Concord Hospital - Franklin

“Concord Hospital - Franklin ("CH-F") is part of the Concord Hospital Health System. All officers, employees, executives, physicians, contractors and/or other labor providers who offer services to CH-F are legally and technically employed and compensated by either Concord Hospital, Inc., the Organization's sole member. CH-F does not file its own payroll reporting forms, including Forms W-2, 1099-MISC, or 1099-NEC. However, CH-F does have dedicated employees and contractors that are paid through Concord Hospital, Inc., with Concord Hospital, Inc. acting as a common paymaster for CH-F. Therefore, and in accordance with IRS Instructions, the Organization has listed its share of the System's total employees on this Form 990, Part V, Line 2, even though such individuals' Forms W-2 were technically filed by Concord Hospital, Inc. As the common paymaster for CH-F, Concord Hospital, Inc. ensured that all required federal employment tax returns for all System employees were timely and compliantly filed, and so Part V, Line 2b has been answered "yes." This also applies to CH-F's top-five highest paid employees and top-five highest paid independent contractors; these individuals and service providers, while compensated for services performed in their capacity as Concord Hospital Health System employees rendered on behalf of and for CH-F, are technically paid by and receive payroll reporting forms from Concord Hospital, Inc. In accordance with IRS Instructions and to maintain transparency, such persons and contractors have been disclosed as CH-F's top-five highest paid employees and independent contractors, though such persons and entities are technically paid by related organizations.”

“Concord Hospital, Inc. is the sole member of the Organization.”

“The Organization's Board of Trustees shall consist of the members of the Executive Committee of the Organization's sole member, Concord Hospital, Inc., as well as the Chief Administrative Officer and CEO, ex officio, without vote.”

“The sole Member of the Organization, Concord Hospital, Inc., may initiate and implement any proposal or take action with respect to any of the following, and if any proposal with respect to any of the following is otherwise initiated, it shall not become effective unless approved by the Member. (a) Approval of any merger, consolidation, reorganization, liquidation or dissolution of the Corporation or any subsidiary or affiliate entity; (b) Entering into any change of control transaction or sale of substantially all of the assets of the Corporation; (c) Approval of any amendment or restatement of the Articles of Agreement or the Bylaws of the Corporation; (d) Approval of the annual operating and capital budgets of the Corporation, including the consolidated or combined budgets of the Corporation that include subsidiary organizations of the Corporation; (e) Approval of long-term or material agreements of the Corporation or any subsidiary organization including, but not limited to, debt or equity financings, capitalized leases and installment contracts, that are not contemplated in an approved budget; (f) Approval of any indebtedness or increase of indebtedness for borrowed money, secured or unsecured, of the Corporation or any subsidiary or affiliate in excess of the amount approved in the annual budget; (g) Establishment of undergraduate or graduate medical education programs by the Corporation or any subsidiary or affiliate with medical schools; (h) Contracting with an unrelated third party for all or substantially all of the management of the assets or operations of the Corporation or any subsidiary or affiliate entity; (i) Approval of strategic plans of the Corporation or any subsidiary or affiliate entity; (j) Establishment of third party relationships which have significant financial or strategic implications; (k) Appointment or removal of the Chief Administrative Officer of the Corporation (the Chief Administrative Officer), as recommended by the Members President and Chief Executive Officer (the CEO); and (l) Renewal of employment, and decisions regarding compensation and other material terms of employment, of the Chief Administrative Officer, as recommended by the Members CEO.”

“The 990 is reviewed in detail with the Audit Committee of the Concord Hospital, Inc.'s Board of Trustees. All board members receive a copy of the 990 to review prior to filing the report.”

“Each Trustee, officer and committee member, upon entering the duties of his/her office and annually thereafter, will be advised of this policy and shall sign a statement acknowledging his/her understanding of and agreement to this policy. Annual reviews will adhere to state regulations that require public notice for any significant pecuniary transaction.”

