West Virginia University Hospitals - East Inc

“The Form 990 is prepared by the WVUHS tax team, it is then reviewed by the WVUH-East Vice President of Finance. Upon approval by the Vice President of Finance, it is then submitted to be reviewed by the external independent auditing firm of WVUH-East. After that review, it is provided to all board members for final review and approval before filing with the IRS.”

“Annually, all officers, members of management and board members are required to disclose any relationships which potentially give rise to a conflict of interest. These responses are processed and maintained by the WVUH-East Compliance Committee. All board members are to be willing to identify conflicts of interest and abstain from voting when appropriate.”

“The compensation of the CEO is determined by the WV United Health System Compensation Committee based upon a salary and benefit survey prepared by an independent company using data of comparable facilities. This information is provided to the compensation committee which is made up of independent board members who are then responsible for setting the compensation packages offered to each executive, ensuring that the compensation package does not exceed fair market value based on the data from the consultant group. The minutes of the compensation committee are contemporaneously documented and retained. A full compensation survey was completed in 2023 for 2024 compensation amounts.”

“The compensation of all officers at the Vice President level and below is determined based upon a salary and benefit survey prepared by an independent company using data of comparable facilities. This data is then interpreted and provided to an independent compensation committee. The independent compensation committee then uses this data to determine a fair and reasonable compensation package. All relevant data as well as minutes from each meeting are retained.”

“All financial and governing documents including the conflict of interest policy are available upon request at the WVUH - East Administration office during normal business hours.”

“All WVUH-East employees are paid by West Virginia University Hospitals, Inc. WVUH EIN 55-0643304, City Hospital, Inc. EIN 55-0383321 or Jefferson Memorial Hospital EIN 55-0359755 under common paymaster arrangements. However, WVUH-East is responsible for the salary and benefit expense incurred for these employees and appropriately reimburses WVUH, CHI, or JMH for the salary expense incurred on its behalf. Those salary expenses are reflected in Part IX line 5 of this return. A portion of Teresa McCabes salary is the responsibility of University Healthcare Foundation EIN 31-1118075. The Foundation reimburses CHI for the apportioned amount of salary and benefits per a paymaster arrangement.”

“The powers of the Sole Member shall be all those permitted by the general corporate laws of the State of West Virginia, including, without limitation, the following powers reserved until the Member over the Corporation and any of the Corporations subsidiaries. Powers of the sole Member are a. Remove any member or members of the Corporations and each Subsidiarys governing board b. Approve amendments to the articles of incorporation or bylaws of the Corporation and each Subsidiary c. Approve the dissolution, merger of or with, or consolidation by the Corporation or a Subsidiary and d. Approve the sale, lease, exchange, mortgage, ledge or other disposition of all or substantially all of the Corporations or a Subsidiarys property or assets.”

“Per the restated and amended Articles of Incorporation West Virginia United Health System, Inc. is the sole member of West Virginia Univeristy Hospitals - East, Inc.”

“The employees of West Virginia University Hospitals - East, Inc. WVUH-East are paid by City Hospital, Inc. CHI, Jefferson Memorial Hospital JMH, and WVU Hospitals, Inc. WVUH. The related payroll filings are prepared by those entities under common paymaster arrangements.”

“In 2023, West Virginia United Health System WVUHS, EIN 55-0754713, transitioned to a centralized accounts payable process in which WVUHS made the majority of vendor payments and then issued the required 1099s. WVUHS is reimbursed by the entities for their portion of payments made, vendor payments that meet the Top 5 Independent Contractor reporting requirements are reported in Part VII, Section B of the reporting entity.”