Ely Health and Hospital Fund

“The ely health and hospital foundation is the sole member of ely health and hospital fund.”

“Ely health and hospital foundation (the sole member of ely health and hospital fund) shall elect three or more persons on the fund's board of directors.”

“All powers afforded by law to voting members of nonprofit corporations shall be vested solely and exclusively in the corporate member. The corporate member shall vote or otherwise act through its board of directors or any person designated by its board of directors. The power to adopt, amend or repeal the bylaws is vested solely in the board of directors of the corporate member. Notice of any amendment or modification of the bylaws shall be provided by the corporate member to the board of directors and the corporation.”

“No committee exists with the authority to act on behalf of the governing body.”

“The 990 will be reviewed by the ely-bloomenson community hospital's cfo and submitted to the board of directors for approval.”

“All officers and board members of the organization are required to comply with the conflict of interest policy set forth by the governing body. 1. Duty to disclose - an interested person must disclose the existence of his or her financial interest and must be given the opportunity to disclose all material facts to the directors and member of committees with board-delegated powers considering the proposed transaction or arrangement. 2. Determining whether a conflict of interest exists - after disclosure of the financial interest and all material facts, and after any discussion with the interested person, he/she shall leave the board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists. 3. Procedures for addressing the conflict of interest - - an interested person may make a presentation at the board or committee meeting, but after such presentation, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement that results in the conflict of interest. - the chairperson of the board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. - after exercising due diligence, the board or committee shall determine whether the corporation can obtain a more advantageous transaction or arrangement with reasonable efforts from a person or entity that would not give rise to a conflict of interest. - if a more advantageous transaction or arrangement is not reasonably attainable under circumstances that would not give rise to a conflict of interest, the board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the corporation's best interest and for its own benefit and whether the transaction is fair and reasonable to the corporation and shall make its decision as to whether to enter into the transaction or arrangement in conformity with such determination. 4. Violations of the conflicts of interest policy - - if the board or committee has reasonable cause to believe that a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. - if, after hearing the response of the member and making such further investigation as may be warranted in the circumstances, the board or committee determines that the member has in fact failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action. Periodic reviews - to ensure that the corporation operates in a manner consistent with its charitable purposes and that it does not engage in activities that could jeopardize its status as an organization exempt from federal income tax, periodic reviews shall be conducted if appropriate. The periodic reviews shall, at a minimum, include the following subjects: - whether compensation arrangements and benefits are reasonable and are the result of arm's-length bargaining; and - whether partnership and joint venture arrangements and arrangements with management service organizations conform to written policies, are property recorded, reflect reasonable payments for goods and services, further the corporation's charitable purpose and do not result in inurement or impermissible private benefit. Each director, principal officer and member of a committee with board-delegated powers shall annually sign a statement which affirms that such person- - has received a copy of the conflicts of interest policy, - has read and understands the policy, - has agreed to comply with the policy, and - understands that the corporation is a chariable organization and that in order to maintain its federal tax exemption it must engage primarily in”

“Financial statements, conflict of interest, and governing documents are available upon request for the same period of disclosure as set forth in section 6104(d).”

“Ferrellgas partners, l.p. K-1 activity -8,384.”