Bethesda Health Inc

“THE SOUTH FLORIDA MARKET FOR HIGHLY COMPETENT HEALTHCARE EXECUTIVES REFLECTS A VERY COMPETITIVE ENVIRONMENT FOR QUALIFIED EXECUTIVES. IT IS COMPRISED OF LARGE, NATIONAL, FOR-PROFIT CHAINS AND NOT-FOR-PROFIT HOSPITAL SYSTEMS AND STAND-ALONE HOSPITALS. THE BOARD OF TRUSTEES OF BAPTIST HEALTH SOUTH FLORIDA, INC. SEEKS EXECUTIVES OF VISION AND LEADERSHIP TO CARRY OUT THE ORGANIZATION'S FAITH-BASED MISSION OF QUALITY CARE AND COMMUNITY SERVICE. THE BOARD EXPECTS THESE EXECUTIVES TO PROVIDE LEADERSHIP THAT WILL PLACE BAPTIST HEALTH AMONG THE BEST HEALTHCARE SYSTEMS IN THE NATION FOR QUALITY AND EXCELLENCE. THE BOARD EXPECTS EXECUTIVES TO DEMONSTRATE INTEGRITY AND LOYALTY IN THE PERFORMANCE OF THEIR DUTIES AND TO ADHERE TO BAPTIST HEALTH'S CONFLICT OF INTEREST POLICY, EXECUTIVE CODE OF CONDUCT AND ALL COMPLIANCE/ETHICS POLICIES. EXECUTIVE COMPENSATION IS CONSIDERED THE FOUNDATION TO ATTRACT AND RETAIN EXECUTIVES WITH THE TALENT, EXPERIENCE AND CHARACTER TO MEET THESE EXPECTATIONS. THE BYLAWS OF BETHESDA HEALTH, INC. DELEGATE THE AUTHORITY TO SET EXECUTIVE COMPENSATION TO BAPTIST HEALTH SOUTH FLORIDA, INC. BHSF'S COMPENSATION COMMITTEE IS COMPRISED EXCLUSIVELY OF INDEPENDENT BOARD MEMBERS WHO SERVE VOLUNTARILY WITHOUT ANY REMUNERATION, AND WHO MUST ADHERE TO A STRINGENT CONFLICT OF INTEREST POLICY THAT PRECLUDES THEM OR THEIR FAMILIES FROM DOING BUSINESS WITH BAPTIST HEALTH. THE COMMITTEE IS RESPONSIBLE FOR REVIEWING THE PERFORMANCE AND APPROVING THE COMPENSATION FOR all of the entity's EXECUTIVES. THE TERM "COMPENSATION" INCLUDES SALARIES, BENEFITS AND INCENTIVES. THE COMPENSATION COMMITTEE ANNUALLY ENGAGES A NATIONALLY-RECOGNIZED, INDEPENDENT CONSULTANT TO CONDUCT COMPENSATION SURVEYS AND TO ADVISE THE BOARD ON COMPENSATION POLICIES. For further detail regarding the compensation structure, please refer to Schedule J, Part I, Line 3.”

“This organization is part of baptist health, an integrated health care delivery system. The board of trustees of baptist health south florida has the right to appoint some board members to the hospital's board of directors.”

“This organization is part of baptist health south florida, an integrated health care delivery system. The board of trustees of baptist health south florida, inc. Has the right to approve or ratify certain corporate decisions of the organization.”

“Baptist health management is responsible for the accuracy and completeness of the tax returns of bhsf and all of its nonprofit, charitable affiliates. This form 990 has been prepared in conformity with the internal revenue code and treasury regulations. Independent tax consultants and members of management have reviewed in detail the completed form 990. Prior to filing, the form 990 preparation process and the documents are discussed at a meeting of the finance & risk management committee of the board of trustees and made available electronically to all members of the board of trustees for review and commentary. Additionally, the executive and compensation committees of the bhsf board of trustees, composed of independent uncompensated members, review other pertinent areas of the return as needed. The president and ceo, as well as the executive vice president and cfo, hereby certify as to the accuracy and completeness of this form 990.”

