Texas Care Alliance

“Directors horner, altmiller, bradley, cowling, lancaster, myers and webster have a business relationship. They are all on the board of ttpc, llc.”

“The organization is managed by ttpc, llc through a signed management services agreement. The president and vice president are employees of ttpc llc and service the organization through such agreement.”

“The organization is comprised of three classes of members: (1) founding, (2) class a, and (3) class b. All are voting members and must also be, at all times, tax-exempt entities described in section 509(a)(1), 509(a)(2), or 509(a)(3) of the internal revenue code.”

“Each founding and class a member appoints two directors to the board. Each class b member appoints one director to the board.”

“The following acts require approval of the founding, class a and class b members: (1) admission of new class a & b members to the organization; (2) termination of the organization; and (3) amendments to the bylaws (founding and class a member approval only).”

“A copy of the form 990 was presented to the board for discussion and reveiw at the board meeting subsequent to filing.”

“The bylaws of the organization require a director with a personal interest in a transaction to (1) disclose all material facts concerning the transaction, including all potential personal benefit and conflicts of interest and (2) to recuse himself/herself from voting. The transaction must be approved by a majority of the uninterested directors or other group with authority to authorize the transaction. The bylaws also require the adoption of a conflict of interest policy and annual disclosure by each director and officer of any potential conflicts of interest.”

“The organization's governing documents and conflict of interest policy are available for viewing by the public at the organization's office in plano, tx.”