Attach to Form 990 or Form 990-EZ.
Go to
www.irs.gov/Form990 for instructions and the latest information.
| (i) Name of supported organization | (ii) EIN | (iii) Type of organization (described on lines 1- 10 above (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 | |||||
| (A)
MOUNTAIN STATES HEALTH ALLIANCE |
620476282 | 3 | Yes | 0 | 0 | |
| (B)
WELLMONT HEALTH SYSTEM |
621636465 | 3 | Yes | 0 | 0 | |
|
Total 2
|
0 | |||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") .. | ||||||
| 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) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (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) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (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) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (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 | ||||
| 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 2019 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-2019 |
(iii) Distributable Amount for 2019 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2019 from Section C, line 6 | ||||
|
2
Underdistributions, if any, for years prior to 2019 (reasonable cause required-- explain in Part VI). See instructions. |
||||
| 3 Excess distributions carryover, if any, to 2019: | ||||
| a From 2014....... | ||||
| b From 2015....... | ||||
| c From 2016....... | ||||
| d From 2017....... | ||||
| e From 2018....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2019 distributable amount | ||||
|
i
Carryover from 2014 not applied (see instructions) |
||||
| j Remainder. Subtract lines 3g, 3h, and 3i from 3f. | ||||
| 4Distributions for 2019 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2019 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from 4. | ||||
|
5
Remaining underdistributions for years prior to 2019, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions. |
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|
6
Remaining underdistributions for 2019. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions. |
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|
7 Excess distributions carryover to 2020. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a Excess from 2015..... | ||||
| b Excess from 2016..... | ||||
| c Excess from 2017..... | ||||
| d Excess from 2018..... | ||||
| e Excess from 2019..... | ||||
| Facts And Circumstances Test |
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| Return Reference | Explanation |
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| Software ID: | |
| Software Version: |
