Community Clinical Servicesinc

“In September 2024, the Organization revised its bylaws to change the designation of corporate members and expand the powers of the Board. Previously, the bylaws stated that St. Mary's Health System was the sole corporate member. In the revised bylaws, the corporate member designation has been removed, and the Board is now granted full authority over the Corporation. Under the new bylaws, the Board has all rights related to the management, control, business, and operations of the Corporation. Additionally, the Board is empowered to approve funding applications and determine the locations and hours of operation for all Corporation sites. Furthermore, and related to these changes, St. Mary's Health System no longer has any powers or responsibilities over the Organization's governance or Board composition. As of the end of this tax year, the Organization has ended its legal affiliation with St. Mary's Health System and with Covenant Health, Inc. more broadly. This change in the Organization's relationships is reflected within the amended governing documents.”

“The Form 990 is provided to the governing body for their review and approval prior to filing.”

“The purpose of the Organization's Conflict-of-Interest policy is to protect the interest of Community Clinical Services (CCS) when it is contemplating entering a transaction or arrangement that might benefit the personal interest of a director, officer, committee member or key employee of CCS. Directors, officers, committee members and key employees of CCS owe a fiduciary duty to CCS and are required to fulfill their responsibilities with care, obedience, and loyalty. All decisions and actions of directors, officers, committee members and key employees are to be made for the sole purpose of advancing the best interests of CCS and the public good. The fiduciary relationship of directors, officers, committee members and key employees to CCS must be respected in both actuality and appearance. All directors, officers, committee members and key employees of CCS shall exercise good faith in all transactions and arrangements related to their duties on behalf of CCS and its affiliates. In connection with any actual or possible conflicts of interest, an interested person must disclose the existence and nature of his or her personal interest to the board or the committee with board delegated powers considering the proposed transaction or arrangement. After disclosure of the personal interest, the remaining board or committee members who do not have a personal interest in the matter shall decide if a conflict of interest exists. If requested by the chairperson of the board or committee or any other director or committee member, the interested person shall leave the board or committee meeting while board or committee determines whether a conflict of interest exists. If the board or any committee has reasonable cause to believe that an interested person has failed to disclose actual or possible conflicts of interest, it shall inform the person of the basis for such belief and afford the person an opportunity to explain the alleged failure to disclose. If, after hearing the response of the person and making such further investigation as may be warranted in the circumstances, the board or committee determines that the person has in fact failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action. Corrective action can include, for board members or committee members verbal or written warning, or removal from the board or committee; for staff corrective actions can include verbal, written warning, or dismissal.”

“Any compensation paid to the trustees, directors, officers or key employees of the Organization is subject to the oversight of the Board of Directors, and any such compensation or benefits are only to paid in accordance with the Organization's conflict-of-interest policy. To ensure that CCS operates in a manner consistent with its charitable purpose and that does not engage in activities that could jeopardize its status as an organization exempt from federal income tax, periodic reviews shall be conducted under supervision of the Finance & Audit Committee. The periodic review shall, at a minimum, include the following subjects: - Whether compensation arrangements and benefits are reasonable and are the result of arm's length bargaining. - Whether acquisitions or other arrangements with clinical providers or employees result in inurement or impermissible private benefit. - Whether partnership and joint venture arrangements and arrangements with other organizations conform to written policies, are properly recorded, reflect reasonable payments for goods and services, further CCS, and its' affiliates' charitable purposes, and do not result in inurement or impermissible private benefit. - Whether agreements to provide health care and agreements with other health care providers, employees, and third-party payors further CCS and its' affiliates' charitable purposes and do not result in inurement or impermissible private benefit. In conducting the periodic reviews provided for above, CCS may, but need not, use outside advisors. If outside experts are used their use shall not relieve the board of its responsibility for ensuring that periodic reviews are conducted. When evaluating compensation policies, a voting member of the Board of Directors who receives compensation, directly or indirectly, from CCS for services is precluded from voting on matters pertaining to that member's compensation. Furthermore, physician who is a voting member of the Board of Directors and receives compensation, directly or indirectly, from the Corporation for services is precluded from discussing and voting on matters pertaining to that member's and other physicians' compensation.”

“The Organization's Form 990, governing documents, conflict of interest policy, and financial statements are made available to the public upon request.”

“In July 2024, Community Clinical Services ("CCS") disaffiliated from the St. Mary's Health System of Lewiston and from Covenant Health, Inc. Accordingly, as of the end of this tax year, CCS is no longer legally affiliated to or related to either the St. Mary's System or Covenant Health more broadly. Though its legal affiliation with St. Mary's has ended, the two organizations will still partner to coordinate patient care when needed. As a federally qualified health center "look alike," meaning it does not receive grant funding, Community Clinical Services has been working toward independence from St. Mary's for several years as required by Health Resources and Services Administration. Community Clinical Services is applying for a grant application to become a 330 grantee federally qualified health center. To achieve this goal, CCS has made important operational decisions that have led the organization to become more financially solvent without financial support from St. Mary's. St. Mary's will remain a strong partner to CCS, sharing a strong mission of service to the Lewiston-Auburn community.”

“Purchased medical and physician services: Program service expenses 1,001,886. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,001,886. Administrative and other fees: Program service expenses 874,583. Management and general expenses 231,923. Fundraising expenses 0. Total expenses 1,106,506.”