Aspirus Health Foundation Inc

“The parent organization, aspirus, inc., is the sole corporate member of the organization.”

“There shall be a minimum of 8 and no more than 13 members on the board of directors. The members should consist of the president/ceo, the executive director, the president of aspirus volunteers, and other directors. The additional directors shall be elected by the corporation's board. The sole member has the ability to adjust the number of directors along with the other powers described below.”

“The following actions must be approved by the sole member of the organization, aspirus inc.: 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 officers, 4) change the formula or methodology for determining physician compensation, and 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, officers, 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 health foundation, 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 establishing compensation for such individuals: compensation committee, independent compensation consultant, written 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 health foundation, inc. These hours are reflected in line 2 of column b.”

“Intercompany transfers 8,785,084. Net asset transfer to ahf 10,267,473. Other changes in net assets -611,590.”