Attach to Form 990 or Form 990-EZ.
Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
| (i)Name of supported organization | (ii) EIN | (iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions)) | (iv) Is the organization listed in your governing document? | (v) Amount of monetary support (see instructions) | (vi) Amount of other support (see instructions) | |
|---|---|---|---|---|---|---|
| Yes | No | |||||
| Total | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .... | ||||||
| 2 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf....... | ||||||
| 3 | The value of services or facilities furnished by a governmental unit to the organization without charge.. | ||||||
| 4 | Total. Add lines 1 through 3 | ||||||
| 5 | The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f).. | ||||||
| 6 | Public support. Subtract line 5 from line 4. | ||||||
Calendar year
(or fiscal year beginning in) ![]() |
(a) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 7 | Amounts from line 4.. | ||||||
| 8 | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources... | ||||||
| 9 | Net income from unrelated business activities, whether or not the business is regularly carried on.. | ||||||
| 10 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.).. | ||||||
| 11 | Total support Add lines 7 through 10. | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | ||||||
| 2 | Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose...... | ||||||
| 3 | Gross receipts from activities that are not an unrelated trade or business under section 513.. | ||||||
| 4 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf... | ||||||
| 5 | The value of services or facilities furnished by a governmental unit to the organization without charge.. | ||||||
| 6 | Total. Add lines 1 through 5. | ||||||
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons... | ||||||
| b | Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year. | ||||||
| c | Add lines 7a and 7b.. | ||||||
| 8 | Public support (Subtract line 7c from line 6.) | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | ||||||
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | ||||||
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | ||||||
| c | Add lines 10a and 10b. | ||||||
| 11 | Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on. | ||||||
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) .. | ||||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | ||||||
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Net short-term capital gain | 1 | ||||
| 2 | Recoveries of prior-year distributions | 2 | ||||
| 3 | Other gross income (see instructions) | 3 | ||||
| 4 | Add lines 1 through 3 | 4 | ||||
| 5 | Depreciation and depletion | 5 | ||||
| 6 | Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) | 6 | ||||
| 7 | Other expenses (see instructions) | 7 | ||||
| 8 | Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) | 8 | ||||
| Section B - Minimum Asset Amount | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): | 1 | ||||
| a | Average monthly value of securities | 1a | ||||
| b | Average monthly cash balances | 1b | ||||
