Promedica Foundation

“As an ohio non-profit organization, this corporation has a corporate member.”

“Promedica health system, inc. (phs) is the parent corporation and sole member of promedica foundation. As the member, phs has the right to (a) elect and remove the members of the board of trustees of promedica fouundation, and (b) fill any vacancy on the board of trustees.”

“While the board of trustees of each business unit is granted certain powers with respect to such business unit's operations, as the member, promedica health system, inc. Retains approval rights with respect to certain corporate actions such as (i) adoption of the business unit's strategic plans and financial plans, (ii) expenditures for non-budgeted items in excess of certain dollar limits set from time to time by the member, (iii) expenditures for items which are included in the business unit's annual budgets but which exceed the budgeted amount by an amount in excess of certain dollar limits set from time to time by the member, (iv) incurrence, assumption or guarantee of any indebtedness, (v) sale, lease or other disposition of real property or assets with a value in excess of certain dollar limits set from time to time by the member and (vi) any merger, consolidation, reorganization, dissolution or liquidation.”

“The 990 returns of promedica health system, inc. (phs) and its subsidiaries are prepared by the phs tax department with the assistance of finance. The returns are reviewed by the avp of tax before being provided to the respective company's board of trustees prior to filing. Any comments or questions from the board are reviewed and incorporated into the return if appropriate. Final returns are provided to a principal officer for signature prior to filing with the internal revenue service.”

“Promedica health system, inc. And affiliates (phs) have standards of conduct that apply to all phs board members and employees. Board members and employees are expected to certify their compliance with the applicable standards prior to election/appointment or prior to beginning employment. Board members annually (or immediately if new potential conflicts of interest arise), all board members are required to complete and return the board member soc survey within 30 days of dissemination. Board member soc surveys are reviewed by the v.p., audit & compliance/chief compliance officer (cco). Summarized information is forwarded for review to the chief financial officer, general counsel, business unit presidents and the president and chief executive officer (president/ceo), based upon their respective knowledge of the board members. The purpose of this review is to both inform management of the disclosed conflicts and to allow them to identify to the v.p., audit & compliance, any potential undisclosed conflicts. The audit & compliance department then conducts an audit of all board member soc surveys (along with any relationships noted through the above review) to identify any positional conflicts of interest and to test material transactions with board members/their affiliates for fair market value. The results of the audit are reported directly to the chair of the audit & compliance committee with a copy to the president/ceo. The report includes a summary of the audit procedures performed, any significant concerns identified, and their resolution. Any unresolved conflicts are addressed by the audit committee with recommendations to the full board as needed. Failure to complete the survey or the submission of a false or incomplete survey, or failure to disclose immediately any new conflicts of interest that may arise, or failure to cooperate without condition, honestly and completely with any investigation or review of the board member's survey results or his/her actions or circumstances shall be grounds for sanction by the board of trustees up to and including removal from the board/committee/council. Employees, excluding employed physicians annually (or immediately if new conflicts of interest arise), all bonus-eligible senior leadership and specifically identified additional employees, are required to complete and submit an electronic employee certification questionnaire by an established deadline that is communicated to the employee. The human resources department ensures that all questionnaires, which are stored electronically, are completed and provides notification to the v.p., audit & compliance of the number of annual employee certification questionnaires sent and received and copies of any questionnaires containing disclosures that warrant further review by the audit & compliance department. All new employees, excluding employed physicians, are provided either an electronic or paper copy of the employee standard of conduct and the employee certification statement which the new employee is required to complete prior to beginning employment. The audit & compliance department has access to a report that identifies all new hires. A sample of employees is identified and an audit is conducted to ensure that required documentation is on file. Identified conflicts are initially reviewed by the v.p., audit & compliance and if necessary discussed with the business unit president in which the employee works, the chief human resource officer, and general counsel. If the conflict is considered a significant exposure risk for phs, a recommendation will be prepared for final approval of the phs president/ceo. Results of the employee process audit are included in the above report to the chair of the audit & compliance committee. Failure to complete the certification questionnaire, or the completion of a false or incomplete certification questionnaire, or failure to disclose immediately any new conflicts of interest that may arise, or failu”

