2016-11-15T15:43:41-06:00 2015-12-31 410746749 CLIFTONLARSONALLEN LLP 220 SOUTH SIXTH STREET SUITE 300 MINNEAPOLIS MN 55402 990 2015-01-01 411801967 SIBLEY MEDICAL CENTER SIBL 5079642271 500 SOUTH MAPLE STREET WACONIA MN 553871791 GORDON GABLENZ CFO & CIO 5079642271 2016-11-14 1 KACIE MCEWEN P01599614 6123764500 2015 2017-02-10 21:41:12Z X RIDGEVIEW SIBLEY MEDICAL CENTER GORDON GABLENZ 500 SOUTH MAPLE STREET WACONIA MN 553871791 15007439 0 X WWW.SIBLEYMEDICAL.ORG X 1948 MN TO MAKE A POSITIVE DIFFERENCE IN THE QUALITY OF LIFE AND HEALTH FOR THE PEOPLE OF OUR AREA. 9 9 2 36 0 0 10361622 26191 12628554 13700648 27158 29473 448558 419195 23465892 14175507 4035226 0 0 0 7286070 7622151 0 0 0 4882186 4477685 16203482 12099836 7262410 2075671 14071533 15221395 6617064 5734387 7454469 9487008 RIDGEVIEW SIBLEY MEDICAL CENTER EXISTS TO ENHANCE THE LIFELONG HEALTH OF PEOPLE IT SERVES WITH A CULTURE THAT NURTURES THE WHOLE PERSON: MIND, BODY, AND SPIRIT. 0 0 10838167 0 13700648 LOCATED IN ARLINGTON, MINNESOTA, RIDGEVIEW SIBLEY MEDICAL CENTER IS A CRITICAL ACCESS HOSPITAL--PROVIDING URGENT CARE, GENERAL SURGERY, AND 24/7 HOSPITAL AND EMERGENCY SERVICES TO RESIDENTS OF SIBLEY COUNTY AND THE SURROUNDING AREA. RIDGEVIEW SIBLEY ALSO HAS CLINIC LOCATIONS IN ARLINGTON, GAYLORD, HENDERSON AND WINTHROP. RIDGEVIEW SIBLEY MEDICAL CENTER BELIEVES EVERYONE DESERVES TOP-QUALITY MEDICAL CARE AND THAT THE PEOPLE OF SIBLEY COUNTY SHOULDN'T HAVE TO TRAVEL FAR TO GET THE LATEST MEDICAL ADVANCEMENTS. IT'S THIS BELIEF THAT DRIVES US TO BRING SPECIALTY CARE TO OUR COMMUNITY. IT'S WHY WE CONSTANTLY PURSUE THE TECHNOLOGIES, RECRUIT THE EXPERTS, AND EXPAND AND IMPROVE FACILITIES THAT MAKE GREAT HEALTH CARE POSSIBLE. 10838167 1 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 1 0 0 0 0 0 0 1 0 1 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 48 0 2 1 0 0 0 0 0 0 0 0 0 0 X 9 9 0 0 0 0 1 1 1 1 1 0 1 1 1 1 1 1 1 1 0 0 1 1 MN X DARLA ANDERSON 5079648424 601 WEST CHANDLER ARLINGTON MN 55307 KEVIN LINDSTRAND CHAIR 0.50 0.00 X X 1800 0 0 DENNIS SCHULTZ TREASURER 0.50 0.00 X X 1200 0 0 LISA PFARR SECRETARY 0.50 0.00 X X 1200 0 0 TIM DOLAN TRUSTEE 0.50 0.00 X 1200 0 0 BRENDA PAUTSCH TRUSTEE 0.50 0.00 X 1200 0 0 LYLE RUD TRUSTEE 0.50 0.00 X 1200 0 0 DEE THOMAS TRUSTEE 0.50 0.00 X 1200 0 0 DAVE WELCH TRUSTEE 0.50 0.00 X 1200 0 0 MIKE WERNER TRUSTEE 0.50 0.00 X 1200 0 0 TODD SANDBERG RSMC ADMINISTRATOR 1.00 49.00 X 0 203799 20793 DARLA ANDERSON DIRECTOR OF FINANCE 1.00 49.00 X 0 109170 24344 ROBERT STEVENS PRESIDENT / CEO 2.00 48.00 X 0 479589 21160 GORDON GABLENZ CFO & CIO 1.00 49.00 X 0 367625 30610 11400 1160183 96907 0 0 1 0 