Ssm Health Care St Louis

“In 2024, ssm health care st. Louis updated its bylaws for the following changes: - change to the size of the board of directors and number of ex officio directors - change to terms and term limits for board of directors members - change to officer positions and method for appointment - change to the committees for the hospital operating entity.”

“The sole member of the corporation is ssm health care corporation. Ssm health care corporation is a nonprofit 501(c)(3) organization. Both ssm health care st. Louis and ssm health care corporation are part of the integrated health system known as ssm health.”

“The member has the power to appoint and remove the appointed directors. However the member may only remove the appointed director who is the st. Louis university school of medicine (slusom) dean or the slusom dean's designee if the slusom dean or designee violates the conflict of interest policy or other board policies of the corporation upon written notice to st. Louis university.”

“The member, ssm health care corporation, has the following powers: (a) to establish and change the mission, philosophy and values of the corporation; (b) to appoint additional, successor or replacement members of the corporation; (c) to appoint and remove the directors; provided, however, that the member may only remove the appointed director who is the slusom dean or the slusom dean's designee in accordance with article v, section 3; (d) to appoint and remove the president of the corporation, the chairperson, the vice chairperson, and/or the chief executive officer of any operating division of the corporation; (e) to approve amendments to the articles of incorporation of the corporation as provided therein; (f) to approve amendments to these bylaws; (g) to approve the merger, consolidation or dissolution of the corporation; (h) to approve the formation of a controlled subsidiary or a remotely controlled subsidiary; (i) to approve the sale of all or substantially all of the assets of the corporation; (j) to approve the acquisition or disposition by the corporation of another legal entity or an interest in another legal entity; (k) to authorize or approve the acquisition or disposition by the corporation of real property or any interest in real property; (l) to establish centralized employee benefit, insurance, investment, financing, corporate responsibility, performance assessment and improvement and other operational and support programs; to require the participation of the corporation in such programs; and to authorize the opening, closing, administration, and management of bank accounts and investment accounts in the name of the corporation in connection with such programs; (m) to approve the operating and capital budgets of the corporation; (n) to appoint the auditor and corporate counsel for the corporation; (o) to authorize and approve borrowing money and entering into financial guaranties by the corporation, including actions relating to the formation, joining, operation, withdrawal from and termination of a credit group or an obligated group and the granting of security interests in the property of the corporation; (p) to require the corporation to transfer assets, including but not limited to cash, to the member or to any entity exempt from federal income tax as an organization described in 501(c)(3) of the internal revenue code of 1986, as amended, or the corresponding provision of any future united states internal revenue law, which is controlled by the member, to the extent necessary to accomplish the mission, goals and objectives of the member as determined by the member; (q) to approve the transfer of assets by the corporation to any entity other than the member, other than transfers made in the ordinary course of operations of the corporation which will not require approval by the member; and (r) to determine the extent to which and the manner in which the powers described in this section which are reserved to the member with respect to the corporation are to be included in the governing documents of any controlled subsidiary, remotely controlled subsidiary or non-controlled subsidiary and exercised with respect to any controlled subsidiary, any remotely controlled subsidiary or any non-controlled subsidiary.”

“The organization does not have any committees with authority to act on behalf of the governing body.”

“The form 990 is prepared by the tax department of the parent organization, ssm health care corporation (ssmh). The return is then reviewed by an independent accounting firm who signs as paid preparer. The return is then provided to members of senior management. Any questions are addressed by the tax department of ssmh prior to filing the form 990 with the internal revenue service. A copy of the form 990 is provided to the board of directors at the next regularly scheduled board meeting.”

“Board members are required to complete a conflict of interest disclosure statement annually. The president and secretary of the board oversee compliance with this requirement. All board members with an identified conflict of interest abstain from board discussions and votes when applicable. Employees with purchasing authority and/or ability to influence purchasing decisions are assigned the conflict of interest disclosure course (coi) which must be completed online. Periodically through the year, the entity's corporate responsibility contact person (with the help of the entity's learning management system coordinator) sends department managers a list of employees who have not yet completed their coi so they can remind the employees and ensure the employees have time in their schedule to complete the required course. Resolution of any conflicts that are disclosed must be documented and kept on file at the entity. Supervisors verify required course completion prior to year end.”

“The organization's compensation plan is reviewed and approved at formal meetings of the compensation committee of the board of directors. The compensation committee is comprised of independent non-employee members who have no personal interest in the compensation arrangement to be reviewed and recommended by the compensation committee. The committee reviews comparable wisconsin and national compensation data and establishes base compensation at the comparable market median by the position as outlined in the compensation committee charter. Additionally, the committee has authority to retain a compensation consultant to assist the committee in evaluating senior management compensation.”

“The year-end audited consolidated financial statements and unaudited quarterly consolidated financial statement for the ssm health are made available to the public on ssm health's website. The organization's articles of incorporation are available on the missouri secretary of state's website. Copies of the form 990 and the organization's conflict of interest policy are available upon request.”

“Clayton health services pharmacy west east central missouri area health education center knights of columbus pediatric development center ssm care management company ssm health/saint louis univerity school of medicine ssm health at work ssm health behavioral health ssm health behavioral health at st. Vincent's ssm health breast care ssm health cancer care ssm health cardinal glennon pediatrics ssm health depaul hospital - anna house ssm health depaul hospital - st. Louis ssm health depaul hospital physician billing ssm health depaul hospital rheumatology infusion services ssm health depaul hospital surgery center ssm health heart & vascular care ssm health imaging services ssm health medical group ssm health neurosciences ssm health orthopedics ssm health outpatient center ssm health pain care ssm health pharmacy ssm health prescription center ssm health sleep services ssm health specialty pharmacy ssm health st. Clare hospital - fenton ssm health st. Clare hospital physician billing ssm health st. Joseph hospital - lake saint louis ssm health st. Joseph hospital - lake saint louis physician billing ssm health st. Joseph hospital - st. Charles ssm health st. Joseph hospital - st. Charles physician billing ssm health st. Joseph hospital - wentzville ssm health st. Joseph hospital - wentzville physician billing ssm health st. Joseph hospital wentzville outpatient pharmacy ssm health st. Louis ssm health st. Mary's hospital - st. Louis ssm health st. Mary's hospital physician billing ssm health st. Mary's radiology ssm health treatment & recovery ssm health urgent care ssm health vascular services ssm health weight management services ssm health women's health ssm integrated distribution & services center”

“All applicable 1099 and 1096 irs tax forms are reported and filed by the parent organization, ssm health care corporation, ein 46-6029223.”

“Medical and related: program service expenses 180,473,110. Management and general expenses 0. Fundraising expenses 0. Total expenses 180,473,110. Other fees for services: program service expenses 35,175,121. Management and general expenses 12,566,937. Fundraising expenses 0. Total expenses 47,742,058.”

“Change in temporarily restricted net assets -15,366,640. Change in beneficial interest in foundation -390,380. Transfer to/from consolidated entities -308,258,576. Rounding 3.”