Community Hospital of Lagrange County

“The executive committee shall be composed of the officers of the board, the president of the corporation, the president/chief executive officer of the corporate member or his/her designee, the current president of the medical staff and such other persons as identified by the chair of the board, each of whom shall be entitled to vote. In no event shall the members of the executive committee exceed eight (8) people. The executive committee may act on behalf of the corporation in any matter when the board is not in session, reporting to the board for its ratification of its action. The chair of the board shall serve as chair of the executive committee. Meetings of the executive committee may be called by the chair or by three (3) members.”

“Directors/officers jordi disler and joe urbanski have a business relationship. Director/officer michael packnett and officer jeanne' wickens have business relationships as officers of related entities.”

“The organization is organized as a not-for-profit corporation. Pursuant to the organization's governing documents, parkview health system, inc. Ein 35-1972384 is the sole member of community hospital of lagrange county, inc. With certain reserved powers.”

“The corporate member, parkview health system, inc. Ein 35-1972384, shall have the following reserved powers: (i) appoint and remove, with or without cause, members of the board subject to the composition requirements regarding community and physician representation set forth in article v, section 2; (ii) appoint and remove, with or without cause, the chair and vice chair of the board and the president of the corporation; (iii) approve and/or require the adoption of amendments to the articles of incorporation or bylaws of the corporation or any subsidiary or affiliate of the corporation; (iv) approve and/or require the establishment, acquisition, divestiture, dissolution, closure, merger, consolidation, change in corporate membership, affiliation or corporate reorganization of the corporation or any subsidiary or affiliate of the corporation; (v) approve and adopt the strategic plan and any amendments thereto for the corporation and any subsidiary or affiliate of the corporation; (vi) approve and/or require the incurrence of any debt, including the issuance of any bonds, proposed by the corporation or any subsidiary or affiliate of the corporation in excess of limits specified in the policy of the corporate member; (vii) approve and/or require the approval of contracts or loans obligating the corporation to expend or repay an amount in excess of limits specified in the policy of the corporate member; (viii) approve and/or require the sale, lease, exchange, mortgage, pledge, transfer, encumbrance or other disposition of property and assets of the corporation in excess of limits specified in the policy of the corporate member; (ix) approve and adopt the capital budget, operating budget, financial plans and any amendments thereto for the corporation and any subsidiary or affiliate of the corporation; (x) approve and/or require the adoption of a managed care policy for the corporation and any subsidiary or affiliate of the corporation, including network participation, participation in any managed care agreement and participation in any other health care service arrangements; (xi) appoint and remove auditors, attorneys and other professional advisors for the corporation and any subsidiary or affiliate of the corporation; (xii) develop, approve and/or require the adoption of medical staff quality assurance standards, utilization review standards, criteria, policies and procedures for the corporation and any subsidiary or affiliate of the corporation; (xiii) approve and/or require the adoption of any action to change the corporation from a general, acute care community hospital or to close the corporation's current location; (xiv) approve each annual list of proposed donors and amounts of donations or grants not included in the annual budget, and make proposals to deviate therefrom throughout each year in excess of limits specified in the policy of the corporate member; and (xv) approve and/or require the adoption of any action that is inconsistent with the policy of the corporate member.”

“See schedule o explanation for form 990, part vi, section a, line 7a”

“Pursuant to parkview health system inc.'s bylaws, the system audit committee may act on behalf of the corporation to provide review of the corporation and its subsidiary corporations' form 990 filings. Community hospital of lagrange county, inc. Is a subsidiary corporation of parkview health system, inc. An electronic copy of the organization's final form 990 (including required schedules) was provided to each voting member of the organization's governing body, prior to filing with the irs. On october 24, 2023, the system audit committee reviewed the form 990 as ultimately filed with the irs. This review included a presentation by the organization's tax preparer to highlight the significant areas on the form 990 and supplemental schedules.”

