Brazos Valley Community Action Agency Inc.

“The organization made the following changes to its bylaws during the fiscal year: The mission of the corporation is to offer a variety of health care services and patient-centered care for all people, regardless of ability to pay. The number of directors, which shall constitute the whole board, shall be at least nine but not more than fifteen. A majority of the board members shall be individuals who are served by the corporation and who, as a group, represent the individuals served in terms of demographic factors, such as race, ethnicity and sex. No more than one-half of the remaining members of the board will be individuals who derive more than ten percent of their annual income from the health care industry. The remaining members will be selected for their expertise in community affairs, local government, finance, legal and other commercial and industrial concerns, or social service agencies within the community. No board member will be an employee of the corporation, or spouse or child, parent, brother or sister of such an employee. The chief executive officer will be a non-voting, ex-officio board member. The duties of each of the organization's officers (Chairperson, Vice President, Secretary, and Treasurer) were modified. Language in each of the officer descriptions was modified to indicate they shall perform all acts incident to their specific office and shall perform such other duties as the Board of Directors shall prescribe.”

“The form 990 is reviewed in detail by the executive committee of the board of directors and then presented to the board of directors as a whole at the next board meeting, prior to filing with the internal revenue service.”

“Board members have the legal duties of due care and loyalty. The standard of due care is that each member shall perform his or her duties in good faith, in a manner he or she reasonably believes to be in the best interests of the corporation, and with such care as an ordinarily prudent person in a like position would use under similar circumstances. In order to avoid conflicts of interest, each Board member shall: declare his or her personal interest in a manner or transaction before it is considered by the Board; describe the nature of the interest and any significant reasons as to why the transaction may not be in the Board's best interests; and refrain from voting or influencing the Board's deliberations in the matter. A Board self-evaluation will be done annually.”

“The compensation package for the Chief Executive Officer is determined by the Board of Directors. The compensation package for Chief Business Officer is determined by the Chief Executive Officer. All other compensation packages are determined by the respective manager or supervisor. Wage comparability studies are used in setting salaries. A full wage comparability study was done in late 2014. A wage study for the health services division was performed in March 2017 through National Association of Community Health Centers. The organization participated in the Texas Association of Community Action Agencies salary survey in 2015 for the community services division.”

“The organization's governing documents, conflict of interest policy and financial statements are available to the public upon request.”

“Beginning on October 1, 2016 the Agency began transferring their community services programs to Brazos Valley Community Action Programs (BVCAP) which is a separate nonprofit organization from the Agency. Community services division programs, namely Head Start, Women, Infants and Children (WIC), Food Services and Energy/Housing Services were spun to BVCAP. Brazos Valley Community Action Agency, Inc. is now primarily focused on outpatient health care services.”

“Medical & Health Contracted Services: Program service expenses 2,267,093. Management and general expenses 157,369. Fundraising expenses 0. Total expenses 2,424,462. Other Professional Services: Program service expenses 999,606. Management and general expenses 69,387. Fundraising expenses 0. Total expenses 1,068,993.”

“Transfer of community services programs to other nonprofit organization -4,703,218.”