“Promedica foundation's top management official and other officers are compensated by promedica health system, inc. (phs), a related tax-exempt organization. Compensation determinations of promedica foundation's top management official and other officers are made by a compensation committee of phs. Each year independent consultants conduct an annual survey and recommend executive payroll base salary ranges based upon the market. The data is reviewed and approved by the promedica health system compensation committee every october. Salary adjustments are determined at the december meeting of the compensation committee. The compensation committee approves other forms of compensation based upon the prior year performance at the january meeting each year.”

“Promedica health system, inc. And subsidiaries provide any document open to public inspection upon request.”

“Promedica health system, inc. - program service accomplishments established in 1986, promedica health system, inc. (promedica) is a mission-based, locally owned, not-for-profit healthcare organization highly focused on achieving core values. Headquartered in toledo, ohio, promedica serves 28 states across the country and is one of the nation's leading health systems. Our stewardship of resources has enabled us to wisely invest in cutting-edge technology, innovative programs and family-centered facilities that help to ensure patients and area residents have equal access to high-quality, safe care in the most appropriate setting, regardless of a patient's ability to pay. Based on needs that we have assessed within the communities we serve, promedica launched new services and programs in 2020 to help meet the growing demands of local consumers across all spectrums of life, including those individuals who are often the most vulnerable when it comes to health care: the elderly, poor and underserved. Promedica's mission is to improve the health and well-being of those we serve. This is reflected in our four core values, including: compassion -we treat our patients and each other with respect, integrity and dignity; innovation - we continually search to find a better way forward; teamwork - we partner with others because we are better together than apart; and excellence - we strive to be the best in all we do. Promedica and its affiliates comprise more than 400 sites, more than 2,100 physicians and advanced practice providers, approximately 45,000 employees and volunteers. During 2020, promedica discharged 71,380 inpatients and served 1,218,851 outpatients, while handling 226,575 emergency visits system-wide. Among the region's largest employers, promedica plays a significant role in economic development and stability in our region. We create a direct economic impact with our revenue, payroll and employment. Additionally, spending on services and materials with vendors in our region creates an indirect economic benefit. Our physicians and providers, leadership team members, residents, and employees individually contribute personal resources to the community in numerous ways - such as through tutoring elementary students in reading and other life skills, providing health and wellness programming at area barber shops and other community gatherings, generously contributing to community fundraising campaigns such as united way, serving on local not-for-profit boards, and donating nonperishable foods and clothing items to numerous local community organizations - underscoring a key benefit of promedica being locally owned and operated. Promedica's member and affiliate hospitals include: the toledo hospital; russell j. Ebeid children's hospital (operating as part of the toledo hospital); promedica wildwood orthopaedic and spine hospital (a division of the toledo hospital); flower hospital (a division of the toledo hospital); fostoria hospital association; defiance hospital, inc.; bay park community hospital; emma l. Bixby medical center, memorial hospital; mercy memorial hospital corporation; and community health center of branch county. In 2020 promedica also provided integrated services, comprised of: - promedica physician group (promedica physicians), with more than 950 healthcare providers, including primary care, obstetrics and specialty physicians, as well as advanced practice providers. Together, this group helps promedica broaden the care we offer to area residents, including in smaller, outlying communities. - promedica insurance corporation, the largest health maintenance organization physically located in northwest ohio. In 2020, more than 630,200 health plan members were covered across 54 ohio counties- promedica indemnity corporation, providing medical professional and comprehensive general liability coverage for promedica, including in outlying areas where primary-care physician recruitment is difficult.- thirteen controlled f”

