| Return Reference | Explanation |
|---|---|
| FORM 990, PART VI, SECTION A, LINE 1A | THE EXECUTIVE COMMITTEE CONSISTS OF THE BOARD CHAIR, VICE CHAIR, TREASURER AND SECRETARY AND IS AUTHORIZED TO MAKE OPERATING DECISIONS ON BEHALF OF THE GOVERNING BODY BETWEEN BOARD MEETINGS PROVIDED THAT THE EXECUTIVE COMMITTEE MAY NOT AMEND THE ARTICLES OF INCORPORATION OR BYLAWS; APPROVE A PLAN OF MERGER, CONSOLIDATION; OR SELL, TRANSFER OR LEASE SUBSTANTIALLY ALL OF THE ORGANIZATION'S ASSETS; NOR APPROVE A PLAN OF DISSOLUTION. |
| FORM 990, PART VI, SECTION A, LINE 4 | THE ORGANIZATION'S BYLAWS WERE AMENDED IN JUNE 2025 TO: (A) IMPLEMENT TERM LIMITS FOR BOARD MEMBERS. EACH TERM IS THREE YEARS AND AN INDIVIDUAL MAY SERVE FOR A MAXIMUM OF THREE CONSECUTIVE TERMS. AFTER SERVING FOR THREE TERMS, AN INDIVIDUAL MUST LEAVE THE BOARD FOR AT LEAST ONE YEAR BEFORE THEY MAY REJOIN THE BOARD. (B) CHANGE BOARD OFFICERS' TERMS FROM ONE YEAR TO THREE YEARS AND ALLOW FOR A MAXIMUM OF TWO TERMS IN THE SAME OFFICER POSITION. (C) CLARIFY THAT COMMITTEES DO NOT HAVE AUTHORITY OF THE BOARD UNLESS THE BOARD SPECIFICALLY DELEGATES AUTHORITY TO THE COMMITTEE BY MAJORITY VOTE. |
| FORM 990, PART VI, SECTION A, LINE 6 | THE ORGANIZATION HAS ONE MEMBER: PLANNED PARENTHOOD NORTH CENTRAL STATES ("PPNCS"). |
| FORM 990, PART VI, SECTION A, LINE 7B | AS SOLE MEMBER, PPNCS HAS THE RIGHT TO APPROVE CHANGES TO THE ORGANIZATION'S GOVERNING DOCUMENTS AND TO REMOVE MEMBERS OF THE BOARD OF DIRECTORS. |
| FORM 990, PART VI, SECTION B, LINE 11B | THE BOARD OF DIRECTOR'S EXECUTIVE COMMITTEE CONDUCTED A DETAILED REVIEW OF THE FORM 990 AND PRESENTED THE FORM 990 TO THE FULL BOARD FOR ITS REVIEW AND APPROVAL PRIOR TO FILING THE RETURN. |
| FORM 990, PART VI, SECTION B, LINE 12C | THE ORGANIZATION'S CONFLICT OF INTEREST POLICY REQUIRES THAT THE DIRECTORS AND OFFICERS COMPLETE A CONFLICT OF INTEREST DISCLOSURE STATEMENT ANNUALLY AND SUBMIT IT TO THE EXECUTIVE DIRECTOR. BEFORE ANY DISCUSSION OF, OR VOTES REGARDING, A TRANSACTION WITH A POTENTIAL CONFLICT OF INTEREST, INDIVIDUALS ARE REQUIRED TO DISCLOSE ANY CONFLICTS TO THE BOARD CHAIR, WHO THEN BRINGS THE MATTER TO THE BOARD OF DIRECTORS. THE BOARD OF DIRECTORS DETERMINES WHETHER A CONFLICT OF INTEREST EXISTS. IF A CONFLICT EXISTS, THE INDIVIDUAL IS REQUIRED TO DISCLOSE ALL RELEVANT FACTS, AFTER WHICH THEY LEAVE THE ROOM FOR DISCUSSION OF AND VOTING ON THE TRANSACTION. THE POTENTIAL TRANSACTION IS ALLOWED ONLY IF A COMPETITIVE BID OR COMPARABLE VALUATION EXISTS AND THE REMAINING BOARD OR COMMITTEE MEMBERS DETERMINE THAT THE TRANSACTION IS IN THE BEST INTEREST OF THE ORGANIZATION. THE MINUTES OF THE MEETING REFLECT THE CONFLICT OF INTEREST AND INCLUDE RELEVANT DETAILS. ANY INDIVIDUAL WHO VIOLATES THE CONFLICT OF INTEREST POLICY WILL FACE APPROPRIATE DISCIPLINARY ACTION. |
