Central New York Care Collaborative

“In january 2021, central new york care collaborative entered into an administrative services agreement with mohawk valley health system (mvhs) to provide administrative support as needed for a term of seven years.”

“Through december 31, 2020, cnycc was governed by its board of directors which included representation from its four corporate members and certain other partners. Effective january 1, 2021, the board of directors was reduced to include four directors with one appointed by each of the corporate members. The corporation shall have four (4) members: auburn community hospital ("ach"), mohawk valley health system ("mvhs"), st. Joseph's hospital health center ("st joseph's") and the state university of new york upstate medical university ("upstate").”

“The board of directors shall have the general power to manage and control the affairs, property and business of the corporation and shall have the full power by majority vote (unless otherwise provided in these bylaws) to adopt rules and policies governing the action of the board of directors and the corporation. The board of directors shall not permit any part of the net earnings of the corporation to inure to the benefit of any director, officer, or other private person.”

“The members shall retain the power and authority to: a. Adopt and/or amend the certificate of incorporation; b. Adopt and/or amend the bylaws; c. Each member shall designate an individual to serve on the board of directors; d. Approve the sale or transfer of all or substantially all of the corporation's assets; e. Approve the merger, consolidation or affiliation of the corporation with another corporation, organization or program; and f. Dissolve the corporation and approve the disposition of its assets.”

“The form 990 is distributed to the finance committee, board of directors and members of the organization for review before filing.”

“All directors, officers and key employees are required to complete a conflict of interest disclosure statement. The statements are reviewed by the organization and addressed in the appropriate committee and board meeting as needed. Such individuals are required to disclose a conflict of interest and recuse themselves from voting on or otherwise discharging their duties with respect to any matter involving the conflict which comes before the board or committee. In addition, every board and committee agenda contains a written reminder that each board or committee member must execute his or her powers in good faith and in the best interest of the organization, rather than in his or her own interests or in the interests of another person or entity.”

“The governing documents, conflict of interest policy and audited financial statements are available upon request.”

“The finance committee assumes responsibility for the financial statement process and has not changed from the prior year.”