St Joseph'Scandler Health System

“The south central leadership team of the sisters of mercy of the americas, inc. (sma) is the original sponsor of saint joseph's hospital and is the sole member of st. Joseph's/candler health system, inc. (system).”

“Sma is the original sponsor of saint joseph's hospital and is the sole member of system. Saint joseph's hospital and candler hospital have a brother/sister relationship with the system being the parent organization. The sma has certain limited rights such as appointment of three trustees to the system board.”

“The sma has certain limited rights such as appointment of three trustees to the system board. The sma also has specific reserved powers which require that certain actions taken by the system board of trustees or board of directors of any other system entity, are effective only if first approved by sma. These actions include: 1. Adoption, amendment or change of the philosophy, purpose, mission, values statement or name of system or st. Joseph's hospital (sjh). 2. Amendment or restatement of the articles of incorporation or any of the governance documents of any system entities that diminishes or alters any sma reserved power. 3. Amendment or restatement of the articles of incorporation or bylaws of sjh. 4. Appointment of the system ceo, beginning with the first successor to the initial system ceo. 5. Dissolution, merger, consolidation or sale of all or substantially all of the assets of system or sjh. 6. Sale or other disposition of real property of sjh if the fmv of the property at that time exceeds the threshold established by roman catholic church law for property transactions. 7. Incurrence of any debt (including leases of real property) by sjh in an amount in excess of the then existing threshold requiring approval by the applicable agency of the roman catholic church. 8. Addition of any new service at any system entity or deletion of any existing service at any system entity if such addition or deletion would be inconsistent with the ethical and religious directives for catholic healthcare services as approved by the national conference of catholic bishops. 9. Taking any action that results in saint joseph's hospital or candler hospital failing to continue to operate as an acute care hospital.”

“A copy of the form 990 is provided to the finance committee of the board of trustees and made available to the full board for review prior to filing. The organization's management team performs a complete detailed review of all financial and disclosure data prior to filing the return with the irs.”

“At least annually, and as deemed necessary, the conflict of interest policy is reviewed to determine if any changes or enhancements are needed. The annual disclosures are provided to the president's assistant and are reviewed by the organization's corporate compliance officer. If any conflicting interest is identified, the board chairman will discuss with the board to determine further actions needed. The board chairman may ask the interested person to leave the meeting during discussion of the matter that gives rise to the potential conflict. If asked, the interested person shall leave the meeting, but may make a statement or answer any questions on the matter before leaving. The interested person will not vote on the matter that gives rise to the potential conflict and the board or board committee must approve the transaction or arrangement by majority vote of the board members present at a meeting that has a quorum, not including the vote of the interested person.”

“An independent consulting firm annually evaluates the compensation of the ceo using comparability data obtained through compensation surveys/studies. Their recommendations are considered by a compensation committee comprised of independent voting members of the board and the final compensation package requires full approval by the board. The actions, motions, considerations, members present and dissenting opinions are recorded in the board minutes.”

“An independent consulting firm annually evaluates the compensation of the cfo and other officers using comparability data obtained through compensation surveys/studies. Their recommendations are considered by a compensation committee comprised of independent voting members of the board and the final compensation package requires full approval by the board. The actions, motions, considerations, members present and dissenting opinions are recorded in the board minutes.”

“Certain organizational policies, including the conflict of interest policy, are located on st. Joseph's/candler's website. Combined financial statements are available through the annual bond disclosure report posted to a public website. Governing documents are currently not publicly available.”

“Rooted in god's love, we treat illness and promote wellness for all people. St. Joseph's/candler health system, inc. Provides comprehensive healthcare services to the communities of savannah, georgia and the surrounding counties through the operation of st. Joseph's hospital, inc., candler hospital, inc., and other related healthcare organizations.”

“St. Joseph's/candler health system, inc. Is organized and operated exclusively for the charitable purpose of promoting the health of the communities of savannah, georgia, and the surrounding counties. Specifically, st. Joseph's/candler health system, inc. Was created to control and operate a permanent, combined regional health care delivery system consisting of the hospital facilities of st. Joseph's hospital, inc. And candler hospital, inc. Entities. On january 6, 1997, candler hospital, inc. And candler health system, inc. Entered into a joint operating agreement with st. Joseph's health center, inc. And st. Joseph's hospital, inc. To merge their respective operations to create a new health care system. The merger, which became effective on april 1, 1997, resulted in the formation of a not-for-profit parent company, st. Joseph's/candler health system, inc. Of which st. Joseph's health center, inc. And candler health system, inc. Were members until april 1, 2003. On april 1, 2003, st. Joseph's health center, inc. And candler health center, inc. Resigned as members and sisters of mercy, baltimore regional community became the sole member of st. Joseph's/candler health system, inc.”

“Gain on investment in affiliates 93,403,842 equity transfer- related parties 3,683,998 decrease in beneficial interest in foundations -1,489,684 ubi from passthrough entity -7,699 total 95,590,457”