St Luke'S Cornwall Health System Foundation Inc

“The organization is an affiliate within montefiore health system, inc., a tax-exempt integrated healthcare delivery system ("system"), which includes st. Luke's cornwall hospital ("hospital"). The ceo and treasurer of the foundation are employed and compensated by the hospital. As it relates to compensation from the hospital: the st. Luke's cornwall hospital board of trustees has charged the compensation committee of the board (which is comprised of independent board members with no conflicts of interest in regards to executive compensation) with making all decisions related to compensation for the president/ceo and cfo of the hospital that are both board members and officers of the foundation. All decisions made by the compensation committee are appropriately and timely documented in meeting minutes. The compensation committee's review process follows the intermediate sanctions guidelines for qualifying for the rebuttable presumption of reasonableness. The committee retains an independent compensation consultant to assist it with this process. Compensation levels are established considering data for comparable organizations, an assessment of management performance (including the services provided to the community), and other business judgment factors, consistent with st. Luke's executive compensation philosophy. The committee's decisions are made in the best interest of st luke's, and are intended to ensure the recruitment and retention of key executive talent, consistent with the market practices of other not-for-profit healthcare organizations of comparable scope, mission and complexity. On an annual basis, the committee provides the full board of trustees with a description of the committee's review and approval process and its decisions. All decisions made by the compensation committee are appropriately and timely documented in meeting minutes.”

“St. Luke's cornwall hospital is the sole member of the organization.”

“St. Luke's cornwall hospital, the sole member of the organization, has the authority to appoint and remove the governing board of the foundation.”

“St. Luke's cornwall hospital, the sole member of the organization, has the powers granted by law to the member in their capacity as the corporate member including the power to appoint and remove the governing board of the foundation, authorize and approve amendments to the certificate of incorporation and bylaws of the foundation, authorize and approve any sale, lease, exchange or other disposition of all, or substantially all the assets of the foundation and authorize and approve any merger, consolidation or non-judicial dissolution of the foundation.”

“The form 990 was prepared by the montefiore's tax department working closely with st. Luke's finance team and assisted by various departments throughout the health system. The form 990 was reviewed and approved by the vice-president-finance and the st. Luke's senior leadership including the chief financial officer. In addition, an independent accounting firm was engaged to review the form 990. Upon completion of the various reviews, the form 990 was presented to the foundation's board of trustees for review and approval prior to filing.”

“The organization and the system regularly monitors and enforces compliance with its conflict-of-interest policy. Any duality of interest or possible conflict of interest on the part of any member of the board of directors is required to be disclosed to the other member of the board of directors and made a matter of record, either through the annual procedure or when the interest becomes a matter of board action. Any member of the board of directors having a duality of interest or possible conflict of interest on any matter is prohibited from voting or personally influences the board on the matter. The foundation has adopted the conflict-of-interest policy of st. Luke's cornwall hospital. All officers and board members of the organization are required to complete an annual conflict of interest questionnaire, in their capacity as an officer of the foundation or as a board member of the foundation. Completed questionnaires are reviewed by the secretary of the board of trustees and concerns presented by the responses disclosed to the hospital's compliance officer. Any potential conflicts are disclosed and reported to the system's president/ceo and the hospital's finance committee for discussion and alleviation of the conflict. Documentation of the existence and resolution of the conflict, including any meeting minutes, is maintained by the secretary of the board.”

“The conflict of interest policy and governing documents are made available upon request.”

“All vendors and employees of the foundation are paid by st. Luke's cornwall hospital, ein 14-1340054, the common paymaster. St. Luke's cornwall hospital issues all forms 1099s and w-2s and files all federal employment tax returns relating to these individuals. Salaries are allocated to the foundation based on the individuals employed at this organization.”

“Concerning employee benefits allocation: st. Luke's cornwall hospital is the common paymaster for the foundation. All payroll taxes and employee benefits are paid by st. Luke's cornwall hospital and allocated back to the organization based on a composite rate of salaries for all benefit costs. The organization's assessment for employee benefits is reflected on line 9, other employees benefits, of part ix that includes cost for both pension and payroll taxes.”

“TRANSFER TO AFFILIATES - -130572; Total - -130572;”