Westfields Hospital Inc.

“Rh wisconsin, inc. Is the class a member and group health plan, inc. Is the class b member of westfields.”

“The class a member (rh wisconsin, inc.) appoints three directors to represent the class a member. The class b member (group health plan, inc.) appoints two directors to represent the class b member. Two health care providers are nominated as directors by an unrelated medical group and appointed by majority vote of the full board. Eight community representatives are appointed as directors by the class a member upon recommendation by the executive committee of the board of directors.”

“The class a and class b members (rh wisconsin, inc. And group health plan, inc. Respectively) both must approve the decisions of the board of directors as follows: - amendment of articles or bylaws impacting membership - resignation of a member - dissolution - any change in the fundamental nature or purpose - merger or consolidation with another corporation - disposition of substantially all assets. Only the class a member must approve the decisions of the board of directors as follows: - amendment of articles or bylaws not impacting membership - annual operating and capital budgets and strategic plans - establishment of new entities or significant relationships with other entities - unbudgeted expenditures in excess of amounts established by the member - guaranteeing the debt of any other person or entity - a loan or other indebtedness in excess of amounts established by the member - transfer of assets to another entity - appointment of auditors - appointment of the president and the board chair.”

“Westfields' 990 return has a comprehensive review process that is followed before it is presented to the governing body of westfields. The review process includes a layered review by the tax department of group health plan, inc. (ghi), the management team of westfields, ghi's internal legal department and westfields's outside independent accountants. Each one of those areas has an opportunity to review, ask questions and make comments back to the tax department of ghi before the form 990 is completed and presented to the governing body of westfields. Westfields makes available to the governing body (board of directors) a copy of the 990 for review and comment prior to the filing of the 990 return. This copy is provided in a pre-meeting packet, and is an agenda item at a meeting of the full board of directors. This process is noted and documented in the written minutes of the meeting.”

“Westfields monitors potential conflicts of interest on the part of its board members, officers and key employees by maintaining a conflict of interest policy. Under the policy, all board members, principal officers, members with board delegated powers and key employees are provided annually with a copy of the policy and are required to complete a questionnaire identifying any potential conflicts of interest. The full board is advised of any potential conflicts and the process to be followed in resolving the conflict as recommended by the chair, ceo and general counsel. Board agendas and executive decisions are monitored in relation to this policy.”

“Westfields' ceo and its officers are employed by regions hospital (regions), group health plan, inc., (ghi), or hudson hospital, all of which are related organizations, or by westfields. Ghi, regions, hudson hospital and westfields have an annual process to review the market comparability of the total compensation of the westfields ceo and other officers. Every three years, the independent compensation committee of the ghi board of directors (the "committee"), retains an external compensation expert to conduct an extensive market comparability review for all officers of the organization. The review includes all components of total compensation: base salary, annual incentives, benefits and perquisites. The market survey results are presented to, reviewed by and approved by the appropriate committee. Based on this data, either the executive committee of hudson hospital, the executive committee of regions, the compensation committee of ghi or the westfields executive committee (the "committees") determine minimum and maximum total compensation ranges for each employed officer. In interim years, ghi's human resources staff, under the committees' direction, updates changes in the salary structure based on the same independent studies performed by the compensation consultant for the committee. For certain positions full independent reviews are performed to set salary ranges based on the competitive market data specific to those positions. The committees review and approve each year's compensation results. In all cases, the committees' members complete an annual conflict of interest survey to assure the committees members' independence and this is updated at any meeting at which decisions are being made. Staff (other than the secretary to the board) is not in the room during deliberations or vote including executive sessions, and contemporaneous minutes are kept. With westfields' board of directors input, the st croix valley executive leader conducts the annual performance review and, with westfields's board approval, determines the compensation of the westfields ceo. The westfields board has delegated to the ceo the accountability to conduct annual performance reviews and determine the compensation of all westfields-employed officers within the compensation ranges determined by the committee. Any exceptions to compensation in excess of the approved ranges are approved by the westfields executive committee. Total compensation is appropriately documented on the form 990 and on the employee's w-2”

“Westfields' financial statements and 990 returns are made available to any person who requests the information from westfields or healthpartners.”

“Directors and officers of westfields are employed and compensated by ghi, inc., regions hospital or westfields. Reported average hours worked are based on their total compensation from all related organizations.”

