2011-10-27T11:14:34-05:00 2010-12-31 RSM MCGLADREY INC 201 N HARRISON STREET DAVENPORT IA 52801 990 2010-01-01 841327507 ALLOSOURCE ALLO 7208730213 6278 S TROY CIRCLE CENTENNIAL CO 80111 OLIVIA M THOMPSON 7208730213 2011-10-18 1 JOHN J ROMANO 5638884000 2010 2016-03-07 17:11:31Z THOMAS A CYCYOTA 6278 S TROY CIRCLE CENTENNIAL CO 80111 101689024 0 X WWW.ALLOSOURCE.ORG X 1994 IL ALLOSOURCE RESPONSIBLY PROCESSES AND DISTRIBUTES HUMAN DONATED TISSUE THAT ENHANCES AND SAVES LIVES. 7 6 400 1 0 0 0 0 104348454 99115075 99606 102643 2060333 2407666 106508393 101625384 298446 440562 0 0 24498229 27374732 0 0 0 75315630 59019469 100112305 86834763 6396088 14790621 68304022 77992910 30992400 30368398 37311622 47624512 HONORING THE GIFT OF DONATION, ALLOSOURCE RESPONSIBLY DEVELOPS, PROCESSES AND DISTRIBUTES LIFE-SAVING AND LIFE-ENHANCING HUMAN TISSUE FOR OUR COMMUNITIES. 0 0 71802843 101522741 ALLOSOURCE MAXIMIZES THE MEDICAL USES OF EACH AND EVERY GIFT OF DONATED HUMAN TISSUE, ACHIEVING OUR MISSION TO HONOR THE WISHES OF TISSUE DONORS AND THEIR FAMILIES. IN 2010, ALLOSOURCE FULFILLED THIS RESPONSIBILITY BY PROCESSING APPROXIMATELY 3,000 MUSCULOSKELETAL AND BONE DONORS AND APPROXIMATELY 2,500 DERMAL/SPLIT THICKNESS SKIN DONORS. MUSCULOSKELETAL DONORS PROVIDE LIFE-ENHANCING TISSUE TO BE USED IN SURGICAL PROCEDURES INCLUDING DENTAL, ORTHOPEDIC AND NEUROLOGICAL, AND ALLOGRAFT SKIN WHICH IS THE "GOLD" STANDARD IN HEALING SEVERE BURNS AND CHRONIC WOUNDS. QUALITY CONTROL IS AN ESSENTIAL ELEMENT IN OUR PROCESSES. ALLOSOURCE IS ACCREDITED BY THE AATB AND IS REGISTERED WITH THE FDA. 4918293 440562 WE SUPPORT AND GIVE BACK TO OUR RECOVERY PARTNERS (ORGAN PROCUREMENT ORGANIZATIONS) TO HELP PROMOTE DONATION IN THEIR COMMUNITIES. ALLOSOURCE PROVIDED NEARLY 5% OF ITS REVENUES IN 2010 IN THE FORM OF CHARITABLE CONTRIBUTIONS TO THESE ORGANIZATIONS TO SUPPORT AWARENESS AND EDUCATION PROGRAMS REGARDING DONATION. IN ADDITION, ALLOSOURCE MADE CHARITABLE CONTRIBUTIONS TO SEVERAL OTHER ORGANIZATIONS TO SUPPORT INCREASED DONOR AWARENESS SUCH AS: LIMB PRESERVATION FOUNDATION, THE ROSE PARADE, UPSTATE NEW YORK TRANSPLANT SERVICES AND THE ASSOCIATION OF ORGAN PROCUREMENT ORGANIZATIONS. ALLOSOURCE ACTIVELY SUPPORTS OUR INDUSTRY, ITS EMPLOYEES AND OUR PARTNERS TO MEET THE MISSION OF MAXIMIZING THE GIFT OF DONATED HUMAN TISSUE. IN 2010, WE CONDUCTED EXTENSIVE RESEARCH AND DEVELOPMENT TO PROVIDE BIOLOGICAL COMPONENTS NECESSARY FOR BONE FORMATION AND EFFECTIVE AND ECONOMICAL ALTERNATIVES TO TRADITIONAL WOUND CARE THERAPIES. ALLOSOURCE WORKED WITH THE RECOVERY PARTNERS TO ENHANCE TISSUE RECOVERY TECHNIQUES TO MEET CURRENT MEDICAL PROTOCOLS. WE ALSO COLLABORATED WITH PHYSICIANS TO ENSURE THE TISSUE MET HEALTH NEEDS OF THEIR PATIENTS. 