Maple Grove Hospital Corporation

“Maple grove hospital has one class of members. North memorial health care ("north memorial") is the only member of the corporation and is a nonprofit, tax-exempt organizations under section 501(c)(3) of the internal revenue code.”

“The board of directors is comprised of three voting directors as follows: the chief executive officer of north memorial and two other directors appointed annually by north memorial.”

“The members, and only the members, may take direct action on the following matters by unanimous member approval: (a) amendments to the articles of incorporation; (b) amendments to the bylaws; (c) merger or consolidation of the corporation (d) sale, lease or transfer or other disposition of all or substantially all of the assets of the corporation; (e) joint ventures affecting substantially all of the assets or operations of the corporation; (f) determination of the name under which the hospital conducts business; (g) certain mortgages or other security interests; (h) issuance of capital calls; and (i) dissolution and liquidation of the corporation.”

“The board of directors review the form 990 before it is filed. Representatives from the hospital's independent accounting firm review the form 990 with management in detail and notes for the board any changes in the form 990 from prior years. After thorough discussion, the board approves the form 990.”

“Maple grove hospital board members and team members have responsibility for administering the affairs of maple grove hospital honestly and prudently, and for exercising their best care, skill, and judgment for the sole benefit of maple grove hospital. Maple grove hospital practitioners/clinicians also have the responsibility to avoid exploiting the practitioner-customer relationship. Maple grove hospital board members and team members must disclose all potential conflicts of interest. The term conflict of interest refers to situations in which financial or other personal interests directly and significantly influence, or appear to influence, professional judgment and responsibilities. Maple grove hospital health board members and team members must exercise the utmost good faith in all transactions involved in their duties, and they must not use their positions with maple grove hospital or knowledge gained from these positions for their personal benefit. The interests of maple grove hospital must be the first priority in all decisions. A conflict of interest could exist whenever a personal interest influences, or appears to influence, the ability of a board member or team members to exercise objectivity in meeting their responsibilities on behalf of maple grove hospital. Individuals covered by this policy may not take part in any action that results in, or has the appearance of resulting in, personal or professional gain, or benefit to an organization other than maple grove hospital. To avoid an actual conflict or any appearance of a conflict, no board member or team member may participate in a transaction involving maple grove hospital in which that individual or his/her immediate family has a personal interest, whether financial or non-financial.”

“Compensation for executive positions is reviewed by the north memorial health compensation committee which is comprised of members on board of directors, chro, ceo, and general counsel for north memorial. The compensation committee works in conjunction with an outside compensation consultant. The compensation committee of north memorial ensures that the salary and benefit administration review process is being followed, which includes salary and benefit surveys and comparisons of the market for all executive positions. The compensation of executive positions is approved by the ceo.”

“Governing documents and the conflict of interest policy are available upon request. Financial statements are available online through the office of the attorney general via the charity report filed with the state of minnesota.”

“Distribution to north memorial health -48,000,000. Returned grant funds -46,816.”

“Neither the oversight process of the audit or the selection process of the independent accountant changed during the current tax year.”