VVMC Diversified Services

“Describe circumstances for having members or stockholders the organization has a single member, vail health services.”

“Describe circumstances for members electing governing body: the single member, vail health services, can appoint board members.”

“Governance decisions reserved to the single member the single member has the authority to: 1) elect directors; 2) appoint the president; 3) approve articles and bylaws; 4) approve budgets; 5) approve unbudgeted expenditures in excess of $1,000,000; 6) approve unbudgeted borrowings in excess of $1,000,000; 7) cause voluntary dissolution, merger, consolidation, or bankruptcy; 8) approve sale of assets in excess of $1,000,000; 9) create subsidiary or affiliate; 10) select public accountants; 11) establish investment policies; 12) establish policies on the distribution and use of funds; 13) add/ delete major program/ service lines.”

“Describe the process to review the form 990 review of the form 990 is delegated to more qualified personnel since the board members are not trained in tax matters. The cfo, controller and accounting staff of vail clinic, inc. Dba vail health hospital provide services to vvmc diversified services, review the tax form and work with an external cpa/tax firm in the production of the form 990. An electronic version is provided to directors and officers prior to filing the form 990 with the irs.”

“Process for monitoring compliance with conflict of interest policy: the conflict of interest policy applies to vail health hospital (vhh) board members, officers, medical staff, licensed independent practitioners, volunteers, agents, contractors and employees. All board members, medical staff, nurse practitioners, physician assistants, and employees of vhh are required to disclose potential conflicts of interest by completing a conflict of interest electronic questionnaire upon hire or appointment and then annually thereafter. Board members and agents must complete and submit conflict of interest electronic questionnaire to the compliance officer upon hire or appointment and then annually thereafter. Volunteers must complete and submit disclosure forms to the manager of volunteers when they begin providing services to vhh and then annually. If during the year any new potential conflicts of interest arise, covered persons must report the potential conflicts of interest immediately (and prior to undertaking any activity that may raise a potential conflict of interest). The chief ethics and compliance officer, the volunteer services program manager and the committee shall consider the following factors when reviewing completed disclosure forms: - whether the colleague or an immediate family member is a party to, or may directly or indirectly benefit from, a proposed agreement or transaction involving vhh; - whether the colleague's desire for, or expectation of, direct or indirect external economic advantage could distort a vhh decision or activity; - whether the colleague or an immediate family member is engaging in an activity, business, or transaction in which vhh is likely to engage; - whether the colleague's outside activities may conflict with rights of, or the colleague's obligations to, vhh or vhh's patients; - whether the conflict of interest can be cured or managed by recusal or other appropriate action; - whether there is an appearance of a conflict of interest.”

“Process to determine executive compensation executive compensation is paid and determined by a related party, vail clinic, inc., dba vail health hospital. A formal external review is conducted every year. Executive compensation was last formally reviewed in 2023 by sullivan cotter. This review evaluates total compensation of the executive against compensation data for the same or similar job by industry, revenue size and geographic location and other factors to ensure that the compensation paid is appropriate and reasonable. That information is then reviewed by the compensation committee and the board of directors. Internal reviews are performed as well at time of hire and on an ongoing basis using compensation surveys.”

“Describe how documents are made available to the public the financial statements are made available to the public for viewing for valid business purposes.”

“Vvmc diversified services, doing business as vail health clinics, provides services to the residents of eagle county, total population approximately 55,000, including surgery, cardiology, and plastic surgery. Eagle county, colorado does not have a large enough population to support medical practices in rare specialties. Since eagle county is in a rural area, the development of these medical practices have significantly improved community access to healthcare services. These practices have allowed us to serve all members of the community without regard to ability to pay.”

“Reimbursed compensation from related entities: program service expenses 6,742,462. Management and general expenses 459,455. Total expenses 7,201,917. Purchased services: program service expenses 1,980,866. Total expenses 1,980,866. Other professional health fees: program service expenses 214,045. Total expenses 214,045.”

“Neither the oversight process for the audit or the selection process of the independent accountant changed during the tax year.”