Health Research Alliance Inc

“The executive committee has broad authority delegated by the board under hra bylaws. The executive committee is composed of all officers (chair, vice chair, secretary, treasurer, past chair) plus the executive director and one at-large member from the board. Hra bylaws give the executive committee "general supervision of the affairs of the corporation between meetings of the board...and shall act with the authority of the board of directors in the management of the corporation." the executive committee has no authority in the following matters: (a) the authorization of distributions (b) the dissolution or merger of the organization or the sale of organization's assets (c) election or removal of directors or filing of vacancies on the board (d) hiring/termination of executive director (e) changes in articles/bylaws form 990, part vi, section a, line 6: the organization does have organizational members that pay yearly dues. Although only representatives from member organizations are eligible to participate in hra's governing body, beyond that members do not have the right to participate in the organization's governance or to receive distributions of income or assets from the organization. Therefore, the organization does not have members according to the definition of "member" in the form 990 instructions.”

“Hra policy g-3 (policy regarding board of directors' review of the health research alliance's irs form 990) specifies that the finance committee review the health research alliance's irs form 990 or form 990ez and present a recommendation to the full board of directors for approval. This recommendation and an electronic copy of the irs form 990 or form 990ez will be provided to each director approximately three weeks prior to the date the return will be filed. Directors will be given five days to review the form and to ask questions. After the review period, and incorporation of comments, all directors must vote on acceptance of the form as presented. Voting by email or by conference call is acceptable.”

“Each director, principal officer and member of a committee with governing board-delegated powers shall annually sign a statement. To ensure the organization operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted. In addition, if the governing board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. If, after hearing the member's response and after making further investigation as warranted by the circumstances, the governing board or committee determines the member has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.”

“The executive committee of the hra board of directors serves as the compensation committee for the purpose of establishing the compensation of the executive director. Changes in the salary of the executive director are determined at a meeting of the compensation committee based on the results of the performance appraisal, changes in the scope of the role and duties of the executive director, changes in the complexity of the environment in which the organization operates, and available resources. The executive committee uses market data from similar organizations to perform periodic market reassessments of the compensation level for the executive director position every three years, or more often if needed.”

“All governing documents, conflict of interest policy and financial statements are available upon written request at the office of the organization.”

“Dues and fees: program service expenses 2,789. Management and general expenses 1,877. Fundraising expenses 983. Total expenses 5,649. Professional contract services: program service expenses 3,103. Management and general expenses 96,038. Fundraising expenses 1,093. Total expenses 100,234.”