Northeastern Mental Health Center

“Individual committees do not have the authority to act on behalf of the governing board.”

“It is NEMHC's policy that the board of directors receives a copy of the Form 990 that is filed on the organization's behalf within 30 days of it being filed with the IRS. A board resolution is required in order for the Form 990 to be filed. A copy of the Form 990 will be sent to each board member via mail or email. The Executive Director and Finance Director will review the Form 990 in detail with the finance committee.”

“The conflict of interest policy applies to each member of the board, to each officer of Northeastern Mental Health Center, and to all persons employed by Northeastern Mental Health Center, regardless of position. Each board member, officer, and employee of Northeastern Mental Health Center shall be requested annually by Northeastern Mental Health Center to submit a disclosure statement listing all organizations with which he or she is affiliated and describing the nature of the affiliation as defined below. In the event there is any material change in the information contained in any disclosure statement, the person who submitted it shall promptly submit written notification of the change. All disclosures required under this policy and amendments thereto, if by directors, shall be directed in writing to the Board President, or if by employees, to the Executive Director. The Board President and Executive Director shall be responsible for the administration of this policy. Issues under this policy concerning directors and officers shall be reported initially to the Board President for appropriate action; those concerning staff shall be referred initially to the Executive Director. Information disclosed under this policy shall be held in confidence by the persons authorized to receive and act upon it except where, in the judgment of any of such persons, the best interest of the organization requires further disclosure. This review process shall be reported annually to the board by the Board President. A director or officer or a member of their immediate family who has declared or has been found to have a conflict-of-interest in any proposed transaction or other matter shall refrain from participating in consideration of the proposed transaction or other matter, unless for special reasons the Board of Directors requests information or interpretation from the person or persons involved. When such a situation presents itself, the director shall be excused from the meeting until discussion is over the matter resolved. With respect to restraint on participation by staff, the Executive Director, or, where applicable, the Board President shall take such action as is necessary to assure that the transaction is completed in the best interests of Northeastern Mental Health Center without the substantive involvement of the person who has the possible conflict-of-interest. Any board member who is uncertain about possible conflict-of-interest in any matter may request the Executive Committee to determine whether a possible conflict exists; the Executive Committee shall resolve the question by majority vote. If required, the question of potential conflict might be referred to counsel for an opinion prior to the Executive Committee vote.”

“The Personnel Committee and board shall consider the following in determining Executive Director compensation: - The mission of NEMHC, its responsibilities on behalf of its members, and the role of the Executive Director in carrying out that mission and those responsibilities, - Comparability of compensation received by Executive Directors of similar state-level health and social service trade or professional associations in South Dakota, community behavioral health trade or professional associations in surrounding states, - Performance goals for the Executive Director set by the board overall and for any particular year, - Benefit packages available to staff via NEMHC personnel policies or contract with the Executive Director, - The capacity of the NEMHC budget and expected revenues to support a particular compensation level, and - Any salary or compensation scale the NEMHC board may establish. The Executive Director shall consider the following in determining Finance Director compensation: - The mission of NEMHC, its responsibilities on behalf of its members, and the role of the Finance Director in carrying out that mission and those responsibilities. Comparability of compensation received by Finance Director's of similar state-level health and social service trade or professional associations in South Dakota, community behavioral health trade or professional associations in surrounding states, - Performance goals for the Finance Director set by the executive director overall and for any particular year, and - The capacity of the NEMHC budget and expected revenues to support a particular compensation level.”

“These documents are available upon request.”