Ivinson Memorial Hospital

“The committees of the board shall have and exercise authority of the board of directors in the management of the corporation. However, no such committee shall have the authority of the board of directors in reference to authorizing distributions, electing, appointing or removing any director, amending the articles of incorporation, amending, altering or repealing the bylaws; approving a plan of merger, or approving a sale, lease, exchange or other disposition of all, or substantially all of the corporation's property, with or without goodwill, otherwise than in the usual and regular course of business, or voluntarily dissolving or revoking a voluntary dissolution of the corporation.”

“The ceo is provided through an affiliation agreement with uchealth. The ceo's compensation is reviewed and determined by ivinson memorial hospital's board of directors. The ceo's employment with uchealth is contingent upon him serving as the ceo of ivinson memorial hospital and their continued engagement with ivinson memorial hospital. Doug faus received the following compensation in calendar year 2023 for his services as president & ceo: taxable compensation: base: $433,241 taxable bonus compensation: $314,259 other taxable compensation: $2,352 nontaxable deferred compensation: $30,822 other nontaxable benefits: $26,026”

“Subject to any consents of the district as required under the lease and imh's bylaws, the board of directors shall have the power to alter, amend, or repeal the bylaws or adopt new bylaws. However, the board of directors may not amend the bylaws, without the district's previous approval, to (a) appoint the initial elected directors provided in section 4.4 or (b) remove or modify section 14.7 regarding conflicts between the lease and the bylaws.”

“The form 990 was prepared by an independent cpa firm with information provided by management. The 990 was reviewed in its entirety by the finance committee of the board prior to filing. In addition, the entire board was given the opportunity to review prior to its filing.”

“Ivinson memorial hospital has a conflict of interest policy that covers all board members, officers, directors, managers, supervisors and highly compensated employees. All covered individuals complete a conflict of interest disclosure statement upon joining ivinson memorial hospital and annually thereafter. All covered individuals have an obligation to disclose all interests, actions or relationships that create an actual or potential conflict of interest or that could create such. After such disclosure, the individual leaves the meeting while the board, committee or supervisor determines whether a conflict exists. If a conflict is deemed to exist, the relevant body evaluates whether a more beneficial transaction is available to ivinson memorial hospital. If a more beneficial transaction is not identified, the relevant body votes whether to enter the transaction that involves the conflict of interest. The individual with the conflict does not participate in the vote. Records are kept of all situations that involve an actual or potential conflict of interest. If an individual fails to disclose a conflict of interest, the individual is given the opportunity to explain, after which the relevant body determines appropriate disciplinary action, if any.”

“The board's compensation committee reviews the ceo's compensation annually. This committee utilizes data from an independent compensation consultant. The data is created based on comparable facilities in the geographic region. The committees decision is documented in the board minutes. The ceo reviews the compensation of other key employees. The ceo utilizes data from an independent compensation consultant who prepare the data from like-sized hospitals within the geographic region. This information is reviewed and approved by the board's compensation committee annually as well. Compensation reviews were last conducted in 2024.”

“Ivinson memorial hospital's governing documents, conflict of interest policy and financial statements are available upon request. Financial and operational data is also provided semi-annually to the albany county hospital district and the albany county board of commissioners, which presentation is open to the public.”

“Purchase services: program service expenses 16,528,648. Management and general expenses 925,988. Fundraising expenses 0. Total expenses 17,454,636.”

“Change in beneficial interest in foundation 7,078,065.”

“The process for oversight and selection of an independent accountant has not changed from the prior year.”