76721136 1 0 0 0 0 0 0 0 0 1 1 0 0 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 1 130 0 1 400 1 0 0 0 0 0 0 0 0 0 0 X 7 6 0 0 0 0 1 1 0 1 0 0 0 1 1 1 1 1 1 1 1 0 CA IL NY X OLIVIA M THOMPSON 7208730213 6278 S TROY CIRCLE CENTENNIAL CO 80111 THOMAS A CYCYOTA 40.00 X X 591697 0 45471 SUSAN DUNN 3.00 X X 0 0 0 SUZANNE CONRAD 3.00 X X 0 0 0 JAROLD ANDERSON 3.00 X 0 0 0 MARY ROSENBERG 3.00 X X 0 0 0 DEAN KAPPEL 3.00 X 0 0 0 MARK SIMON 3.00 X 0 0 0 JAMES K CMUNT 40.00 X 442095 0 41956 OLIVIA M THOMPSON 40.00 X 285927 0 16572 JAMES T CZEPIEL 40.00 X 294787 0 36789 DAVID NAYLOR 40.00 X 272209 0 22726 ROBERT J BROOK 40.00 X 201226 0 38000 VALERIE REYMANN 40.00 X 209241 0 7560 DONNA M SINN 40.00 X 205240 0 24730 SIMON BOGDANSKY 40.00 X 346015 0 28330 ROBERT L BUNDY 40.00 X 185452 0 12174 HANNIS W THOMPSON 40.00 X 263757 0 32219 3297646 0 306527 38 0 1 0 LABS INC 6933-B S REVERE PARKWAY CENTENNIAL CO 80112 LABORATORY SERVICES 2402805 SHIPMAN AND GOODWIN LLP ONE CONSTRUCTION PLAZA HARTFORD CT 06103 LEGAL SERVICES 661543 CRITIGEN 6161 S SYRACUSE WAY STE 100 GWD VILLAGE CO 80111 IT SERVICES 332108 PACIFIC MEDICAL INC 1700 N CHRISMAN ROAD TRACY CA 95304 DISTRIBUTION SERVICES 183970 INTEGRITY INTEGRATION SOLUTIONS 6510 S IDER ST AURORA CO 80016 IT CONSULTING 168236 13 TISSUE DIST. & PROC. 900099 99115075 99115075 99115075 164283 164283 2000 63640 -63640 2000 -61640 -61640 INCOME(LOSS) FROM LABS 900099 1943211 1943211 LEGAL SETTLEMENT 900099 253094 253094 INCOME(LOSS) FROM JRF 900099 211361 211361 2407666 101625384 101522741 0 102643 440562 440562 2289455 1623757 665698 20282148 17292430 2989718 3270290 2749486 520804 1532839 1353048 179791 1400727 1400727 478958 478958 1969996 1503328 466668 387227 387227 1171335 1019969 151366 76021 57016 19005 1171817 909760 262057 1407236 1313868 93368 78083 76144 1939 705518 705518 2742619 2474122 268497 1012125 759094 253031 DIRECT COST OF PRODUCTI 45852925 45852925 COST OF DISTRIBUTION 1055748 1055748 REPAIRS & MAINTENANCE E 977187 732890 244297 EQUIPMENT & INSTRUMENT 528798 528798 CONTRACT LABOR 513937 81892 432045 -2510788 -3490928 980140 86834763 76721136 10113627 0 500 5760574 11561392 16036637 32359492 31309136 35331363 18362097 17396610 16969266 3967546 4910757 203819 114180 101636 2713027 2892360 68304022 77992910 12985559 13563738 13441237 10881000 4565604 