Comprehensive Mental Health Services Inc

“Business relationship: c.j. Davis and adam andreassen have a business relationship.”

“Managerial duties: burrell, inc., a related organization, is responsible for the managerial duties of the organization.”

“Changes in bylaws: effective december 31, 2021, comprehensive mental health services, inc. (cmhs) was acquired by burrell, inc. Upon acquisition, burrell became the sole corporate member of cmhs. The bylaws were amended and restated to reflect this new relationship. The corporate member shall have such rights and powers as are provided for in the articles, bylaws, as the same may be amended and/or restated from time to time (the "bylaws"), and the laws of the state of missouri, including the act. Without limiting the foregoing, the following actions shall be reserved for the corporate member, and may not be taken by, or on behalf of, the corporation without the corporate member's approval or consent: (a) amendment of the articles or the bylaws, after the five (5) year period (as defined in section 3.03 herein) has elapsed, except the five (5) year period shall not apply in regard to any merger or other transaction between corporation and its corporate member that meets the reorganization conditions (as such capitalized terms "merger"reorganization conditions" are defined in the mta) and result in such amendment being required; (b) the constitution of the corporation's board of directors, and the appointment of each and every director (as defined herein) to serve on the corporation's board of directors; (c) removal, with or without cause, of any director of the corporation; (d) votes on all matters for which the vote of members with voting rights is required under the articles, the bylaws, or the laws of the state of missouri, subject to any additional approvals required under the mta during the five (5) year period; (e) the corporation's merger, dissolution, consolidation, or reorganization, after the five (5) year period has elapsed, except the five (5) year period shall not apply to any merger or other transaction between corporation and its corporate member that meets the reorganization conditions; (f) the acquisition, sale, lease, transfer, pledge, encumbrance, exchange or other disposition of any material assets of the corporation, other than in the ordinary course of business, after the five (5) year period has elapsed, except the five (5) year period shall not apply in regard to any merger or other transaction between corporation and its corporate member that meets the reorganization conditions; (g) the disposition of the corporation's assets at the time of the corporation's dissolution, subject to the articles and the bylaws; (h) the corporation at any time entering into any new line of business; (i) any action that would impact the tax-exempt status of the corporation or the corporate member; (j) the admission of any new member of the corporation after the five (5) year period has lapsed, except the five year period shall not apply to any merger or other transaction between corporation and its corporate member that meets the reorganization conditions; and (k) the use by the corporation, or any third-party, of the corporate member's name, mark, or logo, including, but not limited to, in social media or electronic, broadcast, online, or print media. Powers that are not reserved to the corporate member or the foundation shall be exercised by the corporation's board of directors or the corporation's president and chief executive officer, subject to the limitations contained in the articles, the bylaws, and applicable law. With respect to the matters referred to above, it is anticipated that the corporate member may take action following a recommendation from the board of directors of the corporation. The corporate member may take any such action referred to above, however, without a recommendation or other action from the board of directors of the corporation, unless otherwise required by law. The business and affairs of the corporation shall be managed by a board of directors ("board of directors") comprised of not less than three (3) and not more than fifteen (15) directors (each a "director). The number of directors ma”

“Members: the corporate member shall have such rights and powers as are provided for in the articles, bylaws, as the same may be amended and/or restated from time to time (the "bylaws"), and the laws of the state of missouri, including the act. Without limiting the foregoing, the following actions shall be reserved for the corporate member, and may not be taken by, or on behalf of, the corporation without the corporate member's approval or consent: (a) amendment of the articles or the bylaws, after the five (5) year period (as defined in section 3.03 herein) has elapsed, except the five (5) year period shall not apply in regard to any merger or other transaction between corporation and its corporate member that meets the reorganization conditions (as such capitalized terms "merger"reorganization conditions" are defined in the mta) and result in such amendment being required; (b) the constitution of the corporation's board of directors, and the appointment of each and every director (as defined herein) to serve on the corporation's board of directors; (c) removal, with or without cause, of any director of the corporation; (d) votes on all matters for which the vote of members with voting rights is required under the articles, the bylaws, or the laws of the state of missouri, subject to any additional approvals required under the mta during the five (5) year period; (e) the corporation's merger, dissolution, consolidation, or reorganization, after the five (5) year period has elapsed, except the five (5) year period shall not apply to any merger or other transaction between corporation and its corporate member that meets the reorganization conditions; (f) the acquisition, sale, lease, transfer, pledge, encumbrance, exchange or other disposition of any material assets of the corporation, other than in the ordinary course of business, after the five (5) year period has elapsed, except the five (5) year period shall not apply in regard to any merger or other transaction between corporation and its corporate member that meets the reorganization conditions; (g) the disposition of the corporation's assets at the time of the corporation's dissolution, subject to the articles and the bylaws; (h) the corporation at any time entering into any new line of business; (i) any action that would impact the tax-exempt status of the corporation or the corporate member; (j) the admission of any new member of the corporation after the five (5) year period has lapsed, except the five year period shall not apply to any merger or other transaction between corporation and its corporate member that meets the reorganization conditions; and (k) the use by the corporation, or any third-party, of the corporate member's name, mark, or logo, including, but not limited to, in social media or electronic, broadcast, online, or print media. Powers that are not reserved to the corporate member or the foundation shall be exercised by the corporation's board of directors or the corporation's president and chief executive officer, subject to the limitations contained in the articles, the bylaws, and applicable law. With respect to the matters referred to above, it is anticipated that the corporate member may take action following a recommendation from the board of directors of the corporation. The corporate member may take any such action referred to above, however, without a recommendation or other action from the board of directors of the corporation, unless otherwise required by law. The business and affairs of the corporation shall be managed by a board of directors ("board of directors") comprised of not less than three (3) and not more than fifteen (15) directors (each a "director). The number of directors may be increased or decreased from time to time by the corporate member. The directors shall be appointed by the corporate member. The corporate member may remove any such director at any time, for any or no reason, in the corporate member's sole and unrestric”

