Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions. Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
INSTITUTE FOR CLINICAL SYSTEMS IMPROVEMENT
Employer identification number
41-1782168
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions.
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II, or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) A person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the supported organization?
................
11g(i)
No
(ii)
A family member of a person described in (i) above?
......................
11g(ii)
No
(iii)
A 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
No
h
Provide the following information about the supported organization(s).
(i) Name of supported organization
(ii) EIN
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))
(iv) Is the organization in col. (i) listed in your governing document?
(v) Did you notify the organization in col. (i) of your support?
(vi) Is the organization in col. (i) organized in the U.S.?
(vii) Amount of monetary support
Yes
No
Yes
No
Yes
No
(A)
HMO MINNESOTA
410984460
501(C)(4)
Yes
Yes
Yes
0
(B)
HEALTHPARTNERS INC
411693838
501(C)(4)
Yes
Yes
Yes
0
(C)
MEDICA HEALTH PLANS
411242261
501(C)(4)
Yes
Yes
Yes
0
(D)
PARK NICOLLET INSTITUTE
410961862
4
Yes
Yes
Yes
0
(E)
MAYO FOUNDATION FOR MEDICAL EDUCATION AND RESEARCH
411506440
9
Yes
Yes
Yes
0
(F)
GROUP HEALTH PLAN INC
410797853
3
Yes
Yes
Yes
0
Total
0
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 2
Part II
Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
4
Total. Add lines 1 through 3
5
The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included
on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6
Public support. Subtract line 5 from line 4.
Section B. Total Support
Calendar year
(or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
7
Amounts from line 4..
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
10
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
11
Total support (Add lines 7 through 10).
12
Gross receipts from related activities, etc. (see instructions)
..................
12
13
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.................................................
Section C. Computation of Public Support Percentage
14
Public support percentage for 2013 (line 6, column (f) divided by line 11, column (f))
.........
14
15
Public support percentage for 2012 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2013.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
.......................
b
33 1/3% support test—2012.
If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2013.
If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization
.....................................................
b
10%-facts-and-circumstances test—2012.
If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization
................................................
18
Private foundation.
If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions
.....................................................
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 3
Part III
Support Schedule for Organizations Described in Section 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2
Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
4
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5
The value of services or facilities furnished by a governmental unit to the organization without charge..
6
Total. Add lines 1 through 5.
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
b
Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c
Add lines 7a and 7b..
8
Public support (Subtract line 7c from line 6.)
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
9
Amounts from line 6...
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c
Add lines 10a and 10b.
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
..
13
Total support. (Add lines 9, 10c, 11, and 12.)..
14
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public support percentage for 2013 (line 8, column (f) divided by line 13, column (f))
.........
15
16
Public support percentage from 2012 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2013 (line 10c, column (f) divided by line 13, column (f))
......
17
18
Investment income percentage from 2012 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2013.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
........
b
33 1/3% support tests—2012.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
.....
20
Private foundation.
If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 4
Part IV
Supplemental Information.
Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
Schedule A (Form 990 or 990-EZ) 2013
Additional Data
Software ID:
Software Version:
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
INSTITUTE FOR CLINICAL SYSTEMS IMPROVEMENT
Employer identification number
41-1782168
Return Reference
Explanation
FORM 990, PART III, LINE 1 - THE ORGANIZATION'S MISSION
THE MISSION OF THE INSTITUTE FOR CLINICAL SYSTEMS IMPROVEMENT (ICSI) IS TO CHAMPION THE CAUSE OF HEALTH CARE QUALITY AND TO ACCELERATE IMPROVEMENT IN THE VALUE OF THE HEALTH CARE ITS STAKEHOLDERS DELIVER TO THE POPULATIONS THEY SERVE. ICSI'S VISION IS TO BE A COLLABORATION THAT IS DEEMED ESSENTIAL BY ITS MEMBERS FOR THEIR IMPROVEMENT OF HEALTH CARE AND DEEMED ESSENTIAL BY THE COMMUNITY AS A TRUSTED VOICE FOR QUALITY IN HEALTH CARE.