5923660 30992400 30368398 X 37311622 47624512 37311622 47624512 68304022 77992910 X 14790621 -4477731 X 0 1 1 X 0 X 66675669 84399242 102508247 104348459 99115075 457046692 66675669 84399242 102508247 104348459 99115075 457046692 0 35227250 42546267 50421789 42377005 40648365 211220676 35227250 42546267 50421789 42377005 40648365 211220676 245826016 93335 479102 98863 51861 164283 887444 93335 479102 98863 51861 164283 887444 222591 525585 2060333 2407666 5216175 66769004 85100935 103132695 106460653 101687024 463150311 0.53080 0.51800 0.00190 0.00190 X SCHEDULE A, PART II, LINE 12, EXPLANATION OF OTHER INCOME: MISCELLANEOUS INCOME INCOME FROM JRF, A NON-PROFIT ENTITY OF WHICH ALLOSOURCE IS ONE OF TWO MBRS INCOME FROM LABS, A TAXABLE, NON-PROFIT, OF WHICH ALLOSOURCE IS THE SOLE MBR LEGAL SETTLEMENT 1451989 1451989 16235513 4998270 11237243 1512640 798729 713911 11293840 8531035 2762805 4837381 4034063 803318 16969266 INVESTMENT IN LABS, INC. 4910757 C 4910757 RECOVERY FEES DUE TO CORPORATE MEMBERS 4559692 DEFERRED COMPENSATION 772825 DEFERRED LEASE LIABILITY 80376 RECOVERY FEES DUE TO CONTRACT AGENCIES 510767 5923660 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: ALLOSOURCE IS A NOT-FOR-PROFIT CORPORATION AS DESCRIBED IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) AND IS EXEMPT FROM FEDERAL INCOME TAXES ON RELATED INCOME PURSUANT TO SECTION 501(A) OF THE IRC. LABS IS A TAXABLE NOT-FOR-PROFIT ENTITY. LABS RECORDS DEFERRED TAX ASSETS OR LIABILITIES BASED ON THE DIFFERENCE BETWEEN THE FINANCIAL STATEMENT AND INCOME TAX BASIS OF ASSETS AND LIABILITIES AND CARRY FORWARDS USING ENACTED TAX LAWS. VALUATION ALLOWANCES ARE ESTABLISHED, IF NECESSARY, TO REDUCE DEFERRED TAX ASSETS TO THE AMOUNT THAT WILL, MORE LIKELY THAN NOT, BE REALIZED. MEASUREMENTS OF CURRENT AND DEFERRED TAX ASSETS AND LIABILITIES ARE BASED ON PROVISIONS OF ENACTED TAX RATES. ON JANUARY 1, 2009, THE ORGANIZATION ADOPTED THE ACCOUNTING STANDARD ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES, WHICH ADDRESSES THE DETERMINATION OF WHETHER TAX BENEFITS CLAIMED OR EXPECTED TO BE CLAIMED ON A TAX RETURN SHOULD BE RECORDED IN THE FINANCIAL STATEMENTS. UNDER THIS GUIDANCE, THE ORGANIZATION MAY RECOGNIZE THE TAX BENEFIT FROM AN UNCERTAIN TAX POSITION ONLY IF IT IS MORE-LIKELY-THAN-NOT THAT THE TAX POSITION WILL BE SUSTAINED ON EXAMINATION BY TAXING AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. THE TAX BENEFITS RECOGNIZED IN THE FINANCIAL STATEMENTS FROM SUCH A POSITION ARE MEASURED BASED ON THE LARGEST BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON ULTIMATE SETTLEMENT. THE GUIDANCE ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES ALSO ADDRESSES DE-RECOGNITION, CLASSIFICATION, INTEREST AND PENALTIES ON INCOME TAXES, AND ACCOUNTING IN INTERIM PERIODS. BASED ON MANAGEMENT'S REVIEW, THE ADOPTION OF THIS ACCOUNTING STANDARD DID NOT HAVE AN IMPACT ON THE ACCOMPANYING FINANCIAL STATEMENTS. LABS FILES ALL INCOME TAX RETURNS IN THE U.S. FEDERAL JURISDICTION AND 6 STATE JURISDICTIONS, AND IS SUBJECT TO U.S. FEDERAL AND STATE INCOME TAX EXAMINATIONS BY TAX AUTHORITIES FOR THE YEARS 2006 THROUGH 2010. WITH FEW EXCEPTIONS, ALLOSOURCE IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS BY THE U.S. FEDERAL, STATE OR LOCAL TAX AUTHORITIES FOR YEARS BEFORE 2007. THE ORGANIZATION RECOGNIZES INTEREST ACCRUED RELATED TO UNRECOGNIZED TAX BENEFITS IN INTERST EXPENSE AND PENALTIES IN GENERAL, ADMINISTRATIVE, AND OTHER EXPENSES ON THE ACCOMPANYING STATEMENTS OF OPERATIONS. DURING THE FISCAL YEARS ENDED DECEMBER 31 2010 AND 2009, THE ORGANIZATION RECOGNIZED $0 IN INTEREST AND PENALTIES. EAST ASIA & THE PACIFIC PROGRAM SERVICES TISSUE DISTRIBUTION NORTH AMERICA PROGRAM SERVICES TISSUE DISTRIBUTION EUROPE PROGRAM SERVICES TISSUE DISTRIBUTION MIDDLE EAST & NORTH AFRICA PROGRAM SERVICES TISSUE DISTRIBUTION 0 0 0 0 0 0 0 0 0 0 0 0 1 JOINT RESTORATION FOUNDATION 6278 SOUTH TROY CIRCLE CENTENNIAL CO 80111 205839402 501(C)(3) 52220 RUSH CARTILAGE VIABILITY RESEARCH AGREEMENT COLORADO STATE UNIVERSITY SPONSORED PROGRAMS 6015 CAMPUS DELIVERY-OSP FORT COLLINS CO 80523 846000545 STATE OF COLORADO 132660 CLINICAL TRIALS OF ALLOGRAFT TISSUE JOSEPH M STILL RESEARCH FOUNDATION INC 3675 J DEWEY GRAY CIR STE 200 AUGUSTA GA 30909 311684970 501(C)(3) 88060 CLINICAL EFFICACY OF HUMAN ALLOGRAFT SKIN GRAFTS OREGON HEALTH & SCIENCE UNIVERSITY 3181 SW SAM JOHNSON PARK ROAD PORTLAND OR 97239 931011059 STATE OF OREGON 44420 CLINICAL OUTCOMES OF FRESH OSTEOCHONDRAL ALLOGRAFT TRANSPLANT TO THE FEMUR MILE HIGH UNITED WAY 2505 18TH STREET DENVER CO 80211 840404235 501(C)(3) 5199 MATCHING FUNDS FROM CONTRIBUTIONS BY EMPLOYEES NOYES SPORTS MEDICINE INSTITUTE 10663 MONTGOMERY RD CINCINNATI OH 45242 311158604 501(C)(3) 10000 IRRADIATED MENISCUS STUDY COLORADO STATE UNIVERSITY RESEARCH FOUNDATION PO BOX 483 FORT COLLINS CO 80522 840600653 501(C)(3) 40000 METHODS FOR PROCESSING BIOLOGICAL TISSUES ASSOCIATION OF ORGAN PROCUREMENT ORGANIZATION 1364 BEVERLY RD STE 100 MCLEAN VA 22101 581652896 501(C)(3) 5000 CHARITABLE CONTRIBUTION