Wayne Hospital Company

“Section 2. Executive committee. The executive committee shall consist of the chairman, vice chairman, secretary/treasurer and two additional members of the board of trustees. Duties. The executive committee shall have power to transact all regular business of the hospital during the period between the meetings of the board of trustees, subject to any prior limitation imposed by the board of trustees and with the understanding that all matters of major importance shall be referred to the board of trustees. Minutes of the executive committee meetings shall be submitted to the board and its actions shall be subject to approval or disapproval at the next regular board meeting.”

“Wayne hospital company has members of the corporation and consists of only one class of members. Any natural person of legal age or any organization, including corporations, partnerships, associations or similar entities ("organization") may become a member of the corporation provided, in the case of a natural person, such person maintains a personal residence in darke county, ohio or is an employee of wayne hospital at the time he becomes a member and, in the case of an organization, the organization maintains an office or other facility in darke county. The membership of an organization shall terminate if it ceases to have an office or other facility in darke county.”

“Any person desiring to become a member may do so by contributing at least one hundred dollars to the corporation in one lump sum payment for the general unrestricted use of the corporation and shall be admitted as a member unless it is determined by the board of trustees that such person does not meet certain qualifications set forth by the articles of incorporation. No person shall be issued more than one membership, or entitled to direct that a membership shall be issued to another person or persons, regardless of the amount or number of contributions made by such person, except that in the event a husband and wife jointly contribute at one time two hundred dollars or more, then each of them shall be admitted as members. No membership may be transferred to another person or organization, except in the case of an organization, a membership may be transferred to a successor organization that has an office or other facility in darke county. Each member which is not a natural person shall from time to time appoint an individual (a "primary representative") to represent such member in the corporation, to cast votes on behalf of such member and to receive correspondence from the corporation.”

“Each member of record in the membership book of the corporation on the record date for a meeting of members shall be entitled to one vote on each matter properly submitted to the members for their vote. Members may vote at meeting either in person or by proxy. The membership book of the corporation shall be reviewed on an annual basis to assure that the names of members who have ceased to be members are deleted and the names of persons who have become members since the last annual review were properly recorded. The major item for vote by the members each year is the board of trustee elections.”

“A copy of the draft of the form 990 is sent to each voting member of the governing body prior to the board meeting in which the controller presents the major items relating to the form 990. After the presentation, the board has the opportunity to ask questions and then votes to approve the filing of the form 990.”

“The conflict of interest policy is signed annually by all management, senior management, officers, directors, and key employees. After the signed conflict of interest statements are submitted, they are reviewed by the controller. Any conflicts of interest that are disclosed are discussed with the board chair, which ensures that the interested person abstains from voting on matters related to the conflict of interest.”

“The executive board reviews and determines the compensation for the ceo. They use compensation surveys conducted by independent consulting companies in their decision making process. The vp of human resources compiles the survey information and provides to the chairman of the board independently of the ceo's influence. This process is completed for wayne deschambeau, ceo and was last undertaken in 2013.”

“The compensation for other officers is determined by the ceo using market studies provided by human resources, evaluations, and performance. The ceo determines the appropriate compensation. This process was completed for the cfo and was last undertaken in 2013.”

“The organization makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”

“(continued from part iii) the hospital provides care to patients who meet certain criteria under its financial assistance policy at no charge or at amounts less than its established rates. Schedule h provides information about wayne hospital corporation providing care regardless of patient's ability to pay.”

“(continued from part iii, line 4b) another program involves conducting various diabetes seminars and classes held at wayne hospital which provide information to the public on diabetes awareness, offer the community health screenings for diabetes, and educate those with diabetes about managing the disease. The employees of wayne hospital have spent over 262 hours of time on the diabetes seminars and classes and the hospital has contributed $457 of supplies to the program. An additional program of wayne hospital is the cancer awareness, prevention, screening and treatment program in which the hospital offers diagnostic and therapeutic services in addition to seminars and classes to the community in order to promote awareness, teach ways of prevention, and offer health screenings to the community. The employees of wayne hospital have spent over 58 hours of time on the cancer awareness seminars. Wayne hospital also provided awareness, prevention, screening of blood pressure clinic. The employees of wayne hospital have spent 52 hours of time on the clinic. Child birthing classes, breastfeeding classes and child sibling classes were offered to the community. The employees of wayne hospital have spent 218 hours of time on the child birthing classes.”

“Agency employees - total expense: 2758424, program service expense: 2572486, management and general expenses: 185938, fundraising expenses: ; data processing - total expense: 388069, program service expense: 285220, management and general expenses: 102849, fundraising expenses: ; consulting - total expense: 2255637, program service expense: 2082329, management and general expenses: 173308, fundraising expenses: ; collection fees - total expense: 777812, program service expense: , management and general expenses: 777812, fundraising expenses: ; purchased services - total expense: 974651, program service expense: , management and general expenses: 974651, fundraising expenses: ; recruitment - total expense: 16240, program service expense: , management and general expenses: 16240, fundraising expenses: ;”

“Change in value of interest in related entities - 26563; change in value of interest rate swap - 2228861;”