Valley Health System

“In 2016, the corporate bylaws for Valley Health System were revised. Under these revisions, board governance for Valley Health System and its four Virginia-based hospitals (Page Memorial Hospital, Shenandoah Memorial Hospital, Warren Memorial Hospital and Winchester Medical Center) were consolidated and coordinated under one governing body. Membership and responsibilities of this governing body conform to the requirements for The Joint Commission, CMS, the Internal Revenue Service and other mandated guidelines for hospitals and not-for-profit, 501(c)(3) organizations. The revisions included the establishment of a new board committee, the Quality and Medical Affairs Committee (QMAC). The role of QMAC is to coordinate the quality, safety, performance improvement and patient satisfaction efforts across Valley Health and serve as a principal body to oversee medical staff activities. The QMAC will also monitor and address healthcare safety, clinical outcomes, patient satisfaction, and infection control activities. The QMAC has 25 approved members, including ex officio members. In addition, the revisions included creation of a Community Advisory Council (CAC). The role of the CAC is to serve as a liaison between the governing body, local hospitals and local communities, and providing feedback and input to the governing body. The CAC has 20 members (plus two ex officio trustees), and terms of service on the CAC will be three years, with members serving a maximum of two terms.”

“The 990 is prepared by internal staff and reviewed by an outside accounting firm, who is the paid preparer. The return then undergoes several levels of review including the CFO and CEO. Further, the board reviews the 990 during one of its recurring monthly meetings prior to filing where any issues of concern or question are addressed by Senior Management.”

“All board members sign a conflict of interest policy annually and upon appointment to the board. All employees that are managers, including officers, have purchasing rights with defined limits, or may enter into a contract on behalf of the organization are required to sign a conflict of interest attestation upon employment and annually. All employees can report breaches in Valley Health System policy. Valley Health System has an employee integrity hotline and a compliance officer. The audit committee is advised of compliance activity on a quarterly basis in addition to monthly follow up by the CEO on any immediate issues. Any infractions can result in disciplinary action or dismissal.Any trustee, officer or employee that discloses a conflict of interest will leave a board meeting on a transaction or arrangement that would be related to the potential conflict. With conflicts of interest the chair of the board will appoint a person or committee (if appropriate) to investigate alternatives to the proposed arrangement.”

“The Board of Trustees is responsible for the compensation review. They use compensation literature and outside consultants to determine the appropriate compensation for the CEO. As new individuals are hired into management positions, recruiting firms use FMV information to establish salary and general compensation levels. A fair market value executive compensation review was completed in 2015.”

“The Board of Trustees is responsible for the compensation review. They use compensation literature and outside consultants to determine the appropriate compensation for the Officers,and Senior Management. As new individuals are hired into management positions, recruiting firms use FMV information to establish salary and general compensation levels. A fair market value executive compensation review was completed in 2015.”

“The organization makes all records available as required by law.”

“Client Note 1 -”

“Transfer from affiliate = $1006518”

“The organization pays for fundraising costs and the fundraising proceeds are recorded on the group return. The organization spent $1,495,172 in fundraising in 2016 and the related organizations reported $6,547,682 in contributions under ein 80-0584319.”