| FORM 990, PART VI, SECTION B, LINE 15A | PLANNED PARENTHOOD MINNESOTA, NORTH DAKOTA, SOUTH DAKOTA ACTION FUND DOES NOT COMPENSATE ANY INDIVIDUALS. THE ORGANIZATION RELIED ON PLANNED PARENTHOOD NORTH CENTRAL STATES IN SETTING THE COMPENSATION OF THOSE INDIVIDUAS LISTED IN FORM 990, PART VII, SECTION A. PLANNED PARENTHOOD NORTH CENTRAL STATES USED THE FOLLOWING METHODS TO ESTABLISH THE PRESIDENT'S COMPENSATION: PPNCS UTILIZES AN OUTSIDE COMPENSATION CONSULTANT TO CONDUCT A MARKET ANALYSIS OF PRESIDENT AND EXECUTIVE COMPENSATION, REPORTING ON BOTH BASE PAY MARKET MEDIAN AND VARIABLE PAY MARKET MEDIAN. FOR NON-EXECUTIVE COMPENSATION, PPNCS UTILIZED AN EXTERNAL CONSULTANT IN 2021 AND CONTINUES TO CONDUCT MARKET ANALYSES WITH PAYSCALE, WHICH ALLOWS THE JOB DESCRIPTION TO BE APPLIED TO TAILORED MARKET PARAMETERS. THE MARKET ANALYSIS IS FOCUSED ON ORGANIZATIONS THAT MATCH PPNCS IN SIZE, SCOPE, AND REGION. MULTIPLE TYPES OF ORGANIZATIONS ARE USED, PREDOMINANTLY FOCUSED ON HEALTHCARE ORGANIZATIONS, BUT OTHER INDUSTRIES WITH SIMILAR SIZE AND SCOPE ARE ALSO USED IN THE ANALYSIS TO REPRESENT THE COMPLEXITY OF THE PPNCS BUSINESS MODEL. THE FORMAL ANALYSIS IS COMPLETED ROUTINELY AND NOT LESS FREQUENTLY THAN EVERY THREE YEARS THE INCUMBENT IS IN THE POSITION. IN THE OFF-CYCLE YEARS, TRENDING DATA IS USED TO DETERMINE MOVEMENT IN PRESIDENT AND EXECUTIVE PAY AND IS USED IN CONSIDERATION WHEN MAKING ADJUSTMENT RECOMMENDATIONS OR WHEN MAKING A DETERMINATION THAT AN OFF-CYCLE MARKET ANALYSIS IS ADVISABLE. THE MARKET DATA IS REVIEWED BY THE PERSONNEL AND COMPENSATION COMMITTEE COMPRISED OF INDEPENDENT PERSONS WHO MAKE A FORMAL RECOMMENDATION TO THE BOARD OF DIRECTORS AS IT RELATES TO ESTABLISHING THE PRESIDENT'S COMPENSATION. THE PRESIDENT MAKES THE FINAL DETERMINATION OF SALARY INCREASES FOR OTHER EXECUTIVE COMPENSATION, EXCLUDING HER OWN, BASED ON INDIVIDUAL PERFORMANCE AND POSITION RELATIVE TO THE MARKET MEDIAN. THIS PROCESS WAS LAST UNDERTAKEN IN 2022 FOR THE CEO, COO, CFO, CDO, CMO, SVP OF CLINICAL OPERATIONS, SENIOR DIRECTOR OF E&O, EXECUTIVE VP OF EXTERNAL AFFAIRS, AND DIRECTOR OF BOARD AFFAIRS. |
| FORM 990, PART VI, SECTION C, LINE 19 | EXCEPT AS REQUIRED BY LAW, THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, OR FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC. |
| FORM 990, PART IX, LINE 11G | OTHER PURCHASED SERVICES: PROGRAM SERVICE EXPENSES 324,632. MANAGEMENT AND GENERAL EXPENSES 96,039. FUNDRAISING EXPENSES 52,586. TOTAL EXPENSES 473,257. |
| FORM 990, PART XII, LINE 2C: | THE AUTHORITY AND PROCESS FOR SELECTING THE FINANCIAL STATEMENT AUDITOR AND FOR OVERSEEING THE FINANCIAL STATEMENT AUDIT DID NOT CHANGE DURING THE FISCAL YEAR. |
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