2020-03-16T12:52:47-05:00 2019-04-30 450250958 Eide Bailly LLP 800 Nicollet Mall Ste 1300 Minneapolis MN 554027033 990 2018-05-01 476028103 Cambridge Memorial Hospital Inc CAMB 3086971522 PO Box 488 Cambridge NE 69022 Jessica Fisher CEO 3086971522 2020-03-16 1 Kim Hunwardsen P00484560 6122536500 2020-03-10 216.147.181.47 2020-03-16 12:38:59 CD P 330E77A2EC15986A2DC713C7FDB26B906589BB96 9EB6867304309B5BA7CF1F8994B8B429DCF961D0 2018 2020-09-23 17:36:50Z Tri Valley Health System Jessica Fisher PO Box 488 Cambridge NE 69022 22835492 0 X www.trivalleyhealth.com X 1955 NE Providing quality, compassionate, local healthcare services. 8 8 254 30 0 0 399659 516722 20248583 22225060 122007 62281 4843 535 20775092 22804598 0 0 0 0 10293871 10465136 0 0 0 11529086 13471177 21822957 23936313 -1047865 -1131715 26801021 25416084 17611343 17305315 9189678 8110769 X To improve the lives we touch by providing care of the highest quality throughout life's journey. 0 0 16205990 16806105 Tri Valley Health System operates a 20-bed critical access hospital and a 34-bed nursing facility located in Cambridge, Nebraska, which provides short-term inpatient and outpatient care as well as long-term intermediate care. The Cambridge Memorial Hospital operates a full-time emergency room and provides emergency care regardless of the ability to pay. The emergency room had 1,121 emergency center visits this year. Through its integrated network of providers, Tri Valley Health System provides emergency and non-emergency services to the communities it serves. Tri Valley Health System initiated a "walk-in" clinic through one of their Rural Health Clinics. Throughout the year, 2,912 patients were seen through the "walk-in" clinics. Services are accessible to the communities through participation in government programs like Medicare and Medicaid and by offering assistance through the Tri Valley Health System charity program. The Tri Valley Health System charity program provides discounted and free services to patients who lack the resources to be fully responsible for the health care they receive. The Charity Program is designed to ensure the communities served by Tri Valley Health System have access to needed healthcare services. The Tri Valley Health System Board of Directors oversees services delivered under the Charity Care Policy including assessing community needs, approving eligibility criteria and monitoring the effectiveness of the program in providing community access to medical care. Records are maintained to identify and monitor the level of charity care provided. These records include the amount of charges foregone for services and supplies furnished under its Charity Care Policy and equivalent service statistics. The amount of charges foregone for services provided under the Health System's charity care policy was approximately $17,000 for the year ended April 30, 2019. Total direct and indirect costs related to these foregone charges were approximately 12,000 at April 30, 2019, based on an average ratio of cost to gross charges.In addition, the Health System provides services to other patients under certain government-reimbursed public aid programs. Such programs pay providers amounts which are less than established charges for the services provided to the recipients, and for some services the payments are less than the cost of rendering the services provided.The Health System also commits significant time and resources to endeavors and critical services which meet otherwise unfulfilled community needs. Many of these activities are sponsored with the knowledge that they will not be self-supporting or financially viable. 2653122 3497007 Tri Valley has rural health clinics in Arapahoe, Indianola, and Cambridge, Nebraska. During the year, the clinics had 11,898 visits. The employed physicians are active in the community and provide support services such as attendance at community sport programs and medical directors for EMT groups. They also offer educational programs for the local school systems and people in the community with programs such as our Healthy in the Heartland programs. Yearly the clinic provides "flu clinics" in which flu vaccinations are provided at reduced rates. Also, the clinics annually offer a "health fair" to the communities they serve. Health fair lab testing completed which normally would cost the patient $800 is reduced to a fee of approximately $30 (depending on tests requested). 1687667 1921948 Tri Valley Health System's senior services programs include a Long Term Care Facility, an Assisted Living Facility and an Independent Living Facility. During the fiscal year, Tri Valley averaged over 20 residents a day in long-term care and 12 residents a day in the assisted living facility. By providing a continuum of care from independent, to assisted, to long term care, Tri Valley is encouraging community members to stay as independent as possible and assuring the patients/residents are in the appropriate location based on their level of care needs. 