FORM 990, PART III, LINE 4A - EXEMPT PURPOSE AND ACHIEVEMENTS
I. ORGANIZATION AND GOVERNANCE ICSI IS A NONPROFIT MINNESOTA CORPORATION EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE ("IRC") AND IS NOT A PRIVATE FOUNDATION AS DEFINED BY SECTION 509(A) OF THE IRC. ICSI IS GOVERNED BY A BOARD OF DIRECTORS. THE MISSION OF ICSI IS TO CHAMPION THE CAUSE OF HEALTH CARE QUALITY AND TO ACCELERATE IMPROVEMENT IN THE VALUE OF THE HEALTH CARE ITS STAKEHOLDERS DELIVER TO THE POPULATIONS THEY SERVE. ICSI'S VISION IS TO BE A COLLABORATION THAT IS DEEMED ESSENTIAL BY ITS MEMBERS FOR THEIR IMPROVEMENT OF HEALTH CARE AND DEEMED ESSENTIAL BY THE COMMUNITY AS A TRUSTED VOICE FOR THE IMPROVED HEALTH OF THE POPULATION, EXPERIENCE OF THE PATIENT AND AFFORDABILITY OF HEALTH CARE. ICSI HAS 50 MEMBERS AND IS FUNDED BY FIVE MINNESOTA AND WISCONSIN HEALTH PLANS. THE COMBINED MEDICAL GROUPS, HOSPITALS, AND INTEGRATED SYSTEMS REPRESENT APPROXIMATELY 8,000 PHYSICIANS. AS PART OF ITS COMMITMENT TO SUPPORT QUALITY IMPROVEMENT, ICSI HAS ACCOMPLISHED THE FOLLOWING. II. ICSI'S ACTIVITIES SUPPORTING MEMBER ACTIVITIES ICSI PROVIDED MORE THAN 50 EDUCATIONAL/LEARNING OFFERINGS TO MEMBERS. - HELD THE ANNUAL COLLOQUIUM WHICH ATTRACTED MORE THAN 400 HEALTH LEADERS - MOTIVATIONAL INTERVIEWING AND COACHING DREW MORE THAN 100 ATTENDEES - ENHANCED THE MEMBER QI BOOT CAMP AND QI INTENSIVE TRAINING MODULES ENHANCED SCIENTIFIC GUIDELINES - REVISED 16 GUIDELINES WITH EVIDENCE-BASED CARE RECOMMENDATIONS - DEVELOPED A PREVENTION AND MANAGEMENT OF OBESITY IN CHILDREN AND ADOLESCENTS GUIDELINE - CDC INCLUDED ICSI'S HYPERTENSION GUIDELINE IN SUPPORT OF ITS MILLION HEARTS CAMPAIGN ACHIEVING THE TRIPLE AIM CONTINUED THE REDUCING AVOIDABLE ADMISSIONS EFFECTIVELY (RARE) CAMPAIGN IN THE THREE YEARS SINCE RARE BEGAN, THERE HAS BEEN $60 MILLION IN SAVINGS AND 28,120 MORE NIGHTS FOR PATIENTS IN THEIR OWN BEDS. 2013 ACTIVITIES INCLUDED: - 84 PARTICIPATING HOSPITALS; 101 COMMUNITY PARTNERS (LONG-TERM CARE, MEDICAL ASSOCIATIONS, SNFS) - OVER 20 LEARNING OPPORTUNITIES (FACE TO FACE AND WEBINARS) AND 7 PRESENTATIONS AT CONFERENCES - RARE CAMPAIGN POSTER PRESENTED AT THE INSTITUTE FOR HEALTHCARE IMPROVEMENT AND THE EISENBERG AWARD GRANTED BY THE NATIONAL QUALITY FORUM AND THE JOINT COMMISSION EXTENDED ICSI'S INFLUENCE IN THE INTEGRATION OF MENTAL AND PHYSICAL HEALTH THROUGH THE IMPLEMENTATION OF THE COMPASS AND OTHER ICSI INITIATIVES. - 34 ICSI MEMBER CLINICS PARTICIPATING IN PIC SCREENED 36,710 PEOPLE FOR RISKY SUBSTANCE ABUSE. - EIGHT ORGANIZATIONS NATIONALLY ENROLLED ALMOST 2,000 PATIENTS IN COMPASS THROUGH MORE THAN 100 CLINICS. THE HIGH-TECH DIAGNOSTIC IMAGING (HTDI) INITIATIVE ENDED IN 2013. OUTCOMES OF THIS PROJECT SINCE 2007 INCLUDE: - SAVED AN