Lester E Cox Medical Centers

“THE ORGANIZATION AMENDED THEIR BYLAWS DURING THE YEAR WITH THE FOLLOWING: f) REMOVED LANGUAGE RELATED TO THE APPOINTMENT AND REMOVAL OF THE CEO ARTICLE 5: REMOVED LANGUAGE STATING -OF THE MEMBER PLUS THE PRESIDENT AND CEO OF THE MEMBER WHO SHALL SERVE EX OFFICIO WITH VOTE. REMOVED - THE PRESIDENT OF THE MEDICAL STAFF SHALL BE AN EX OFFICIO MEMBER WITHOUT VOTE. ARTICLE 7: SECTION 1: REMOVED LANGUAGE - AND THE OFFICERS OF CMC AND THE OFFICERS OF COXHEALTH AND SHALL SERVE AS LONG AS THE OFFICERS OF THE MEMBER AND THE OFFICERS OF COXHEALTH REMAIN IN SAID OFFICE. ADDED LANGUAGE: AND SHALL SERVE AS LONG AS THE OFFICERS OF THE MEMBER REMAIN IN SAID OFFICE. THE OFFICERS OF CMC SHALL BE PRESIDENT, CHIEF FINANCIAL OFFICER (CFO) AND SECRETARY, NONE OF WHOM SHALL BE A DIRECTOR. ADDED SECTION 2: APPOINTMENT AND TERM OF OFFICE - OFFICERS OF THE BOARD. THE OFFICERS OF THE BOARD SHALL SERVE AS LONG AS THE OFFICERS OF THE MEMBER REMAIN IN SAID OFFICE. OFFICERS OF CMC. PRESIDENT. THE PRESIDENT OF CMC SHALL BE APPOINTED BY THE MEMBER AS PROVIDED IN ARTICAL TWO, SECTION 3, SHALL BE AN EMPLOYEE OF THE MEMBER OR ONE OF ITS CONTROLLED SUBSIDIARIES OR REMOTELY CONTROLLED SUBSIDIARIES AND SHALL SERVE AT THE PLEASURE OF THE MEMBER IN ACCORDANCE WITH ANY WRITTEN CONTRACT, AS APPLICABLE, AND THE MEMBER'S POLICIES AND PROCEDURES. CFO. THE CFO SHALL BE THE SAME PERSON WHO HOLDS THE CORRESPONDING OFFICE OF CFO OF COXHEALTH. SECRETARY. THE SECRETARY OF CMC SHALL BE THE SAME PERSON WHO HOLDS THE CORRESPONDING OFFICE OF SECRETARY OF THE BOARD OF COXHEALTH. SECTION 3: REMOVAL AND RESIGNATION. OFFICERS OF THE BOARD. IF THE OFFICE OF ANY OFFICER OF THE BOARD BECOMES VACANT, THE VACANCY SHALL BE FILLED AS SET FORTH IN ARTICLE SEVEN, SECTION 2. OFFICERS OF CMC. PRESIDENT. IF THE OFFICE OF PRESIDENT OF CMC BECOMES VACANT, OR IF THE PRESIDENT OF CMC NOTIFIES THE BOARD OF THE INTENT TO RESIGN OR RETIRE, THE MEMBER SHALL APPOINT A REPLACEMENT AS SET FORTH IN THIS ARTICLE SEVEN, SECTION 2. IN THE INTERIM, THE MEMBER MAY APPOINT AN ACTING PRESIDENT. SECRETARY. IF THE OFFICE OF SECRETARY OF CMC BECOMES VACANT, THE VACANCY SHALL BE FILLED AS SET FORTH IN ARTICLE SEVEN, SECTION 2. DUTIES OF OFFICERS OF CMC REMOVED ALL LANGUAGE RELATING TO CEO. DESCRIPTION OF CHIEF FINANCIAL OFFICER NOW STATES THAT THE CFO SHALL HAVE THE SAME DUTIES AND RESPONSIBILITIES AS SET FORTH IN THE BYLAWS OF COXHEALTH FOR THE CFO OF COXHEALTH EXCEPT SUCH DUTIES AND RESPONSIBILITIES SHALL APPLY TO CMC. SECRETARY OF CMC DESCRIPTION REMOVES CEO LANGUAGE ARTICLE EIGHT (g) REMOVAL OF CEO IN DESCRIPTION”

“Lester e cox medical centers shall have one member which shall be coxhealth.”

