Lakeview Health (Fka Stillwater Health

“The sole member is hpi-ramsey, inc.”

“Hpi-ramsey has the power to appoint three directors to the shs board of directors. Hpi-ramsey also appoints the other members of the shs board from nominees submitted by the shs board of directors. Hpi-ramsey can remove such other members of the shs board only upon his or her conviction of a felony or to assure ongoing compliance with applicable law.”

“Hpi-ramsey has the power to approve the following actions of the shs board of directors: - change in mission, including consolidation, merger or sale of substantially all assets - amendment to articles of incorporation or bylaws - issuance of debt that obligates the member or member affiliate, or, that is not in the approved budget - annual capital and operating budgets - long range strategic plans - significant affiliations and joint ventures”

“Shs's 990 return has a comprehensive review process that is followed before it is presented to the governing body of shs. The review process includes a layered review by the tax department of group health plan, inc. (ghi), the management team of shs, ghi's internal legal department and shs's outside independent accountants. Each one of those areas has an opportunity to review, ask questions and make comments back to the tax department of ghi before the form 990 is completed and presented to the governing body of shs. Shs makes available to the governing body (board of directors) a copy of the 990 for review and comment prior to the filing of the 990 return. This copy will be provided in a mailing to the board members prior to the filing of the 990. Each board member will have an opportunity to comment or ask questions about the 990 before it is filed. This process will be noted and documented in a written memo in the files of the board of directors.”

“As required by the bylaws of shs, the board monitors potential conflicts of interest on the part of its board members, officers and key employees by maintaining a conflict of interest policy. Under the policy, all board members, principal officers, members of a committee with board delegated powers and key employees annually are provided with a copy of the policy and requested to complete a questionnaire identifying any potential conflicts of interest. A report of these potential conflicts is shared with the president and chair of the board. A verbal summary is also given to the full board.”

“The process for determining officers' compensation included a review and approval by independent persons, comparability data, and contemporaneous substantiation in 2012. Each year, under the direction of the lakeview health system's compensation committee, an annual total compensation market review is completed to provide a comprehensive market review for the following executive positions within lakeview health system ceo, system cfo, clinic president, clinic administrator, and hospital president. In 2011 and subsequent years, the compensation committee retained an independent executive consulting firm to provide a review of all components of compensation including base salary, annual incentives, benefits and perquisites. In 2012, under the committee's direction, the ghi human resources department used the same recognized third party salary surveys to determine median salary structure changes. Based on this updated data, the committee learned the compensation rates that are considered p50 to p60 of the market for comparable lakeview positions. Other considerations of the committee include: achievement of organizational objectives, individual performance, experience, subjective evaluation by board members, general economic conditions, costs of replacement, prevailing community attitudes and beliefs regarding compensation. Total compensation is appropriately documented on the form 990 and w2s.”

“Shs's financial statements and 990 returns are made available to any person who requests the information from shs or healthpartners. Shs' articles of incorporation are available to any person who requests the information through the minnesota secretary of state's office.”

“Average weekly hours: the compensated board members and officers frequently devote their time to multiple related organizations in a particular week. Each individual works an average of approximately 55 hours per week for stillwater health system and its related organizations.”

“I. Corporate structure, purpose, governance stillwater health system (shs) is a minnesota non-profit corporation recognized as exempt from federal income tax under internal revenue code ("irc") section 501(c)(3) and is part of the family of healthpartners organizations "healthpartners". Founded in 1957, healthpartners is an integrated system of health care delivery and health care financing organizations, and is one of the largest consumer-governed organizations in the country. Healthpartners' mission is to improve health and well-being in partnership with our members, patients and community. Healthpartners seeks to transform healthcare through a relentless focus on the triple aim - providing exceptional experience for the individual, improving the health of the population, and maintaining affordability, all at the same time. Healthpartners includes an array of tax-exempt and taxable organizations with health care activities primarily operating in minnesota and western wisconsin. Healthpartners provides a full-range of health care delivery and health plan services including insurance, patient care, administration and health and well-being programs. Healthpartners health plan's serve more than 1.5 million medical and dental members nationwide, and is the top-ranked commercial plan in minnesota. Healthpartners medical care system includes more than 1,700 physicians, six hospitals, 55 primary care clinics, 22 urgent care locations and numerous specialty practices in minnesota and western wisconsin. In addition, healthpartners dental care system has more than 60 dentists and 22 dental clinics. Healthpartners also provides medical education and training to medical professionals and conducts research and fund raising activities that support the health care delivery system. A complete listing of all organizations within the healthpartners family, and the relationship between them, can be found on schedule r within this 990 return. Detailed information about the community benefit activities and accomplishments of each tax-exempt organization can be found in the individual form 990 return for that organization. Healthpartners is driving change that helps our members and patients live healthier lives. Healthpartners collaborate with other plans, care providers and other community and business organizations in the region and throughout the nation to increase access, create and share quality measures and initiatives, participate in development of public policy, and collaborate in improvements that support the triple aim. Among healthpartners' signature initiatives continuing in 2014 are total cost of care measurements (development of a nationally recognized metric, endorsed by the national quality forum, enabling measurement and incentives based on coordination and evidence-based practices), mental health (reducing stigma, and assuring access to high quality care in the most appropriate settings), children's health (improving child health by promoting early brain development, providing family centered care, and strengthening communities), and sustainability (energy efficiency, waste reduction, and resource management). Healthpartners, inc. (hpi) is the parent entity of healthpartners and is a minnesota non-profit corporation and licensed health maintenance organization (hmo) recognized as exempt from federal income tax under irc section 501(c)(4). Hpi is the sole corporate member of hpi-ramsey, a minnesota non-profit corporation recognized as exempt from federal income tax under irc section 501(c)(3). In turn, hpi-ramsey is the sole corporate member of regions hospital, regions hospital foundation, capitol view transitional care center, shs, ramsey integrated health services and rh-wisconsin, inc., all of which are non-profit corporations exempt from federal income tax under irc section 501(c)(3). Shs is the sole corporate member of lakeview memorial hospital (hospital), lakeview memorial hospital foundation, and stillwater medical group”

“Net asset transfers from lakeview memorial hospital association, inc. 925,000.”