Mercy Health Services Inc

“EARL LINEHAN (treasurer), MICHAEL BATZA, JR. (trustee) - Business relationship, EDWARD CAHILL (trustee), MARILYNN DUKER (vice chair) - Business relationship”

“MERCY HEALTH SERVICES, INC. ("MHS"), THE SOLE PARENT OF THE CORPORATION, HAS A POLICY WHICH REQUIRES THE CORPORATION'S 990 TO BE MADE AVAILABLE FOR REVIEW BY THE MHS BOARD AND/OR THE MHS BOARD EXECUTIVE COMMITTEE PRIOR TO THE FILING. AT ITS board MEETING, MHS BOARD EXECUTIVE COMMITTEE MEMBERS RECEIVED A COPY OF THE CORPORATION'S DRAFT FORM 990. THE MHS CFO PROVIDED A POWER POINT PRESENTATION REGARDING THE DRAFT AND THERE WAS AN OPPORTUNITY FOR QUESTIONS AND DISCUSSION. FOLLOWING FURTHER REVISION OF THE DRAFT 990 AND PRIOR TO ITS FILING, IT WAS MADE AVAILABLE IN FINAL FORM TO ALL MEMBERS OF THE MHS BOARD AND THE CORPORATION'S BOARD FOR THEIR REVIEW. ANY ADDITIONAL COMMENTS OR QUESTIONS FROM BOARD MEMBERS ARE RESPONDED TO PRIOR TO FILING THE FORM 990.”

“Mhs has a written conflict of interest policy that covers mhs and all of its direct and indirect subsidiaries. The individuals covered under the policy include all trustees, directors, officers (including all senior and executive vice presidents) and members of any committee with board-delegated powers. Under the policy, each such person is required to complete an annual disclosure form regarding business relationships that he or she, or any family member, has with any organization that does business with mhs or its subsidiaries and relationships between and amoung officers, trustees and directors. The completed disclosure forms are reviewed by the mhs board chair and the mhs ceo or a designee. In addition to the annual disclosure, any person who is covered by the conflict of interest policy has an ongoing obligation to disclose the existence of any actual or potential conflict to the board or the board committee in which the matter arises. Following the disclosure, the person may make a presentation, but must then leave the meeting and the other members of the board or committee shall determine whether a conflict exists. Under the policy, a conflict of interest exists when an individual's own personal interest would, or may, interfere with his or her impartiality regarding the matter. If a conflict exists, the person may not be present during deliberations on the matter or vote on it. The board or committee, after conducting such additional due diligence as it determines is appropriate, shall make a decision on the matter based upon whether the particular proposal is fair, reasonable and in the best interest of the organization.”

“The organization's board has adopted a compensation policy (the "policy") for covered individuals of the organization and its direct and indirect subsidiaries. Pursuant to the policy, a compensation committee of independent directors of the board of the organization's was established to review the compensation of all employees specified as having a substantial influence over the organization and its direct and indirect subsidiaries, and who receive remuneration from the organization and its direct and indirect subsidiaries. The compensation committee is advised by an independent compensation consultant, which opines to the compensation committee that the level of compensation paid and the process by which compensation is established meet applicable irs reasonableness and "safe harbor" standards. The outside compensation consultant provides data of compensation provided at similar organizations to ensure that the organization does not compensate in excess of market norms. The organization has a written policy regarding the review of physician compensation titled "amended and restated physician compensation review." the policy applies to all mhs subsidiaries, and it sets out the process and procedures for ensuring that physician compensation is appropriately reviewed and determined to be consistent with fair market value. Under the policy the review and determination must be documented in writing. The policy addresses internal reviews through benchmarking of physician compensation against nationally recognized compensation survey data, the use of independent compensation consultants and review by the mhs board compensation committee. The policy further requires that all compensation reviews be performed in accordance with the mhs conflict of interest policy.”

“The governing documents of the organization, its conflicts of interest policy, and its financial statements are available on the mercy health services website (www.mdmercy.com), as well as from the organization.”

“(Expenses $ including grants of $)(Revenue $ 80,640) MERCY HEALTH SERVICES, INC, AS 50% OWNER OF MERCY RIDGE, INC. PROVIDES MANAGEMENT SUPPORT, INCLUDING FINANCIAL AID AND IT SUPPORT TO MERCY RIDGE'S CONTINUING CARE RETIREMENT FACILITY. MANAGEMENT SUPPORT FOR MERCY RIDGE CONSISTS OF ASSISTING THE ORGANIZATION WITH FULFILLING ITS MISSION TO PROVIDE A RETIREMENT FACILITY AND ITS RESIDENTS WITH A DIGNIFIED AND FULFILLING LIFESTYLE, AS WELL AS COMPASSIONATE CARE + ASSISTED LIVING OPTIONS WHEN NEEDED.”

“intercompany write offs - -32335771;”

“the process has not changed from the prior year.”