Goldsmith D & Mary B Johnes Home for Aged

“ST. LUKE'S CORNWALL HEALTH SYSTEM, INC. ("SLCHS") IS THE SOLE MEMBER OF the Goldsmith D. & Mary B. Johnes Home for Aged Couples. Form 990, Part VI, Section A, Line 7A St. Luke's Cornwall Health System, Inc., the sole member of the organization, has the power and authority to elect the Directors of the Home from among candidates nominated by the Home's Board of Trustees and to remove a director of the home with or without cause. Form 990, Part VI, Section A, Line 7B St. Luke's Cornwall Health System, Inc., the sole member of the organization, has the authority to authorize and approve amendments to the Certificate of Incorporation and Bylaws of the Home, authorize and approve any sale, lease, exchange, mortgage, pledge or other disposition of all, or substantially all, of the assets of the home, and authorize and approve any merger, consolidation or non-judicial dissolution of the home.”

“The Form 990 was prepared by the Montefiore's tax Department working closely with St. Luke's Finance team and assisted by various departments throughout the Health System. The Form 990 was reviewed and approved by the Vice-President-Finance and the ST LUKE'S CORNWALL HOSPITAL senior leadership including the Chief Financial Officer. In addition, an independent accounting firm was engaged to review the Form 990. Upon completion of the various reviews, the Form 990 was presented to the Board of trustees for review and approval prior to filing.”

“THE ORGANIZATION has adopted the conflict of interest policy maintained by ST. LUKE'S CORNWALL HOSPITAL, an affiliate organization. All monitoring and enforcement of the conflict of interest policy is performed by the hospital. All officers, directors and key employees of the St Luke's organization are required to complete an annual conflict of interest questionnaire, in their capacity as an employee of the organization or as a Board Member. Completed questionnaires are reviewed by the SYSTEM'S COMPLIANCE OFFICER and ANY POTENTIAL CONFLICTS ARE DISCLOSED AND REPORTED TO THE SYSTEM'S PRESIDENT/CEO AND THE ST. LUKE'S CORNWALL HOSPITAL FINANCE COMMITTEE. POTENTIAL CONFLICTS OF INTEREST ARE DISCUSSED AND ANY NECESSARY MITIGATING action IS TAKEN. Documentation of the existence and resolution of the conflict, including any meeting minutes, IS maintained by the Secretary of the Board.”

“THE ORGANIZATION IS AN AFFILIATE WITHIN Montefiore Health System, Inc., A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM ("SYSTEM") WHICH INCLUDES ST. LUKE'S CORNWALL HOSPITAL ("HOSPITAL"). The officers of the organization are employed and compensated by the Hospital. The St. Luke's Board of Trustees has charged the Compensation Committee of the Board (which is comprised of independent Board members with no conflicts of interest in regards to executive compensation) with making all decisions related to compensation for officers and certain key employees. All decisions made by the Compensation Committee are appropriately and timely documented in meeting minutes. The compensation committee's review process follows the Intermediate Sanctions guidelines for qualifying for the rebuttable presumption of reasonableness. The Committee retains an independent compensation consultant to assist it with this process. Compensation levels are established considering data for comparable organizations, an assessment of management performance (including the services provided to the community), and other business judgment factors, consistent with St. Luke's executive compensation philosophy. The Committee's decisions are made in the best interest of St Luke's, and are intended to ensure the recruitment and retention of key executive talent, consistent with the market practices of other not-for-profit healthcare organizations of comparable scope, mission and complexity. On an annual basis, the Committee provides the full Board of Trustees with a description of the committee's review and approval process and its decisions. All decisions made by the Compensation Committee are appropriately and timely documented in meeting minutes.”

“THE Conflict of interest policy and governing documents are made available upon request.”

“THE OTHER CHANGES IN NET ASSETS OF $358,130 WAS DUE TO A FORGIVENESS OF DEBT BY A RELATED ORGANIZATION FOR THE REMAINING PORTION OF ITS DEBT THAT could NOT BE PAID OFF BY THE ORGANIZATION DUE TO INSUFFICIENT CASH UPON LIQUIDATION.”