Satellite Healthcare Inc

“The organization's accounting department worked closely with the outside accounting firm it engaged to prepare the return. The final draft of the form 990 was reviewed by the controller, cfo, and the audit committee. A complete copy of the return was provided to the entire voting board before the return was filed with the interal revenue service.”

“The satellite healthcare board of directors is charged with monitoring proposed or ongoing transactions for conflicts of interest and addressing any potential or actual conflicts. Pursuant to the conflicts of interest policy of satellite healthcare inc., an annual conflicts of interest disclosure statement, aimed at determining any family and business relationships and transactions or other transactions that may pose a potential conflict, is distributed to all covered persons (i.e., board members, officers, and executive leadership or key employees). Covered persons are required to disclose real or potential conflicts at the time when such conflicts arise. When someone becomes a covered person and annualy thereafter, each covered person is required to sign a statement affirming that he/she: (1) has received a copy of the conflict of interest policy; (2) has read the policy and understands said policy; and (3) agrees to comply with all requirements of the policy, including completing the conflicts of interest questionnaire. The completed questionnaires are reviewed by the satellite healthcare board of directors or their designee and any persons with actual or potential conflicts are informed via written communication. The procedures for addressing any conflict of interest includes, but is not limited to the following: (1) the conflicting interest is fully disclosed to the board; (2) the interest person responds to factual questions related to the substance of the transaction or the arrangement being considered, after which he/she shall leave the meeting; (3) the person with the conflict of interest is excluded from the discussion and approval of such transaction; (4) alternatives to the proposed transaction are investigated, competitive bids or comparable valuations are obtained; (5) any conflicting issues during the course of a board meeting which cannot be resolved are referred to the governance committee; and (6) the transaction or action must be approved by a majority of the disinterested persons.”

“For 2022 compensation, the board appointed a compensation committee, comprised solely of independent directors (none of which have a conflict of interest with respect to the compensation arrangement), to be accountable for setting reasonable compensation packages for each officer or key employee, including the ceo. The compensation committee developed, consistent with the organization's philosophy and principles, the annual performance goals and criteria to be used in determining merit increases and variable compensation criteria for officers and key employees. The compensation committee also hired a qualified independent compensation and benefits specialist (independent expert) to review, analyze and provide benchmarking data for the total compensation and benefits packages of officers and key employees. Appropriate comparability data was obtained from the independent experts, i.e., total economic benefits paid by similarly situated organizations (both taxable and tax-exempt) for similar job responsibilities. The committee's written records include the (1) terms of the arrangement with the disqualified person (including the date the arrangement was approved); (2) a list of members present during the debate on the transaction (and how the members voted when it was approved); and (3) a description of the committee are also documented in minutes which are approved at the next committee meeting.”

“While federal tax laws do not mandate that the organization's governing documents, conflict of interest policy and financial statements be made available for public inspection, the organization makes its financial statements available upon request.”

“While satellite healthcare, inc. Has not adopted a written policy or procedure requiring steps be taken to safeguard its tax-exempt status when entering into joint venture agreements, by practice, it only enters into such agreements where 1) satellite healthcare, inc. Is the managing partner and 2) specific language has been added to the joint venture agreement which states that the joint venture will follow satellite healthcare, inc.'s charitable mission and remain in-line with those principles. An example of the typical language used is as follows: section 1.2 charitable purposes. The llc and the center shall at all times be operated and managed in a manner that furthers the charitable and community-based healthcare purposes, mission, vision and values of satellite. The llc and the center shall be operated and managed in a manner that: (a) provides access to patient care services based on medical necessity, without regard to characteristics such as a person's race, religion, creed, national origin, gender, age, sexual orientation, physical or mental disability, payor source or ability to pay; (b) establish, maintain and communicate its financial assistance policies and procedures for the center that are consistent with satellite's policies and procedures; (c) provides access to patient care services to individuals covered by medicare, medicaid/medi-cal and other federal and state governmental payment programs; and (d) will not, in the reasonable opinion of satellite, on advice of satellite's legal and/or tax counsel, cause satellite to act other than exclusively in furtherance of its tax exempt purposes, adversely affect its exempt status under section 501(c)(3) of the code or cause its share of the llc's income to be taxed as "unrelated business taxable income" within the meaning of section 511 of the code to the extent that such unrelated business taxable income is substantial in light of the overall operations of satellite healthcare, inc.”

“Current year reclass of negative assets 11,356,700. Income from investment k-1s 34,107,607. Investments in/distributions to program related investments -3,927,000. Income from unconsolidated jvs -1,591,993. Transfer net assets of satellite dialysis oakland -686,437.”