United Regional Physician Group

“Delegation of Authority: THE ORGANIZATION HAS AN EXECUTIVE COMMITTEE, CONSISTING OF THE PRESIDENT AND SECRETARY/TREASURER, WHICH HAS THE AUTHORITY TO ACT ON BEHALF OF THE BOARD OF DIRECTORS BETWEEN SCHEDULED MEETINGS.”

“Classes of members or stockholders: united regional physician group has one member, united regional health care system.”

“Power to ELECT or appoint MEMBERS OF THE GOVERNING BODY: UNITED REGIONAL HEALTH CARE SYSTEM MAY ELECT OR REMOVE MEMBERS OF THE GOVERNING BODY.”

“Decisions of the governing body subject to approval: THE SOLE MEMBER, UNITED REGIONAL HEALTH CARE SYSTEM HAS FULL AUTHORITY TO ACT ON THE FOLLOWING MATTERS: 1. DEVELOPMENT, APPROVAL, ADOPTION AND MODIFICATION OF ANNUAL CAPITAL AND OPERATING BUDGETS OF THE CORPORATION; 2. Approval of any financial commitment, obligation or expenditure by the Corporation of any non-budgeted amount, or of any amount that is in excess of an amount approved in an annual capital or operating budget, or that exceeds a financial limit; 3. BORROWING OR LENDING OF MONEY OR THE INCURRENCE OR GUARANTEE OF ANY DEBT OR OTHER FINANCIAL OBLIGATION, DIRECTLY OR INDIRECTLY; 4. CREATION, OWNERSHIP, OR ACQUISITION AND DISSOLUTION OF ANY SUBSIDIARIES OF THE CORPORATION; 5. CREATION, OWNERSHIP, ACQUISITION OF OR AFFILIATION WITH, ANY OTHER ORGANIZATION AND THE DISSOLUTION OF OR TERMINATION OF AFFILIATION WITH SUCH ORGANIZATION; 6. ANY ACQUISITION, PURCHASE, SALE, LEASE, MORTGAGE, OR OTHER TRANSFER or encumbrance OF ANY REAL PROPERTY; 7. ANY TRANSFER OF ANY PERSONAL PROPERTY OF THE CORPORATION; 8. ANY DISSOLUTION, MERGER, CONSOLIDATION, SALE, OR OTHER CORPORATE restructuring of THE CORPORATION; 9. Any affiliation, joint venture, contract, risk sharing arrangement, employment retention, indemnification, or other arrangements between the Corporation and any insurer, health maintenance organization, or other provider of health or related services, including, without limitation, all service terms and compensation arrangements; 10. ESTABLISHMENT, MODIFICATION, CARRYING ON AND TERMINATION BY THE CORPORATION OF ANY CORPORATE COMPLIANCE PROGRAM; 11. THE GIVING, SEEKING OR RECEIVING AND OVERSIGHT OF ADMINISTRATION Or USE OF GRANTS AND OTHER CONTRIBUTIONS AND GIFTS; 12. DEVELOP, ADOPT, APPROVE AND AMEND SALARIES AND OTHER COMPENSATION (INCLUDING THE AWARDING OF ANY INCENTIVE COMPENSATION) AND BENEFITS AND THE OTHER TERMS OF EMPLOYMENT OR ENGAGEMENT OF THE OFFICERS AND EMPLOYEES, INCLUDING PHYSICIAN EMPLOYEES OF THE CORPORATION, AND PHYSICIANS WHO ARE INDEPENDENT CONTRACTORS TO THE CORPORATION; 13. THE COMMENCEMENT OR SETTLEMENT OF LITIGATION OR OTHER CLAIMS, OR ALTERNATIVE DISPUTE RESOLUTION, INCLUDING BUT NOT LIMITED TO MEDIATION OR ARBITRATION; 14. ESTABLISHMENT, ADOPTION OR APPROVAL OR AMENDMENT OF FEE SCHEDULES RELATING TO PATIENT SERVICES AND OTHER SERVICES PROVIDED BY THE CORPORATION, ITS EMPLOYEES AND CONTRACTORS; 15. APPROVAL OF ANY MATERIAL CHANGES IN THE SCOPE OF SERVICES OFFERED BY THE CORPORATION, INCLUDING THE RANGE OF PHYSICIAN SPECIALTIES EMPLOYED BY OR CONTRACTED BY THE CORPORATION; 16. APPROVAL OF ANY STRATEGIC PLAN, BUSINESS PLAN, OR MISSION PLAN OF THE CORPORATION; 17. APPOINTMENT AND REMOVAL THE CORPORATION'S DIRECTORS; 18. DETERMINE, AUTHORIZE AND APPROVE CONTRIBUTIONS TO THE MEMBER OR ANY other organization THAT IS A TAX-EXEMPT ORGANIZATION UNDER SECTION 501(C)(3) OF THE CODE and DELIVERS OR SUPPORTS THE DELIVERY OF HEALTH CARE SERVICES TO THE PUBLIC; 19. THE FILING OF ANY VOLUNTARY PETITION IN BANKRUPTCY OR ANY OTHER petition OR PLEADING SEEKING ANY REORGANIZATION, receivership or SIMILAR RELIEF UNDER FEDERAL OR STATE LAW; 20. APPROVAL OF THE CREATION AND STRUCTURE of OPERATING UNITS AND appointment of any operating UNIT DIRECTOR(s).”