“Promedica health system, inc. - program service accomplishments (continuation) promedica continued to grow as an academic health center, with hundreds of residents and fellows from the university of toledo college of medicine and life sciences (ut com) joining the residency program at promedica toledo hospital through the academic affiliation with ut com. The affiliation is focused on recruiting and retaining the best and brightest faculty, students and researchers; developing a premier academic medical center at promedica toledo and ebeid children's hospitals; cultivating a homegrown pipeline of medical talent; increasing medical research and innovation; and facilitating community growth and development. In september 2020, the new state-of-the-art promedica charles and virginia hickman hospital opened its doors to begin serving the lenawee county community. The new hospital, licensed under emma l. Bixby medical center, is more than 200,000 square feet, consisting of 40 medical-surgical beds, 10 critical care bed, four operating rooms with three minor procedure rooms, 27 emergency rooms and eight labor and delivery rooms as well as a full array of diagnostic services. As part of promedica's electronic health record (ehr) journey, the information technology services team completed two system-wide upgrades to the newest epic platform. The upgrades allow promedica to take advantage of some of the many enhancements that epic has made to its software based on user input. Promedica cancer institute (pci) completed more than 2,300 lung cancer screenings at its lung clinics, expanded its genetics counseling program to include virtual options during the pandemic, and established a new sexual health program for cancer patients by hosting two webinars. Additionally, pci was instrumental in helping promedica implement monoclonal antibody treatment at its infusion centers for covid-19 patients to improve symptom management. Approximately 700 attendees participated in the annual promedica barbershop initiative, art of the cut, which celebrated the role of local barbers as artists, men's health advocates, and community leaders while examining the intersection of art and wellness. As part of the barbershop initiative, more than 30 metro toledo barbers received training in the use of automated external defibrillators (aed), and units were installed in six black-owned barbershops. Additionally, more than 1,200 health and wellness bags and more than 2,000 cancer screening educational materials were provided to barbershops and salons in lucas and lenawee counties to share important health and screening information with traditionally underserved communities. Despite the pandemic, promedica continued to sponsor community events that were held virtually or at socially distanced levels outdoors. These included the northwest ohio heart walk, the leukemia and lymphoma society light the night, the walk to end alzheimer's, and over the edge for victory to support cancer patients and survivors. Promedica's financial opportunity center (foc), provided education and counseling to hundreds of community members. Housed in the ebeid institute, foc helps individuals needing income support (public benefits) and employment coaching and counseling, as well as free tax preparation through the ohio benefit bank. Foc also offers a digital literacy series to assist individuals wishing to improve their computer literacy and skills to be more marketable to prospective employers. Promedica also opened two additional financial opportunity centers (foc), in fremont and defiance, ohio, to provide services to low and moderate income families such as securing living wage jobs, building credit, reducing debt, and gaining financial security. In 2020, promedica primary care providers continued screening patients for social determinants of health by asking questions related to education, employment, food security, housing, transportation, and violence. Screenings also were expand”

“Indeed, promedica goes beyond industry standards in meeting the goal of providing care to everyone, regardless of their ability to pay. We provide hospital care free-of-charge to all families without insurance with incomes at or below 200% of the federal poverty level. In addition to free care for those families under this federal poverty level, promedica health system, inc. - program service accomplishments (continuation) promedica hospitals provide significant discounts to families with incomes of up to 600% of the federal poverty level. In many situations, other funding sources are secured and accommodations made. Promedica's policies are posted and available in writing in all promedica facilities. Also, financial advocates are available to help patients by explaining our free care and discount programs, and to assist with the paperwork necessary to qualify for government funding. Patient bills provide clear explanations, qualifications and reminders of these programs. In summary, promedica demonstrates its mission and core values by providing high-quality health care to all patients, regardless of their race, creed, sex, national origin, disability, or age. And, we recognize that not all individuals possess the ability to purchase essential medical care. Therefore, we provide these healthcare services; recruit and train healthcare professionals to serve the broader community; provide appropriate financial assistance; offer services and contributions to other nonprofit organizations that allow them to provide key services to their constituents; and present free educational classes, health fairs and other activities to our local community to help ensure all members have equal access to care.”

“Transfers between related entities -1,566.”

“The process has not changed from the prior year.”

“The required single audit as set forth in the single audit act and omb circular a-133 has not yet been completed. Plans have been made to have the required single audit completed by the extended due date as established in omb m-20-26.”