Memorial Health Care Systems

“Memorial health care systems is a corporation that has members. Anyone donating $100 to memorial health care systems can fill out an application and become a member. Memorial health care systems currently has 665 corporate members.”

“The members of memorial health care systems (as described on form 990, part vi, section a, line 6) elect the board of directors.”

“The members of memorial health care systems (as described on form 990, part vi, section a, line 6) approve any changes in the articles of incorporation and any changes to the bylaws that effect the election of the board of directors (voting rights). The members would also approve any significant decisions, such as the sale or merger of the corporation or a sale of all of the assets of the corporation.”

“There are no committees with the authority to act on behalf of the board. Any committee which reports to the board has its report documented in the minutes of the board of directors.”

“The chief financial officer is responsible for the timely filing of the form 990. The actual form 990 is prepared by an independent accounting firm. All information is provided by the organization to the accounting firm who then prepares the form 990 for submittal to the irs. Prior to submission to the irs, a full copy of the form 990 is made available to all board members. The form 990 is reviewed by the finance committee at a regular finance committee meeting. This review may take place after the form 990 has been filed with the irs in order to meet the filing deadline. The finance committee review is documented in the finance committee minutes which are then approved by the full board at the next regular board meeting.”

“Each member of the board of directors and all senior management officials of the organization file an annual conflict of interest form in which they are required to list all conflicts of interest. Administration reviews the annual conflict of interest statements and all conflicts are reported to the board chairperson.”

“The board of directors performs an analysis of the fair market value of compensation for both the chief executive officer and chief financial officer. Longevity, quality of the healthcare services provided, community perception, and financial performance are all factored into the analysis. The board of directors then approves the compensation packages. The last full review and analysis was done in october 2023 and annual compensation was set under the ceo contract for a 3 year period of 2024 through 2026. The cfo compensation was reviewed by the board of directors at the same time and the ceo was delegated the authority to adjust and monitor cfo compensation within the parameters set by the board of directors.”

“The organization does not make its governing documents, conflict of interest policy, or its financial statements available to the general public. However, the corporate membership of the organization consists of 665 members of the community served. The corporate membership approves the articles of incorporation.”

“Other professional fees: program service expenses 3,935,317. Management and general expenses 766,814. Fundraising expenses 1,740. Total expenses 4,703,871. Emergency room professional fees: program service expenses 812,033. Management and general expenses 0. Fundraising expenses 0. Total expenses 812,033.”

“Change in interest in beneficial trust 484,431.”

“The finance committee of the board of directors assumes responsibility for oversight of the audit of its financial statements and selection of the independent accountant. This process has not changed from the prior year.”