“Any determination for compensation or benefits paid to the organization's officers or key employees is performed by Concord Hospital, Inc., the sole member of the filing Organization, and its Board of Trustees and committees thereof. The evaluation of the performance of the Chief Executive Officer ("CEO") of Concord Hospital, Inc. and its subsidiaries (collectively the "Hospital") is an important responsibility of the Board of Trustees (the "Board") and is vital in ensuring that the Hospital meets its mission. The Board has delegated the responsibility of initiating the process of conducting the CEO's performance evaluation and initiating the process of setting the CEO's compensation to the Board's Compensation Committee. The Compensation Committee also is charged with the responsibility of reviewing the appropriateness of the compensation of the Hospital's Chief Operating Officer (COO), Chief Financial Officer (CFO), and Chief Medical Officer (CMO) as proposed by the CEO. The Compensation Committee shall present its report of the CEO's annual performance to the Board for its further input and consideration. The Compensation Committee shall also make its recommendation to the Board concerning the CEO's compensation. Finally, the Compensation Committee shall make its recommendation to the Board concerning the compensation of the COO, CFO, and CMO. The Board shall review the recommendations of the Compensation Committee as to the compensation of the Hospital's CEO, COO, CFO, and CMO and shall set their compensation as the Board deems appropriate. Although the Hospital continues to value the role of Capital Region Health Care Corporation ("CRHC") and the Hospital's participation in that organization, the Board acknowledges that it is not the responsibility of the Board to evaluate or set the compensation of the Chief Executive Officer of CRHC. Neither is it the role of the Board of Trustees of CRHC to evaluate, or set the compensation of, the Hospital's CEO. Accordingly, CRHC's Board of Trustees is not involved in evaluating or setting the compensation of the Hospital's CEO. The Board acknowledges that the Hospital's CEO may also serve as the Chief Executive Officer of CRHC and that the Hospital may charge CRHC for these services. The Board may consider the comments of the Board of Trustees of CRHC, as outlined herein, when deemed relevant in evaluating the performance of the Hospital's CEO. The Board directs that the Compensation Committee and the Board itself, in their respective undertakings of recommending and setting the compensation of the Hospital's CEO, COO, CFO, and CMO, avoid conflicts of interest and be guided by the "rebuttable presumption of reasonableness" regulations under the so-called "Excess Benefit Transaction" provisions of the Internal Revenue Code ("IRC"). The Board authorizes the Compensation Committee to use such financial and advisory (e.g., legal counsel, consultant) resources as it reasonably deems appropriate to fulfill its duties in evaluating the CEO's performance and in making its recommendations to the Board regarding compensation for the CEO, COO, CFO, and CMO.”

“Yes, the organization makes all of this information available to the public. Audited financial statements and the most recent quarter ended financial statements are posted to the Electronic Municipal Market Access (EMMA) website. In addition to this, the Hospital sends its annual report, including a financial summary, to members of the community via the US Postal service. Governing documents and conflicts of interest filings adhere to state regulations that require public notice for any significant pecuniary transaction.”

“The compensation reported for Robert P. Steigmeyer and Scott Sloane was paid by Concord Hospital, Inc. for their services as full-time executives. In total, they worked an average of 63 hours per week for all entities in the Concord Hospital health care system, of which an average of 1 hour per week was dedicated to Concord Hospital - Franklin. Concord Hospital - Franklin (CH-F) is also listing on its Form 990, Part VII, Matthew Gibb, who serves as the Organization's Chief Clinical Officer, and Mary Bakken, who serves as the Organization's System Chief Operating Officer. Matthew Gibb and Mary Bakken are both employed and compensated by Concord Hospital Inc. (CH), the sole parent of CH-F. While directly paid by CH, their services are also considered essential to the operations of CH-F. Accordingly, they have been disclosed on this Form 990 as Key Employees of CH-F.”

“The full address to reach the Concord Hospital-Franklin website is as follows: https://www.concordhospital.org/locations/profile/ concord-hospital-franklin/”

“Admin and maintenance services: Program service expenses 2,553,896. Management and general expenses 775,513. Fundraising expenses 13,627. Total expenses 3,343,036. IT services: Program service expenses 108,949. Management and general expenses 108,948. Fundraising expenses 0. Total expenses 217,897. Medical professionals: Program service expenses 294,412. Management and general expenses 0. Fundraising expenses 0. Total expenses 294,412.”

“Transfers from affiliates 151.”

“Concord Hospital - Franklin (CH-F) is included in the Concord Hospital, Inc. and Subsidiaries Audited Consolidated Financial Statements. Concord Hospital, Inc. is the sole member of CH-F. CH-F's Board in conjunction with Concord Hospital's chief financial executives review the CH-F's financial statements monthly, and its Finance Committee receives monthly financial statements which are reviewed bi-monthly within Finance Committee meetings. Concord Hospital also has an audit committee of its Board, which reviews the annual audit process and the selection of the independent accountant for the entire Concord Hospital-System. The same independent firm of accountants performed the audit for the Concord Hospital-System's fiscal years ending 9/30/2023 and 9/30/2024.”