20546779 1 1 0 0 0 0 0 0 0 0 1 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 1 1 0 0 1 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 1 52 0 1 254 1 0 0 0 0 0 0 0 0 0 0 0 0 X 8 8 0 0 0 0 1 1 0 1 0 0 0 1 1 1 1 1 1 1 0 0 X Diana Swindler 3086973329 PO Box 488 Cambridge NE 69022 Paul Shellabarger President as of October 2018 3.00 X X 0 0 0 Randy Heitman President until October 2018 3.00 X X 0 0 0 James Jones Vice President as of October 2018 3.00 X X 0 0 0 Patrick Horwart Vice President until October 2018 3.00 X X 0 0 0 Joan Koch Secretary as of October 2018 3.00 X X 0 0 0 Kristy Witte Secretary until October 2018 3.00 X X 0 0 0 LaVern Banzhaf Treasurer as of October 2018 3.00 X X 0 0 0 Troy Westadt Treasurer until October 2018 3.00 X X 0 0 0 Eric Eisenhart Director until February 2019 3.00 X 0 0 0 Clark Andrews Director until February 2019 3.00 X 0 0 0 Cathy Kubik Director until February 2019 3.00 X 0 0 0 John Kutnink Director as of October 2018 3.00 X 0 0 0 Dale Fohnholz Director as of February 2019 3.00 X 0 0 0 Ginger tenBensel Director as of February 2019 3.00 X 0 0 0 Drew Cramer Director as of February 2019 3.00 X 0 0 0 Deb Herzberg CEO until Oct. 2018 40.00 X 166700 0 36949 Chad Pew CEO 12/14/18 to 2/8/19 40.00 X 3687 0 1023 Keith Luedders -COOInterim CEO as of 2/19/19/CEO as of 4/23/19 40.00 X 110087 0 16078 Diana Swindler CFO 40.00 X 94472 0 18166 Constance Hill CRNA Anesthetist 40.00 X 159441 0 28313 Josh Hill CRNA Anesthetist 40.00 X 171790 0 40255 Shiuvaun Jaeger MD Family Practice/Obstetrics 40.00 X 296360 0 37304 Lennie Deaver MD Family Practice/Obstetrics 40.00 X 265558 0 22456 Rachelle Kaspar-Cope MD Family Practice/Obstetrics 40.00 X 288145 0 43204 1556240 0 243748 12 0 1 0 Inspire Rehabilitation LLC 2810 W 35th Street Kearney NE 68845 Rehab services 907537 Psychiatric Medical Care LLC PO Box 734606 Dallas TX 75230 Psychiatric services 402582 Avant Healthcare Professionals LLC PO Box 744554 Atlanta GA 303744554 Contract Staffing 192461 Heartland Pain Clinics LLC 603 N Diers Ave Ste 2 Grand Island NE 68803 Pain Management 191016 Aureus Group Finance PO Box 3037 Omaha NE 681030037 Contract Staffing 186279 10 33157 483565 516722 Patient & Resident revenue 622110 20267491 20267491 Pharmacy revenue 900099 1635937 1635937 Cafeteria 900099 99681 99681 Wellness & rehab 900099 44494 44494 177457 177457 22225060 61581 61581 700 0 700 700 700 31429 30894 535 535 22804598 22225060 0 62816 X 381867 381867 43619 43619 8389895 7373700 1016195 286773 285001 1772 770810 728966 41844 592172 559189 32983 33722 33722 62500 62500 5559102 5011298 547804 89337 2114 87223 359465 308340 51125 501383 497500 3883 106717 67932 38785 10034 10034 697505 558422 139083 2281591 1826640 454951 350347 1368 348979 Medical supplies 1638361 1638361 Bad debt expense 678986 678986 Repairs and maintenance 594255 594255 Food costs 197813 197813 310059 173275 136784 23936313 20546779 3389534 0 903739 1039685 2883557 2911366 44000 55500 276836 374601 250406 279679 36271241 22807491 14874080 13463750 3502268 3253404 150529 153573 3915606 3884526 26801021 25416084 1642853 2163241 89901 46289 15878589 15095785 17611343 17305315 X 5776408 4729729 2518927 2486697 894343 894343 9189678 8110769 26801021 25416084 X -1131715 87965 -420 -34739 X X 0 1 X 1 1 1 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 113289 113289 22198046 13046030 9152016 11366696 8327977 3038719 2593210 1433484 1159726 13463750 Other receivables 359294 Estimated third-party payor settlements 147000 Interest in Tri Valley Medical Foundation 3378232 3884526 X 22213577 87965 -678986 -591021 22804598 0 22804598 23257327 0 23257327 678986 678986 23936313 Part X, Line 2: The Health System is organized as a Nebraska nonprofit corporation and has been recognized by the Internal Revenue Service (IRS) as exempt from federal income taxes under Internal Revenue Code Section 501(c)(3). The Health System is required annually to file a Return of Organization Exempt from Income Tax (Form 990) with the IRS. In addition, the Health System is subject to income tax on net income that is derived from business activities that are unrelated to its exempt purpose, if applicable. The Health System believes that it has appropriate support for any tax positions taken affecting its annual filing requirements, and as such, does not have any uncertain tax positions that are material to the financial statements. The Health System would recognize future accrued interest and penalties related to unrecognized tax benefits and liabilities in income tax expense, if such interest and penalties are incurred. The Health System has determined it is not subject to unrelated business income tax and has not filed an Exempt Organization Business Income Tax Return (Form 990T) with the IRS. Part XI, Line 2d - Other Adjustments: Provision for bad debts included in revenue for financial statements -678,986. Part XII, Line 4b - Other Adjustments: Provision for bad debts included in revenue for financial statements 678,986. 