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 6 | More than 55,000 individual members, of which three-fourths work in healthcare provider, governmental and not-for-profit organizations. HiMSS also includes over 600 corporate members and approximately 400 not-for-profit organizations that share our mission of transforming healthcare through the effective use of information technology and management systems. Members elect Board of Directors and vote on any Bylaw changes, but do not receive any share of the organization's profit. |
| Form 990, Part VI, Section A, line 7a | Regular members, life members, members emeritus and organizational members have the right to vote to appoint a member of the organization's governing body. Eligible members receive a ballot from the President/CEO listing all candidates in random order. After the balloting period is closed, tabulation of the votes is conducted by independent persons who are neither members nor employees of the organization. |
| Form 990, Part VI, Section A, line 7b | Members vote on any Bylaw changes proposed by the board of directors. |
| Form 990, Part VI, Section B, line 11 | A copy of Form 990 is provided electronically to each voting member of the organization's governing body before it is filed. Voting members of the governing body then communicate with the Chair of Finance Committee regarding the Form 990. The Finance Committee of the organization reviews Form 990 during a meeting of its members prior to the filing of the Form 990 with the IRS. |
| Form 990, Part VI, Section B, line 12c | Board members and key employees are annually required to complete a conflict of interest disclosure statement. The President/CEO reviews each statement of disclosure for any set of facts or circumstances that may reflect an actual, potential or apparent conflict of interest. The President/CEO may request the assistance of legal counsel to identify potential conflicts. If the President/CEO identifies an actual, potential or apparent conflict of interest with respect to an officer, director, nominee for director, nominee for an elected position and/or nominee for appointment to the board, he/she must pursue resolution of such conflict of interest or challenge in accordance with Article 10, Section 10.3 of the HiMSS Bylaws. For the organization's employees the President/CEO may take one of the following actions to resolve such conflict or challenge: (1) waive the conflict of interest as unlikely to affect disclosing party's ability to act in the best interests of the organization, (2) determine the disclosing party should be recused from all deliberation and decision-making related to the particular transaction or relationship that gives rise to the conflict of interest [this course of action should particularly apply when the transaction or relationship is one which presents a conflict only with respect to one or two discrete programs or activities], (3) recommend the disclosing party resign from his or her employment [this course of action should apply when the conflict is so pervasive the disclosing party would seldom, if ever, be able to act solely in the best interest of the organization]. |
| Form 990, Part VI, Section B, line 15 | The compensation committee, which consists of certain members of the organization's governing body as appointed by that governing body, meet to review and approve compensation levels for the President/CEO and other top management executives. The compensation committee employs the services of an independent consulting firm to assist in determining compensation levels for the executive management team. The independent consulting firm utilizes data from comparable organizations in its review. All compensation decisions are documented. |
| Form 990, Part VI, Section C, line 19 | The organization's Articles of Incorporation and Bylaws are available upon request for the same period of disclosure as set forth in IRC Section 6104(d). |
| Form 990, Part VI, Section B, Lines 16a & 16b | HiMSS and MedTech Publishing Company each work to produce and stage events for the HiMSS virtual conference. HiMSS and MedTech each agree to work jointly to produce these events and share in the profits or losses on terms specified in a joint agreement for the period beginning on August 15, 2009 and ending June 30, 2014. On December 31, 2010 HiMSS purchased additional ownership shares from other shareholders of MedTech LLC. HiMSS's membership interest percentage in MedTech was 81.05% at year end June 30, 2011. Due to the issuance of additional membership interest to one of the minority shareholders in August 2011 and a revised member operating agreement in August 2012, HiMSS' interest share was revised to 90.26% as of year end June 30, 2013. As of August 17, 2013, HiMSS interest share was 100% and MedTech LLC became a disregarded entity of HiMSS. MedTech's bylaws were amended to include safeguards to preserve HiMSS' tax-exempt status. HiMSS' Joint Ventures with Taxable Entities Policy, effective March 2009, was created to preserve the tax-exempt status of the society as a 501(c)(6) organization. Joint ventures between HiMSS and taxable entities are only permitted when: (1) HiMSS negotiates its transactions and arrangements with other members of the venture to ensure the terms and safeguards are adequate to protect HiMSS's exempt status, (2) steps are taken to safequard HiMSS' tax-exempt status with respect to such a venture or arrangement. Some examples of safeguards include (1) control over the venture or arrangement sufficient to ensure it furthers the tax-exempt purpose of HiMSS, (2) requirement that the venture or arrangement gives priority to tax-exempt purposes over maximizing profits for the other participants, (3) the venture or arrangement does not engage in activities that would jeopardize HiMSS' exemption, and (4) all contracts entered into with HiMSS be on terms that are arm's length, or more favorable, to HiMSS, and the contract documents the required safeguards. |
| Form 990, Part IX, line 11g | Professional Fees 4,188,760. Consulting 5,002,480. Speakers 492,572. Marketing Review 29,479. DB Development Cost 26,919. |
| Form 990, Part XI, line 9: | Investment in HiMSS Media LLC 8,258,047. Investment in So2Say -933,728. Investment in HiMSS UK 758,355. Exchange Gain (Loss) -5,256. Book/Tax Difference in HiMSS Media LLC Income 508,074. Investment in Capsite -826,070. Loss on Impairment -939,399. Other Net Asset Transfer 204,168. |
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