Hiawatha Hospital Association Inc

“The bylaws were revised to change the term of the board members from three to four years.”

“The governing board shall have responsibility for the management and operation of the hospital activities subject to the ratification rights of the health system set forth in the affiliation agreement, which includes: a. The health system's right to ratify the appointment and retention of directors of the governing board, which, approval may only be withheld by the health system due to a candidate's conflict of interest or failure to meet best practices for hospital governance; b. The health system's right to exercise reasonably necessary management authority in order for the health system to provide services as a "home office" on behalf of the hospital which, pursuant to 42 cfr part 485 and the regulations promulgated by the licensing authority of the state of kansas, may be delegated to a management company by a state licensed critical access hospital, excluding those authorities which, pursuant to the foregoing regulations or the express terms of the affiliation agreement are retained by the hospital's governing board; c. The health system's right to facilitate the adoption of the annual capital and operating budgets as follows. The health system shall have authority and responsibility for creating a hospital budget process which will have the following conditions: i. The health system will annually provide the protocols for the hospital budget process which the hospital must follow in creating the hospital budget; ii. The hospital's chief executive officer and chief financial officer will annually implement the hospital budget process with the assistance of the health system, to include hospitals' department managers; iii. Annually, the hospital's governing board will submit a hospital budget to the health system directors who may either a) approve; or, b) reject and send back to the hospital's governing board with recommended changes. The hospital's governing board will be required to send a revised hospital budget to the health system directors who may thereafter either approve or modify the hospital budget, which the hospital's governing board shall adopt; and iv. The annual hospital budget will include provisions that authorize discretionary spending by the hospital's governing board within the hospital's budget and strategic plan during the hospital's fiscal year. D. The health system's right to approve of any strategic plans or material nonclinical programing and marketing plans, including material modifications thereof; e. The health system's pre-authorization of debt incurred, assumed, or guaranteed by the hospital other than as provided for in any approved annual capital or operating budget; f. The health system's pre-authorization of any material acquisition, disposition, formation, organization or investment by the hospital of or in any other corporation, partnership, limited liability company, other entity or joint venture; g. The health system's pre-authorization of the sale, disposition, mortgage, or encumbrance of any assets dedicated to the operations of the hospital; h. The health system's pre-authorization of the hospital to enter into any merger, consolidation or joint venture; or to sell or dispose of substantially all of the assets of the hospital or any of its respective subsidiaries; or to create or acquire any subsidiary organization; i. The health system's pre-authorization of the hospital to institute any bankruptcy, insolvency or reorganization proceedings for itself or any subsidiary; j. The health system's pre-authorization of a capital investment by the hospital or any of its subsidiaries in any individual entity or project in the form of cash or either tangible or intangible property, except as provided in any approved annual capital or operating budget; k. The health system's pre-authorization to develop, implement or approve the termination of a service line by the hospital or its subsidiaries; l. The health system's pre-authorization of any amendment of the articles of incorporation or byl”

“The health system does not have a committee that acts on behalf of the governing board.”

“An independent accounting firm prepares and reviews the 990. The 990 is then reviewed by the organization's officers and accounting personnel. Any questions or concerns the organization's officers and accounting personnel have are addressed and any corrections or clarifications that need to be made are made. The final form 990 with all required schedules is then provided to all voting members of the board prior to filing.”

“All employees and decision makers for the hospital are covered under this policy. Conflicts are either reviewed by the corporate compliance officer or the board president. At board meetings, the board chair is appraised of all conflicts of interest and then asks the member to abstain from discussing and voting on topics of conflict.”

“Human resources periodically provides the president of the board of directors with a compensation survey compiled by the kansas hospital association. The survey delineates compensation packages for administrators at hospitals that are similar to hiawatha. Based on that survey, the ceo's performance, and the performance of the hospital, the board sets the ceo's salary. The last evaluation was given in 2021 while hiring our current ceo.”

“The organization makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”

“Other service fees: program service expenses 18,140. Management and general expenses 79,018. Fundraising expenses 0. Total expenses 97,158. Purchased services: program service expenses 714,856. Management and general expenses 0. Fundraising expenses 0. Total expenses 714,856. Contract services: program service expenses 3,911,788. Management and general expenses 124,619. Fundraising expenses 0. Total expenses 4,036,407. Leased employees: program service expenses 815,968. Management and general expenses 0. Fundraising expenses 0. Total expenses 815,968.”

“Change in interest in foundation -147,349.”

“The board of directors has the responsibility of selecting the independent accountant to complete the audit work. The finance committee of the board of directors has the responsibility for the oversight of the audit. Upon conclusion of the audit, the auditing firm presents the results and findings to the board of directors. This process has not changed from the prior year.”