“Process to review the form 990: the organization engages an outside accounting firm to prepare form 990. Once prepared, the form is reviewed by the secretary/treasurer and then by the executive committee of united regional health care system, which has been designated responsibility by the board of directors, prior to filing of return.”

“Monitoring compliance with conflict of interest policy: all officers, directors, and key employees are required to fill out a conflict of interest form annually. The forms are reviewed initially by the chief compliance officer and the ceo for potential conflicts. Any actual conflicts are reviewed by the board of directors. A person with a conflict is restricted from voting on related matters.”

“Process used to determine compensation of management and key employees: UNITED REGIONAL PHYSICIAN GROUP DOES NOT DETERMINE COMPENSATION FOR THE PRESIDENT/CEO AND OTHER OFFICERS. THEIR COMPENSATION IS DETERMINED AND PAID BY UNITED REGIONAL HEALTH CARE SYSTEM, A RELATED ORGANIZATION. THEREFORE, THE ORGANIZATION HAS MARKED line 15A AS "NO". UNITED REGIONAL HEALTH CARE SYSTEM USES PHYSICIAN COMPENSATION CONSULTANTS AND THE LATEST COMPENSATION SURVEYS TO DETERMINE COMPENSATION OF THE ORGANIZATION'S KEY EMPLOYEES. COMPENSATION IS ALSO REVIEWED BY THE EXECUTIVE COMMITTEE OF UNITED REGIONAL HEALTH CARE SYSTEM. THE PROCESS FOR DETERMINING COMPENSATION IS PERFORMED ANNUALLY AND DOCUMENTED THROUGH EXCHANGES WITH INDEPENDENT COMPENSATION CONSULTANTS.”

“documents available to the public: THE ORGANIZATION RUNS AN AD IN THE LOCAL NEWSPAPER ANNUALLY THAT STATES THE FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST WITH ADDRESS. OTHER DOCUMENTS ARE AVAILABLE UPON REQUEST.”

“COMPENSATION OF OFFICERS AND DIRECTORS: DIRECTORS REPORTED IN PART VII, SECTION A ARE COMPENSATED FOR THEIR SERVICES AS PHYSICIANS, NOT AS DIRECTORS. Physicians receiving 1099 income from related organization compensation is for administrative and general services rendered for the organization, other professional services and for trauma or other off-hour availability.”

“Other changes in net assets: NET CHANGE IN AFFILIATE TRANSFERS $1,478,168”