Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at| Return Reference | Explanation |
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| FORM 990, PART VI, SECTION A, LINE 3 | SHEA HAS CONTRACTED WITH THE INFECTIOUS DISEASES SOCIETY OF AMERICA (IDSA), A 501(C)(6) ORGANIZATION, FOR THE PROVISION OF MANAGEMENT SERVICES. SHEA AND IDSA'S EXEMPT PURPOSES ARE CONGRUENT: IDSA'S PURPOSE IS TO IMPROVE THE HEALTH OF INDIVIDUALS, COMMUNITIES, AND SOCIETY BY PROMOTING EXCELLENCE IN PATIENT CARE, EDUCATION, RESEARCH, PUBLIC HEALTH, AND FACILITATE PREVENTION OF INFECTIOUS DISEASES, WHILE SHEA'S PURPOSE IS TO ADVANCE THE APPLICATION OF THE SCIENCE OF HEALTHCARE EPIDEMIOLOGY, AND TO PREVENT AND CONTROL INFECTIONS IN HEALTHCARE SETTINGS. |
| FORM 990, PART VI, SECTION A, LINE 6 | THERE ARE FIVE (5) CLASSES OF MEMBERSHIP: MEMBERS, MEMBERS-IN-TRAINING, ASSOCIATE MEMBERS,EMERITUS MEMBERS, AND CORPORATE MEMBERS. THERE IS NO LIMIT ON THE NUMBER OF MEMBERS IN ANY CATEGORY. MEMBERS-IN-TRAINING, ASSOCIATE MEMBERS, EMERITUS MEMBERS, AND CORPORATE MEMBERS SHALL HAVE NO RIGHT TO VOTE ON ANY MATTER, EXCEPT SUCH MATTERS WHICH PURSUANT TO LAW, REQUIRE THE VOTE OF ALL CLASSES OF MEMBERS. MEMBERS-IN-TRAINING, ASSOCIATE MEMBERS, EMERITUS MEMBERS, AND CORPORATE MEMBERS MAY NOT SERVE ON THE SHEA BOARD OF TRUSTEES. |
| FORM 990, PART VI, SECTION A, LINE 7A | THE PRESIDENT, WITH THE ADVICE AND CONSENT OF THE BOARD OF TRUSTEES, SELECTS AND APPOINTS A NOMINATING COMMITTEE OF NOT LESS THAN FIVE PERSONS TO NOMINATE A SLATE OF OFFICERS AND TRUSTEES FOR POTENTIAL ELECTION AT THE NEXT ANNUAL MEETING. THE NOMINATING COMMITTEE IS COMPOSED OF ONE OF THE TRUSTEES AND AT LEAST FOUR ACTIVE MEMBERS-AT-LARGE. ANY ACTIVE MEMBERS WHO WISH TO SUGGEST CANDIDATES FOR NOMINATION MAY DO SO BY SUBMITTING THE NAME OF THE CANDIDATE(S) IN WRITING TO THE CHAIRPERSON OF THE NOMINATING COMMITTEE NOT LATER THAN ONE HUNDRED TWENTY (120) DAYS BEFORE THE ANNUAL MEETING OF THE ACTIVE MEMBERS. THE SECRETARY MAILS A COPY OF THE NOMINATING COMMITTEE'S FINAL SLATE OF NOMINEES TO EACH ACTIVE MEMBER NOT LATER THAN SIXTY (60) DAYS BEFORE THE ANNUAL MEETING OF THE ACTIVE MEMBERS. AT THE ANNUAL MEETING OF THE ACTIVE MEMBERS, THE NECESSARY NUMBER OF OFFICERS AND TRUSTEES ARE ELECTED FROM THE SLATE OF NOMINEES BY THE ACTIVE MEMBERS. EACH ACTIVE MEMBER IS ENTITLED TO ONE VOTE FOR EACH OFFICER OR TRUSTEE POSITION TO BE ELECTED. ANY VACANCY OCCURRING AMONG THE MEMBERS OF THE BOARD, HOWEVER CAUSED, WOULD BE FILLED BY AN AFFIRMATIVE VOTE OF A MAJORITY OF THE ACTIVE MEMBERS AT THE NEXT ANNUAL MEETING OR VIA A SPECIAL MEETING, IF NECESSARY. |
