Attach to Form 990 or 990-EZ.| Identifier | Return Reference | Explanation |
|---|---|---|
| MANAGEMENT DELEGATED | FORM 990, PAGE 6, PART VI, LINE 3 | HENRY DEVELOPMENT VENTURES, INC. ("HDV") CONTRACTS WITH HENRY MEDICAL CENTER, INC. ("HMC") TO PROVIDE ALL MANAGEMENT PERSONNEL, MANAGEMENT SYSTEMS AND INFRASTRUCTURE. THE CONTRACT IS AUTOMATICALLY RENEWABLE IN ONE-YEAR PERIODS. IN EXCHANGE FOR THE MANAGEMENT SERVICES PROVIDED, HDV PROVIDES THE PREMISES FOR AN URGENT CARE CENTER AT COST; PROVIDES REAL ESTATE OWNERSHIP, DEVELOPMENT AND MANAGEMENT OF HEALTH CARE RELATED FACILITIES; ASSISTS IN PROVIDING GUARANTEES, ENDORSEMENTS, AND/OR AGREEMENTS IN CONJUNCTION WITH LONG TERM FINANCING VEHICLES IN SUPPORT OF HMC; ASSISTS IN COMMUNITY EDUCATION, POLICY DEVELOPMENT, PUBLIC RELATIONS AND OTHER EFFORTS TO BENEFIT THE IMPROVEMENT OF THE HEALTH STATUS OF CONSTITUENTS OF HMC; AND PROVIDES SERVICES AS CONTEMPLATED IN GOVERNING DOCUMENTS OF HDV. |
| ELECTION OF MEMBERS AND THEIR RIGHTS | FORM 990, PAGE 6, PART VI, LINE 7A | PER BY-LAWS, SECTION 3.1(C), THE APPOINTMENT OF MEMBERS TO THE BOARD AND THE PRESIDENT/CHIEF EXECUTOR OFFICER ARE SUBJECT TO APPROVAL OF THE BOARD OF DIRECTORS OF HENRY HEALTH SYSTEM, INC. ADDITIONALLY, THE CEO AND/OR COO OF EITHER HENRY HEALTH SYSTEM, INC. OR HENRY MEDICAL CENTER, INC. SHALL SERVE ON THE BOARD OF DIRECTORS AND AT LEAST ONE AND OR MORE THAN ONE LESS THAN A MAJORITY OF THE BOARD SHALL BE MEMBERS OF THE BOARD OF DIRECTORS OF THE HOSPITAL AUTHORITY OF HENRY COUNTY. |
| DECISIONS SUBJECT TO APPROVAL OF MEMBERS | FORM 990, PAGE 6, PART VI, LINE 7B | PER BY-LAWS, SECTION 3.1(C), FINAL APPROVAL ON AN ANNUAL BASIS OF BUDGETS, ALL LONG-RANGE PLANS, CHANGES IN OPERATION, AND AMENDMENTS TO GOVERNING DOCUMENTS ARE SUBJECT TO APPROVAL OF THE BOARD OF DIRECTORS OF HENRY HEALTH SYSTEM, INC. |
| ORGANIZATION'S PROCESS USED TO REVIEW FORM 990 | FORM 990, PAGE 6, PART VI, LINE 11B | PRIOR TO FILING, THE TAX RETURN IS REVIEWED BY THE CONTROLLER, CFO/VP FINANCE, AND THE PRESIDENT/CEO, WHO ALSO IS A VOTING MEMBER OF THE BOARD. DURING THE 990 PREPARATION PROCESS, EACH BOARD MEMBER, OFFICER, AND KEY EMPLOYEE IS PROVIDED WITH A QUESTIONNAIRE REGARDING PERSONAL BUSINESS TRANSACTIONS AND RELATIONSHIPS, FAMILY BUSINESS TRANSACTIONS/RELATIONSHIPS, AND TRANSACTIONS/RELATIONSHIPS WITH ONE ANOTHER, AS POSED IN THE 990 PART IV, 990 PART VI, AND SCHEDULE L. RESPONSES PROVIDED ARE COMPARED TO AND INCORPORATED WITH DATA WITHIN THE CORPORATION'S ACCOUNTING RECORDS. THE QUESTIONNAIRES ARE ACCOMPANIED BY LISTINGS OF ALL THE BOARD MEMBERS, OFFICERS, AND KEY EMPLOYEES FOR ALL THE RELATED ENTITIES, WITH A REQUEST FOR DISCLOSURE OF ANY RELATIONSHIPS/TRANSACTIONS