St Joseph'S Hospital Foundation

“Pursuant to section 8.5 of the bylaws of st. Joseph's hospital foundation, the executive committee is composed of the board chair, the board vice chair, the president and ceo, each of whom shall serve as an ex officio voting member of the executive committee, and two voting members appointed by the board of directors. Each individual appointed to the executive committee shall serve for a term of one year or until his or her successor is duly appointed by the board of directors. The executive committee shall consist of only directors of the corporation. Pursuant to section 8.1 of the corporation's bylaws, committees, such as the executive committee, that are granted the authority to act on behalf of the board of directors may include only directors of the corporation. Further, pursuant to section 8.5 of the corporation's bylaws, the executive committee has and may exercise such powers as may be delegated to it by the board of directors. The executive committee also possesses the power to transact routine business of the corporation in the interim period between regularly scheduled meetings of the board of directors.”

“According to the bylaws of st. Joseph's hospital foundation the entity's sole member is st. Joseph's hospital and health center, a north dakota nonprofit organization.”

“According to the organization's bylaws, directors shall be appointed or refused by the corporate member. The corporate member may appoint one or more individuals to the board of directors, and may at any time remove, with or without cause, any member of the board of directors. According to the organization's bylaws, directors of the corporation shall be appointed by the corporate member no later than june 30 of each year. The names and qualifications of each individual accepted by the board of directors shall be submitted to the corporate member, who shall appoint or refuse each nominee in accordance with the corporate member's bylaws and with endorsement of the senior vice president of operations. The corporate member may unilaterally appoint one or more individuals to the board of directors should the board fail to furnish the corporate member with a list of individuals qualified to serve on the board of directors of the corporation. (chcf reserved rights) except as otherwise provided in the corporation's articles of incorporation or the laws of the state of organization, catholic health care federation ("chcf") shall have such rights as are reserved to the corporate member, acting in its capacity as the membership body of chcf, under the governance matrix.”

“The organization's sole corporate member is st. Joseph's hospital and health center. Pursuant to section 5.4 of the organization's bylaws, both st. Joseph's hospital and health center and commonspirit health (st. Joseph's hospital and health center's sole corporate member) have reserved powers as outlined in the commonspirit health governance matrix. Pursuant to the governance matrix the following rights are held by the st. Joseph's hospital and health center board: * approve members of the st. Joseph's hospital foundation ("sjhf") board * amendment of the corporate documents of sjhf * approve removal of a member of the governing body of sjhf * adoption of long range and strategic plans for sjhf the following rights are reserved to the commonspirit health board directly or through powers delegated to the commonspirit health chief executive officer: * substantial change in the mission or philosophy of sjhf * removal of a member of the governing body of sjhf * approval of issuance of debt by sjhf * approval of participation of sjhf in a joint venture * approval of formation of a new corporation by sjhf * approval of a merger involving sjhf * approval of the sale of all or substantially all of the assets of sjhf * to require the transfer of assets by sjhf to commonspirit health to accomplish commonspirit health's goals and objectives, and to satisfy commonspirit health debts. Pursuant to section 5.5 of the organization's bylaws, st. Joseph's hospital and health center or commonspirit health may, in exercise of their approval powers, grant or withhold approval in whole or in part, or may, in its complete discretion, after consultation with the board and its president and the chief executive officer of the organization, recommend such other or different actions as it deems appropriate. Except as otherwise provided in the corporation's articles of incorporation or the laws of the state of organization, catholic health care federation ("chcf") shall have such rights as are reserved to the corporate member, acting in its capacity as the membership body of chcf, under the governance matrix.”

“Following the preparation of the form 990 by tax analysts of commonspirit health, a related organization, the return is reviewed by the commonspirit health tax director and the local vp of operational finance. Additionally, the board of directors are provided the final form 990 and related schedules to review via email and are able to ask the vp of operational finance and tax director questions prior to filing with the irs. Upon vp of operational finance approval and signature, the tax analyst files the final form 990 as presented to the board, making any non-substantive changes necessary in order to effect e-filing. Any such changes are not re-submitted to the board.”

“The organization has a conflicts of interest ("coi") policy (the "policy") in place to protect the interests of commonspirit health ("commonspirit") in circumstances that may result in a conflict between personal interests of a person and the interests of the organization and those it serves. Commonspirit's coi policy applies to commonspirit, its direct affiliates and subsidiaries and any related entity the governing documents of which require the entity to comply with commonspirit policy (collectively the "system entities"). The following persons are required to disclose actual or potential conflicts of interest at least annually (via a formal system-administered survey) if the person's affiliation with commonspirit continues: - members of corporate and community boards of system entities - members of committees of corporate and community boards of system entities - members of the executive leadership team ("elt") of commonspirit - corporate officers of system entities - employed physicians and advanced practice providers - key employees and highest compensated employees as specified by the internal revenue service for form 990 purposes who are not otherwise included in the categories above - employees of system entities at the vice president level and above - all individuals engaged in research at institutions owned or operated by a system entity - select employees as determined from time to time by leadership disclosure, review, and management of perceived, potential, or actual conflicts of interest are accomplished through a defined coi disclosure review process. Each person is required to promptly and fully disclose any situation or circumstance that may create a conflict of interest as soon as she/he becomes aware of it. In addition, at the inception of an individual's relationship with commonspirit (e.g. Hiring, board appointment), and for certain positions, annually thereafter, written conflict of interest disclosure forms must be completed. A failure to disclose may result in disciplinary or corrective actions. Reported potential or actual conflicts of interest are initially reviewed by legal, corporate responsibility or research integrity staff. If necessary, a conflict of interest management plan is developed, which plan shall be subject to acceptance by the appropriate direct manager, supervisor, medical staff office, board or board committee (for board, board committee, elt or corporate officer conflicts), or other appropriate individual or body. Once accepted, the conflict of interest management plan is communicated to the person with the actual or potential conflict and the individual must conduct themselves in conformity with the plan. In the event that a transactional conflict interest arises in connection with a system entity board meeting, the conflicted individual must disclose that conflict prior to or at the beginning of the meeting in which the matter is to be considered. The conflicted individual is excluded from voting on the transaction and is prohibited from using personal influence with respect to the matter, but is not prohibited from providing input if requested to do so.”

