Saint Anthony Hospital Foundation

“The filing organization does not compensate its officers, directors, or trustees; instead, they are compensated by Saint Anthony Hospital, a related organization. All annual salary increases for the CEO and officers are reviewed and approved by the Compensation Committee of Saint Anthony Hospital and documented in minutes prepared for each meeting. Also, an independent market survey was conducted in August 2021 to ensure that the salaries of the CEO and officers were within standard market range.”

“The sole corporate member of Saint Anthony Hospital Foundation is Saint Anthony Hospital (the Member). The sole member of the Member is Saint Anthony Health Ministries (Parent).”

“The Directors will be elected annually by the Member at its annual meeting based upon the recommendation of the Board of Directors.”

“The following powers are reserved to the Canonical Directors of the Parent: a) Approving, amending, or repealing the Articles of Incorporation and Bylaws of the Foundation; b) Approving, interpreting, or changing any statement of mission, philosophy, role and purpose of the Foundation; c) Monitoring the application of the Ethical and Religious Directives for Health Care Services by the Foundation and, in the case of noncompliance, requiring the correction of any anomaly; d) Approving the sale, transfer, assignment, or encumbering of the assets, or substantial change in use of all or substantially all of the assets, or divestiture of the Foundation, subject to the approval of the Archbishop of Chicago if the disposition constitutes an alienation of the stable patrimony of the Foundation in excess of amounts determined by the Holy See from time to time; e) Approving the incurrence of indebtedness or the dissolution, merger or consolidation or change of corporate member of the Foundation in accordance with Canonical requirements; f) Reviewing and approving the submission of an annual report and external audit to the Archbishop of Chicago; g) Approving the formation or acquisition of any new entity subject to the control of the Parent or any entity for which the Parent or any subsidiary corporation, including the Foundation, is a controlling member. The following powers are reserved to the Board of Directors of the Member: a) Appointing, upon the recommendation of the Board of Directors of the Foundation, and removing with or without cause, the members of the Board of Directors of the Foundation; b) Approving the operating budget and capital plan for the Foundation; c) Ratifying the appointment and removal of the President of the Foundation; and d) Ratifying the appointment and removal of the Chair of the Foundation.”

“A thorough review of Form 990 is performed by management. A copy of the return is shared with the Board of Directors prior to filing Form 990 with the IRS.”

“Annually, the Corporate Responsibility Officer has the Board fill out and sign the conflict of interest questionnaire. The Corporate Responsibility Officer reviews the completed conflict of interest questionnaires. If a conflict of interest arises, the affected Board member abstains from voting on the respective issue. The Corporate Responsibility Officer maintains all signed conflict of interest statements on file.”

“Financial statements, governing documents, and conflict of interest policies are not required disclosures pursuant to Internal Revenue Code Section 6104. These documents are not available to the public at this time.”