ESTIMATED $234 MILLION (CONTRIBUTED TO DECREASING AN ANNUAL 8% INCREASE IN HTDI CLAIMS FROM 2003-2006 TO A TOTAL INCREASE OF 1% FROM 2007-2013) - PREVENTED AN ESTIMATED 100 CANCERS BY CURTAILING UNNECESSARY CT SCANS - IMPROVED CLINIC EFFICIENCY AND PATIENT SATISFACTION FOCUS ON AFFORDABILITY WITHIN THE TRIPLE AIM TACKLED WASTE AND OVERUSE BY FORMING AN AFFORDABILITY ADVISORY COMMITTEE - SUPPORTED MN COMMUNITY MEASUREMENT'S DEVELOPMENT OF ITS TOTAL COST OF CARE MEASURE - DEVELOPED A TRIPLE AIM IMPROVEMENT TOOL TO IDENTIFY ORGANIZATIONAL STRENGTHS AND OPPORTUNITIES FOR DELIVERING ON THE TRIPLE AIM - LAUNCHED THE CHOOSING WISELY CAMPAIGN IN MINNESOTA CONVENED STAKEHOLDERS ON OPIOID USAGE - DEVELOPED AN ACUTE PAIN ASSESSMENT AND OPIOID PRESCRIBING PROTOCOL ADDITIONAL ACTIVITIES MAY BE FOUND ON ICSI'S WEBSITE (WWW.ICSI.ORG)
FORM 990, PART VI, SECTION A, LINE 6
ICSI'S CURRENT MEMBERS ARE HEALTHPARTNERS, INC., BCBSM, INC., AND MEDICA. PER ARTICLE I, SECTION 1 OF ICSI'S BYLAWS, THE VOTING MEMBERS, WHICH ARE REFERRED TO AS PRINCIPAL SPONSORS IN THE BYLAWS, SHALL BE HEALTHPARTNERS, INC., BCBSM, INC., MEDICA, AND THOSE OTHER ENTITIES (A) WITH WHOM THIS CORPORATION HAS ENTERED INTO A PRINCIPAL SPONSOR AGREEMENT; (B) WHO ARE NOT IN DEFAULT UNDER SUCH AGREEMENT; (C) WHO AGREE TO USE STATEMENTS OF BEST HEALTH CARE PRACTICE DEVELOPED BY THIS CORPORATION ONLY FOR COLLABORATIVE, SYSTEMATIC QUALITY IMPROVEMENT AND NOT FOR PUNISHMENT, COERCION OR ASSIGNMENT OF PENALTY; AND (D) WHO HAVE BEEN ACCEPTED AS PRINCIPAL SPONSORS BY ALL OF THE THEN-EXISTING PRINCIPAL SPONSORS AND BY THE BOARD OF DIRECTORS.
FORM 990, PART VI, SECTION A, LINE 7A
PER ARTICLE III, SECTION 2 OF ICSI'S BYLAWS, THERE SHALL BE SIX INSTITUTIONAL DIRECTORS, WHO SHALL BE APPOINTED AS FOLLOWS: (I) TWO INSTITUTIONAL DIRECTORS SHALL BE APPOINTED BY MAYO FOUNDATION, A MINNESOTA NONPROFIT CORPORATION; (II) TWO INSTITUTIONAL DIRECTORS SHALL BE APPOINTED BY GROUP HEALTH PLAN, INC., D/B/A HEALTHPARTNERS MEDICAL GROUP ("HPMG"), A MINNESOTA NONPROFIT CORPORATION; AND (III) TWO INSTITUTIONAL DIRECTORS SHALL BE APPOINTED BY PARK NICOLLET HEALTH SERVICES, A MINNESOTA NONPROFIT CORPORATION. THERE SHALL BE THREE PRINCIPAL SPONSOR DIRECTORS, WHO SHALL BE APPOINTED AS FOLLOWS: (I) HEALTHPARTNERS, INC., A MINNESOTA NONPROFIT CORPORATION, SHALL APPOINT ONE PRINCIPAL SPONSOR DIRECTOR, WHO SHALL BE A MEDICAL DIRECTOR OF HEALTHPARTNERS, INC.; (II) BCBSM, INC., A MINNESOTA NONPROFIT CORPORATION D/B/A BLUE CROSS AND BLUE SHIELD OF MINNESOTA, SHALL APPOINT ONE PRINCIPAL SPONSOR DIRECTOR, WHO SHALL BE A MEDICAL DIRECTOR OF BCBSM, INC.; AND (III) MEDICA, A MINNESOTA NONPROFIT CORPORATION, SHALL APPOINT ONE PRINCIPAL SPONSOR DIRECTOR, WHO SHALL BE A MEDICAL DIRECTOR OF MEDICA.