MERRILL LYNCH 601 2ND AVE S STE 4000 MINNEAPOLIS MN 55402 FINANCIAL SERVICES 1500000 CPSI 660 WALL ST PO BOX 850309 MOBILE AL 36685 IT SERVICES 222367 ALLINA HEALTH SYSTEM NW 7710 PO BOX 9383 MINNEAPOLIS MN 55440 MEDICAL SERVICES 148211 PREMIER STAFFING INC 243 WINKLER TR COLOGNE MN 55322 NURSING SERVICES 141323 CMDI 150 10TH ST NW PO BOX 158 MILACA MN 56353 IMAGING SERVICES 106333 5 26191 26191 NET PATIENT REVENUE 621300 13700648 13700648 13700648 37636 37636 61686 0 61686 61686 61686 812840 821003 -8163 -8163 -8163 27014 10929 16085 16085 4699 0 4699 4699 MEANINGFUL USE INCOME 900099 247671 247671 JOINT VENTURE INCOME 900099 37415 37415 FINANCE CHARGE 900099 32074 32074 19565 19565 336725 14175507 13700648 0 448668 6450031 5965639 484392 233439 215696 17743 479601 401318 78283 459080 423454 35626 48 48 45558 45558 9489 9489 1042848 1039000 3848 33306 33306 136869 81218 55651 268707 268707 319079 319079 55352 51353 3999 49176 44998 4178 148818 148818 329487 228076 101411 7916 7916 MEDICAL SUPPLIES 1298285 1298285 OTHER EXPENSES 403411 291897 111514 MINNESOTA CARE TAX 166607 166607 BAD DEBT EXPENSE 162729 162729 12099836 10838167 1261669 0 3831917 4161837 744090 1194802 2489485 2136454 11290 2926 280006 298370 62302 40187 6538972 536012 5413624 6002960 1010163 1213608 228656 170251 14071533 15221395 345738 356371 333062 439660 4618324 4384022 1319940 554334 6617064 5734387 X 7454469 9487008 7454469 9487008 14071533 15221395 2075671 -43132 0 X 0 1 X 1 0 X 5040816 323089 4717727 113451 113451 890910 212923 677987 493795 493795 6002960 THIRD PARTY PAYOR SETTLEMENTS 554334 554334 X 13986071 10929 10929 13975142 200365 200365 14175507 11948036 10929 10929 11937107 162729 162729 12099836 PART X, LINE 2: THE ORGANIZATION IS A NONPROFIT CORPORATION AS DESCRIBED IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE THAT IS EXEMPT FROM FEDERAL INCOME TAXES ON RELATED INCOME PURSUANT TO SECTION 501(C)(3) OF THE CODE. THE ORGANIZATION HAS ELECTED TO ADOPT GUIDANCE IN THE INCOME TAX STANDARD REGARDING RECOGNITION AND MEASUREMENT FOR UNCERTAIN TAX POSITIONS. THE ADOPTION OF THIS STANDARD HAS NO EFFECT ON THE FINANCIAL STATEMENTS. THE ORGANIZATION'S INCOME TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL, STATE, AND LOCAL AUTHORITIES. PART XI, LINE 2D - OTHER ADJUSTMENTS: SPECIAL FUNDRAISING EVENT EXPENSES 10,929. PART XI, LINE 4B - OTHER ADJUSTMENTS: INVESTMENT INCOME 37,636. COST OF GOODS SOLD PROVISION FOR BAD DEBTS 162,729. PART XII, LINE 2D - OTHER ADJUSTMENTS: SPECIAL FUNDRAISING EVENT EXPENSES 10,929. COST OF GOODS SOLD PART XII, LINE 4B - OTHER ADJUSTMENTS: PROVISION FOR BAD DEBTS 162,729. SPRING