“The following corporate powers and responsibilities shall be solely & specifically reserved to the member; (a) to establish and change the business purposes, mission, vision or values of cmc; (b) to approve amendments to the articles of incorporation of cmc as provided therein; (c) to approve amendments to the bylaws of cmc; (d) to approve the adoption of and any revision to the charters for all committees established by the board; (e) to appoint and remove the directors of cmc, subject to the requirements of article five, section 1 and to appoint and remove the officers of the board and cmc; (f) after consultation with the board, to approve the appointment and removal of the president of cmc; (g) to appoint the auditor and the corporate counsel for cmc and its controlled subsidiaries or remotely controlled subsidiaries; (h) to establish centralized employee benefit, insurance, investment, financing, marketing, legal, corporate, compliance, performance assessment and improvement and other operational and support programs; to require the participation of cmc in such programs; and to authorize the opening and closing of bank accounts and investment accounts in the name of cmc; (i) to approve the merger, consolidation or dissolution of cmc or the sale of all or substantially all of the assets of cmc; (j) to approve the formation of a controlled subsidiary or a remotely subsidiary; (k) to approve the acquisition or disposition by cmc of another legal entity or an interest in another legal entity; (l) after receiving input from the board, to approve the strategic plan and the operating and capital budgets of cmc; (m) approval of cmc's unbudgeted debt and capital expenditures of one hundred thousand dollars ($100,000) or greater; (n) to authorize or approve the acquisition or disposition by cmc of real property or any interest in real property having a value of one hundred thousand dollars ($100,000) or greater; (o) to approve the sale or purchase of any property of cmc having a value of one hundred thousand dollars ($100,000) or greater; (p) to authorize and approve borrowing money or entering into financial guaranties by cmc, 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 cmc; (q) to require cmc to transfer assets, including but not limited to cash, to the member; (r) to approve the transfer of assets by cmc to any entity other than the member, other than transfers made in the ordinary course of operations of cmc which will not require approval of the member; (s) to approve the rate of payment, compensation or rent and/or any provisions concerning exclusivity with respect to any contract for physician services and any lease/timeshare agreement between any physician or physician group, on the one hand, and cmc or any controlled subsidiary or remotely controlled subsidiary, on the other hand, all in accordance with such policies and processes which may be promulgated from time to time by the member; (t) to approve changes to the type of or relocation of physician professional medical services offered by cmc, where the change involves (a) services offered or provided by cmg physicians and (b) (i) a change in venue or provider status of the medical service, (ii) the cessation of a pre-existing medical service, or (iii) the offering of a new medical service; (u) to engage, approve, and to finalize any and all contracts or agreements with any third party hospital-based physician groups (anesthesiologists, pathologists, radiologists, or emergency medicine physicians) that will render professional services to cmc; (v) 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 cmc are to be included in the governing documents of any controlled subsidiary or remotely controlled subsidiary and exercised with respe”

“Subject to the powers and responsibilities reserved to the member pursuant to these bylaws (including without limitation in article two, section 3) and the articles of incorporation, the board shall have general charge of the business and affairs of cmc and may do and perform all acts necessary to carry out its purposes and, when not otherwise provided, in such way as the board shall deem best. The board may provide for building, equipping and furnishing all necessary buildings. The board may borrow money and provide for the repayment of such and for securing the same by deed of trust, or other lien, on any property owned by cmc or otherwise, and may provide for the execution of all necessary or proper instruments of any kind for that purpose. The board may accept contributions of every kind and conveyances of property of all kinds to cmc. The board may provide for procuring all necessary or proper funds and provide for all expenditures. The enumeration of the above powers of the board shall not in any way limit its general powers, but said board shall do and perform any and all acts deemed by it desirable to carry out the purposes of cmc as expressed in its articles of incorporation without limitation, except as may be provided by these bylaws.”

