Dekalb County Hospice Inc

“Kishhealth system is the sole member of kishhealth system hospice.”

“As the sole member and parent organization of kishhealth system hospice, kishhealth system has the right to elect certain members of the hospice governing board. Per the hospice's bylaws, the voting trustees are elected by the khs board at each annual meeting.”

“Kishhealth system (khs) serves as the sole member and parent organization of kishhealth system hospice. The bylaws of the hospice state that the hospice board may take no action pertaining to the following without approval of the khs board: a. Approving the annual operating and capital budgets for the hospice; b. Electing the members of the hospice's board; c. Approving the strategic plan for the hospice; d. Approving the disposition of any assets of the hospice other than in the ordinary course of business of the hospice; e. Approving any change in membership of the hospice; f. Approving, evaluating and/or removing the president and ceo and reviewing and approving the employment contract of the president and ceo and establishing compensation for such office; g. Approving the adoption of and amendments to the organizational documents, including the articles of incorporation or the bylaws of the hospice; h. Approving the adoption of a plan of merger or adopting a plan of consolidation with another corporation; i. Exercising all rights that the hospice has as a shareholder or member of a subsidiary entity; j. Authorizing the sale, lease, exchange, or mortgage of all or substantially all of the property and assets of the hospice; k. Authorizing the voluntary dissolution of the hospice or revoking proceedings thereof; l. Adopting a plan for the distribution of the assets of the hospice; m. Approving any affiliations of the hospice; n. Selecting of the medical director of the hospice; o. Requiring minutes of meetings, financial records and such other information as may be necessary to property evaluate the performance of the hospice; p. Transferring money or property among the hospice, khs and one or more subsidiary corporation; and q. Initiating action to remove or reinstate a director in accordance with section 4.14. Subject to the authority of the board as set forth in this article iv, the khs board may initiate and approve any of the foregoing on behalf of the hospice.”

“A draft copy of form 990 is provided to the governing body (board of directors) and the goverance committee for review by the return preparer prior to filing. The organization's ceo, cfo, and other members of the accounting department are also provided a copy of the return for their review. The chair of the audit committee and the audit committee members are also provided draft copies and review. If changes are necessary, they are reported to the return preparer and incorporated into the final return.”

“Individuals covered by the organization's conflict of interest policy and considered interested persons, include members of the board of directors of any entity within the health system, kishhealth system officers, any committee member, any individual with ultimate responsibility for implementing board decisions or supervising the management, administration, or operation of the organization, and immediate family members of those listed. It is the duty of these interested persons to self-disclose any conflicts of interest. Conflicts of interest are investigated by appointed members of the kishhealth system governance committee on an ongoing basis. If it is determined that an individual failed to disclose an actual or possible conflict of interest, it shall inform the individual of such a belief and afford him an opportunity to explain. After said explanation, the board shall take appropriate disciplinary and corrective action as deemed necessary. An interested person deemed to have a conflict must not be present during discussion or votes related to the transaction. The conflict of interest policy is reviewed by the board annually and updated as needed.”

“Kishhealth system hospice is not directly involved in determining the compensation of the ceo, executive director, or top management, as the individuals are employed through kishhealth system. Kishhealth system does comply with the requirements noted above. Through the oversight of the board of directors executive compensation committee, the kishhealth system executive total compensation program will be competitively positioned in the market place of relevant organizations and fall within the safe harbor guidelines established by the intermediate sanctions rules. The executive compensation committee is made up of three members of the board of directors who meet the board approved definition of "independent directors". Annually the executive compensation committee contracts with sullivan, cotter and associates, an independent human resources consulting firm to provide the committee analysis and comparability data. Using the supplied data the compensation committee approves each executive's total cash compensation and provides contemporaneous substantiation of the deliberation and decision. Total cash compensation is defined as the sum of base salaries plus incentive awards. Based on the comparability data and the performance of each executive in meeting goals and strategic objectives, the executive compensation committee approves increases and incentive awards for each executive within the guidelines established. The executive compensation committee reports on all compensation matters to the full board of directors.”

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

“Change in interest in net assets of kishhealth foundation -241,399.”

“No changes in this process were made during the tax year. The organization maintains an independent audit committee which is responsible for oversight of the audited financial statements. This committee is also responsible for the selection of the independent auditor. Members of the audit committee are also members of the kishhealth system board of directors. Kishealth system is the parent corporation of kishhealth system hospice, inc.”