FORM 990, PART VI, SECTION A, LINE 7B
PER ARTICLE IV, SECTION 9 OF ICSI'S BYLAWS, THE FOLLOWING ACTIONS SHALL NOT BE EFFECTIVE WITHOUT THE APPROVAL OF THE PRINCIPAL SPONSORS: (A) ADOPTION OF ANNUAL OPERATING AND CAPITAL BUDGETS; (B) AMENDMENTS TO APPROVED OPERATING AND CAPITAL BUDGETS; (C) PAYMENT OF UNBUDGETED EXPENDITURES IN EXCESS OF $100,000; (D) ADOPTION OR AMENDMENT OF ANY STRATEGIC OR ANNUAL PLAN; OR (E) SUBSTANTIAL CHANGES IN THE PROGRAMMATIC OR STRATEGIC DIRECTION OF THE CORPORATION.
FORM 990, PART VI, SECTION B, LINE 11
ICSI'S 990 RETURN HAS A COMPREHENSIVE REVIEW PROCESS THAT IS FOLLOWED BEFORE IT IS PRESENTED TO THE GOVERNING BODY OF ICSI. THE REVIEW PROCESS INCLUDES A LAYERED REVIEW BY THE TAX DEPARTMENT OF GHI, THE MANAGEMENT TEAM OF ICSI, ICSI'S OUTSIDE LEGAL COUNSEL AND ICSI'S OUTSIDE INDEPENDENT ACCOUNTANTS. EACH ONE OF THOSE AREAS HAS AN OPPORTUNITY TO REVIEW, ASK QUESTIONS AND MAKE COMMENTS BACK TO THE TAX DEPARTMENT OF GHI BEFORE THE FORM 990 IS COMPLETED AND PRESENTED TO THE GOVERNING BODY OF ICSI. ONCE THAT REVIEW PROCESS HAS BEEN COMPLETED, IT IS THE POLICY OF ICSI TO MAKE AVAILABLE TO THE FINANCE AND AUDIT COMMITTEE OF ITS BOARD OF DIRECTORS AND TO ITS BOARD OF DIRECTORS, A COPY OF THE 990 PRIOR TO THE FILING OF THE 990 RETURN. THIS COPY WILL BE PROVIDED IN THE BOARD PACKET OF BOTH THE FINANCE AND AUDIT COMMITTEE MEETING AND THE BOARD OF DIRECTORS MEETING PRIOR TO THE FILING OF THE 990 AND WILL BE AN AGENDA ITEM AT BOTH MEETINGS. THE BOARD OF DIRECTORS HAS GIVEN THE RESPONSIBILITY OF THE 990 REVIEW PROCESS TO THE FINANCE AND AUDIT COMMITTEE. IT WILL BE THE RESPONSIBILITY OF THE FINANCE AND AUDIT COMMITTEE TO ADDRESS THAT REVIEW WITH THE BOARD OF DIRECTORS. THIS PROCESS WILL BE NOTED AND DOCUMENTED TO THE MEETING MINUTES OF BOTH MEETINGS.
FORM 990, PART VI, SECTION B, LINE 12C
ICSI'S BOARD OF DIRECTORS MONITORS POTENTIAL CONFLICTS OF INTEREST ON THE PART OF ITS BOARD MEMBERS, OFFICERS AND KEY EMPLOYEES BY MAINTAINING A CONFLICT OF INTEREST POLICY. UNDER THE POLICY, ALL BOARD MEMBERS, OFFICERS AND KEY EMPLOYEES ANNUALLY ARE PROVIDED WITH A COPY OF THE POLICY AND REQUESTED TO COMPLETE A QUESTIONNAIRE IDENTIFYING ANY POTENTIAL CONFLICTS OF INTEREST. A REPORT OF THESE POTENTIAL CONFLICTS IS SHARED WITH THE BOARD OF DIRECTORS, INCLUDING THE CEO. BOARD AGENDAS AND EXECUTIVE DECISIONS ARE MONITORED IN RELATION TO THIS POLICY.
