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.
| (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 | ||||
| Total | |||||||||
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. | ||||||
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). | ||||||






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.") . | 5,947,678 | 6,151,282 | 8,334,929 | 9,117,386 | 8,512,462 | 38,063,737 |
| 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...... | 26,647,527 | 31,496,243 | 31,952,555 | 29,088,284 | 30,419,743 | 149,604,352 |
| 3 | Gross receipts from activities that are not an unrelated trade or business under section 513.. | 0 | |||||
| 4 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf... | 0 | |||||
| 5 | The value of services or facilities furnished by a governmental unit to the organization without charge.. | 0 | |||||
| 6 | Total. Add lines 1 through 5. | 32,595,205 | 37,647,525 | 40,287,484 | 38,205,670 | 38,932,205 | 187,668,089 |
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons... | 0 | |||||
| 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. | 0 | |||||
| c | Add lines 7a and 7b.. | 0 | |||||
| 8 | Public support (Subtract line 7c from line 6.) | 187,668,089 | |||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2009 | (b) 2010 | (c) 2011 | (d) 2012 | (e) 2013 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | 32,595,205 | 37,647,525 | 40,287,484 | 38,205,670 | 38,932,205 | 187,668,089 |
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | 1,080,070 | 1,384,775 | 1,799,674 | 2,777,070 | 3,572,147 | 10,613,736 |
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | 0 | |||||
| c | Add lines 10a and 10b. | 1,080,070 | 1,384,775 | 1,799,674 | 2,777,070 | 3,572,147 | 10,613,736 |
| 11 | Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on. | 0 | |||||
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.) .. | 0 | |||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | 33,675,275 | 39,032,300 | 42,087,158 | 40,982,740 | 42,504,352 | 198,281,825 |




| Facts And Circumstances Test |
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| Explanation |
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| Software ID: | |
| Software Version: |
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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| ORGANIZATION'S MISSION | Form 990, PART III, LINE 1 IHI IS A LEADING INNOVATOR IN HEALTH AND HEALTH CARE IMPROVEMENT WORLDWIDE. FOR MORE THAN 25 YEARS, WE HAVE PARTNERED WITH AN EVER-GROWING COMMUNITY OF VISIONARIES, LEADERS, AND FRONT-LINE PRACTITIONERS AROUND THE GLOBE TO SPARK BOLD, INVENTIVE WAYS TO IMPROVE THE HEALTH OF INDIVIDUALS AND POPULATIONS. TOGETHER, WE BUILD THE WILL FOR CHANGE, SEEK OUT INNOVATIVE MODELS OF CARE, AND SPREAD PROVEN BEST PRACTICES. TO ADVANCE OUR MISSION, IHI IS DEDICATED TO: OPTIMIZING HEALTH CARE DELIVERY SYSTEMS, DRIVING THE TRIPLE AIM FOR POPULATIONS, REALIZING PERSON- AND FAMILY-CENTERED CARE, AND BUILDING IMPROVEMENT CAPABILITY. WHEN IT COMES TO RAISING THE QUALITY OF HEALTH FOR ALL, IHI SEES BOUNDLESS POSSIBILITIES, AND WHILE WE SEE THE WALLS IN FRONT OF US, WE WILL NOT REST UNTIL WE REACH THE OTHER SIDE. IHI MOBILIZES TEAMS, ORGANIZATIONS, AND INCREASINGLY NATIONS, THROUGH ITS STAFF OF MORE THAN 100 PEOPLE AND PARTNERSHIPS WITH HUNDREDS OF FACULTY AROUND THE WORLD. IHI PROVIDES IMPORTANT BENEFITS TO THE COMMUNITY WITH ACTIVITIES. FOR EXAMPLE: - IHI CREATED THE IHI OPEN SCHOOL AND CONVENED 80,000 STUDENTS TO ENABLE THE PASSION AND GROWTH OF THE NEXT GENERATION OF IMPROVERS. - IHI BUILDS WILL FOR IMPROVEMENT BY BRINGING