| FORM 990, PART VI, SECTION A, LINE 1A |
THE EXECUTIVE COMMITTEE HAS THE ABILITY TO MAKE DECISIONS FOR THE BOARD WHEN THE BOARD IS NOT IN SESSION. |
| FORM 990, PART VI, SECTION A, LINE 6 |
THE ORGANIZATION HAS MEMBERS COMPRISED OF THE PRESIDENT AND LEADERSHIP OF THE INSTITUTE LEADERSHIP TEAM OF SISTERS OF MERCY OF THE AMERICAS, A PUBLIC JURIDIC PERSON OF THE ROMAN CATHOLIC CHURCH ("SMA"). |
| FORM 990, PART VI, SECTION A, LINE 7A |
THE MEMBERS HAVE RESERVED POWERS AS SPECIFIED IN THE BYLAWS OF THE ORGANIZATION. THE MEMBERS HAVE CREATED A SPONSOR COUNCIL TO WHOM THEY HAVE DELEGATED AUTHORITY OVER CERTAIN OF THE RESERVED POWERS. |
| FORM 990, PART VI, SECTION A, LINE 7B |
BOARD ACTION IS SUBJECT TO THE RESERVED POWERS OF THE MEMBERS OF THE CORPORATION AND SPONSOR COUNCIL WITH RESPECT TO THOSE RESERVED POWERS WHICH HAVE BEEN DELEGATED TO THEM BY THE MEMBERS OF THE CORPORATION. |
| FORM 990, PART VI, SECTION B, LINE 11B |
EACH DIRECTOR RECEIVES AN ELECTRONIC COPY OF THE PREPARED FORM 990 INCLUDING REQUIRED SCHEDULES PRIOR TO ITS FILLING WITH THE IRS. THE 990 IS PRESENTED TO THE FINANCE COMMITTEE OF THE BOARD OF DIRECTORS IN DRAFT FORMAT. EACH PAGE OF THE 990 IS REVIEWED AT SUCH TIME. THE FINANCE COMMITTEE AND EXECUTIVE COMMITTEE APPROVES THE 990 WITH THE FINAL COPY BEING SHARED WITH THE ENTIRE BOARD OF DIRECTORS. |
| FORM 990, PART VI, SECTION B, LINE 12C |
A CONFLICT OF INTEREST EXISTS WHEN THE INTERESTS OR CONCERNS OF A BOARD MEMBER, AN EMPLOYEE, INDEPENDENT CONTRACTOR, VOLUNTEER OR VENDOR (PROFESSIONAL) OR ANY MEMBER OF HIS/HER IMMEDIATE FAMILY, PARTY, GROUP, OR ORGANIZATION IN WHICH THE PROFESSIONAL IS ACTIVELY INVOLVED, MAY BE SEEN AS COMPETING WITH THE INTERESTS OF MERCY HOME. A CONFLICT OF INTEREST MAY ARISE WHENEVER A PROFESSIONAL OR A MEMBER OF HIS/HER IMMEDIATE FAMILY (1) HAS AN EXISTING RELATIONSHIP, WHICH COULD IMPAIR THE EXERCISE OF INDEPENDENT JUDGMENT ON BEHALF OF MERCY HOME OR (2) MAY RECEIVE MATERIAL/FINANCIAL BENEFIT FROM INFORMATION LEARNED DURING THE COURSE OF EMPLOYMENT, OR BUSINESS RELATIONSHIP WITH MERCY HOME. PROFESSIONALS MUST NOT ONLY AVOID SITUATIONS WHICH GIVE RISE TO OR COULD GIVE RISE TO A CONFLICT OF INTEREST BUT MUST ALSO AVOID THOSE SITUATIONS WHICH CREATE THE APPEARANCE OF A CONFLICT OF INTEREST. TO AVOID THE FACT OR APPEARANCE OF ANY SUCH CONFLICT IT IS NECESSARY FOR ALL PARTIES TO MAKE FULL DISCLOSURE OF INDIVIDUAL INTERESTS THAT ARE, OR MAY APPEAR TO BE IN CONFLICT WITH INTERESTS OF MERCY HOME. BOARD MEMBERS WILL REVIEW ANY DISCLOSURE MADE BY OTHER MEMBERS. AFTER DISCLOSURE, THE INTERESTED PERSON SHALL LEAVE THE BOARD MEETING WHILE THE REMAINING MEMBERS DISCUSS AND VOTE ON WHETHER A CONFLICT OF INTEREST EXISTS. THE BOARD MEMBER INVOLVED MUST ABSTAIN FROM DISCUSSING AND VOTING ON ANY MATTERS WHERE THE CONFLICT OR THE POTENTIAL FOR CONFLICT EXISTS. ALL ABSTENTION WILL BE RECORDED IN THE MINUTES OF THE BOARD MEETING. |
| FORM 990, PART VI, SECTION B, LINE 15 |
EXECUTIVE DIRECTOR'S COMPENSATION IS REVIEWED AND EVALUATED AT LEAST ANNUALLY BY THE COMPENSATION AND EVALUATION COMMITTEE, A GROUP OF 2 TO 3 MEMBERS OF THE BOARD. THIS EVALUATION CONSIDERS A COMBINATION OF PERSONAL PERFORMANCE AND MARKET-RATE COMPENSATION, ENGAGING PROFESSIONAL CONSULTANTS TO ASSIST AS THE COMMITTEE DEEMS NECESSARY. THE RESULTS OF THIS COMPENSATION ANALYSIS AND RECOMMENDATION ARE PRESENTED TO THE BOARD FOR APPROVAL. THE DETERMINATION OF AN APPROPRIATE COMPENSATION LEVEL IS DOCUMENTED IN THE BOARD MINUTES. THIRD PARTIES ARE USED TO DETERMINE AND EVALUATE COMPENSATION FOR THE CHIEF OPERATING OFFICER AND EXECUTIVE VICE PRESIDENT. |
| FORM 990, PART VI, SECTION C, LINE 19 |
THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. |
Attach to Form 990 or 990-EZ.