“The form 990 is prepared by an independent accounting firm based on the audited financial statements and information provided by the accounting department of the organization. Prior to filing, form 990 is first reviewed by members of top management. Once they have approved the draft, a final copy is presented to the audit committee of the board of directors. In addition, a final copy is provided to the board of directors through the online board portal prior to filing.”

“Coxhealth officers, directors and key employees, as well as officers, directors and key employees of the coxhealth affiliates and/or committees with delegated authority to make decisions, are annually required to disclose potential conflicts of interest following the policy, set forth below. The policy requires that board members make decisions that are conflict free, or if a conflict is present, that it is fully disclosed for the board's consideration. Coxhealth's employees and board members must avoid all activities, associations or interests that create a conflict of interest. Conflicts of interest for employees must be reported to the corporate integrity department. A file will be maintained of all reported conflicts of interest. For medical staff members, the conflict of interest process may be accessed through the medical staff office. For board members, the conflict of interest process is handled through the governance sub-committee of coxhealth with the assistance of the executive office and is defined in the charter of the governance sub-committee. If any officer or director is found to have a conflict of interest, such person shall neither vote nor use his or her influence to affect any decision relating to the conflict, and such person should not be included in determining whether a quorum participated in the decision. Such person is permitted to briefly state his or her position on the matter, and answer pertinent questions about it, if his or her knowledge or expertise could assist those participating in the decision.”

“Coxhealth employs a defined governance structure around executive compensation. The board of directors maintains a compensation committee that is charged with carrying out the functions of evaluating and setting executive compensation through formal documented meetings that occur several times during the year. The compensation committee utilizes a well respected independent external advisor to provide third party assessment and recommendations regarding compensation levels and benefit programs for the top executives of the organization to ensure the compensation program is competitive and within fair market value. After a full review of the data and thorough discussion the committee makes a self determination of compensation levels set january 1 of each year. Annually the steps necessary to document rebuttable presumption are taken and recorded. Additionally, compensation levels for the vice president tier of management is overseen by the ceo using external comparable data for assessment and is provided to the compensation committee for review on an annual basis.”

“Compensation levels for the vice president tier of management is overseen by the ceo using external comparable data for assessment and is provided to the compensation committee for review on an annual basis.”

“Lester e. Cox medical centers makes available its governing documents, conflict of interest policy and financial statements available for all legitimate business purposes as determined by management. In addition, as a continuing disclosure requirement of certain debt covenants the organization provides its audited financial statements and specific quarterly financial information to defined repositories for review by parties or individuals interested in the information.”

“- Total Revenue: 51760370, Related or Exempt Function Revenue: 51760370, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ;”