CLARITY, FOCUS, AND SIMPLE SOLUTIONS TO THE TABLE THROUGH IHI INITIATIVES LIKE OUR BREAKTHROUGH SERIES COLLABORATIVES, 100,000 LIVES CAMPAIGN, AND THE IHI TRIPLE AIM. - IHI LAUNCHED THE IHI NATIONAL FORUM ON QUALITY IMPROVEMENT IN HEALTH CARE AND THE INTERNATIONAL FORUM TO BRING THOUSANDS OF PEOPLE TOGETHER TO TELL STORIES AND HELP SPARK INNOVATIVE IDEAS AND CHANGES IN HEALTH CARE IMPROVEMENT. - IHI ARCHITECTED THE UNPRECEDENTED 100,000 LIVES AND 5 MILLION LIVES CAMPAIGNS, WHICH SPURRED HOSPITALS ACROSS THE UNITED STATES TO JOIN US IN MAKING BREAKTHROUGH COMMITMENTS TO QUALITY AND PATIENT SAFETY. - IHI BRINGS THE SCIENCE OF IMPROVEMENT AND LEARNING TOGETHER TO INNOVATE NEW WAYS TO LEARN. - AS HEALTH CARE QUALITY IMPROVEMENT MOVEMENT PIONEERS, IHI THINKS DIFFERENTLY. FOR EXAMPLE, WE ARE COMMITTED TO ILLUMINATING POWERFUL MODELS FOR IMPROVEMENT FROM CORNERS OF THE WORLD THAT ARE OFTEN OVERLOOKED. - IHI DEVELOPED THE TRIPLE AIM AND IS NOW WORKING WITH OUR PARTNERS TO MOBILIZE SYSTEMS, COMMUNITIES, AND COUNTRIES TO ACHIEVE TRIPLE AIM RESULTS THAT RETURN SAVINGS TO COMMUNITIES. - IN SCOTLAND, THE IHI COMMUNITY IS ENGAGING HOSPITALS ACROSS THE COUNTRY TO BUILD IMPROVEMENT SKILLS, MEASUREMENT METHODS, AND SCIENTIFIC APPROACHES FOR BETTER CARE. THE RESULTS ARE INSPIRING. - IHI LAUNCHED GROUNDBREAKING IMPROVEMENT PROGRAMS IN SOUTH AFRICA AND GHANA THAT HAVE CONTRIBUTED TO A REDUCTION IN MATERNAL AND NEONATAL MORTALITY, THE PREVENTION OF MOTHER-TO-CHILD TRANSMISSION (PMTCT) OF HIV/AIDS, AND INCREASED ACCESS TO TREATMENT AND TESTING OF HIV/AIDS. - UNDER THE STAAR INITIATIVE, IHI IS WORKING WITH THE STATES OF MASSACHUSETTS, MICHIGAN, OREGON, OHIO, AND WASHINGTON TO REDUCE AVOIDABLE REHOSPITALIZATIONS. - IHI'S WEB SITE, WWW.IHI.ORG, IS A FREE GLOBAL RESOURCE FOR HEALTH CARE IMPROVEMENT KNOWLEDGE. - IHI'S FREE PUBLICATIONS, SUCH AS WHITE PAPERS AND HOW-TO-GUIDES, DOCUMENT AND DISSEMINATE THE ORGANIZATION'S INNOVATION WORK QUICKLY AND WIDELY. |
| PROGRAM SERVICE ACCOMPLISHMENTS | Form 990, PART III, LINES 4A-D LINE 4D: EXPENSE = $4,270,510 REVENUE = $6,525,007 NATIONAL FORUM: IHI'S National Forum on quality improvement in health care, held each December, is a major U.S. conference on improvement in health care that draws nearly 6,000 participants from around the world who attend hundreds of workshops, plenary sessions, and special interest meetings. Thousands more join the conference via satellite broadcast. EXPENSE = $1,130,452 REVENUE = $ 98,015 INNOVATION: At the center of our work is the creation and testing of new ideas novel concepts for improving patient care. Here, we work intensely with cutting-edge organizations to test and prototype unique models and new solutions to old problems. This is our research and development function, the innovation engine that fuels all of our work. |
| FORM 990 REVIEW PROCESS | FORM 990, PART VI, SECTION A, LINE 11A THE MAJORITY OF SUPPORT SCHEDULES FOR THE FORM 990 ARE PREPARED DURING THE ANNUAL AUDIT PREPARATION PROCESS IN THE MAY-JUNE TIMEFRAME. THE REMAINING ITEMS ARE COMPLETED BY THE END OF OCTOBER OF EACH FISCAL YEAR. THE FORM 990 IS DUE FIVE MONTHS AFTER THE CLOSE OF THE FISCAL YEAR, WHICH FOR IHI IS SEPTEMBER 15TH (WITH AN APRIL 30TH FISCAL YEAR END). ALL 990 EXTENSIONS ARE FILED BY KPMG (OR OUR CURRENT OUTSIDE INDEPENDENT AUDIT FIRM) AND A COPY IS MAINTAINED BY IHI. TWO EXTENSIONS ARE ALLOWED AND THEY EACH PROVIDE FOR AN ADDITIONAL THREE MONTH EXTENSION. THUS, THE MAXIMUM EXTENSION PERIOD ALLOWED ANNUALLY IS SIX MONTHS FROM THE ORIGINAL DUE DATE. THE FILING DATES ARE AS FOLLOWS: SEPTEMBER 15TH; IF EXTENSION IS FILED BY 9/15 