Ecumen

“Ecumen sbc, inc.'s parent organization, ecumen, manages the rental property of ecumen sbc inc. And performs various other functions on ecumen sbc, inc.'s behalf.”

“The sole member is ecumen (ein: 41-0711588), a minnesota 501(c)(3) nonprofit organization affiliated with the evangelical lutheran church in america.”

“Each member of the board of directors is elected by the board of trustees of ecumen, the sole member.”

“Ecumen, the sole member, must approve any of the following: (a) all amendments to the articles of incorporation and bylaws of this corporation; (b) all capital budgets of this corporation and all corporations, partnerships, and other legal entities directly or indirectly controlled by the corporation, and all major capital expenditures before funds are expended therefore (for these purposes a major capital expenditure shall be defined by the sole member's bylaws then in effect); (c) all operating budgets of this corporation and all corporations, partnerships, and other legal entities directly or indirectly controlled by this corporation, before authorized expenditures may be made therefrom; (d) strategic plans of this corporation and all corporations, partnerships, and other legal entities directly or indirectly controlled by this corporation; (e) the incurring of any long term debt of this corporation and all corporations, partnerships, and other legal entities directly or indirectly controlled by this corporation, other than intra-system or refinancing debt; (f) all human resources and benefits policies of this corporation; (g) any major risk contracting agreements, which for these purposes means any contract which deals with capitation or similar risk bearing concept; (h) any merger, consolidation, or total or partial dissolution involving this corporation; (i) the number of directors of this corporation; and (j) any governance and action of the type set forth in subparagraph (a) and subparagraphs (f) through (i) above as proposed by the board of directors of any corporation, partnership or other legal entities directly controlled by this corporation as a member, shareholder or otherwise, to the extent that the governing documents of such corporation, partnership or other legal entities give this corporation or the board a right of approval over such governance action. With respect to the foregoing, the board shall consult with and cooperate with ecumen. Final decisions with respect to the above listed matters shall be subject to the approval of ecumen and its personnel with the authority to act for and on behalf of ecumen in connection with such matters. As part of its final approval process, ecumen may modify the capital and operating budgets and strategic plans of this corporation as referred to in subparagraphs (b) through (d) above.”

“The 990 information is provided to the agency's audit firm to compile. The completed form 990 is returned to management for review. Prior to final approval the form 990 is made available to each board member for review and comment. The final form 990 is filed with the irs.”

“The organization utilizes its parent company, ecumen's, conflict of interest policy, as it does not have a conflict of interest policy of its own. Ecumen requires an annual conflict of interest disclosure for all board members, including officers, and for key employees. The disclosures are maintained by people services leadership. Conflicts identified by a member of the board of trustees are addressed and determined by the board of trustees president, who has discretion to investigate through all means necessary. Conflicts identified by all other persons subject to the policy are addressed by ecumen's ceo, who may determine if a conflict of interest exists based on an investigation conducted by people services and general counsel. Any potential conflicts of interest are investigated by people services and/or general counsel are maintained by these departments. The policy requires the following records to be maintained: - the names of the responsible persons who disclosed a potential conflict of interest in connection with a proposed transaction or contract with ecumen. - the nature of the relationship or financial interest that gave rise to the potential conflict of interest. - the names of the persons who were present for discussions and votes relating to the determination of whether the potential conflict of interest was a conflict of interest with regard to the transaction or contract. Investigations conducted by people services and/or general counsel are maintained by these departments. Any such conflicts discovered after the transaction has taken place will be investigated consistent with the conflict-of-interest policy. If the board, committee or chief executive officer has reasonable cause to believe that the policy was violated, then they shall inform the person of the basis for such belief and afford them an opportunity to explain the alleged failure to disclose. If, after hearing the response of the person and making such further investigation as may be warranted in the circumstances, the board, committee or chief executive officer determines that a violation has occurred, it shall take appropriate corrective action.”

“All compensation is determined by ecumen, the sole member.”

“The organization makes its governing documents, financial statements, and ecumen's conflict of interest policy available to the public upon request.”