Stehlin Foundation

“Houston Methodist Research Institute is the sole Corporate Member of Stehlin Foundation.”

“Sole corporate member, Houston Methodist Research Institute, may elect or remove the President/Executive Director or members of the Board of Directors of Stehlin Foundation.”

“Houston Methodist Research Institute which is the sole corporate member of Stehlin Foundation, reserves the following powers: -to amend the organization's governing documents; -to appoint and remove with or without cause the directors of the organization; -to approve the incurrence by the organization of any indebtedness and all guarantees of the debt of another party; -to approve the annual operating and capital budgets of the organization after they are prepared and approved by the organization's boards of directors; -to approve the dissolution of organization; -to approve the organization's participation in partnerships and joint ventures; -to approve the acquisition or disposition by the organization of real property from or to a non-corporation controlled organization through ownership, lease or otherwise; -to approve the disposition or acquisition by the organization of or the investment by the organization in, another business or all or a portion of the business or operations of another business; -to establish, acquire or invest in any new or different business.”

“Management, including certain officers, works diligently to complete the Form 990 and attached schedules in a thorough manner. The return is prepared by a paid preparer. Prior to filing the return, a copy of the Form 990 is made available to board members (including required schedules) and management team members are available to answer any board members' questions.”

“The Sole Corporate member, HMRI, follows below policy of The Methodist Hospital, d/b/a Houston Methodist Hospital ("HMH"), the sole member of HMRI. All individuals serving in a significant decision making capacity complete a Conflict of Interest (COI) questionnaire annually. A comprehensive evaluation and thorough review of all disclosures is performed by a 6-member COI Committee comprised of executives, management, and staff. The results of the COI disclosures are reported to HMH's Audit & Compliance Committee and Boards of Directors, including the actions being taken to protect the integrity of decision-making. In addition, disclosure results are also communicated to management and to affected committee chairs to promote transparency and to ensure that actions are taken and restrictions are imposed where appropriate. Conflicted individuals may not vote or exert self-serving influence on the disclosed matter.”

“HMH follows IRS regulations as it relates to establishing a rebuttable presumption of reasonableness related to total compensation of the CEO of the organization as well as other key employees and compensated officers of the organizations. It has established a process that includes the following elements: A separate committee (the Board Committee) comprised of independent directors meets at least annually to review, deliberate and make recommendations to Houston Methodist Hospital Board of Directors as it relates to any changes in total compensation including base pay, bonus awards from incentive programs or benefits and perquisites of the CEO. For 2015, the Board Committee reviewed and recommended compensation packages for the following positions: -President/CEO, who serves as Director for Stehlin Foundation; -EVP, Chief Financial Officer/Chief Business Officer, Houston Methodist Hospital, Director-Stehlin Foundation, -EVP, Chief Legal Officer, Director-Stehlin Foundation, -President/CEO, Houston Methodist Research Institute who also serves as President and CEO of Stehlin Foundation. The Board Committee establishes that no member has any conflict of interest with regard to the executive compensation arrangements being approved. The Board Committee reviews and considers information provided by an external consultant engaged to ensure it has direct access to: -Compensation information paid by comparable organizations, for functionally comparable positions. -Compensation norms in the organization's immediate locale and from other independent compensation surveys by nationally recognized independent firms that represent the organization's logical peer group. -Compensation information that includes information on base salary, incentives, benefits and perquisites for total compensation comparison purposes to ensure reasonable competitive ranking. The Board Committee relies on the comparability data to reach consensus that its recommendations to the Board regarding executive compensation changes are reasonable and in line with the organization's overall total compensation philosophy for executive pay. The deliberations and decisions of the committee are contemporaneously substantiated. The compensation for positions held by the other compensated Officers, Directors and Key Employees listed on Part VII, Section A is determined based on a thorough review of numerous compensation studies conducted by nationally recognized, independent firms that provide market data for total compensation for similar positions. The compensation information considered includes information on base salary, incentives, and benefits for total compensation purposes to ensure reasonable competitive ranking in order to meet recruitment and retention objectives that secure the talent required to contribute to organizational success.”

“The governing documents (except the Articles of Incorporation, which are on file with the Secretary of the State of Texas), conflict of interest policy and financial statements of the organizations are not made available to the general public.”

“Salary and Related $ 33,515 Rent $ 752,969 Repairs Labor & Material $ 115,866 Outside Services $ 104,022 Utilities $ 160,905 All Other $17,067 Total Discontinued Operation Expenses $1,184,343”