“Lester e. Cox medical centers is proud to offer nationally recognized quality care and the latest in medical technology and services to improve our community's health. Despite innovation and quality, there are still community needs that are not met through regular course of care. That is why as a community-owned, not-forprofit hospital system, we provide the kind of care and programs that are needed to serve all in our communities, including some of the most vulnerable - the underinsured and uninsured. Programs that help the individuals and families of our community are an investment in friends, family, and neighbors. Lester e. C medical centers does this through initiatives like amanda belle farm, kohls cardiac kids and healthy food pantry collaborative, but is also evident in community and health care education, support groups, preventive screenings, sponsorships, and donations. Community benefit medicare, medicaid and uninsured subsidies $ 267,576,550 cmc $ 313,317,259 system-wide this figure includes the estimated unpaid costs of providing c to medicare and medicaid patients and represents the shortfall between the cost of providing care and the payments received by the government and covered individuals. Also, it includes the estimated unpaid cost of providing free or discounted care to persons who cannot afford to pay for any or all of the services they receive and who are not eligible for public programs. Community outreach services $ 245,374 cmc $ 248,414 system-wide includes activities carried out to improve community health and services that are subsidized because they are needed the community. Examples are community education, health screenings, support groups, immunizations, coalition building and subsidy of health care services. Health professionals education and research $ 7,724,738 cmc $ 9,277,876 system-wide this figure is the cost of providing clinical placements for physicians and other health professionals plus the un-reimbursed cost of cox family medicine residency and schools of allied health professions. It includes the un-reimbursed expense of studies on therapeutic protocols and research. Foundation grants, financial contributions and in-kind donations $ 1,788,963 cmc $ 1,822,950 system-wide this figure includes cash and in-kind donations to support community organizations, patient advocacy and education, as well as contributions for not for- profit community organizations and event sponsorships. Total community benefit: $ 277,335,625 cmc $ 324,666,500 system-wide economic impact restricted foundation grants $ 7,298,746 cmc $ 8,533,598 system-wide this figure inclues grants to organizations in the community for specific restricted requests. Real estate and property taxes $ 2,128,323 cmc $ 2,461,515 system-wide total real estate and property taxes paid by lester e. Cox medical centers for medical office buildings and physician offices and clinic. Capital investments $ 98,590,566 cmc $ 125,683,662 system-wide as a non-profit organization, lester e. Cox medical centers reinvests its revenue in the services it provides to the community including the cost of medical technology, equipment and services. This amount includes the total investment made through purchasing and leasing of medical equipment and technology, as well as rental facilities, such as medical offices. Payroll & benefits $ 707,450,689 cmc $ 904,823,844 system-wide the coxhealth system is one of the largest employers in southwest missouri. In fiscal year 2024, lester e. Cox medical centers alone employed nearly 13,423 people, and the remaining coxhealth system affiliates carry the total employed figure to 16,867 people. This dollar amount includes the cost of payroll and benefits of our dedicated team for lester e. Cox medical centers. It also includes a significant investment on contract personnel in various medical specialties as well as monies to other professionals who reside locally. Total economic impact: $ 815,468,324 cmc $ 1,041,502,61”

“Lester e. Cox medical centers files payroll tax forms, including forms w-2, for many related organizations. The amount reported on part v, line 2a includes the w-2s filed for related organizations.”

“PURCHASED AFFILIATE SERVICES - Total Expense: XXX-XX-XXXX, Program Service Expense: XXX-XX-XXXX, Management and General Expenses: 57481795, Fundraising Expenses: ; PHYSICAL REMUNERATION - Total Expense: XXX-XX-XXXX, Program Service Expense: XXX-XX-XXXX, Management and General Expenses: 41514598, Fundraising Expenses: ; CONTRACT LABOR - Total Expense: 14656122, Program Service Expense: 11318923, Management and General Expenses: 3337199, Fundraising Expenses: ; ANESTHESIA SERVICES - Total Expense: 12814235, Program Service Expense: 9896434, Management and General Expenses: 2917801, Fundraising Expenses: ; PURCHASED LAB SERVICES - Total Expense: 5995702, Program Service Expense: 4630481, Management and General Expenses: 1365221, Fundraising Expenses: ; OTHER PURCHASED SERVICES - Total Expense: 3846351, Program Service Expense: 3156171, Management and General Expenses: 674276, Fundraising Expenses: 15904; HOUSEKEEPING SERVICES - Total Expense: 3501067, Program Service Expense: 2703874, Management and General Expenses: 797193, Fundraising Expenses: ; MEDICAL DIRECTOR - Total Expense: 2952201, Program Service Expense: 2279985, Management and General Expenses: 672216, Fundraising Expenses: ; RADIOLOGY - Total Expense: 2756047, Program Service Expense: 2128495, Management and General Expenses: 627552, Fundraising Expenses: ; BILLING/COLLECTION SERVICES - Total Expense: 2359501, Program Service Expense: 1822243, Management and General Expenses: 537258, Fundraising Expenses: ; CONSULTING - Total Expense: 1147768, Program Service Expense: 886421, Management and General Expenses: 261347, Fundraising Expenses: ; SPECIAL SERVICES - Total Expense: 379218, Program Service Expense: 292870, Management and General Expenses: 86348, Fundraising Expenses: ; COURIER - Total Expense: 229104, Program Service Expense: 176937, Management and General Expenses: 52167, Fundraising Expenses: ;”

“Defined benefit pension plan loss & settlement - 17936673; change in beneficial interest in trust - 131672; change in net assets of subsidiaries - 5850232; transfer to affiliate - -xxx-xx-xxxx;”