Champlain Valley Physicians Hospital Medical Center

“Effective october 1, 2022, the certificate of incorporation and the bylaws of the university of vermont health network, inc. (the "network") were amended and restated to facilitate timely decision making and to clarify roles and relationships between the network and its hospital and home health care subsidiaries (the "affiliates"), including champlain valley physicians hospital medical center ("cvph"). Corresponding amendments were made to the organizational documents of the affiliates. Cvph's documents changed in the following significant respects: first, the certificate of incorporation and bylaws were amended to create reserved powers of the network board. These reserved powers include: the network's election of trustees for cvph from nominees submitted by cvph; adoption of annual operating and capital budgets; adoption of strategic plans; and approval of major financial decisions including mergers, bankruptcies, commencement of projects requiring the issuance of a certificate of need, the incurrence of long-term indebtedness, and the development or termination of programs or services. Additionally, the compensation committee of the network is granted responsibility for determining compensation and benefits for cvph's president and any other executive classified as a "disqualified person" under applicable law. Second, amendments were made to grant representation to members of cvph's board of trustees on standing committees of the network board. Up to two voting members of each network standing committee are appointed by cvph.”

“The university of vermont health network, inc. (uvmhn) is the voting member of the organization.”

“The university of vermont health network shall elect the directors to hold office annually. Each director shall hold office until the expiration of the term and until a successor has been elected and shall have qualified, or until the director's prior resignation or removal.”

“Uvm health network has the power to approve significant corporate actions, including annual operating and capital budgets, strategic plans, the appointment of the ceo, the incurrence of long-term indebtedness, amendments to uvm medical center's bylaws and articles of the organization, and approval of major financial decisions including mergers, bankruptcies, and the development or termination of program services. Uvm health network is a non-profit corporation which has been recognized by the irs as a 501(c)(3) organization that is not a private foundation.”

“Cvph provides an electronic copy of form 990 to each board member prior to the form being filed.”

“Cvph has a written conflict of interest policy as a part of its governing documents. The policy is applicable to members of the governing body, officers and key employees. The organization requires that members having a conflict of interest in a transaction recuse themselves of voting on the matter. Proposed and ongoing transactions are reviewed by appropriate groups of indiviuals (committees and/or levels of review) to ensure the best interest of the hospital. The organization solicits from each member of the governing body, officers, and key employees an annual signed statement certifying compliance with the organization's conflict of interest policy and self-disclosure of certain interest for each annual period.”

“Cvph has a formal process that is used to determine the compensation committee of the board of trustees, engaging an independent consultant, performance of a compensation survey or study, review of other organization's 990 forms, and approval by the board of compensation committee. A written employment agreement is established setting forth the compensation and benefits of the ceo. Cvph pays non-fixed earnings based on the success in meeting performance criteria that are prospectively agreed upon as goals for the ceo. Part b: the same formal process noted in question 15(a) above is used to determine the base compensation of the other officers. Non-fixed earnings of other officers are based on the success in meeting performance criteria and comparative market data. In addition to the tools and processes identified in schedule j, part i, champlain valley physicians hospital receives guidance regarding its president's compensation from the compensation committee of the board of trustees of the university of vermont health network, which is the sole member of the hospital. That network compensation committee utilizes the following methods to establish that guidance: -compensation committee -independent compensation consultant -compensation survey or study -approval by the board or compensation committee”

“Cvph makes its governing documents, conflicts of interest policy, and financial statements available to the public upon request. Parties desiring copies of such documents must present themselves at the administrative offices of cvph or by sending a request in writing to cvph administrative offices. The organization has instructions posted on its website for those seeking copies of documents.”

“Change in fair value of interest rate swap 1,297,513. Pension related changes other than net periodic pension costs 5,906,387. Transfers from parent -440,975. Net change in restricted assets 111,508.”

“There is an audit committee that assumes responsibility for the oversight of the audit and selection of the independent accountant. The process has not changed from the prior year.”

“Each priority-specific action plan includes focus areas, goals, objectives, and measures for evidence-based interventions to track their impacts including reductions in health disparities among racial, ethnic, and socioeconomic groups, age groups, and persons with disabilities. Cchd and cvph use the prevention agenda as a framework for assessing health, identifying local health priorities and planning collaborative health improvement efforts within clinton county. Cvph and cchd understand the key to successfully impacting the health of clinton county is partnering with the community and its organizations and combining resources. It is the intent of the lead partners that action plans capture the partnership, contributions and support of many community organizations to strengthen the impact of the planned interventions and assure the responsible use of limited resources. Clinton county is fortunate to have developed a strong network of partners representing many different community sectors and offering a variety of assets and capacities for achieving its shared vision for community health. Lead staff from cchd and cvph have worked with partners to collect and organize activities and interventions that will address the identified health priorities. This was done utilizing a variety of methods: review of current chip/is activities and progress as well as those of other shared work plans (ie. Community services plan), individual meetings with key partners, emails soliciting suggestions and contributions of related activities from afh participants, and review of information collected from the priority setting event and directly from residents through the survey process. Information was then organized by goals/ objectives within each focus area, resulting in five action plans and formatted following nysdoh guidance and provided tools. These action plans become cchd's chip and cvph's is for the next three years. It is impossible to feature all the health improvement work that will occur in clinton county over the next three years in the action plans. Much thought is given to the featured interventions; often it is the items that best demonstrate the local commitment to collective impact work, innovation, and cross-system collaboration. There is also an intentional blend of activities that will vary in duration. As such, there will be progress to acknowledge and celebrate perpetually. This also allows new interventions to be considered and added regularly based on emerging local needs and resources. Target programs and locations for the featured interventions are determined by a number of factors including review of health indicator data, especially to identify high needs populations and areas within the county, and feasibility of activities meeting success (existence of potential sites, accessibility, receptiveness, etc.). Featured interventions and projected outcomes are influenced by partner resources including staff, funding and expertise. Some interventions that the hospital has a role in are as follows: - create and sustain inclusive, healthy public spaces (focus area - promote wellbeing) - increase availability of/access and linkages to medication-assisted treatment (mat) including buprenorphine (focus area - prevent mental and substance use disorders) - build support systems to care for opioid users or at risk of an overdose. (focus area - prevent mental and substance use disorders) - integrate trauma informed approaches in training staff and implementing program and policy(focus area - prevent mental and substance use disorders) - promote a team-based approach (which may include pharmacist, community health worker, registered dietitian, podiatrist, and other health workers) to chronic disease care to improve health outcomes (focus area - chronic disease preventative care and management) - expand access to evidence-based self-management interventions for individuals with chronic disease (arthritis, asthma, cardiovascular disea”