Fairbanks Hospital Inc

“Related party information among officers jason fahrlander served as an officer of community health network, inc. ("chnw"). Jason fahrlander, geoffrey fortner, jason landis and dawn moore are also employed by chnw.”

“Management delegated the following actions require, in addition to the approval or recommendation of the board, written approval from community health network, inc. ("chnw"), the sole member of fairbanks: a) amendment of organizational documents, b) unbudgeted indebtedness - the incurrence of any unbudgeted loans or other indebtedness in an aggregrate amount greater than $500,000, c) significant changes - the formation of legal entities, the sale, transfer or substantial change in use of all or substantially of all the assets of the corporation, or the divesture, dissolution, closure, merger, consolidation or reorganization of the corporation, d) asset acquisitions and sales above $100,000, e) disposition of assets on dissolution, f) capital and operating budgets, plans, or forecasts, g) auditors - the selection, evaluation and termination of the independent auditing firm for the corporation, h) certain compensation for employed physicians, the corporation's president, and senior administrators or leaders of the corporation or independent physicians providing services to the corporation, i) capital improvements greater than the budgeted amount by $100,000 per fiscal year in the aggregate, j) strategic plans, k) president's employment, and l) the lines of business - commencement or discontinuation of any line of business or healthcare services to be provided at the corporation's facilities.”

“Classes of members or stockholders community health network, inc. ("chnw") is the sole member of fairbanks hospital, inc. Chnw is an exempt organization pursuant to section 501(c)(3).”

“Election of members and their rights chnw, the sole member of fairbanks, directly appoints and removes a majority of the board of directors. The board consists of no more than 16 directors. All directors are subject to all applicable self-evaluation and qualification requirements of chnw. Any vacancies among the directors are filled by chnw. Chnw may also remove, with or without cause, any director.”

“Decisions subject to approval of members in addition to the approval or recommendation of the board, the following require written approval from chnw, the sole member of fairbanks: a) amendment of organizational documents, b) unbudgeted indebtedness - the incurrence of any unbudgeted loans or other indebtedness in an aggregrate amount greater than $500,000, c) significant changes - the formation of legal entities, the sale, transfer or substantial change in use of all or substantially of all the assets of the corporation, or the divesture, dissolution, closure, merger, consolidation or reorganization of the corporation, d) asset acquisitions and sales above $100,000, e) disposition of assets on dissolution, f) capital and operating budgets, plans, or forecasts, g) auditors - the selection, evaluation and termination of the independent auditing firm for the corporation, h) certain compensation for employed physicians, the corporation's president, and senior administrators or leaders of the corporation or independent physicians providing services to the corporation, i) capital improvements greater than the budgeted amount by $100,000 per fiscal year in the aggregate, j) strategic plans, k) president's employment, and l) the lines of business - commencement or discontinuation of any line of business or healthcare services to be provided at the corporation's facilities.”

“Organization's process to review form 990 chnw's board of directors has delegated authority for the review of fairbanks' form 990 to two committees composed of independent outside directors, including specifically the preparation and review of fairbanks' form 990: a) the network executive compensation committee reviewed the compensation aspects of fairbanks' form 990, and b) the network finance committee reviewed the remainder of the fairbanks' form 990. In addition, fairbanks' outside accounting firm and law firm reviewed the form 990 prior to filing. Fairbanks and chnw utilized this process to ensure that fairbanks' form 990 received substantive review by directors and professionals with specific knowledge of fairbanks' activities and extensive financial, accounting, and tax expertise.”

“Enforcement of conflicts policy fairbanks has delegated authority for audit and compliance to chnw. The conflict of interest policy requires directors, officers, and key employees to submit an annual conflict of interest disclosure. The annual disclosure requires directors, officers, and key employees to disclose, in writing, any known financial interest that the individual (together with family members) has in any business entity that transacts business with fairbanks. In addition, directors, officers, and key employees are required to immediately disclose any possible conflict of interest that arises mid-year in relation to a proposed transaction. The conflict of interest policy requires that any individual with a conflict be recused from the decision making process, that independent directors or committee members determine that the proposed transaction is in the best interest of fairbanks, and the transaction must be approved by a vote of independent directors or committee members without the participation of any interested individual. The annual conflict disclosure statements are submitted to, and reviewed by, chnw's audit committee, composed of independent directors. In addition, the executive staff and general counsel of the network are responsible for monitoring any possible conflict transactions that arise and managing them to ensure that all transactions represent arms length, fair market value terms for the benefit of fairbanks.”

“Compensation process for top official as a member of the network, fairbanks is subject to the executive compensation practices and procedures of chnw, the network parent. Chnw has adopted an executive compensation and intermediate sanctions policy that applies to fairbanks. The purpose of the policy is to ensure that fairbanks' compensation arrangements with related parties are evaluated and entered at arms length and that any compensation that is paid to a related party is reasonable and reflects fair market value. This policy encourages the application of the rebuttable presumption standard of code section 4958 and the related treasury regulations by: a) excluding any interested party from the decision making process, b) requiring disinterested board or committee members to obtain and rely upon comparability data when setting the proposed compensation terms, c) requiring approval of the transaction in advance by disinterested directors or committee members, and d) requiring contemporaneous documentation (i.e. Minutes) reflecting the decision and the process by which it was made. Chnw also delegated authority regarding fairbanks' executive compensation to a) the network executive compensation committee, composed of independent outside directors, which is responsible for applying the terms and process of the executive compensation and intermediate sanctions policy as outlined above, and b) the network chief human resources officer who is responsible for obtaining comparative salary market data for the chief executive officer, officers, and key employees, engaging an independent compensation consultant to provide reasonable compensation analysis and/or confirm the reasonableness of compensation, and providing staff support to the network executive compensation committee. During 2024, the network executive compensation committee followed this process for all senior executive leaders. Form 990, part vi, line 15b - compensation process for officers see line 15a above”

“Governing documents disclosure explanation a) the articles of incorporation and business entity report are on file with the indiana secretary of state and are available to the public upon request to the indiana secretary of state or free of charge on the secretary of state's website. B) as a member of the network, fairbanks has adopted the network conflict of interest policy. While this policy is not available to the public, the network's definition of conflict of interest and how to report such an incident is described in the network responsbility and compliance program ("nrcp") manual which is posted on the network's website, ecommunity.com. This manual is available for the public to review. C) fairbanks does not have individually audited financial statements. Its financial results are included in the consolidated financial statements of chnw and affiliates. As such, there are no individual financial statements to post. Fairbanks does file the 990 tax return on an annual basis which is available upon request and/or available on a delayed basis on guidestar.org. D) community health network, inc. And affiliates provide any document open to public inspection upon request.”

“Fairbanks hospital, inc. Does provide assistance to individuals pursuant to chnw's charitable care policy, but such assistance does not show up as an expenditure on the income and expense statement, therefore this question is answered no.”

“Form 1099s were processed under the name and federal identification number of community health network, inc.”

“Network expenses: program service expenses 487,416. Management and general expenses 6,059,301. Fundraising expenses 0. Total expenses 6,546,717. Professional fees: program service expenses 0. Management and general expenses 350. Fundraising expenses 0. Total expenses 350. Purchased services: program service expenses 59,856. Management and general expenses 744,101. Fundraising expenses 0. Total expenses 803,957.”

“Reclassification of intercompany balances 2,682,016.”