“AN ACTUAL, POTENTIAL, OR PERCEIVED CONFLICT OF INTEREST OCCURS IN THOSE CIRCUMSTANCES WHERE AN EMPLOYEE'S JUDGEMENT COULD BE AFFECTED BECAUSE THE EMPLOYEE HAS A PERSONAL INTEREST, OTHER THAN THE RECEIPT OF COMPENSATION FROM BAPTIST HEALTH, IN THE OUTCOME OF A DECISION OVER WHICH THE EMPLOYEE HAS CONTROL OR INFLUENCE. FOR THE PURPOSES OF THIS POLICY, IT IS PRESUMED THAT MANAGERS HAVE CONTROL OR INFLUENCE OVER ANY DECISION AFFECTING A MATTER FOR WHICH A MANAGER HAS RESPONSIBILITY. A PERSONAL INTEREST EXISTS WHEN AN EMPLOYEE OR A MEMBER OF HIS OR HER FAMILY STANDS TO DIRECTLY OR INDIRECTLY OBTAIN FINANCIAL GAIN AS A RESULT OF A DECISION. THIS POLICY IS INTENDED FOR ALL EMPLOYEES TO UNDERSTAND, IDENTIFY, MANAGE, AND APPROPRIATELY DISCLOSE THOSE TRANSACTIONS, WHICH COULD RESULT IN AN ACTUAL, POTENTIAL, OR PERCEIVED CONFLICT OF INTEREST. IN ACCORDANCE WITH OUR CODE OF ETHICS, HIGH ETHICAL STANDARDS MUST BE OBSERVED IN THE NEGOTIATION AND EXECUTION OF ALL BUSINESS ACTIVITIES CONDUCTED AT, BY OR WITH BAPTIST HEALTH. ANY DECISIONS MADE BY BAPTIST HEALTH EMPLOYEES MUST BE MADE IN COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS, WITH THE BEST ORGANIZATIONAL INTERESTS OF BAPTIST HEALTH AS THE HIGHEST PRIORITY AND WITHOUT REGARD TO THE PERSONAL GAIN OR INTEREST OF ANY OTHER PERSON OR ENTITY. LIKEWISE, THE APPEARANCE OF ANY SUCH IMPROPER INFLUENCE ON ANY DECISIONS SHOULD BE CONSCIOUSLY AVOIDED. EMPLOYEES SHOULD ALSO ADHERE TO POLICY 828 WHICH PROHIBITS VENDOR SPONSORED TRAVEL, POLICY 829 WHICH LIMITS ACCEPTANCE OF PERSONAL HONORARIUMS, AND POLICY 831 WHICH PROVIDES LIMITATIONS AND GUIDELINES ON PHILANTHROPIC SOLICITATION OF VENDORS. A POTENTIAL OR PERCEIVED CONFLICT OF INTEREST MAY EXIST IRRESPECTIVE OF THE INTENT OF THE EMPLOYEE. BOARD CONFLICT OF INTEREST Baptist Health has a strong and robust Conflict of Interest policy. The policy is meant to ensure that each member of the Board of Trustees governs the affairs of Baptist Health and its affiliates with honesty and integrity and makes decisions for the benefit of Baptist Health. Board of Trustee members may not be employed by Baptist Health, nor engaged to provide services to Baptist Health or any of its affiliates in exchange for cash compensation. Conflict free decision making extends beyond the Board members to include transactions that might benefit (I) the private interest of a member or his or her family (II) an organization controlled by a member of his or her family or (III) an organization in which a member or his or her familiar has a material interest. Since the appearance of a conflict of interest may be as damaging to Baptist Health's reputation as actually permitting a conflict to exist, each voting Board member of Baptist Health and its affiliates has a continuing obligation to disclose any potential conflicts. This continuing obligation is supplemented by an annual certification that the Board member is free from actual or potential conflicts of interest. The annual certification is reviewed by the Vice President of Audit and Compliance and the Chief Compliance Officer who reports directly to the Board. Potential conflicts are further reviewed by the Board's Ethics Committee. If a conflict does exist, the conflicted Board member may be required to (I) resign from the Board (II) eliminate the relationship, which gives rise to the conflict or (III) recuse himself or herself from all discussions, votes or actions with regard to the matter creating the actual or potential conflict of interest. CONFLICT OF INTEREST POLICY COMPLIANCE ONE OF BAPTIST HEALTH'S GREATEST ASSETS IS THE INTEGRITY OF ITS VOLUNTEER BOARD MEMBERS. ONE WAY TO ASSURE INTEGRITY IS THE ORGANIZATION'S COMMITMENT TO A STRINGENT CONFLICT OF INTEREST POLICY FOR THEIR GOVERNING BOARDS AND MANAGEMENT. AS A PART OF A ROBUST CONFLICT OF INTEREST POLICY, BOARD MEMBERS MUST ANNUALLY COMPLETE A CONFLICT OF INTEREST DECLARATION FORM. THE AUDIT AND COMPLIANCE DEPARTMENT MONITOR TO ENSURE ALL VOTING MEMBERS SUBMIT THE DECL”