TO SUPPORT MISSION ONELEGACY 221 S FIGUEROA ST STE 500 LOS ANGELES CA 90012 953138799 501(C)(3) 6000 CONTRIBUTION TO THE DONATE LIFE AWARENESS FLOAT FOR THE ROSE BOWL LIMB PERSERVATION FOUNDATION 1600 BROADWAY BUFFALO NY 14203 841565464 501(C)(3) 9225 SPONSORSHIP OF LIMB PRESERVATION MISSION ROCKY MOUNTAIN RETT ASSOCIATION PO BOX 150975 LAKEWOOD CO 80215 264698552 501(C)(3) 7635 MATCHING FUNDS FOR EMPLOYEE DONATIONS AND SPONSORSHIP OF MISSION UPSTATE NEW YORK TRANSPLANT SERVICES 110 BROADWAY BUFFALO NY 14203 161172453 501(C)(3) 10500 CHARITABLE CONTRIBUTION TO SUPPORT UNYTS MISSION UNIVERSITY OF CINCINNATI SURGEONS 2830 VICTORY PARKWAY CINCINNATI OH 45206 311008027 501(C)(3) 5000 BURN MEETING SPONSONSHIP CHILDRENS BRAIN TUMOR FOUNDATION 274 MADISON AVE STE 1004 NEW YORK NY 10016 133512123 501(C)(3) 8500 SPONSORSHIP OF MISSION 14 0 PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: THE ORGANIZATION'S RESEARCH AND DEVELOPMENT VICE PRESIDENT COMMUNICATES ON AN ON-GOING BASIS WITH RECIPIENTS OF GRANT FUNDS TO ENSURE THAT THE OBJECTIVES AND GOALS OF THESE PROGRAMS ARE FULFILLED. X X X 1 1 0 0 0 0 0 1 0 THOMAS A CYCYOTA 428720 0 98813 0 64164 0 25382 0 20089 0 637168 0 0 0 JAMES K CMUNT 330381 0 63600 0 48114 0 21347 0 20609 0 484051 0 0 0 OLIVIA M THOMPSON 214739 0 40000 0 31188 0 13678 0 2894 0 302499 0 0 0 JAMES T CZEPIEL 217373 0 44000 0 33414 0 16960 0 19829 0 331576 0 0 0 DAVID NAYLOR 253256 0 16667 0 2286 0 9000 0 13726 0 294935 0 0 0 ROBERT J BROOK 148399 0 30080 0 22747 0 16539 0 21461 0 239226 0 0 0 VALERIE REYMANN 164048 0 28350 0 16843 0 5269 0 2291 0 216801 0 0 0 DONNA M SINN 150764 0 30450 0 24026 0 13552 0 11178 0 229970 0 0 0 SIMON BOGDANSKY 310206 0 17595 0 18214 0 12987 0 15343 0 374345 0 0 0 ROBERT L BUNDY 155038 0 30000 0 414 0 11099 0 1075 0 197626 0 0 0 HANNIS W THOMPSON 218858 0 44125 0 774 0 15691 0 16528 0 295976 0 0 0 PART I, LINES 4A-B SIMON BOGDANSKY AND VALERIE REYMANN RECEIVED SEVERENCE PAYMENTS OF $179,469 AND $141,750 RESPECTIVELY. PART I, LINE 4B: THE FOLLOWING INDIVIDUALS PARTICIPATED IN A 457(F) PLAN IN 2010 SPONSORED BY ALLOSOURCE: THOMAS A. CYCYOTA - $47,250, JAMES K. CMUNT - $31,200, OLIVIA M. THOMPSON - $13,500, ROBERT J. BROOK - $6,060, JAMES T. CZEPIEL - $16,500, AND DONNA M. SINN - $6,338. THE DOLLAR AMOUNT REPRESENTS THE CURRENT YEAR CONTRIBUTION MADE BY ALLOSOURCE ON BEHALF OF THE INDIVIDUALS TO THE PLAN IN 2010. PART I, LINE 7 THE BOARD OF DIRECTORS ANNUALLY ESTABLISH GOALS AND OBJECTIVES FOR THE CEO, EXECUTIVE VICE PRESIDENT, AND CFO. THESE GOALS