Good Shepherd Rehabilitation Network

“The number of times that the executive committee must meet on an annual basis was reduced from at least 11 to at least 6 times. In an effort to maintain the raker family legacy, a "legacy" board position has been created which will be held by only a direct descendant of the raker family. The position will not have a vote.”

“Two-thirds of the organization's trustees shall be elected by the synod council of the northeastern pennsylvania synod of the evangelical church in america.”

“The organization's bylaws may be altered, amended, or repealed by the board. In addition, the amendment shall be approved by the synod council of the northeastern pennsylvania synod of the evangelical church in america before taking effect.”

“The irs form 990 is prepared using information solicited from officers, directors, trustees, board committee members, and management. This group of individuals is provided a draft return before the final return is filed. Questions, comments, and additional information provided by this group are incorporated into the final return. The final return is reviewed at a committee level of the board prior to it being filed.”

“There is a systematic process coordinated through the governance committee where the conflict of interest statements completed annually by board members and the senior leadership team members are reviewed by the governance committee. Whenever the committee feels the conflict statement is either incomplete or feels something may be missing, the committee will ask management to pursue further due diligence. When a board member does have an inherent conflict, the trustee is asked to either abstain from voting or excuse himself from the room during the discussion and voting.”

“The board of trustees of good shepherd rehabilitation network (gsrn) delegate responsibility for adherence to all legal and regulatory requirements affecting executive compensation to the human resources / compensation committee of the board (the committee). The committee is permitted to engage external resources as necessary to educate them on new legal or regulatory guidelines, market trends and to support deliberations and decision making related to executive compensation. The committee selected and utilizes an independent compensation consultant, mercer- a marsh & mcclennan company, (the consultant) as a resource to assist with decisions related to executive compensation. In accordance with the committee's annual work plan, the committee reviewed at the june 2019 meeting the following: mercer (us), inc. Certifies that it (1) is a compensation consulting firm, (2) performs compensation valuation studies of this type on a regular basis, and (3) is qualified to perform the valuations of the type of property or services involved. During mercer's review of executive compensation, it was found in their opinion to be fair, reasonable and market appropriate based on their analysis of competitive compensation and benefit practices for functionally comparable positions in similarly situated organizations. All of the compensation meetings are formally documented consistent with best governance practices.”

“Financial statements, governing documents, and policies are available upon request.”

“The executive committee is comprised of the chairs of all the board committees as well as the chair and vice chair of the board. All executive committee members are members of the board of trustees. The executive committee can act on behalf of the board of trustees in most cases. Any fundamental changes will go to the full board.”

“The salary and benefit expenses reported on form 990, part ix, and the employee information reported on form 990, part vii, are the good shepherd rehabilitation network's ("gsrn") allocated payroll costs based on time spent. All individuals working at gsrn are employees of the good shepherd rehabilitation hospital ("gsrh") and are reported on its form w-3 under ein: 23-1371947. Gsrh is an affiliated tax-exempt organization.”

“Consultants: program service expenses 4,661,234. Management and general expenses 7,528,754. Fundraising expenses 211,026. Total expenses 12,401,014.”

“Income/(loss) on investment in unconsolidated subsidiary -1,337,171. Change in fair value of derivative financial instruments -700,637. Pension liability adjustment - unconsolidated subsidiary -692,558. Change in value of split-interest agreements -40,103. Valuation loss, beneficial interest in perpetual trusts -20,314. Other changes in temporarily restricted net assets 239,466. Loss on land transfer to affiliate -522,348.”

“The processes used by the committee that assumes responsibility for oversight of the audit of the organization's financial statements and the selection of an independent accountant have not changed from the prior year.”