THEN THE NEXT FILING DATE IS DECEMBER 15TH. IF THE SECOND EXTENSION (AND LAST POSSIBLE EXTENSION) IS FILED BY 12/15, THEN THE FINAL FILING DATE IS MARCH 15TH. THE MAJORITY OF SCHEDULES ARE PREPARED BY THE SENIOR STAFF ACCOUNTANT AND REVIEWED BY THE CONTROLLER. THE CONTROLLER PREPARES THE FINANCIAL STATEMENT RECONCILIATION TO THE FORM 990 FINANCIAL SECTION OF THE FORM. THIS IS REVIEWED BY THE CFO. UPDATES TO POLICIES APPLICABLE TO THE FORM 990 ARE PERFORMED THROUGHOUT THE YEAR AND REVIEWED BY EITHER THE CFO OR INTERNAL AUDITOR (DEPENDING ON THE PERSON WHO AUTHORS THE EDIT). CERTAIN POLICY UPDATES ARE REVIEWED BY THE STRATEGY TEAM OR THE AUDIT COMMITTEE FOR THEIR APPROVAL. AFTER THE REVIEW PROCESS, ALL SUPPORTING DOCUMENTATION AND WORK PAPERS ARE SENT TO KPMG WHO PRODUCES THE DRAFT FORM 990. THE DRAFT FORM 990 IS REVIEWED AND TIED BACK TO SUPPORTING DOCUMENTATION AND WORK PAPERS (INCLUDING THE AUDITED FINANCIAL STATEMENTS AND TRIAL BALANCE) BY THE CONTROLLER. ANY ADJUSTMENTS ARE DISCUSSED AND THEN PROCESSED (AS NEEDED) WITH KPMG. THE NEXT DRAFT IS REVIEWED BY THE CONTROLLER AND CFO. ANY ADJUSTMENTS ARE DISCUSSED AND THEN PROCESSED (AS NEEDED) WITH KPMG. THE FINAL DRAFT IS ALSO REVIEWED BY THE INTERNAL AUDITOR. AFTER THE DRAFT IS READY TO BE REVIEWED, IT IS SENT TO THE AUDIT COMMITTEE BEFORE THE LATE NOVEMBER/DECEMBER MEETING. AFTER ALL QUESTIONS AND ADJUSTMENTS (IF ANY) ARE RESOLVED, THE AUDIT COMMITTEE APPROVES THE FORM 990 TO BE PRESENTED TO THE FULL BOARD OF DIRECTORS. THE CFO AND AUDIT COMMITTEE CHAIR REVIEW THE FORM 990 WITH THE ENTIRE BOARD AND REQUEST BOARD APPROVAL. THE FULL BOARD MUST VOTE TO APPROVE THE FORM 990 BEFORE IT IS FILED BY KPMG WITH THE IRS. |
| CONFLICT OF INTEREST | Form 990, PART VI, SECTION B, LINE 12 AS NOTED IN OUR STAFF GUIDEBOOK, THIS CONFLICT OF INTEREST POLICY IS DESIGNED TO HELP DIRECTORS, OFFICERS, AND SENIOR-LEVEL EMPLOYEES OF IHI IDENTIFY SITUATIONS THAT PRESENT POTENTIAL CONFLICTS OF INTEREST, AND TO PROVIDE IHI WITH A PROCEDURE FOR RESOLVING THOSE CONFLICTS. I. DEFINITIONS A. A "CONFLICT OF INTEREST" IS ANY SITUATION WHERE: I. YOUR PERSONAL INTERESTS, OR II. THE PERSONAL INTERESTS OF A CLOSE FRIEND, FAMILY MEMBER, BUSINESS ASSOCIATE, PERSON TO WHOM YOU OWE AN OBLIGATION, OR CORPORATION, PARTNERSHIP OR OTHER ORGANIZATION IN WHICH YOU HOLD A SIGNIFICANT INTEREST, COULD REASONABLY BE EXPECTED TO OR DOES INFLUENCE YOUR DECISIONS OR IMPAIR YOUR ABILITY TO: 1. ACT IN IHI'S BEST INTERESTS, OR 2. REPRESENT IHI FAIRLY, IMPARTIALLY, AND WITHOUT BIAS. B. AN "INDIRECT BENEFIT" IS: I. A BENEFIT DERIVED BY A CLOSE FRIEND, FAMILY MEMBER, BUSINESS ASSOCIATE, OR A CORPORATION, PARTNERSHIP, OR OTHER ORGANIZATION IN WHICH YOU HOLD A SIGNIFICANT INTEREST, OR II. A BENEFIT THAT ADVANCES OR PROTECTS YOUR INTERESTS ALTHOUGH IT MAY NOT BE MEASURABLE IN MONEY. C. A "CONFLICTING RELATIONSHIP" IS A CONFLICT OF INTEREST OR AN INDIRECT BENEFIT. D. "PERSONAL INTERESTS" IS ONE'S STATUS AS AN EMPLOYEE (OTHER THAN AS AN EMPLOYEE OF IHI), CONSULTANT, OFFICER, DIRECTOR, TRUSTEE, MANAGER, SIGNIFICANT INVESTOR, OR SIGNIFICANT LENDER. II. PROCEDURES A. A PERSON WHO HAS A CONFLICTING RELATIONSHIP SHALL DISCLOSE SUCH RELATIONSHIP THAT HE OR SHE MAY HAVE IN ANY MATTER AFFECTING OR INVOLVING IHI. IF A PERSON IS IN DOUBT ABOUT WHETHER THERE IS A CONFLICTING RELATIONSHIP, ADVICE MUST BE REQUESTED FROM THE CEO, THE CHAIRMAN OF THE BOARD OF DIRECTORS, OR A PERSON THE BOARD DESIGNATES. B. AFTER DISCLOSURE, A PERSON WHO HAS A CONFLICTING RELATIONSHIP SHALL NOT PARTICIPATE IN OR BE PRESENT AT THE BOARD'S OR COMMITTEE'S DISCUSSION OF THE MATTER GENERATING THE CONFLICTING