| FORM 990, PART VI, SECTION A, LINE 7B | THE POWER TO MAKE, ALTER, AMEND, AND REPEAL ANY BYLAWS IS RESERVED TO THE MEMBERS. THESE BYLAWS, WHICH ARE HEREBY ADOPTED BY THE MEMBERS, MAY BE ALTERED, AMENDED OR REPEALED AT ANY ANNUAL MEETING OF THE MEMBERS OF THE CORPORATION AT WHICH A QUORUM EXISTS ACCORDING TO ARTICLE XIII, BUT ONLY UPON THE AFFIRMATIVE VOTE OF TWO-THIRDS OF THE MEMBERS ELIGIBLE TO VOTE, REPRESENTED AT SUCH MEETING IN PERSON OR BY PROXY. PROPOSED AMENDMENTS SHALL BE SUBMITTED TO THE MEMBERS IN WRITING AT LEAST SIXTY (60) DAYS IN ADVANCE OF THE MEETING AT WHICH THEY ARE TO BE ACTED UPON. |
| FORM 990, PART VI, SECTION B, LINE 11 | THE FORM 990 IS REVIEWED BY THE EXECUTIVE DIRECTOR AND TREASURER BEFORE IT IS FILED. A COPY OF THE FORM 990 IS THEN PROVIDED TO EACH MEMBER OF THE BOARD OF TRUSTEES. |
| FORM 990, PART VI, SECTION B, LINE 12C | CONFLICT OF INTEREST DISCLOSURES ARE REQUIRED FROM ALL EMPLOYEES, OFFICERS, AND VOLUNTEERS ACTING AS PART OF GOVERNING COMMITTEES OF SHEA ON AN ANNUAL BASIS. FAILURE TO SUBMIT THE REQUIRED DISCLOSURE AFTER REASONABLE REMINDERS RESULTS IN TERMINATION OF THAT INDIVIDUAL FROM THEIR POSITION ON THE BOARD OR COMMITTEE. PLANNERS AND FACULTY OF ALL EDUCATIONAL PROGRAMS ARE REQUIRED TO COMPLY WITH THIS POLICY, IN ACCORDANCE WITH ACCME REQUIREMENTS. FAILURE TO DISCLOSE RESULTS IN REMOVAL FROM PARTICIPATION IN THE TRAINING OR EDUCATIONAL SESSION. MONITORING AND ENFORCEMENT OF THIS POLICY OCCURS BETWEEN THE EXECUTIVE DIRECTOR AND SECRETARY OF THE BOARD OF TRUSTEES. WITHIN THE EDUCATIONAL PROGRAMMING AREA, THE CME COMMITTEE REVIEWS AND MEDIATES ANY CONFLICTS. |
| FORM 990, PART VI, SECTION B, LINE 15A | THE EXECUTIVE DIRECTOR OF SHEA IS ACTUALLY EMPLOYED BY IDSA AND CONTRACTED OUT TO SHEA AT ACTUAL COSTS; THUS, IDSA'S COMPENSATION PROCESS IS USED IN REGARDS TO ESTABLISHING THE COMPENSATION OF SHEA'S EXECUTIVE DIRECTOR. HERE IS THE PROCESS: ALL NEW EMPLOYEES WILL RECEIVE AN INITIAL PERFORMANCE REVIEW WITHIN THREE TO SIX MONTHS OF THE DATE OF HIRE. THE DATE OF THE INITIAL PERFORMANCE REVIEW WILL BE DETERMINED AT THE THREE MONTH ANNIVERSARY DATE, EVEN IF THE ACTUAL REVIEW OCCURS LATER IN THE THREE TO SIX MONTH PERIOD. AFTER THAT, EMPLOYEE PERFORMANCE WILL BE REVIEWED AT LEAST ONCE A YEAR ON OR ABOUT THE EMPLOYEE'S ANNIVERSARY DATE. PERFORMANCE EVALUATION IS BASED ON QUALITY/QUANTITY OF WORK, TECHNICAL COMPETENCE, RESPONSIBILITY AND JUDGMENT, INITIATIVE AND ADAPTABILITY, DEPENDABILITY, COOPERATION, ATTENDANCE, PUNCTUALITY, ATTITUDE, AND QUALITY OF PERFORMANCE. ALL OF THESE ARE PRINCIPAL FACTORS IN CONSIDERING SALARY AND ANY COMPENSATION ADJUSTMENTS. COMPENSATION SURVEYS AND BOARD APPROVAL ARE UTILIZED FOR THE EXECUTIVE DIRECTOR'S COMPENSATION; MANAGEMENT APPROVES THE COMPENSATION OF OTHER EMPLOYEES. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND AUDITED FINANCIAL STATEMENTS ARE NOT GENERALLY MADE AVAILABLE TO THE GENERAL PUBLIC, BUT IF REQUESTS FOR COPIES OF THESE DOCUMENTS WERE RECEIVED, THE SOCIETY WOULD CONSIDER MAKING THEM AVAILABLE TO THE REQUESTOR. |
| FORM 990, PART XII, LINE 2C: | THE AUDIT OVERSIGHT PROCESS HAS REMAINED UNCHANGED FROM THE PRIOR YEAR. |
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