Vail Clinic Inc.

“Vail health services is the sole member of vail clinic, inc. Dba vail health hospital.”

“Vail health services, the sole member of vail clinic, inc. Dba vail health hospital, appoints board members of the hospital's board of directors.”

“The following governance decisions are also subject to approval by the sole member: - appointing and removing the president of the corporation - amending or approving all amendments to the corporation's articles of incorporation or bylaws - approving budgets - approving unbudgeted expenditures in excess of $100,000 - approving unbudgeted borrowings in excess of $1,000,000 - voluntary dissolution, merger, consolidation or bankruptcy - approving sale of assets in excess of $1,000,000 - creating a subsidiary or affiliate - selecting public accountants - establishing investment policies - establishing policies on the distribution and use of funds - adding/deleting major program/service lines”

“The form 990 is prepared by a third party based on data prepared and submitted by the accounting department. The draft form 990 is reviewed by members of the accounting department prior to its filing. The review includes reading it for accuracy of disclosure and comparing the numbers to those in the audited financial statements. A copy of the form form 990 is provided to the board of directors before filing with the irs.”

“During fy 17 conflict of interest surveys were not circulated while the current policy was being reviewed, however the survey process was completed during july 2018. Process for monitoring compliance with conflict of interest policy: the conflict of interest policy applies to vail health hospital (vhh) board members, officers, medical staff, licensed independent practitioners, volunteers, agents, contractors and employees. All board members, medical staff, nurse practitioners, physician assistants, and employees of vhh are required to disclose potential conflicts of interest by completing a conflict of interest electronic questionnaire upon hire or appointment and then annually. Board members and agents must complete and submit conflict of interest electronic questionnaire to the chief ethics and compliance officer upon hire or appointment and then annually. Volunteers must complete and submit disclosure forms to the manager of volunteers when they begin providing services to vhh and then annually. If during the year any new potential conflicts of interest arise, covered persons must report the potential conflicts of interest immediately (and prior to undertaking any activity that may raise a potential conflict of interest). The chief ethics and compliance officer, the volunteer services program manager and the committee shall consider the following factors when reviewing completed disclosure forms: - whether the colleague or an immediate family member is a party to, or may directly or indirectly benefit from, a proposed agreement or transaction involving vhh; - whether the colleague's desire for, or expectation of, direct or indirect external economic advantage could distort a vhh decision or activity; - whether the colleague or an immediate family member is engaging in an activity, business, or transaction in which vhh is likely to engage; - whether the colleague's outside activities may conflict with rights of, or the colleague's obligations to, vhh or vhh's patients; - whether the conflict of interest can be cured or managed by recusal or other appropriate action; - whether there is an appearance of a conflict of interest.”

“Review of ceo or top management official compensation: a formal external review is conducted every year. Executive compensation was last formally reviewed in 2017 by sullivan cotter. This review evaluates total compensation of the executive against compensation data for the same or similar job by industry, revenue size and geographic location and other factors to ensure that the compensation paid is appropriate and reasonable. That information is then reviewed by the compensation committee and the board of directors. Internal reviews are performed as well at time of hire and on an ongoing basis using compensation surveys. Review of other officer or key employees compensation: a formal external review is conducted every year. Other officer and key employee compensation was last formally reviewed in 2017 by sullivan cotter. This review evaluates total compensation of the individual against compensation data for the same or similar job by industry, revenue size and geographic location and other factors to ensure that the compensation paid is appropriate and reasonable. That information is then reviewed by the compensation committee and the board of directors. Internal reviews are performed as well at time of hire and on an ongoing basis using compensation surveys.”

“The governing documents, conflict of interest policy, and financial statements are available for viewing by the public for valid business purposes. These documents, policies, and financial statements are available for viewing upon request.”

“Written policy related to joint venture arrangements: vail health hospital does not have a documented written policy, however, the organization takes appropriate measures and has processes in place to ensure that any participation in joint venture agreements are evaluated extensively in order to safeguard the organization's exempt status.”

“Vail health will continue its development as an independent, nonprofit health care system, providing superior health services aligned to the needs of eagle county residents and visitors, world-renowned orthopaedic services, regional cancer services and emergency services. Vail health will integrate and align service offerings with our physician partners to maximize: -flexibility and responsiveness to patient needs, including preventive health services -excellence in specialized care supported by comprehensive research and education -continuous quality improvement through investment in technology, facilities and staff development vail health will provide these services in an environment that enables and supports trust and respect.”

“Key metrics of vail health hospital for fiscal year ended 10/31/2017 include: inpatient admissions excluding newborns: 2,070 patient days: 6,080 total surgeries: 3,006 as part of the master facility plan efforts, the construction on the west wing concluded in 2017, and included the completion of a new pre-operative/recovery suite, a new sterile processing facility, and a patient/family waiting room on the 3rd floor. East wing construction has begun and will take place from 2017-2020. Vhh enjoyed continuous accreditation status throughout fye 2017. Vhh was recognized by the national organization of state office of rural health (nosorh) and the chartis center for rural health/ivantage health analytics for overall excellence in outcomes and patient satisfaction, reflecting top quartile performance among all rural hospitals in the nation. Vhh successfully passed the level iii trauma designation with no citations. The main lab successfully passed the college of american pathology (cap) accreditation inspection. Family birth center was acknowledged, for the second consecutive year, as one of america's best hospitals for obstetrics by the women's choice award. Vhh installed 50 automated external defibrillators in eagle county in partnership with starting hearts. Vhh and spri launched the together campaign, with a goal of raising $75,000,000 to fund the ongoing master facility plan. Vhh gave $20,700,000 back to the community through charity care; events and outreach efforts; programs like thinkfirst; and financially supporting groups like starting hearts, mind springs health, castle peak senior care, homecare & hospice of the valley, mountain family health, spri, vail-summit orthopaedics foundation, eagle county schools, and the education foundation of eagle county. Shaw cancer center created a position for an oncology financial navigator to proactively identify patients in need and develop a plan to help them meet their costs of care.”

“Other fees: Program service expenses 3,935,656. Management and general expenses 1,466,975. Fundraising expenses 9,739. Total expenses 5,412,370. REPAIRS/MAINTENANCE SERVICES: Program service expenses 1,224,046. Management and general expenses 554,738. Fundraising expenses 0. Total expenses 1,778,784. CONSULTING SERVICES: Program service expenses 264,917. Management and general expenses 3,568,246. Fundraising expenses 0. Total expenses 3,833,163. PHYSICIAN FEES: Program service expenses 7,347,790. Management and general expenses 125,500. Fundraising expenses 0. Total expenses 7,473,290. LAUNDRY SERVICES: Program service expenses 66,846. Management and general expenses 782,353. Fundraising expenses 0. Total expenses 849,199. CONTRACT CLINICAL LABOR: Program service expenses 939,716. Management and general expenses 0. Fundraising expenses 0. Total expenses 939,716. FOOD SERVICES: Program service expenses 0. Management and general expenses 1,844,047. Fundraising expenses 0. Total expenses 1,844,047.”

“Net revenue passed through from the CHA Trust for Worker's Compensation -37,736.”