1 1 X 1 X 1 X 0 1 0 0 12000 12000 0.00050 1850973 1532035 318938 0.01370 1862973 1532035 330938 0.01420 417593 21240 396353 0.01700 5404477 3404149 2000328 0.08600 5822070 3425389 2396681 0.10300 7685043 4957424 2727619 0.11720 0 678986 105922 8911802 8981672 -69870 X 1 1 1 1 Cambridge Memorial Hospital dba Tri- Valley Health System 1305 W Hwy 6 34 Cambridge NE 69022 www.trivalleyhealth.com 310001 X X X X 3 provider based rural health clinics Cambridge Memorial Hospital Inc 1 0 0 1 X X X X X X X X X 18 1 0 0 1 X See Part V, Section C X 1 18 1 See Part V, Section C 0 1 X 100.000000000000 200.000000000000 X X 1 1 X X X X 1 X https://www.trivalleyhealth.com/financial-assistance.html X https://www.trivalleyhealth.com/financial-assistance.html X https://www.trivalleyhealth.com/financial-assistance.html X X X X X X 1 X 0 X X X 1 X 0 0 Cambridge Memorial Hospital, Inc. Part V, Section B, Line 5: Tri Valley held a town hall meeting and invited members of the community which includes local hospital, public health community, mental health community, service providers, local residents, community leaders, school leaders, business leaders, local government, faith-based organizations and person with chronic conditions, uninsured community members, low income residents and minority groups. VVV Consultants, LLC was the principal consultant. Tri Valley also completed an online survey which was widely published as well as individual letters sent to community members requesting the survey be completed. Cambridge Memorial Hospital, Inc. Part V, Section B, Line 11: A Community Health Needs Assessment was completed in the first quarter of fiscal year 2019. Tri Valley Health System approved an implementation plan to address six of the eight needs identified in the plan. Tri Valley chose not to address the need of Child Care Services or Housing as they are not part of Tri Valley's mission of critical operations. The areas being addressed include:(1) Recruitment/Add Visiting Specialists. Work/contract with area specialists to provide specialty services in TVHS Specialty Clinic. Current relationship with Platte Valley Medical Group in Kearney, NE, Rural Partners in Medicine in Steamboat, CO and other various medical groups in the state who can provide specialized services. TVHS will network with other neighboring Specialty Clinics to share services (if able).(2) Healthcare Staffing Shortages. Through Workforce Connections Program, TVHS will continue to work on selecting and supporting non-traditional students in the pursuit of furthering their education to meet our staffing needs.(3) Aging Nursing Home Facilities. The Board of Directors made a decision to close the Nursing Home.(4) Healthcare Insurance Options. TVHS will perform annual due diligence to evaluate health insurance providers as well as self-insurance options to provide affordable coverage options to employees.(5) Build Community Awareness/Support. TVHS will develop and implement a marketing plan focused on increasing awareness of healthcare services offered. TVHS will partner with Nex-Tech Marketing to provide assistance with a marketing plan and an upgraded and regularly updated website. TVHS will also use social media for marketing purposes. (6) Drugs (Opioids, Meth, Marjuana). TVHS will work collaborately with schools, law enforcement, pharmacies, and neighboring agencies to prevent the unauthorized usage of prescription and illicit substances within our communities. Furthermore, TVHS will work with TVHS providers to prescribe and dispense substances in accordance with the Opioid Stewardship initiative to reduce the prevalence of drug abuse in our community. Cambridge Memorial Hospital, Inc. Part V, Section B, Line 16j: A plain language summary is conspicuously displayed in Hospital patient waiting areas and in the Patient Accounting Department in a manner that is reasonably calculated to attract visitors' attention. A plain language summary of this Policy and a copy of the financial assistance application will be included in all admission packets provided to inpatients upon admission to the Hospital. A plain language summary of this policy will be offered to all outpatients registering for services. The Hospital will publish the plain