Extracorporeal Life Support Organization

“In 2020, elso changed its articles of incorporation from a membership to a directorship. Articles of incorporation are available upon request. In conjunction with these changes, elso changed its bylaws, which are available to the public on elsos website: https://www.elso.org/aboutus/bylaws.aspx.”

“A) each extracorporeal life support program that contributes cases to elso registry (a "limited data set" from participating centers useful for quality assurance purposes) is considered to be an active "institutional member" of elso. Active status of an institutional member is maintained for as long as the institutional member regularly contributes cases to the registry and pays its dues. An institutional member is inactive if it has not reported any cases to the registry for period of twelve consecutive months, or if its dues are in arrears for more than six months. B) in any action of elso, which is to be determined by vote of the institutional members, each institutional member shall have one vote. The voting representative shall be the institution member's ecls program director or his or her designee. C) each active institutional member may designate as many individual representatives as it wishes to participate in the various activities of elso. Inactive institutional members and their individual representatives may not participate in the activities of elso. Corporate membership a) "corporate membership" may be held by corporations who are active in research and development of extracorporeal devices, drugs, and techniques. B) each corporate member may designate as many individual representatives as it wishes to participate in the various activities of the organization. C) corporate members shall not vote and may not attend steering committee meetings except by special invitation of the steering committee. Individual membership a) interested individuals who are research scientists or members of regulatory or public health institutions that are not affiliated with an active institutional member or corporate member are eligible for "individual membership" b) individual members may participate in all the activities of elso c) individual members shall not vote and may not attend steering committee meetings except by special invitation of the steering committee. D) application for individual membership must be sponsored by an institutional member and be reviewed and approved by the steering committee.”

“The officers and other board members will be elected annually by an electronic vote from a slate of nominees for open positions provided by the steering committee. Each active institutional member shall have one vote. The nominees receiving the majority of votes for each vacant office shall be elected. The results of the election will be reported by the then serving board chairperson at the next annual meeting of elso following the election.”

“The form 990 is reviewed by the board of directors. Once the board approves the form 990 is signed and submitted.”

“In the event that the board should establish that a proposed transaction or arrangement establishes a conflict of interest, the board shall then proceed with the following actions: a)any interested individual may render a request or report at the board meeting, but upon completion of said request or report the individual shall be excused while the board discusses the information and/or material presented, and then votes on the transaction or arrangement proposed involving the possible conflict of interest. B)the chairperson of the board shall, if deemed necessary and appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. C)after exercising due diligence, the board shall determine whether elso can obtain will reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. D)if a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the board shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in elso's best interest, for its own benefit, and whether it is fair and reasonable. It shall make its decision as to whether to enter into the transaction arrangement in conformity with this determination. Should the board have reasonable cause to believe an interested person has failed to disclose actual or possible conflicts of interest, the board shall then inform the interested person of the basis for such belief and afford the interested person an opportunity to explain the alleged failure to disclose. If, after hearing the interested person's explanation and after making further investigation as may be warranted in consideration of the circumstances, the board determines the interested person intentionally failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action. All minutes of the board meetings, when applicable, shall contain the following information: a)the names of all the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest, the nature of the financial interest, any action taken to determine whether a conflict of interest was present, and the board's decision as to whether a conflict of interest in fact existed. B)the names of the persons who were present for discussions and votes relating to the transaction or arrangement, the content of the discussions, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection with the proceedings.”

“In determining the compensation of top officials, first a market research is conducted for comparable salaries. The results of the market research are reviewed by the steering committee which then makes a recommendation for compensation to the board for approval.”

“Elso shall keep at its principal office a copy of its federal tax exemption application and its annual information returns for three years from their date of filing, which shall be open to public inspection and copying to the extent required by law.”

“To promote public benefit from better patient outcomes through collaborative educational and research efforts including: maintenance of a registry of information and data from and about centers active in extracorporeal life support and their patients for use by scientists and clinicians in areas related to extracorporeal life support, and provision of educational and training programs and information about extracorporeal life support for medical and lay communities.”

“Other programs: elso provides several other programs for our members, including our award of excellence award; data requests and related reports; book sales of elsos red book and ecmo training manual to support education and training; the ability to earn cme and other continuing education for our practitioners; and other programs.”

“Statistician support services 74,917 0 0 education support services 69,990 0 0 conference support services 39,175 0 0 other contract services 237,501 113,359 0 total 421,583 113,359 0”

“Losses reported on return -135,400 cogs 57,919 cogs -57,919 total -135,400”