Baptist Easley Hospital

“The organization contracts with greenville health system to provide the campus president, todd walker.”

“The organization consists of one class of membership consisting of two members: palmetto health, a south carolina nonprofit corporation, and greenville health corporation, a south carolina nonprofit corporation.”

“The organization's board of directors shall consist of four individuals appointed as directors by palmetto health and four individuals appointed as directors by greenville health corporation.”

“Reserved powers of the members. The following actions shall require the approval of both of the members: (a) changes or amendments to the articles of incorporation or bylaws that would affect any authority or privilege of a member (as provided in article xii, section 2); (b) the admission of a new member of corporation; (c) the sale, lease, exchange, transfer or other disposition of all or substantially all of the assets of corporation; (d) approval of any change in the name of corporation; (e) the merger, consolidation, division, dissolution, or liquidation of corporation; and (f) the issuance of debt or creation of, or entry into any agreement that creates, an obligation in an amount greater than $5,000,000. Individual member reserved powers. The following powers shall be reserved to each of the members individually: (a) election of a member's directors pursuant to article iv, section 2(a); (b) appointment of a director to fill a vacancy in a member's directors pursuant to article iv, section 2(d); and (c) removal of a member's directors pursuant to article iv, section 5(b).”

“The organization's form 990 was initially reviewed by the finance committee appointed by the board along with the organization's tax preparers who were available to answer questions and provide additional information. After the finance committee's approval, the 990 was provided to the full board of directors for review and approval with the opportunity for comments and changes before filing with the irs.”

“Board members are required to complete conflict of interest disclosures annually. In addition, board members are required to complete a conflict of interest questionnaire pertaining specifically to conflicts of interest required to be disclosed on the organization's 990. Whenever a potential conflict exists, board members and officers recuse themselves from discussion and voting on the transaction with the potential conflict.”

“The campus president is hired from a member of the organization, greenville health. The member organization determines compensation via the approval of independent persons. The board works with the director of human resources at palmetto health, a partner in the joint venture. The director of human resources utilizes an independent consultant to analyze the executive compensation program. The independent consultant generates an analytical report called the "compensation review". The compensation review includes market analyses for base salaries, total cash compensation, benefits and prequisites and aggregate total compensation values for positions. The board reviews the information in the compensation review relating to aggregate total compensation paid to positions that are functionally similar at similarly-situated organizations. The board approves the compensation levels payable to the cfo and key employees utilizing the information contained in the compensation review.”

“The organization makes its form 990 available to the public upon request and on www.guidestar.org.”

“The organization's governing documents, financial statements, and conflict of interest policy are made available to the public in the administration office.”

“Consultants: Program service expenses 199,286. Management and general expenses 0. Fundraising expenses 0. Total expenses 199,286. Purchased Services: Program service expenses 13,363,670. Management and general expenses 680. Fundraising expenses 0. Total expenses 13,364,350. Medical Services: Program service expenses 15,954,057. Management and general expenses 0. Fundraising expenses 0. Total expenses 15,954,057.”

“Membership interest in foundation 499,251.”

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