language summary of the Policy in the local newspaper on at least an annual basis and may publicize the Policy using other media at the option of Hospital administration. Schedule H, Part V, Section B, Line 7a and 10a: https://www.trivalleyhealth.com/community-health-needs.html 2 1 - Heritage Plaza 1205 Nelson Street Cambridge NE 69022 Independent living 2 - Tri Valley Health System Assisted Living 711 Mousel Ave Cambridge NE 69022 Assisted living Part I, Line 7: Charity care expense was converted to cost on line 7a based on an overall cost-to-charge ratio addressing all payor segments. Unreimbursed Medicaid on line 7b was calculated using the costing methods to prepare the cost reports. The cost for subsidized health services reported on line 7g was determined using the Medicare Cost Report. Part I, Ln 7 Col(f): The amount of bad debt expense removed from total expenses to determine the percentage was $678,986. Part III, Line 2: The reserve for doubtful accounts is determined by a percentage of the remaining account receivables after discounts and payments are applied based on the age of the account. Payments received on accounts previously written off to bad debt reduces bad debt expense in the current year.Bad debt expense on line 2 is reported at charges as presented on the financial statements. Part III, Line 3: In Furnas County, Nebraska, the percentage of residents that are at or below poverty level is 15.6%. We can assume that the same percentage of patients would be eligible for charity care, however either did not apply or were denied charity care based on lack of information. Bad debt expense was $678,986. We can assume that 15.6%, or $105,922, of this bad debt was attributable to patients who were eligible for the charity care program. Part III, Line 4: The footnote to the Organization's financial statements can be found on pages 9 and 10 of the attached audited financial statements. Part III, Line 8: Even though Tri Valley Health System has a Medicare shortfall patients with Medicare coverage are accepted regardless of whether or not a surplus or deficit is realized from providing the services. The Hospital provides services to these patients because access to healthcare is important to the Hospital. This is a key advantage to the community and therefore the shortfall is considered a community benefit.Medicare allowable costs of care are based on the Medicare cost report. The Medicare cost report is completed based on the rules and regulations set forth by the Centers for Medicare and Medicaid Services. Part III, Line 9b: If an individual submits an incomplete application during the Application Period, the Hospital will:1. Suspend any extraordinary collection actions, 2. Provide written notice that contains a summary of the Policy and that describes the additional information or documentation required under the Policy or in the application to complete the application; and3. Provide at least one written notice that informs the individual about the extraordinary collection actions the Hospital may take or reinstate if the individual does not complete an application or pay the amount due by a date that is not earlier than the last day of the Application Period and thirty (30) days of the date of the notice.If an individual submits a completed application during the Application Period, the Hospital will:1. Suspend any extraordinary collection actions;2. Determine and document whether the individual is an individual who qualifies for financial assistance under the Policy;3. Notify the individual in writing of the determination and the basis for the determination; and4. If the individual is an individual who qualifies for assistance under the Policy, provide the individual with a billing statement that indicates the amount the individual owes as adjusted under the Policy and how the Hospital determined the amount the individual owes. The Hospital will also refund any excess payments made by the individual and take reasonable measures to reverse any extraordinary collection action taken against the individual.The Application Period begins on the date the care is provided to the individual and ends on the 240th day after the Hospital provides the individual with the first bill for care provided.Extraordinary collection actions do not include deferring or denying care based on a pattern of nonpayment, requiring deposits before providing care or charging interest, to the extent that such practices are not prohibited with respect to the Hospital's obligation to provide emergency medical care (MSE and any necessary stabilizing treatment as required by EMTALA). Part VI, Line 2: In addition to the community health needs assessment, the hospital assesses the health care needs of the