Presence Chicago Hospitals Network

“Members or shareholders the corporation has one member, presence health network, which shares an identical board of directors with the corporation.”

“Persons with authority to elect members of the governing body the board of directors of the corporation consist of those individuals who then serve as the members of the board of directors of the corporations sole member, presence health network (phn). The members of the phns board of directors are appointed by phns corporate member, a body currently consisting of ten catholic religious women, each of whom is a member of one of the five sponsoring member congregations of phn and its affiliates.”

“Decisions of governing body approval by members or shareholders the following powers over the corporation and its affiliates are reserved to and shall be exercised exclusively by presence health network (the "member"): a) amend or repeal the bylaws of the corporation; b) appoint and remove all officers of the corporation, other than the president (who sits ex officio), and all directors of the corporation; c) approve capital and operating budgets, and long-term capital equipment plans for the corporation; d) approve unbudgeted expenditures in excess of the limit established by the member from time to time; e) approve any borrowing or significant incurrence of debt by the corporation, or any sale, purchase, alienation, exchange, significant leases (other than in the ordinary course) or encumbrances of the corporations real property, except those made pursuant to approved budgets; f) approve execution of any deeds, mortgages, bonds, or major equipment leases, except those entered into pursuant to approved budgets; g) approve any other significant and unbudgeted sale, purchase, exchange, significant lease (other than in the ordinary course) transfer, encumbrance or other disposition or other significant transaction involving the non-real-estate assets of the corporation; h) approve material changes in the kind of services rendered, such as the addition or discontinuation of any major service line (e.g., obstetrics) or change in the fundamental nature of services provided by the corporation (e.g., change from general to long term acute care); i) approve strategic plans for the corporation that further system mission and values, and support the ability of the corporation and its affiliates to provide high-quality care and services; j) approve any contract for the management of all or substantially all of the corporation; k) approve any selection or modification of the business name or logo of the corporation or any program or division of the corporation, or the use of any corporate or business name of the corporation by an entity other than the member or an affiliate; l) provide insurance coverage, standardized employee payroll standards and benefits, information systems and technology, financial management services, legal, marketing, risk management and other administrative services necessary to support the corporations operations; m) approve the establishment, termination, sale or significant joint venture relationship by the corporation; n) approve the acquisition or development of any business or activity unrelated to the provision of health care services; o) approve any material agreement or transaction with another affiliate; p) direct and approve any contributions, donations or other asset transfers without consideration to the member or any affiliate, in furtherance of system mission, goals and values; q) approve acceptance of a contribution that imposes a material obligation on the corporation, if approved by the corporations affiliate, the resurrection development foundation, as consistent with the corporations and systems mission and goals; r) define the criteria for the selection of banks and other financial depositories to be used by the corporation, and authorize the process by which signatories on all bank and similar accounts of the corporation are approved. S) select independent auditors for the corporation, in connection with the consolidated audit of all system entities. T) approve or change the corporations registered agent or registered office, as appropriate from time to time. U) approve any voluntary change to the corporations status of an organization exempt from taxation under section 501(c)(3) of the internal revenue code, as amended from time to time. V) exercise all powers of the members and owners of all entities that comprise the presence rhc group except to the extent otherwise delegated by the member.”

“Form 990 review process the draft form 990 is prepared by the corporations accounting firm with assistance from the system finance department. The return is then reviewed by management, including senior leaders from legal, compliance, human resources and the system ceo for accuracy and completeness. As necessary, management consults with external legal and other experts to assure accuracy. The final form 990 is provided to the corporation's board of directors for review prior to filing.”

“Procedures for addressing conflicts of interest the purpose of the conflict of interest policy is to protect the interests of presence health network and all of its affiliated ministries (collectively "presence health") when it is contemplating entering into a transaction or arrangement that might benefit the private interest of any director, trustee, officer, corporate member appointee, member of a committee with board-delegated powers, senior leaders, and others in a recent position to exercise substantial influence over presence health ("interested persons"), and clarify the standards of conduct, duties and obligations of interested persons in the context of potential conflicts of interest by providing a method for disclosing and resolving such potential conflicts. No presence health entity will engage in any contract, transaction or arrangement involving a conflict of interest unless disinterested members of the applicable board of directors or other governing body determine by a majority vote that appropriate safeguards to protect the charitable mission of presence health have been implemented. To facilitate this policy, all interested persons have a continuing obligation to promptly disclose the existence and nature of any actual, apparent, or potential conflicts of interest he/she may have. All disclosures must be provided to the system compliance officer and general counsel in a written description of the material facts. Disclosure shall be on a conflicts of interest questionnaire or similar format as described in the conflicts of interest policy. All interested persons shall also complete a questionnaire based on the assumption of the board (or other relevant) position, and thereafter on at least an annual basis or when an actual, apparent, or potential conflict arises. At any time that an actual, apparent or a potential conflict of interest is identified to the corporations board of directors, whether through the voluntary submission of a disclosure statement by an interested person, or by a disclosure by a person other than the subject interested person, the corporations board or applicable committee shall review the matter and determine whether a conflict of interest exists. Once all necessary information has been obtained, only disinterested directors/committee members vote to determine whether a conflict of interest exists. If a conflict is found to exist the interested person will generally be required to recuse him or herself during any meeting in which the board of directors or applicable committee conducts the evaluation of the subject transaction, except to answer questions as may be necessary. To ensure that the presence health operates in a manner consistent with its charitable purposes and that it does not engage in activities that could jeopardize its exempt status, transactions involving interested persons are only approved if, after exercising reasonable due diligence, the board determines they are fair and reasonable, taking into account factors such as whether presence health could obtain a more advantageous contract, transaction or arrangement. However, lending money or guarantying an obligation of a director, officer, or employee of presence health (exclusive of customary insurance coverage for acts done in connection with such individuals service to or employment by presence health) is strictly prohibited.”

