Center for Family Medicine

“Doctor carolyn gilbertson and mark vortherms had a business relationship during fy2025.”

“The bylaws state that one director shall at all times be the chairman of the department of family medicine of the sanford school of medicine of the university of south dakota. The remaining directors shall be determined as follows: four members are elected or appointed by the board of directors of sanford health and four members are elected or appointed by the board of trustees of avera mckennan hospital. The four members shall consist of one member from its senior administrative staff, two physicians from its medical staff, and one other person from each health system.”

“The budget is approved by sanford health and avera mckennan hospital.”

“Committees are advisory in nature and do not have broad authority to act on behalf of the governing body.”

“The form 990 is provided in electronic format to the governing body at least one week prior to filing and is reviewed in detail by the clinic manager and director.”

“People with potential influence over expenditures, which include the members of the center for family medicine board of directors along with the director, clinic manager, and supervisors, are covered by the conflict of interest policy currently in place. Each individual required to sign the annual disclosure document is required to determine and disclose if he/she is involved or possibly could be involved in any matter that would violate the policy. If any concern of conflict is disclosed by any individual or the auditors, the conflict is reviewed by the program director and/or clinic manager, and brought to the attention of the full board of directors if any concerns result from the review. Further review is completed by the full board of directors if deemed significant. If a conflict is deemed to exist, the board of directors has the following process it shall follow: (1) an interested person may make a presentation at the board meeting, but after such presentation, the interested person shall leave the meeting during the discussion of, and the vote on the contract, transaction or relationship forming the basis of the conflict; (2) if appropriate and in its sole discretion, the board thereof may appoint a non-interested person or committee to investigate alternatives to the contract, transaction or relationship forming the basis of the conflict or to obtain a competitive bid or comparable valuation; (3) before the contract, transaction or relationship forming the basis of the conflict is deemed approved, the board shall determine, by a majority vote of the non-interested members present, that such contract, transaction or relationship is in cfm's best interests and for its own benefit, is fair and reasonable to cfm, and, after exercising due diligence, that cfm cannot obtain a more advantageous contract, transaction or relationship with reasonable efforts under the circumstances; (4) the board shall take appropriate disciplinary action against any responsible person who violates this policy to protect cfm's best interests; and (5) the minutes of all board meetings involving conflicts shall include the names of the persons who disclosed the financial interests or relationships, the nature of the financial interests and relationships, and whether the board determined there was a conflict. In addition, the minutes shall set forth the names of the persons who were present for discussions and votes relating to the contract, transaction or relationship forming the basis of the conflict; the content of these discussions, including any alternatives to the proposed contract, transaction or relationship; the basis for the decision; and a record of the vote.”

“To determine compensation for the director, a salary survey is performed and the board of directors must approve the compensation. To determine compensation for the other officers, the clinic manager performs a salary survey and the director approves the salaries. This process is done annually.”

“The documents are made available upon request.”

“Funds received from sanford hospital & avera mckennan hospital 7,129,000.”