| c | Fair market value of other non-exempt-use assets | 1c | ||||
| d | Total (add lines 1a, 1b, and 1c) | 1d | ||||
| e | Discount claimed for blockage or other factors (explain in detail in Part VI): | |||||
| 2 | Acquisition indebtedness applicable to non-exempt use assets | 2 | ||||
| 3 | Subtract line 2 from line 1d | 3 | ||||
| 4 | Cash deemed held for exempt use. Enter 1-1/2% of line 3 (for greater amount, see instructions). | 4 | ||||
| 5 | Net value of non-exempt-use assets (subtract line 4 from line 3) | 5 | ||||
| 6 | Multiply line 5 by .035 | 6 | ||||
| 7 | Recoveries of prior-year distributions | 7 | ||||
| 8 | Minimum Asset Amount (add line 7 to line 6) | 8 | ||||
| Section C - Distributable Amount | Current Year | |||||
| 1 | Adjusted net income for prior year (from Section A, line 8, Column A) | 1 | ||||
| 2 | Enter 85% of line 1 | 2 | ||||
| 3 | Minimum asset amount for prior year (from Section B, line 8, Column A) | 3 | ||||
| 4 | Enter greater of line 2 or line 3 | 4 | ||||
| 5 | Income tax imposed in prior year | 5 | ||||
| 6 | Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) | 6 | ||||
| 7 | Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions) | |||||
| Section D - Distributions | Current Year | |
|---|---|---|
| 1 Amounts paid to supported organizations to accomplish exempt purposes | ||
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
||
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | ||
| 4 Amounts paid to acquire exempt-use assets | ||
| 5 Qualified set-aside amounts (prior IRS approval required) | ||
| 6 Other distributions (describe in Part VI). See instructions | ||
| 7Total annual distributions. Add lines 1 through 6. | ||
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
||
| 9 Distributable amount for 2014 from Section C, line 6 | ||
| 10 Line 8 amount divided by Line 9 amount | ||
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2014 |
(iii) Distributable Amount for 2014 |
|
|---|---|---|---|---|
|
1
Distributable amount for 2014 from Section C, line 6 |
||||
|
2
Underdistributions, if any, for years prior to 2014 (reasonable cause required--see instructions) |
||||
| 3 Excess distributions carryover, if any, to 2014: | ||||
| a From 2009.......X | ||||
| b From 2010.......X | ||||
| c From 2011.......X | ||||
| d From 2012.......X | ||||
| e From 2013....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2014 distributable amount | ||||
|
i
Carryover from 2009 not applied (see instructions) |
||||
| j Remainder. Subtract lines 3g, 3h, and 3i from 3f. | ||||
| 4Distributions for 2014 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2014 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from 4. | ||||
|
5
Remaining underdistributions for years prior to 2014, if any. Subtract lines 3g and 4a from line 2 (if amount greater than zero, see instructions) |
||||
|
6
Remaining underdistributions for 2014. Subtract lines 3h and 4b from line 1 (if amount greater than zero, see instructions) |
||||
|
7 Excess distributions carryover to 2015. Add lines 3j and 4c. |
||||
| 8 Breakdown of line 7: | ||||
| a From 2010.......X | ||||
| b From 2011.......X | ||||
| c From 2012.......X | ||||