“Compensation and approval process for officers and key employees compensation for the corporations ceo and other officers and key employees is determined in accordance with written policies and procedures adopted by the board of directors of presence health network, the system parent corporation which shares a mirror board with presence care transformation corporation (pctc) and presence chicago hospitals network (pchn). Such policies and procedures are applied by the human resources committee of the system parent corporation, which consists wholly of independent directors. The system parent corporation uses market data compiled by an independent compensation consultant to establish base salaries and total cash compensation opportunities. The system parents human resources committee monitors executive total compensation and approves all components of executive total compensation, annually reviewing and approving compensation changes for each executive, and regularly reporting its activities to the system parents board. The corporation answers "no" to form 990, part vi, question 15a and 15b per the form 990 instructions as all compensation is paid by a related organization, presence care transformation corporation, the systems statutory employer.”

“Document availability the corporations articles of incorporation are on file with the state of illinois. The consolidated audited financial statements of the corporation, together with its affiliates, are available from the national dissemination agent as required by presence health systems bond documents. Conflicts of interest policies are not made available to the public, however a summary of the current policy is annually included in schedule o of the corporations form 990.”

“Statutory employer presence care transformation corporation ("pctc") (fein 36-3366652) acts as the agent for the corporation. Cash is swept from the corporation on a daily basis to pctc and pctc issues all payroll and accounts payable checks on behalf of and as agent for the corporation and the appropriate accounting entries are recorded.”

“Doing business as/assumed names presence chicago hospitals network also operates under the following assumed names: - cana health - new beginnings prenatal program - programa prenatal neuva program - presence resurrection retirement community - presence answering service”

“Mission statement/significant activity inspired by the healing ministry of jesus christ, we presence health, a catholic health system, provide compassionate, holistic care with a spirit of healing and hope in the communities we serve. Form 990, part i, lines 20 - 22 increase in assets/liabilities effective december 31, 2015 the following five presence health hospitals in the chicago metro area merged into presence chicago hospitals network (the "corporation"): presence resurrection medical center, presence holy family medical center, presence saint francis hospital, presence saint joseph hospital - chicago, and presence saints mary and elizabeth medical center. The corporation's year end balance sheet reflects the combined balance sheets of all hospitals.”

“Mission statement inspired by the healing ministry of jesus christ, presence chicago hospitals network provides administrative management and other support to affiliate catholic-sponsored hospitals, nursing homes, and other health care providers, to enable them to provide compassionate, holistic care with a spirit of healing and hope in the communities they serve.”

“Compensation and form w-3 transmittal of wages and tax statement presence chicago hospitals network (the "corporation") reports 0 employees on form 990, part i, question 5 and form 990, part v, question 2a as it is not required to file form w-3, transmittal of wages and tax statement. The corporations compensation is paid by presence care transformation corporation ("pctc"), which issues the forms w-2 and w-3, and the expense is transferred to the corporation. The compensation amounts reported in this 990 reflect the amount transferred to the corporation from pctc.”

“Form 1096 transmittal of u.s. Information returns presence chicago hospitals network (the "corporation") reports 0 on form 990, part v, question 1a as it is not required to file form 1096, transmittal of u.s. Information returns. All of the corporations accounts payable reportable on form 1096 are paid by presence care transformation corporation ("pctc"), which issues all forms 1099, and the expense is transferred to the corporation. The compensation amounts reported in this 990 reflect the amount transferred to the corporation from pctc.”

“Other changes in net assets transfer to presence resurrection medical center $(147,988,446) transfer from presence holy family medical center 28,646,021 transfer from presence st francis hospital 47,633,601 transfer from presence st joseph hospital chicago 89,489,849 transfer from presence sts mary and elizabeth medical center 103,797,552 transfer to presence health partners services (14,592,012) transfer of pharmacies from phs 795,003 transfer to presence health foundation board of trustees (31,000,000) other transfers from affiliates 276,117,427 ------------- total $352,898,995 form 990, part xii, line 2b audited financial statements an independent accountant annually audits the consolidated financial statements of presence health network and its affiliates. The audit opinion is issued on the consolidated financial statements and each affiliate is not separately audited.”

“Description:collection agency fees total fees:9483696”

“Description:patient financial services total fees:6741017”

“Description:information technology total fees:6489404”

“Description:human resources total fees:4054564”

“Description:decision support total fees:4034679”

“Description:administration total fees:3866945”

“Description:finance total fees:3740182”

“Description:erp implementation total fees:3664925”

“Description:icd10 implementation total fees:3270493”

“Description:other purchased services total fees:7474823”

“Description:consulting services total fees:4214871”

“Description:laundry for affiliates total fees:1762154”

“Description:printing for affiliates total fees:244736”