Methodist Research Institute Inc

“Methodist Research Institute, Inc. is part of a multi-entity hospital system controlled by Indiana University Health, Inc., a 501(c)(3) exempt organization whose board is comprised of voting members, of which substantially all are independent community members.”

“Line 6: The sole member of Methodist Research Institute, Inc. ("Methodist Research Institute") is Indiana University Health, Inc. ("IU Health"), a 501(c)(3) tax-exempt hospital. Line 7a: IU Health, as the sole member, elects all members of the board of directors of Methodist Research Institute. Line 7b: Notwithstanding any other provisions of the Articles of Incorporation or any provisions of the by-laws, the following matters require approval of IU Health, as the sole member, prior to implementation: -any amendment of the Articles of Incorporation or by-laws; -adoption or revision of any operating or capital budget; -a merger or consolidation; -any sale, lease, conveyance, mortgage, pledge or other disposition of a substantial portion of the property, assets or interest of Methodist Research Institute, other than pursuant to a budget approved by IU Health; -any incurrence of debt by, or the creation of any lien upon the property or revenues of, Methodist Research Institute other than in the ordinary course of business or pursuant to a budget approved by IU Health notwithstanding any other provisions of the Articles of Incorporation or any provision of the by-laws; IU Health shall have the power to direct the board of directors of Methodist Research Institute to do any of the following: -transfer property of Methodist Research Institute in amounts sufficient to pay the principal and interest of any obligation of IU Health; and -take such actions as are required in order for Methodist Research Institute to comply with the covenants contained in any financing document to which IU Health is a party or under which IU Health is bound.”

“Methodist Research Institute, Inc. established the following process for the review of the Form 990 and related schedules before it was filed: The Treasurer reviewed and approved the Form 990 and related schedules. After the review and approval from the Treasurer, a final complete copy, as filed with the Internal Revenue Service, of the Form 990 and related schedules was made available to each board member via e-mail before being filed with the Internal Revenue Service. Each member was informed of the availability of the Tax Department to answer any questions.”

“Methodist Research Institute, Inc. ("Methodist Research Institute") is part of the Indiana University Health, Inc. ("IU Health") system. As the sole member and controlling parent of Methodist Research Institute, IU Health and its Board of Directors have mandated that certain policies be followed to ensure greater standardization throughout the system. Thus, Methodist Research Institute's Board of Directors was not required to separately adopt a conflict of interest, whistleblower, document retention and destruction and joint venture policies because IU Health's Board of Directors had already adopted and required these policies to be followed by its subsidiaries.”

“Methodist Research Institute, Inc. ("Methodist Research Institute") has a Conflict of Interest Policy, the purpose of which is to protect Methodist Research Institute's interests when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer, director, or employee. Each employee that is manager level or above, including officers and directors, is required to annually sign a statement which affirms that such person (1) has received a copy of the conflict of interest policy; (2) has read and understands the policy; (3) has agreed to comply with the policy; and (4) understands and acknowledges that the Corporation is a tax-exempt organization and that in order to maintain its federal tax exemption it must engage primarily in activities which accomplish one or more of its tax-exempt purposes. If an interest is disclosed, the form requires that the discloser's supervisor sign the form to indicate his/her knowledge and approval of the interest. The form is then submitted to Corporate Compliance for review. If the disclosure is by the Medical Director/CEO, it is reviewed by the board chairman for approval. If the disclosure is by a member of the board of directors, the General Counsel/Chief Compliance Officer reviews the disclosures and determines whether to consent. Board members with a conflict of interest cannot participate in any decision related to that conflict. Breach of the conflict of interest policy, including failure to complete and update the questionnaire and failure to disclose an interest that should be disclosed, may subject an individual to disciplinary action, including dismissal.”

“The CEO/Top Management Official for Methodist Research Institute, Inc. is employed by Indiana University Health, Inc. ("IU Health"). IU Health has the following process for determining compensation: 1. The Board of Directors has established a Committee on Personnel and Compensation. The individuals on this Committee are made up of individuals who are on the Board and who do not have a conflict of interest with Indiana University Health, Inc. ("IU Health"). There are no physicians or employees on this Committee. This Committee develops and reviews annually the executive compensation philosophy, market analysis as to comparability and reasonableness. One of the purposes of this Committee is to review, approve and make recommendations regarding executive compensation and benefits to the IU Health Board. As deemed appropriate, this Committee also reviews the same detail with the Committee on Finance. The Committee on Finance is represented by certain members of the Board as well. 2. Each year the Committee on Personnel and Compensation engages an outside compensation consulting firm to conduct a compensation and benefits study for all senior vice presidents and above. The current compensation advisor is the Hay Group. Hay Group performs an independent compensation survey. The relevant comparability data includes: compensation and benefit levels paid by similarly situated organizations (both governmental and tax exempt) for functionally comparable positions as well as the availability of similar services in the geographic area. The Committee reviews the entire compensation package including: base compensation, short term and long term incentive plans, basic health and welfare benefits, qualified and nonqualified plans as well as any additional fringe benefits. Further, Hay Group will provide recommendations based upon the reasonable compensation information as it relates to salary increases, bonuses and benefits that are consistent with the compensation philosophy of the Committee. A separate analysis using the same methodology is done for the Chief Executive Officer. 3. The Committee reviews the salary survey and, if appropriate, makes recommendations on increases in salary and any changes in bonuses or benefits. The Committee's goal is to ensure that the total compensation and benefits package is reasonable based upon the independent data provided by Hay Group. The Committee votes on any changes in compensation or benefits. This review, discussion and vote are documented in the minutes for the meeting. There are no executives present during the final discussion and approval of compensation. 4. The Board reviews the report prepared by the Hay Group as well as the recommendations of the Committee on Personnel and Compensation as to changes in compensation approved by the Committee. As requested, the Committee on Finance also provides its review of recommendations on changes in executive compensation and benefits. This review, discussion and vote are documented in the minutes. 5. The Board then reviews the recommendations provided by the Committee on Personnel and Compensation and votes on the changes as well. No additional compensation or benefits are paid to the executives until the changes have been approved by the Committee and the Board. The discussion and approval are documented in the minutes of the meeting. There are no executives present during the final discussion and approval of compensation. The General Counsel prepares a formal written opinion reviewing the compensation and benefits approval process, comparing that process to the Intermediate Sanctions Test of IRC Section 4958 and, if the facts warrant, provides comments regarding the compensation and benefits approval process as this relates to meeting the requirements for a rebuttable presumption of reasonableness as provided in the Intermediate Sanctions Test. 6. After the end of each year, the Committee and Board also reviews the achievements of the executive group”

“Methodist Research Institute, Inc.'s ("Methodist Research Institute") Articles of Incorporation are available for public inspection through the Indiana Secretary of State's web-site. Methodist Research Institute's conflict of interest procedures are disclosed on the Form 990, Schedule O. Methodist Research Institute is a consolidated subsidiary in the consolidated financial statements for Indiana University Health, Inc. ("IU Health"). The consolidated financial statements for IU Health are available to the public through its bond filings.”

“http://iuhealth.org/methodist/for-researchers/methodist-research-institute /”

“Line 11g includes amounts paid for the following: Shared Services/Leased Employees - $3,092,649”