Regional West Garden County

“The executive committee shall have the power to act for and on behalf of the corporation and its board of directors as necessary and required between regular or special meetings of the board.”

“Regional west health services is the sole member of the organization.”

“Regional west health services (rwhs), the sole member, has the ability to appoint 7 persons to the board of directors. The remaining directors must be approved by rwhs.”

“Regional west health services (rwhs), the sole member, must approve all matters pertaining to the merger, consolidation, liquidation or amendment to the articles of incorporate or bylaws of the corporation. The annual budget of the corporation is also subject to the approval of rwhs.”

“The board will have an opportunity to review drafts electronically prior to filing.”

“Annual disclosure by board members of any conflict of interest, as set forth in the policies, is required. For any possible conflict of interest identified, the remaining board determines if it actually constitutes a conflict of interest without the conflicted board member present. If a conflict of interest is determined to exist, the board, less the conflicted member, will then decide the level of involvement of the member in decision making for the entity, if there is an alternative arrangement that will eliminate the conflict of interest, and the appropriateness of the conflicted member continuing as a board member. Failure to disclose a conflict of interest can result in disciplinary and corrective action for the conflicted member.”

“Compensation process for top official: compensation for the ceo is determined by the compensation committee of the rwhs board. The determination is based on market data and recommendations from an independent consulting firm who collects that information for comparison purposes. Minutes are kept of these meetings. Compensation process for officers: compensation for other officers is reviewed by an independent consultant on an annual basis to ensure the compensation plan meets reasonableness testing compared to mgma compensation survey. The compensation model is also reviewed by legal counsel for reasonableness and compliance with irs requirements.”

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

“Other purchased services: program service expenses 2,146,360. Management and general expenses 484,381. Fundraising expenses 0. Total expenses 2,630,741. Service contracts: program service expenses 152,188. Management and general expenses 0. Fundraising expenses 0. Total expenses 152,188. Consulting: program service expenses 26,966. Management and general expenses 2,078. Fundraising expenses 0. Total expenses 29,044.”

“The cfo of regional west health services, the sole member of the organization, is responsible for oversight of the audit and selection of the independent public accountant. This process has not changed from the prior year.”