RELATIONSHIP, EXCEPT, UPON REQUEST, TO DISCLOSE MATERIAL FACTS AND TO RESPOND TO QUESTIONS. NOTWITHSTANDING THE FOREGOING, THE BOARD (OR COMMITTEE), AFTER RECEIVING SUCH DISCLOSURE, MAY DETERMINE BY MAJORITY VOTE OF THE BOARD MEMBERS (OR COMMITTEE MEMBERS) WHO DO NOT HAVE A CONFLICTING RELATIONSHIP, THAT THE PERSON MAY NEVERTHELESS PARTICIPATE IN SAID MATTER. C. A PERSON WHO HAS A CONFLICTING RELATIONSHIP CONCERNING A PARTICULAR MATTER AS TO WHICH THE PERSON HAS MADE DISCLOSURE, SHALL NOT BE COUNTED IN DETERMINING THE PRESENCE OF A QUORUM FOR PURPOSES OF ANY VOTES RELATING TO THAT MATTER. D. EACH DIRECTOR, OFFICER, AND SENIOR-LEVEL EMPLOYEE OF IHI SHALL ANNUALLY, DURING THE MONTH OF MAY (OR IF SOONER, WITHIN THIRTY (30) DAYS OF HIS OR HER ELECTION, APPOINTMENT, HIRING, OR ASSUMPTION TO SUCH POSITION) FILE A CONFLICTING RELATIONSHIP INFORMATION FORM. EACH INFORMATION FORM SHALL BE FILED WITH THE CEO AND, IN THE CASE OF FORMS FILED BY ANY DIRECTOR AND OFFICER AND THE CEO, SHALL BE AVAILABLE FOR INSPECTION BY ANY DIRECTOR OR OFFICER. FORMS FILED BY EMPLOYEES (OTHER THAN THE CEO) SHALL BE AVAILABLE FOR INSPECTION ONLY BY THE CEO (OR SUCH OTHER EMPLOYEES AS THE CEO MAY DESIGNATE). EACH PERSON FILING AN INFORMATION FORM SHALL UPDATE THE FORM IMMEDIATELY UPON BECOMING AWARE OF ANY INACCURACY OR INCOMPLETENESS IN SUCH FORM. |
| WHISTLEBLOWER POLICY | Form 990, PART VI, SECTION B, LINE 13 AS NOTED IN OUR STAFF GUIDEBOOK A WHISTLEBLOWER AS DEFINED BY THIS POLICY IS AN EMPLOYEE OF IHI WHO REPORTS AN ACTIVITY THAT HE/SHE CONSIDERS TO BE ILLEGAL OR DISHONEST TO ONE OR MORE OF THE PARTIES SPECIFIED IN THIS POLICY. THE WHISTLEBLOWER IS NOT RESPONSIBLE FOR INVESTIGATING THE ACTIVITY OR FOR DETERMINING FAULT OR CORRECTIVE MEASURES; APPROPRIATE MANAGEMENT OFFICIALS ARE CHARGED WITH THESE RESPONSIBILITIES. EXAMPLES OF ILLEGAL OR DISHONEST ACTIVITIES ARE VIOLATIONS OF FEDERAL, STATE OR LOCAL LAWS; BILLING FOR SERVICES NOT PERFORMED OR FOR GOODS NOT DELIVERED; AND OTHER FRAUDULENT FINANCIAL REPORTING. IF AN EMPLOYEE HAS KNOWLEDGE OF OR A CONCERN OF ILLEGAL OR DISHONEST FRAUDULENT ACTIVITY, THE EMPLOYEE CAN CONTACT THE VICE PRESIDENT OF HUMAN RESOURCES, OR JIM ANDERSON, CHAIRMAN OF THE AUDIT COMMITTEE (CONTACT INFORMATION IS PROVIDED IN THE EMPLOYEE HANDBOOK). THE EMPLOYEE MUST EXERCISE SOUND JUDGMENT TO AVOID BASELESS ALLEGATIONS. AN EMPLOYEE WHO INTENTIONALLY FILES A FALSE REPORT OF WRONGDOING WILL BE SUBJECT TO DISCIPLINE UP TO AND INCLUDING TERMINATION. WHISTLEBLOWER PROTECTIONS ARE PROVIDED IN TWO IMPORTANT AREAS -- CONFIDENTIALITY AND AGAINST RETALIATION. INSOFAR AS POSSIBLE, THE CONFIDENTIALITY OF THE WHISTLEBLOWER WILL BE MAINTAINED. HOWEVER, IDENTITY MAY HAVE TO BE DISCLOSED TO CONDUCT A THOROUGH INVESTIGATION, TO COMPLY WITH THE LAW AND TO PROVIDE ACCUSED INDIVIDUALS THEIR LEGAL RIGHTS OF DEFENSE. IHI WILL NOT RETALIATE AGAINST A WHISTLEBLOWER. THIS INCLUDES, BUT IS NOT LIMITED TO, PROTECTION FROM RETALIATION IN THE FORM OF AN ADVERSE EMPLOYMENT ACTION SUCH AS TERMINATION, COMPENSATION DECREASES, OR POOR WORK ASSIGNMENTS AND THREATS OF PHYSICAL HARM. ANY WHISTLEBLOWER WHO BELIEVES HE/SHE IS BEING RETALIATED AGAINST MUST CONTACT THE VICE PRESIDENT OF HUMAN RESOURCES OR JIM ANDERSON IMMEDIATELY. THE RIGHT OF A WHISTLEBLOWER FOR PROTECTION AGAINST RETALIATION DOES NOT INCLUDE IMMUNITY FOR ANY PERSONAL WRONGDOING THAT IS ALLEGED AND INVESTIGATED. |
