St Dominic - Jackson Memorial Hospital

“St. Dominic health services, inc. Was the sole member of st. Dominic jackson memorial hospital. On 3/31/24, st. Dominic health services inc. Merged into st. Dominic jackson memorial hospital (sdjmh). Franciscan missionaries of our lady health system (fmolhs) is now the sole member of st. Dominic jackson memorial hospital.”

“The board of directors of st. Dominic- jackson memorial hospital's sole member, fmolhs, inc., has the authority to approve the election of the president/ceo, the chair of the board of directors and the vice-chair of the board of directors of the hospital and all other directors and officers of the hospital.”

“The reserved power to the member, fmolhs, inc., are as follows: i. To change philosophy, objectives and purposes of corporation. Ii. To appoint or remove the members of the board of trustees and officers of the corporation. Iii. To amend, alter, modify, or repeal the articles of incorporation and bylaws of the corporation. Iv. To authorize merger, consolidation, or affiliation, or participate in joint ventures. V. To dissolve and to distribute assets of the corporation. Vi. To appoint and/or terminate with or without cause the chief executive officer of the corporation. Vii. To acquire, purchase, sell, leaase, transfer, or encumber any immovable property on behalf of the corporation. Viii. To add to or incur long-term debt in excess of $5 million by the corporation. Ix. To appoint the fiscal auditor for the corporation. X. To approve any increment or addition to the capital debt or efforts to renegotiate, modify or change the existing capital debt obligations of the corporation. Xi. To approve the annual operating and capital budgets of the corporation. Xii. To approve a strategic business plan of the corporation.”

“The board has delegated review of the form 990 to the finance committee of the board prior to filing. A full copy, as approved by the finance committee, is provided to the board.”

“All board members are required to complete and sign a conflict of interest form annually. The president reviews the forms, and any conflicts are disclosed to the other members of the board and made a matter of record. Persons with conflicts of interests do not vote or use his or her influence on the matter and are excluded from the count in determining the quorum for the meeting, even where permitted by law.”

“Our board of directors designates an executive committee made up of independent board members to review and set the compensation annually of our officers and key employees. The executive committee obtains and relies upon comparable data including industry-wide compensation information provided by an outside consulting firm. The executive committee reviews compensation packages and appropriate compensation is determined and approved. The basis for determination is then documented by the executive committee. The compensation for the ceo of st. Dominic jackson memorial hospital is set by the compensation committee of st. Dominic health services (a related tax-exempt organization) according to their pay practices which are similar to those described above.”

“The organization makes its governing documents, conflict of interest policy and financial statements available to the public upon request. Section 1.263(a)-3(n) - book conformity election: st. Dominic jackson memorial hospital is making the election under treas. Reg. 1.263(a)-3(n) to capitalize the repair and maintenance costs that it treats as capital improvements on its books and records for the tax year ended june 30, 2024. Section 1.263(a)-1(f) - de minimis safe harbor election: st. Dominic jackson memorial hospital hereby makes the de minimis safe harbor election under section 1.263(a)-1(f) of the treasury regulations, effective only for the tax year ended june 30, 2024. Taxpayer has an applicable financial statement for the year of the election. This election permits the taxpayer to deduct for tax purposes any item deducted under its book policy that does not exceed $5,000 per invoice (or per item, as substantiated by the invoice) or items having an economic useful life of twelve months or less as described in section 1.263(a)-1(f)(1)(i).”

“Capital transfer due to merger 197,809,763. Book/tax differences for health & wellness activity -86,884. Capital transfers -44,732,474.”