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| FORM 990, PAGE 2, PART III, LINE 4A | (CONT'D) SUCH OBLIGATIONS INCLUDE THAT BALLAD SHALL MEET ESTABLISHED MINIMUM SPENDING CRITERIA OVER THE TEN YEAR PERIOD BEGINNING JULY 1, 2018 ON INITIATIVES FOR EXPANDED ACCESS TO HEALTHCARE SERVICES, HEALTH RESEARCH AND GRADUATE MEDICAL EDUCATION, POPULATION HEALTH IMPROVEMENT, AND A REGION-WIDE HEALTH INFORMATION EXCHANGE. THE FULL TEXT OF THE COPA CAN BE FOUND ON THE TENNESSEE DEPARTMENT OF HEALTH'S WEBSITE, WHILE THE CA CAN BE FOUND ON THE VIRGINIA DEPARTMENT OF HEALTH'S WEBSITE. BALLAD IS A HEALTHCARE DELIVERY SYSTEM SERVING 1.2 MILLION RESIDENTS FROM 29 COUNTIES IN NORTHEAST TENNESSEE, SOUTHWEST VIRGINIA, NORTHWEST NORTH CAROLINA, AND SOUTHEASTERN KENTUCKY. BALLAD OPERATES 3,293 LICENSED BEDS IN 21 HOSPITALS, INCLUDING THREE TERTIARY CARE FACILITIES, A DEDICATED CHILDREN'S HOSPITAL, COMMUNITY HOSPITALS, THREE CRITICAL ACCESS HOSPITALS, A BEHAVIORAL HEALTH HOSPITAL, AN ADDICTION TREATMENT FACILITY, LONG-TERM CARE FACILITIES, HOME CARE AND HOSPICE SERVICES, RETAIL PHARMACIES, OUTPATIENT SERVICES AND A COMPREHENSIVE MEDICAL MANAGEMENT CORPORATION. BALLAD HAS TAKEN A NUMBER OF STEPS TOWARD CREATING A COMPREHENSIVE INFRASTRUCTURE TO SUPPORT OUR REGIONAL EFFORTS TO IMPROVE COMMUNITY HEALTH. THIS INCLUDES INTERNAL REORGANIZATION AND DEVELOPMENT OF A REGION-WIDE ACCOUNTABLE CARE COMMUNITY, A COLLABORATIVE IMPACT MODEL, WHERE COMMUNITY ORGANIZATIONS IDENTIFY A SMALL NUMBER OF CLEARLY ARTICULATED GOALS OF COMMON INTEREST. DETAILS OF SOME ACTIVITIES TAKEN SINCE THE CLOSING OF THE MERGER INCLUDE: DEVELOPED AND SUBMITTED A POPULATION HEALTH PLAN. THE HEALTH PLAN WAS SUBMITTED TO THE COMMONWEALTH OF VIRGINIA AND STATE OF TENNESSEE AT THE END OF JUNE, 2018. A STEERING TEAM WAS ESTABLISHED, AIDED BY NATIONAL EXPERTS WITH EXPERIENCE IN LARGE-SCALE POPULATION HEALTH IMPROVEMENT. THE STEERING TEAM DEVELOPED A "PLAYBOOK" OF EVIDENCE-BASED AND PROMISING PRACTICE INTERVENTIONS, WHICH HAVE THE POTENTIAL TO BE SUCCESSFULLY IMPLEMENTED IN OUR COMMUNITIES. INPUT WAS GATHERED FROM INTERNAL AND EXTERNAL STAKEHOLDERS THROUGH APPROXIMATELY 150 INTERVIEWS AND 40 MEETINGS WITH EXTERNAL GROUPS, INCLUDING REGIONAL HEALTH DEPARTMENTS, UNITED WAY AGENCIES, SCHOOLS AND COMMUNITY ORGANIZATIONS, AND OTHERS. BALLAD IMPLEMENTED A NEW PROCESS FOR COMPILING ROBUST AND COMPREHENSIVE COMMUNITY HEALTH NEEDS ASSESSMENTS (CHNAS) THAT ENGAGE COMMUNITY STAKEHOLDERS EARLIER AND MORE OFTEN. ELEVEN BALLAD HOSPITALS WERE DUE FOR NEW CHNAS THIS YEAR, BASED ON THE 3-YEAR CYCLE REQUIRED BY THE IRS. FOR THE FIRST TIME, COPA AND COOPERATIVE AGREEMENT COMMITMENTS WERE INTEGRATED INTO THESE ASSESSMENTS. BALLAD PILOTED A MODEL IN SMYTH COUNTY THAT IMPROVED STAKEHOLDER INVOLVEMENT THROUGH A COMMUNITY ADVISORY COMMITTEE, GOING WELL BEYOND THE TRADITIONAL MODEL OF CONDUCTING LIMITED STAKEHOLDER INTERVIEWS. COMMUNITY FEEDBACK HAS BEEN EXTRAORDINARILY POSITIVE, AND STAKEHOLDERS EXPRESSED AN INTEREST IN CONTINUING TO MEET TO HELP ENSURE THEIR COMMUNITY'S HEALTH