WITH ANYONE REFLECTED IN ANY OF THE LISTS. THROUGHOUT THE SEVERAL WEEK 990 PREPARATION PROCESS, THE CONTROLLER PROVIDES THE CEO, CFO, AND CERTAIN OTHER MANAGEMENT PERSONNEL WITH VARIOUS QUESTIONS AND EXCERPTS OF FORM INSTRUCTIONS, AS NEEDED, FOR INPUT. EXAMPLES INCLUDE DISCLOSURE REGARDING LOBBYING ACTIVITIES, TUITION REIMBURSEMENT, BOARD CONFLICT OF INTEREST POLICY, AND CEO/OFFICER/KEY EMPLOYEE COMPENSATION PROCESS. |
| ENFORCEMENT OF CONFLICTS POLICY | FORM 990, PAGE 6, PART VI, LINE 12C | MEMBERS OF THE GOVERNING BODY, OFFICERS AND KEY EMPLOYEES, ARE REQUIRED TO COMPLETE A CONFLICT OF INTEREST FORM ON AN ANNUAL BASIS. SHOULD A CONFLICT EXIST, MEMBERS OF THE BOARD ARE EXPECTED TO RECUSE THEMSELVES FROM VOTING IN SITUATIONS IN WHICH THEY MAY HAVE A CONFLICT OF INTEREST. |
| COMPENSATION PROCESS FOR TOP OFFICIAL | FORM 990, PAGE 6, PART VI, LINE 15A | IN THE FALL OF 2006, THE HENRY MEDICAL CENTER, INC. ("HMC"), A RELATED ORGANIZATION, BOARD OF DIRECTORS ENGAGED WITT KIEFFER, A NATIONAL HEALTH CARE EXECUTIVE SEARCH FIRM, TO CONDUCT THE SEARCH FOR A NEW CEO. WITT KIEFFER USED ITS NATIONAL DATA BASE OF EXECUTIVE SALARIES AND OTHER SALARY SURVEY DATA TO ADVISE THE HMC BOARD ON COMPETITIVE SALARY LEVELS FOR THE CEO POSITION. THE HMC BOARD'S COMPENSATION COMMITTEE USED THIS DATA, ALONG WITH DATA ON MARKET COMPETITIVE BENEFITS, TO NEGOTIATE THE COMPENSATION TERMS WITH THE SELECTED CEO, CHARLES SCOTT. THE COMPENSATION COMMITTEE RECOMMENDED APPROVAL OF THESE TERMS TO THE FULL HMC BOARD, WHICH APPROVED THEM DURING THE MONTH OF JANUARY 2007. |
| COMPENSATION PROCESS FOR OFFICERS | FORM 990, PAGE 6, PART VI, LINE 15B | HMC ENGAGED THE NATIONAL HUMAN RESOURCES FIRM OF MERCER AND ASSOCIATES TO CONDUCT A COMPREHENSIVE EXECUTIVE COMPENSATION AND BENEFITS REVIEW, WHICH WAS COMPLETED IN DECEMBER 2007. THIS STUDY UTILIZED THREE DIFFERENT SALARY SURVEYS TO ESTABLISH COMPETITIVE SALARY RANGES AND BENEFITS FOR THE EXECUTIVE TEAM. THIS STUDY WAS USED BY THE COMPENSATION COMMITTEE TO ADJUST SALARIES AND BENEFITS, AS APPROPRIATE, WHICH CHANGES WERE APPROVED BY THE FULL HMC BOARD DURING 2008. THIS IS THE LAST YEAR SUCH A STUDY HAS BEEN CONDUCTED. |
| GOVERNING DOCUMENTS DISCLOSURE EXPLANATION | FORM 990, PAGE 6, PART VI, LINE 19 | THE ORGANIZATION'S BOARD OF DIRECTORS COMPLIES WITH THE OPEN RECORDS LAW. UPON WRITTEN REQUEST, GOVERNING DOCUMENTS DEEMED ACCESSIBLE TO THE PUBLIC UNDER THE LAW CAN BE VIEWED IN THE OFFICE OF THE CHIEF EXECUTIVE OFFICER. |
| RELATED ORGANIZATIONS | FORM 990, PAGE 7, PART VII | AVERAGE WEEKLY HOURS DEVOTED TO RELATED ORGANIZATIONS CHARLES SCOTT - 51 HOURS GERALD TAYLOR - 4 HOURS |
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