Memorial Hospital

“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 memorial hospital. As the sole member, phs has the right to (a) nominate and elect a minority of the members and remove (with cause) the members of the board of trustees of memorial hospital, and (b) approve the nominees to fill any vacancies on the board of trustees, a majority of whom are nominated by memorial hospital.”

“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.”

“Under the guidance of promedica health system, inc.'s (phs) tax consultants, form 990s are prepared by the respective accounting department of each affiliate and reviewed by the affiliate's finance leadership. After affiliate's finance leadership approval, copies of the form 990 for phs and their subsidiaries are provided to the respective company's board of trustees and are reviewed and signed by a principal officer 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 salaried employees and specifically identified hourly employees, excluding employed physicians, 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 ar”

“Memorial hospital's top management official and other officers are compensated by promedica health system, inc. (phs), a related tax-exempt organization. Compensation determinations of memorial hospital'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.”

“Joint venture operating agreements involving promedica health system, inc. Or its subsidiaries (collectively, phs) include provisions to protect phs's tax exempt status. Each agreement contains specific language related to the provision of health care services with focus on community health benefit and must follow a formal review process prior to contract execution. Phs continually ensures that its tax exempt status is protected by actively participating in the governance of all phs joint ventures.”

“Memorial hospital is a health facility that is a subsidiary of promedica health system, inc. (phs). Memorial hospital holds an intercompany note payable to the toledo hospital, which is also a subsidiary of phs. The note payable represents memorial hospital's portion of taxable and tax-exempt bonds issued by promedica healthcare obligated group.”

“Physician services: program service expenses 2,631,296. Management and general expenses 24,549. Fundraising expenses 0. Total expenses 2,655,845. Non-physician services: program service expenses 3,887,203. Management and general expenses 175,385. Fundraising expenses 0. Total expenses 4,062,588. Other general services: program service expenses 2,772,613. Management and general expenses 2,165,837. Fundraising expenses 0. Total expenses 4,938,450.”

“Beneficial interest in foundation -479,955.”

“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 2018 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 600 sites, more than 2,000 physicians and approximately 57,000 employees and volunteers. During 2018, promedica discharged 65,585 inpatients and served 1,259,585 outpatients, while handling 294,959 emergency visits system-wide as well as 92,795 urgent care visits and more than 1,456 virtual visits through promedica ondemand. Among the region's largest employers, promedica plays a significant role in economic development and stability in our region. During 2018, for every one dollar of revenue, another 27 cents was created in our service-area economy, with a total economic output of $4.0 billion. We also 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 monthly health lectures at local senior centers, generously contributing to community fundraising campaigns such as united way, participating in medical missions, serving on local not-for-profit boards, and donating nonperishable foods and clothing items to numerous local community organizations and churches - underscoring a key benefit of promedica being locally owned and operated. Promedica's member and affiliate hospitals include: the toledo hospital; toledo 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; herrick memorial hospital, inc.; emma l. Bixby medical center; memorial hospital; mercy memorial hospital corporation; and community health center of branch county. In 2018 promedica also provided integrated services, comprised of: - promedica continuing care services corporation, providing rehabilitation, hospice, home care, ambulatory and senior services, community health, medical transportation services, and care coordination. - promedica physician group (promedica physicians), with more than 900 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”