“Corporate structure, purpose, governance westfields hospital (westfields), a state licensed 25-bed, level iv critical access hospital (cah), is a wisconsin non-profit corporation recognized as exempt from federal income tax under internal revenue code ("irc") section 501(c)(3) and is part of the family of healthpartners organizations "healthpartners". Founded in 1957, healthpartners is an integrated system of health care delivery and health care financing organizations, and is one of the largest consumer-governed organizations in the country. Healthpartners' mission is to improve health and well-being in partnership with our members, patients and community. Healthpartners seeks to transform healthcare through a relentless focus on the triple aim - providing exceptional experience for the individual, improving the health of the population, and maintaining affordability, all at the same time. Healthpartners includes an array of tax-exempt and taxable organizations with health care activities primarily operating in minnesota and western wisconsin. Healthpartners provides a full-range of health care delivery and health plan services including insurance, patient care, administration and health and well-being programs. Healthpartners health plan's serve more than 1.5 million medical and dental members nationwide. Healthpartners medical care system includes more than 1,700 physicians, six hospitals with over 1,000 acute care beds, and 93 primary and specialty care medical facilities with practices in minnesota and western wisconsin. In addition, healthpartners dental care system has more than 60 dentists and 24 dental clinics. Healthpartners also contracts with other primary and specialty medical facilities and dental facilities, physician groups, hospitals and related healthcare providers located primarily in minnesota and western wisconsin. Healthpartners also provides medical education and training to medical professionals and conducts research and fund raising activities that support the health care delivery system. A complete listing of all organizations within the healthpartners family, and the relationship between them, can be found on schedule r within this 990 return. Detailed information about the community benefit activities and accomplishments of each tax-exempt organization can be found in the individual form 990 return for that organization. Healthpartners is driving change that helps our members and patients live healthier lives. Healthpartners collaborate with other plans, care providers and other community and business organizations in the region and throughout the nation to increase access, create and share quality measures and initiatives, participate in development of public policy, and collaborate in improvements that support the triple aim. Among healthpartners' signature initiatives continuing in 2015 are total cost of care measurements (development of a nationally recognized metric, endorsed by the national quality forum, enabling measurement and incentives based on coordination and evidence-based practices), mental health (reducing stigma, and assuring access to high quality care in the most appropriate settings), children's health (improving child health by promoting early brain development, providing family centered care, and strengthening communities), and sustainability (energy efficiency, waste reduction, and resource management). Healthpartners, inc. (hpi) is the parent entity of healthpartners and is a minnesota non-profit corporation and licensed health maintenance organization (hmo) recognized as exempt from federal income tax under irc section 501(c)(4). Hpi is the sole corporate member of hpi-ramsey, a minnesota non-profit corporation recognized as exempt from federal income tax under irc section 501(c)(3). In turn, hpi-ramsey is the sole corporate member of regions hospital, regions hospital foundation, capitol view transitional care center, stillwater health system (lakeview health), ramsey integ”

“6. Community building activities: as westfields supports individuals, organizations, events and programs, it lives out its commitment to improve the health of the community. Knowing much more can be accomplished together, westfields community benefit program strives to make valuable connections with individuals and organizations from public, private and nonprofit sectors to share skills and assets. In 2015, westfields community-building activities equaled $2,022. Westfields participated in community-building activities that supported economic development to improve business climate in the region; emergency preparedness and youth asset development; health improvement advocacy; and coalition building to provide leadership and in-kind support for healthier together - st. Croix county, the centre wellness facility, and local community health. 7. Community benefit operations: costs associated with dedicated staff, program operations, resource expenses, wisconsin hospital association (wha) survey completion, healthier together participation, needs assessment expenses totaled $28,680, and a total of 1,078 support hours were contributed. Community health needs assessment (chna); please refer to form 990 schedule h narrative. Total 2015 community benefit contribution equaled $3,489,503, which represented 7.4% of the overall net revenue of westfields. This figure is reported at cost per the catholic health association (cha) community benefit reporting guidelines and in accordance with the wha reporting requirements. 8. Organization awards and achievements - specialty clinics growth included new or expanded services that included at home sleep studies and programs for change. The additions created convenience of access to specialized care that is close to home and physician availability. - westfields was recognized as a 2015 green master in the wisconsin sustainable business council's green master's program. - 2015 marked the 75th anniversary of the primary care clinic and 65th anniversary of westfields providing accessible health care to the community. - the primary care clinic was recognized for pioneering the reach out and read wisconsin program for the past five years.”

“Professional services: program service expenses 4,896,170. Management and general expenses 0. Fundraising expenses 0. Total expenses 4,896,170.”

“Fasb 124 - fair market valuation adjustment -136,825. Rounding 6.”