Community Health Systems Inc

“Effective november 14, 2023, the organization approved the "second amended and restated bylaws". The bylaws are available for public inspection upon request in accordance with section 6104(d) disclosure requirements.”

“The form 990 for community health systems, inc. Is prepared by an independent accounting firm. Upon completion, the independent accounting firm provides a draft of the form 990 to the audit committee of the organization for its review. Allowing adequate time for review, the independent accounting firm subsequently meets with the audit committee of the organization to review and discuss the draft form 990. Following the audit committee's review, discussion and approval of the draft form 990, the audit committee then provides the draft form 990 to the organization's board of directors with a recommendation to review and approve the form 990. Subsequent to receipt of the draft form 990, a meeting of the organization's board of directors is held to discuss the recommendation from its audit committee and to ask questions of the independent accounting firm and the organization's management. Following review and discussion, the board then approves the form 990 to be filed with the internal revenue service.”

“Compliance with the organization's conflicts of interest policy is effectuated by, at a minimum, the board of director's annual review of conflict disclosure statements provided by the organization's directors and officers. Also, the organization's board of directors review conflict disclosure statements prior to taking action on proposed transactions and contractual arrangements. The organization's conflicts of interest policy provides the procedure for which interested persons are evaluated to determine if a conflict exists. If it is determined that a board member has a conflict of interest, then such board members are not allowed to participate in deliberations on the specific matter and is excused from, and not allowed to participate in, any board vote on the matter.”

“The organization regularly and consistently complies with the compensation approval process, as defined by its conflicts of interest policy, through a comprehensive engagement conducted by its compensation committee. A third-party compensation consultant is engaged to gather comparability data for the organization's senior management and its key or highly compensated employees. Following completion of the engagement, the third-party consultant issues a written report reflecting its opinion concerning whether the organization's proposed compensation arrangements constitute reasonable compensation under section 4958 of the internal revenue code. Upon receipt and review of the consultant's written report and supporting materials, the organization's compensation committee then provides all such materials along with recommendations to its board of directors for consideration. Subsequently, the board of directors holds a meeting to review the materials and recommendations from its compensation committee at which time the board will vote on the reasonableness of compensation for each individual included in the compensation engagement. If any disqualified or otherwise conflicted board members are present at the meeting, they do not participate in the deliberations and are excused from voting on such matters. The compensation approval process is carried out by the organization's board of directors in a manner designed to satisfy all three of the requirements necessary to establish the rebuttable presumption of reasonableness with respect to compensation arrangements for disqualified persons under section 53.4958-6 of the internal revenue code. As part of the process, the organization's board of directors retains third-party legal counsel to further advise the board on the rebuttable presumption process and to provide the board with a legal opinion regarding the same. The final step in the process is preparation of documentation required to establish the rebuttable presumption utilizing the rebuttable presumption checklist issued by the internal revenue service.”

“The organization regularly and consistently complies with the compensation approval process, as defined by its conflicts of interest policy, through a comprehensive engagement conducted by its compensation committee. A third-party compensation consultant is engaged to gather comparability data for the organization's senior management and its key or highly compensated employees. Following completion of the engagement, the third-party consultant issues a written report reflecting its opinion concerning whether the organization's proposed compensation arrangements constitute reasonable compensation under section 4958 of the internal revenue code. Upon receipt and review of the consultant's written report and supporting materials, the organization's compensation committee then provides all such materials along with recommendations to its board of directors for consideration. Subsequently, the board of directors holds a meeting to review the materials and recommendations from its compensation committee at which time the board will vote on the reasonableness of compensation for each individual included in the compensation engagement. If any disqualified or otherwise conflicted board members are present at the meeting, they do not participate in the deliberations and are excused from voting on such matters. The compensation approval process is carried out by the organization's board of directors in a manner designed to satisfy all three of the requirements necessary to establish the rebuttable presumption of reasonableness with respect to compensation arrangements for disqualified persons under section 53.4958-6 of the internal revenue code. As part of the process, the organization's board of directors retains third-party legal counsel to further advise the board on the rebuttable presumption process and to provide the board with a legal opinion regarding the same. The final step in the process is preparation of documentation required to establish the rebuttable presumption utilizing the rebuttable presumption checklist issued by the internal revenue service.”

“The organization's governing documents, conflict of interest policy and fnancial statements are available for public inspection upon request in accordance with the section 6104(d) disclosure requirements.”

“Part viii, line 1e government grants/contributions the cares act established the employee retention credit (amended by the taxpayer certainty and disaster tax relief act of 2020, enacted december 27, 2020), which provides a refundable payroll tax credit to entities that were subject to full or partial covid-19 shutdowns or whose gross receipts declined by a specified percentage when compared to the same quarter in the prior year. The erc, which covers a capped amount of wages and health care benefit expenses per employee, may not be claimed for wages paid with the proceeds of a ppp loan that have been forgiven. The organization did not receive any ppp funding. The organization has submitted payroll tax filings for certain eligible quarters as of june 30, 2024. The organization's policy is to account for any tax credits received through the erc program in accordance with asc 958-605 as a conditional contribution. Under asc 958-605, conditional contribution accounting has certain barriers which must be overcome before the conditional contribution is recognized as revenue. Although the organization has made certain amended payroll tax filings, the organization has taken the position that the final barrier to revenue recognition of the conditional contributions is the actual receipt of the tax credits in cash. The organization received 465,212 from the erc program during the year ended june 30, 2024.”

“To support and encourage health care and related services through providing strategic planning, oversight, management, supervision, administrative services and other essential functions to section 501(c)(3) supported organizations within an integrated health care delivery system.”

“Strategic planning: community health systems, inc. Provided guidance to its supported organizations in the development and execution of strategic initiatives to fulfill the organization's mission "to provide georgia direct access to health care services". Oversight, management and administrative services: community health systems, inc. Provided the framework for governance of the organization's activities and provided services to facilitate the administrative functions of the organization. These services included, but were not limited to, enterprise business platforms; project management support; communications support; technology infrastructure and support; financial and accounting support and human capital management support.”