| RECORD RETENTION POLICY | Form 990, PART VI, SECTION B, LINE 14 IHI RECORD RETENTION POLICY AS NOTED IN OUR STAFF GUIDEBOOK: DISPOSING OF IHI'S RECORDS AND FILES IS NOT DISCRETIONARY. THE GOVERNMENT REQUIRES THE RETENTION OF CERTAIN RECORDS FOR SPECIFIC PERIODS OF TIME, PARTICULARLY RECORDS RELATED TO: EMPLOYEES, HEALTH AND SAFETY, THE ENVIRONMENT, TAXES, FINANCES, CONTRACTS, AND CORPORATE AREAS. RELEVANT RECORDS MUST NOT BE DESTROYED WHENEVER LITIGATION OR A GOVERNMENT INVESTIGATION OR AUDIT IS PENDING. UNTIL THE MATTER IS CLOSED, DESTROYING RECORDS TO AVOID DISCLOSURE IN A LEGAL PROCEEDING MAY CONSTITUTE A CRIMINAL OFFENSE. PLEASE REFER TO THE POLICY BELOW, AND WHEN IN DOUBT, CONTACT HUMAN RESOURCES. RECORD TYPE: ORGANIZATIONAL 1. INCORPORATION DOCUMENTS INCLUDING ARTICLES OF INCORPORATION, BYLAWS, AND RELATED DOCUMENTS ARE PERMANENTLY KEPT ON FILE. 2. TAX-EXEMPTION DOCUMENTS INCLUDING APPLICATION FOR TAX EXEMPTION (IRS FORM 1023), IRS DETERMINATION LETTER, AND ANY RELATED DOCUMENTS ARE PERMANENTLY KEPT ON FILE. FEDERAL LAW REQUIRES COPIES OF THESE DOCUMENTS TO BE HELD AT ORGANIZATION'S HEADQUARTERS OFFICE. THESE RECORDS MUST BE MADE AVAILABLE FOR PUBLIC INSPECTION UPON REQUEST. 3. MEETING/BOARD DOCUMENTS INCLUDING AGENDAS, MINUTES AND RELATED DOCUMENTS ARE PERMANENT. CARE IS TAKEN TO INCLUDE ONLY NECESSARY INFORMATION IN THESE DOCUMENTS. RECORD TYPE: FINANCIAL 1. PAYCHECKS ARE KEPT ON FILE FOR 8 YEARS. 2. PAYROLL RECORDS-INCLUDING NAME, ADDRESS, SOCIAL SECURITY NUMBER, WAGE RATE, NUMBER OF HOURS WORKED DAILY, AND WEEKLY GROSS WAGES, DEDUCTIONS, ALLOWANCES CLAIMED AND NET WAGES ARE KEPT ON FILE FOR 6 YEARS. 3. YEAR END TREASURER'S FINANCIAL REPORT/STATEMENT ARE KEPT PERMANENTLY. 4. TREASURER'S REPORTS, ARE KEPT ON FILE FOR THREE YEARS AND ARE STORED WITH FINANCIAL RECORDS. 5. BANK STATEMENTS, CANCELED CHECKS, CHECK REGISTERS, INVESTMENT STATEMENTS, GENERAL LEDGER, AND RELATED DOCUMENTS ARE KEPT ON FILE FOR SEVEN YEARS AND ARE STORED WITH FINANCIAL RECORDS. 6. ANNUAL INFORMATION RETURNS (IRS FORMS 990) ARE KEPT ON FILE FOR SEVEN YEARS AND ARE STORED WITH FINANCIAL RECORDS. FEDERAL LAW REQUIRES THAT THE THREE MOST RECENT YEARS RETURNS BE KEPT IN THE ORGANIZATION'S HEADQUARTERS OFFICE AND BE MADE AVAILABLE FOR PUBLIC INSPECTION UPON REQUEST. RECORD TYPE: HUMAN RESOURCES 1. PERSONNEL FILE RECORDS-INCLUDING APPLICATION, PRE-EMPLOYMENT TESTS, PERFORMANCE APPRAISAL, RATE CHANGES, POSITION CHANGES, TRANSFERS, PROMOTIONS, DEMOTIONS, DOCUMENTATION OF DISCIPLINARY ACTIONS AND JOB DESCRIPTIONS ARE KEPT ON FILE FOR 6 YEARS AFTER TERMINATION. 2. EMPLOYEE MEDICAL RECORDS AND ANALYSIS AS REQUIRED BY OSHA ARE KEPT ON FILE FOR THE DURATION OF EMPLOYMENT PLUS 30 YEARS. 3. MSDS (MATERIAL SAFETY DATA SHEETS) OR SOME IDENTIFICATION OF SUBSTANCE USED OR FOUND ARE KEPT ON FILE FOR THE DURATION OF EMPLOYMENT PLUS 30 YEARS. 4. RECORDS PERTAINING TO UNFAIR OR DISCRIMINATORY EMPLOYMENT PRACTICES AND AMERICANS WITH DISABILITIES ACT ARE KEPT UNTIL THE FINAL DISPOSITION OF THE CHARGE OR ACTION. 5. ACCIDENT REPORTS AND WORKERS' COMPENSATION CLAIMS ARE KEPT ON FILE FOR 11 YEARS. 6. APPLICATIONS (NON-HIRES) ARE KEPT ON FILE FOR 1 YEAR. 7. ATTENDANCE RECORDS ARE KEPT ON FILE FOR 4 YEARS. 8. COBRA RECORDS ARE KEPT ON FILE FOR 3 YEARS. 9. EMPLOYEE BENEFIT PLANS ARE KEPT ON FILE FOR 2 YEARS FOLLOWING THE TERMINATION OF THE PLAN. 10. EMPLOYMENT ADVERTISEMENTS ARE KEPT ON FILE FOR 3 YEARS. 11. ERISA RETIREMENT AND PENSION RECORDS (EMPLOYEE RETIREMENT INCOME SECURITY ACT) ARE KEPT ON FILE INDEFINITELY. 12. I-9 FORMS ARE KEPT ON FILE FOR 3 YEARS AFTER EMPLOYMENT BEGINS OR 1 YEAR BEYOND TERMINATION, WHICHEVER IS LATER. 13. LABOR CONTRACTS ARE KEPT ON FILE INDEFINITELY. 14. MEDICAL AND EXPOSURE RECORDS RELATING TO TOXIC SUBSTANCES ARE KEPT ON FILE FOR 40 YEARS. 15. OSHA LOGS (OCCUPATIONAL SAFETY AND HEALTH ACT) EMPLOYERS MUST MAINTAIN A LOG THAT RECORDS WORKER'S JOB-RELATED INJURIES OR ILLNESSES, THE DATES, AND THE NATURE OF THE INCIDENTS. LOGS ARE KEPT ON FILE FOR 5 YEARS FOLLOWING THE END OF THE YEAR WHICH THEY RELATE, PLUS THE CURRENT YEAR. 16. OSHA TRAINING DOCUMENTATION ARE KEPT ON FILE FOR 3 YEARS. |
