Presence Chicago Hospitals Network

“Presence chicago hospitals network has one member, presence care transformation corporation.”

“The corporation's sole member, presence care transformation corporation, has the power to appoint members of the governing body, other than ex-officio directors.”

“Presence chicago hospitals network (the "member"), through its board of directors, has certain general and reserved powers with respect to the following: general powers: the member shall provide oversight and support for the activities of the corporation, for the purpose of assuring that all actions of the corporation are consistent with the mission and values of the system, the purposes of the corporation, the ethical and religious directives, the presence health system strategic plan, and best practices. Reserved powers in furtherance of the exercise of its general powers and responsibilities, the member shall have the sole power to take the actions specified below with respect to the following matters pertaining to the corporation and each hospital ministry, subject to any notices or further approvals required by applicable civil or canon law, or the member's bylaws: a) bylaws - amend or repeal the bylaws of the corporation. B) officers and directors - appoint and remove all officers of the corporation and all directors of the corporation, other than any ex officio directors. C) budgets - approve capital and operating budgets, and long-term capital equipment plans for the corporation. D) unbudgeted expenditures - approve unbudgeted expenditures in excess of the limit established by the member from time to time. E) debt, sale, lease and other real property transactions - approve any borrowing or significant incurrence of debt by the corporation in excess of the limit established by the member from time to time, or any sale, purchase, alienation, exchange, significant leases (other than in the ordinary course) or encumbrances of the corporation's real property, except those made pursuant to approved budgets. F) real estate documents, equipment leases - approve execution of any deeds, mortgages, bonds, or major equipment leases, except those entered into pursuant to approved budgets. G) significant unbudgeted transactions - approve any other significant and unbudgeted sale, purchase, exchange, lease (other than in the ordinary course) transfer, litigation or legal settlement, benefits packages, encumbrance or other disposition or other significant transaction involving the non-real-estate assets of the corporation in excess of the limit established by the member from time to time. H) material changes in services - 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. A change requiring a different kind of license). I) strategic plan - approve strategic plans for the corporation consistent with and in furtherance of system mission and values, and responsive to the needs of the communities served by the corporation and support the ability of the corporation and its affiliates to provide high-quality care and services. J) management contracts - approve any contract for the management of all or substantially all of the corporation or any health care facilities owned by the corporation. K) business name, logo - 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) administrative services -provide or assure the provision of appropriate insurance coverage, standardized employee benefits, information systems and technology, financial management services, legal, marketing, risk management and other administrative services necessary to support the corporation's operations. M) significant joint ventures - approve the establishment, termination, or sale of any significant joint venture relationship by the corporation. N) unrelated business activity - approve the acquisition or development of any business or activity unrelated to the provision of health care services. O) new af”

“During the return preparation process, the tax department works with other functional areas including finance, accounting, treasury, legal, human resources, and corporate compliance for advice, information and assistance in order to prepare a complete and accurate return. Upon completion, the form 990 is reviewed by the organization's internal tax department which consists of attorneys and cpas. A complete final copy of the return is provided to the organization's president, financial officer, and/or other key officers in lieu of the full board.”

“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. 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 for the corporation's ceo is determined in accordance with written policies and procedures adopted by the board of directors of the systems parent, presence health network ("phn"), and applied by the human resources committee of the board of directors. The board of directors uses market data compiled by an independent compensation consultant to establish base salaries and total cash compensation opportunities. The human resources committee monitors executive total compensation by approving all components of executive total compensation, and annually reviewing and approving compensation changes for each executive. The corporation answers "yes" to form 990, part vi, question 15a as phns board of directors has ultimate control over all subsidiary organizations.”

“Compensation for the corporation's other officers or key employees is determined in accordance with written policies and procedures adopted by the board of directors of the systems parent, presence health network ("phn"), and applied by the human resources committee of the board of directors. The board of directors uses market data compiled by an independent compensation consultant to establish base salaries and total cash compensation opportunities. The human resources committee monitors executive total compensation by approving all components of executive total compensation, and annually reviewing and approving compensation changes for each executive. The corporation answers "yes" to form 990, part vi, question 15b as phn's board of directors has ultimate control over all subsidiary organizations.”

“The corporation's 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. Conflict 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 corporation's form 990.”

“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.”

“OTHER REVENUE - Total Revenue: 7518803, Related or Exempt Function Revenue: 7518803, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ;”

“Presence chicago hospitals network also operates under the following assumed names - presence holy family medical center - presence resurrection medical center - presence saint francis hospital - presence saint joseph hospital - chicago - presence saints mary and elizabeth medical center - presence saint elizabeth hospital - presence saint mary of nazareth hospital - cana health - new beginnings prenatal program - programa prenatal nueva vida - presence resurrection retirement community - presence answering service - presence infusion care - evanston - presence infusion care - park ridge - keys to recovery - harborview recovery center - the apothecary - chicago - presence nazareth family center pharmacy - sfh prof bldg armacy - psmemc center for cancer and specialty care pharmacy - psmemc infusion”

“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 corporation's 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.”

“Presence chicago hospitals network (the "corporation") reports 0 on form 990, part v, question 1a as it is not required to file form 1096, annual summary and 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.”

“AGENCY LABOR - Total Expense: 3494050, Program Service Expense: 3494050, Management and General Expenses: , Fundraising Expenses: ; PHYSICIAN FEES - Total Expense: 46925829, Program Service Expense: 46925829, Management and General Expenses: , Fundraising Expenses: ; BIO-MED SERVICES - Total Expense: 2663, Program Service Expense: 2663, Management and General Expenses: , Fundraising Expenses: ; DIETARY SERVICES - Total Expense: 7875598, Program Service Expense: 7875598, Management and General Expenses: , Fundraising Expenses: ; LAB SERVICES - Total Expense: 36899223, Program Service Expense: 36899223, Management and General Expenses: , Fundraising Expenses: ; OTHER - Total Expense: 40339802, Program Service Expense: 40339802, Management and General Expenses: , Fundraising Expenses: ;”

“Transfer from affiliates - xxx-xx-xxxx; l. Gilbraith transferred from presence care transformation corporation - 239083;”

“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.”

“Presence health network completes a consolidated a-133 audit which includes all entities for which it is a parent organization whether they expended federal funds during the year or not.”