| Form 990, Part IV, Line 24a: |
Bond Issues: All related corporations are equally liable for the repayment of the bonds reported on the Rapid City Regional Hospital Form 990. |
| Form 990, Part V, Line 1a: |
All 1099's are issued centrally by Rapid City Regional Hospital, Inc., a related organization. |
| Form 990, Part VI, Section A, line 1 |
The Executive Committee of the Corporation shall consist of the following: Chairman of the Board of Trustees, Vice Chairman, Secretary, Treasurer, President, and the most recent past Chairman of the Board of Trustees unless such person is otherwise a member of the Committee (and only if the person continues to be a member of the Board of Trustees). The Executive Committee, when the Board of Trustees is not in session, shall have and may exercise all of the authority of the Board of Trustees, except to the extent, if any, that such authority shall be limited by a motion or resolution of the Board of Trustees and except also that the Executive Committee shall not have the authority of the Board of Trustees in reference to amending the Articles of Incorporation of the Corporation; adopting a plan of merger, consolidation, or affiliation; the sale, lease, or other disposition of all or substantially all of the property and assets of the Corporation or of the System; a voluntary dissolution of the Corporation or a revocation thereof; or amending the Bylaws of the Corporation. Additionally, where action requiring the exercise of Board authority is needed on a matter that is within the authority delegated to the Board's Compliance and Audit Committee the Executive Committee may not act. |
| Form 990, Part VI, Section A, line 1 |
The organization considers some members of the Board to not be independent because they are actively practicing physicians on its or its related entities' medical staffs or, are employees of a supported organization. |
| Form 990, Part VI, Section A, line 2 |
Charles E. Hart, MD has a business relationship with the following individuals due to being the CEO of the supporting organization that exercises reserve powers over the supported organizations that employ each of these individuals: Terry Graber, Timothy Sughrue, Joseph Sluka Jr., Mark Thompson, Mark Brodin, Sharmila Chandran, Michael Diedrich, Dale Gisi, Jennifer Horton, David Klocke, MD, Richard Latuchie, Mary Masten, and James Keegan, MD. Charles Hart, MD has a personal business relationship with Jonathan Dahlstrom. Ross McKie and Michael Diedrich have a business relationship due to serving on a board together. They also have a business relationship with John Brewer as he is an employee of the organization for which they serve on the board. |
| Form 990, Part VI, Section B, line 11 |
The 990 is prepared and reviewed by an independent accounting firm. It is then reviewed internally by finance and legal management. The Form 990 is further reviewed, prior to filing, by the organization's board of trustees through a portal to the organization's internal information system, to which each board member has access. Educational sessions have been provided to each board member on how to access the portal. |
| Form 990, Part VI, Section B, line 12c |
As a part of the annual disclosure of potential conflicts process, all board members, officers, and management receive a copy of the conflict of interest policy and sign an acknowledgement they have read and understand it. Additionally, they are each required to complete a disclosure statement. Annually, a summary list of all conflicts disclosed by board members is prepared and provided to the full board so board members are aware of the conflicts/interests of other board members and are able to point out conflicts if an individual member with a conflict forgets. Additionally, the agenda for each board meeting and each board committee meeting includes an initial agenda item "Conflicts of Interest" where board members are asked if they have any conflicts related to the other items on the agenda. All employees are covered by the conflict of interest policy but completion of the annual disclosure statement is limited to board and board committee members, management, and certain physicians. When a proposed transaction involves a board member, the transaction is reviewed by the compliance and audit committee. At meetings, board members who have a conflict of interest may be invited to speak on the matter by the chairman, but are not permitted to vote on the matter and are required to leave the meeting during discussion, after they have made any comments invited by the chair. Failure to comply with this policy constitutes ground for removal from office or membership and in the case of all employees, termination of employment. |
| Form 990, Part VI, Section B, line 15a |
The governing body's Compliance and Audit Committee, a committee that includes only board members deemed "independent", establishes the compensation of the CEO. It also provides oversight of the compensation of other senior/executive management. Compensation includes base salary, any incentive or bonus compensation, benefit plans and perquisites. For the CEO, the committee retains an independent consultant, Sullivan and Cotter, who collects survey comparability data and provides a report. The Committee, based on the results of the CEO's performance evaluation completed by the full Board and the information provided by the consultant, then determines compensation. The Committee's decisions are documented in the minutes. For the balance of the executive staff, the Committee also retains Sullivan and Cotter to provide comparability data. The Committee, for the other executives determines the appropriate base salary ranges for each position, but the CEO or his designee then determines the actual base salary within those ranges based on a performance evaluation conducted by the CEO or designee. The independent consultant provides data on the CEO position and the other executive positions at least every three years. The consultant has been used annually for the CEO position. The survey/compatibility data was provided in February 2013 and new market ranges were approved by the compliance and audit committee in October 2013 based on this information. |
| Form 990, Part VI, Section C, line 19 |
The Articles of Incorporation of the organization are filed in the office of the Secretary of State of South Dakota and are available to the public at the Secretary of State's website. Other documents (Bylaws, conflict of interest policy and financial statements) are not posted for the public but are available or described in other public documents or sites such as offering statements in bond issues or municipal securities rulemaking board's electronic municipal market access (EMMA) data port. |
| Part XII, Line 2c Explanation: |
Committee Assuming Responsibility for Oversight of Audit: Independent auditors are engaged by the compliance and audit committee of the Regional Health, Inc. Board of Trustees. Final audit results, on a consolidated basis, are reported by the independent auditors directly to the compliance and audit committee. |
Attach to Form 990 or 990-EZ.