Advocate Condell Medical Center

“Board delegating powers to executive committee the organization's bylaws provide that the executive committee has authority to act on behalf of the board. The executive committee has the same composition and members as the executive committee of the corporate member. The corporate member's executive committee has nine members, consisting of the chairperson, the vice chairperson, the president, the chairpersons of the finance, planning, health outcomes and mission and spiritual care committees, and two other directors. The past chairperson of the board of directors may serve as an ex-officio member of the committee, with vote. Each of the executive committee's members is on the board. The scope of the executive committee's authority includes: be responsible for planning educational programs for the board of directors; conduct an evaluation of the members of the board of directors; have such authority as shall be delegated by the board of directors; and act on behalf of the board of directors between meetings. The executive committee is accountable as a body to the board of directors.”

“Officer business relationship as dr. James dan, dr. Vincent bufalino, gail hasbrouck, earl barnes ii, james doheny, and dominic nakis are either directors or officers of wholly owned advocate entities, they are deemed to have a business relationship pursuant to the instructions for form 990. As dr. James dan, dr. Vincent bufalino, gail hasbrouck, earl barnes ii, james doheny, and scott powder are either directors or officers of wholly owned advocate entities, they are deemed to have a business relationship pursuant to the instructions for form 990. As dr. James dan, dr. Vincent bufalino, gail hasbrouck, earl barnes ii, james doheny, scott powder, and william santulli are either directors or officers of wholly owned advocate entities, they are deemed to have a business relationship pursuant to the instructions for form 990.”

“Description of classes of members or stockholders by-laws provide for corporate members.”

“Description of classes of persons and the nature of their rights the not for profit corporations of advocate health care, with the exception of advocate health care network, have corporate members who elect directors. Advocate health care network does not have any members, therefore, the ahcn board elects its directors. The for-profit organizations have a sole shareholder who elects directors.”

“Descr classes of persons, decisions requiring appr & type of voting rights the following reserve powers identified in the bylaws require the approval of the corporate member, advocate health care network: appoint outside auditors and establish and revise all financial control policies, and any changes to such policies, before such policies or changes become effective; cause the corporation to pay, loan or otherwise transfer property and funds to other entities affiliated with the corporate member; amend the bylaws without action or approval by the board of directors (after ten days notice) to the corporation's board of directors of the proposed amendment(s) with an opportunity for board members to consult with the corporate member regarding the proposed amendment; approval of the overall mission, philosophy and values statements and any amendments or supplements to such statements; approval of the overall strategic plans; approval of all overall operating and capital budgets before any expenditure, pursuant to such budgets are made or committed, and approval of all expenditures above any limit that may be established by the board of the corporate member; approval of the incurrence or guarantee of any indebtedness for borrowed money which has not already been approved as a part of the budget approval process or which is above any limit that may be established by the board of the corporate member; approval of all transfers of ownership or donations of assets above any limit that may be established by the board of the corporate member; approval of all amendments to the articles of incorporation and bylaws of the corporation before they become effective; approval of any merger, consolidation, or dissolution; and approval of the creation of or affiliation with any subsidiary or affiliate, before such entity i created or the entrance into any joint venture if the contemplated activity will involve the expenditure of funds or the assumption of obligations which have not already been approved as a part of the budget approval process or require member approval under the financial control policies.”

“Describe the process used by management &/or governing body to review 990 advocate's tax preparation process includes ongoing consultation with its outside tax consulting firm and tax legal counsel, both of which possess expertise in health care and tax-exempt return preparation, to advise and assist with preparation of the form 990. These advisors worked closely with the organization's finance, tax, and legal associates and other members of the organization's team assembled to participate in the preparation of the form 990. The form 990 is reviewed by finance management, the tax manager, the vp of finance/corporate controller, the chief financial officer, and advocate's outside tax consulting firm and tax legal counsel. Prior to presenting the form 990 to the board of director's audit committee in november, the organization's team, including its advisors, met frequently to discuss and review drafts of the form 990. At the november audit committee meeting, the vp of finance/corporate controller and chief financial officer coordinated a review of the form 990 with committee members, as the audit committee is the committee of the board of directors charged with oversight of audit and tax matters. The vp of finance/corporate controller and chief financial officer responded to the audit committee members' questions and provided the opportunity for detailed discussion of the form 990. The changes identified were incorporated, and then a complete copy of the final form 990 was provided to each member of the organization's board of directors before the form 990 was filed.”

“Description of process to monitor transactions for conflicts of interest the organization's conflict of interest policy applies to various people, including members of advocate's board of directors, governing councils, officers, associates, volunteers, and medical staff members with administrative responsibilities. Annually, the compliance department sends this policy and the advocate code of business conduct to a range of individuals who may be in a position to exercise substantial interest over a particular matter (defined as "interested persons"). They are required to read the policies and provide a disclosure statement to the compliance department, which identifies activities and relationships that could potentially give rise to a conflict of interest. The chief compliance officer reviews the disclosures and provides a report to the system business conduct (compliance) committee, executive management team and the audit committee of the board for review. The report is then provided, in relevant part, to the site chief executive officers. Potential conflicts are reviewed by the compliance department on a case by case basis. Follow up procedures conducted are unique to the given circumstance, and may include reviewing the potential conflict with the interested person, or investigating the matter in consultation with the interested person's supervisor and/or site management. In circumstances where the interested person is not a member of the board, or governing council, or a committee thereof, or a person of interest, if it is determined that there is an actual conflict of interest, the supervisor of the individual is responsible for making an appropriate response, potentially including a restriction of the individual's job duties with respect to the matter giving rise to the conflict.”

“Offices & positions for which process was used, & year process was begun executive compensation at the advocate health care network and subsidiaries is based on a board of directors' approved strategy that guides the corporation in establishing compensation opportunities for executives, managers, professionals, and all employees. In this strategy, specific market comparisons are identified and the desired level of competitiveness in those markets specified. In addition, the linkage of executive pay to performance is articulated and how this relationship is to be maintained is outlined. To support and implement the compensation strategy, five basic elements are utilized. These elements are: - a solid, reliable and tested job evaluation methodology - accurate, quality and relevant compensation survey information - a consistent annual process for updating the compensation levels - an active board review process that assures compliance with the compensation strategy and on-going review of the performance of the organization, and - active, external review and auditing of compensation by external independent consultants.”

“Avail of gov docs, conflict of interest policy, & fin stmts to gen public the organization makes its financial statements available to the public through the following sites: dacbond.com (digital assurance certification llc) and emma.msrb.org (electronic municipal market access). The organization does not make its governing document or conflict of interest policy available to the public.”

“Other fees: program service expenses 0. Management and general expenses 71,116,596. Fundraising expenses 0. Total expenses 71,116,596.”