Hoag Clinic Inc.

“Board member gary mckitterick, officers robert braithwaite, jennifer mitzner, and andrew guarni have a business relationship.”

“Members or stockholders the sole corporate member of the corporation is hoag memorial hospital presbyterian, a related tax-exempt organization.”

“Power to elect or appoint members the corporate member appoints the board of directors.”

“Decisions reserved for members or stockholders the organizations member must approve the following: a) changes or amendments to the bylaws; b) appointment and removal of directors; c) disposition of all or substantially all of the corporation's assets; d) any merger or dissolution of the corporation. Form 990, part vi, section a, line 8b hoag clinic does not have its own committees. Hoag memorial hospital presbyterian's committees also serve as hoag clinic's committees.”

“Process used to review the 990 hoag memorial hospital presbyterian's audit and compliance committee (which serves as an advisory committee to the hoag clinic board) and hoag clinic's board of directors review the form 990 prior to issuance. The form 990 was prepared based on information received from various departments of the organization including the accounting team, human resources, corporate compliance and governance. The organization engaged an outside accounting firm to prepare the return. Management presented the returns to the audit and compliance committee, and discussed key disclosures and information included in the form 990. The audit and compliance committee and the board are provided with a draft form 990 and are provided ample time to read the document and develop questions. The board then convenes prior to the issuance of the form 990 to review and discuss the draft form 990 with management. An electronic version of the form 990 is distributed to all board members prior to filing.”

“Monitoring & enforcement of compliance with conflict of interest policy the organizations board of directors has adopted the comprehensive conflict of interest policy of its parent. Officers, directors, non-director members of board committees, and senior executives and key employees are required to complete an annual conflict of interest questionnaire. Responses to the questionnaire are submitted for review and recommendation to the chief compliance officer prior to review and consideration by the audit & compliance committee of the board. The responses to the annual conflict of interest questionnaire are also presented to the board of directors. If, subsequent to completion of the annual questionnaire, any covered person becomes aware of an interest that could give rise to a conflict of interest with respect to a proposed contract, transaction or arrangement involving the organization or an affiliate, the covered person shall promptly make disclosure of the interest to the board. The audit and compliance committee shall then determine if a disclosed interest may result in a conflict of interest by meeting, discussing and voting on the matter. The person holding the interest being considered shall not be present during any meeting in which the audit and compliance committee conducts its evaluation, except to answer questions as may be necessary. The audit and compliance committee may request additional information concenring the relevant interest from all reasonable sources before reaching a determination. When a conflict of interest is determined to exist, additional procedures are followed including further review by the board of directors. Any director who has a conflict of interest with respect to a proposed contract, transaction or arrangement shall refrain from voting on any matter relating to the contract, transactions or arrangement, or be excused from any meeting where the proposed contract is discussed.”

“Process for determining compensation: the organizations president and other officers are paid by hoag memorial hospital presbyterian, and are disclosed as persons paid by a related organization during tax year ending 12-31-19. The compensation of the officers are reviewed and approved by the compensation committee of hoags board of directors, comprised solely of independent directors. The compensation committee receives a study performed by an independent consulting firm that reviews levels of compensation at comparable organizations for comparable positions when setting compensation of the officers and key employees. This process of using comparable data to establish levels of compensation has been in place in excess of 38 years. The compensation committee documents that the compensation is reasonable in its board minutes during executive session. This process was last completed in 2019. In addition, the independent consulting firm provides the board with an opinion letter each year certifying that the compensation program and all pay elements (total remuneration) approved by the board are deemed reasonable in compliance with irc section 4958. The compensation of personal care physicians officers was set and approved by the personal care board of managers. During the acquisition of personal care physicians, all salary data was provided to hoag hospital for review to ensure the wages were not outside of the standards of hoag. No adjustments to salaries were made as a result of this review.”

“Process for making documents available to the public hoag clinic makes its governing documents, conflicts of interest policy and financial statements available to the public upon request.”

“Organization's mission hoag clinic's mission is to promote the continued availability of health care services to all persons and provide community education to health care professionals and conduct clinical research. Form 990, part iii, line 2 during 2019, hoag clinic began clinic operations as originally described in its form 1023 filing.”

“Program service accomplishments hoag clinic amended and restated its bylaws for charitable and public purposes in may of 2018 and received tax exemption from federal income tax under irc section 501(c)(3) on june 21,2018. One of its primary purposes is to establish, operate and maintain for charitable and educational purposes (i) multispecialty medical clinics and other clinics pursuant to the provisions of section 1206(g) of the california health and safety code and other outpatient or ambulatory health care facilities, entities and programs for the provision of heath care services and (ii) educational facilities that, among other things, conduct health education activities and engage in programs and activities designed to meet the health, education and social needs of the general public. In 2019, hoag clinic provided primary care services (internal medicine, family practice and pediatrics), concierge medicine, obstetrics and gynecology, allergy, rheumatology and endocrinology services.”

“W-2s hoag memorial hospital presbyterian (hmhp)/personal care physicians (pcp) pays all employees of hoag clinic, and therefore issues all w-2s.”

“Changes in net assets or fund balance assets transfer from st. Joseph heritage healthcare to hoag clinic - $6,486,898”

“Description:physician professional fees total fees:36804843”

“Description:medical director fees total fees:31081”

“Description:other professional fees total fees:4163”