Centrastate Healthcare Foundation Inc

“Centrastate healthcare system, inc. ("cshs") is the sole member of this organization. Cshs has the right to elect the members of this organization's board of trustees and has certain reserved powers as defined in this organization's bylaws. Atlantic health system, inc. And centrastate holding company, inc. Hold membership interests in cshs of 51% and 49%, respectively.”

“The organization is an affiliate within centrastate healthcare system, inc. ("system"); a tax-exempt integrated healthcare delivery system. Centrastate healthcare system, inc. Is the tax-exempt parent entity of the system. The organization's federal form 990 was provided to each voting member of the organization's governing body (its board of trustees) prior to the filing of the federal form 990 with the internal revenue service ("irs") and after presentation and review by centrastate healthcare system, inc.'s audit committee. As part of the tax return preparation process the organization hired a professional certified public accounting ("cpa") firm with experience and expertise in both healthcare and not-for-profit tax return preparation to prepare the federal form 990. The cpa firm's tax professionals worked closely with the organization's finance personnel and internal working group of the organization to obtain the information needed in order to prepare a complete and accurate tax return. The cpa firm prepared a draft federal form 990 and furnished it to the organization's finance personnel and internal working group for their review. The organization's finance personnel and internal working group reviewed the draft federal form 990 and discussed questions and comments with the cpa firm. Revisions were made to the draft federal form 990 where necessary and a final draft was furnished by the cpa firm to the organization's finance personnel and internal working group for final review and approval. Following this review, the final form 990 was presented to the members of centrastate healthcare system's audit committee for review and thereafter provided to each voting member of this organization's governing body prior to filing with the irs.”

“All officers, trustees and key employees are required annually, to review the organization's conflict of interest policy and complete a conflict of interest questionnaire, which is submitted to corporate counsel. Corporate counsel reviews each completed questionnaire and prepares a report, which is shared with the board of trustees governance committee and, ultimately, the board of trustees. The policy is enforced, as needed, depending on the circumstances - for example, through recusal from voting, divestiture of conflicting property interests or, in certain past cases, resignation from the board of trustees.”

“The organization's board of trustees has an executive compensation sub-committee ("committee"). The committee has adopted a written executive compensation philosophy which it follows when it reviews the compensation and benefits of the organization's senior management, including the president/chief executive officer. The committee reviews the "total compensation" of the individuals which is intended to include both current and deferred compensation and all employee benefits, both qualified and non-qualified. The committee's review is done on at least an annual basis and ensures that the "total compensation" of senior management of the organization is reasonable. In 2024, the executive compensation sub-committee reported to the full board for ratification. The actions taken by the committee enable the organization to receive the rebuttable presumption of reasonableness for purposes of internal revenue code section 4958 with respect to the total compensation of certain members of the senior management team, including the president/chief executive officer. The three factors which must be satisfied in order to receive the rebuttable presumption of reasonableness are the following: 1. The compensation arrangement is approved in advance by an "authorized body" of the applicable tax-exempt organization which is composed entirely of individuals who do not have a "conflict of interest" with respect to the compensation arrangement; 2. The authorized body obtained and relied upon "appropriate data as to comparability" prior to making its determination; and 3. The authorized body "adequately documented the basis for its determination" concurrently with making that determination. The committee is comprised of members of the board of trustees each of who are independent and are free from any conflicts of interest. The committee relied upon appropriate comparable data; specifically, the committee obtained a written compensation study from an independent firm which specializes in the reviewing of hospital and healthcare system executive compensation and benefits throughout the united states. This study used comparable geographic and demographic market data including but not limited to similarly sized healthcare systems and hospitals, # of licensed beds and net patient service revenue. In addition, the committee reviews and approves executive compensation adjustments based on market surveys developed by independent consultants, industry average comparison, years of service and other exempt organizations in the geographic area. After a review of the individual's performance for the year and relying on comparable information and other objective data, the executive committee will recommend an adjustment to the individual's compensation. Any determinations are documented contemporaneously in the executive committee minutes. The committee adequately documented its basis for its determination through the timely preparation of written minutes of the compensation committee meetings during which the executive compensation and benefits was reviewed and subsequently approved. The actions outlined above with respect to the committee and the establishment of the rebuttable presumption of reasonableness applies to certain senior management personnel, including, but not limited to, the president/chief executive officer. The compensation and benefits of certain other individuals contained in this form 990 are reviewed annually by the centrastate healthcare system, inc.'s president/chief executive officer with assistance from the organization's human resources department in conjunction with the individual's job performance during the year and is based upon other objective factors designed to ensure that reasonable and fair market value compensation is paid by the organization. Other objective factors include market survey data for comparable positions, individual goals and objectives, personnel reviews, evaluations, self-evaluations and performance feedback me”

“The organization's filed certificate of incorporation and any amendments can be obtained and reviewed through the state of new jersey department of the treasury.”

“Core form, part vii and schedule j reflect certain board members and officers receiving compensation and benefits from this organization or a related organization. Please note this remuneration was for services rendered as full-time employees of this organization or a related organization and not for services rendered as a voting member of this organization's board of trustees.”

“This organization is an affiliate within the centrastate healthcare system, inc. ("system"); a tax-exempt integrated healthcare delivery system. The system includes both for-profit and not for-profit organizations. Certain board of trustee members, officers and/or directors listed on core form, part vii and schedule j of this form 990 may hold similar positions with both this organization and other affiliates within the system. The hours shown on this form 990, for board members who receive no compensation for services rendered in a non-board capacity, represent the estimated hours devoted per week for this organization. To the extent these individuals serve as a member of the board of trustees of other related organizations in the system, their respective hours per week per organization are approximately the same as reflected in core form, part vii of this form 990. The hours reflected on part vii of this form 990, for board members who receive compensation for services rendered in a non-board capacity, paid officers and key employees, reflect total hours worked per week on behalf of centrastate healthcare system, inc.; not solely this organization.”

“Thomas w. Scott, fache, fabc is listed as a trustee/officer on this form 990, part vii; an uncompensated position. Mr. Scott is employed by and received a fedral form w-2 from centrastate medical center; a related internal revenue code section 501(c)(3) tax-exempt organization. Accordingly, his common law employer/employee relationship is with centrastate medical center (ein: 22-1750190). Centrastate medical center filed a 2024 form 4720 which included a remittance of excise tax related to mr. Scott's compensation in excess of $1m.”

“The organization is an affiliate within centrastate healthcare system, inc. ("system"); a tax-exempt integrated healthcare delivery system. Centrastate healthcare system, inc. Is the tax-exempt parent entity of the system. An independent cpa firm audited the consolidated financial statements of centrastate healthcare system, inc. And all entities within the system for the years ended december 31, 2024 and december 31, 2023; respectively. The audited consolidated financial statements contain consolidating schedules on an entity by entity basis. The independent cpa firm issued an unmodified opinion with respect to the audited consolidated financial statements.”

“The organization is an affiliate within centrastate healthcare system, inc.("system"); a tax-exempt integrated healthcare delivery system. The system engaged an independent accounting firm to prepare and issue a system wide consolidated audit under the single audit act and omb circular a-133 audit. This organization was included in the system wide a-133 audit.”