St Peters Health Care Service

“St. Peter's Health Partners is the sole member.”

“St. Peter's Health Partners has the power to elect the members of the governing body.”

“St. Peter's Health Partners and Catholic Health East ("CHE") have limited reserved powers to approve certain decisions of the governing body.”

“The organization took steps to educate management, members of the board and members of appropriate subcommittees of the board on the compliance requirements mandated by the Form 990. The Form 990 is reviewed by the Executive Committee of the Board of Trustees of St. Peter's Health Partners. The Board of Trustees is updated on all major areas included in the filing. In addition, the annual filing of Form 990 is provided to the entire Board of Trustees prior to filing.”

“The SPHP Conflict of Interest Policy sets forth the organization's conflict-of-interest policy and processes. Annually, all those serving the organization in a fiduciary capacity, including directors, officers and key employees receive a copy of the policy and annual disclosure statement to be completed. Disclosures of financial interest or other reportable circumstances as defined in the policy are submitted and reviewed by the organization's CEO and members of the board. Summary information is reported to the entire board and available to the board throughout the year as business comes before the board or management for action. The policy contains a continuing affirmative obligation on all affected individuals to disclose compensation or other circumstances throughout the year which may rise to the level of an actual or apparent conflict. The determination of whether a disclosed financial or other interest constitutes a conflict of interest is made by the board or an appropriate committee thereof comprised of disinterested persons and without the participation of the affected individual except to respond to questions about the disclosure. The policy further addresses the procedure for the board's further consideration of the proposed transaction/matter without the participation of the affected person and the documentation of the proceedings. Lastly, the policy addresses potential disciplinary action for violations of the policy. The policy is available to the public upon request.”

“The organization relies on Catholic Health East ("CHE") to determine compensation for the top management official of the organization. The CHE board has an independent committee review and approve all elements of remuneration for all disqualified parties, as well as other key management. The board/committee has an established compensation philosophy which details the objectives of market positioning and pay elements. The committee engages with external consultants to provide market data comparing the organization's roles to similarly sized health systems utilizing both title and job content comparisons. The committee reviews the market analysis, approves any salary adjustments for the executive population, considers both reasonableness and effectiveness of all remunerative programs and establishes the detailed performance expectations which are incorporated into the incentive plan. All of these discussions and decisions are documented through the provision of meeting minutes. The compensation of other officers and key employees of the organization are reviewed by an independent compensation consultant who reviews the salaries to ensure they are within market and market competitive. This is done on an annual basis, reviewed by either the organization's or a related organization's compensation committee and communicated to the other officers and key employees.”

“Organizational Articles of Incorporation, Corporate Bylaws, governance policies believed to be of interest to the public, conflict-of-interest policy and IRS Form 990 are available upon request.”

“Disclosure Statement Related to Form 5471 Filed by Catholic Health East, Saint Michael's Medical Center, and Trinity Health - Michigan Under the constructive ownership rules of Internal Revenue Code Sections 318(a) and 958(b), the organization is required to file Form 5471, Information Return of U.S. Persons With Respect to Certain Foreign Corporations, as a Category 4 and/or Category 5 filer with respect to Stella Maris Insurance Company Limited, Chestnut Risk Services, LTD, and Venzke Insurance Company, LTD (collectively, the "foreign corporations"). This filing requirement is, or will be, satisfied through the filing of Forms 5471 with respect to the foreign corporations on the organization's behalf by the U.S. organizations identified below. Foreign Corporation: Stella Maris Insurance Company U.S. Organization: Catholic Health East Address: 3805 West Chester Pike, Suite 100, Newtown Square, Pennsylvania 19073 Identifying Number of U.S. Tax Return with Which Form 5471 was filed: 23-2929748 IRS Service Center Where U.S. Return Was Filed: Ogden, UT Foreign Corporation: Chestnut Risk Services, LTD U.S. Organization: Saint Michael's Medical Center Address: 111 Central Avenue, Newark, New Jersey 07102 Identifying Number of U.S. Tax Return with Which Form 5471 was filed: 26-2616046 IRS Service Center Where U.S. Return Was Filed: Ogden, UT Foreign Corporation: Venzke Insurance Company, LTD U.S. Organization: Trinity Health - Michigan Address: 20555 Victor Parkway, Livonia, MI 48152 Identifying Number of U.S. Tax Return with which Form 5471 was filed: 38-2113393 IRS Service Center Where U.S. Return Was Filed: Ogden, UT”