| d From 2013....... | ||||
| e From 2014....... | ||||
| Facts And Circumstances Test |
|---|
| Return Reference | Explanation |
|---|
| Software ID: | |
| Software Version: |
Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at| Return Reference | Explanation |
|---|---|
| FORM 990, PART III, LINE 4D | EXEMPT PURPOSE ACHIEVEMENTS: COX-MONETT HOSPITAL EMBRACES A MISSION STATEMENT AND BY-LAWS THAT REFLECT A COMMITMENT TO CHARITABLE PURPOSE AND COMMUNITY BENEFIT. COX-MONETT PROVIDES MANY SERVICES TO THE COMMUNITY FREE OF CHARGE OR WITH LITTLE FINANCIAL GAIN. OUR GOAL IS TO KEEP OUR COMMUNITY HEALTHY. THE FOLLOWING IS A LIST OF SERVICES PROVIDED TO THE MONETT COMMUNITY DURING THE FISCAL YEAR ENDING SEPTEMBER 30, 2015. ADDITIONALLY, THE SUBSIDIES NOTED BELOW ARE CALCULATED USING INTERNAL COST ACCOUNTING METHODS RATHER THAN THE IRS WORKSHEETS FOR SCHEDULE H. SEE SCHEDULE H FOR THE COMPUTATION OF THESE SUBSIDIES USING THE SCHEDULE H WORKSHEETS. *PARTICIPATED IN THE MEDICAID PROGRAM WITH UNREIMBURSED COST OF CARING FOR PATIENTS AND PROVIDED CHARITY CARE AND OTHER UNCOMPENSATED CARE SERVICES. SEE SCHEDULE H FOR AMOUNTS RELATED TO THESE SERVICES. *WORKED WITH CHILDREN'S MIRACLE NETWORK OF LESTER E. COX MEDICAL CENTERS TO PROVIDE IMMUNIZATIONS AND PRIMARY CARE SERVICES TO CHILDREN THROUGH THE C.A.R.E. MOBILE. THE MOBILE CLINIC VISITS COX-MONETT MONTHLY AND PARENTS WHO TAKE ADVANTAGE OF THIS FREE SERVICE DO NOT HAVE ACCESS TO CARE OR TRANSPORTATION. *RENDERED HEALTH CARE SERVICES AND EDUCATIONAL SERVICES THAT ARE SPECIFICALLY DESIGNED TO IMPROVE COMMUNITY HEALTH ARE AS FOLLOWS: -COMMUNITY WELLNESS SERVICES: "BEYOND COPING" (FREE CLASSES ON ANXIETY, DEPRESSION, AND STRESS) "FEEL BETTER NOW" (CLASS ON HOW TO FEEL BETTER WHILE MANAGING CHRONIC CONDITIONS, SUCH AS BACK PAIN, WEIGHT MANAGEMENT, DIABETES, ASTHMA, HEART DISEASE, ARTHRITIS, EMOTIONS, AND STRESS) -TUITION REIMBURSEMENT FOR STAFF WANTING TO CONTINUE THEIR EDUCATION. *ENCOURAGE AND PROVIDE OPPORTUNITIES FOR VOLUNTEER EFFORTS TO SERVE IN THE COMMUNITY. MANY EMPLOYEES SERVE ON LOCAL NOT-FOR-PROFIT BOARDS AND ARE INVOLVED IN VARIOUS COMMUNITY ORGANIZATIONS AND ARE ASKED OFTEN TO SPEAK ON HEALTH-RELATED TOPICS. *OPERATE 24-HOUR EMERGENCY CENTER. ER VISITS TOTALED 14,093. *PROVIDE MANY COMMUNITY HEALTH AND EDUCATION PROGRAMS AND PROJECTS SPECIFICALLY DESIGNED TO IMPROVE THE HEALTH STATUS OF OUR COMMUNITY AT NO CHARGE OR AT A REDUCED RATE, SUCH AS FREE HEALTHY COOKING CLASSES. -FREE DIABETES SCREENINGS/EDUCATION EVENTS (ALSO FOR HISPANIC COMMUNITY). -MAMMOGRAPHY -COMMUNITY HEALTH FAIR, INCLUDING CHOLESTEROL, BLOOD SUGAR AND BLOOD PRESSURE SCREENINGS -OB CLASSES (PARENTS) -BREASTFEEDING/CHILDBIRTH CLASSES *IN FISCAL YEAR 2015, BIRTHS TOTALED 249. COMBINED RADIOLOGY TESTS TOTALED 17,961, INPATIENT AND OUTPATIENT SURGERIES TOTALED 1,190. *THE HOSPITAL OWNS AND OPERATES A RURAL HEALTH CLINIC IN CASSVILLE AND PHYSICIAN OFFICE VISITS TOTALED 7,208. CASSVILLE REHAB HAD 2,573 PROCEDURES PERFORMED. |
