Baptist Health System Foundation Inc

“Baptist health system, inc. And subsidiaries adopted a new mission statement to better align with its values and goals.”

“The organization has a sole corporate member, Baptist Health System, Inc.”

“The Board of Directors of Baptist Health System, Inc., the sole corporate member of the organization, elects the members of the governing body of the organization.”

“The Board of Directors of Baptist Health System, Inc., the sole corporate member of the organization, has the right to remove Directors of the Organization and must approve any amendments to the governing documents of the Organization.”

“Form 990 and accompanying schedules are prepared internally and then provided to Baptist Health System, Inc. who is the sole corporate member of Baptist Health System Foundation, Inc. The board of directors of Baptist Health System, Inc. are provided a copy of the form 990 and all accompanying schedules prior to filing with the internal revenue service center.”

“The Board of Directors of the organization's sole member, Baptist Health System, Inc., has appointed a Conflicts of Interest Committee which regularly reviews the required disclosures of potential conflicts of interest by the Directors and Officers of the organization and its affiliates and recommends any action to be taken with regard to such disclosures. In accordance with the Conflicts of Interest Policy, during meetings of the organization's governing body, a Director who may have a conflict of interest is excused from discussion by the governing body about any transaction or matter that may have given rise to the Director's actual or potential conflict of interest.”

“In accordance with the executive compensation policy of baptist health system, inc. (bhs), the organization's sole member, the leadership & compensation committee (the committee) of bhs (made up of independent directors of bhs) annually engages a third party executive compensation consultant who provides comparables for executive compensation based on current data regarding compensation paid to similar executives at similarly-situated tax exempt health systems in the u.s. Such consultant uses these comparable health systems , which are generally the same size as bhs (considering revenue and other appropriate indicators), to establish an appropriate market. When the committee meets with such consultant, the consultant provides to committee members executive compensation target levels that are competitive with the market. Generally, the median of the market is targeted. The actual amount that bhs executives receive as compensation may be higher or lower than the median, depending on bhs's and the individual's performance. One objective of the committee is to have a strong link between bhs and individual performance and executive compensation such that if bhs and the individual perform at an optimal level, his or her compensation is in the higher range of the market. Conversely, if either bhs or individual performance is below expectation, compensation may be in the lower range of the market. Other factors that influence executive compensation relative to the market include the executive's experience and bhs's need to attract and retain top executive talent. Minutes of this annual compensation review by the committee are recorded by such consultant and are approved promptly by the chair of the committee.”

“All officers and key employees of the organization were included in the Executive Compensation policy described on Form 990, Part VI, Line 15a. This process is used to establish compensation for these individuals for each calendar year.”

“The organization makes its governing documents, conflict of interest policy, financial statements, and three most recent forms 990 available to the public upon request.”