Holy Cross Medical Properties Inc

“The sole member of holy cross medical properties is holy cross hospital. See line 7 for additional information.”

“Holy cross hospital is the sole member of holy cross medical properties. Holy cross hospital has the right to appoint all persons to the board of directors of holy cross medical properties.”

“As sole member, holy cross hospital must approve certain decisions of the governing body, including the strategic plan, annual capital plan, and annual operating budget. Holy cross hospital must also approve significant changes such as a merger, dissolution, sale of assets in excess of certain limits and modifications to governing documents.”

“Prior to filing, the form 990 for holy cross medical properties is reviewed by management. Each member of the board receives a copy of the return in its final form before it is filed with the internal revenue service.”

“Holy cross medical properties has adopted trinity health's governance policy no. 1, which sets forth the organization's conflict of interest policy and processes. It applies to all "interested persons" of holy cross medical properties, which includes directors, principal officers, and members of committees with board-delegated powers. Interested persons are expected to discharge their duties in a manner the person reasonably believes to be in the best interests of holy cross medical properties and to avoid situations involving a conflict of interest. On an annual basis, interested persons are required to complete a conflict of interest disclosure statement and to affirm their receipt of the conflict of interest policy, compliance with its requirements, and agree to notify the organization of changes impacting their annual disclosure in accordance with the policy. The annual disclosures are provided to internal legal counsel and the integrity and compliance officer, from which legal counsel prepares a report for the board chair and ceo. A summary of potential conflicts is reviewed with the board of directors of holy cross medical properties (or a delegated committee of the board) on a yearly basis. Interested persons are required to make full disclosure to holy cross medical properties of any financial or business interests that might result in or have the appearance of a conflict of interest. The board of directors of holy cross medical properties (or a delegated committee of the board) is responsible for the review of transactions to determine whether an actual conflict of interest exists. In the event of an actual conflict, the board (or a delegated committee of the board) will either avoid the conflict or appropriately scrutinize the transaction to ensure it is in the best interests of holy cross medical properties. Interested persons are required to recuse themselves from discussion and voting on matters involving a conflict of interest. The policy further addresses the proper documentation of the proceedings and potential disciplinary and corrective action for violations of the policy. The policy is available to the public upon request.”

“Question 15a is answered "no" because the compensation for holy cross medical properties's ceo is established and paid by trinity health, a related organization. In establishing ceo and cfo compensation, trinity health follows a process and policy that is intended to mirror the irc section 4958 guidelines for obtaining a "rebuttable presumption of reasonableness" with regard to compensation and benefits. As part of that process, the compensation and benefits of the ceo and cfo of holy cross medical properties are reviewed at least annually by the trinity health board or the trinity health human resources and compensation committee (hrcc) of the board, authorized to act on behalf of the board with respect to certain compensation matters. As part of its review process, the hrcc retains an independent firm experienced in compensation and benefit matters for not-for-profit healthcare organizations to advise it in the determinations it makes on the reasonableness of proposed compensation and benefits arrangements. For the compensation of other executives, holy cross medical properties has a process for determining compensation which includes the following: the board has an independent committee review and approve all elements of remuneration for all disqualified parties, as well as other key management. The board/committee has an established compensation philosophy which details the objectives of market positioning and pay elements. The committee engages with external consultants to provide market data comparing the organization's roles to similarly sized health systems utilizing both title and job content comparisons. The committee reviews the market analysis, approves any salary adjustments for the executive population, considers both reasonableness and effectiveness of all remunerative programs and establishes the detailed performance expectations which are incorporated into the incentive plan. All of these discussions and decisions are documented through the provision of meeting minutes.”

“Holy cross medical properties is a subsidiary organization in the trinity health system. Trinity health makes certain of its key documents available to the public on its website, www.trinity-health.org, in the "about us" section. In this section, the consolidated audited financial statements are publicly available. Holy cross medical properties's governing documents and conflict of interest policy are available upon request.”

“Sr. Susan welsh, rsm, is a member of the religious sisters of mercy. Having taken a vow of poverty, sr. Susan welsh did not receive compensation for the services she provided as ceo to pittsburgh mercy health system, a related entity, except for insurance benefits of $10,900. Instead, a total of $602,526 was paid by trinity health corporation directly to the religious sisters of mercy for sr. Susan welsh's services.”

“Other purchased services: program service expenses 289,247. Management and general expenses 0. Fundraising expenses 0. Total expenses 289,247.”

“Equity transfers to affiliates -638,564.”

“Holy cross medical properties's financial statements were included in the fy16 consolidated financial statements of trinity health, which were audited by an independent public accounting firm.”