| FORM 990, PART VI, SECTION A, LINE 4 | SIGNIFICANT CHANGES TO GOVERNING DOCUMENTS: COX-MONETT HAD SIGNIFICANT BYLAW CHANGES AS FOLLOWS: ARTICLE ONE SECTION 1. PURPOSES THE PURPOSES OF COX-MONETT HOSPITAL, INC. ("COX-MONETT" OR "HOSPITAL") SHALL BE THOSE NON-PROFIT PURPOSES STATED IN THE ARTICLES OF INCORPORATION, AS MAY BE AMENDED. NO PART OF THE NET EARNINGS OF COX-MONETT SHALL INURE TO THE BENEFIT OF, OR BE DISTRIBUTABLE TO ITS DIRECTORS, OFFICERS, OR OTHER PRIVATE PERSONS, EXCEPT THAT COX-MONETT SHALL BE AUTHORIZED AND EMPOWERED TO PAY REASONABLE COMPENSATION FOR SERVICES RENDERED AND TO MAKE PAYMENTS AND DISTRIBUTIONS IN FURTHERANCE OF THE PURPOSES SET FORTH IN THE ARTICLES OF INCORPORATION. NO SUBSTANTIAL PART OF THE ACTIVITIES OF COX-MONETT SHALL BE THE CARRYING ON OF PROPAGANDA, OR OTHERWISE ATTEMPTING TO INFLUENCE LEGISLATION, AND COX-MONETT SHALL NOT PARTICIPATE IN, OR INTERVENE IN (INCLUDING THE PUBLISHING OR DISTRIBUTION OF STATEMENTS) ANY POLITICAL CAMPAIGN ON BEHALF OF OR IN OPPOSITION TO ANY CANDIDATE FOR PUBLIC OFFICE. ARTICLE TWO SECTION 1. MEMBER AND PARENT COX-MONETT SHALL HAVE ONE MEMBER WHICH SHALL BE LESTER E. COX MEDICAL CENTERS, A MISSOURI NON-PROFIT CORPORATION ("MEMBER"). COX-MONETT IS A REMOTELY CONTROLLED SUBSIDIARY AND MEMBER IS A CONTROLLED SUBSIDIARY OF A PARENT CORPORATION KNOWN AS COXHEALTH ("PARENT"). ARTICLE TWO SECTION 2. FUNCTIONS THE MEMBER AND PARENT SHALL EXERCISE THEIR POWERS AND FULFILL THEIR RESPONSIBILITIES AS SPECIFIED IN THE ARTICLES OF INCORPORATION OF MEDICAL DEVELOPMENTS AND THESE BYLAWS. ARTICLE TWO SECTION 3. POWERS AND RESPONSIBILITIES EXCEPT AS SPECIFIED BELOW OR AS SET FORTH ELSEWHERE IN THESE BYLAWS, THE FOLLOWING RESERVED POWERS MAY BE EXERCISED BY THE PARENT WITHOUT PRIOR ACTION BY THE BOARD. SAID RESERVED POWERS ARE: (A) TO ESTABLISH AND CHANGE THE BUSINESS PURPOSES, MISSION, VISION OR VALUES OF COX-MONETT; (B) TO APPROVE AMENDMENTS TO THE ARTICLES OF INCORPORATION OF COX-MONETT AS PROVIDED THEREIN; (C) TO APPROVE AMENDMENTS TO THE BYLAWS OF COX-MONETT; (D) TO APPROVE THE ADOPTION OF AND ANY REVISION TO THE CHARTERS FOR ALL COMMITTEES ESTABLISHED BY THE BOARD; (E) TO APPOINT AND REMOVE THE DIRECTORS OF COX-MONETT, SUBJECT TO THE REQUIREMENTS OF ARTICLE FIVE, AND TO APPOINT AND REMOVE THE OFFICERS OF THE BOARD AND COX-MONETT; (F) TO APPROVE THE APPOINTMENT AND REMOVAL OF THE PRESIDENT OF COX-MONETT; (G) TO APPOINT THE AUDITOR AND THE CORPORATE COUNSEL FOR COX-MONETT AND ITS CONTROLLED SUBSIDIARIES OR REMOTELY CONTROLLED SUBSIDIARIES; (H) TO ESTABLISH CENTRALIZED EMPLOYEE BENEFIT, INSURANCE, INVESTMENT, FINANCING, MARKETING, LEGAL, CORPORATE COMPLIANCE, PERFORMANCE ASSESSMENT AND IMPROVEMENT AND OTHER OPERATIONAL AND SUPPORT PROGRAMS; TO REQUIRE THE PARTICIPATION OF COX-MONETT IN SUCH PROGRAMS; AND TO AUTHORIZE THE OPENING AND CLOSING OF BANK ACCOUNTS AND INVESTMENT ACCOUNTS IN THE NAME OF COX-MONETT; (I) TO APPROVE THE MERGER, CONSOLIDATION OR DISSOLUTION OF COX-MONETT OR THE SALE OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF COX-MONETT; (J) TO APPROVE THE FORMATION OF A CONTROLLED SUBSIDIARY OR A REMOTELY CONTROLLED SUBSIDIARY; (K) TO APPROVE THE ACQUISITION OR DISPOSITION BY COX-MONETT OF ANOTHER LEGAL ENTITY OR AN INTEREST IN ANOTHER LEGAL ENTITY; (L) TO APPROVE THE STRATEGIC PLAN AND THE OPERATING AND CAPITAL