TY 2018 Form 990 Schedule O

efile Public Visual Render ObjectId: 202040459349301964 - Submission: 2020-02-14 TIN: 39-0892183

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or 990-EZ or to provide any additional information.
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Attach to Form 990 or 990-EZ.
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Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Open to Public
Inspection

Name of the organization

SPOONER HEALTH SYSTEM INC

Employer identification number

39-0892183

Return Reference	Explanation
FORM 990, PART VI, SECTION A, LINE 1	THE EXECUTIVE COMMITTEE CONSISTS OF THE BOARD PRESIDENT, VICE-PRESIDENT, SECRETARY AND TREASURER. THE EXECUTIVE COMMITTEE HAS AND EXERCISES THE POWER AND AUTHORITY OF THE BOARD TO TRANSACT ALL REGULAR BUSINESS OF THE ORGANIZATION DURING THE PERIOD BETWEEN THE MEETINGS OF THE BOARD OF DIRECTORS, SUBJECT TO ANY PRIOR LIMITATION IMPOSED BY THE BOARD OF DIRECTORS AND WITH THE UNDERSTANDING THAT ALL MATTERS OF MAJOR IMPORTANCE WILL BE REFERRED TO THE BOARD OF DIRECTORS.
FORM 990, PART VI, SECTION A, LINE 3	SPOONER HEALTH SYSTEM CONTRACTS WITH HEALTHTECH MANAGEMENT SERVICES TO PROVIDE MANAGEMENT SERVICES. INCLUDED IN THE FEES PAID TO HEALTHTECH MANAGEMENT SERVICES IS THE COMPENSATION FOR THE CEO. DURING 2018, THE CEO RECEIVED $241,956 OF TAXABLE PAY, $10,202 OF NONTAXABLE DEFERRED COMPENSATION, AND $15,814 OF OTHER NONTAXABLE BENEFITS FROM HEALTHTECH MANAGEMENT SERVICES FOR HIS SERVICES TO SPOONER HEALTH SYSTEM.
FORM 990, PART VI, SECTION B, LINE 11B	THE RETURN WAS REVIEWED BY MANAGEMENT BEFORE BEING FORWARDED TO THE BOARD OF DIRECTORS. AT THE BOARD OF DIRECTORS MEETING, THE 990 WAS REVIEWED WITH BOARD MEMBERS WHO APPROVED IT. THE 990 WAS THEN FILED WITH THE IRS.
FORM 990, PART VI, SECTION B, LINE 12C	IT IS THE POLICY OF SPOONER HEALTH SYSTEM THAT ALL POTENTIAL CONFLICTS OF INTEREST SHOULD BE IDENTIFIED BY ANY OFFICER, BOARD MEMBER, OR KEY EMPLOYEE OF THE ORGANIZATION ON AN ANNUAL BASIS. AFTER DISCLOSURE OF THE FINANCIAL INTEREST AND ALL MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, HE/SHE SHALL LEAVE THE GOVERNING BOARD OR COMMITTEE MEETING WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE REMAINING BOARD OR COMMITTEE MEMBERS SHALL DECIDE IF A CONFLICT OF INTEREST EXISTS. THE PERSON WITH THE CONFLICT SHALL LEAVE MEETINGS DURING THE DISCUSSION OF, AND THE VOTE ON, THE TRANSACTION OR ARRANGEMENT INVOLVING THE POSSIBLE CONFLICT OF INTEREST.
FORM 990, PART VI, SECTION B, LINE 15	MICHAEL SCHAFER, CEO, IS AN EMPLOYEE OF THE UNRELATED MANAGEMENT COMPANY THAT PROVIDES SERVICES TO SPOONER HEALTH SYSTEM. SPOONER HEALTH SYSTEM PAYS THE MANAGEMENT COMPANY A MANAGEMENT FEE FOR MICHAEL SCHAFER'S SERVICES AS CEO. THE MANAGEMENT COMPANY PERFORMS A SALARY REVIEW OF THE CEO OF SPOONER HEALTH SYSTEM EACH YEAR AND PROVIDES THE APPROPRIATE INFORMATION, INCLUDING COMPENSATION SURVEYS, TO SPOONER HEALTH SYSTEM'S BOARD OF DIRECTORS. THROUGH THIS REVIEW, THE BOARD OF DIRECTORS IS ABLE TO REVIEW THE COMPARABILITY DATA RELIED UPON IN DETERMINING THE CEO'S COMPENSATION. THE INFORMATION IS PRESENTED BY THE MANAGEMENT COMPANY TO THE BOARD OF DIRECTORS OF SPOONER HEALTH SYSTEM, ALONG WITH A PERFORMANCE EVALUATION AND A RECOMMENDATION OF A SALARY LEVEL, WHICH IS THEN APPROVED BY THE BOARD OF DIRECTORS OF SPOONER HEALTH SYSTEM. ALL OFFICERS AND KEY EMPLOYEES' COMPENSATION IS REVIEWED ON AN ANNUAL BASIS AND COMPARED TO MARKET DATA GATHERED BY THE HUMAN RESOURCES DEPARTMENT.
FORM 990, PART VI, SECTION C, LINE 19	THE FINANCIAL STATEMENTS, GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT MADE AVAILABLE TO THE PUBLIC.