“Form 990 review: the form 990 is prepared by an independent accounting firm based on the audited financial statements and information provided by the accounting department of the organization. Prior to filing, a tentative draft of the 990 is reviewed by the system director of finance, the vice president of finance, the executive vice president of finance, the chief financial officer, and the president/ceo before being provided to the board of directors. The 990 is emailed to the board of directors for review before filing.”

“Conflict of interest policy: the organization inquires annually if any of the board members have a conflict of interest. Potential conflicts are reviewed by the board of directors. If a conflict of interest exists, the board member abstains from voting on the matter and the resolution is documented in the board minutes. Corporate compliance is responsible for monitoring and compliance of the conflict-of-interest policy for all employees”

“Compensation review: prior to acquisition, the compensation of cmhs's ceo was approved by the board who conducted an annual review based on comparable salary data provided by the coalition of community mental health centers in missouri. The ceo conducted an annual review of other officers and key employees' compensation based on comparable salary data provided by the coalition of community mental health centers in missouri. Post-acquisition, the officers are compensated by a related organization, burrell inc., who hired gallagher to do a compensation review for executives in july 2021. The missouri coalition sponsored a custom compensation and benefits survey performed by cbiz in 2022. The ceo compensation was approved by both the finance committee and the board.”

“Document disclosure: the organization's governing documents, conflict of interest policy and financial statements are available upon request. Additionally, financials are made available at each board meeting.”

“Mission: established in 1969, comprehensive mental health services, inc (cmhs) is certified by the state of missouri, department of mental health and the commission on accreditation of rehabilitation facilities (carf) as a community mental health and substance abuse treatment center. In keeping with its mission and with respect to diversity, cmhs provides culturally competent mental health and substance abuse services for the indigent and/or under insured residents of jackson county. Cmhs offers services in a variety of areas of psychiatric and substance abuse treatment for people who would otherwise go without treatment. With a staff of approximately 190 and multiple locations in eastern jackson county and kansas city, mo, cmhs serves over 6,000 individuals including children, adolescents, adults and elders each year.”

“Change in program services: effective december 31, 2021, comprehensive mental health services, inc. (cmhs) was acquired by burrell, inc. Upon acquisition, burrell became the sole corporate member of cmhs. Burrell, inc. Will continue the services provided by cmhs.”

“Program services: adult community support services provides treatment to the identified needs of chronically mentally ill adults. The se service include: case management, day programming, educational groups, therapy, medication services and co-occuring treatment. The medication clinic provides services for clients ages 5 and older. Clients receive an initial psychiatric evaluation and then return for medication monitoring appointments based on individual needs. Addiction services provides residential and outpatient addiction services for men, women and children. These services are primarily for the jackson county residents, but services are provided to outside residents as needs are identified. The residential services program provides a wide range of supported housing options including intensive residential treatment, crisis and inpatient diversion care, semi-independent apartment living, and supplemented scattered site housing. This program also provides therapeutic in-home placement to youth and young adult through treatment family home and professional parent home settings. The residential services array is focused on building independent living skills with a view towards fully independent living. The youth community support program provides treatment to seriously emotionally disturbed (sed) youth and transition-aged young adults (16-25) and their families/guardians with the goal of maintaining youth/young adults in their community. Services offered include: case management, in-home supports, educational and therapeutic groups, medication services, and transition to independence process (tip) services to transition-aged youth. On site individual and group therapy services are provided in a school setting at the alternative school in blue springs, missouri.”

“Other changes in net assets: $3,000,000 transfer from affiliate 339,199 transfer of net assets ---------- $3,339,199”