Northbay Health Advantage

“The organization has one member, northbay healthcare corporation, a california nonprofit public benefit corporation.”

“The organization's member, northbay healthcare corporation, has the power to elect (from a pool of qualified persons nominated by the remaining members of the organization's board of directors) all members of the board of directors.”

“The organization's member, northbay healthcare corporation, has the power to remove any director. In addition, the member may elect directors from a panel of qualified nominees and dissolve the organization without any action or approval by the organization's board. Lastly, the following actions may be taken by the organization only if adopted by the board and approved by the member: adopt or implement the annual operating and capital budget of the organization; effectuate any purchases or financing, however structured, in an amount equal to or exceeding one million dollars ($1,000,000); amend the articles of incorporation or the bylaws; implement any merger, consolidation, affiliation, joint venture activity, or alliance between the corporation and any other entity; establish or promulgate corporate policy and goals; establish or promulgate long-range and strategic plans; establish general policy with respect to employee benefit plans; undertake or manage any financing activities that are in excess of one (1) year; determine any compensation or reimbursement to be paid to directors; adjust the term of any director; and formation by the organization of any new corporation, or taking any ownership of any corporation or entity as a shareholder, member, partner or joint venturer.”

“The form 990 is reviewed by the vp and cfo; adjustments are made, as necessary. A complete copy of the form 990 is provided to all voting members of the governing body for review and comment prior to filing with the internal revenue service.”

“The organization requests all officers, directors, key employees, and members of committees appointed by the board of directors to self-monitor compliance; in addition each officer and board members must annually complete a conflict of interest statement. The conflict of interest statements are reviewed and all responses filed. If a potential conflict arises, board members and employees are required to self-disclose the conflict to the corporate compliance officer. Processes and procedures are in place to evaluate and determine if a possible conflict of interest exists. If a conflict of interest exists, the individual will present relevant information to the board. After such presentation, the individual shall leave the meeting during the discussion of, and vote on, the transaction or arrangement involving the possible conflict.”

“The financial statements are available on the digital assurance corporation website. The governing documents and conflict of interest policy are not made available to the public.”

“Relief of "due to" related organizations -10,066,766.”