of the corporation; 3) ratification or removal of directors or officer; 4) change the formula or methodology for determining physician compensation; 5) approval of annual operating and capital expenditure budgets, strategic and long-range plans.”

“The accounting department accumulates all 990 information. These documents are reviewed by the cfo. The 990 is reviewed by other senior management prior to submission to the internal revenue service and are made available to the board of directors through director's desk or other means of electronic retrieval.”

“Board members and key employees are required to sign annual conflict of interest statements and all managers are required to sign biannual conflict of interest statements. The organization's ceo and board chair review the statements and highlight potential conflicts. The board determines on a case by case basis any actions required. Individuals are not permitted to vote on any transaction where a conflict has been determined to exist. All conflicts and proceedings are documented in the meeting minutes.”

“For purposes of determining compensation, aspirus extended services, inc. Relied on related organizations to establish the compensation of the ceo, other officers, and key employees. The related organizations used the following practices for estabishing compensation for such individuals: compensation committee, independent compensation consultant, wriitten employment contract, compensation survey or study, and approval by the board or compensation committee.”

“The organization does not make its governing documents, conflict of interest policy, nor its financial statements available to the public.”

“Some officers and directors also provided service to other related organizations other than aspirus extended services, inc. These hours are reflected in line 2 of column b.”

“The audit committee of the board of directors of aspirus, inc., the parent organization, assumes the responsibility for the oversight of the consolidated audit of the financial statements and selection of the independent accountant. There was no change in this process in the past year.”