Healthspan Integrated Care

“The code of regulations was amended for the following significant changes: under section 1.1 the sole member was changed to healthspan partners (hsp). Under section 1.2 hsp shall have the duties and shall exercise all the rights and privileges conferred upon members of nonprofit corporations by chapter 1702 of the ohio revised code. Section 1.6 describes how hsp shall exercise its powers and section 1.7 describes the reserved powers of hsp. Section 2.3 states the board shall at all times consist of at least three members and section 2.4 provides for a term of three years. A trustee may serve no more than three successive terms on the board. Section 3.1 states the officers of hsic shall be a chairperson, vice chairperson, president, secretary, treasurer and such other officers and assistant officers as the board may from time to time determine. Section 3.2 outlines the powers and duties of the officers.”

“Healthspan partners is the sole member and has all rights and privileges as allowed under chapter 1702 of the ohio revised code.”

“Healthspan partners appoints all members of the governing body and has the authority to fill vacancies and remove members of the governing body.”

“The following actions require approval of the member: to adopt, change and interpret the mission, vision and values of the corporation and its statement of values; to elect and remove trustees of the corporation; to amend or repeal the articles of incorporation and the code of regulations of the corporation; to approve the dissolution or termination of the corporation and to determine the distribution of assets upon such dissolution or termination; to approver any merger of the corporation or any transfer of substantially all of its assets; to approve the annual consolidated strategic plan and the annual consolidated financial plan of the corporation and any borrowings by the corporation in excess of the amount contemplated by either of those plans; to approve (i) any capital or other extraordinary expenditures by the corporation that are not included in the annual consolidated budget for the corporation that exceed $15 million in the aggregate and (ii) any increase in total expenses of the corporation that exceeds 10% of the annual consolidated budgeted expenses; to cause the appointment or removal of the chief executive officer of the corporation; to appoint the independent auditors for the corporation's consolidated financial statements and the compensation consultant reviewing the corporation's executive compensation; to adopt policies governing the activities of the corporation and any subsidiaries or affiliates of the corporation that will further the mission, vision and values established by the governing body and the statement of common values.”

“The form 990 is reviewed by the independent accounting firm of bkd and by management. The form is then reviewed by the healthspan partners audit & corporate responsibility committee for approval. Once the form 990 is reviewed by all applicable parties a copy of the final version is provided to all members of the governing body prior to filing.”

“Governing documents are available from the ohio department of insurance and maintained on the the state agency website or upon request. Financial statements are on file with the ohio department of insurance on a statutory basis (stand alone entity). Audited consolidated financial statements are issued and are available upon request.”

“Medical professional fees - total expense: 68521132, program service expense: 68521132, management and general expenses: 0, fundraising expenses: ; other purchased services - total expense: 10722960, program service expense: 9114516, management and general expenses: 1608444, fundraising expenses: ; intercompany assessments - total expense: 47508863, program service expense: 40382534, management and general expenses: 7126329, fundraising expenses: ;”

“Donor restricted contributions - -3265; capital transfer - 21812114; oci pension - 4997252; oci prb - -11315976; liabilities transferred - xxx-xx-xxxx; capital contribution - 40000000; impairment - -58552431; miscellaneous - -275;”