BENEFIT 15534 0 15534 0 297 300 2414 700 412 FISH HOUSE RAFFLE 11480 0 11480 0 6497 0 0 0 309 27014 27014 6794 300 2414 700 721 10929 16085 1 1 X 1 X 1 X 225.000000000000 1 1 0 0 264272 264272 0.02210 322476 263692 58784 0.00490 586748 263692 323056 0.02700 38001 1793 36208 0.00300 3000 3000 0.00030 41001 1793 39208 0.00330 627749 265485 362264 0.03030 1 162729 0 10830029 6728697 4101332 X 1 1 1 1 SIBLEY MEDICAL CENTER 601 WEST CHANDLER STREET ARLINGTON MN 55307 WWW.SIBLEYMEDICAL.ORG HFID-00618 X X X X RIDGEVIEW SIBLEY MEDICAL CENTER 1 0 0 1 X X X X X X X X X 13 1 0 1 1 X WWW.SIBLEYMEDICAL.ORG/ABOUT-US/COMMUNITY-INVOLVEMENT X 1 13 1 WWW.SIBLEYMEDICAL.ORG/ABOUT-US/COMMUNITY-INVOLVEMENT 0 0 1 X 150.000000000000 225.000000000000 X 0 1 X X 0 1 X 0 X X X 1 X 0 0 RIDGEVIEW SIBLEY MEDICAL CENTER PART V, SECTION B, LINE 5: IN ORDER TO ENSURE THE REVIEW OF THE RESEARCH WAS QUALITY DATA, COMMUNITY LEADERSHIP TEAM (CLT) INITIATED, PLANNED AND IMPLEMENTED THE PROJECT. PERSONNEL THAT PARTICIPATED REPRESENT A VARIETY OF SECTORS INCLUDING PUBLIC HEALTH AND MEDICAL SERVICES, NON-PROFIT AND SOCIAL ORGANIZATIONS, AND THE BUSINESS COMMUNITY. TWO FOCUS GROUPS WERE FORMED THAT REPRESENTED A TOTAL OF 35 KEY COMMUNITY LEADERS IN MAY AND JUNE OF 2013. THE ASSESSMENT INITIATIVE WAS CONDUCTED IN TWO DISTINCT PHASES. INITIALLY, PHONE CONFERENCES WERE HELD WITH A CONSULTANT FROM STRATUS HEALTH TO DETERMINE HOW TO GATHER KEY STAKEHOLDERS INPUT AND INFORMATION. BETWEEN THE LOCAL PUBLIC HEALTH STAFF AND THE HOSPITAL STAFF, IT WAS DECIDED TO CONDUCT COMMUNITY FOCUS GROUPS. THROUGH COLLABORATION, A LIST OF KEY STAKEHOLDERS WAS DEVELOPED AND INVITATIONS WERE SENT OUT TO THE COMMUNITY. APPROXIMATELY 100 PEOPLE WERE SELECTED TO PARTICIPATE IN THE FOCUS GROUPS. THE SELECTION OF THE PERSONNEL ASKED TO PARTICIPATE WAS BASED ON: - PERSONS WITH SPECIAL KNOWLEDGE OR EXPERTISE IN PUBLIC HEALTH - REPRESENTATIVES FROM HEALTH DEPARTMENTS OR GOVERNMENT AGENCIES SERVING COMMUNITY HEALTH - LEADERS OR MEMBERS OF MEDICALLY UNDERSERVED, LOW-INCOME, MINORITY POPULATIONS AND POPULATIONS WITH CHRONIC DISEASE - OTHER KEY STAKEHOLDERS IN THE COMMUNITYINVITATIONS WERE SENT BY MAIL AND E-MAIL WITH A REQUEST TO RESPOND FOR ATTENDANCE. OUR RECOMMENDATION WAS TO MEET FOR TWO SESSIONS AND ASSESS THE HEALTH NEEDS OF OUR COMMUNITY. RIDGEVIEW SIBLEY MEDICAL CENTER PART V, SECTION B, LINE 6B: SIBLEY MEDICAL CENTER COLLABORATED WITH KEY STAKEHOLDERS AND ORGANIZATIONS IN THEIR TRI-COUNTY AREA, INCLUDING SIBLEY, MCLEOD, AND MEEKER COUNTIES. RIDGEVIEW SIBLEY MEDICAL CENTER PART V, SECTION B, LINE 11: RIDGEVIEW CONTINUES TO DEVELOP BROAD COMMUNITY STRATEGIES THAT