Memorial Health Services

“The organization engages an independent accounting firm to assist with the preparation of its annual Form 990, and the chief financial officer and chief investment officer, with assistance from other executives and including finance, legal, compliance and government relations, provide all the financial data and other information for the reporting period necessary to complete the Form 990. The chief financial officer and chief investment officer then review the Form 990, with assistance from other executives as needed or appropriate. Finally, the Form 990 is provided to each member of the MemorialCare Health System board of directors for review prior to a meeting of the board of directors, so that any questions or concerns can be addressed at the meeting of the board and prior to filing.”

“Each director, officer, and key employee is required to complete an annual survey that requires disclosure of actual or potential conflicts of interest and affirmation that the organization's conflict of interest policy has been read and understood. The results of the survey are reported to the organization's executive leadership and the organization's board of directors. Questions and conflicts are evaluated in consultation with the organization's legal, compliance, and finance executives, and outside experts as necessary, so that conflicts may be appropriately managed and addressed in accordance with the California Nonprofit Corporation Law and the applicable principles governing tax exempt public charities. In addition, an annual notice is sent to each employee to remind employees of the organization's policy regarding the acceptance of gifts from vendors and others who do or seek to do business with the organization. Finally, each employee is required to attest annually that they have read and understood the organization's Code of Conduct.”

“The compensation of all executives holding the position of vice president or higher (e.g., senior vice president or c-level officer), including the CEO, are reviewed annually by an independent consultant with expertise in assessing whether executive compensation is reasonable and consistent with fair market value, considering appropriate market data. The results of this review are presented to the Compensation Committee of the organization's board of directors for consideration, and based upon this information, compensation (including any proposed changes to compensation) is approved only if the Compensation Committee, having considered the review and data presented by the independent expert consultant, determines that the compensation is reasonable and consistent with fair market value. Such determinations are reflected in the minutes of the meeting(s) of the Compensation Committee.”

“The organization does not make its governing documents (articles of incorporation, bylaws) available to the general public. However, the articles of incorporation are available from the California Secretary of State's office. The organization's Research conflict of interest policy is posted on the organization's website at https://www.memorialcare.org/policies-legal-notices/conflict-interest-resear ch-policy-702. The organization's audited financial statements are available to the general public upon request. The organization's various policies governing conflicts, compliance and ethics are summarized in the organization's Code of Conduct, which is available to the general public upon request.”

“SERP Liability Adjustment 1,929,535.”