Saratoga Regional Medical P C

“Saratoga Regional Medical, PC (SRM) is a captive professional corporation. In order to ensure that SRM is operated exclusively for charitable purposes and in concert with the mission of Saratoga Hospital (Hospital), the Hospital retains control over SRM's governance through a Shareholder Control Agreement (SCA). The sole shareholder of SRM is the Chief Medical Officer of the Hospital. As a captive professional corporation, SRM's stock is held in nominee for only and the Hospital is the beneficial owner of the SRM stock.”

“The SCA referenced in the disclosure for Form 990, Part VI, Section A, Line 6 requires that the sole shareholder vote the shares as directed in writing by the Hospital's Chief Executive Officer for certain actions, which include election and removal of SRM directors.”

“Form 990, Part VI, Section A, Line 7b - The SCA referenced in the disclosure for Form 990, Part VI, Section A, Line 6 requires that the sole shareholder vote the shares as directed in writing by the Hospital's Chief Executive Officer for all material SRM governance decisions.”

“A draft of the Form 990 and any required supplemental schedules (collectively the "Form 990") is completed by Saratoga Hospital's Fiscal Services Department (Saratoga Regional Medical PC operates as an affiliate of Saratoga Hospital, Saratoga hospital is, in turn an affiliate of Albany Medical Center), with input from program personnel obtained as needed. The completed Form 990 is then reviewed by the Director, Financial Accounting and Vice President/Chief Financial Officer in order to ensure compliance with applicable instructions. The Form 990 is reviewed by an accounting firm, KPMG, as paid preparer. KPMG reviews the Form 990 to ensure accuracy of amounts reported and disclosures. Any issues or concerns identified by KPMG are raised with management, and brought to the attention of the Albany Medical Center Audit Committee of the Board of Directors of Albany Medical Center (AMC AC). The Form 990 is then presented at a meeting of the members of the AMC AC. Additionally, the SRM Directors review the return for accuracy and completeness. The complete Saratoga Hospital Board of Trustees then receives a copy of the form 990 for review prior to filing.”

“SRM maintains a Conflict of Interest (COI) policy for members of its Board of Directors and SRM officers, regardless of compensation. The policy provides clear explanations as to what family members and/or ownership interests (including non-financial interests) must be considered in assessing compliance with the policy, definitions of compensation (including non-monetary compensation) and examples of conflicts including activities that must always be avoided. On an annual basis, Saratoga Hospital (Hospital) undertakes a conflict of interest disclosure questionnaire process. All members of the Hospital's Board of Directors, management, and certain non-management employees are required to complete and file the questionnaire with the Hospital's Chief Compliance Officer. The Directors and officers for SRM are Hospital employees, the Hospital is the controlling entity for SRM, and all SRM purchases are transacted through the Hospital's purchasing processes. As a result of these factors, the Hospital's COI disclosure process is leveraged to conduct a COI review for SRM as well. Inquiries included on the questionnaire are designed to allow respondents to provide yes/no answers that will allow a determination to be made as to whether any non-compliance with the applicable conflict of interest policy has occurred, or whether there are any situations that may require further investigation. Responses to the questionnaires are tracked by the Hospital's Chief Compliance Officer and are reported to the Hospital's Board of Directors. On an annual basis the Hospital's Fiscal Services department reviews all responses submitted by all respondents in order to determine whether any COI disclosures require consideration for Form 990 reporting. The COI questionnaire includes a section where respondents are asked, for any person or entity that has done business or may do business with the Hospital, to provide names of any external entities they have interests in or are employed by. COI respondents are also required to disclose names of relatives and entities those relatives have interest or are employed by if any potential conflicts may exist. Additionally, if a potential conflict is known of, but not disclosed on the questionnaire, these persons/entities are also identified by SRM management. Any persons or entities disclosed in this area or otherwise deemed to be potential conflicts are referenced against the Hospital's accounts payable systems and its related entities in order to determine whether business was transacted with any of the disclosed entities during the past year. Materiality of any transactions identified is assessed and a determination is made as to whether the transaction of business with any of these entities was made in accordance with SRM's conflict of interest policy and the Hospital's purchasing policies (ex. competitively bid, removal of the conflicted person from the decision-making process).”

“Saratoga Hospital (Hospital), a related organization, has a written document retention and destruction policy to which Saratoga Regional Medical, P.C. (SRM) is subject to, as the Hospital maintains control over SRM's structure, strategic, financial and non-medical operational and decision making processes.”

“SRM governing documents, conflict of interest policy, and financial statements are available to the public upon request.”

“During 2019, Saratoga Regional Medical PC (SRM) started operating a Nephrology service center in Glens Falls (GF Nephrology). GF Nephrology offers employs the most advanced diagnostic techniques to identify, develop a treatment plan, and manage kidney disease.”

“During 2019, Saratoga Regional Medical PC (SRM) transferred its Adirondack Urgent Care (ADK UC) services to Saratoga Hospital, its controlling entity. ADK UC was renovated during 2019 in order to become New York State Department of Health, Article 28 certified. As a result of becoming Article 28 certified with New York State, this service was required to be part of Saratoga Hospital filing and structure.”

“$6,860,981 - Salary and Benefits of employees leased from Saratoga Hospital. $494,911 - Other Professional Fees”

“The Board of Trustees of Saratoga Hospital (Hospital), a related organization, has a Finance Committee that holds responsibility for oversight of the annual audit of the Hospital and all Hospital-related related entities, which includes SRM.”