FORM 990, PART VI, SECTION B, LINE 15
ICSI HAS NO EMPLOYEES. THE PRESIDENT AND OTHER OFFICERS ARE PAID BY GHI, A SUPPORTED ORGANIZATION, WHICH HAS AN ANNUAL PROCESS TO REVIEW THE MARKET COMPARABILITY OF THE TOTAL COMPENSATION OF ICSI'S PRESIDENT AND ITS OTHER OFFICERS. EVERY THREE YEARS, UNDER THE DIRECTION OF THE GHI BOARD OF DIRECTORS' COMPENSATION COMMITTEE (COMPENSATION COMMITTEE), A TOTAL COMPENSATION MARKET REVIEW IS COMPLETED. THE REVIEW INCLUDES ALL COMPONENTS OF COMPENSATION; BASE SALARY, ANNUAL INCENTIVES, BENEFITS AND PERQUISITES. THE MARKET SURVEY RESULTS ARE PRESENTED TO, REVIEWED BY AND APPROVED BY THE INDEPENDENT COMPENSATION COMMITTEE. IN INTERIM YEARS, GHI'S HUMAN RESOURCES STAFF, UNDER THE DIRECTION OF THE COMPENSATION COMMITTEE, UPDATES CHANGES IN THE SALARY STRUCTURE BASED ON THE SAME INDEPENDENT STUDIES PERFORMED BY THE COMPENSATION COMMITTEE. FOR THE CHIEF EXECUTIVE OFFICER AND CERTAIN OTHER POSITIONS FULL INDEPENDENT REVIEWS ARE PERFORMED. IN ALL CASES, COMMITTEE MEMBERS COMPLETE AN ANNUAL CONFLICT OF INTEREST SURVEY TO ASSURE THE COMPENSATION COMMITTEE MEMBERS' INDEPENDENCE, STAFF IS NOT IN ROOM DURING DELIBERATIONS OR VOTE INCLUDING EXECUTIVE SESSIONS, AND CONTEMPORANEOUS MINUTES ARE KEPT. TOTAL COMPENSATION IS APPROPRIATELY DOCUMENTED ON THE FORM 990 AND W2 STATEMENTS. THE BOARD OF DIRECTORS HAS DELEGATED TO THE COMPENSATION COMMITTEE THE ACCOUNTABILITY TO CONDUCT AN ANNUAL PERFORMANCE EVALUATION AND TO DETERMINE THE COMPENSATION OF THE CEO BASED ON THE PERFORMANCE REVIEW AND THE MARKET COMPARABILITY DATA, APPROVED BY THE COMPENSATION COMMITTEE. THE BOARD HAD DELEGATED TO THE CEO (WITH AUTHORITY TO FURTHER DELEGATE) THE ACCOUNTABILITY TO CONDUCT ANNUAL PERFORMANCE REVIEWS AND DETERMINE THE COMPENSATION OF ALL OTHER OFFICERS WITHIN THE COMPENSATION RANGES DETERMINED BY THE COMPENSATION COMMITTEE. ANY EXCEPTIONS NEED TO BE APPROVED BY THE COMPENSATION COMMITTEE.
FORM 990, PART VI, SECTION C, LINE 19
ICSI'S FINANCIAL STATEMENTS AND 990 RETURNS ARE MADE AVAILABLE TO ANY PERSON WHO REQUESTS THE INFORMATION FROM ICSI. ICSI'S ARTICLES OF INCORPORATION ARE AVAILABLE TO ANY PERSON WHO REQUESTS THE INFORMATION THROUGH THE MINNESOTA SECRETARY OF STATE'S OFFICE.
FORM 990, PART VII, SECT A, LINE 1A, COL (B) - AVERAGE HRS - RELATED ORG
ALL EMPLOYEES OF ICSI ARE EMPLOYED AND COMPENSATED BY GHI. ICSI REIMBURSES GHI 100% OF SALARIES AND BENEFITS. ALL HOURS WORKED BY ICSI EMPLOYEES ARE TO SUPPORT ICSI'S OPERATIONS.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.