West River Health Services

“There is an executive committee that has authority to transact all regular business of the corporation during the period between the meetings of the board of directors. Minutes of the executive committee shall be submitted to the board and its action shall be subject to the approval or disapproval at the next regular board meeting. This committee will meet when called by the chairman. The executive committee consists of the chairman, vice chair, secretary/treasurer, past chairman, medical staff representative of the board, and two other board members.”

“West river health services foundation is the sole member of the organization.”

“As the sole member, wrhs foundation appoints the board members of wrhs.”

“As a sole member, wrhs foundation approves all amendments to the articles of incorporation and bylaws, determines approved debt levels and approves individual debt transactions that exceed the approved debt levels, approves dissolution or merger of the organization, and approves the sale or transfer of any capital assets having a purchase price or market value greater than $100,000.”

“The cfo and ceo will review the form 990 prior to the completed form 990 being distributed electronically to the board members for their review and comments. The form 990 is also reviewed and discussed at a board meeting.”

“All medical staff, employees, and board members are required to disclose any potential conflicts. Potential conflicts are reviewed by the ceo. Individuals with conflicts abstain from voting, and this action is noted by board minutes.”

“Compensation for the ceo & cfo is determined by the board of directors of west river health services foundation (wrhsf), a related organization. The following procedures are used by wrhsf: ceo: each board member and the medical staff representative from each bod annually completes an evaluation form on the ceo's performance. The chairman of wrhsf tabulates the results and reviews with members of the wrhsf executive committee. Results are presented to the full board of directors who have final authority in determining compensation. Comparability data from the state hospital association, as well as other comparative industry information is used in determining compensation. Cfo: the ceo reviews the cfo performance and uses comparability data in determining compensation. All other employees: the administrative staff uses comparability data in setting compensation for each level of employee. Compensation is reviewed annually.”

“Administrative representatives of the organization will provide the governing board documents, conflict of interest policy, and financial statements upon written or verbal request to administrative representatives of the organization.”

“Purchased services: program service expenses 4,833,263. Management and general expenses 96,476. Fundraising expenses 753. Total expenses 4,930,492.”

“Process has not changed from the prior year.”