FOCUS ON FOUR HEALTH ISSUES THAT WERE IDENTIFIED AND PRIORITIZED IN THE CHNA AND IMPLEMENTATION PLAN: 1) CANCER, 2) OBESITY, 3) AGING-RELATED CONCERNS AND 4) MENTAL HEALTH. DURING THIS FISCAL YEAR, RIDGEVIEW BEGAN LOW-COST OFFERING CALCIUM SCORE SCREENINGS AND A COMMUNITY CARIOLOGY CLINIC. THROUGH THESE ACTIVITIES, WE SERVED 415 INDIVIDUALS IN 2015. RIDGEVIEW SIBLEY MEDICAL CENTER PART V, SECTION B, LINE 22D: EVERY SELF-PAY PATIENT GETS A DISCOUNT EQUAL TO THE GREATEST COMMERCIAL PAYOR. UPON DETERMINATION OF A PATIENT'S CHARITY CARE ELIGIBLITY, SIBLEY MEDICAL CENTER REVERSES THE ORIGINAL SELF-PAY DISCOUNT THAT WAS GIVEN AND AT A MINIMUM GIVES A 25% DISCOUNT ON THEIR BILL, WHICH IS GREATER THAN THE DISCOUNT GIVEN TO ALL SELF-PAY AND COMMERCIALLY INSURED PATIENTS. 4 1 - RIDGEVIEW ARLINGTON CLINIC 601 WEST CHANDLER STREET ARLINGTON MN 55307 CLINIC 2 - RIDGEVIEW GAYLORD CLINIC 660 3RD STREET GAYLORD MN 55334 CLINIC 3 - RIDGEVIEW HENDERSON CLINIC 505 MAIN STREET HENDERSON MN 56044 CLINIC 4 - RIDGEVIEW WINTHROP CLINIC 223 NORTH CARVER STREET WINTHROP MN 55396 CLINIC PART I, LINE 3C: ELIGIBILITY FOR SIBLEY MEDICAL CENTER'S CHARITY CARE PROGRAM IS BASED ON FAMILY INCOME RELATIVE TO FEDERAL POVERTY GUIDELINES (FPG). FREE CARE IS OFFERED FOR FEDERAL ADJUSTED GROSS INCOME UP TO 150% OF FPG. 75% OF A PATIENT'S CHARGES ARE FORGIVEN FOR FEDERAL ADJUSTED GROSS INCOME UP TO 175% OF FPG. 50% OF A PATIENT'S CHARGES ARE FORGIVEN FOR FEDERAL ADJUSTED GROSS INCOME UP TO 200% OF FPG. AND 25% OF A PATIENT'S CHARGES ARE FORGIVEN FOR FEDERAL ADJUSTED GROSS INCOME UP TO 225% OF FPG. PART I, LINE 7: THE COSTING METHODOLOGY USED BY SIBLEY MEDICAL CENTER TO DETERMINE THE COMMUNITY BENEFIT EXPENSES INCLUDED IN PART I, LINES 7A-D WERE DERIVED BY TAKING THE RESPECTIVE AMOUNTS PER THE AUDITED FINANCIAL STATEMENTS AND APPLYING THE COST-TO-CHARGE RATIO FROM WORKSHEET 2 OF THE IRS INSTRUCTIONS. THE COMMUNITY BENEFIT EXPENSES INCLUDED IN LINES 7E-J WERE REPORTED BASED ON SMC'S ACTUAL COSTS FOR EACH CLASSIFICATION OF EXPENSES. PART I, LN 7 COL(F): BAD DEBT EXPENSES INCLUDED ON FORM 990, PART IX, LINE 24, BUT SUBTRACTED FOR PURPOSES OF CALCULATING THE PERCENTAGE IN THIS COLUMN IS $162,729 FOR THE YEAR ENDED DECEMBER 31, 2015. PART III, LINE 4: THE NOTE OF SIBLEY MEDICAL CENTER'S 2015 FINANCIAL STATEMENTS THAT INCLUDES THE EXPLANATION OF BAD DEBT EXPENSE IS THE "PATIENT RECEIVABLES, NET" FOOTNOTE INCLUDED ON PAGE 8. PART III, LINE 8: SIBLEY MEDICAL CENTER USED THE 2015 FILED MEDICARE COST REPORT TO CALCULATE THE MEDICARE ALLOWABLE COSTS INCLUDED IN PART III, LINE 6. THERE WAS NO MEDICARE SHORTFALL CALCULATED IN PART III, LINE 7 FOR