St. Joseph Health System Foundation

“Description of classes of members or stockholders st joseph health system is the sole corporate member of st. Joseph health system foundation.”

“Description of classes of persons and the nature of their rights st. Joseph health system foundation has a tiered governance in which the corporate members reserve the right to appoint trustees to the st. Joseph health system foundation board. All trustee appointments that come from the st. Joseph health system foundation board as nominations must be approved by the st. Joseph health system, as the corporate member, and the st. Joseph health ministry, as the organizational sponsor.”

“Descr classes of persons, decisions requiring appr & type of voting rights the reserved rights in our tiered governance structure contemplate approval by the st. Joseph health system member of financing, budgets, unbudgeted expenditures of defined amounts, strategic plan, appointment of auditors, creation or investment in a legally recognized entity, joint ventures, purposes, sale or disposition of real property, merger or sale of substantially all assets, appointment and removal of trustees, adoption or amendment of articles or bylaws.”

“Descr the process used by management &/or governing body to review 990 the form 990 was prepared by the finance department based on information received from various departments of the organization and was reviewed by an officer of the organization. A copy of the form 990 was distributed to all voting members of the board at the may 2017 board meeting. During the board meeting, management presented and discussed certain disclosures and information included in the form 990.”

“Officers, trustees and key employees are required to disclose the existence and nature of any actual, apparent, or potential conflicts of interest he/she may have that might result in or have the appearance of a conflict in connection with that individual satisfying their fiduciary obligations to the organization. Disclosures shall be made promptly any time an actual, apparent or potential conflict of interest arises and before the consummation of any contract, transaction or arrangement that is the subject of the potential conflict of interest. With guidance from the st. Joseph health system chief compliance officer (cco), the chief executive and/or the governing board chairperson, as appropriate, considers the matter initially. If the matter cannot be resolved at that level, the matter is escalated to the cco. The cco, in consultation with the st. Joseph health system general counsel, reviews the matter and presents recommendations to the governing board and/or board committee, as appropriate, for discussion and vote. The individual whose potential conflict is being reviewed may be requested to be present during any meeting in which the board or board committee conducts its evaluation but shall be excused for any discussion or vote. Once all necessary information has been obtained, the committee conducts its evaluation and forwards its findings and recommendations to the sjhs chief compliance officer. If the committee determines an unresolved conflict of interest exists, the committee will evaluate and recommend conflict mitigation strategies. The sjhs chief compliance officer, in consultation with sjhs general counsel, will review the committee findings, recommendations, and mitigation strategies, and present recommendations to the board for discussion and vote.”

“Process for determining compensation the organization's chief executive officer is paid by its tax exempt parent, st. Joseph health system, and is disclosed as a person paid by a related organization. Executive compensation is approved by the executive committee, which is comprised of independent persons. The committee reviews comparability data prepared for and compiled by the st. Joseph health system worklife committee, a committee of the st. Joseph health system board of trustees comprised of independent members. The st. Joseph health system worklife committee acts in accordance with a committee charter approved by the st. Joseph heatlh system board of trustees and an executive compensation philosophy. The charter directs the st. Joseph health system worklife committee to administer the executive compensation program and to approve program changes, as necessary, to ensure alignment with the stated philosophy and ensure continued compliance with federal and state regulations on behalf of the st. Joseph health system board of trustees. Overall, the philosophy is intended to reward a broad spectrum of high organizational and individual performance expectations, as well as retention of key management talent. The executive compensation philosophy defines the market for administering compensation as a comparable set of for profit and not-for-profit health care delivery systems. St. Joseph health system provides compensation to its executives in the form of base salary, an annual incentive program, and benefits. To ensure compensation philosophy adherence and general fair market value compensation, the committee regularly reviews information from multiple sources of market data and engages legal counsel and consulting support, as needed. They use this information to support ongoing effectiveness and administration of the program. The st. Joseph health system worklife committee, meets at least 3 times a year and takes action in executive session. These actions are documented in detailed minutes and approved in subsequent meetings. A full compensation review is conducted on a biennial basis and the last review was performed in june 2016. During the year, the st. Joseph health system worklife committee reviewed and approved any changes in compensation for key executives predicated on the analysis and recommendation by an independent third party consultng firm with expertise in healthcare executive compensation. In addition, annual incentive awards are reviewed and approved prior to payment consistent with the most recent compensation biennial review and in accordance with the plan document. These actions are documented in detailed minutes which are subsequently approved at the committee meeting.”

