St Benedict Health Center Foundation

“The Executive Committee of the Foundation consists of the Chairperson of the Board, the Vice Chairperson of the Board, the Executive Director of the Foundation and one or more members of the Board of Directors. When the Board of Directors is not in session, the Executive Committee has authority of the Board of Directors except as limited by South Dakota law or resolution of the Board. A majority of the members of the Executive Committee constitutes a quorum.”

“The sole member of the corporation is St. Benedict Health Center, a nonprofit corporation organized and existing under the laws of the state of South Dakota and exempt under 501(c)(3) of the Internal Revenue Code of 1986, as amended.”

“St. Benedict Health Center, as the sole member of the organization elects the officers and directors to the Foundation board.”

“St. Benedict Health Center has the following rights as the member. A) To change the philosophy and mission of the Foundation; B) To approve the adoption, amendment or repeal of the Articles of Incorporation of the Foundation; C) To appoint officers of the Foundation; to fill vacancies in any Foundation corporate office, and to remove officers whenever in the corporate member's sole judgement the best interests of the Foundation would be served thereby; D) To appoint directors of the Foundation; to fill vacancies on the board of directors, and to remove directors whenever in the corporate member's sole judgement the best interests of the Foundation would be served thereby; E) To approve the purchase, sale, lease or mortgage of real property or buildings; F) To approve the merger, consolidation or affiliation of the Foundation with another corporation, organization or program, or the dissolution of the Foundation; G) To approve the annual operating and capital budgets of the Foundation, if any, and variances thereto if greater than limits established by the corporate member from time to time, and; H) To approve the long-range strategic plan of the Foundation.”

“The Executive Committee did not meet during the fiscal year.”

“The Form 990 is reviewed by the Avera Health VP of Financial Reporting, Tax Manager, Facility CEO and Finance Committee (if applicable). After initial review the Form 990 is made available to the Board and other Operation Finance Leaders.”

“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 and CEO is compensated by St. Benedict Health Center, a related exempt organization. St. Benedict Health Center has a process in place for determining compensation.”

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

“Administrative: Program service expenses 0. Management and general expenses 15,737. Fundraising expenses 0. Total expenses 15,737.”