“Documents that are required to be open for public inspection are made available upon request. In addition, both the form 990 and audited financial statements are available for public viewing on third party websites. The conflict of interest policy is available on www.baptisthealth.net.”

“As part of the Baptist Health network, THE MISSION OF BETHESDA HEALTH, Inc. IS TO PROVIDE THE MANAGEMENT AND SUPPORT SERVICES NECESSARY FOR THE OPERATION OF BETHESDA HOSPITAL, INC. AND AFFILIATED ORGANIZATIONS, WHICH PROVIDE QUALITY HEALTHCARE SERVICES IN A CARING MANNER. BAPTIST HEALTH IS A FAITH-BASED ORGANIZATION GUIDED BY THE SPIRIT OF JESUS CHRIST AND THE JUDEO-CHRISTIAN ETHIC. WE ARE COMMITTED TO MAINTAINING THE HIGHEST STANDARDS OF CLINICAL AND SERVICE EXCELLENCE, ROOTED IN THE UTMOST INTEGRITY AND MORAL PRACTICE. CONSISTENT WITH ITS SPIRITUAL FOUNDATION, BAPTIST HEALTH IS DEDICATED TO PROVIDING HIGH-QUALITY, COST-EFFECTIVE, COMPASSIONATE HEALTHCARE SERVICES TO ALL, REGARDLESS OF RELIGION, CREED, RACE OR NATIONAL ORIGIN, INCLUDING, AS PERMITTED BY ITS RESOURCES, CHARITY CARE TO THOSE IN NEED.”

