Caritas Clinics Inc

“Members or stockholders sisters of charity of leavenworth health system, inc. (sclhs) is the sole member of caritas clinics, inc.”

“Power to elect or appoint members sisters of charity of leavenworth health system, inc., the sole member of caritas clinics, inc., appoints members of caritas clinics, inc. Board of directors.”

“Decisions reserved to members or stockholders sisters of charity of leavenworth health system, inc. (sclhs) has certain reserve powers to approve changes to the bylaws regarding appointment of board members. Sclhs also has extensive reserve powers over any change in mission, changes to the articles of incorporation or bylaws, acquisition of assets, incurrence of debt, merger or dissolution, approval of strategic plans and budgets, and appointment of auditors.”

“The form 990 is prepared by the tax department of the parent organization, sisters of charity of leavenworth health system, inc. (sclhs). The form 990 is reviewed by certain members of senior management. A copy of the form 990 is provided to the board of directors prior to the filing of the form 990 with the internal revenue service. Any questions are addressed to the tax director of sclhs prior to filing the form 990 with the internal revenue service.”

“Monitoring and enforcement of compliance with conflict of interest policy the organization's executives, directors, managers, board members, board committee members, medical executive committee (mec) members and other physicians in decision making roles or serving on committees, complete a new conflict of interest (coi) disclosure form each year. A copy of the policy is distributed along with the coi forms. In the event of a change of circumstance, each individual who has already signed a coi is expected to notify the organization of the change and update the conflict of interest information. The statements are reviewed and coi issues are addressed by the organization's responsibility office (oro) and leadership at the appropriate level: board members - by board chair physicians - by the mec president executives - by the parent organization, sisters of charity of leavenworth health system, inc. Directors and managers - by administration the signed coi forms are maintained in administration and in compliance. The conflict of interest disclosure statements for the executives are maintained at sisters of charity of leavenworth health system, inc. At the beginning of board and board committee meetings, the question of coi is asked of those in attendance. When an actual conflict is identified, the individual is excused from participating in the discussions and decision-making.”

“The organization's officers are paid by caritas clinics, inc. Or by a related organization, the sisters of charity of leavenworth health system, inc. (sclhs) sclhs' process for determining compensation for the top management and senior leadership is the responsibility of the compensation committee. This committee is composed of three or more members who are not current employees of sclhs, or former employees with no active interest in the sclhs' compensation program, including at least two members of the sclhs board. Sclhs believes that the independence of these members is vital to the integrity of the process. The work of this committee includes being constantly aware of the current competitive market for management and senior leaders, as well as compiling and maintaining records of comparable compensation and benefits data, including surveys and other analyses, to support sclhs' total compensation to each individual. As part of the review process, sclhs uses the following in establishing the compensation of top management and senior leadership. 1) compensation committee 2) independent compensation consultant 3) form 990 of other organizations 4) written employment contracts 5) compensation surveys and studies 6) approval by the board or compensation committee the items listed above support the compensation committee's efforts to ensure that the level of compensation provided to its executives (officers, key employees, etc.) is consistent with the market value and the pay philosophy set by the board. Minutes are kept contemporaneously for each meeting of the committee. Likewise, the committee is responsible for ensuring that no "excess benefit" is conferred on an individual, or that such compensation does not constitute prohibited inurement. This process is completed for all senior leadership, at the affiliate and system level, and the committee's recommendation is then submitted to the sclhs board for approval. The charge of this committee adheres to sclhs' core value of stewardship, ensuring that the ministry's resources held in trust are not wasted or misused, and are deployed to effectively and efficiently advance the mission.”

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