community it serves through patient feedback using various surveys. The surveys are provided by an outside vendor for inpatient care, Emergency Department, and Rural Health Clinics. In-house surveys are completed by various departments.In March, 2019, round three of the Community Health Needs Assessment (CHNA) was conducted by Tri Valley Health System for the approximately 21,000 residents in their designated service area. To ensure input from persons with broad knowledge of the community, a Community Advisory Committee was organized with specific individuals from the community served. Personal invitations were sent to individuals representing various community, business, and educational groups throughout the four-county area along with representatives from Tri Valley Health System.The community health needs assessment and implementation strategy are posted to the Hospital's website at www.trivalleyhealth.com. Part VI, Line 3: The Financial Assistance Policy, an application, a plain language summary of the Policy, and any notices or publications regarding the Policy will be made available on the Hospital's website. The Policy, applications, and plain language summaries are available upon request, without charge at the Patient Accounting Department and by mail.A plain language summary is conspicuously displayed in Hospital patient waiting areas and in the Patient Accounting Department in a manner that is reasonably calculated to attract visitors' attention. A plain language summary of the Policy and a copy of the Financial Assistance Application will be included in all admission packets provided to inpatients upon admission to the Hospital. A plain language summary of the Policy is offered to all outpatients registering for services.The Hospital will publish the plain language summary of the Policy in the local newspaper on at least an annual basis and may publicize the Policy using other media at the option of Hospital Administration.Social services staff discusses with patients the availability of state programs (i.e. Medicaid), and assists them with the necessary paperwork. This is usually done primarily for inpatients and nursing home residents. Social Services contacts patient accounting staff about any other individuals in need of our Charity Care Program. We ask all patients having financial hardships to please contact our patient accounting office. After self-pay accounts generate a patient statement, they are reviewed by self-pay patient accounting staff. When deemed appropriate, an explanatory letter and financial application are mailed to the patient. We provide them with all the necessary contact information and documentation requirements. Numerous attempts are made to obtain the needed information to qualify our patients for either charity care and/or Medicaid, if appropriate. Part VI, Line 4: Tri Valley Health System's service area includes the southwest Nebraska counties of Furnas, Frontier, Gosper and Red Willow. Median household income in the service area was $43,400 in 2017. These income values are below the median and average for both the state of Nebraska and the United States.Unemployment rates for the service area for 2019 range from 2.6% (Gosper), 2.7% (Frontier), 2.6% (Red Willow) to 2.7% (Furnas). These rates compare favorably to the state of Nebraska and the United States. Part VI, Line 5: Tri Valley Health System is governed by a nine-person Board of Directors whose members reside within the system's primary service area and have no immediate family ties to any employees. These individuals also do not benefit financially through their businesses by means of contracts or other agreements. Surplus funds, if available, are used to purchase equipment or are re-invested in the facility to improve patient care. Tri Valley Health System extends medical staff privileges to all qualified physicians in the community. Throughout Tri Valley Health System's fiscal year, strides were made to increase the community outreach and education as well as the health of the communities. In 2011 Tri Valley opened the Healthy Living Center which includes a Wellness and Rehab Center. Every day people with chronic diseases, such as diabetes and heart failure, are monitored, educated, and cared for by dedicated health care professionals who help them enjoy the best quality of life possible. In 2016, the system started a "Healthy Living" program directed toward diabetes and obesity through the Nutrition Education Department. The Hospital opens its doors to the community to use conference areas for groups such as Alcohol Anonymous, ministerial associations, Weight Watchers, and community volunteer emergency medical technician training. Other improvements to community outreach and education