Mills-Peninsula Health Services

“Description of classes of persons and the nature of their rights: this corporation is an affiliate of sutter health, a california nonprofit public benefit corporation. Sutter health is the sole member with the right to elect at least a majority of the members of the board of directors. Form 990, part vi, line 7b description of classes of persons, decisions requiring approval & type of voting rights: sutter health as the sole member of the organization is entitled to exercise fully all rights and privileges of members of nonprofit corporations under the california nonprofit public benefit corporation law, and all other applicable laws. The member has the rights and powers to appoint (and remove) members of the corporation's board of directors, subject to the provisions of the bylaws. In addition, the member has the right to approve the following actions of the corporation's board of directors: a. Merger, consolidation, reorganization, or dissolution of the corporation or any subsidiary or affiliate entity; b. Amendment or restatement of the articles of incorporation or the bylaws of the corporation or any subsidiary or affiliate entity; c. Adoption of operating budgets of this corporation or any subsidiary or affiliate entity, including consolidated or combined budgets of this corporation and all subsidiary organizations of this corporation; provided, however, that in responding to budgets proposed by this corporation, the general member shall accommodate this corporation's obligations under its lease of hospital premises as described in section 4 of the organization's bylaws; d. Adoption of capital budgets of this corporation or any subsidiary or affiliate entity; provided, however, that in responding to budgets proposed by this corporation, the general member shall accommodate this corporation's obligations under its lease of hospital premises as described in section 4 of the organization's bylaws; e. Aggregate operating or capital expenditures on an annual basis that exceed approved operating or capital budgets by a specified dollar amount to be determined from time to time by the general member; f. Long-term or material agreements including, but not limited to, borrowings, equity financings, capitalized leases and installment contracts; and purchase, sale, lease, disposition, hypothecation, exchange, gift, pledge, or encumbrance of any asset, real or personal, with a fair market value in excess of a dollar amount to be determined from time to time by the directors of the general member, which shall not be less than 10% of the total annual capital budget of the corporation; g. Appointment of an independent auditor and hiring of independent counsel except in conflict situations between the general member and the corporation or any subsidiary or affiliate entity; h. The creation or acquisition of any subsidiary or affiliate entity; i. 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; j. Approval of major new programs and clinical services of the corporation or any subsidiary or affiliate entity. The general member shall from time to time define the term "major" in this context; k. Approval of strategic plans of the corporation or any subsidiary or affiliate entity; l. Adoption of quality assurance policies not in conformity with policies established by the general member; m. Any transaction between the corporation, a subsidiary or affiliate and a director of the corporation or an affiliate of such director. In addition, the general member shall have the authority (by a vote of not less than two-thirds (2/3) of its board), to declare a major activity requiring approval.”

“Describe the process used by management &/or the governing body to review form 990: sutter health, a related tax-exempt organization, has a centralized tax department responsible for the preparation of the form 990. Annually the tax department provides training and education to affiliate personnel who assist the tax department in collecting and reviewing data to be reported on the form 990. The preparation material is reviewed by various departments including tax, finance, legal, and human resources. A national accounting firm prepares and/or reviews the return. A completed return is then reviewed by the tax department, the affiliate, and the cfo before the return is filed.”

“Description of the process to monitor transactions for conflicts of interest: employees are educated on the conflict of interest policy and the need to make disclosure as part of annual compliance education. In addition, annually a disclosure statement is completed by all directors and officers that includes an acknowledgement that they have read the conflict of interest policy. On this statement the individual will list a wide range of information which includes business relationships, employment relationships, property interests, and those of related parties. The ceo and board chair will review the statements and monitor situations that may pose a potential conflict of interest. The ceo and board chair may consult with the office of the general counsel as necessary. If there is a potential conflict of interest related to a particular transaction, the interested individual must disclose the existence and nature of the relationship. The board chair may appoint a disinterested person or committee to investigate the conflict. Until the potential conflict is resolved, the board chair may request the individual to not participate during related presentations and discussions. In all circumstances involving an actual conflict, the interested individual shall refrain from voting on any matter related to the transaction.”

