Healthcare Association of Western and Central New York Inc

“Description of membership: the organization has two classes of members. The primary membership consists of non-profit hospitals and health systems located in the western region of new york state. The organization also has an associate member class which is comprised of small organizations that are interested in healthcare matters affecting hospitals in western new york. The sole corporate member of the organization is the healthcare association of new york state, inc.”

“Member's powers to appoint or remove members of governing body: the sole member, the healthcare association of new york state, inc., has the right to appoint or remove members of the board of directors.”

“Governance decisions reserved to the sole member: the member's rights include: appointing and removing directors, developing the annual budget of the organization, authorizing expenditures outside of the approved budget or ordinary course of business, appointing and dismissing outside consultants and advisors, developing strategic plans and corporate policies, and exercising all powers not specifically delegated to the directors and officers of the organization. The member does not have authority to dispose, sell, or transfer assets of the organization, and is not entitled to receive a share of the organization's net assets upon the organization's dissolution.”

“Form 990 review procedure: the organization's form 990 is prepared by an independent certified public accounting firm. The completed form 990 is reviewed in three stages prior to its filing. The first review is conducted by the member's corporate finance staff. The second review is performed by the member's chief financial officer. The final review is performed by the audit committee of the member's board of trustees. The member's board of trustees formally delegated responsibility for review of form 990 to the audit committee. Each member of the audit committee receives a copy of the complete final form 990 to review prior to its filing.”

“Conflict of interest policy procedures: the organization has written conflict of interest policies covering all employees and members of the board of directors. The policies require employees and board members to disclose actual and potential conflicts and refrain from participating in matters related to the conflict. On an annual basis, all employees and board members are required to complete a written conflict of interest disclosure statement. The disclosure statements are reviewed by the member's executive management and audit committee. The policies contain escalation procedures that involve independent legal counsel, board leadership, and the audit committee for reviewing potential conflicts.”

“Compensation procedures: a compensation committee made up of independent members of the board of trustees of the member oversees and determines compensation for the president (officer) and the chief financial officer (officer) using the following process. The compensation committee uses an independent compensation consulting firm to assist it in developing and maintaining the compensation philosophy and to determine the appropriate benchmarks for total compensation for each position. On an annual basis, the compensation consultant obtains comparative compensation data for each position based on the compensation philosophy and established benchmarks. The president of the member and the chairman of the board of the organization jointly conduct an annual performance review for the president of the organization. Compensation for the president is determined by the president of the member and the chairman of the board using comparable compensation data obtained from the independent compensation consultant. The compensation committee reviews the president's recommendations and has final approval over compensation. The president of the member conducts an annual performance review for the chief financial officer and provides a recommendation for compensation to the compensation committee utilizing the comparative compensation data provided by the compensation consultant. The compensation committee reviews the president's recommendations and has final approval over compensation.”

“Public availability of governing documents, conflict of interest policy, and financial statements: the organization does not make these documents available to the public except to the extent information from these documents is included in form 990.”

“Investment in service initiatives, inc. 15,758. Post retirement liability 3,223.”

“The organization's financial statements are consolidated with the financial statements of the member. The member's consolidated financial statements are audited by an independent cpa firm and reviewed by the audit committee of the member's board of trustees.”