| COMPENSATION POLICY | Form 990, PART VI, SECTION B, LINES 15A AND 15B AIMS: THE PRIMARY AIMS OF THE COMPENSATION POLICY AND COMPENSATION PRACTICES OF THE INSTITUTE FOR HEALTHCARE IMPROVEMENT ARE THESE: (A) TO PRESERVE AND ENHANCE THE VITALITY OF IHI AS A SYSTEM, (B) TO ATTRACT AND RETAIN WORLD-CLASS STAFF AND FACULTY BEST ABLE TO ADVANCE IHI'S MISSION, (C) TO FOSTER A CULTURE OF TEAMWORK, TRUST, AND TRANSPARENCY, AND (D) TO NURTURE PRIDE AND JOY IN WORK. IN PURSUIT OF OUR AIMS, IHI EMBRACES "TOTAL COMPENSATION" AS A MANAGERIAL RESOURCE. THUS, CONSISTENT WITH REGULATORY AND LEGAL REQUIREMENTS, IHI EMPLOYEES EXPERIENCE GROWTH AND EDUCATION OPPORTUNITIES, CELEBRATIONS, ENGAGEMENT IN TEAMS AND PROJECTS, FLEXIBILITY REGARDING FAMILY AND PERSONAL CIRCUMSTANCES, AND OTHER NON-FINANCIAL BENEFITS OF BEING RESPECTED AND VALUED MEMBERS OF A COMMUNITY WITH A SHARED AND INSPIRING PURPOSE. 1. REGULATORY AND LEGAL COMPLIANCE: THE COMPENSATION POLICY OF THE INSTITUTE FOR HEALTHCARE IMPROVEMENT (IHI) WILL REMAIN AT ALL TIMES CONSISTENT WITH THE REGULATORY AND LEGAL REQUIREMENTS OF COMPENSATION IN A 501(C)(3) NON-PROFIT ORGANIZATION. THE IHI BOARD AND MANAGEMENT WILL REGULARLY SEEK, OBTAIN, AND DOCUMENT INDEPENDENT OUTSIDE CONSULTATIVE REVIEW TO ASSURE SUCH CONSISTENCY. 2. BASE SALARY AND TOTAL CASH COMPENSATION TARGET LEVELS: IHI AIMS TO COMPENSATE EMPLOYEES WITH BASE SALARIES AND TOTAL CASH COMPENSATION WITHIN THE 50TH TO 75TH PERCENTILE OF SALARIES AND TOTAL CASH COMPENSATION FOR COMPARABLE JOBS IN COMPARABLE ORGANIZATIONS. IHI WILL REGULARLY SEEK AND OBTAIN INFORMATION ON COMPARABILITY FROM INDEPENDENT CONSULTANTS AND RELEVANT, ACCESSIBLE DATABASES. 3. ADJUSTMENT TO BASE SALARY AND TOTAL CASH COMPENSATION FOR CHANGES IN RESPONSIBILITY: IHI MANAGEMENT WILL REGULARLY REVIEW AND ADJUST SALARIES AND TOTAL CASH COMPENSATION FOR INDIVIDUAL EMPLOYEES TO TARGET THE 50TH TO 75TH PERCENTILE AS INDIVIDUALS' SPANS OF CONTROL AND RESPONSIBILITY CHANGE, AND WILL REPORT ANNUALLY TO THE IHI BOARD, FOR BOARD REVIEW AND APPROVAL, ON THE OVERALL PROFILE OF SALARY AND TOTAL CASH COMPENSATION LEVELS. 4. ANNUAL ADJUSTMENTS TO BASE SALARIES: AT LEAST ANNUALLY, IHI MANAGEMENT, THROUGH THE BUDGET PROCESS, WILL REVIEW COMPARATIVE LOCAL AND NATIONAL COMPENSATION DATA AND RECOMMEND INCREASES, IF ANY, TO THE BASE SALARIES OF EMPLOYEES. IT IS THE INTENT OF IHI TO MAINTAIN COMPETITIVE TOTAL COMPENSATION AT THE TARGETED LEVELS (SEE #2 ABOVE) COMPARED TO THE MARKETS WHERE THE ORGANIZATION RECRUITS TALENT. MANAGEMENT RECOMMENDATION WILL BE PRESENTED TO THE FINANCE COMMITTEE AND BE APPROVED BY THE IHI BOARD, RECOGNIZING THE OVERALL CIRCUMSTANCES OF IHI AND THE AIMS OF THE COMPENSATION POLICY AND PRACTICES. 5. FOCUS ON ORGANIZATIONAL PERFORMANCE: IHI DOES NOT USE INDIVIDUALIZED "MERIT PAY" OR INDIVIDUALIZED PERFORMANCE-BASED CHANGES IN COMPENSATION OR BONUSES. THE AWARDING OF PERIODIC CASH BONUSES WILL BE BASED ON THE DOCUMENTED ASSESSMENT BY THE COMPENSATION COMMITTEE AND THE BOARD OF THE ORGANIZATION'S OVERALL ACHIEVEMENTS IN FURTHERING ITS MISSION AND OBJECTIVES. 6. BONUSES TO NON-EXECUTIVE EMPLOYEES: BONUSES TO ALL NON-EXECUTIVE EMPLOYEES AS A GROUP, BASED ON SUCCESSFUL OVERALL PERFORMANCE, MAY BE AWARDED IN GRATITUDE AND CELEBRATION BY THE BOARD ANNUALLY OR OTHERWISE, UPON RECOMMENDATION FROM IHI MANAGEMENT. IN GENERAL, THE ABSOLUTE BONUS AMOUNT FOR ALL SALARIED, NON-EXECUTIVE EMPLOYEES WILL BE EQUAL, ADJUSTED PRO RATA FOR FULL-TIME EQUIVALENCY AND, FOR THE FIRST TWO YEARS OF EMPLOYMENT, LENGTH OF SERVICE. 