BUDGETS OF COX-MONETT; (M) APPROVAL OF COX-MONETT'S UNBUDGETED DEBT AND CAPITAL EXPENDITURES OF ONE HUNDRED THOUSAND DOLLARS ($100,000) OR GREATER; (N) TO AUTHORIZE OR APPROVE THE ACQUISITION OR DISPOSITION BY COX-MONETT OF REAL PROPERTY OR ANY INTEREST IN REAL PROPERTY HAVING A VALUE OF ONE HUNDRED THOUSAND DOLLARS ($100,000) OR GREATER; (O) TO APPROVE THE SALE OR PURCHASE OF ANY PROPERTY OF COX-MONETT HAVING A VALUE OF ONE HUNDRED THOUSAND DOLLARS ($100,000) OR GREATER; (P) TO AUTHORIZE AND APPROVE BORROWING MONEY OR ENTERING INTO FINANCIAL GUARANTIES BY COX-MONETT, INCLUDING ACTIONS RELATING TO THE FORMATION, JOINING, OPERATION, WITHDRAWAL FROM AND TERMINATION OF A CREDIT GROUP OR AN OBLIGATED GROUP AND THE GRANTING OF SECURITY INTERESTS IN THE PROPERTY OF COX-MONETT; (Q) TO REQUIRE COX-MONETT TO TRANSFER ASSETS, INCLUDING BUT NOT LIMITED TO CASH, TO THE MEMBER AND/OR PARENT; (R) TO APPROVE THE TRANSFER OF ASSETS BY COX-MONETT TO ANY ENTITY OTHER THAN THE MEMBER AND/OR PARENT, OTHER THAN TRANSFERS MADE IN THE ORDINARY COURSE OF OPERATIONS OF COX-MONETT WHICH WILL NOT REQUIRE APPROVAL OF THE PARENT; (S) TO APPROVE THE RATE OF PAYMENT, COMPENSATION OR RENT AND/OR ANY PROVISIONS CONCERNING EXCLUSIVITY WITH RESPECT TO ANY CONTRACT FOR PHYSICIAN SERVICES AND ANY LEASE/TIMESHARE AGREEMENT BETWEEN ANY PHYSICIAN OR PHYSICIAN GROUP, ON THE ONE HAND, AND COX-MONETT OR ANY CONTROLLED SUBSIDIARY OR REMOTELY CONTROLLED SUBSIDIARY, ON THE OTHER HAND, ALL IN ACCORDANCE WITH SUCH POLICIES AND PROCESSES WHICH MAY BE PROMULGATED FROM TIME TO TIME BY THE MEMBER AND/OR PARENT; (T) TO APPROVE CHANGES TO THE TYPE OF OR RELOCATION OF PHYSICIAN PROFESSIONAL MEDICAL SERVICES OFFERED BY COX-MONETT, WHERE THE CHANGE INVOLVES (A) SERVICES OFFERED OR PROVIDED BY CMG PHYSICIANS (AS DEFINED IN THE MEMBER'S BYLAWS) AND (B)(I) A CHANGE IN VENUE OR PROVIDER STATUS OF THE MEDICAL SERVICE, (II) THE CESSATION OF A PRE-EXISTING MEDICAL SERVICE, OR (III) THE OFFERING OF A NEW MEDICAL SERVICE; (U) TO ENGAGE, APPROVE, AND TO FINALIZE ANY AND ALL CONTRACTS OR AGREEMENTS WITH ANY THIRD PARTY HOSPITAL-BASED PHYSICIAN GROUPS (ANESTHESIOLOGISTS, PATHOLOGISTS, RADIOLOGISTS, OR EMERGENCY MEDICINE PHYSICIANS) THAT WILL RENDER PROFESSIONAL SERVICES TO COX-MONETT; (V) TO OVERRIDE AND REVERSE ANY DECISION MADE OR ACTION AUTHORIZED BY THE COX-MONETT BOARD TO THE EXTENT THAT SUCH DECISION OR ACTION CONFLICTS WITH A DECISION MADE OR ACTION AUTHORIZED BY THE JOINT OPERATIONS COMMITTEE; (W) TO DETERMINE THE EXTENT TO WHICH AND THE MANNER IN WHICH THE POWERS DESCRIBED IN THIS SECTION WHICH ARE RESERVED TO THE MEMBERS WITH RESPECT TO COX-MONETT ARE TO BE INCLUDED IN THE GOVERNING DOCUMENTS OF ANY CONTROLLED SUBSIDIARY OR REMOTELY CONTROLLED SUBSIDIARY AND EXERCISED WITH RESPECT TO ANY CONTROLLED SUBSIDIARY OR REMOTELY CONTROLLED SUBSIDIARY. ARTICLE SEVEN SECTION 1. OFFICERS OF THE BOARD AND OFFICERS OF COX-MONETT THE FOLLOWING SHALL BE OFFICERS OF THE BOARD EACH OF WHOM SHALL BE A DIRECTOR EXCEPT THE SECRETARY: CHAIR OF THE BOARD, VICE CHAIR, AND SECRETARY. THE FOLLOWING SHALL BE OFFICERS OF COX-MONETT AND NONE OF WHOM SHALL BE A DIRECTOR: PRESIDENT AND SECRETARY. OTHER