Trinity Health System Group

“An external compensation consultant reviews annually the base salary, total cash, and total remuneration, as compared to market, for those identified as officers/key employees. This review is to determine reasonableness of the compensation. Note: the organization's ceo is employed by trinity health system with salary then charged to trinity health system group.”

“c) Board evaluation of non-transactional conflicts - I. The board carefully reviews and scrutinizes any non-transactional conflict of interest (e.g., disclosure of nonpublic information, competition with CHI or a CHI entity, failure to disclose a corporate opportunity, excessive gifts or entertainment, etc.). II. In such circumstances, by a majority vote of the disinterested trustees, the board takes whatever action is deemed appropriate with respect to the trustee or corporate officer under the circumstances (including possible disciplinary or corrective action) to best protect the interests of CHI or the CHI entity. The board is encouraged to consult with the general counsel of CHI or his or her designee when considering disciplinary or corrective action. III. The conflicted trustee or corporate officer is not permitted to use his or her personal influence with respect to the conflict matter. However, if requested, such trustee or corporate officer is not prevented from briefly stating his or her position in the matter, nor from answering pertinent questions from trustees, as his or her knowledge may be relevant. The trustee or corporate officer is excused from the meeting during discussion and vote on the conflict of interest. d) Record of proceedings - with respect to board member and officer conflicts of interest, minutes of the board are expected to reflect the identity of the individual making the disclosure, the nature of the disclosure, discussion regarding any proposed transaction, the decision made by the board, and that the interested trustee or corporate officer was excused during the discussion, and that the interested trustee abstained from voting. D. Conflicts reporting: All conflicts of interest are reported by CHI as required by law, regulations, and policy.”

“Pursuant to article v, section 7 of the code of regulations of trinity health system group, the executive committee is composed of the board chair, the board vice chair, and the president, each of whom shall serve as a voting member of the executive committee. The executive committee shall consist of only directors of the corporation. Pursuant to appendix a of the corporation's code of regulations, the executive committee has and may exercise such powers as may be delegated to it by the board of directors. The executive committee also possesses the power to transact routine business of the corporation in the interim period between regularly scheduled meetings of the board of directors.”

“According to the code of regulations of trinity health system group, the entity's sole member is trinity health system, an ohio nonprofit organization. The members of the sole member are sylvania franciscan health, an ohio nonprofit organization and commonspirit health, a colorado nonprofit organization.”

“The members of the governing body shall consist of the members of the corporate member's governing body. Directors of the corporate member, and therefore of the filing organization, shall be appointed by the parent corporation no later than june 30 of each year. Prior to each annual meeting of the parent corporation, or such other meeting called for the purpose of appointing directors of the corporation, the governance committee shall select and submit to the board a slate of nominees qualified to serve on the board. The board shall review the names and qualifications of each individual on the recommended slate and shall vote to accept or refuse each nominee. The names and qualification of each individual accepted by the board shall then be submitted to the parent corporation, who shall then appoint or refuse each nominee with the recommendation of the president health system delivery and chief operating officer or other designee. Notwithstanding anything in this code of regulations to the contrary, the parent corporation may unilaterally appoint one or more individuals to the board should the board fail to furnish the parent corporation with a list of individuals qualified to serve on the board in accordance with this section.”

“Trinity health system group has one corporate member, trinity health system. Trinity health system must approve the following actions of the corporation or any of its subsidiaries as a condition before they become effective: 1) merger, consolidation, or substantial sale 2) creation of subsidiaries of affiliation with other entities 3) conveyancing real property or creating liens thereon 4) transfer of personal property, incurring or guaranteeing indebtedness or granting liens in excess of an amount prescribed from time to time by the members 5) approval of corporation or subsidiary trustees and directors based on agreed upon criteria 6) capital expenditures or grants in excess of an amount prescribed from time to time by the members 7) addition or termination of services 8) approval of selection of the slate of candidates for the office of ceo of the corporation or any of its subsidiaries provided, however, that a representative of each member will serve on the selection committee 9) approval of the annual budget and strategic plan for the corporation and its subsidiaries.”

“Once the return is prepared, the return is reviewed by the chief financial officer. Subsequent to the cfo's review, the tax department files the return with the appropriate federal and state agencies, making any non-substantive changes necessary to effect e-filing. Any such changes are not re submitted to the cfo.”

