Please note that the law in this area may change from time to time, and you should review any specific matter with an attorney.
Provided a volunteer director acts within the scope of his/her duties as a director, does not commit gross negligence or act in wanton or reckless ways, and does not engage in self-dealing; and provided the nonprofit public benefit corporation maintains (or seeks to obtain) liability insurance in the required amount, a volunteer director is significantly protected from personal liability for his/her actions under federal and California law.
Directors of all corporations, whether for-profit or nonprofit, are protected in whole or in part by state statute from personal liability for actions taken on behalf of the corporation. Because many nonprofit organizations cannot afford to pay individuals to be directors or officers, they instead rely on volunteers to take on these responsibilities. Recently, individuals have grown concerned that their volunteer service as a director or officer could result in personal liability. To promote volunteerism, the government has responded by enacting legislation that further shields volunteer directors and officers of nonprofit corporations from personal liability for their actions on behalf of the corporation–except in extreme cases.
A Board Committee has the power to act, with the authority of the Board and under the direction of the Board. Only elected Board members and ex officio Board members may serve on a Board Committee. Board Committees are appointed by the Board of Trustees.
Board Affairs Committee
The Board Affairs Committee advises the Board regarding its governance obligations, conducts periodic assessments of individual and overall Board performance, and develops and recommends policies for recruiting a diverse, skilled and knowledgeable board.
Executive Committee
The Executive Committee has the authority to transact all regular business of the Foundation between meetings of the full Board.
Non-Board Committees may be made up of Board members and non-Board members. Non-Board Committees do not have the full authority of the Board. They advise the Board and implement its direction. The Board or the Executive Committee may create a non- Board Committee.
Audit and Compliance Committee
Careful stewardship of philanthropic gifts is central to the Foundation’s success. The Audit and Compliance Committee helps assure careful stewardship by confirming compliance with all applicable accounting and legal standards and financial best practices. The committee’s responsibilities include recommending to the Board the appointment or discharge of independent auditors and approving the terms of their engagement (including fees, scope and timing of the audit and any non-audit services rendered or proposed to be rendered by the independent auditors); reviewing with independent auditors and management the Foundation’s policies and procedures with respect to internal auditing, accounting and financial control and compliance; conferring with the auditor to satisfy committee members that the financial affairs of the Foundation are in order; and conducting such other activities as may be specified in the committee’s charter as approved by the Board.
Brain Trust Fundraising Committee
The Brain Trust Committee was established in 2016 with the support of Saint John’s Health Center Foundation. The Brain Trust Committee is a neuroscience and neurotherapeutics advisory committee comprised of physicians, scientists, trustees, grateful patients and community leaders who use their connections, resources and networking capabilities to help advance brain cancer research at the Saint John’s Cancer Institute. The Brain Trust Committee is inspired by Dr. Santosh Kesari’s focus on accelerating the development of novel therapies for brain cancer patients through genomics, drug innovations and efficient clinical trials.
Cancer Fundraising Advisory Committee
Saint John’s Cancer Institute is a robust cancer treatment and research center with world-class treatment options for all types of cancer, a dynamic clinical trials program, one of the largest biospecimen repositories in the world, a renowned surgical oncology
fellowship program and a well-established state-of-the-art cancer infrastructure. Working together with hospital administration, the Cancer Fundraising Advisory Committee helps to develop philanthropic support for all aspects of our cancer services and research.
Cancer Supportive Care Committee
The Cancer Supportive Care Committee functions as a consultative group that enables the continued growth and development of cancer survivorship programs at Providence Saint John’s Health Center, among allied physician groups and within the local community. Drawing upon the talents, connections and resources of its members, the committee will build strategies, program plans and fundraising models to help advance support programs for all cancer patients. The committee seeks to bring physicians, trustees and community members with an interest in supporting cancer survivorship programs together to forward this work.
Cardiac Fundraising Committee
The Cardiac Committee is the Cardiovascular Center of Excellence advisory group for Saint John’s Health Center Foundation. Committee members envision future opportunities of growth for cardiovascular medicine at Providence Saint John’s Health Center and the strategies for achieving those goals. Committee members work with John M. Robertson, MD, and Peter C. Pelikan, MD, to build strategies, business plans and fundraising efforts that assist the Health Center in reaching its full potential as a nexus for outstanding cardiovascular research, diagnosis, and treatment.
Chautauqua Planning Committee
The Chautauqua Planning Committee provides planning and oversight of the annual Chautauqua retreat. The retreat presents overviews by distinguished medical researchers and physicians of new knowledge and innovative treatment initiatives to trustees, health center leadership and invited friends while cultivating new relationships for the Health Center.