NEEDS ARE BEING MET BY PLAYING AN INTEGRAL PART OF THE IMPLEMENTATION AND MONITORING EFFORTS. WE PLAN TO APPLY THIS MODEL TO ALL FUTURE CHNA ACTIVITIES MOVING FORWARD. IMMEDIATELY AFTER THE CLOSE OF THE MERGER, BALLAD ESTABLISHED A CLINICAL COUNCIL, COMPRISING APPROXIMATELY 30 PHYSICIANS NOMINATED FROM THE LEADERSHIP OF ALL BALLAD HOSPITALS, THE HEALTH SYSTEM'S MEDICAL GROUP, AND INDEPENDENTLY PRACTICING COMMUNITY PHYSICIANS. THE COUNCIL REPORTS DIRECTLY TO THE QUALITY COMMITTEE OF THE BALLAD HEALTH BOARD OF DIRECTORS. THE GROUP'S GOAL IS TO ENSURE EXCELLENCE IN CLINICAL CARE THROUGH PHYSICIAN ENGAGEMENT AND LEADERSHIP. THE COUNCIL IS COMPOSED OF BALLAD HEALTH AND INDEPENDENT COMMUNITY CLINICAL PROVIDERS REPRESENTING PHYSICIANS, PHARMACISTS, ADVANCED PRACTICE PROVIDERS, AND NURSING. THE COMMITTEE IS CHARGED WITH PROVIDING GUIDANCE FOR BALLAD'S TRANSFORMATION TO A COMMUNITY HEALTH IMPROVEMENT SYSTEM. WORK HAS BEGUN ON CARE TRANSITIONS PLANNING, INCLUDING IDENTIFICATION OF BEST APPROACHES TO SCREENING ACTIVITIES AND FOLLOW UP FOR CANCER, HIGH BLOOD PRESSURE, OBESITY RISK, AND DIABETES. WORK IN THESE AREAS IS GEARED TOWARD CREATING SEAMLESS TRANSITIONS BETWEEN CLINICAL INTERVENTIONS AND COMMUNITY INTERVENTIONS. A NEW COMMUNITY BENEFIT AND POPULATION HEALTH COMMITTEE OF THE BOARD WAS ESTABLISHED. THE COMMITTEE INCLUDES THE CEO, COO, CHIEF CLINICAL OFFICER AND CHIEF POPULATION HEALTH OFFICER AS WELL AS REGIONAL LEADERS AND MULTI- SECTOR COMMUNITY REPRESENTATION. THIS COMMITTEE IS RESPONSIBLE FOR OVERSIGHT AND COMPLIANCE WITH ALL POPULATION HEALTH-RELATED COPA AND CA COMMITMENTS AND REPORTING. IT IS ALSO RESPONSIBLE FOR GOVERNING THE ALIGNMENT OF THE COPA/CA, COMMUNITY BENEFIT/CHNAS, AND VALUE-BASED CONTRACTING STRATEGIES AND INITIATIVES TO PRODUCE HEALTH IMPROVEMENT IN THE COMMUNITY. PRIOR TO THE MERGER, MOUNTAIN STATES AND WELLMONT HAD RESTRICTIONS ON CERTAIN SPECIALTY PHYSICIANS SUCH THAT THEY COULD NOT FREELY PRACTICE AT THE HOSPITALS AFFILIATED WITH THE COMPETING SYSTEM. WHILE SERVING THE COMPETITIVE NEEDS OF THE HOSPITALS, THIS ALSO LIMITED ACCESS TO THE HOSPITALS FOR PATIENTS. SINCE THE MERGER CLOSED, BALLAD HEALTH HAS TAKEN SEVERAL STEPS TO ELIMINATE THESE RESTRICTIONS, INCLUDING STANDARDIZING HOSPITAL CONTRACTS SO HOSPITALISTS MAY PROVIDE CROSS-COVERAGE; ALLOWING LEGACY WELLMONT CARDIOVASCULAR SERVICES SURGEONS TO PROVIDE VASCULAR COVERAGE AT JOHNSON CITY MEDICAL CENTER AND ALLOWING LEGACY MOUNTAIN STATES CARDIOVASCULAR SERVICES SURGEONS TO PROVIDE CALL COVERAGE FOR BRISTOL REGIONAL MEDICAL CENTER DURING PROVIDER ABSENCES. BALLAD'S BOARD OF DIRECTORS APPROVED THE MOVE TO A COMMON CLINICAL PLATFORM AND ELECTRONIC HEALTH RECORD (EHR). AN IMPLEMENTATION PLAN WAS DEVELOPED TO INCLUDE INFRASTRUCTURE ENHANCEMENTS TO SUPPORT THE EXPANSION. A COMMON EHR ACROSS THE NEW HEALTH SYSTEM WILL