“Avail of gov docs, conflict of interest policy & fin stmts to gen public the organization makes its governing documents, conflict of interest policy, and financial statements available to the public upon request. The sjhs community benefit reports, financial reports, and philanthropy reports are also available on the sjhs internet site.”

“Organization's mission established 29 years ago, the st. Joseph health system foundation (also known as the st. Joseph health community partnership fund) was the vision of the sisters of st. Joseph of orange with a mission to serve as an extension of christs healing ministry, by providing funding and assistance for improving the health and wellbeing of the economically poor, and utilizing the strengths and diversity of our neighbors to build vibrant communities. This is accomplished by managing and allocating resources to communities and partners of goodwill engaged in innovative and effective initiatives to serve the common good.”

“Description of program services realizing our mission as a member of the st. Joseph health system (sjhs), the st. Joseph health system foundation is committed to extending the healing ministry of jesus in the tradition of the sisters of st. Joseph of orange. We are committed to three system wide mission outcomes: 1) sacred encounter, 2) perfect care and 3) healthiest communities. 1.) every interaction will be experienced as a sacred encounter. The goal of sacred encounters has a direct connection to our overall mission. Our value of dignity calls for us to respect each person as an inherently valuable member of the human community and as a unique expression of life. We strive to do this by keeping at the forefront of our minds the understanding of the impact we can have on one another with every action we take. 2.) all patients will receive perfect care. It is our attention to detail and the smallest imperfections of each patient's experience that drives a deeper understanding and ultimately a sustainable approach to the achievement of perfect care. Over 350 years ago, the founder of the congregation of the sisters of st. Joseph crafted a message in a prophetic letter to spur the growth of a "little design." it was to be a new form of association of women, whose members would consecrate their lives to god, live together in small groups, and combine a life of prayer with an active ministry to the sick and the poor. Today, carrying on father medaille's inspiration, we are cultivating the seeds of a bold concept in healthcare... Perfect care. His words are as relevant to us today as they were for the sister in 1650. "give your full attention to the actions you perform, remove from them the slightest imperfections, and try to observe all conditions necessary to make them perfect. One action done well is worth a half dozen done half-heartedly". Jean pierre medaille, sj-maxim 14:4. 3.) the communities we serve will be among the healthiest in our nation. We seek to develop community health initiatives that impact long-term health across the entire community. Who we are and what we do organizational commitment we believe we have a social responsibility and a moral obligation to respond to the needs of low-income families and individuals served by our ministries. In 1986, st. Joseph health (sjh) created a plan and began an effort to further its commitment to neighbors in need. With a vision of reaching beyond the walls of its healthcare facilities and transcending traditional efforts of providing free care for those in need of acute care services, sjh created the community partnership fund (the fund) to improve the lives of low-income individuals residing in its local communities. Policy 13 in its foundational document, a vision of values, formalizes the process by which all hospital ministries contribute 10% of net income to the fund. Over the last 30 years, the community partnership fund has contributed nearly $250 million toward programs that address the health and well-being of low-income individuals and families in areas surrounding the hospitals. Through the funds strategic grant making programs, significant outcomes have been achieved in community health settings and clinics, nonprofit organizations, and local sjh hospital ministries. The community partnership fund has four funding initiatives: wellness and prevention initiative, community building initiative, emergency food and shelter initiative, and the disaster relief initiative. Below we outline the top three initiatives as measured by program expense. Wellness and prevention initiative the sjh community partnership fund has promoted the health and well-being of low-income individuals and families in communities surrounding our hospitals through the wellness and prevention initiative. By funding proactive programs through the grant cycles of the wellness and prevention initiative, the fund sought to eliminate the need for catastrophic care and its associated social, emotion”

“Management fees a management fee paid to st. Joseph health system (sjhs) includes time for an executive director, grant manager and a program officer. All are on the payroll of sjhs.”