Kirby Medical Center

“Members of all committees are appointed by the chairman of the board; provided, however, that a majority of each committee membership shall be board members. Special committees may be appointed by the chairman with concurrence of the board for such special tasks as circumstances warrant. A special committee shall limit its activities to the accomplishment of the task for which it is appointed and shall have no power to act except such as is specifically conferred by action of the board. Upon completion of the task for which appointed, such special committee shall stand discharged. Board committees shall hold meetings when necessary and shall keep a full record of their proceedings, which shall be entered in a book of minutes. Each committee shall have a charter, approved by the board, delineating its organization/membership, responsibilities, and meeting frequency.”

“The form 990 financial information is reviewed by the internal accounting staff for accuracy to the hospital's audited financial statements. Other form 990 information is reviewed by the cfo and ceo. The final version of the form 990 is reviewed by the governing board's audit and compliance committee before the form is filed with the irs.”

“Generally the board assesses the conflicts that exist with its members and requests that members with these conflicts be excused from any discussion related to them. Because of the familiarity of board members with one another and the size of the community, the board's self assessment of conflicts can be made with relative ease. An interested person includes any person associated with kmc who has a direct or indirect financial interest in the matter at hand. If the interested person is in a senior leadership position, is a board or committee member, the applicable board or committee shall determine whether a conflict of interest exists. If the interested person is not a board or committee member, the ceo, in consultation with board members and/or other management personnel, shall determine whether a conflict of interest exists. If it is determined that an interested person has a conflict, the interested person may be excluded from all discussions regarding that agreement, transaction, or arrangement. Proceedings resulting from conflicts of interest are documented in the board minutes.”

“The kirby board utilizes the bi-annual iha compensation survey results to set and compare the ceo's compensation. The latest review was done in the spring of 2018. This process is presented to the full board for approval and is documented in the board minutes. Other officer's compensation is determined using salary survey data promulgated annually by ashhra. It is then reviewed by the chief compliance officer and ceo.”

“At this time none of the organization's governing documents nor their financial statements are made available to the general public.”

“Er professional fees: program service expenses 2,380,602. Management and general expenses 0. Fundraising expenses 0. Total expenses 2,380,602. Admin professional fees: program service expenses 0. Management and general expenses 74,496. Fundraising expenses 0. Total expenses 74,496. Physician services: program service expenses 1,456,485. Management and general expenses 207,139. Fundraising expenses 0. Total expenses 1,663,624. Other professional fees: program service expenses 1,080,194. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,080,194.”

“Change in interest in perpetual trust 8,633.”

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