Children'S Health System Inc

“Children's health system, inc. Has two classes of members: 1) class a members (i.e., the then current members in good standing of the norfolk city union of the king's daughters, inc., a virginia non-stock not-for-profit corporation); and 2) class b members (i.e., the then current directors on the board of directors of children's health system, inc.).”

“The class a members of children's health system, inc. (i.e., the then current members in good standing of the norfolk city union of the king's daughters, inc., a virginia non-stock not-for-profit corporation) elect one third of the elected directors of children's health system, inc. The class b members of children's health system, inc. (i.e., the then current directors on the board of directors of children's health system, inc.) elect two thirds of the elected directors of children's health system, inc.”

“The following decisions of the board of directors of children's health system, inc. Are subject to approval by the class a and class b members of children's health system, inc.: 1) any amendments to the articles of incorporation of the corporation; and 2) any proposed merger or consolidation of the corporation, or any sale, lease, exchange, mortgage, pledge or other disposition of all, or substantially all, of the property and assets of the corporation.”

“The 990 is prepared by an independent accounting firm using the annual financial statements that are reviewed by the board and audited annually as a part of the consolidated financial statements of children's health system, inc. Upon completion of the draft of the return, a detail review is performed by several members of staff and management. Prior to filing with the irs, the board is provided a copy to review.”

“Conflict policy considerations chs conflict of interest policy includes officers, members of the board of directors and board committees, key employees, all other employees, professional staff and substantial donors. Annually, a questionnaire is distributed and collected from officers, members of the board of directors and board committees and key employees. Responses to the questionnaires are reviewed by the legal and finance departments. For known conflicts, the person involved recuses himself or herself from deliberations regarding the transaction. Violations of the conflict of interest policy are reported to the chs board chair or the chs compliance officer, as applicable, and may require corrective action up to and including termination of employment.”

“Compensation process considerations an independent compensation consultant approved and retained by the compensation committee of the board annually, usually in april, provides education and presents to the full board comparative salaries and salary ranges from a database comprised of children's hospitals and other applicable hospitals for officers and executives for the board to review. The compensation committee with the aid of the consultant reviews and makes decisions as to executive salaries of chs and its subsidiaries. Those salary changes and approvals are contemporaneously documented by minutes maintained by the compensation committee and signed by the chairman of the board.”

“Financial statements (part of the consolidated financial statements of children's health system, inc.) along with governing documents of the organization including the conflict of interest policy are available to the public through direct inquiry and request.”

“Change in derivative 1,138,847. Change in pension liability 1,394,220.”