7. BOARD REVIEW AND APPROVAL OF EXECUTIVE COMPENSATION: THE COMPENSATION, BENEFITS, AND BONUSES FOR THE CEO, COO, AND OTHER IHI EXECUTIVES WILL BE ESTABLISHED BY THE IHI BOARD WITH GUIDANCE FROM INDEPENDENT, OUTSIDE CONSULTANTS, AND REVIEWED NO LESS FREQUENTLY THAN EVERY THREE YEARS. 8. BENEFITS: TO THE EXTENT ALLOWED BY LAW AND REGULATION, THE IHI FAVORS HIGHLY FLEXIBLE BENEFITS FOR EMPLOYEES, ENCOURAGING INDIVIDUALS TO CUSTOMIZE THEIR BENEFIT PACKAGES TO MEET THEIR INDIVIDUAL NEEDS. OVERALL BENEFIT LEVELS WILL BE REVIEWED AND APPROVED BY THE BOARD NO LESS OFTEN THAN EVERY THREE YEARS WITH OUTSIDE CONSULTATION FOR COMPETITIVENESS AND COMPARABILITY WITH BENEFITS IN SIMILAR ORGANIZATIONS. 9. ROLE AND PROCEDURES FOR IHI BOARD COMPENSATION COMMITTEE: PROCEDURES FOR OVERSIGHT OF COMPENSATION AND BENEFITS FOR IHI EXECUTIVES ARE EXERCISED ON BEHALF OF THE IHI BOARD BY THE IHI BOARD COMPENSATION COMMITTEE, WHOSE MEMBERSHIP IS ESTABLISHED BY THE FULL BOARD. THE CONCLUSIONS AND RECOMMENDATIONS OF THE COMPENSATION COMMITTEE ARE REVIEWED AND APPROVED REGULARLY BY THE FULL IHI BOARD. THE COMPENSATION COMMITTEE ALSO REVIEWS AND GUIDES MANAGEMENT ACTIVITY WITH RESPECT TO IMPLEMENTATION OF THE COMPENSATION POLICY FOR NON-EXECUTIVE EMPLOYEES. DISCUSSIONS OF ALL COMPENSATION MATTERS WITHIN THE COMPENSATION COMMITTEE OR THE FULL BOARD ARE DOCUMENTED IN WRITING. THIS POLICY WAS APPROVED BY THE IHI BOARD OF DIRECTORS ON SEPTEMBER 20, 2007. |
| JOINT VENTURE | Form 990, PART VI, SECTION B, LINES 16A AND 16B POLICY ON BUSINESS RELATIONSHIPS - COMMERCIAL CO-VENTURES, PARTNERSHIPS, ETC. APRIL 2009 POLICY: THIS POLICY REQUIRES THE ORGANIZATION TO EVALUATE ITS PARTICIPATION IN JOINT VENTURES AND OTHER ARRANGEMENTS UNDER APPLICABLE FEDERAL TAX LAW, AND TAKE STEPS TO SAFEGUARD THE ORGANIZATION'S EXEMPT STATUS WITH RESPECT TO SUCH ARRANGEMENTS. PRIOR TO ENTERING INTO ANY POTENTIAL BUSINESS RELATIONS, IHI REQUIRES THAT ALL RELATIONSHIPS GO THOROUGH A VETTING PROCESS THAT INCLUDES A THOROUGH REVIEW BY OUR NEW BUSINESS TEAM WHICH INCLUDES REPRESENTATIVES THROUGHOUT THE ORGANIZATION INCLUDING BUSINESS DEVELOPMENT, MARKETING, FINANCE, RESOURCES AND THE EXECUTIVE TEAM. DURING THE VETTING PROCESS, RELATIONSHIPS THAT MAY CONSTITUTE CO-VENTURES, PARTNERSHIPS, ETC. NEED TO BE REVIEWED WITH OUR ATTORNEYS (GOULSTON AND STORRS) AND OUR AUDIT AND TAX FIRM (KPMG). OUR SENIOR VICE PRESIDENT MANAGES THE RELATIONSHIP WITH OUR LEGAL TEAM, AND OUR CHIEF FINANCIAL OFFICER MANAGES OUR RELATIONSHIP WITH OUR AUDIT FIRM. BEFORE PROCEEDING WITH ENTERING INTO ANY NEW AGREEMENTS THAT WOULD CONSTITUTE A CO-VENTURE, OR PARTNERSHIP, OR ARRANGEMENT THAT COULD AFFECT OUR EXEMPT STATUS, BOTH LEGAL AND AUDIT/TAX CONCLUSIONS ARE PRESENTED TO THE NEW BUSINESS TEAM FOR REVIEW AND APPROVAL. WHEN APPROPRIATE THE CHIEF OPERATING OFFICER AND EXECUTIVE VICE PRESIDENT MAY REQUEST THAT THE RELATIONSHIP/AGREEMENT BE PRESENTED TO AND APPROVED BY THE EXECUTIVE COMMITTEE OF THE BOARD AND OR THE ENTIRE BOARD BEFORE PROCEEDING. DEFINITIONS: COMMERCIAL CO-VENTURE - AN ARRANGEMENT BETWEEN A CHARITABLE OR NONPROFIT ORGANIZATION AND A FIRM OTHERWISE ENGAGED IN BUSINESS, WHERE A PRODUCT, SERVICE OR EVENT IS PROMOTED BY THE COMMERCIAL BUSINESS ON THE REPRESENTATION THAT SOME PART OF THE PROCEEDS WILL BENEFIT THE CHARITABLE ORGANIZATION. THE LAWS INVOLVING COMMERCIAL CO-VENTURES ARE COMPLEX AND STILL EMERGING AT BOTH THE FEDERAL AND STATE LEVELS. A