Mark Twain Medical Center

“Subject to the reserved rights and powers, all powers and activites of the organization shall be excercised and managed by the board directly or, if delegated, under the ultimate direction of the board. Dignity community care ratifies the selection of board members and approves new board members of the organization. The organization shall have five voting members. The board of directors will select and recommend four directors and the district shall nominate one of its incumbent board members for the organization to recommend to dignity community care for approval as the fifth director.”

“Dignity community care, the parent corporation, and commonspirit, the system corporation shall each have specific reserved rights and powers set forth in the system governance matrix. The organization is subject to the governance requirements of the system governance matrix. Thus, many key decisions addressed in the bylaws require the organization to act by making a "recommendation," which is then formally acted on by the dignity community care board. Examples include amending corporate documents, approving members of governing board, approving removal of members of governing board, approval of dissolution and selling or disposing of assets and adopting long range and strategic plans.”

“Management presented the draft of the form 990 to the board before filing the form with the internal revenue service. The board's review included all information reported on the form 990 with the exception of individuals' compensation amounts reported which were directly reviewed by the vice president of human resources. In the process of its preparation, the form 990 was reviewed at various levels of finance and accounting (regional dignity health management and commonspirit's tax department), as well as reviewed by mark twain's finance manager and cfo (who signs the form) and by an independent accounting firm engaged to review the return before filing.”

“The organization has adopted the related organization, commonspirit's conflicts of interest policy. The conflicts of interest ("coi") policy (the "policy") was put in place to protect the interests of commonspirit in circumstances that may result in a conflict between personal interests of a person and the interests of the organization and those it serves. Commonspirit's coi policy applies to commonspirit, its direct affiliates and subsidiaries and any related entity the governing documents of which require the entity to comply with commonspirit policy (collectively the "system entities"). The following persons are required to disclose actual or potential conflicts of interest at least annually (via a formal system-administered survey) if the person's affiliation with commonspirit continues: - members of corporate and community boards of system entities - members of committees of corporate and community boards of system entities - members of the executive leadership team ("elt") of commonspirit - corporate officers of system entities - employed physicians and advanced practice providers - key employees and highest compensated employees as specified by the internal revenue service for form 990 purposes who are not otherwise included in the categories above - employees of system entities at the vice president level and above - all individuals engaged in research at institutions owned or operated by a system entity - select employees as determined from time to time by leadership disclosure, review, and management of perceived, potential, or actual conflicts of interest are accomplished through a defined coi disclosure review process. Each person is required to promptly and fully disclose any situation or circumstance that may create a conflict of interest as soon as she/he becomes aware of it. In addition, at the inception of an individual's relationship with commonspirit (e.g. Hiring, board appointment), and for certain positions, annually thereafter, written conflict of interest disclosure forms must be completed. A failure to disclose may result in disciplinary or corrective actions. Reported potential or actual conflicts of interest are initially reviewed by legal, corporate responsibility or research integrity staff. If necessary, a conflict of interest management plan is developed, which plan shall be subject to acceptance by the appropriate direct manager, supervisor, medical staff office, board or board committee (for board, board committee, elt or corporate officer conflicts), or other appropriate individual or body. Once accepted, the conflict of interest management plan is communicated to the person with the actual or potential conflict and the individual must conduct themselves in conformity with the plan. In the event that a transactional conflict interest arises in connection with a system entity board meeting, the conflicted individual must disclose that conflict prior to or at the beginning of the meeting in which the matter is to be considered. The conflicted individual is excluded from voting on the transaction and is prohibited from using personal influence with respect to the matter, but is not prohibited from providing input if requested to do so.”

“Although the organization employs personnel, for 2023 compensation, compensation levels for the organization's top management official were established by the related organization, commonspirit. Commonspirit's board of stewardship trustees appoints a human resources and compensation committee, comprised exclusively of independent directors, who are accountable for setting reasonable compensation practices for the organization. The human resources and compensation committee approves, consistent with the organization's philosophy and principles, the annual performance goals and criteria to be used in determining merit increases and variable compensation criteria. The human resources and compensation committee also engages an independent consultant as necessary and qualified independent compensation and benefits specialists (independent experts) to validate the organization's benchmarking approach for the total compensation and benefits packages for certain executives. Appropriate comparable data is obtained by the commonspirit health compensation department from independent third-party salary surveys, (e.g., total economic benefits paid by similarly situated organizations, both taxable and tax-exempt, for similar job responsibilities). The documentation of compensation decisions includes (a) the decision made and the date approved; and (b) the comparability data obtained and relied upon by the compensation department and the sources from which the data was obtained.”

“Federal tax laws do not mandate that the organization's governing documents, conflict of interest policy and financial statements be made available for public inspection. The organization is included in commonspirit's consolidated financial statements which are available on commonspirit's website and upon request.”

“The organization does not compensate current board members or officers, l. Hausmann, t. Kelly, k. Kohrman, t. Hylen, d. Kumar, d. Archer, s. Banks and a. N. Ochoa. The compensation reported represents compensation for employment services provided to a related organization.”

“Physician/medical services: program service expenses 4,699,471. Management and general expenses 826,494. Fundraising expenses 0. Total expenses 5,525,965. Administrative services: program service expenses 1,379,189. Management and general expenses 3,144,988. Fundraising expenses 0. Total expenses 4,524,177. Building services: program service expenses 445,814. Management and general expenses 1,016,597. Fundraising expenses 0. Total expenses 1,462,411. Professional services: program service expenses 82,566. Management and general expenses 188,277. Fundraising expenses 0. Total expenses 270,843. Other purchased services: program service expenses -218,591. Management and general expenses 371,693. Fundraising expenses 0. Total expenses 153,102.”

“Gain on adoption of asu 2017-17 409,900. Interest in net assets of unconsolidated foundation 188,883.”

“The organization did not change either its oversight or selection process during the tax year.”

“The organization's federal awards were included in commonspirit's consolidated uniform guidance audited schedule of federal expenditures for the period of july 1, 2023, to june 30, 2024.”