“The organization's financial statements, conflict of interest policy and governing documents are available to the public upon request. The organization's financial statements are included in commonspirit health's consolidated audited financial statements that are available at www.commonspirit.org.”

“As an affiliate of commonspirit health, we make the healing presence of god known in our world by improving the health of the people we serve, especially those who are vulnerable, while we advance social justice for all. To fulfill this mission, the corporation, as a values-based organization, will assure the integrity of the ministry in both current and developing organizations and activities; research and develop new ministries that integrate health, education, pastoral, and social services; promote leadership development and formation for ministry throughout the entire organization; advocate for systemic changes with specific concern for persons who are poor, alienated, and underserved; and steward resources by general oversight of the entire organization.”

“Organization's mission, vision, and tax-exempt purpose as the first catholic hospital to serve the community, chi st. Alexius health-dickinson embraced the mission of the founding religious congregation, which has since joined with other religious congregations to form commonspirit health. The mission of chi st. Alexius health-dickinson is to nurture the healing ministry of the church, supported by education and research. Fidelity to the gospel urges us to emphasize human dignity and social justice as we create healthier communities. We continue to create healthier communities and provide care to all in need. The hospital has a regional board of directors that is comprised of independent community representatives. Catholic healthcare has had a long-standing tradition of service to the poor. Chi st. Alexius health-dickinson defines the poor in many ways, not just economic. The poor can include individuals who experience deficits in their lives physiologically, spiritually, and/or emotionally. We give assistance and support to those who are the disadvantaged of our society, which helps their ability to realize their true potential in their environment. From a mission perspective, we strive to bring the healing presence of god to our community. The activities that we engage in aid the community directly and flow from our mission statement. Chi st. Alexius health-dickinson serves all persons in the community on a non-discriminatory basis. We operate a 24-hour emergency room 365 days per year that is available to all individuals regardless of ability to pay. Chi st. Alexius health-dickinson has an open medical staff which participates in medicare and medicaid, and has an active charity care program. Community service has always been at the core of chi st. Alexius health-dickinson activities. The programs and services described throughout this report not only serve the community, but also reduce the burdens on the government. Chi st. Alexius health-dickinson is included in the official catholic directory as a tax-exempt hospital. Community benefit approach located in dickinson, nd, chi st. Alexius health-dickinson serves stark county and the surrounding area, encompassing numerous counties in southwest north dakota and eastern montana, and covers a population of approximately 50,000 people in the eight north dakota and five montana counties it serves. Stark county: 2021 census - population: 33,046 percent change from 2011 to 2021 31.18% median household income: $ 69,412 percentage of persons living below the poverty level: 10.6% health insurance coverage: percent uninsured 9.2% stark county: 2018 census - population: 30,997 percent change from 2010 to 2018 28.1% median household income: $ 75,708 percentage of persons living below the poverty level: 8.8% health insurance coverage: percent uninsured 9.1% source: https://embed.datausa.io/profile/geo/stark-county-nd/#health; much of the surrounding area, including most of the surrounding counties, are designated as primary care health professional shortage areas (hpsa) and medically underserved areas (mua) populations by (hpsa). Community outreach for the broader community chi st. Alexius health-dickinson provides wellness information to the public while attending local health fairs. Some of the fairs include, but are not limited to, southwest district health unit's annual kids health & safety expo, and the go red campaign for women's heart health and breast cancer awareness in october. We also partner with other rural communities for annual health fairs, including one of the biggest, the wibaux health fair in wibaux, mt, located just on the other side of the nd/mt border. In house, we offer wellness seminars, diabetic education and preparation of advanced directives, junior volunteering opportunities, as well as a job shadowing program and medical explorers for students who are considering careers in the health field. We are major sponsors for several non-profits in our area and posses”

“Payments to vendors for entities that are part of commonspirit health are made by commonspirit health. Therefore, no forms 1099 are issued by st. Joseph's hospital foundation. Commonspirit health files the forms 1099 and complies with the backup withholding rules for reportable payments to vendors and game winnings. The forms 1099 issued on behalf of st. Joseph's hospital foundation are reported to the irs.”

“Other fees: program service expenses 3,329. Management and general expenses 175. Fundraising expenses 0. Total expenses 3,504. Other fees for services: program service expenses 44,202. Management and general expenses 2,326. Fundraising expenses 0. Total expenses 46,528.”

“Affiliate transfers 127,717.”