Willis-Knighton Medical Center

“1. Family relationships with james k. Elrod - former ceo and trustee jill k. Elrod, daughter - vp of legal affairs janet k. Elrod, daughter - vp and administrator of wk south hospital”

“The medical center's cpa firm prepares the form 990 with the assistance of several of the medical center's employees. The form 990 is then reviewed by the medical center's president, general counsel and cpa firm. A complete copy of this reviewed form 990 is provided to each board member of the board of trustees, and the president and general counsel to review and discuss the form 990 with the trustees before the form 990 is filed.”

“The conflicts of interest policy covers all "interested persons." an "interested person" is defined as any trustee, principal officer, or member of a committee with board designated powers who has a direct or indirect financial interest in an entity with which the medical center has a transaction or arrangement; or a compensation arrangement with the medical center or with any entity or individual with which the medical center has a transaction or arrangement; or a potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which the medical center is negotiating a transaction or arrangement. Interested persons have a duty to disclose any actual or possible conflicts of interest and all material facts related to the proposed transaction or arrangement to the trustees and members of committees with board designated powers. The interested person is allowed to make a presentation at the board or committee meeting, but after such presentation the interested person shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement that results in the conflict of interest. If the board or committee believes a member has violated the conflicts of interest policy, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure. If the board or committee determines that the member has, in fact, failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action. Periodic reviews are conducted which, at a minimum, include the following subjects: 1. Whether compensation arrangements and benefits are reasonable and are the result of arm's-length bargaining. 2. Whether acquisitions of goods or services result in inurement or impermissible private benefit. 3. Whether partnership and joint venture arrangements and arrangements with management service organizations and physician hospital organizations conform to written policies, are properly recorded, reflect reasonable payments for goods and services, further the corporation's charitable purposes and do not result in inurement or impermissible private benefit. 4. Whether agreements to provide health care and agreements with other health care providers, employees, and third party payors further the corporation's charitable purposes and do not result in inurement or impermissible private benefit.”

“The executive compensation committee of the board of trustees determines the compensation of the ceo of the medical center. A second compensation committee, which includes the ceo, determines the compensation of other officers and key employees. The compensation committees study data from independent salary surveys (such as "manager and executive compensation in hospitals and health systems," which is an annual survey prepared by sullivan cotter) to understand compensation paid to similarly qualified individuals in comparable positions at similarly situated organizations. The compensation committees also compile data from other tax-exempt health systems of similar size and complexity and use that information as comparative compensation. The committees use the information from these sources as benchmarks in determining officer and key employee compensation. The committees also consider other factors in determining officer and key employee compensation, such as length of employment and their responsibilities. The executive compensation committee periodically hires independent consultants for analysis of the compensation of the medical center's ceo. The committees maintain contemporaneous documentation of the basis for their decisions regarding compensation arrangements.”

“Willis-knighton medical center's governing documents and its conflict of interest policy are available on its website: www.wkhs.com. The financial statements are available on the following website: http://www.emma.msrb.org.”

“Fasb asc 715-30 pension 103,166,238.”