Indiana University Health Jay Inc

“Iu health jay has one class of membership and the sole member is iu health.”

“The board of directors shall initially consist of eleven (11) members, including the legacy directors and four (4) additional directors appointed by iu health. Upon the expiration of the transition period and at all times thereafter, the board of directors shall consist of the same individuals appointed by iu health to serve as directors of each other east central region hospital.”

“Notwithstanding any other provisions of the bylaws, the following matters require the written approval of iu health prior to implementation: - appoint and remove governing board members; - with notice to the corporation's board or the applicable affiliate's governing board, appoint and remove the president and other officers; - approve any proposed amendment to the corporation's articles of incorporation or these bylaws or an affiliate's organizational documents; - approve any annual capital or operating budgets; - approve any unbudgeted operating or capital budget items or deviations, including any issuance or guarantee of any unbudgeted debt, provided that the budget(s) for items to be funded through the capital improvement fund, as defined in the definitive agreement, will be approved pursuant to the strategic planning process approve strategic plans and amendments, which will be integrated with the member's strategic plan; - approve any encumbrance, sale or conveyance of assets other than in the ordinary course of business; - monitor strategic planning performance and accountability, and approve/implement related actions plans to address any deficiencies; - approve any affiliations or joint ventures; - authorize the establishment or acquisition of any subsidiaries, affiliates or joint venture arrangements or acquisition of all or substantially all of the assets of any other business or entity; - approve any agreement to act as primary obligor, or to serve as a guarantor, surety or co-obligor with respect to the indebtedness of any other party, to borrow amounts from third-party lenders or to loan money to any individual or entity; - authorize any merger, consolidation, reorganization, sale or transfer of all or substantially all of its assets; - authorize any voluntary declaration of bankruptcy, plan of dissolution, liquidating distribution of assets or other action related to its dissolution or liquidation; - approve any management agreement for the management of all or part of the corporation's or an affiliate's operations; or - approve projects or contracts that require iu health approval in accordance with iu health's resolution and policy governing system-wide contract execution authority and payment approval limits, as amended from time to time.”

“The cfo reviewed and approved the form 990. Following the cfo's review and approval, a complete copy of the form 990 was made available to each board member prior to its filing. Each member was also informed of the availability of iu health's tax department to answer any questions.”

“Iu health jay follows iu health's conflict of interest policy. Iu health's conflict of interest policy includes the following provisions: all iu health employees, associates, colleagues and contracted personnel, including employed physicians and paid medical directors ("iu health representatives") are covered by and subject to its conflict of interest policy. Iu health regularly and consistently monitors and enforces compliance with the policy through the following procedures: (a) on an annual basis, each iu health representative at the level of manager or above, together with every other person designated by the corporate compliance department ("department"), must complete, sign and submit a conflict of interest questionnaire ("questionnaire") to the department. Governing board members, committee members, corporate officers, medical staff and researchers must comply with the administrative requirements noted in the respective policies and procedures relative to those areas. (b) an iu health representative must supplement a questionnaire in writing, if after completion of the original questionnaire, a situation arises, or may reasonably be expected to arise, that would change any answer or information on the original questionnaire if the situation had existed or been anticipated at the time of completion of the original questionnaire. (c) if a fully and properly completed questionnaire reveals facts or other information that might reasonably indicate a conflict of interest or violation of the policy, the iu health representative completing the questionnaire must secure approval by his/her supervisor, evidenced in writing. (d) the department will review each questionnaire and determine whether a conflict of interest exists and, if so, whether and how it should or may be eliminated, avoided or managed in order to comply with the spirit of the policy and with the best interests of iu health and its patients. In making the determination, the corporate compliance department may consult with the iu health representative's supervisor and other appropriate individuals and groups. (e) the scope of the policy is not limited to those who are required to complete questionnaires. If an iu health representative is involved in a situation or relationship that would constitute a violation of the policy in the absence of disclosure and approval as described above, then the iu health representative must disclose the matter to his/her supervisor, secure his/her supervisor's approval in writing, and disclose the matter to the department. Otherwise, the iu health representative is in violation of the policy and subject to corrective action, up to and including termination. (f) the chief compliance officer, in consultation with onsite compliance personnel, may from time to time appoint standing or ad hoc committees to assist in resolving issues that arise under provisions of the policy.”

“Iu health jay's articles of incorporation are available for public inspection through the indiana secretary of state's website. Iu health jay's conflict of interest procedures are disclosed on the form 990, schedule o. Iu health jay is a subsidiary in iu health's consolidated audited financial statements. Iu health's consolidated audited financial statements are available for public inspection through its bond filings and as an attachment to iu health's form 990.”

“Https://iuhealth.org/find-locations/iu-health-jay-hospital”

“Iu health jay is part of the iu health system. As the sole member and controlling parent of iu health jay, iu health and its board of directors have mandated that certain policies be followed to ensure greater standardization throughout the system. Thus, iu health jay's board of directors was not required to separately adopt a conflict of interest, whistleblower, document retention and destruction and joint venture policies because iu health's board of directors had already adopted and required these policies to be followed by its subsidiaries.”

“Intercompany fees - Total Expense: 13303275, Program Service Expense: 12527486, Management and General Expenses: 775789, Fundraising Expenses: ; Contract service - Total Expense: 781345, Program Service Expense: 728893, Management and General Expenses: 52452, Fundraising Expenses: ; Physician fees - Total Expense: 314317, Program Service Expense: 314317, Management and General Expenses: , Fundraising Expenses: ; Other Fees - Total Expense: 25422, Program Service Expense: 23715, Management and General Expenses: 1707, Fundraising Expenses: ; Consulting - Total Expense: 120093, Program Service Expense: 112031, Management and General Expenses: 8062, Fundraising Expenses: ; Professional Fees - Total Expense: 759174, Program Service Expense: 708211, Management and General Expenses: 50963, Fundraising Expenses: ;”

“Rounding - -1; Total - -1;”