FEW STATES REQUIRE REGISTRATION. IN OTHERS, THE CONTRACT BETWEEN THE ORGANIZATION AND THE COMMERCIAL CO-VENTURER IS REQUIRED TO CONTAIN A NUMBER OF PROVISIONS AND, IN SOME STATES, THE CONTRACT HAS TO BE FILED. PARTNERSHIP - A CONTRACTUAL ARRANGEMENT MAY CREATE A PARTNERSHIP FOR FEDERAL INCOME TAX PURPOSES IF THE PARTIES CARRY ON A TRADE, BUSINESS OR OTHER VENTURE AND DIVIDE THE PROFITS ARISING FROM SUCH ACTIVITIES. CHARITABLE STATUS AND JOINT VENTURE STRUCTURE BELOW ARE SOME OF THE OPERATIONAL AND ORGANIZATIONAL REQUIREMENTS IMPOSED ON JOINT VENTURES BETWEEN TAX-EXEMPT ORGANIZATIONS AND FOR-PROFIT ORGANIZATIONS AND OTHER LEGAL CONCERNS IN ORDER TO PROTECT IHI'S TAX-EXEMPT STATUS. THESE REPRESENT ONLY A PORTION OF THE LEGAL AND TAX REQUIREMENTS AND ALL INDIVIDUAL AGREEMENTS NEED TO BE REVIEW BY COUNSEL AS WELL AS AUDIT AND TAX STAFF (AS REFERENCED ABOVE). THESE REQUIREMENTS AND CONCERNS INCLUDE THE FOLLOWING: 1. IHI NEEDS EITHER TO CONTROL ANY GOVERNING BOARD RELATED TO THE RELATIONSHIP OR, AT THE MINIMUM, TO CONTROL ANY ACTION TAKEN OR DECISION MADE BY THE BOARD IN CONNECTION WITH IHI'S CHARITABLE MISSION TO ENSURE THAT THE ACTION OR DECISION FURTHERS IHI'S EXEMPT PURPOSE UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE"). FOR EXAMPLE, IHI SHOULD HAVE APPROVAL OVER CONTENT OF ANY EVENT OR CONFERENCE TO ENABLE IT TO ENSURE THAT IT IS CONSISTENT WITH IHI'S EXEMPT PURPOSES. 2. IHI SHOULD BE ABLE TO TERMINATE THE AGREEMENT IF IT MAKES A DETERMINATION IN GOOD FAITH THAT THE OPERATION OF THE FORUM IS INCONSISTENT WITH THE FURTHERANCE OF ITS EXEMPT PURPOSE UNDER SECTION 501(C)(3) OF THE CODE. 3. THE SHARING OF REVENUES, LOSSES AND TAX ITEMS SHOULD BE IN PROPORTION WITH OWNERSHIP INTERESTS. ADDITIONALLY, THE AGREEMENT SHOULD SPECIFY WHETHER TAX ITEMS TO BE SHARED EQUALLY ARE DETERMINED UNDER U.S. OR THE COUNTRY OF ORIGIN (OF THE OTHER ENTITY) TAX PRINCIPLES. 4. THE PARTIES SHOULD ASSIGN SOME VALUE TO THEIR CONTRIBUTIONS TO THE AGREEMENT IN ORDER TO SUPPORT THEIR RESPECTIVE OWNERSHIP INTERESTS. 5. THE AGREEMENT SHOULD SPECIFY HOW OFTEN DISTRIBUTIONS SHOULD BE MADE TO THE PARTIES AND WHETHER THERE WILL BE ANY DISTRIBUTIONS FOR THE PURPOSE OF PAYING TAX ON THE INCOME FROM THE AGREEMENT, IF ANY. 6. ANY COMPENSATION ARRANGEMENT, LEASES, SERVICE PROVIDER AGREEMENT OR ANY OTHER TYPE OF OBLIGATION OF THE AGREEMENT MUST BE REASONABLE AND REFLECT THE FAIR MARKET VALUE OF WHAT IS BEING PROVIDED. 7. ALL INCOME ARISING FROM ACTIVITIES NOT SUBSTANTIALLY RELATED TO IHI'S CHARITABLE MISSION (E.G. ADVERTISING INCOME) WILL BE UBTI TO IHI. IHI'S ORGANIZING DOCUMENTS AND APPLICATION FOR EXEMPTION (FORM 1023) SHOULD BE REVIEWED TO DETERMINE WHETHER INCOME FROM AN OWNERSHIP INTEREST IN THE FORUM (OTHER THAN ADVERTISING INCOME) IS UBTI. AS A JOINT VENTURE/PARTNERSHIP, IHI MAY RECEIVE INCOME FROM SOURCES OUTSIDE THE U.S., I.E., REVENUE FROM CONFERENCE FEES OR ADMISSIONS. THIS MEANS THAT EVEN THOUGH IHI WOULD BE EXEMPT FROM U.S. TAX ON THE INCOME, IF ANY, IT RECEIVES FROM THE AGREEMENT, IT MAY BE SUBJECT TO TAXES OUTSIDE THE U.S. FOR EXAMPLE: UNDER UK TAX LAW, A NON-UK RESIDENT MAY BE TAXED ON THE PROFITS OF ANY TRADE CARRIED ON WITHIN THE UK. THIS MEANS THAT EVEN THOUGH IHI WOULD BE EXEMPT FROM U.S. TAX ON THE INCOME, IF ANY, IT RECEIVES FROM THE FORUM, IT MAY BE SUBJECT TO UK TAX. |
| PUBLIC DISCLOSURE | Form 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, FINANCIAL STATEMENTS, AND FORM 990 ARE AVAILABLE UPON REQUEST. THE FORM 990 IS ALSO POSTED ON WWW.GUIDESTAR.ORG AND THE WEBSITE OF THE MASSACHUSETTS ATTORNEY GENERAL. |
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