Champion Ems

“Members or stockholders: christus health is the sole member of champion ems.”

“Power to elect or appoint members the sole member, christus health, has the power to appoint all directors and their successors to the governing board.”

“Decisions of governing body subject to approval by members: unanimous vote of the members shall be required to do the following: a) adopt and approve any amendments or changes to the amended and restated certificate; b) approve the admission of new members; c) create additional classes of members; d) require an additional capital contribution by the members; e) approve the merger, combination, or consolidation of the corporation with another entity; f) approve the sale of the corporation's business or assets to another entity; g) create or invest in any subsidiary or enter into any partnership or joint venture; h) borrow money on behalf of the corporation; i) approve demands for additional capital contributions; j) approve the transfer of any membership interest to a non-affiliate; k) dissolve or liquidate the corporation; terminate the membership interest of any member pursuant to a discretionary terminating event; and m) take any fundamental action as defined in section 22.164 of the tboc.”

“Process to review the form 990: the form 990 is prepared and reviewed by the christus health tax department. The christus health accounting department works with the tax department in preparation and review of the form 990. The filing organization's cfo, or other designee, reviews the form 990. The final form 990 that will be filed with the irs was reviewed prior to filing with the irs in the spring 2023 by the organization's president and secretary, based on a set of suggested review processes developed by christus health. At a board meeting subsequent to filing with the irs, the president and secretary will report to the full board on the form 990.”

“Review of ceo or top mgmt official compensation: the organization engages an independent consultant to review and approve the compensation of the organization's ceo/executive director. The organization also performs a survey and/or study to establish the compensation which must be approved by the board and/or compensation committee. Annual compensation adjustments are reviewed and approved by the board chair. The reviews are documented in the meeting minutes and the conclusions are kept in the employee file in the hr department.”

“Availability of documents: the organization does not make its conflict of interest policy, governing documents and financial statements available to the public.”

“Process to monitor compliance with conflict of interest policy: the organization follows the conflict of interest policy of christus health. Board members and officers are required to complete annual questionnaires to report potential conflicts of interest which are kept in the hr department. If a conflict is found to exist, the conflicted individual is required to abstain from discussion and voting on that matter.”

“Other changes in net assets: intercompany $7,617,920 other miscellaneous $760 ------------------------------------------- total $7,672,680”