Lompoc Valley Community Healthcare Organization Inc

“The organization has a committee that assumes responsibility for oversight of the audited financial statements and selection of an independent accountant.”

“Dr. Andersen, and Dr. Bailey are contracted with the LVCHO to provide physician services to inmates when such services are requested by the Bureau of Prisons, and provide regular quality/utilization review of all medical services provided by contractors of the LVCHO. Dr. Schlosser is contracted to provide quality/utilization review. During fiscal 3/31/2022,compensation to Dr. Bailey, Dr. Schlosser, and Dr. Andersen fell below the reportable Schedule L threshold, and did not compromise voting independence for these particular services.LVCHO had a service contract with Lompoc Valley Medical Center (LVMC) for the provision of healthcare services, which are now provided by a Primary Care Clinic owned by LVMC. LVCHO Board members Stephen Popkin and Roger McConnell serve LVMC in the capacity of CEO and Board member, respectively. Since LVMC owns the Primary Care Clinic, this material business transaction is reportable on the schedule L. The transaction amount listed represents the amount that LVCHO paid to the Primary Care Clinic in the aggregate for all contract medical services received during the year.This reportable business transaction impairs the voting independence of Mr. Popkin and Mr. McConnell as Board Members.Lompoc Valley Medical Center (LVMC) - is a tax exempt governmental entity. LVCHO and LVMC are reported as related organizations, as they have common agents.”

“1) The composition of the governing Board was changed slightly. The new language states:Section 3.3 Qualifications; Restrictions on Interested Persons. The Board shall be constituted as follows: (a) At least two (2) Directors shall be affiliated with Lompoc Valley Medical Center (the District), either as a staff member or a Board member of the District; (b) At least two (2) Directors shall be licensed physicians with offices located within the boundaries of the District; (c) At least two (2) Directors shall be community members who reside within the boundaries of the District;. And (d) two (2) or more Directors shall be medical professionals who reside within the boundaries of the District. Notwithstanding anything to the contrary, not more than 49% of the persons serving on the Board may be interested persons. An interested person is (i) any person being compensated by the Corporation for services rendered to it within the previous twelve (12) months, whether as a full- or part-time employee, independent contractor or otherwise, excluding any reasonable compensation paid to a Director as a Director; and (ii) any brother, sister, ancestor, descendant, spouse, brother-in-law, sister-in-law, son-in-law, daughter-in-law, mother-in-law or father-in-law of such person. Notwithstanding, any violation of the interested persons restriction shall not affect the validity or enforceability of any transaction entered into by the Corporation.Section 3.5 Vacancies. A vacancy on the Board shall be deemed to exist on the occurrence of any of the following: (a) the death or resignation of a Director; (b) the vote of at least two-thirds of the Directors, at a duly held meeting, to remove a Director, with or without cause; (c) if the authorized number of Directors is increased; or (d) a Director fails to meet the qualifications set forth in Section 3.3. Any vacancy occurring in the Board shall be filled by the Board provided that such appointments are consistent with the provisions of Section 3.3 above. A vacancy of a District-affiliated Director shall be filled by nomination from a District-affiliated Director and ratified by a majority vote of the Board. A vacancy of a Physician Director shall be filled by nomination from a Physician Director and ratified by a majority vote of the Board. A vacancy of a Community Member Director or a Medical Professional Director shall be nominated by any member of the Board and ratified by a majority vote of the Board. A Director elected to fill a vacancy shall be elected for a term of office continuing only until the expiration of the term of the preceding Director. Any directorship to be filled by reason of an increase in the number of Directors may be filled by election by the Board for a term of office consistent with the provisions of Section 3.4.2) The composition and role of the Audit Committee was outlined.Section 4.2 Committee Members. Each committee shall consist of at least two or more Directors and such non-Directors as determined by the Board, and subject to the limitations, set forth in Section 4.1, shall have such power or authority as is conferred by the Board. To the extent any non-Director is appointed to any committee, the majority of the members of such committee shall be Directors. Further, non-Director committee members shall be entitled to vote on matters brought to a vote by such committee, provided that the matter be a recommendation to another committee or to the Board and does not involve final discretionary action by such committee. In addition to the foregoing, the following shall apply:(a) with respect to the Audit Committee: (i) no staff member shall serve as a voting member; (ii) if the Corporation has a finance committee, it must be a separate committee; (iii) if the Corporation has a finance committee, the chair of the Audit Committee cannot serve on the finance committee; and (iv) if the Corporation has a finance committee, members of the finance committee can serve on the Au”

“The completed 990 is provided to each member a minimum of four days prior to the meeting in which the 990 is discussed and approved.”

“Executive Director provides copy of policy at annual board meeting. All Board members to sign policy and return copy to LVCHO for recordkeeping.”

“An analysis of comparable positions is completed by an independent professional compensation organization and those comparables are used to base compensation for top management. A nonprofit compensation and benefits survey report by Nonprofit Compensation Associates is available for reference of comparables as well.”

“An analysis of comparable positions is completed by an independent professional compensation organization and those comparables are used to base compensation for top management. A nonprofit compensation and benefits survey report by Nonprofit Compensation Associates is available for reference of comparables as well.”

“Upon written request”

“LVCHO's Executive Director is an employee of the Lompoc Valley Medical Center and works for the LVCHO under contract between the LVCHO and LVMC. During the calendar year 2021, compensation from LVMC for performance of LVCHO Officer duties was: Base salary of $145,886, with $51,060 in non-taxable benefits were received in exchange for Executive Director duties performed by Ashley Costa, averaging 40 hours per week.LVCHO and LVMC are reported as related organizations, as they have common agents.”

“Increase in Restricted Net Assets = $101”

“LVCHO does not categorize any expense as "Fundraising" as it does not typically conduct significant traditional fundraising in the form of special events, etc. Grants that LVCHO receives are considered to be Program in nature, and are used for program activities which generate Program expenses.”

“The organization was the recipient of contributions from donors. However, no contribution was made partly for goods and also for services. Donors made cash donations without the receipt of any goods or services, and the donor was properly notified of the deductible value of the donation they made. Thus questions 7a & 7b were left blank, since no goods and services in combination were received from donors.”