AND OBJECTIVES ARE FOCUSED ON MEETING BOTH THE MISSION OF THE ORGANIZATION AND KEY FINANCIAL METRICS, WHICH ALLOW ALLOSOURCE TO PAY CHARITABLE CONTRIBUTIONS TO ORGAN PROCUREMENT ORGANIZATIONS. IN 2010, THESE METRICS INCLUDED NEW PRODUCT REVENUE WHICH FURTHER ENHANCE AND ADD VALUE TO THE GIFT OF DONATION, PERCENTAGE OF REVENUE CONTRIBUTED AS CHARITABLE CONTRIBUTIONS, AND NET INCOME. UPON ATTAINING THESE PREDETERMINED METRICS, BONUSES ARE PAID ANNUALLY UPON APPROVAL BY THE BOARD OF DIRECTORS AND ARE BASED ON A PERCENTAGE OF THE CEO'S AND OFFICERS' RESPECTIVE SALARIES. COLORADO HEALTH FACILITIES AUTHORITY REV 840752932 2010-12-29 22881000 REFUND 2006 & 2007 BONDS, FINANCE NEW ADMINISTRATION BUILDING 1 0 0 22881000 2012 1 0 0 1 0 0 0 0 0.00000 0.00000 0.00000 1 0 1 0 0 0 0 FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION HAS ONE CLASS OF MEMBERSHIP. EACH CORPORATE MEMBER IS A 501(C)(3), TAX EXEMPT ORGANIZATION. EACH CORPORATE MEMBER HAS THE EXCLUSIVE POWER TO ELECT AND TO REMOVE, WITH OR WITHOUT CAUSE, THE VOTING DIRECTORS OF THE CORPORATION, EXCLUDING EX-OFFICIO VOTING DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7A EACH CORPORATE MEMBER HAS THE EXCLUSIVE POWER TO ELECT AND TO REMOVE, WITH OR WITHOUT CAUSE, THE VOTING DIRECTORS OF THE CORPORATION, EXCLUDING EX-OFFICIO VOTING DIRECTORS. FORM 990, PART VI, SECTION A, LINE 8B THE ORGANIZATION DOES NOT HAVE ANY COMMITTEES WITH AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY. FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 IS PROVIDED TO AND REVIEWED BY KEY OFFICERS OF THE ORGANIZATION. SUBSEQUENT TO THIS REVIEW, ALLOSOURCE'S CHIEF COMPLIANCE OFFICER AND OUTSIDE COUNSEL ARE ENGAGED TO REVIEW AND COMMENT ON BOTH DESCRIPTIONS AND NUMERIC CONTENT. THE AUDIT COMMITTEE THEN REVIEWS IN DETAIL THE FORM 990 AND MAKES RECOMMENDATIONS TO MANAGEMENT ON BOTH DESCRIPTIONS AND NUMERIC CONTENT. BASED O N THE INCORPORATION OF THE AUDIT COMMITTEE RECOMMENDATIONS INTO THE FORM 990, THE COMMITTEE ADOPTS A RESOLUTION TO RECOMMEND THE FORM 990 TO THE BOARD. THEREAFTER, THE FORM 990 IS SUBMITTED TO THE BOARD FOR THEIR REVIEW AND ACCEPTANCE. FORM 990, PART VI, SECTION B, LINE 12C IN CONNECTION WITH ANY ACTUAL OR POTENTIAL CONFLICT OF INTEREST, AN INTERESTED PERSON IMMEDIATELY MUST DISCLOSE IN WRITING OR AT A NOTICED MEETING OF THE BOARD OF DIRECTORS THE EXISTENCE AND NATURE OF THE CONFLICT AND OF HIS OR HER FINANCIAL INTEREST TO THE BOARD OF DIRECTORS. IN ALL EVENTS, SUCH WRITTEN DISCLOSURE MUST BE MADE IN SUFFICIENT TIME TO PERMIT THE