Randolph Hospital Inc

“There stands an executive committee consisting of the chairman, vice chairman, chairman-elect, secretary, chairman of the finance, audit, investment and retirement committee, and up to two other directors as designated by the chairman. The committee has and may exercise the authority of the board in the management of the organization, to the extent permitted by law, during the intervals between meetings of the board.”

“The corporation shall have one class of members consisting of at least 23 members and never consisting of more than 30 members. Four members shall be ex officio, as indicated below. The remainder shall be elected as provided in detail in the bylaws. The principal criterion for selection of corporate members shall be the person's qualifications to eventually serve as a director of randolph hospital, as set forth in the bylaws. As candidates become available, the members may expand or contract their number, within the limits stated above, in order to provide an adequate pool of members who are qualified to serve as directors. In addition to the elected members, the mayor of asheboro, north carolina, the chairman of the board of commissioners of randolph county, north carolina, the randolph county superintendent of schools, city of asheboro superintendent of schools, and the county health officer of randolph county, north carolina, shall be ex officio members of the corporation.”

“The directors shall be elected by the members at the annual meeting of the corporate members from nominations received both from the governance committee and from the floor at the annual meeting. If any directors shall serve one-year terms, and shall continue to serve until their successors are elected. Directors may be re-elected. Any director may be removed from office at any time, with or without cause, by a majority vote of the members of the corporation.”

“Changes to the bylaws, sale or merger of the hospital must be approved by the members.”

“The 990 is reviewed at the fair (finance, audit, investment and retirement) committee prior to filing with the irs. All of the board members are invited to attend. Anyone not at the meeting is given a copy of the 990 and is invited to ask questions.”

“Randolph hospital has a part time corporate compliance officer charged with educating the board, officers, and other employees on the conflict of interest policy. All new employees are given information upon orientation, and all current employees are required to take annual education on compliance with the policy. There is a corporate compliance meeting to update key individuals on new issues and new information regarding corporate compliance. The members of the board of directors are required annually to read, sign, and remit a copy of the policy to the board chair. All board members are aware of the policy and in case of any conflict of interest, they will recuse themselves.”

“Randolph hospital uses competitive market surveys, from such organizations as nchhra and vashhra, to determine appropriate compensation levels for executives that are commensurate with organizations of similar size and structure. Periodically, an external firm is used to evaluate compensation. A compensation committee of the board has final determination of compensation levels for top executives.”

“Photocopies of the organization's governing documents, conflict of interest policy and financial statements are available upon request at the organization's administrative office.”

“Unable to partner with a suitable tax-exempt partner, the organization was forced to declare bankruptcy. The organization sold its assets to american healthcare systems, a for-profit entity, as decided by the united states bankruptcy court middle district of north carolina greensboro division in bankruptcy case no. 20-10247. As a result, the tax-exempt status of the organization has terminated.”

“Termination of exempt status -45,494,287.”