THE YEAR ENDED DECEMBER 31, 2015. PART III, LINE 9B: AT ANY POINT DURING THE BILLING AND COLLECTION PROCESS A PATIENT HAS THE ABILITY TO REQUEST AN APPLICATION FOR FINANCIAL ASSISTANCE. ONCE AN APPLICATION HAS BEEN REQUESTED, THE COLLECTION PROCESS PAUSES AND DOES NOT CONTINUE UNTIL A DETERMINATION IS MADE FOR FINANCIAL ASSISTANCE. PART VI, LINE 2: IN 2013, SIBLEY MEDICAL CENTER PARTNERED WITH NEIGHBORING COMMUNITIES, PUBLIC HEALTH DEPARTMENTS AND STRATIS HEALTH (AN INDEPENDENT, NONPROFIT ORGANIZATION THAT LEADS IN COLLABORATION AND INNOVATION IN HEALTH CARE QUALITY AND SAFETY) TO COMPLETE THE INITIAL DISCOVERY PHASE OF THE ASSESSMENT. THE LEAD CONSULTANT, KIM MCCOY WITH STRATIS HEALTH, FACILITATED THE INITIAL PHASE OF CONDUCTING A COMPREHENSIVE COMMUNITY HEALTH NEEDS ASSESSMENT. THE OVERALL GOAL OF THE ASSESSMENT WAS TO IDENTIFY THE MAJOR HEALTH NEEDS, SERVICE GAPS, BARRIERS TO ACCESS, AND HEALTH PRIORITIES FOR THE COMMUNITY. AS PART OF THE ASSESSMENT, STRATUS HEALTH COLLECTED QUANTITATIVE AND QUALITATIVE INFORMATION FROM A BROAD ARRAY OF SOURCES. THE PURPOSE OF GATHERING THE INFORMATION AND STATISTICS WAS TO ANALYZE THE HEALTH OF THE COMMUNITY AND THEN FACILITATE THE DEVELOPMENT OF SHORT AND LONG-TERM PLANS TO GUIDE THE HEALTH INVESTMENTS OF SIBLEY COUNTY. PART VI, LINE 4: SIBLEY COUNTY INCLUDES SEVEN CITIES. IN AGGREGATE, THE LAND SIZE IS 600.41 SQUARE MILES WITH A TOTAL POPULATION OF 15,123 PEOPLE. SIBLEY COUNTY IS CONSIDERED A "FRINGE" COUNTY AND IS ON THE WESTERN BOUNDARY OF THE SEVEN-COUNTY TWIN CITIES METROPOLITAN AREA. THE DISTINCT QUALITIES OF EACH COMMUNITY PROVIDE A UNIQUE BLEND OF HISTORY AND CULTURE. MANY COMMUTERS TAKE ADVANTAGE OF OUR LOWER HOUSING COSTS AND THE BENEFITS OF RURAL LIVING.AGRICULTURE IN SIBLEY COUNTY IS A MAIN SOURCE OF EMPLOYMENT AND INCOME. THERE ARE 352,000 ACRES DEDICATED TO FARMING. OF THESE FARMS, 86.55% OF THEM ARE INDIVIDUALLY / FAMILY OWNED AND OPERATED. THE AVERAGE VALUE OF THE AGRICULTURAL PRODUCTS SOLD PER FARM IS $175,079. ALONG WITH THE PRODUCTION OF CROPS, A LARGE NUMBER OF FARMS RAISE LIVESTOCK, POULTRY, AND DAIRY CATTLE.ACCORDING TO THE 2010 US CENSUS, THERE ARE 15,123 PEOPLE LIVING IN SIBLEY COUNTY, WITH THE MAJORITY OF THE POPULATION RESIDING IN THE CITIES OF ARLINGTON, GAYLORD, AND WINTHROP. THE POPULATION BREAKDOWN SHOWS THOSE UNDER 18 YEARS OF AGE AT 24.7%, THOSE 65 YEARS AND OVER AT 16.9%; WITH THE MEDIAN RESIDENT AGE AT 40.0 YEARS. THE POPULATION DECREASED -0.7% SINCE 2010, BUT OVERALL THE POPULATION HAS STAYED CONSISTENT OVER THE LAST DECADE. PART VI, LINE 5: SIBLEY MEDICAL CENTER PROVIDES COMMUNITY EDUCATION AND WORKS WITH HEALTH CARE PROVIDERS