BOARD, WHILE CONSIDERING THE PERTINENT ALLOSOURCE BUSINESS ACTIVITY, TO CONSIDER THE DISCLOSURE, MAKE NECESSARY OR APPROPRIATE INQUIRY, AND TAKE SUITABLE ACTION IN RESPECT TO AND IN LIGHT OF THE DISCLOSURE. DETERMINING WHETHER A CONFLICT OF INTEREST EXISTS. AFTER DISCLOSURE OF THE ACTUAL OR POTENTIAL CONFLICT OF INTEREST IN FULL DETAIL, THE INTERESTED PERSON SHALL LEAVE THE BOARD MEETING WHILE THE QUESTION OF THE EXISTENCE AND MATERIALITY OF THE DISCLOSED CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON BY THE REMAINING BOARD MEMBERS PRESENT AT THE MEETING. NO SUCH DEPARTURE BY A DISCLOSING INTERESTED PERSON SHALL DEFEAT THE EXISTENCE OF A QUORUM TO CONDUCT THE BUSINESS UNDER CONSIDERATION. THE REMAINING BOARD MEMBERS SHALL DECIDE BY MAJORITY VOTE, UNLESS OTHERWISE PRESCRIBED BY THE BYLAWS, WHETHER A CONFLICT OF INTEREST EXISTS AND, IF A CONFLICT DOES EXIST, WHETHER IT IS MATERIAL AND THEREFORE IMPERMISSIBLE CONDUCT FOR THE DISCLOSING INTERESTED PERSON. THE CHAIRPERSON OF THE BOARD OF DIRECTORS SHALL, IN HIS OR HER DISCRETION, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE THE IMPACT OF THE DISCLOSED CONFLICT IN THE CONTEXT OF THE PROPOSED TRANSACTION, ARRANGEMENT, BUSINESS RELATIONSHIP, OR CONTRACT. AFTER EXERCISING DUE DILIGENCE IN SUCH INVESTIGATION, THE BOARD SHALL DETERMINE WHETHER ALLOSOURCE MAY ACHIEVE A MORE ADVANTAGEOUS TRANSACTION, ARRANGEMENT, BUSINESS RELATIONSHIP, OR CONTRACT WITH REASONABLE EFFORT, FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. IF A MORE ADVANTAGEOUS TRANSACTION, ARRANGEMENT BUSINESS RELATIONSHIP, OR CONTRACT MAY NOT REASONABLY BE ACHIEVED UNDER CIRCUMSTANCES WHICH WOULD AVOID THE CONFLICT OF INTEREST, THE BOARD SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS WHETHER THE TRANSACTION, ARRANGEMENT, BUSINESS RELATIONSHIP, OR CONTRACT IS IN ALLOSOURCE'S BEST INTEREST AND WHETHER THE RESULT IS FAIR AND REASONABLE TO ALLOSOURCE, NOTWITHSTANDING THE CONFLICT OF INTEREST. THE BOARD ALSO SHALL EVALUATE THE POSSIBLE APPEARANCE OF IMPROPRIETY AND POTENTIAL FOR ADVERSE IMPACT ON DONATION IN ITS DELIBERATIONS. THE BOARD SHALL BE GUIDED IN ITS DECISION BY THE PRINCIPLES ARTICULATED ABOVE. IF THE BOARD HAS REASONABLE CAUSE TO BELIEVE THAT AN INTERESTED PERSON HAS FAILED TO DISCLOSE AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST, IT SHALL INFORM THE INTERESTED PERSON OF THE BASIS FOR THE BOARD'S BELIEF AND AFFORD THE INTERESTED PERSON AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. IF, AFTER HEARING THE RESPONSE FROM THE INTERESTED