Midstate Medical Center

“MidState Medical Center is organized as a non-stock not for profit entity. Hartford HealthCare Corporation is the sole member.”

“The sole member of the organization has the authority to approve/remove members of the governing board.”

“The sole member of the organization has the right to review, approve, disapprove or deny fundamental transactions such as mergers, acquisitions, dissolutions, etc.”

“The Form 990 was prepared by the Hartford HealthCare's Tax Department. It was then reviewed by an independent accounting firm. It was then forwarded to the organization's top management including the VP, Finance for review. The Form was then made available to the Board for review. Once the entire review process was completed, the form was signed by the VP, Finance and then filed with the Internal Revenue Service.”

“The Medical Center's board has adopted the policy of the member organization, Hartford HealthCare Corporation (HHC). The HHC Conflict of Interest Policy (Policy) requires all covered individuals, including board members and officers, to provide a disclosure of relationships that create or have the appearance of creating a conflict of interest or commitment. The Policy requires updates if changes in circumstances arise during the year that either (a) create a new potential conflict of interest or commitment or (b) change or eliminate a conflict of interest or commitment previously disclosed. Conflict of Interest disclosure statements are maintained by the HHC Office of Compliance, Audit & Privacy (OCAP). All employee disclosures are reviewed by OCAP to determine if there is a potential conflict. Legal counsel reviews all cases where the individual has a significant financial interest and these cases are forwarded to the System Executive Compliance Steering Committee. The System Executive Compliance Steering Committee assesses and recommends whether 1) the conflict be eliminated, 2) the proposed activity be prohibited, or 3) a Conflict of Interest management plan be implemented. Results of the survey of board members are reported to the HHC Nominating and Governance Committee for determinations of conflicts and the management of them, where applicable. Form 990, Part VI, Section B, Lines 13 & 14 The Hospital does have a written Document Retention and Destruction policy as well as a written Whistleblower policy. Although the policies were not formally approved by the Board, they were in effect for the entire tax year.”

“The Independent Executive Compensation Committee (Committee) of the Board of Directors of Hartford HealthCare on behalf of MidState Medical Center, hires an outside consultant, Integrated Healthcare Strategies, to determine best practices in governing executive compensation. The following steps are taken: - Use of an Independent Executive Compensation Committee (Committee) of the Board of Directors of Hartford HealthCare, on behalf of MidState Medical Center, established and regularly reviews Executive Compensation Philosophy - The Committee regularly reviews scope and depth of positions taking into account complexity and the financial impact and accountability of all "disqualified persons" - Benchmark peer groups are selected for comparison based on organizational size, operating revenue, geography and other relevant factors - Analysis of current total compensation versus market is performed by an independent third party compensation consulting firm and is then reviewed by the committee - Recommendations are made based on data analysis to ensure appropriate competitive positioning within parameters of the compensation philosophy - The CEO compensation is determined by the Committee based on comparative market information and organizational performance - All changes are reviewed and approved by the Executive Compensation Committee The CEO compensation determination process is reviewed on an annual basis. All other executive compensation are regularly reviewed for scope and depth of positions taking into account complexity and the financial impact and accountability.”

“The Hospital's Form 990, 990T and form 1023 and its attachments are available upon request.”

“The Hospital's Financial Statements, Governing Documents and the Conflict of Interest Policy are available for inspection upon request at the Hospital's address.”

“Unrealized Loss on Swap Value -134,060. Change in Funding Status of Pension -20,941,673. Income From Pass Thru Entities 325,301. Return on Investments held by Endowment, LLC 93,356. Transfer to Affiliated Entity - HHC -8,455,256. Rounding -10. Unrealized Gain (Loss) on Funds Held in Trust 846,380. Endowment LLC K-1 -2,615,466.”

“Although the organization was not required to undergo A-133 Federal Audit, the results were included in a consolidated A-133 audit performed at the parent level Hartford HealthCare Corporation.”