were accomplished through more frequent healthy living lunch lectures, and the development of Fitness Reaching Older Generations (FROG) classes within the Cambridge Community. Tri Valley is reaching out to the communities through the school system and providing education to students in topics such as smoking cessation, bone health, spinal trauma and thyroid issues. Tri Valley also provided baseline trauma testing to football players in all the schools in the communities they serve as well as offering athletic trainers to the school systems at no cost. As a critical access hospital, Tri Valley Health System's Cambridge Memorial Hospital invites specialists throughout the state to conduct weekly or monthly clinics in the specialty clinic. Services offered to patients during the fiscal year were cardiology, general surgery, mental health, obstetrics/gynecology, orthopedics, ophthalmology, otolaryngology, podiatry, pulmonology, and urology. Tri Valley Health System also offers telehealth psychiatric services. X X 1 1 X X 0 0 0 0 0 0 0 0 0 Deb Herzberg CEO until Oct. 2018 165905 0 0 0 795 0 7248 0 30211 0 204159 0 0 0 Constance Hill CRNA Anesthetist 159113 0 0 0 328 0 6554 0 22233 0 188228 0 0 0 Josh Hill CRNA Anesthetist 171462 0 0 0 328 0 7367 0 33362 0 212519 0 0 0 Shiuvaun Jaeger MD Family Practice/Obstetrics 235294 0 59816 0 1250 0 8250 0 29687 0 334297 0 0 0 Lennie Deaver MD Family Practice/Obstetrics 225523 0 38557 0 1478 0 8250 0 14787 0 288595 0 0 0 Rachelle Kaspar-Cope MD Family Practice/Obstetrics 244668 0 42189 0 1288 0 8250 0 35536 0 331931 0 0 0 Part I, Line 1a Spouses of board members attend one conference up to a maximum of $600. Providers can choose to belong to either a health club or a golf club. Payments are made directly to the health club or golf club. This is reported as income on the provider's W-2. Maranda Lee Family member of Diana Swindler, CFO 43619 employee compensation 0 Form 990, Part VI, Section A, line 6 Members pay a $5 fee to become a lifetime member. Form 990, Part VI, Section A, line 7a Members select the Board of Directors at the annual meeting. All members have the same voting rights. Form 990, Part VI, Section A, line 8b There are no committees with the authority to act on behalf of the governing body. Form 990, Part VI, Section B, line 11b The CEO and CFO will review the Form 990. The 990 will then be electronically distributed to the Board Members prior to it being filed. Form 990, Part VI, Section B, line 12c At the October board meeting all board members, CEO and CFO complete an annual disclosure. The policy covers the board of directors. The CEO reviews the disclosures. Anyone with a conflict must abstain from voting on the issue and is not able to participate in discussions regarding the issue. Form 990, Part VI, Section B, line 15a The Board of Directors determines compensation and benefits for the CEO through an employment contract. Review and determination of compensation is done on an annual basis using the Nebraska Hospital Association Compensation Survey as comparability data. Documentation is provided in the CEO's personnel file. For the CFO, the Human Resources department participates in the Nebraska Hospital Association Compensation Survey on an annual basis. Once the results are received, they review the staffs' years of experience as well as their position responsibilities to determine if the salary range is appropriate. A wage range is recommended to the CEO and the CEO determines the final wage for the CFO. This process is completed on an annual basis and documentation is made in the CFO's personnel file. Market Wage Adjustments are made on an as-needed basis to adjust salaries that fall outside the survey guidelines. Form 990, Part VI, Section C, line 19 The governing documents, conflict of interest policy and financial statements are available upon request. The financial statements are also attached to the Form 990. Form 990, Part IX, line 11g Professional fees: Program service expenses 2,516,866. Management and general expenses 0. Fundraising expenses 0. Total expenses 2,516,866. Purchased services: Program service expenses 1,647,892. Management and general expenses 401,678. Fundraising expenses 0. Total expenses 2,049,570. Pharmacy Fees: Program service expenses 846,540. Management and general expenses 0. Fundraising expenses 0. Total expenses 846,540. Other Fees: Program service expenses 0. Management and general expenses 146,126. Fundraising expenses 0. Total expenses 146,126. Form 990, Part XI, line 9: Change in interest in net assets of Tri Valley Medical Foundation -34,739. Form 990, Part XII, Line 2c: The Board of Trustees assumes responsibility for oversight of the audit and selection of an independent accountant.