“The organization has a conflicts of interest ("COI") policy (the "policy") in place to maintain the integrity of its activities. Through February 7, 2019, conflicts were administered solely through Catholic Health Initiatives' ("CHI") Governance Policy No. 1 (described below). On February 8, 2019, in connection with the alignment of the Catholic Health Ministries of CHI and Dignity Health, the CommonSpirit Health Board of Stewardship Trustees approved CommonSpirit Health Corporate Responsibility Policy No. G-001, a CommonSpirit Health conflicts of interest policy. This policy stipulates that, at minimum, the pre-closing CHI COI policies and pre-closing Dignity Health COI policies identify the individuals that are covered under the new policy. In addition, subject to certain exceptions, pre-closing CHI COI policies shall continue to apply to the CHI entities and the individuals who were subject to the Pre-Closing CHI COI policies; and the Pre-Closing Dignity Health COI policies shall continue to apply to the Dignity Health entities and the individuals who were subject to the Pre-Closing Dignity Health COI policies. Until CommonSpirit Health adopts a single process for identifying and managing conflicts of interest for all system entities, the following individuals shall be subject to the Pre-Closing CHI COI policies from and after the effective date of Corporate Responsibility Policy No. G-001: 1. Members of the CommonSpirit Health Board of Stewardship Trustees and members of the committees of the Board of Stewardship Trustees; 2. Corporate officers of CommonSpirit Health; 3. Members of the Board of Directors of Dignity Health and members of the committees of the Board of Directors of Dignity Health. CHI Governance Policy No. 1: The policy applies to the following persons: members of the CHI board of stewardship trustees and its committees; members of any CHI direct affiliate or subsidiary (each a CHI entity) board and their committees; employees of CHI entities, and all CHI researchers (as defined in the policy). Disclosure, review and management of perceived, potential or actual conflicts of interest are accomplished through a defined COI disclosure review process. A. Disclosure obligations: 1. Ongoing: Each person is required to promptly and fully disclose to his/her direct manager, supervisor, medical staff office, board or board committee chair any situation or circumstance that may create a conflict of interest. The person must disclose the actual or potential conflict as soon as she/he becomes aware of it. In any situation in which the person is in doubt it is expected that full disclosure be made to permit an impartial and objective determination as to the existence of a conflict. 2. Periodic written: In addition to the ongoing disclosure obligation, periodic written conflict of interest disclosure forms must be completed as follows: a) Initially: 1) Upon hiring (employees), 2) Appointment (board / committee members), 3) Upon consideration of affiliation with research sponsor (researchers). b) Annually: 1) Board / committee members, 2) Employees at the level vice president or above, 3) Researchers, 4) Supply chain employees at the level of vice president and above and those employees involved in contracting regardless of employment level, 5) Other employees as determined by CommonSpirit Health leadership. 3. Failure to disclose - an individual who fails to disclose a perceived, potential, or actual conflict of interest, or all material facts surrounding an actual or potential conflict or fails to abide by the final decision regarding the conflict may be subject to disciplinary or corrective actions such as termination of employment, removal from a board or committee, loss or restriction of clinical privileges, or restrictions on research activities in accordance with applicable laws, regulations, rules, contracts, and bylaws. B. Conflicts review: 1. No disclosed conflicts: In the absence of perceived, potential or actua”

“The organization's financial statements, conflict of interest policy and governing documents are available to the public upon request. The organization's financial statements are included in CommonSpirit Health's consolidated audited financial statements that are available at www.commonspirit.org or www.catholichealthinitiatives.org.”

“Other Miscellaneous Revenue - Total Revenue: 99173, Related or Exempt Function Revenue: , Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: 99173;”

“As an affiliate of CommonSpirit Health, we make the healing presence of God known in our world by improving the health of the people we serve, especially those who are vulnerable, while we advance social justice for all.”

“Trinity health system - trinity east (ein 34-0714474), trinity health system - trinity west (ein 34-0875691), and trinity hospital holding company (ein 34-1842025) are subordinate organizations of trinity health system group. Each of the subordinates files its own 990-t.”

“Purchased Services - Total Expense: 21230392, Program Service Expense: 20168872, Management and General Expenses: 1061520, Fundraising Expenses: 0; Other Fees for Services - Total Expense: 7646315, Program Service Expense: 7269128, Management and General Expenses: 377187, Fundraising Expenses: 0; Contract Labor - Total Expense: 4624246, Program Service Expense: 4393034, Management and General Expenses: 231212, Fundraising Expenses: 0; Consulting - Total Expense: 580024, Program Service Expense: 551023, Management and General Expenses: 29001, Fundraising Expenses: 0; Contract Services - Total Expense: 74254, Program Service Expense: 66829, Management and General Expenses: 7425, Fundraising Expenses: 0;”

“Pension adjustment - -4670747; transfer to affiliates - -746285;”