Regional Heart Network

“Form 990, part vi, section a, lines 6, 7a, and 7b rights and interests of each member are proportional to the voting rights of that member (determined by their proportional capital contribution to the organization). Members shall have such powers, rights and privileges as designated to them by the nonprofit corporation law of 1988, as amended (or any successor statute), the articles of incorporation and the bylaws. No fundamental change in the organizations operations or governance may be made without the written consent of every member. Members have the right and power to take or authorize any action by or on behalf of the corporation which may be taken or authorized by the board of trustees. The board of trustees manages the business of the organization. The board of trustees may exercise all powers of the organization conferred upon them by the bylaws and may perform all lawful acts that are not required of members. The executive officers chairperson, vice chairperson, president, and secretary who are part of the board of trustees, may be elected annually by their fellow trustees.”

“Form 990, part vi, section b, line 11b the accounting firm grant thornton prepared the irs form 990 of regional heart network. Accounting personnel at saint vincent health system gather the information needed to complete the return and input the data into the grant thornton tax organizer, which is an excel-based system. When all data has been entered, the information is submitted to grant thornton for importation into their tax software. At this point grant thornton staff members review the data, ask for additional information if needed and prepare the tax return. Each return is reviewed at several levels at grant thornton including the tax partner. After their review process, a draft return is sent to the accounting staff at st vincent health system and highmark health for an in-house review. Prior to filing the final tax return with the internal revenue service, members of senior management reviewed components of the tax return and the voting members of the governing body received a copy of the tax return.”

“Form 990, part vi, section b, line 12c the conflict of interest disclosure form is distributed to the board of directors and key leadership in accordance with the conflict of interest policy. Collected disclosure forms are prescanned by the corporate compliance officer, board secretary, and legal counsel for potential conflicts and recommendations for potential corrective action. If necessary, the corporate compliance officer then discusses these disclosures and corrective actions with the chairman of the board of directors. The chairman would then take action if necessary. Form 990, part vi, section b, lines 15a and 15b process for determining compensation the organization currently has no officers, directors, key employees, or highest compensated employees; however, it relies on the compensation process of a related entity, saint vincent health center, for its compensation policies for its employees. Saint vincent health center has a compensation committee of the board of directors made up of independent members of the board. This compensation committee has engaged an independent compensation consultant to review, provide recommendations, and provide opinion on compensation matters. The compensation consultant is a national firm with demonstrated expertise in this area and in the industry as well as maintaining nationwide benchmark data for use in developing their recommendations.”

“Form 990, part vi, section c, line 19 highmark health (hh) financial statements are on a consolidated basis which include regional heart network. The audited financial statements of hh are available upon the request and approval by the cfo of highmark health. At this time, regional heart network does not make its governing documents and conflicts of interest policy available to the general public.”

“Form 990, part xi, line 9 the following represents a reconciliation of the other changes in net assets of regional health network for the year ended december 31, 2017: net asset distributions - minority interest $(200,011)”