Return Reference

Explanation

FORM 990, PART VI, SECTION A, LINE 1

THE EXECUTIVE COMMITTEE CONSISTS OF THE BOARD PRESIDENT, VICE-PRESIDENT, SECRETARY AND TREASURER. THE EXECUTIVE COMMITTEE HAS AND EXERCISES THE POWER AND AUTHORITY OF THE BOARD TO TRANSACT ALL REGULAR BUSINESS OF THE ORGANIZATION DURING THE PERIOD BETWEEN THE MEETINGS OF THE BOARD OF DIRECTORS, SUBJECT TO ANY PRIOR LIMITATION IMPOSED BY THE BOARD OF DIRECTORS AND WITH THE UNDERSTANDING THAT ALL MATTERS OF MAJOR IMPORTANCE WILL BE REFERRED TO THE BOARD OF DIRECTORS.

FORM 990, PART VI, SECTION A, LINE 3

SPOONER HEALTH SYSTEM CONTRACTS WITH HEALTHTECH MANAGEMENT SERVICES TO PROVIDE MANAGEMENT SERVICES. INCLUDED IN THE FEES PAID TO HEALTHTECH MANAGEMENT SERVICES IS THE COMPENSATION FOR THE CEO. DURING 2018, THE CEO RECEIVED $241,956 OF TAXABLE PAY, $10,202 OF NONTAXABLE DEFERRED COMPENSATION, AND $15,814 OF OTHER NONTAXABLE BENEFITS FROM HEALTHTECH MANAGEMENT SERVICES FOR HIS SERVICES TO SPOONER HEALTH SYSTEM.

FORM 990, PART VI, SECTION B, LINE 11B

THE RETURN WAS REVIEWED BY MANAGEMENT BEFORE BEING FORWARDED TO THE BOARD OF DIRECTORS. AT THE BOARD OF DIRECTORS MEETING, THE 990 WAS REVIEWED WITH BOARD MEMBERS WHO APPROVED IT. THE 990 WAS THEN FILED WITH THE IRS.

FORM 990, PART VI, SECTION B, LINE 12C

IT IS THE POLICY OF SPOONER HEALTH SYSTEM THAT ALL POTENTIAL CONFLICTS OF INTEREST SHOULD BE IDENTIFIED BY ANY OFFICER, BOARD MEMBER, OR KEY EMPLOYEE OF THE ORGANIZATION ON AN ANNUAL BASIS. AFTER DISCLOSURE OF THE FINANCIAL INTEREST AND ALL MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, HE/SHE SHALL LEAVE THE GOVERNING BOARD OR COMMITTEE MEETING WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE REMAINING BOARD OR COMMITTEE MEMBERS SHALL DECIDE IF A CONFLICT OF INTEREST EXISTS. THE PERSON WITH THE CONFLICT SHALL LEAVE MEETINGS DURING THE DISCUSSION OF, AND THE VOTE ON, THE TRANSACTION OR ARRANGEMENT INVOLVING THE POSSIBLE CONFLICT OF INTEREST.

FORM 990, PART VI, SECTION B, LINE 15

MICHAEL SCHAFER, CEO, IS AN EMPLOYEE OF THE UNRELATED MANAGEMENT COMPANY THAT PROVIDES SERVICES TO SPOONER HEALTH SYSTEM. SPOONER HEALTH SYSTEM PAYS THE MANAGEMENT COMPANY A MANAGEMENT FEE FOR MICHAEL SCHAFER'S SERVICES AS CEO. THE MANAGEMENT COMPANY PERFORMS A SALARY REVIEW OF THE CEO OF SPOONER HEALTH SYSTEM EACH YEAR AND PROVIDES THE APPROPRIATE INFORMATION, INCLUDING COMPENSATION SURVEYS, TO SPOONER HEALTH SYSTEM'S BOARD OF DIRECTORS. THROUGH THIS REVIEW, THE BOARD OF DIRECTORS IS ABLE TO REVIEW THE COMPARABILITY DATA RELIED UPON IN DETERMINING THE CEO'S COMPENSATION. THE INFORMATION IS PRESENTED BY THE MANAGEMENT COMPANY TO THE BOARD OF DIRECTORS OF SPOONER HEALTH SYSTEM, ALONG WITH A PERFORMANCE EVALUATION AND A RECOMMENDATION OF A SALARY LEVEL, WHICH IS THEN APPROVED BY THE BOARD OF DIRECTORS OF SPOONER HEALTH SYSTEM. ALL OFFICERS AND KEY EMPLOYEES' COMPENSATION IS REVIEWED ON AN ANNUAL BASIS AND COMPARED TO MARKET DATA GATHERED BY THE HUMAN RESOURCES DEPARTMENT.

FORM 990, PART VI, SECTION C, LINE 19

THE FINANCIAL STATEMENTS, GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT MADE AVAILABLE TO THE PUBLIC.

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2018

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