ALLOW PATIENT INFORMATION TO BE SHARED IMMEDIATELY AT THE POINT OF SERVICE REGARDLESS OF WHERE A PATIENT ENTERS THE BALLAD SYSTEM, PROVIDING CLINICAL STAFF WITH INFORMATION TO BETTER MANAGE PATIENTS IN THE EMERGENCY ROOM, THE PHYSICIAN'S OFFICE AND THE HOSPITALS. THE FIRST ROLLOUT IS EXPECTED TO OCCUR IN THE FALL TO OUR NEWLY-CONSTRUCTED UNICOI COUNTY MEMORIAL HOSPITAL. AS PART OF BALLAD'S COMMITMENT TO SUPPORTING RURAL HEALTHCARE, THE NEW FACILITY WAS BUILT TO REPLACE AN AGING RURAL HOSPITAL IN ERWIN, TENNESSEE, AND THE NEW CLINICAL IT PLATFORM WILL BE COMPLETED WITH THE CONCURRENT OPENING OF THE NEW HOSPITAL. A GOVERNANCE STRUCTURE HAS BEEN DEVELOPED FOR DATA AND GOVERNANCE. THIS WILL BE USED TO STRUCTURE THE DATABASES AND TO PRODUCE METRICS FOR POPULATION HEALTH, PREDICTIVE ANALYTICS, COPA/CA METRICS, ETC. THESE ANALYTICS WILL BE USED TO MONITOR THE HEALTH IMPROVEMENTS IN OUR REGION. BALLAD HEALTH AND EAST TENNESSEE STATE UNIVERSITY ANNOUNCED A PARTNERSHIP AT THE END OF THE FISCAL YEAR TO CREATE A FELLOWSHIP PROGRAM IN ADDICTION MEDICINE. THROUGH THE PARTNERSHIP, ETSU WILL APPLY TO THE ACCREDITATION COUNCIL FOR GRADUATE MEDICAL EDUCATION TO CREATE A NEW FELLOWSHIP PROGRAM IN ADDICTION MEDICINE. AS PART OF OUR COMMITMENT TO EXPAND EDUCATION AND TRAINING IN THE REGION, BALLAD WILL FUND ANY UNREIMBURSED COSTS OF THE FELLOWSHIP PROGRAM. |
| FORM 990, PAGE 6, PART VI, LINE 4 | THE ORGANIZATION AMENDED AND RESTATED THE CHARTER OF NEWCO, INC. TO DELETE THE NAME OF THE CORPORATION, NEWCO, INC., AND CHANGE THE NAME TO BALLAD HEALTH. THE AMENDED AND RESTATED CHARTER IS DATED DECEMBER 12, 2017. AMENDED AND RESTATED BYLAWS OF BALLAD HEALTH WERE EFFECTIVE DECEMBER 11, 2017. MOUNTAIN STATES HEALTH ALLIANCE AND WELLMONT HEALTH SYSTEM MERGED ON FEBRUARY 1, 2018 TO FORM BALLAD HEALTH, A TAX-EXEMPT HEALTHCARE DELIVERY SYSTEM. AT TIME OF MERGER, THE BALLAD HEALTH BOARD OF DIRECTORS BECAME THE DIRECTORS OF MOUNTAIN STATES HEALTH ALLIANCE AND DIRECTORS OF WELLMONT HEALTH SYSTEM. BALLAD HEALTH IS THE SOLE MEMBER OF MOUNTAIN STATES AND WELLMONT. THE BOARD IS COMPRISED OF 11 MEMBERS TO INCLUDE BALLAD HEALTH'S PRESIDENT AND CEO, EAST TENNESSEE STATE UNIVERSITY'S PRESIDENT AND 9 MEMBERS CHOSEN BY MOUNTAIN STATES HEALTH ALLIANCE AND WELLMONT HEALTH SYSTEM. BALLAD HEALTH'S PRESIDENT AND CEO SERVES AS THE BOARD'S EXECUTIVE CHAIR. IN THE SELECTION OF DIRECTORS, CONSIDERATION WAS GIVEN TO THE INCLUSION OF A VARIETY OF BUSINESS, HEALTH-RELATED, AND CONSUMER PERSPECTIVES AMONG THE VARIOUS MEMBERS OF THE BOARD OF DIRECTORS, WITH A GOAL OF ACHIEVING (I) A GEOGRAPHIC AND DEMOGRAPHIC DIVERSITY AMONG THE MEMBERS AND (II) A MIX OF COMPETENCIES, SKILLS AND PERSPECTIVES. SPECIFIED ACTIONS OF THE BOARD OF DIRECTORS THAT REQUIRE A MAJORITY VOTE DID NOT CHANGE WITH THE AMENDED BYLAWS. LANGUAGE WAS ADDED TO DESCRIBE THE DUTIES OF THE POPULATION HEALTH AND SOCIAL RESPONSIBILITY COMMITTEE OF THE BALLAD HEALTH BOARD OF DIRECTORS. |