“Process for determining compensation: the compensation committee of the sutter health board of directors retains ultimate discretionary authority over all elements of compensation to ensure that organizational purposes are appropriately being served. The compensation committee uses credible data sources and maintains an objective "arms length" decision-making process, ensuring the integrity of sutter's executive programs and consistency with the organization's overall mission. In order to ensure external competitiveness, national, california and local market area compensation data comparisons are reviewed. Competitive analysis includes: (a) base salary, (b) total cash (base salary + annual incentive) and (c) total remuneration (base salary + annual incentive + benefits and long term incentive). This analysis includes comparable organizations and geographic considerations. For the most senior executive positions, national comparisons for organizations similar in size, scope and complexity as sutter health are most appropriate since it is a national marketplace in which sutter competes for executive talent. On the other hand, because california's underlying compensation structure is higher than national data (especially in the bay area), regional pay comparisons and adjustments are made. Officers and key employees of this organization who are sutter health employees undergo a review and compensation committee approval, and such approval is recorded in the minutes.”

“Availability of governing documents, conflict of interest policy, & financial statements to the general public: the sutter health system posts its current and past audited financial statements at sutterhealth.org. Other documents are also located at this website including the annual report, mission statement, history, and links to affiliate websites. The governing documents are not available to the public at this time. Form 990, part vii, section a the compensation being reported is an estimate for the period 1/1/16 to 8/1/16. Full 2016 compensation will be reported on sutter bay hospital's 12/31/16 form 990.”

“Mills-peninsula health services' mission is to enhance the well-being of people in the communities we serve through a not-for-profit commitment to compassion and excellence in health care services. Form 990, part iii, line 3 program services that the organization ceased conducting mills-peninsula health services (mphs) merged with affiliated sutter bay hospitals (sbh) as of 08/01/2016.”

“Organizations program and service accomplishments: on august 1, 2016, mills peninsula health services merged into a related 501(c)(3) organization, sutter bay hospitals. Mills-peninsula health services continues to be a committed partner with the communities we serve. Through july 31, 2016, we provided $2 million in charity care and $1 million in other community benefit activities. Through july 31, 2016, mills-peninsula had a total of 34,019 patient days. It served 7,797 inpatients, managed 28,352 visits to the er, handled 204,731 outpatient visits, and performed 4,518 outpatient surgeries. Other highlights: sutter maternity & surgery center of santa cruz (smsc), a 30 bed acute care hospital, is an affiliate of sutter health, which is a not-for-profit network of health care organizations. The mission of sutter health is to enhance the health and well-being of people in the communities we serve through a not-for-profit commitment to compassion and excellence in health care services. Sutter health leads the transformation of health care to achieve the highest levels of quality, access and affordability. In addition to being an affiliate of sutter health, sutter maternity & surgery center is affiliated with palo alto medical foundation, a physician group of more than 1,345; serving approximately 950,000 patients at more than 50 locations. Since opening in 1996, sutter maternity & surgery center of santa cruz has provided two service lines to the community, perinatal services and surgical services. The hospital specializes in minimally invasive surgical techniques, including robotic-assisted surgery, when appropriate. Sutter maternity & surgery center has a robust charity care program, providing $500,000 in charity care through july 31, 2016. Effective may 1, 2009, sutter maternity & surgery center came under the ownership of mills peninsula health services. The santa cruz community board retains responsibility for ensuring that the corporations facilities, caregivers, resource allocation, and processes of care are responsive to the care delivery and health status needs of the santa cruz community. The santa cruz community board is comprised of 11 volunteer community members, four members of the medical staff (including the chief of staff who is ex officio), the coo of pamf, santa cruz, and two sutter health representatives. The hospital chief administrative officer and the president of pamf, santa cruz serve as ex officio members. Members are selected to ensure that a variety of perspectives are available to address issues facing the community. Programs and activities - the santa cruz womens health center, a local fqhc community clinic, opened, in may 2014, a new clinic in live oak, and expanded their services to underserved men and children, and rebranded themselves the santa cruz community health centers. Smsc has supported the new facility by investing $1.5 million over the course of five years to help with start-up and operation of the new clinic, including the pediatrics program. - smsc also supports salud para la gente, an fqhc of southern santa cruz county and northern monterey county. Salud is in the process of expanding one of their main clinics in downtown watsonville, which will ultimately allow them to increase their number of patients served from 26,000 to about 36,000. The grant to salud para la gente will be $750,000 over five years. - smsc, in conjunction with the central california alliance for health, provides a $10,000 scholarship annually to a ucsc health sciences graduate who has been accepted to medical school and expresses the intention to return to the area and provide primary care services to patients, including medi-cal, medicruz, and medicare patients. - smsc and pamf continue to support the allied health professional and nursing programs at cabrillo college. This includes support for the nursing, radiology tech, and medical assistant programs. - smsc and pamf work closely with the santa cruz county hea”

