Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at| Return Reference | Explanation |
|---|---|
| FORM 990, PART VI, SECTION A, LINE 4 | THE MISSION STATEMENT WAS CHANGED IN THE BYLAWS TO BETTER REFLECT THE COMPANY'S CHARITABLE PURPOSE IN A SIMPLE, COMPELLING PROCLAMATION. THE MEMBERS ALSO VOTED TO REVISE THE COMMITTEE STRUCTURE OF THE BOARD OF DIRECTORS, GIVING THE COMPANY GREATER FLEXIBILITY IN ADDRESSING ITS NEEDS. FINALLY, THE MEMBERS CHANGED THE MAJORITY REQUIRED FROM A SIMPLE MAJORITY TO A TWO-THIRDS MAJORITY VOTE OF THE MEMBERS FOR AMENDING THE BYLAWS. THIS IS CONSISTENT WITH CORPORATE BEST PRACTICES. |
| FORM 990, PART VI, SECTION A, LINE 6 | ANY ETHICAL DENTIST DULY LICENSED AND IN GOOD STANDING IN THE STATE OF ARIZONA IS ELIGIBLE TO BE A MEMBER OF THE ORGANIZATION. MEMBERS ELECT THE BOARD OF DIRECTORS. MEMBERS DO NOT HAVE AN OWNERSHIP INTEREST IN THE ORGANIZATION. |
| FORM 990, PART VI, SECTION A, LINE 7A | MEMBERS OF THE ORGANIZATION HAVE AUTHORITY TO ELECT DELTA DENTAL'S GOVERNING BODY. NO OTHER GROUP OR PERSON CAN VOTE FOR THOSE WHO SERVE ON THE ORGANIZATION'S GOVERNING BODY. |
| FORM 990, PART VI, SECTION A, LINE 7B | THESE BYLAWS MAY BE ALTERED, AMENDED OR REPEALED AND NEW BYLAWS MAY BE ADOPTED ONLY BY THE AFFIRMATIVE VOTE OF A MAJORITY OF THE MEMBERS PRESENT AT A MEETING OF THE MEMBERS AT WHICH A QUORUM IS PRESENT. |
| FORM 990, PART VI, SECTION B, LINE 11 | THE ORGANIZATION HAS A PROCESS FOR THE GOVERNING BODY TO RECEIVE AND REVIEW THE 990 BEFORE IT IS FILED. THAT PROCESS INCLUDES THE FOLLOWING STEPS: 1. MANAGEMENT'S ENGAGEMENT OF OUTSIDE PROFESSIONAL SERVICES TO PREPARE AND DRAFT THE FORM 990. 2. MANAGEMENT'S REVIEW OF THE DRAFT FORM 990 TO CHECK FOR ACCURACY. 3. THE REVIEW OF THE DRAFT FORM 990 BY THE COMPANY'S AUDIT AND FINANCE COMMITTEE. 4. PROVIDING THE PROPOSED FINAL DRAFT OF THE FORM 990 TO THE BOARD OF DIRECTORS BEFORE FILING THE DOCUMENT WITH THE IRS. |
| FORM 990, PART VI, SECTION B, LINE 12C | THE ORGANIZATION HAS A POLICY IN PLACE TO MONITOR AND ENFORCE COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICIES WHICH COVERS BOTH BOARD MEMBERS AND EMPLOYEES. AT ELECTION AND ANNUALLY THEREAFTER, MEMBERS OF THE GOVERNING BOARD ARE REQUIRED TO EXECUTE THE CONFLICT OF INTEREST POLICY. UPON HIRE, EMPLOYEES ARE REQUIRED TO EXECUTE THE CONFLICT OF INTEREST POLICY. THE ORGANIZATION HAS PROCEDURES IN PLACE TO REMIND EMPLOYEES AND OFFICERS/DIRECTORS OF THE COMPANY OF THE POLICY AND OF THE NEED TO BE ATTENTIVE TO THE POSSIBILITY OF NEWLY CREATED CONFLICTS OF INTEREST. FURTHER, IN CONNECTION WITH THE ORGANIZATION'S DUE DILIGENCE ASSOCIATED WITH THE PREPARATION OF FILING OF THE FORM 990, A SEPARATE PROCESS IS USED TO OBTAIN INFORMATION FROM DIRECTORS AND EMPLOYEES TO ENABLE THE ORGANIZATION TO ASSESS THE EXISTENCE OF TRANSACTIONS OR RELATIONSHIPS THAT SHOULD BE DISCLOSED BY THE ORGANIZATION. POTENTIAL AND ACTUAL CONFLICTS INVOLVING EMPLOYEES OTHER THAN THE CEO AND CFO ARE REVIEWED BY THE CEO AND CFO. POTENTIAL AND ACTUAL CONFLICTS OF THE CEO, CFO AND BOARD MEMBERS ARE REVIEWED BY THE EXECUTIVE COMMITTEE OF THE BOARD. IN ALL INSTANCES INVOLVING AN ACTUAL CONFLICT OF INTEREST, THE CONFLICTED EMPLOYEE OR BOARD MEMBER IS REQUIRED TO RECUSE HIMSELF FROM DELIBERATIONS ABOUT THE POTENTIAL TRANSACTION. |
| FORM 990, PART VI, SECTION B, LINE 15 | THE ORGANIZATION HAS A PROCESS IN PLACE FOR INDEPENDENT CONSULTANTS TO REVIEW AND REPORT ON COMPENSATION OF THE CEO, OFFICERS, KEY EMPLOYEES AND BOARD MEMBER COMPENSATION WITH FINAL REVIEW AND APPROVAL BY THE BOARD OF DIRECTORS. THIS INCLUDES REVIEW OF COMPARABILITY DATA AND OBTAINING THE INDEPENDENT CONSULTANT'S OPINION OF THE REASONABLENESS OF COMPENSATION DECISIONS MADE BY THE ORGANIZATION. INDEPENDENT CONSULTANT REVIEWS ARE PERFORMED FOR EXECUTIVE STAFF AND BOARD COMPENSATION EVERY TWO YEARS. REVIEWS WERE LAST PERFORMED IN 2014. |
| FORM 990, PART VI, SECTION C, LINE 19 | AS REQUIRED BY ARIZONA STATE LAW, THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC. THE ORGANIZATION DOES NOT MAKE ITS CONFLICT OF INTEREST STATEMENT AVAILABLE TO ITS MEMBERS OR TO THE PUBLIC. MEMBERS OF THE PUBLIC MAY OBTAIN COPIES OF THE ARTICLES OF INCORPORATION FROM THE ARIZONA CORPORATION COMMISSION. MEMBERS OF THE PUBLIC ALSO MAY OBTAIN COPIES OF DELTA DENTAL'S STATUTORY FINANCIAL STATEMENTS FROM THE ARIZONA DEPARTMENT OF INSURANCE AND FROM THE NATIONAL ASSOCIATION OF INSURANCE COMMISSIONERS. |
| Software ID: | |
| Software Version: |