Wayne Memorial Health Foundation Inc

“James pettinato, ceo, and patricia dunsinger, cfo, are compensated by wayne memorial health system, a related organization. Brooke james, trustee, has a family relationship with brad kiesendahl, a trustee of wayne memorial health system, inc., a related organization.”

“The foundation bylaws indicate that the board shall consist of no fewer than ten and no more than twenty trustees, including the chairman of the board of directors of wayne health services, inc., the foundation subsidiary, all of whom shall be approved by wayne memorial health system, inc, a related organization. The following decisions of the governing body are subject to approval by wayne memorial health system, inc.: (a) amendment of the bylaws or the articles of corporation (b) merger or consolidation with any other entity (c) dissolution and distribution of assets in connection therewith (d) election of officers of this corporation (e) adoption of investment policies and selection of investment advisors (f) investment of restricted gifts (g) selection of auditors and attorneys (h) adoption of operating and capital budgets (i) approval of fund-raising programs (j) donation or transfer of any asset with an aggregate value in excess of such amount as may be determined by the board of wayne memorial health system from time to time (k) creation of any lien or security interest in assets of the corporation (l) designation or restriction of gifts with a market value in excess of such amount as may be determined by the board of wayne memorial health system from time to time, and (m) any other matter that would require the approval of the members of a pennsylvania nonprofit corporation.”

“Wayne memorial health system, inc., (and all related entities) utilizes a compensation committee of the board to set compensation of its ceo and other senior managers, including cfo, director of patient care services, director of human resources, director of facility services, director of ancillary services and the executive director of the wayne memorial health foundation. The compensation committee is made up of independent directors, who, with the assistance of a national compensation consulting firm, utilize comparable data from the marketplace, looking at such things as comparable organizations in terms of revenue, size, complexity and geographic region. The organization has adopted a philosophy of paying at the 50th percentile of the marketplace. All meetings of the compensation committee are documented and minutes are maintained of the deliberation and decision-making process. The process normally occurs from june to october of the year the compensation changes are granted.”

“Wayne memorial health system, inc., provides management over the organization through direct employment of the directors and officers of the organization. The management services provided are reimbursed to wayne memorial health system through a management fee.”

“The form 990 is prepared by an independent accounting firm based on the audited financial statements and information provided by the accounting department of the organization. A copy of the form 990 will be reviewed with the finance committee which is responsible for the financial oversight of all entities of the wayne memorial health system. A copy of the 990 will be distributed via e-mail to each board member before the return is submitted to the irs. Management will discuss any questions that any board member may have at the next full board meeting.”

“Conflict of interest statements are completed by every board member and manager annually. Each individual is required to sign and return the statements to the administration office. The audit committee is responsible for monitoring compliance with any conflict of interest throughout the year. If a conflict of interest arises, the person with the conflict will recuse themselves from voting and/or discussing the matter.”

“The organization makes its governing documents, conflict of interest policy, and/or financial statements available to public upon request.”

“The following was undertaken and/or accomplished: i. The foundation continued to own, operate, maintain and subsequently lease to wayne memorial hospital, an affiliate of wayne memorial health system, properties immediately adjacent to the hospital, located at 601 park street, honesdale, pennsylvania. Ii. Wayne memorial hospital serves as a memorial to 55 wayne county residents, who lost their lives during combat in world war i. More recently, the hospital was rededicated to all service men and women from wayne and pike counties, pennsylvania, who have lost their lives in the service of their country. Each year, the foundation collaborates with area veteransganizations to remember and honor these brave men and women by conducting memorial services at the hospital on december 7th and veterans day. Iii. Foundation staff continues to collaborate with the staff of wayne memorial hospital's department of community health to conduct the together for health school program, offering education and wellness programs for students of western wayne, wayne highlands and wallenpaupack area school districts. The foundation also supported rachael's challenge, a program designed to empower students and adults with skills and tools to combat bullying and allay feelings of isolation and despair by creating a culture of kindness and compassion. Continuing this program reaches more than 10,000 students, teachers, school administrators and staff in four school districts.”

“To make grants and gifts to such organizations, all in support of or in furtherance of the mission of wayne memorial health system or any of its subsidiaries.”

“PROFESSIONAL SERVICE FEES - Total Expense: 42114, Program Service Expense: 38357, Management and General Expenses: 3757, Fundraising Expenses: ;”

“Transfer to affiliate - -308869; change in beneficial interest - 445276;”