PERSON AND MAKING SUCH FURTHER INVESTIGATION AS THE BOARD MAY WISH, THE BOARD DETERMINES THAT THE INTERESTED PERSON HAS FAILED TO DISCLOSE AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST, THE BOARD SHALL TAKE ANY DISCIPLINARY AND CORRECTIVE ACTION IT DEEMS APPROPRIATE, INCLUDING RECOMMENDATION TO THE CORPORATE MEMBER THAT THE INTERESTED PERSON, IF A DIRECTOR OF ALLOSOURCE, BE REMOVED OR EXPELLED BY FURTHER ACTION OF THE PERTINENT CORPORATE MEMBER PURSUANT TO THE ALLOSOURCE BYLAWS, EXPULSION OF AN INTERESTED PERSON OTHER THAN A DIRECTOR, AND PURSUIT OF A CLAIM FOR RESTITUTION OR DAMAGES, AS THE BOARD MAY DECIDE. FORM 990, PART VI, SECTION B, LINE 15 THE PROCESS FOR SETTING COMPENSATION FOR THE CEO, EXECUTIVE VICE PRESIDENT AND CFO BEGINS BY ESTABLISHING GOALS AND OBJECTIVES EACH YEAR. THE BOARD OF DIRECTORS EVALUATES THESE POSITIONS' PERFORMANCE TO THE GOALS AND OBJECTIVES FOR PERFORMANCE EVALUATIONS. THE CEO'S AND THESE INDIVIDUALS' PERFORMANCE, ALONG WITH BENCHMARK DATA SUPPLIED FROM A THIRD-PARTY ON COMPARABLE SALARIES AND BENEFIT PACKAGES, ARE UTILIZED TO ARRIVE AT THEIR RESPECTIVE COMPENSATION. THIS PROCESS WAS LAST COMPLETED APRIL, 2011. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS ARE MADE AVAILABLE FOR PUBLIC INSPECTION AT THE ORGANIZATION'S OFFICE IN CENTENNIAL, COLORADO, ALONG WITH THE ORGANIZATION'S EXEMPTION APPLICATION, FORM 1023. THE CONFLICT OF INTEREST POLICY IS NOT MADE AVAILABLE FOR PUBLIC INSPECTION. THE FINANCIAL STATEMENTS ARE AUDITED BY INDEPENDENT ACCOUNTANTS. THE FINANCIAL STATEMENTS INCLUDE THE STATEMENT OF REVENUE AND EXPENSES AND BALANCE SHEET, AND ARE REPORTED ON THE ORGANIZATION'S FORM 990 IN PARTS VIII, IX, AND X, AND SCHEDULE D. THE FORM 990 AND SCHEDULES ARE MADE AVAILABLE UPON REQUEST AT THE OFFICE OF THE ORGANIZATION IN CENTENNIAL, COLORADO. FORM 990, PART IX, LINE 24F THE NEGATIVE EXPENSE IS DUE TO BAD DEBT OF APPROXIMATELY $4.5MM THAT WAS EXPENSED IN 2009 AND SUBSEQUENTLY RECOVERED IN 2010. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: CAPITAL CONTRIBUTIONS PAID TO CORPORATE MEMBERS -4,477,731. TOTAL TO FORM 990, PART XI, LINE 5: -4,477,731. ALLOSOURCE INTERNATIONAL INC 6278 S TROY CIRCLE CENTENNIAL CO 80111 205932892 INTERNATIONAL TISSUE BANK DEVELOPMENT DE 501(C)(3) 9 N/A 1 LABS INC 6933-B SOUTH REVENUE PARKWAY CENTENNIAL CO 80112 260718373 MEDICAL TESTING LABORATORY DE N/A C 2851778 12083899 1.00000 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 1 LABS INC L 2565595 FAIR MARKET VALUE LABS INC R 1000000 FAIR MARKET VALUE