OFFICERS AS MAY BE DEEMED NECESSARY MAY BE APPOINTED BY THE PARENT. ONE PERSON MAY HOLD TWO (2) OR MORE OFFICES IF PERMITTED BY LAW. ARTICLE ELEVEN REVIEW, ADOPTION, AMENDMENT, AND REPEAL OF BYLAWS BEGINNING ON THE DATE OF ADOPTION OF THESE BYLAWS, THEY SHALL BE REVIEWED BY THE PRESIDENT AND CEO OF PARENT OR HIS/HER DESIGNEE TOGETHER WITH THE GENERAL COUNSEL, AT LEAST EVERY THREE (3) YEARS. THE PARENT MAY ADOPT, AMEND AND REPEAL THESE BYLAWS, SUBJECT TO ANY LIMITATIONS SET FORTH HEREIN, AT ANY MEETING, PROVIDED THAT A COPY OF THE BYLAWS TO BE CONSIDERED AT THE MEETING ACCOMPANIES THE NOTICE THEREOF. ARTICLE FOURTEEN CONFLICT OF INTEREST THE BOARD SHALL ADOPT A CONFLICT OF INTEREST POLICY, WHICH SHALL INCLUDE A PROCESS BY WHICH ACTUAL OR POTENTIAL CONFLICTS OF INTERESTS SHALL BE DISCLOSED AND RESOLVED. |
| FORM 990, PART VI, SECTION A, LINE 6, 7A, & 7B | MEMBERS AND SHAREHOLDERS: COX-MONETT SHALL HAVE ONE MEMBER WHICH SHALL BE LESTER E. COX MEDICAL CENTERS. THE FOLLOWING RESERVED POWERS MAY BE EXERCISED BY THE PARENT WITHOUT PRIOR ACTION BY THE BOARD. SAID RESERVED POWERS ARE: (A) TO ESTABLISH AND CHANGE THE BUSINESS PURPOSES, MISSION, VISION OR VALUES OF COX-MONETT; (B) TO APPROVE AMENDMENTS TO THE ARTICLES OF INCORPORATION OF COX-MONETT AS PROVIDED THEREIN; (C) TO APPROVE AMENDMENTS TO THE BYLAWS OF COX-MONETT; (D) TO APPROVE THE ADOPTION OF AND ANY REVISION TO THE CHARTERS FOR ALL COMMITTEES ESTABLISHED BY THE BOARD; (E) TO APPOINT AND REMOVE THE DIRECTORS OF COX-MONETT, SUBJECT TO THE REQUIREMENTS OF ARTICLE FIVE OF THE BYLAWS, AND TO APPOINT AND REMOVE THE OFFICERS OF THE BOARD AND COX-MONETT; (F) TO APPROVE THE APPOINTMENT AND REMOVAL OF THE PRESIDENT OF COX-MONETT; (G) TO APPOINT THE AUDITOR AND THE CORPORATE COUNSEL FOR COX-MONETT AND ITS CONTROLLED SUBSIDIARIES OR REMOTELY CONTROLLED SUBSIDIARIES; (H) TO ESTABLISH CENTRALIZED EMPLOYEE BENEFIT, INSURANCE, INVESTMENT, FINANCING, MARKETING, LEGAL, CORPORATE COMPLIANCE, PERFORMANCE ASSESSMENT AND IMPROVEMENT AND OTHER OPERATIONAL AND SUPPORT PROGRAMS; TO REQUIRE THE PARTICIPATION OF COX-MONETT IN SUCH PROGRAMS; AND TO AUTHORIZE THE OPENING AND CLOSING OF BANK ACCOUNTS AND INVESTMENT ACCOUNTS IN THE NAME OF COX-MONETT; (I) TO APPROVE THE MERGER, CONSOLIDATION OR DISSOLUTION OF COX-MONETT OR THE SALE OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF COX-MONETT; (J) TO APPROVE THE FORMATION OF A CONTROLLED SUBSIDIARY OR A REMOTELY CONTROLLED SUBSIDIARY; (K) TO APPROVE THE ACQUISITION OR DISPOSITION BY COX-MONETT OF ANOTHER LEGAL ENTITY OR AN INTEREST IN ANOTHER LEGAL ENTITY; (L) TO APPROVE THE STRATEGIC PLAN AND THE OPERATING AND CAPITAL BUDGETS OF COX-MONETT; (M) APPROVAL OF COX-MONETT'S UNBUDGETED DEBT AND CAPITAL EXPENDITURES OF ONE HUNDRED THOUSAND DOLLARS ($100,000) OR GREATER; (N) TO AUTHORIZE OR APPROVE THE ACQUISITION OR DISPOSITION BY COX-MONETT OF REAL PROPERTY OR ANY INTEREST IN REAL PROPERTY HAVING A VALUE OF ONE HUNDRED THOUSAND DOLLARS ($100,000) OR GREATER; (O) TO APPROVE THE SALE OR PURCHASE OF ANY PROPERTY OF COX-MONETT HAVING A VALUE OF ONE HUNDRED THOUSAND DOLLARS ($100,000) OR GREATER; (P) TO AUTHORIZE AND APPROVE BORROWING MONEY OR