“CONSISTENT WITH ITS SPIRITUAL FOUNDATION, BAPTIST HEALTH IS DEDICATED TO PROVIDING HIGH-QUALITY, COST-EFFECTIVE, COMPASSIONATE HEALTHCARE SERVICES TO ALL, INCLUDING, AS PERMITTED BY OUR RESOURCES, CHARITY CARE TO THOSE IN NEED. DURING THE FISCAL YEAR ENDED SEPTEMBER 30, 2022, BAPTIST HEALTH PROVIDED PATIENT SERVICES TO THE SOUTH FLORIDA AREA WITH 96,229 ADULT ADMISSIONS, 546,480 PATIENT DAYS, AND 506,470 EMERGENCY ROOM VISITS. DURING THAT SAME TIME PERIOD, URGENT CARE VISITS TOTALED 367,698, OUTPATIENT SURGERY CASES TOTALED 113,879, AND TOTAL OUTPATIENT VISITS WERE 1,930,726 SYSTEM-WIDE. AS OF SEPTEMBER 30, 2022 THE SYSTEM HAD 2,874 LICENSED INPATIENT BEDS INCLUDING 2,689 ACUTE CARE BEDS. IN TOTAL, BAPTIST HEALTH PROVIDED MORE THAN $480,000,000 IN COMMUNITY BENEFIT DURING FY2022. WE PROVIDED CHARITY CARE VALUED AT $112,842,955 AS WELL AS $266,596,433 IN UNCOMPENSATED SERVICES . THE ESTIMATED COST OF PROVIDING CHARITY SERVICES AND UNCOMPENSATED SERVICES IS BASED ON RECENT HISTORICAL COST-TO-CHARGE RATIOS FOR CHARITY PATIENTS AND MEDICAID PATIENTS FROM BHSF'S COST ACCOUNTING SYSTEM, APPLIED TO THE CURRENT PERIOD GROSS UNCOMPENSATED CHARGES ASSOCIATED WITH PROVIDING CARE TO CHARITY AND MEDICAID PATIENTS. WE ALSO CONTRIBUTED $73,606,973 TO THE INDIGENT CARE FUND AND EXPENDED $7,249,854 FOR EDUCATIONAL PROGRAMS, SCREENINGS, CORPORATE SPONSORSHIPS AND DONATIONS. FREE COMMUNITY HEALTH AND WELLNESS PROGRAMS COVERED TOPICS RANGING FROM INSOMNIA AND FOOD SAFETY TO DIABETES AND WEIGHT CONTROL. IN ADDITION, BAPTIST HEALTH PROVIDED FREE SCREENINGS FOR CHOLESTEROL, BLOOD PRESSURE, BODY COMPOSITION AND OSTEOPOROSIS. BAPTIST HEALTH ALSO HELPED THOSE IN NEED OF PRIMARY CARE SERVICES BY DONATING $4,187,664 TO NEIGHBORHOOD NOT-FOR-PROFIT CLINICS, including: THE GOOD NEWS CARE CENTER IN FLORIDA CITY, OPEN DOOR HEALTH CENTER IN HOMESTEAD, THE GOOD HEALTH CLINIC IN TAVERNIER, THE CARIDAD CENTER IN BOYNTON BEACH, THE SOUTH MIAMI CHILDREN'S CLINIC IN SOUTH MIAMI, AND CARING FOR Miami Mobile Dental Clinical. Baptist Health SPENT $15,806,959 PAYING PHYSICIANS WHO PROVIDE CARE TO OUR COMMUNITY MEMBERS IN NEED. ADDITIONALLY, WE PROVIDED $4,678,981 IN PALLIATIVE CARE AND CHAPLAINCY CARE , AND $3,501,830 IN UNFUNDED PATIENT CARE DURING FY2022. BAPTIST HEALTH FULFILLS ITS MISSION TO PROVIDE COMPASSIONATE CARE NOT ONLY BY PROVIDING ASSISTANCE TO THOSE IN FINANCIAL NEED, BUT ALSO SUPPORTING SERVICES AT A LOSS THAT ARE ESSENTIAL TO THE COMMUNITY. IN ADDITION TO THE HEALTH-RELATED BENEFITS LISTED ABOVE, BAPTIST HEALTH ALSO HAS A SIGNIFICANT AND POSITIVE FINANCIAL IMPACT ON OUR COMMUNITY. WE DIRECTLY EMPLOY MORE THAN 25,000 INDIVIDUALS AND, DURING FY22, HAD AN AVERAGE OF 4,000 JOB OPENINGS . AS SOUTH FLORIDA'S LARGEST PRIVATE EMPLOYER, BAPTIST HEALTH IS TAKING A LEADERSHIP ROLE BY COMMITTING TO THE ENVIRONMENTALLY RESPONSIBLE, ENERGY-EFFICIENT DESIGN AND FUNCTION OF OUR FACILITIES. THIS COMMITMENT APPLIES TO OUR DAY-TO-DAY OPERATIONS, FROM THE SUPPLIES WE PURCHASE TO THE VEHICLES WE USE. IN ACCORDANCE WITH OUR FAITH-BASED MISSION, BAPTIST HEALTH is COMMITTED TO MAKING A SIGNIFICANT, POSITIVE IMPACT ON THE COMMUNITY IT SERVES.”

“During fy2022, bethesda health, inc. Ceased operations and completed the process for a corporate merger.”

“All bond liabilities are reported at the parent level, on schedule k of baptist health south florida, inc.'s 2021 form 990.”

“Equity Transferred due to Merger with Bethesda Hospital, Inc. - XXX-XX-XXXX; Transfer Clearing Investment in Palm Beach County - -2175247;”

“Baptist health has a system-wide treasury policy, which recognizes its responsibility to oversee, manage, and coordinate all affiliate operations, including the treasury functions. Baptist health south florida, inc. ("bhsf") serves as the centralized cash receipt and disbursing agent for all baptist health entities. As such only bhsf issues us informational returns.”

“BHSF is the appointed pay agent for all of its affiliates. As such only BHSF issues Form W-3.”