Cms Medical Care Corporation

“An executive committee of the board of directors has the broad authority to act on behalf of the governing body. The committee is composed of seven members of the board of directors and includes all four officers of the board.”

“Gnaden huetten memorial hospital is the sole member of cms medical care corporation.”

“The board shall consist of at least three directors elected by the board of gnaden huetten memorial hospital.”

“All powers of the corporation shall be exercised by and under the authority of the board of directors (the board) and the business, property, and affairs of the corporation shall be managed under the board's direction. Provided, however, that the board shall obtain approval of the board of gnaden huetten memorial hospital before action on any of the following matters becomes final and effective: a) amendment of the articles of incorporation of this corporation or of these bylaws; b) the sale, lease or exchage of all or substantially all the property or assts of the corporation; c) merger or consolidation with any other corporation; d) dissolution of the corporation.”

“The blue mountain health system (bmhs) staff communicated to the finance committee of the board that the forms 990 were prepared by baker tilly virchow krause, llp, as well as communicating the general types of information contained in the filing. The form 990 is reviewed by the ceo, the cfo, and the vp of fund development prior to issuance and the board is provided the details to access the 990 through a secured board "portal" prior to issuance.”

“The conflict statement must be signed on an annual basis by all governing body members, officers, and key employees. This process is monitored by the administrative assistant to the president/ceo. A conflict is considered to be any direct or indirect financial interest, and any conflicts noted are communicated to the compliance committee. There were no conflicts disclosed for this year. If a conflict were to exist, the interested person may not be present during the discussion of, and the vote on, the transaction or arrangement that results in the conflict of interest.”

“Senior management salaries are determined by the executive committee using market values obtained. Human resources participates in various salary surveys to determine the correct salary range. The appalachian hospital human resource society conducts an annual salary survey for all positions. In addition, the hospital association of pennsylvania conducts an annual survey with yaffe associates for senior management employees. The market data is analyzed by human resources and the goal is to pay at the 50th percentile. Salaries of other employees are recommended by human resources and approved by the president and ceo. The executive committee of the board serves as the compensation committee and approves recommendations for salary increases. The executive committee approves increases for the ceo. The review and approval process for salary increases is documented in the commitee minutes. Senior management has received the same general increases as the staff employees received.”

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

“Cms medical care corporation uses its affiliates, gnaden huetten memorial hospital ("ghmh") and the palmerton hospital, as a common pay agents for its employees and common reportings agent for its independent contractors.”

“Purchased services: program service expenses 480,751. Management and general expenses 20,000. Fundraising expenses 0. Total expenses 500,751. Outside professional fees: program service expenses 97,145. Management and general expenses 39,411. Fundraising expenses 0. Total expenses 136,556. Physician fees: program service expenses 0. Management and general expenses 57,895. Fundraising expenses 0. Total expenses 57,895.”