ENTERING INTO FINANCIAL GUARANTIES BY COX-MONETT, INCLUDING ACTIONS RELATING TO THE FORMATION, JOINING, OPERATION, WITHDRAWAL FROM AND TERMINATION OF A CREDIT GROUP OR AN OBLIGATED GROUP AND THE GRANTING OF SECURITY INTERESTS IN THE PROPERTY OF COX-MONETT; (Q) TO REQUIRE COX-MONETT TO TRANSFER ASSETS, INCLUDING BUT NOT LIMITED TO CASH, TO THE MEMBER AND/OR PARENT; (R) TO APPROVE THE TRANSFER OF ASSETS BY COX-MONETT TO ANY ENTITY OTHER THAN THE MEMBER AND/OR PARENT, OTHER THAN TRANSFERS MADE IN THE ORDINARY COURSE OF OPERATIONS OF COX-MONETT WHICH WILL NOT REQUIRE APPROVAL OF THE PARENT; (S) TO APPROVE THE RATE OF PAYMENT, COMPENSATION OR RENT AND/OR ANY PROVISIONS CONCERNING EXCLUSIVITY WITH RESPECT TO ANY CONTRACT FOR PHYSICIAN SERVICES AND ANY LEASE/TIMESHARE AGREEMENT BETWEEN ANY PHYSICIAN OR PHYSICIAN GROUP, ON THE ONE HAND, AND COX-MONETT OR ANY CONTROLLED SUBSIDIARY OR REMOTELY CONTROLLED SUBSIDIARY, ON THE OTHER HAND, ALL IN ACCORDANCE WITH SUCH POLICIES AND PROCESSES WHICH MAY BE PROMULGATED FROM TIME TO TIME BY THE MEMBER AND/OR PARENT; (T) TO APPROVE CHANGES TO THE TYPE OF OR RELOCATION OF PHYSICIAN PROFESSIONAL MEDICAL SERVICES OFFERED BY COX-MONETT, WHERE THE CHANGE INVOLVES (A) SERVICES OFFERED OR PROVIDED BY CMG PHYSICIANS (AS DEFINED IN THE MEMBER'S BYLAWS) AND (B)(I) A CHANGE IN VENUE OR PROVIDER STATUS OF THE MEDICAL SERVICE, (II) THE CESSATION OF A PRE-EXISTING MEDICAL SERVICE, OR (III) THE OFFERING OF A NEW MEDICAL SERVICE; (U) TO ENGAGE, APPROVE, AND TO FINALIZE ANY AND ALL CONTRACTS OR AGREEMENTS WITH ANY THIRD PARTY HOSPITAL-BASED PHYSICIAN GROUPS (ANESTHESIOLOGISTS, PATHOLOGISTS, RADIOLOGISTS, OR EMERGENCY MEDICINE PHYSICIANS) THAT WILL RENDER PROFESSIONAL SERVICES TO COX-MONETT; (V) TO OVERRIDE AND REVERSE ANY DECISION MADE OR ACTION AUTHORIZED BY THE COX-MONETT BOARD TO THE EXTENT THAT SUCH DECISION OR ACTION CONFLICTS WITH A DECISION MADE OR ACTION AUTHORIZED BY THE JOINT OPERATIONS COMMITTEE; (W) TO DETERMINE THE EXTENT TO WHICH AND THE MANNER IN WHICH THE POWERS DESCRIBED WHICH ARE RESERVED TO THE MEMBERS WITH RESPECT TO COX-MONETT ARE TO BE INCLUDED IN THE GOVERNING DOCUMENTS OF ANY CONTROLLED SUBSIDIARY OR REMOTELY CONTROLLED SUBSIDIARY AND EXERCISED WITH RESPECT TO ANY CONTROLLED SUBSIDIARY OR REMOTELY CONTROLLED SUBSIDIARY. |
| FORM 990, PART VI, SECTION B, LINE 8B | MEETING DOCUMENTATION: THE ORGANIZATION'S GOVERNING BODY DOES NOT HAVE ANY COMMITTEES WITH THE AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY. |
| FORM 990, PART VI, SECTION B, LINE 11B | 990 REVIEW POLICY: THE FORM 990 IS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM BASED ON THE AUDITED FINANCIAL STATEMENTS AND INFORMATION PROVIDED BY THE ACCOUNTING DEPARTMENT OF THE ORGANIZATION. PRIOR TO FILING, FORM 990 IS FIRST REVIEWED BY MEMBERS OF TOP MANAGEMENT. ONCE THEY HAVE APPROVED THE DRAFT, A FINAL COPY IS PROVIDED TO THE BOARD OF DIRECTORS THROUGH THE ONLINE BOARD PORTAL. |
