Hfii Corporation

“The organization is a tax exempt membership corporation and the sole member of the organization is henry ford health system dba henry ford health ("hf health").”

“As the sole member of the organization, hf health holds the reserve power to approve or disapprove trustee appointments.”

“Based on the established reserve powers, certain decisions of the governing body are subject to the approval of the sole member.”

“The organization is an affiliate of henry ford health (hf health) and the tax department of hf health prepares the organization's form 990. As part of the preparation and review process prior to filing the return the following review process is conducted: - review of the entire return with the hf health chief financial officer and chief executive officer - review of all compensation matters and disclosures with the hf health compensation committee of the organization's board of trustees - review of the return with the organization's hf health audit and compliance committee of the board of trustees - provide a copy of the return to the organization's board of trustees”

“The organization is an affiliate of henry ford health (hf health) who oversees the conflict of interest process with regard to the organization. Hf health has a standing conflict of interest committee (the committee) that is responsible for oversight of all conflict of interest matters. The organization's conflict of interest policy applies to all trustees and employees. Annually, trustees, employees of a management level, researchers, as well as employees associated with procurement, or in certain other predefined roles must complete an annual disclosure designed to identify activities and relationships that could potentially give rise to a conflict of interest. It is the responsibility of the committee to review these disclosures and determine the need for any action to manage the potential conflict. The committee annually reports the results of its activities to the audit and compliance committee of the hf health board of trustees”

“The organization is an affiliate of henry ford health (hf health) who has responsibility to oversee the compensation practices of the organization. Hf health has a compensation committee of the board of directors consisting of all external directors. They meet periodically throughout the year. They are charged with approval of the organization's overall compensation and benefit programs as well as the specific review and approval of the compensation of certain employees including the chief executive officer, all officers and key employees of the organization. They directly engage an independent compensation advisor to assist with this process. The process includes evaluation of the individual's performance, utilization of compensation studies of similarly situated positions, as well as comparisons to compensation as reported by other health care organizations. The reasonableness of compensation is evaluated based upon these and other factors. The committee also reviews the compensation disclosures to be made on form 990 in advance of filing.”

“It is the practice of the organization to make its governing documents and conflict of interest policy available to any party requesting such information. The consolidated financial statements of hf health (the organizations parent) are made available to a public clearing house on a quarterly basis. Part iv, line 12 the organization is an element of the external audit report obtained for the consolidated operations of henry ford health.”

“Average hours per week devoted to related organizations: many executive employees of hf health provide services to multiple affiliated entities. Henry ford health uses estimates for reporting average hours per week in all sections of form 990. Generally 60 hours are reported for the hours associated for the organization that the individual has principal responsibility for. Hours assiciated with other hospital or larger organizations are reported at 5 per week and for smaller organizations 1 hour per week is reported.”

“Henry ford innovation institute (hfii) is included in the consolidated financial statements of henry ford health. The governing body of hf health has delegated the oversight of the financial statements, including the choice of independent auditors, to its audit committee. Form 5713 - international boycott activity: a form 5713, international boycott report, has been filed on our behalf by henry ford health (parent of our controlled group of which the organization is a member). The organization did not itself have any activities associated with an international boycott country.”