Shands Teaching Hospital and Clinics Inc

“Pursuant to Article VI, Section 2 of the organization's Bylaws, the Executive Committee shall include the following individuals: -Chairperson of the Board -Senior Vice President for Health Affairs of the University of Florida -Dean of the College of Medicine of the University of Florida -CEO of the organization -Up to six additional board members -The President of the University of Florida, if different from the Chairperson of the Board, may elect to be a member of the Executive Committee. The Executive Committee shall have the authority to transact all business of the Board of Directors, except that it may not: -Elect or remove officers or members of the Board -Create or abolish any committees -Appoint or remove any committee members -Amend the Articles of Incorporation or the Bylaws of the organization -Modify or cause violation of any policies adopted by the Board of Directors -Approve the sale of assets of the organization having a value in excess of $5,000,000, unless specifically authorized by the Board of Directors -Incur indebtedness on behalf of the organization in a principal amount in excess of $5,000,000, unless specifically authorized by the Board of Directors -Take any action that is required by law to be taken by the full Board of Directors.”

“Pursuant to the organization's Bylaws, the President of the University of Florida has the right to appoint up to 20 members of the Board of Directors.”

“The Corporate Bylaws state that the President of the University of Florida has the right to appoint up to 20 members of the Board of Directors as required pursuant to Sec. 1004.41(4)(b)2, Fla. Stat.”

“Amendment to the Articles of Incorporation and creation of a new subsidiary requires approval by the UF Board of Trustees.”

“The organization uses an external tax advisor to prepare and review the form 990. Prior to filing, the form 990 is reviewed by management and a draft of the complete form 990 is sent to all members of the governing body for review and comment.”

“Annually and as potential Conflicts of Interest arise, the compliance department receives and reviews the information disclosed by Key Staff (Board members, Officers, and Key Employees) regarding conflict of interest issues and, in cooperation with the Legal Department, determines whether disclosures made by the employees would involve conflict of interest issues and how to resolve them, pursuant to Core Policy 01.098.”

“The organization's process for establishing the compensation of the CEO is as follows. THE TOTAL COMPENSATION PACKAGE OF THE ORGANIZATION'S TOP MANAGEMENT OFFICIAL WAS ESTABLISHED, APPROVED AND REVIEWED internally and presented to THE ORGANIZATION'S INDEPENDENT COMPENSATION COMMITTEE OF THE BOARD OF directors. THIS PROCESS WAS LAST UNDERTAKEN IN June 2024 AND WAS DOCUMENTED IN THE MINUTES OF THE EXECUTIVE COMPENSATION COMMITTEE MEETING.”

“THE TOTAL COMPENSATION PACKAGE OF THE ORGANIZATION'S officers and key employees WAS ESTABLISHED, APPROVED AND REVIEWED internally and presented to THE ORGANIZATION'S INDEPENDENT COMPENSATION COMMITTEE OF THE BOARD OF directors. THIS PROCESS WAS LAST UNDERTAKEN IN June 2024 AND WAS DOCUMENTED IN THE MINUTES OF THE EXECUTIVE COMPENSATION COMMITTEE MEETING.”

“The year end financial statements are available on the ufhealth.org website. The organization's conflict of interest policy and governing documents are not made available to the public.”

“Other - Total Revenue: 839906, Related or Exempt Function Revenue: 839906, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ;”

“Professional Medical Services - Total Expense: XXX-XX-XXXX, Program Service Expense: XXX-XX-XXXX, Management and General Expenses: , Fundraising Expenses: ; Other Purchased Services - Total Expense: 42301906, Program Service Expense: 26668748, Management and General Expenses: 13326678, Fundraising Expenses: 2306480; Air and Ground Transportation - Total Expense: 10144973, Program Service Expense: 9679641, Management and General Expenses: 453155, Fundraising Expenses: 12177; Management - Total Expense: 290203, Program Service Expense: , Management and General Expenses: 290203, Fundraising Expenses: ;”

“Assets released from restrictions - 4862382;”