IN MEEKER, MCLEOD AND SIBLEY COUNTIES TO IMPROVE THE HEALTH OF OUR COMMUNITY. PART VI, LINE 6: SIBLEY MEDICAL CENTER IS A SUBSIDIARY OF RIDGEVIEW MEDICAL CENTER, A 109-BED ACUTE CARE HOSPITAL IN WACONIA, MINNESOTA THAT PROVIDES HEALTHCARE SERVICES TO THE RESIDENTS OF THE WEST SUBURBAN METROPOLITAN AREA OF MINNEAPOLIS AND ST. PAUL AND ADJACENT RURAL AREAS OF MINNESOTA. RIDGEVIEW MEDICAL CENTER'S OTHER SUBSIDIARIES INCLUDE:1. RIDGEVIEW CLINICS PROVIDES OUTPATIENT HEALTHCARE SERVICES FROM VARIOUS CLINIC LOCATIONS THROUGHOUT THE WEST SUBURBAN METROPOLITAN AREA OF MINNEAPOLIS AND ST. PAUL AND ADJACENT RURAL AREAS OF MINNESOTA.2. SIBLEY MEDICAL CENTER IS A CRITICAL ACCESS HOSPITAL IN ARLINGTON, MINNESOTA.3. CHASKA PLAZA SURGERY CENTER OPERATES AN AMBULATORY SURGICAL CENTER. CHASKA PLAZA SURGERY CENTER IS A PARTNERSHIP IN WHICH RIDGEVIEW MEDICAL CENTER OWNS A 51% INTEREST.4. MINNEAPOLIS HEART INSTITUTE AT RIDGEVIEW HEART CENTER PROVIDES CARDIOLOGY SERVICES. THE HEART INSTITUTE IS A PARTNERSHIP IN WHICH RIDGEVIEW MEDICAL CENTER HOLDS A 50% INTEREST.5. WACONIA BUILDING INVESTMENTS OWNS A MEDICAL OFFICE BUILDING ON RIDGEVIEW MEDICAL CENTER'S CAMPUS.6. RIDGEVIEW REAL ESTATE LLC HOLDS THE LAND LEASE FOR WACONIA BUILDING INVESTMENTS.7. RIDGEVIEW COMMUNITY NETWORK LLC OPERATES AN ACCOUNTABLE CARE ORGANIZATION.8. RIDGEVIEW INSURANCE COMPANY OPERATES A CAPTIVE INSURANCE COMPANY FOR THE BENEFIT OF RIDGEVIEW MEDICAL CENTER.9. RIDGEVIEW FOUNDATION OPERATES FOR THE EXCLUSIVE BENEFIT OF RIDGEVIEW MEDICAL CENTER. 0 0 0 0 0 0 0 0 0 TODD SANDBERG RSMC ADMINISTRATOR 0 172673 0 15000 0 16126 0 8093 0 12700 0 224592 0 0 ROBERT STEVENS PRESIDENT / CEO 0 438935 0 0 0 40654 0 9990 0 11170 0 500749 0 0 GORDON GABLENZ CFO & CIO 0 300079 0 15000 0 52546 0 10600 0 20010 0 398235 0 0 PART I, LINE 3 THE ADMINISTRATOR'S COMPENSATION IS DETERMINED BY RIDGEVIEW MEDICAL CENTER, THE SOLE MEMBER. THE FOLLOWING WERE USED BY RIDGEVIEW MEDICAL CENTER TO DETERMINE THE ADMINISTRATOR'S COMPENSATION: 1. COMPENSATION COMMITTEE 2. INDEPENDENT COMPENSATION CONSULTANT 3. FORM 990 OF OTHER ORGANIZATIONS 4. WRITTEN EMPLOYMENT CONTRACT 5. COMPENSATION SURVEY OR STUDY 6. APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE FORM 990, PART VI, SECTION A, LINE 6 RIDGEVIEW MEDICAL CENTER SHALL BE THE SOLE MEMBER OF THE CORPORATION. FORM 990, PART VI, SECTION A, LINE 7A RIDGEVIEW MEDICAL CENTER, AS THE MEMBER, MUST APPROVE ALL NEW DIRECTORS. AT ALL TIMES THERE WILL ALWAYS BE A DIRECTOR WHO IS APPOINTED BY THE MEMBER AND WHO SITS ON THE BOARD OF DIRECTORS OF THE MEMBER. FORM 990, PART VI, SECTION A, LINE 7B THE BOARD OF DIRECTORS WILL CARRY OUT THE