Holy Family Hospital Foundation

“The sole member of the organization is Avera Holy Family, a nonprofit corporation organized and existing under the laws of the state of Iowa and exempt under 501(c)(3) of the Internal Revenue Code of 1986, as amended.”

“Avera Holy Family, as the sole member, has the power to appoint and remove, with or without cause, members of the Board of Directors, sanction vacancies and determine the number of Directors for this Corporation.”

“Avera Holy Family has the following rights as the Member. 1) Define the purpose, philosophy and mission of this Corporation. 2) Receive and approve budgets of this Corporation. 3) Review and approve audited financial reports of this Corporation. 4) Dissolve, merge or consolidate this Corporation. 5) Approve the selection and retention of the independent auditing firm. 6) Approve any action which would change the character of this Corporation. 7) Initiate and/or approve all amendments to the Articles of Incorporation and Bylaws of this Corporation. 8) Appoint and remove, with or without cause, the Directors, sanction vacancies and determine the number of Directors of this Corporation.”

“There are no committees with authority to act on behalf of the governing body.”

“The Form 990 is prepared and reviewed by an independent accounting firm. The Form 990 is then reviewed by the Avera Health VP of Financial Reporting and Tax Manager. After initial internal review, the Form 990 is made available to various members of Avera Health Executive Management, including the Avera Health CFO, President/CEO and COO. In addition, the Form 990 is made available to the Facility CEO, other Operation Finance Leaders and the Facility Board members.”

“The conflict of interest policy covers board members and officers. At each board meeting, a request is made for all board members to disclose any potential conflict of interest pertaining to any item listed on the agenda or pertaining to any potential item that could be discussed during the course of the meeting. The declaration of conflict of interest is recorded in the meeting minutes. The board makes a determination of whether there is a conflict of interest and if so, implements the procedure for evaluating the issue or transaction involved. The board member or officer with the conflict must refrain from voting. A statement of conflict of interest disclosure is made on an annual basis by officers and directors. The information is maintained in a database and a report is provided to the Board.”

“The President/CEO is compensated by Avera McKennan, a related exempt organization. Avera McKennan has a process in place for determining compensation.”

“The organization makes its governing documents, conflict of interest policy and financial statements available upon request.”