Continuecare Hospital at Palmetto Health Baptist Inc

“Delegation of control of management duties chc community care, llc provides certain financial, technical and managerial support services to the hospital.”

“Description of classes of members or stockholders the sole shareholder of continuecare hospital at palmetto health baptist, inc. Is chc community care, llc ('ccc').”

“Description of classes of persons and the nature of their rights the sole member shall maintain a minority voting interest of the board of directors. The board of directors shall be comprised of at least five voting directors ('voting directors') plus two nonvoting ex officio directors ('ex officio directors'). The ex officio directors shall consist of the administrator of the hospital and the medical director of the hospital. The ex officio directors shall be afforded the privileges of directors, but they shall not have a vote or be counted in determining the quorum of the board of directors. At all times, a majority of the voting directors shall be independent directors. The remainder of the voting directors shall be corporate directors.”

“Descr classes of persons, decisions requiring appr & type of voting rights the board of directors may recommend, but shall not, without express written consent of the sole member, have the power to take any of the following actions: 1. Any fundamental change in the mission of philosophy of the hospital; 2. The incurrance of debt, including without limitation, borrowings, guarantees, loans, encumbrances, operating leases, purchase of lease of real estate, and capital leases; 3. Any merger or consolidation to which the hospital is a party; 4. The sale or disposition of all or substantially all of the assets of the hospital; 5. Policy changes pertaining to charity care; 6. Appointment and removal of corporate directors; 7. Any release or cancellation of individual claims in excess of $25,000.”

“Description of committees of the governing body there were no committees of the governing body.”

“Describe the process used by management &/or governing body to review 990 the detailed review of the form 990 is conducted by the hospital's management following the preparation and review of the return by the organization's paid preparer. An electronic copy of the final form 990 is emailed to each board member prior to filing with the irs.”

“Description of process to monitor transactions for conflicts of interest the organization follows the conflict of interest disclosure process adopted by its sole member, chc community care, llc, which in turn follows the conflict of interest disclosure process administered by its parent, community hospital corporation, which requires all officers, directors, key employees, highly compensated employees and other management officials ('covered persons') to disclose potential conflicts. The organization's board formally adopted chc's conflict of interest policy for year ended 6-30-16. Pursuant to the policy, a disclosure statement is circulated annually to covered persons in which the individual must disclose transactions that may result in a conflict. Covered persons are also encouraged to notify the board, appropriate management personnel, chief compliance officer, general counsel or the audit and compliance committee of the governing body as necessary. When necessary, the board chair or appropriate board committee may appoint a disinterested person or committee to investigate the potential conflict of interest and recommend alternatives to the applicable transaction or arrangement or otherwise determine if the conflict can be resolved. If a more advantageous transaction or arrangement is not reasonably possible under the circumstances not producing a conflict of interest, the governing board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the best interest of the organization, and whether it is reasonable. The governing board or committee makes the decision as to whether to enter into the transaction or arrangement. Any member of the board operating under a conflict is not permitted to be present or otherwise participate in the vote on any matter to which the conflict relates. If the governing board or committee of the organization has reasonable cause to believe that a covered person has failed to disclose an actual or possible conflict of interest and after investigation the board or committee determines that the covered person failed to disclose a conflict of interest, the organization takes appropriate disciplinary or corrective action, which may include, termination of the individual's membership, employment or contract.”

“OFFICES & POSITIONS FOR WHICH PROCESS WAS USED, & YEAR PROCESS WAS BEGUN The organization's executives are employed by CHC Community Care, LLC, which follows the compensation policy of Community Hospital Corporation (CHC). CHC ENGAGED SULLIVAN COTTER TO CONDUCT A COMPETITIVE MARKET ANALYSIS OF THE COMPENSATION OF CHC'S TOP MANAGEMENT OFFICIALS, OFFICERS, DIRECTORS AND KEY EMPLOYEES. SULLIVAN COTTER GATHERED DATA RELATED TO JOB DESCRIPTIONS, SCOPE OF RESPONSIBILITIES AND CURRENT INCUMBENTS' COMPENSATION. SULLIVAN COTTER RECOMMENDED APPROPRIATE COMPARISON DATA AND UTILIZED SURVEY DATA FROM FOUR MAJOR EXECUTIVE COMPENSATION SURVEY PROVIDERS TO PROVIDE MARKET DATA AND EXECUTIVE COMPENSATION RECOMMENDATIONS THAT MEET CHC'S COMPENSATION PHILOSOPHY. SULLIVAN COTTER'S RECOMMENDATIONS WERE PRESENTED TO THE CHC COMPENSATION COMMITTEE OF THE BOARD FOR REVIEW AND APPROVAL. CHC ALSO CONDUCTS PERIODIC REVIEWS OF COMPENSATION TO DETERMINE WHETHER COMPENSATION ARRANGEMENTS AND BENEFITS ARE REASONABLE, BASED ON COMPETENT SURVEY INFORMATION, AND THE RESULT OF ARM'S LENGTH BARGAINING. THE ORGANIZATION FOLLOWED THE PROCESS FOR THE YEAR ENDED 6-30-18 FOR ITS OFFICERS, DIRECTORS, TRUSTEES AND KEY EMPLOYEES AND OTHER MANAGEMENT OFFICIALS. THIS PROCESS IS PERFORMED EACH YEAR PRIOR TO THE ANNUAL EMPLOYEE EVALUATION PROCESS, WHICH ENDS ON OCTOBER 1ST OF EACH YEAR.”

“Avail of gov docs, conflict of interest policy, & fin stmts to gen public the organization makes its governing documents, financial statements and conflict of interest policy available at its business office upon request.”

“Rich Roberson was appointed to the board of directors of ContinueCare Hospital at Palmetto Health Baptist, Inc. on February 22, 2018. Mr. Roberson was inadvertently omitted from the originally filed 2017 Form 990 return. As such, the Form 990 return has been amended to include Mr. Roberson in Part VII, Section A, Line 1a. As a result of this addition, Part I, Lines 3 and 4 and Part VI, Lines 1a and 1b have also been updated to reflect an increase in the number of voting members of the governing body at the end of the year from 4 to 5 and an increase in the number of independent voting members of the governing body at the end of the year from 3 to 4.”

“Oversight or selection process the audit committee of community hospital corporation, which is the parent organization of continuecare hospital at palmetto health baptist, inc. Is responsible for overseeing the external audit of the consolidated financials.”

“Description:purchased services - medical total fees:2331340”

“Description:purchased services - lab total fees:163120”

“Description:purchased services - it total fees:78487”

“Description:purchased services - pharmacy total fees:533977”

“Description:purchased services - admin total fees:190418”

“Description:purchased services - other total fees:46177”