“The aachac has enjoyed extraordinary success in its work. 1,062 people were screened for breast cancer, heart disease, diabetes and other health concerns, and another 5,000 have been reached through its educational programs, social media and individual contact. Support for outpatient services for people who have no insurance: as part of charity care, mills-peninsula provides ongoing financial and in-kind services for samaritan house, a private nonprofit organization that helps serve more than 12,000 low-income people within san mateo county with a full spectrum of services including a medical clinic staffed by volunteers. Mills-peninsula physicians volunteer their time and services, and mills-peninsula provides in-kind services including radiology. In 2016, there were 4,464 patient visits to samaritans house health clinics. The essential work of samaritan house continues strong even through funding reductions. The program provides an essential layer of infrastructure in the health care system. Community grants program (2016 contribution $217,000): mills-peninsulas community grants program provides grants of $5,000 to $15,000 each year to help with special health-related projects proposed by local nonprofit organizations. This funding is part of our overall goal to help create and sustain a strong support system for the underserved in our community. In 2016, the following 25 organizations received funding for their projects: acknowledge alliance alzheimers association bay area cancer connections bay area legal aid boys & girls club of north san mateo county california clubhouse inc. Caminar for mental health center for independence of individuals with disabilities child care coordinating council (4cs) coastside adult day health center cora el centro de libertad friends of youth health connected (formerly teen talk sexuality) hip housing legal aid society of san mateo county life moves (formerly innvision shelter network) mid-peninsula boys and girls club nami of san mateo county notre dame de namur university ombudsman services of san mateo county parca peninsula jewish community center rape trauma service rebuilding together peninsula 2016 awards and accomplishments: - for the fifth year in a row, mills-peninsula received the 2015 american heart association/american stroke associations stroke gold plus award for high quality stroke care. The award recognizes mills-peninsula for treating stroke patients with 85 percent or higher compliance to american heart association/american stroke association standards of care for at least two consecutive years and achieving 75 percent or higher compliance with seven of 10 stroke quality measures in the get with the guidelines program. For the third year in a row, mills-peninsula also received the target: stroke honor roll recognition for quickly treating stroke patients with tissue plasminogen activator (tpa), the drug that breaks up clots that cause a stroke. The honor roll designation means that during the past quarter, at least 50 percent of mills-peninsulas eligible ischemic stroke patients received tpa within 60 minutes of arrival to the hospital. - the joint commission named mills-peninsula health services a 2014 top performer on key quality measures. The top performer program recognizes hospitals for improving performance on interventions that increase the chances of healthy outcomes for patients. Mills-peninsula was recognized for excellence in accountability measures for heart attack, heart failure, pneumonia, surgical care and perinatal care. - healthgrades recognized mills-peninsula health services with the 2015 americas 50 best hospitals award. The distinction places mills-peninsula among the top one percent of nearly 4,500 hospitals nationwide for consistent, year-over-year superior clinical performance as measured by healthgrades. Mills-peninsula was furthered singled out by healthgrades for clinical excellence in cardiac care. - u.s. News & world report named mills-peninsula”

“Other changes in fund balance: equity transfers (net) $ (53,846,161) partnership income on books $ 587,021 k-1 ordinary income $ (522,384) k-1 1231 loss $ 9,378 other changes $ 3,399 transfer to sutter bay hospitals for merger $(143,026,604) =============== $(196,795,351)”