Laurel Health Foundation

“Family relationship: robert decamp and karen chambers, voting directors, have a family relationship.”

“Electing members of the governing body: at least 50% of the board of directors must consist of individuals serving as board members of the laurel system entities as system representatives. With respect to the system representative positions, upmc susquehanna submits a list of its recommended system representative candidates to the nominating committee, who reviews the list and upon approval, nominates approved representatives to the board.”

“Decisions subject to approval by members: the bylaws require prior written approval of upmc susquehanna on any bylaw amendment relating to the following matters: -election or removal of directors or officers -corporate members or membership of the corporation -number, composition, attendance, compensation, voting, quorum, powers, duties, responsibilities or manner of acting of the board of directors, officers or committees -terms, qualifications or duties of, or notice to, directors and/or officers -use of the corporation's funds -corporate purposes, powers or limitations -compliance with section 501(c)(3) of the code and/or any other law -conflict of interest policies or procedures -indemnification rights or obligations -amendment of the articles of incorporation or bylaws or engagement in any fundamental transactions -material rights or obligations of upmc susquehanna and/or its affiliates”

“Process to review the form 990: the form 990 is prepared by an independent accounting firm based on the audited financial statements and information provided by management. A high-level overview of the form 990 is presented to the board of directors before filing, and complete drafts of all returns are made available to all board members through the ceo's and cfo's offices.”

“Monitoring compliance with conflict of interest policy: annually on the 1st day of january, upmc susquehanna sends to all directors, officers, management staff and contracted physicians a questionnaire to be completed and returned by january 15. A report is submitted to the board of directors to notify them of any conflicts of interest disclosed.”

“Compensation review: all top management is employed by the williamsport hospital (twh), and the board of twh uses the following process to establish compensation. On a bi-annual basis, an independent compensation consulting firm performs an analysis of the leadership salary structure in relationship to the labor market using data from four different salary surveys. Their analysis is reviewed with the governance committee of the board of directors. The firm then outlines its recommendations for the proposed executive salary structure to the committee for their consideration and approval.”

“Document disclosure: governing documents, financial statements, and conflict of interest policies are available upon request from the department listed as possessor of the information on line 20.”

“Board member compensation: no board members receive compensation for their duties as board members. Ronald butler, walter laibinis, and jan fisher are all compensated by related organizations for their management and/or physician positions.”

“Oversight & selection of independent accountant: the oversight process and independent accountant selection are performed by upmc susquehanna, a related organization.”