Community Impact Fund Advisory Committee
The Community Impact Fund Advisory Committee (previously the Affiliation Endowment Fund Advisory Committee) supports Providence Saint John’s Health Center, the Saint John’s Cancer Institute and local healthcare facilities and clinics through grants for direct healthcare services, wellness programs, health education and research. The fund was created as a result of the 2014 change of Health Center sponsorship and is committed to improving the health of residents in our area.
Compensation Committee
The Compensation Committee oversees the Foundation’s management compensation policies and practices. Its duties include making recommendations to the Foundation’s Executive Committee with respect to the compensation of the Foundation’s Chief Executive Officer; reviewing and approving the compensation of the Foundation’s other managers and employees who have substantial influence over the affairs of the Foundation; reviewing and approving management incentive compensation policies and programs; and reviewing and approving bonus compensation programs for employees and exercising discretion in the administration of such programs.
Finance Committee
The Finance Committee oversees the Foundation’s financial wellbeing by reviewing and recommending all budgets and long-term financial plans to the Board of Directors, reviewing financial performance reports and recommending any modification of the operating budget. The committee calls upon professional assistance as needed.
Foundation Campaign Committees
When appropriate/ formed and implemented by Trustees.
Investment Committee
The Foundation holds substantial assets whose investment income helps create and sustain new equipment, programs and facilities for the Health Center. The Investment Committee monitors overall financial performance of the Foundation’s invested assets to assure prudent and productive investment. The committee is responsible for selecting financial advisors to manage the Foundation’s investment and endowment portfolio, tracking the performance of all investment accounts, and maintaining and reviewing adherence to the Foundation’s investment policy guidelines.
Legacy Society Committee
Planned (legacy) gifts are an essential element in the Health Center’s strategy for sustaining long-term excellence and growth. There are numerous ways in which planned gifts can be structured to benefit both the donor and the Health Center. Legacy Society members serve as volunteer spokespeople to promote legacy giving. Committee members review marketing strategies and cultivate philanthropic gifts (current, future, and blended). The committee assures that planned gift acceptance guidelines are consistent with the Foundation’s mission statement.
Nursing Fundraising Committee
Exceptional nursing care has always been a cornerstone of the Providence Saint John’s Health Center patient experience. The Nursing Committee is an advisory group that works to develop philanthropic support for ongoing educational, advanced training, and other professional opportunities available to Saint John’s Health Center nurses. This includes the Magnet Journey, nurse recruitment and retention, nurse educators, clinical nurse specialists, skills lab and the nursing endowment.
Associates for Breast and Prostate Cancer Studies
Established in 1990, this group of dedicated philanthropists now directs all of its resources to eradicating breast and prostate cancer. Numbering more than 200, the ABCs host the Talk of the Town Gala every fall and a Mother’s Day luncheon in the spring, the proceeds of which support the Saint John’s Cancer Institute.
Irene Dunne Guild
The Guild is a support group of more than 120 dynamic and caring women and encompasses one of Saint John’s most vital philanthropic and service groups. Founded in 1987, the Guild has raised more than $17 million for Saint John’s vital programs, equipment and special projects.
The Guild has provided 34 years of service and remains deeply committed to strengthening Saint John’s for our community. Like its founder, Irene Dunne, Guild members put their hearts forward, finding innovative ways to raise funds, comfort patients, educate their community and nurture the Health Center’s mission of compassionate care. Its members raise funds through our Patron Drive, volunteer for programs and host events to support the Saint John’s commitment to providing leading edge medicine with unwavering compassion and personalized care. The President of the Irene Dunne Guild serves ex-officio on the Board of Trustees.
Board Affairs Committee
Chair: Victoria Rogers
Executive Committee
Chair: Gretchen Willison
Audit and Compliance Committee
Chair: Rae Archibald
Brain Trust Committee
Chair: Santosh Kesari, MD, PhD, FANA, FAAN
Cancer Fundraising Advisory Committee
Co-Chairs: TBD
Cancer Supportive Care Committee
Co-Chairs: Melanie Goldfarb, MD, and Shanthi Gowrinathan, MD
Cardiac Fundraising Committee
Co-Chairs: John M. Robertson, MD, and Peter C. Pelikan, MD
Chautauqua Planning Committee
Chair: Jennifer Linehan, MD and Cary Singleton
Community Impact Fund Advisory Committee
Chair: Michael Wayne
Compensation Committee
Chair: Craig Benell
Finance Committee
Chair: Craig Benell
Investment Committee
Co-Chairs: James P. Birdwell Jr., and Shelby Notkin
Legacy Society Committee
Chair: Allan Goldman
Nursing Fundraising Committee
Co-Chairs: Gil Kuhn, MD, John Robertson, MD, and Shannon M. Wickstrom
Irene Dunne Guild
President: Kathy Yawitz