“Neighborhood promise that will support the financial opportunity center (foc) program, as well as other health efforts at the center and for the community. - promedica continues to emphasize a culture of safety across its hospitals and outpatient services. The year-end serious safety event rate (sser) was 0.82, with a serious safety event (sse) occurring somewhere in the system every 6.3 days. - promedica continued to grow as an academic health center, with more than 125 residents and fellows from the university of toledo college of medicine and life sciences (ut com) joining the residency program at promedica toledo hospital in 2018. This marks the third wave of integration of learners at promedica under the academic affiliation with ut com, with promedica now hosting four times the number of residents and fellows than before the affiliation was signed. - the promedica heart rhythm center opened at promedica toledo hospital in 2018 to ensure that patients with heart rhythm conditions have access to the highest quality and most advanced care. The 6,500 square-foot center features three dedicated electrophysiology labs and new equipment including three types of 3d-cardiac imaging. - in 2018, community health center of branch county, became promedica's 13th hospital. The hospital, doing business as promedica coldwater regional hospital, serves the coldwater, michigan community providing compassionate care and outstanding clinical outcomes, while supporting the promedica mission to improve health and well-being. - the new lenawee county hospital, to be named the promedica charles and virginia hickman hospital, commemorated the highest steel beam being placed atop the facility with a "topping off" ceremony. The 205,000 square foot facility will replace both promedica bixby and herrick hospitals when it is completed. The new facility will feature 58 acute care beds and a 28-bed emergency center, as well as dedicated behavioral health beds, inpatient and outpatient surgery centers, and a women's health center, along with many others. The hospital is named for the hickman family, who made the largest donation in the history of promedica to help us better serve the lenawee county community. - promedica grants secured $336,000 from the michigan health endowment fund to be used to establish a farm on the new hospital campus in lenawee county. The fund supports efforts to improve the quality of health care while reducing costs and advancing health and wellness. The new promedica grows program will consist of growing organic produce year-round on a 3-acre farm. The farm will include educational space for youth, a therapeutic healing space for patients and seniors, and a sanctuary of quiet reflection for staff and the community. - promedica and sonic healthcare usa entered into a joint venture through its respective subsidiaries. The joint venture provides a growth opportunity for promedica, as it extends our footprint across ohio, michigan, and indiana for laboratory services. - as part of promedica's electronic health record (ehr) journey, the information technology services team completed the system-wide upgrade to the new epic 2018 platform. The upgrade allows promedica to take advantage of some of the many enhancements that epic has made to its software based on user input. - the university of toledo (ut) college of nursing and promedica expanded their partnership to address nursing education as well as current and future healthcare industry challenges. The planned partnership will focus on enhancing undergraduate and graduate nursing education. - promedica participated in dozens of community health fairs across the region that included free public screenings for high blood pressure, high cholesterol, body mass index and bone density. - promedica cancer institute's (pci) community outreach included cancer screenings and education to the most vulnerable in our community. Free screening mammograms as well as lung cancer screenings were”

“Through community benefit expenditures, financial assistance and government-sponsored, means-tested health care. These numbers not only indicate promedica's long-standing commitment to the community, but also fulfill our not-for-profit status by improving the health and well-being of residents in the communities we serve. Specifically, through community health improvement services, health professions education, subsidized health services, research activities, cash and in-kind contributions, and other community benefit operations, promedica contributed $72,488,000 in 2018. These programs included free community health screenings, such as diabetes testing, blood pressure, bone density, body mass, and cancer checkups; mammogram screenings for low-income and uninsured women; childhood immunizations; reduced-cost school-athletic physicals; first-aid coverage at community events; volunteer elementary school mentors; public health education lectures and seminars; a childhood obesity program; and many other community-based initiatives. Promedica also contributed $12,791,000 in financial assistance for patients who did not have the financial resources to pay for hospital services. This amount represents the cost to provide service and does not include the costs for accounts that are written off to bad debt for patients who do not pay their bills. In addition, promedica's cost of bad debt for 2018 was $54,439,000. This amount is not included in the community benefit amount of $266,410,000 noted above. Further, promedica continues to be a leading participant in the lucas county carenet initiative - a collaborative effort among promedica, mercy health partners, the university of toledo medical center, the city of toledo, and others. Carenet was created to provide free or lower-cost health care for low-income lucas county residents. Established in 2003, carenet bridges the gap between adults without health insurance and needed healthcare services. While some individuals may qualify for governmental insurance programs such as medicaid, others do not; it is for these individuals that carenet was established. Additionally during 2018, promedica provided $181,131,000 of community benefit through the cost - not reimbursed by the government - for treating medicaid and other means-tested patients. Promedica's total cost - not reimbursed by the government - for treating medicare patients during 2018 was $116,399,000 and is not reflected in the community benefit amount of $266,410,000 noted above. 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 hospitals provide significant discounts to families with incomes of up to 400% 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 thei”

