Clearwater Valley Hospital and Clinics Inc

“Kootenai hospital district dba kootenai health is the sole member of clearwater valley hospital and clinics, inc. And may elect one or more members of the governing body as described in schedule o, part vi, line 7a. Kootenai hospital district has reserved powers with respect to clearwater valley hospital and clinics, inc. As described in schedule o, part vi, line 7b.”

“Kootenai hospital district appoints and removes clearwater valley hospital and clinics, inc. Governing body.”

“Kootenai hospital district has reserved powers as follows: strategic and business plans authority to create and to approve clearwater valley's strategic and business plans. Mission authority to create and to approve the mission purpose and vision statement for clearwater valley. Debt approval of the incurrence of debt by and the creation of all mortgages, liens, security interests, or other encumbrances on the assets of clearwater valley in excess of the single or annual aggregate dollar limits prescribed in writing by the kh board of directors. Governing instruments authority to cause and approve amendments of the articles of incorporation and bylaws of clearwater valley. Mergers and acquisitions authority to cause and to approve all mergers, consolidations, and dissolutions of clearwater valley. Affiliations and joint ventures authority to cause and approve all affiliations, joint ventures and other alliances between third parties and clearwater valley. Transfer of assets authority to cause and to approve the sale, lease, or other transfer of clearwater valley assets when the asset's value exceeds the single or aggregate dollar limit prescribed in writing by the kh board of directors. Services authority to cause and to approve the discontinuance of services and service locations of clearwater valley. Budgets approval of capital and operating budgets of clearwater valley. Professional services selection of the general legal counsel and external auditors of clearwater valley. Acquisitions authority to cause and to approve all acquisitions by and formations of entities by clearwater valley. Marketing and branding authority to implement clearwater valley marketing, branding, and promotional activities. Compliance plans authority to create and to approve corporate compliance, safety and risk management plans for clearwater valley. Quality plan authority to create to approve clearwater valley's quality plan. Non-budgeted purchases approval of non-budgeted capital purchases, operating expenses, and leases in excess of the single or annual aggregate dollar limits prescribed in writing by kh for clearwater valley. Human resources authority to create human resource policies and procedures for clearwater valley. Reserved powers authority to create additional kh reserved powers by the affirmative vote of at least 75% of the kh board of directors (excluding the kh president).”

“A copy of the 990 is provided to the ceo and cfo who review the form, schedules and related attachments. Any comments or questions are addressed with the preparer and a final draft is provided to the board of directors. Once management is satisfied with the 990, the cfo signs the form 8879-te authorizing the preparer to e-file the return.”

“Cvhc requires board members and officers of the organization to annually disclose potential conflicts. If a potential conflict exists, they are reviewed by the board and the individual with the potential conflict abstains from voting on the issue.”

“Compensation of the ceo is set by the independent, executive compensation committee of kootenai health's board of directors. The executive compensation committee engages qualified independent compensation advisors to provide objective and impartial comparative data and to express opinions on total compensation reasonableness. The independent advisor monitors comparability data and marketplace trends, makes appropriate recommendations regarding salary ranges, and periodically reviews the market competitiveness of kootenai health executive compensation packages. Ceo compensation range is derived from state hospital association salary surveys and other regional compensation surveys. Additionally, ceo compensation is determined under a yearly performance evaluation. This practice is also followed for the cfo position and for other compensated officers and key employees. The annual deliberation and decisions process is substantiated.”

“The governing documents, conflict of interest policy, and audited financial statements are available to the public upon request.”

“The process has not changed since the prior year.”