Dartmouth-Hitchcock Health

Delegation of Committees

“Form 990, Part VI Section A Line 3 THE D-HH BOARD DELEGATES CERTAIN FINANCIAL, AUDIT AND COMPLIANCE OVERSIGHT TO THE FINANCE AND AUDIT AND COMPLIANCE COMMMITTEE OF THE JOINT BOARDS OF TRUSTEES OF MARY HITCHCOCK MEMORIAL HOSPITAL AND DARTMOUTH-HITCHCOCK CLINIC, ACTING JOINTLY AS DARTMOUTH-HITCHCOCK ("D-H"). IN ADDITION, THE D-HH BOARD DELEGATES TO D-H, ACTING THROUGH ITS BOARDS AND APPROPRIATE COMMITTEES AND STAFF, THE OBLIGATION TO OVERSEE THE CLINICAL ACTIVITIES AND RESEARCH OF D-H AND ITS OPERATIONS IN ACCORDANCE WITH CURRENT D-H POLICIES AND PROCEDURES, INCLUDING THOSE FOR MANAGED CARE CONTRACTING, QUALITY OF CARE, AND RESEARCH PROGRAMS AND AFFILIATIONS WHICH POLICIES THE BOARD HEREBY APPROVES AND ENDORSES, PROVIDED THAT ANY SIGNIFICANT CHANGE TO SUCH POLICIES WILL BE SUBMITTED TO THE BOARD FOR APPROVAL. THE D-HH BOARD CONTINUES TO RETAIN FINAL MANAGEMENT POWERS AND DECISIONS PURSUANT TO SECTION 3.9.2 OF THE CORPORATION'S BYLAWS. Process used by management and/or Governing Body to Review 990 Form 990, Part VI, Line 11b THE FORMS 990 AND 990-T ARE REVIEWED BY THE DIRECTOR OF CORPORATE FINANCE, VICE PRESIDENT OF CORPORATE FINANCE, AND THE CHIEF FINANCIAL OFFICER BEFORE THE FILING OF THE RETURN. ONCE THE RETURN HAS BEEN FULLY PREPARED A FINAL 990 AND 990-T COMPLETE ELECTRONIC VERSION IS SENT OUT TO EACH BOARD MEMBER AND TIME IS ALLOCATED FOR COMMENTS/RESPONSES PRIOR TO OFFICIAL FILING. Conflict of Interest Policy Form 990, Part VI Section B Line 12C The Dartmouth-Hitchcock Health Board of Trustees approved a policy concerning a voluntary self-disclosure of any potential conflict of interest. The Dartmouth-Hitchcock, Office of Policy Support, Compliance and Audit Services conducts an annual survey of all officers and trustees and performs other procedures as considered necessary to report on compliance with the conflict of interest policy. The Compliance and Audit Services Department then reports to each board any potential conflicts for their review. Per the policy, any conflicts or otherwise perceived conflicts are required to be addressed by the Board of Trusteees on an ongoing basis. In the event a conflict arises, the individual may be removed from participating in any decision making regarding the identified conflict and/or its corresponding transactions. IF THE BOARD OR COMMITTEE HAS REASONABLE CAUSE TO BELIEVE THAT AN INTERESTED PERSON HAS FAILED TO DISCLOSE ACTUAL OR POSSIBLE CONFLICTS OF INTEREST, IT SHALL INFORM SUCH PERSON ON THE BASIS FOR SUCH BELIEF AND AFFORD HIM/HER AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. IF, AFTER HEARING THE RESPONSE OF THE INTERESTED PERSON AND MAKING SUCH FURTHER INVESTIGATION AS MAY BE WARRANTED IN THE CIRCUMSTANCES, THE BOARD OR COMMITTEE DETERMINES THAT SUCH PERSON HAS IN FACT FAILED TO DISCLOSE AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, IT SHALL TAKE APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION. OFFICES & POSITIONS FOR WHICH PROCESS WAS USED, & YEAR UNDERTAKEN Form 990, Part VI, Line 15a Although paid by a related organization, Dartmouth-Hitchcock Clinic, the Compensation for the President is evaluated by an independent third party firm for reasonableness and national data benchmarking. The Compensation Committee along with Independent Trustees approve the final compensation in consideration with the independent third party firm's recommendations and suggestions. This process was last undertaken in 2014. Offices & Positions for Which Process was Used & Year Undertaken Form 990, Part VI, Line 15b D-HH uses the staff of related organizations, Dartmouth-Hitchcock Clinic (DHC) and Mary Hitchcock Memorial Hospital (MHMH). Compensation for officers and key employees are evaluated by DHC and MHMH staff using national benchmarking data, along with ongoing evaluations by an independent third party firm for reasonableness, with the last formal process in 2012. External benchmarking from an independent third party has been used for any Officer who was hired or received a compe”