| FORM 990, PAGE 6, PART VI, LINE 11B | BALLAD HEALTH'S EVP/CFO REVIEWED THE FORM 990 WITH THE BOARD OF DIRECTORS PRIOR TO THE RETURN BEING FILED WITH THE IRS. THE RETURN WAS MADE AVAILABLE TO EACH BOARD MEMBER IN AN ELECTRONIC FORMAT PRIOR TO THE REVIEW. |
| FORM 990, PAGE 6, PART VI, LINE 12C | BALLAD HEALTH HAS A CONFLICT OF INTEREST POLICY FOR ALL MEMBERS OF ITS BOARD OF DIRECTORS, THE EXECUTIVE CHAIR/PRESIDENT, EXECUTIVE VICE PRESIDENTS, SENIOR VICE PRESIDENTS, AND VICE PRESIDENTS, WHICH APPLIES TO ALL BALLAD HEALTH ORGANIZATIONS. ALL PERSONS COVERED BY THIS POLICY ARE REQUIRED TO COMPLETE A CONFLICT OF INTEREST DISCLOSURE FORM ON AN ANNUAL BASIS. SHOULD A CONFLICT ARISE, IT IS THE RESPONSIBILITY OF THE CONFLICTED INDIVIDUAL TO UPDATE HIS OR HER DISCLOSURE IMMEDIATELY. ALL MEETINGS OF THE BOARD OR BOARD COMMITTEES HAVE A STANDING AGENDA ITEM FIRST ON THE AGENDA TITLED "CONFLICTS OF INTEREST". IF A MEMBER OF THE BOARD OR BOARD COMMITTEE HAS A CONFLICT OF INTEREST, HE OR SHE MUST IMMEDIATELY DECLARE THE CONFLICT. WHILE EACH MEMBER OF THE BOARD OR BOARD COMMITTEES ARE RESPONSIBLE FOR DISCLOSING CONFLICTS OF INTEREST, IT IS ALSO THE RESPONSIBILITY OF ANY BOARD MEMBER AWARE OF A CONFLICT WHICH HAS NOT BEEN DISCLOSED TO ENSURE THE BOARD IS MADE AWARE. THE PRESIDING OFFICER OF A BOARD OR BOARD COMMITTEE MEETING MAY ASK A CONFLICTED MEMBER TO EXCUSE THEMSELVES FROM THE MEETING DURING THE DISCUSSION RELATED TO THE ISSUE WHICH THE CONFLICT OF INTEREST APPLIES. UNDER NO CIRCUMSTANCES SHALL A MEMBER VOTE ON A MATTER THAT GIVES RISE TO A POTENTIAL CONFLICT. |
| FORM 990, PAGE 6, PART VI, LINE 15A | THE EXECUTIVE COMMITTEE SERVES AS THE COMPENSATION COMMITTEE OF BALLAD HEALTH'S BOARD OF DIRECTORS. THE COMPENSATION PLAN FOR ALAN LEVINE, BALLAD HEALTH'S PRESIDENT AND CEO, WAS REVIEWED AND APPROVED BY THE EXECUTIVE COMMITTEE. AN OUTSIDE AND INDEPENDENT COMPENSATION CONSULTANT WAS USED TO DETERMINE HIS COMPENSATION AND BENEFITS. STUDIES AND SURVEYS WERE USED TO ENSURE HIS PAY IS COMPARABLE TO LIKE POSITIONS AT SIMILARLY SITUATED ORGANIZATIONS. |
| FORM 990, PAGE 6, PART VI, LINE 15B | THE EXECUTIVE COMMITTEE REVIEWED AND APPROVED COMPENSATION FOR ALL BALLAD HEALTH EXECUTIVES AT THE VICE-PRESIDENT LEVEL AND ABOVE DURING FY18 USING THE SAME METHODOLOGY USED TO DETERMINE THE CEO'S COMPENSATION. |
| FORM 990, PAGE 6, PART VI, LINE 19 | GOVERNING DOCUMENTS AND THE CONFLICT OF INTEREST POLICY ARE MADE AVAILABLE UPON REQUEST TO APPROPRIATE PARTIES REQUESTING THEM. FINANCIAL STATEMENTS ARE MADE AVAILABLE UPON REQUEST TO APPROPRIATE PARTIES REQUESTING THEM, AND THEY ARE MADE AVAILABLE TO THOSE PARTIES WHO OWN INDEBTEDNESS OF THE COMPANY. |
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