| FORM 990, PART VI, SECTION B, LINE 12C | CONFLICT OF INTEREST POLICY: COXHEALTH OFFICERS, DIRECTORS AND KEY EMPLOYEES, AS WELL AS OFFICERS, DIRECTORS, AND KEY EMPLOYEES OF THE COXHEALTH AFFILIATES, ARE ANNUALLY REQUIRED TO DISCLOSE POTENTIAL CONFLICTS OF INTEREST FOLLOWING THE CORPORATE COMPLIANCE POLICY, AS STATED BELOW: COXHEALTH'S EMPLOYEES AND BOARD MEMBERS MUST AVOID ALL ACTIVITIES, ASSOCIATIONS OR INTERESTS THAT CREATE A CONFLICT OF INTEREST. CONFLICTS OF INTEREST FOR EMPLOYEES MUST BE REPORTED TO THE CORPORATE INTEGRITY DEPARTMENT. A FILE WILL BE MAINTAINED OF ALL REPORTED CONFLICTS OF INTEREST. FOR MEDICAL STAFF MEMBERS, THE CONFLICT OF INTEREST PROCESS MAY BE ACCESSED THROUGH THE MEDICAL STAFF OFFICE. FOR BOARD MEMBER THE CONFLICT OF INTEREST PROCESS IS HANDLED THROUGH THE EXECUTIVE OFFICE AND IS DEFINED IN THE BOARD BYLAWS. FOR VENDORS, THE POLICY IS DISTRIBUTED AT THEIR FIRST CONTRACT WITH COXHEALTH. |
| FORM 990, PART VI, SECTION B, LINE 15A | COMPENSATION REVIEW POLICY: COX-MONETT HOSPITAL EMPLOYS A DEFINED GOVERNANCE STRUCTURE AROUND EXECUTIVE COMPENSATION. THE BOARD OF DIRECTORS MAINTAINS A COMPENSATION COMMITTEE THAT IS CHARGED WITH CARRYING OUT THE FUNCTIONS OF EVALUATING AND SETTING EXECUTIVE COMPENSATION THROUGH FORMAL DOCUMENTED MEETINGS THAT OCCUR SEVERAL TIMES DURING THE YEAR. THE COMPENSATION COMMITTEE UTILIZES A WELL RESPECTED INDEPENDENT EXTERNAL ADVISOR TO PROVIDE THIRD PARTY ASSESSMENT AND RECOMMENDATIONS REGARDING COMPENSATION LEVELS AND BENEFIT PROGRAMS FOR THE TOP EXECUTIVES OF THE ORGANIZATION TO ENSURE THE COMPENSATION PROGRAM IS COMPETITIVE AND WITHIN FAIR MARKET VALUE. AFTER A FULL REVIEW OF THE DATA AND THOROUGH DISCUSSION THE COMMITTEE MAKES A SELF DETERMINATION OF COMPENSATION LEVELS SET JANUARY 1 OF EACH YEAR. ANNUALLY THE STEPS NECESSARY TO DOCUMENT REBUTTABLE PRESUMPTION ARE TAKEN AND RECORDED. ADDITIONALLY, COMPENSATION LEVELS FOR THE VICE PRESIDENT TIER OF MANAGEMENT IS OVERSEEN BY THE SYSTEM CEO USING EXTERNAL COMPARABLE DATA FOR ASSESSMENT AND IS PROVIDED TO THE COMPENSATION COMMITTEE FOR REVIEW ON AN ANNUAL BASIS. |
| FORM 990, PART VI, SECTION C, LINE 19 | DOCUMENT DISCLOSURE: GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE MADE AVAILABLE UPON WRITTEN REQUEST FOR A LEGITIMATE BUSINESS PURPOSE (AS DETERMINED BY TOP MANAGEMENT). APPROVED DOCUMENTS CAN BE VIEWED AT THE COX-MONETT HOSPITAL ADMINISTRATIVE OFFICES. |
| FORM 990, PART VII, SECTION A | BOARD MEMBER COMPENSATION: DAVID ZOLFAGHARI, M.D., AND PATRICIA M. DIX, M.D., ARE RECEIVING COMPENSATION RELATED TO THEIR ROLES AS EMPLOYEES UNDER COXHEALTH AND RELATED AFFILIATES. STEVEN D. EDWARDS IS AN EMPLOYEE OF CMC AS CEO. GENICE MAROC WAS THE PRESIDENT/CEO OF COX-MONETT HOSPITAL. THEIR COMPENSATION IS RELATED TO THEIR ROLES AS EMPLOYEES. NO BOARD MEMBERS RECEIVE COMPENSATION FOR THEIR DUTIES AS BOARD MEMBERS. |
| FORM 990, PART IX, LINE 11G | OTHER FEES FOR SERVICES: THE ORGANIZATIONS'S TOTAL OTHER FEES FOR SERVICES ON THE STATEMENT OF FUNCTIONAL EXPENSES IS COMPRISED OF THE FOLLOWING: PURCHASED SERVICES $ 2,410,524 PHYSICIAN SERVICES 362,504 RADIOLOGY SERVICES 296,522 HOUSEKEEPING SERVICES 93,643 CONSULTING SERVICES 57,686 LAUNDRY SERVICES 45,768 CONTRACT LABOR SERVICES 34,747 BILLING & COLLECTIONS SERVICES 33,458 COURIER SERVICES 26,075 LAB SERVICES 2,957 ------------ TOTAL $ 3,363,884 |
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