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 V, Line 13a | OR |
| Form 990, Part VI, Section A, line 6 | oregon's health co-op has one class of members. Each individual over the age of 18 years who is covered under a health insurance policy issued by the corporation is qualified to be a member of the corporation. Since no policies have been issued, the bylaws name the Formational Board as interim qualified members. |
| Form 990, Part VI, Section A, line 7a | The Formational Board can elect additional Formational Board members. Members will elect an Operational Board. There are limitations on voting rights of members in the bylaws. No member shall have the right to be entitled to vote: a) on a sale, lease, exchange, or other disposition of assets; b) on a merger; c) on dissolution or reorganization; or d) on amendments to the corporation's Articles of Incorporation or Bylaws. |
| Form 990, Part VI, Section B, line 11 | Oregon's health Co-Op's CFO and Receiver review the final Form 990 prior to filing. |
| Form 990, Part VI, Section B, line 12c | The Conflict of Interest policy of Oregon's Health Co-op is distributed annually and applies to the following covered persons: Any Director, CEO, CMO, CFO, Controller, Other Key Employee or any other individual in a position to exercise significant influence over a decision having economic implications for Oregon's Health Co-op. The Conflict of Interest policy is reviewed and discussed at an annual Board meeting and each person signs an agreement to follow the policy. Oregon's Health Co-op annually circulates questionnaires to covered persons to determine independence and discover family and business relationships, and the Chairperson of the Board of Directors diligently reviews these forms and compiles and maintains a list of potentially conflicted entities and individuals. The Chairperson of the Board continually monitors proposed or ongoing transactions against this list as a means of identifying and screening for possible conflicts. The Chairperson of the Board deals with potential or actual conflicts, before, during and/or after the transaction has occurred, depending on the circumstances of the conflict. All signed Conflict of Interest policies and Questionnaires are retained at Oregon's Health Co-op's office. In the event of a potential conflict of interest, a covered person must disclose the existence of his or her financial interest and must be given the opportunity to disclose all material facts to the Board of Directors, members of committees with board delegated powers, and to executive officers who are considering the proposed transaction or arrangement. Following the disclosure of the financial interest and all material facts, and after any discussion with the interested person, he/she leaves the meeting while the Board or Committee independently discusses and votes on the matter before it. In the event that a conflict of interest is identified, the Chairperson of the Board or Committee shall appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. After exercising due diligence, the Board or Committee will determine whether Oregon's Health Co-op can obtain a more advantageous transaction or arrangement with reasonable efforts from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonably attainable, the Board or Committee will determine by majority vote of the disinterested Directors or Committee members whether the transaction or arrangement is in Oregon's Health Co-op's best interest. Persons with a conflict are prohibited from participating in the governing body's deliberations and decisions about the transaction. |
| Form 990, Part VI, Section B, line 15a | THE ANNUAL COMPENSATION FOR Oregon's Health Co-op's CEO WAS DETERMINED BASED ON A MARKET STUDY OF COMPARABLE DATA AND APPROVED AND DOCUMENTED BY THE INDEPENDENT BOARD OF DIRECTORS. |
| Form 990, Part VI, Section C, line 19 | While no requirement to make its governance documents, conflict of interest policy and financial statements available to the public exists, Oregon's Health Co-op will consider all requests for these documents on a case by case basis. |
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