DUTIES NORMALLY ASSOCIATED WITH A NONPROFIT HOSPITAL BOARD OF DIRECTORS, SUBJECT TO THE RESERVED POWERS OF THE MEMBER AND THE CITY BELOW. THE MEMBER RESERVED AUTHORITY WITH REGARD TO THE MATTERS LISTED BELOW, SUBJECT TO THE RESERVED POWERS OF THE CITY INCLUDED THEREAFTER. THE MEMBER WILL LOOK TO THE BOARD TO MAKE RECOMMENDATIONS ON DECISIONS ON MATTERS LISTED BELOW, BUT THE MEMBER IS NOT REQUIRED TO ACCEPT SUCH RECOMMENDATIONS, AND THE MEMBER MAY TAKE ACTION ON ITS OWN IN SUCH AREAS, SUBJECT TO THE CITY'S RESERVED POWERS. THE MEMBER'S APPROVAL WILL BE REQUIRED FOR ANY ACTION PROPOSED BY THE BOARD IN THESE AREAS: (A) FINAL APPOINTMENT OF BOARD MEMBERS (B) ISSUANCE OF DEBT BY THE CORPORATION (C) SALE OF SUBSTANTIAL ASSETS OF THE CORPORATION (D) CHANGES IN THE CORPORATION'S ARTICLES OF INCORPORATION AND BYLAWS (E) ESTABLISHMENT OF ANOTHER MEMBER RELATIONSHIP BY THE CORPORATION OR ANOTHER FORM OF AFFILIATION (F) STRATEGIC PLAN FOR THE CORPORATION (G) OPERATING AND CAPITAL BUDGETS OF THE CORPORATION (H) UNBUDGETED TOTAL ANNUAL CAPITAL EXPENDITURES (I) AUDIT AND COMPLIANCE PROGRAMS (J) ACCREDITATION PROGRAMS (K) GROUP EMPLOYEE BENEFITS (L) MANAGING THE CORPORATION'S CASH AND INVESTMENTS (THE MEMBER MAY MOVE FUNDS BETWEEN THE ORGANIZATIONS FREELY, SUBJECT TO BOND COVENANT OR TRUSTEE REQUIREMENTS) (M) THIRD PARTY PAYER CONTRACTING (N) INSURANCE (O) INFORMATION SYSTEM DESIGN AND IMPLEMENTATION (P) GROUP PURCHASING THE CITY'S APPROVAL WILL BE REQUIRED FOR THE DECISIONS OF THE BOARD IN THE FOLLOWING AREAS: (A) SALE OF ALL OR SUBSTANTIALLY ALL OF THE CORPORATION'S ASSETS (B) SALE OF ASSETS ABOVE THRESHOLDS ALLOWED BY BOND COVENANTS (C) ISSUANCE OF DEBT WHICH WOULD OBLIGATE THE CORPORATION IN EXCESS OF LEVELS ALLOWED BY BOND COVENANTS (D) CHANGES TO THE CORPORATION'S ARTICLES OF INCORPORATION OR BYLAWS FORM 990, PART VI, SECTION B, LINE 11 THE CFO REVIEWED THE FORM 990 AND PROVIDED A COPY OF THE FORM 990 TO THE BOARD OF DIRECTORS PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C THE BOARD MEMBERS ANNUALLY REVIEW AND SIGN THE STATEMENTS FOR POTENTIAL CONFLICTS OF INTEREST POLICY. EACH MEMBER IS EXPECTED TO DISCLOSE ANY CONFLICT OF INTEREST THAT MAY ARISE DURING THE YEAR. IF IT IS DETERMINED THAT A CONFLICT OF INTEREST EXISTS, THE SITUATION WILL BE EXAMINED AND HANDLED APPROPRIATELY BY THE BOARD. FORM 990, PART VI, SECTION B, LINE 15 ALL COMPENSATION IS DETERMINED BY RIDGEVIEW MEDICAL CENTER, THE SOLE MEMBER. FORM 990, PART VI, SECTION C, LINE 19 THE FINANCIAL STATEMENTS, GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE AVAILABLE UPON REQUEST. 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