Vail Clinic Inc.

“The bylaws were amended to add the president of the medical staff as an ex officio board member with a voting right to the organization's board.”

“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.”

“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 2019 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 2019 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.”

“Vhh is an acute care, general hospital and orthopedic referral center. Its primary mission is to provide superior health services with compassion and exceptional outcomes to citizens of the local community and region. 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 10/31/2019 include: inpatient admissions excluding newborns: 1,983 patient days: 5,157 total surgeries: 3,407 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 2019. Vhh was ranked in the top 3% of 4,797 hospitals in orthopedics, earning the health care system the women's choice 2019 orthopedics award. Vhh was ranked in the top 16% of 2,778 hospitals in obstetrics, earning the health care system "the women's choice 2019" obstetrics award. This is the third year in a row vhh has received this accolade. Vhh was awarded an "a", the highest grade possible from the leapfrog group's fall 2018 hospital safety grade. 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. In september 2019, shaw cancer center received a gold accreditation from the commission on cancer (coc), the highest level achevable by the survey. Shaw met 34 quality care standards and went through a rigorous survey process to earn the voluntary three-year accreditation. The cancer center was recognized for its nursing education efforts greater than 25% of the cancer center's oncology nurses hold an oncology nursing certification, and 100% of the nurses have specialized oncology training. Shaw has been accredited by the coco since 2007. Shaw cancer center also achieved its quality oncology practice initiative re-accreditation in early 2019 through the american society of clinical oncology. The sonnenalp breast center is an american college of radiology (acr) breast imaging center of excellence for its 2d and 3d mammography services. This is the highest accreditation achievable for breast centers and is an ongoing accreditation. The acr has also accredited the breast center in stereotactic breast biopsy, breast ultrasound and breast ultrasound biopsy. As part of on-going work to reduce vh cesarean section (c-section) rate among low-risk, first time mothers, vh has participated in the soar project, a year long project through colorado perinatal care quality collaborative to work on further decreasing the c-section rate (among low-risk, first time mothers) and to create sustainability for our decreased rate. In response to increasing community and patient needs related to head injuries, concussions, vestibular conditions and balance problems, howard head sports medicine developed a sub-specialty area called brain & balance care. Vhh created a transition to practice (ttp) program. Ttp is a thoughtful approach to how organizations onboard and integrate new graduate nurses into the practice setting. Vhh gave $18.2 million back to the community through financial assistance, community health improvement services, health professions education, subsidized health services, and cash and in-kind contributions. In april 2019, vhh committed $60 million over the next 10 years to create eagle valley behavioral health, a non-profit focused on transforming behavioral health services throughout the eagle river valley. An executive director was named in july 2019, and a website and anti-stigma campaign were launched locally in october 2019.”

“Net revenue passed through from the cha trust for worker's compensation -55,194.”