“As described in article ix section 6, of the parkview health system, inc. (ph) bylaws, ph adopted ph's compliance policy for the organization and its not-for-profit related organizations (and as likewise noted in their bylaws) when addressing conflicts or potential conflicts of interest. This compliance policy (compliance policy #14) requires that each board member, board committee member, and key management personnel must annually complete a conflict of interest form. This information is provided to the chairman of the board (for board and board committee members) and to senior management (for key management personnel). In addition, as to the conduct of board meetings, the following process is followed: "whenever a ph or ph affiliate board or board committee is considering a transaction or arrangement with an organization, entity or individual in which a person covered by this policy has a financial or conflicting interest, the following shall occur: 1. The interested person must disclose the financial or conflicting interest and all material facts to the ph or ph affiliate board or board committee; 2. The interested person with that financial or conflicting interest may make a presentation at the board or board committee meeting regarding the transaction or arrangement however, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement that results in the financial or conflicting interest; and 3. The ph or ph affiliate board or board committee must approve the transaction or arrangement by a majority vote of the board members present at a meeting that has a quorum, not including the vote of the interested person. The interested person may not vote on the matter. A. Upon the request of ph or ph affiliate board or board committee, the matter may be delegated to the ph compliance committee for evaluation, recommendation and/or determination. 4. Whenever a financial or conflicting interest is addressed by a ph or ph affiliate board, notice shall be given to the ph compliance officer / general counsel."”

“Lines 15a and 15b are answered no in accordance with the irs instructions. To the extent that the organization has a vice president or above, the related organization, parkview health system, inc., has a process in place for determining compensation of the ceo, officers, and key employees. The process includes consultations with an independent compensation advisor and the review of appropriate comparability data; review and approval by the compensation committee of the governing body consisting of members who do not have a conflict of interest concerning the compensation; and contemporaneous documentation and recordkeeping with respect to deliberations and decisions regarding the compensation arrangements. In 2022, the compensation committee of parkview health system, inc. Reviewed and approved all executive compensation, benefits, and perquisites for the 2022 compensation package, pursuant to the parkview health bylaws. The compensation package was approved by a majority of independent compensation committee members. Parkview's independent consultant prepares a competitive compensation analysis using data from multiple published surveys prepared by independent firms for positions that are functionally comparable in similar-sized health systems and hospital organizations on both a regional and national basis. The independent consultant provides a statement of reasonableness of the compensation provided to the ceo as well as all executives at the vice president level and above. All data is shared with the board of directors. The board approves any changes in compensation for the ceo and their direct reports. Approval is also provided for the salary budget for the entire organization. The board reviews and approves the plan documents for the management incentive compensation plan (micp) and the physician and provider incentive compensation plan (picp).”

“Copies of the organization's governing documents, conflict of interest policy, and financial statements are available upon request.”

“Parkview health system, inc. (ph), ein 35-1972384, is the common paying agent for the filing organization, community hospital of lagrange county, inc., ein 20-2401676. Therefore, all applicable irs tax filings, including forms 1099, 1096, w-2 and w-3 are reported and filed by ph. The total number reported in box 3 of form 1096 and filed by the common paying agent, ph, for the year ended december 31, 2022 was 627. The total number of employees reported on form w-3 and filed by the common paying agent, ph, for the year ended december 31, 2022 was 17,284. For purposes of completing form 990, part v, line 1a and 2a, the number reported for the community hospital of lagrange county, inc. Was 36 and 170 respectively.”

“Other: program service expenses 481,145. Management and general expenses 59,522. Fundraising expenses 0. Total expenses 540,667. Medical professional fees: program service expenses 3,760,148. Management and general expenses 407,053. Fundraising expenses 0. Total expenses 4,167,201. Lab services: program service expenses 1,251,499. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,251,499. Collection expense: program service expenses 0. Management and general expenses 232,062. Fundraising expenses 0. Total expenses 232,062.”

“Parkview health system, inc., ein 35-1972384, serves as the common paying agent for all tax-exempt organizations of the system. Salaries and wages of employees working for these organizations are charged directly to the organizations in which they work. The actual expenses for payroll taxes, employee benefits, and pension plan contributions are reflected on the books of parkview health system, inc. For financial reporting purposes. To account for benefit costs on the books of the other tax exempt organizations, an allocation methodology is utilized to charge these organizations with an estimate of the overall costs, referred to as a "benefit allocation" from parkview health system, inc. The allocation does not distinguish between the costs of the various components (i.e. Payroll taxes, employee benefits, and pension plan contributions). Therefore, for purposes of the form 990, part ix, the total benefit allocation for the employees' salaries and wages reported on line 7 is reflected on line 9 and not allocated between lines 8 or 10. For purposes of the form 990, part ix, lines 5 and 6 reflect compensation and benefit amounts reported in part vii.”

“Asset transfers/adjustments -258,946.”