“Memorial hospital (d/b/a promedica memorial hospital) is a member of promedica health system, inc. (promedica), a mission-based, locally owned, nonprofit 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 patient-centered care, advanced technology, innovative programs, and family-oriented facilities that help to ensure patients and area residents have equal access to high-quality, safe care in the most appropriate setting, regardless of patients' ability to pay. A 100 bed hospital in fremont, ohio, promedica memorial hospital (mh) provides extensive healthcare services such as emergency medicine; surgical services; outpatient physical rehabilitation; heart, vascular and pulmonary care; labor and delivery; mental health services; a wound care clinic, and a full range of laboratory and radiology services. The dorothy l. Kern cancer center on the campus of mh, expands cancer care to patients in the fremont, ohio, area. The cancer center offers outpatient radiation, chemotherapy, and infusion services as well as complementary services such as genetic testing and counseling, healing care, and survivorship care planning. In 2018, mh celebrated its 100 year anniversary of serving the community with care and compassion. Mh is also designated as a nurses improving care for healthsystem elders (niche). The niche program is designed to help improve care for patients that are 65 years and older through research and implementation specific industry best practices. In 2018, the partnership for excellence (tpe) recognized mh, with its platinum governor's award, the highest recognition possible, for performance excellence that demonstrates a clear commitment to providing exceptional, safe patient care within in the community. Mh served 1,236 inpatients and 58,963 outpatients in 2018, further, 20,078 individuals sought emergency care at mh. The hospital contributed $4,354,000 in community benefit through community benefit expenditures, and government-sponsored, means-tested health care. Through community health services, community benefit operations, health professions education, subsidized health services, research, and cash and in-kind contributions, mh contributed $760,000 to the community during 2018. Included in this figure are programs and events such as: - summer camps focusing on nutrition, activities and self-esteem for youth of the community. - staff involvement and support of red ribbon week. - youth mentoring programs in sandusky county. - health screenings for blood pressure, blood sugar and cholesterol at local fairs and community events, as well as first aid coverage for special events. - screenings for skin and breast cancer. - participation in the national alliance on mental illness (nami) walk to raise funds to support mental health community programs. - use approved and funded resources from susan g. Komen to provide breast exams and mammograms. Mh provided a significant amount of financial assistance during 2018, of which $822,000 represented uncompensated amounts for treatment to those patients who did not have the financial resources to pay for hospital services. Financial assistance represents the cost to provide service and does not include the costs for accounts written off to bad debt for patients who do not pay their bills. Mh cost of bad debt for 2018 was $1,801,000. This amount is not included in the community benefit amount of $4,354,000 noted above. Furthermore, mh provided $2,772,000 of community benefit through costs - not reimbursed by the government - for treating medicaid patients. Also in 2018 the total costs - not reimbursed by the government - for treating medicare patients was $5,432,000 and is not included in the community benefit amount of $4,354,000 noted above. During 2018, mh expended $10,753,000”

“Promedica health system, inc. And its subsidiaries (promedica) prepares its community benefit reports consistent with guidelines published by the catholic health association of the united states and consistent with form 990, schedule h, hospitals, reporting. Community benefits are programs and activities that provide treatment and/or promote health and healing as a response to identified community needs. Community benefits reported by promedica respond to identified community needs and meet at least one of the following criteria: - improve access to healthcare service. - enhance the health of the community. - advance healthcare knowledge. - relieve or reduce the burden of government or other community efforts. Financial assistance consistent with its mission, promedica provides a significant amount of financial assistance to patients with limited or no ability to pay their bill. Promedica hospitals provide free care to those uninsured patients with incomes up to 200% of the federal poverty level. Significant discounts are also provided on a sliding scale to uninsured patients up to 400% of the federal poverty level. Financial assistance is reported in the form of cost to provide services and has been reduced to reflect reimbursement received from state programs designed to relieve the burden of providing financial assistance. The cost of financial assistance does not include the costs for accounts that are written off to bad debt for patients that do not pay their bill. Government-sponsored health care government-sponsored health care include services that are reimbursed or partially reimbursed through government means-tested programs such as medicaid. Promedica includes the unpaid costs of these public programs to the extent that payments received are less than the costs of providing services. The unpaid costs of treating medicare patients is reported separately and is not included in promedica's community benefit report. Additionally, the cost of financial assistance has been eliminated from any amounts reported in this category. Community health improvement services & community benefit operations community health improvement services include activities carried out for the express purpose of improving community health. These activities generally do not generate inpatient or outpatient bills as they extend beyond patient care activities and are subsidized by promedica. Community benefit operations include costs associated with dedicated staff, community health need and/or assessment, and other costs associated with community benefit planning and administration. Health professions education health professions education include costs for all educational programs promedica is involved with, the provision of a clinical setting for training for healthcare students outside the organization, and funding for healthcare education. Subsidized health services subsidized health services are services provided to the community despite a financial loss. These services generate a bill for reimbursement, and include clinical patient care services that are provided because they are needed in the community and other providers are unwilling, or unable, to provide the services, or the services otherwise would not be available to meet community needs. Research research activities include clinical and community health research, as well as studies on healthcare delivery. The amount reported for promedica is reduced by any external subsidies, such as grants. Cash and in-kind contributions cash and in-kind contributions include funds and in-kind services donated to community organizations and the community at large. In-kind services include hours donated by staff for community needs while on work time; as well as donations of food, equipment and supplies.”