St Anthony'S Physician Organization

“Members and stockholders: the corporate member is st. Anthony's medical center, a missouri nonprofit corporation.”

“Members and stockholders: the member has the power to appoint and remove, with or without cause, the members of the board through the action of the president / ceo of the member.”

“Members and stockholders: the member has the following powers: - amendment of the mission, vision and operating values pursuant to which the corporation will operate -amendment of the articles of incorporation and bylaws and any amendments to the articles of incorporation and bylaws of any affiliate of the corporation - appointment and removal, with or without cause, of members of the board through the action of the president/ceo of the corporate member - adoption or amendment of the strategic plan, goals, and objectives of the corporation and of any affiliate of the corporation - adoption or amendment of the operating, capital, construction and all other budgets for the corporation - assignment, transfer, sale or lease of any of the assets of the corporation or any affiliate of the corporation in excess of one hundred thousand dollars ($100,000) in any one or series of related transactions occurring within any twelve (12) month period - authorization and approval of the incurrence of debt by the corporation or any affiliate of the corporation (other than debt incurred for the acquisition of goods that are acquired in the ordinary course of business) and to grant any security interests, place any encumbrances, enter into any covenants, and execute any documents and take any actions necessary or appropriate in connection with the incurrence of such debt - approval of a plan of merger, consolidation or dissolution of the corporation - approval of the lease, management or purchase of, or affiliation with, another hospital or hospital system, or health care facility or health care system by the corporation - approval of the creation or dissolution of any affiliate of the corporation - approval of the creation of or withdrawal from any joint venture involving the corporation - approval of any contracts to be entered into by the corporation requiring a financial commitment in excess of one hundred thousand dollars ($100,000), unless such contract or expenditure was contained in a previously authorized budget of the corporation, and approval of any actions of any affiliate of the corporation which, if such action was taken by the corporation, would be subject to the approval of the corporate member.”

“Review process: returns are prepared and initially reviewed by st anthony's medical center's finance staff and preparer bkd. After these reviews are completed, the returns are then reviewed with the chief financial officer (cfo) of st. Anthony's medical center ("samc") by finance staff. Once this review occurs, returns are mailed to samc board / finance committee members for review, questions, and comments directed to the samc cfo or his or her designee. Copies of the returns are provided to st. Anthony's physician organization's board and cfo and the st. Anthony's medical center board. Once all reviews have taken place, the returns are filed with the internal revenue service.”

“Conflict of interest: to ensure that all affiliates operate in a manner that is consistent with their charitable purposes and that they engage only in transactions that are reasonable and the result of arm's length bargaining, st. Anthony's medical center has adopted and enforces compliance with a conflict of interest policy for all of its affiliates, including st. Anthony's physician organization. The policy requires disclosure of any actual or potential conflict of interest. Individual directors, officers and key employees are surveyed annually concerning their relationships to determine whether conflicts of interest might exist. If the st. Anthony's medical center board of directors or any committee or administrator has reasonable cause to believe that an individual has failed to disclose actual or potential conflicts of interest, the individual must be informed and afforded the opportunity to explain the alleged failure to disclose. If, after hearing the response of the individual and making such further investigation as may be warranted in the circumstances, the st. Anthony's medical center board of directors, or any committee or administrator determines that the individual has, in fact, failed to disclose an actual or potential conflict of interest, appropriate disciplinary and corrective action shall be taken against the individual.”

“Process for determining compensation: compensation for the physician employees of the corporation is determined in accordance with a compensation plan approved by the compensation committee of the st. Anthony's medical center board of directors. The compensation plan in effect since january 1, 2014, was determined to be reasonable and consistent with fair market value by an independent compensation consultant. Compensation for the former treasurer was determined to be reasonable and consistent with fair market value by an independent compensation consultant for the fiscal year ending june 30, 2016.”

“Availability of documents to the public: the organization considers its governing documents, conflict of interest policy and financial statements to be proprietary. Accordingly they are not made available to the general public.”

“Organization's mission or most significant activities: st. Anthony's physician organization, in conjunction with st. Anthony's medical center, carries out its healing mission by responding to the diverse needs of the people of our community with concern for the poor.”

“Oversight committee: responsibility for oversight of the audit and selection of the independent accountant is assumed by the finance and audit committee of the governing body of st. Anthony's medical center, the sole corporate member.”