Chi Nebraska

“Pursuant to the organization's bylaws, the executive committee shall consist of only directors of the corporation and shall be composed of the chairperson of the board, the vice chairperson of the board, and the president and chief executive officer, each of whom shall serve as an ex officio voting member of the executive committee, and two voting members appointed by the board of directors. The executive committee has and may exercise such powers as may be delegated to it by the board of directors. Additionally, the executive committee has the power to transact routine business of the corporation in the interim periods between regularly scheduled meetings of the board of directors, provided their actions are consistent with any actions or policies of the board or the corporate member. All actions taken are contemporaneously documented and reported to the board at the earliest meeting.”

“According to the bylaws of chi nebraska, the entity's sole corporate member is commonspirit health, a colorado nonprofit corporation.”

“According to the organization's bylaws, directors of the corporation shall be appointed by the corporate member no later than june 30 of each year. The names and qualifications of each individual accepted by the board of directors shall be submitted to the corporate member, who shall appoint or refuse each nominee in accordance with the corporate member's bylaws and with endorsement of the executive vice president and chief operating officer or other designee. The corporate member may unilaterally appoint one or more individuals to the board of directors should the board fail to furnish the corporate member with a list of individuals qualified to serve on the board of directors of the corporation.”

“The organization's corporate member is commonspirit health. Pursuant to the organization's bylaws, the corporate member shall have the specific rights set forth in the governance matrix. Pursuant to the governance matrix the following rights are reserved to the commonspirit health board directly or through powers delegated to the commonspirit health chief executive officer: - substantial change in the mission or philosophy of chi nebraska - amendment of the corporate documents of chi nebraska - approve members of the chi nebraska board - removal of a member of the governing body of chi nebraska - approval of issuance of debt by chi nebraska - approval of participation of chi nebraska in a joint venture - approval of formation of a new corporation by chi nebraska - approval of a merger involving chi nebraska - approval of the sale of all or substantially all of the assets of chi nebraska - to require the transfer of assets by chi nebraska to commonspirit health to accomplish commonspirit health's goals and objectives, and to satisfy commonspirit health debts - adoption of long range and strategic plans for chi nebraska pursuant to section 5.5.2 of the organization's bylaws, commonspirit health may, in exercise of its approval powers, grant or withhold approval in whole or in part, or may, in its complete discretion, after consultation with the board and the president and chief executive officer of the organization, recommend such other or different actions as it deems appropriate.”

“Following the preparation of the form 990 by tax analysts of commonspirit health, a related organization, the return is reviewed by the commonspirit health tax director and the local chief financial officer. Additionally, the board of directors are provided the final form 990 and related schedules to review and are able to ask the chief financial officer and tax director questions prior to filing with the irs. Upon chief financial officer approval and signature, the tax analyst files the final form 990 as presented to the board and finance committee, making any non-substantive changes necessary in order to effect e-filing. Any such changes are not re-submitted to the board.”

“The organization has a conflicts of interest ("coi") policy (the "policy") in place to maintain the integrity of its activities. The policy applies to the following persons ("covered persons"): members of the commonspirit health ("commonspirit") board of stewardship trustees and its committees; commonspirit health corporate officers; members of the dignity health board of stewardship trustees and its committees. In addition, the policy applies to organizations that were affiliates and subsidiaries of commonspirit health prior to its affiliation with dignity health ("chi entities"). Covered persons of chi entities include: members of any chi entity direct affiliate or subsidiary board and their committees; employees of chi entities; and chi entity researchers (as defined by the policy). Disclosure, review and management of perceived, potential or actual conflicts of interest are accomplished through a defined coi disclosure review process. All covered persons are required to disclose actual or potential conflicts and must disclose that conflict to his/her direct manager (or other person as is appropriate per policy). Such disclosure is required on a transactional basis at the time such conflicts arise, when an individual becomes a covered person (e.g. Upon hiring or board appointment), and annually thereafter. Disclosures of perceived, potential or actual conflicts are initially reviewed by national or regional legal or corporate responsibility team members to determine whether an actual or potential conflict may exist. If it is determined that a potential or actual conflict exists, issues are elevated to the board executive committee or board chair (for board or officer conflicts), or the conflicts of interest review committee (for any other conflict). The procedures for addressing a conflict related to a proposed transaction in the case of governing bodies or a corporate officer include, but are not limited to 1) disclosure to the board, 2) the trustee or corporate officer being excused from the meeting during discussion and vote on the conflict of interest (although he or she may respond to pertinent questions if the knowledge is relevant), and 3) board approval of the transaction by a majority of disinterested members. In addition, boards carefully review and scrutinize any non-transactional conflicts of interest. In such circumstances, by a majority vote of the disinterested trustees, the board takes whatever action is deemed appropriate. For conflicts not involving a board member or officer, the conflicts of interest review committee ("c-circ") will facilitate a coi management plan to mitigate the conflict if adequate controls aren't already in place. Notwithstanding the foregoing, at its sole discretion, an entity may reject a person's request to enter into the relationship in question, or require the relationship be sufficiently altered to avoid a potential conflict of interest.”

“During the tax year ended 6/30/2020, no officers, directors or trustees received compensation from the organization. Any executive compensation paid to officers, directors or trustees by related organizations was set by the related organization's compensation committee utilizing both an independent consultant and comparability studies to determine compensation. Therefore, these questions are more appropriately answered as n/a.”

“The organization's governing documents are available from the nebraska secretary of state. The organization's conflict of interest policy is not made available to the public. The organization's financial statements are included in commonspirit health's consolidated audited financial statements that are available at www.commonspirit.org.”

“Chi nebraska has not formally adopted a written policy or written procedure regarding joint ventures. However commonspirit health's system-wide joint venture model operating agreement incorporates controls over the venture sufficient to ensure that (1) the exempt organization at all times retains control over the venture sufficient to ensure that the partnership furthers the exempt purpose of the organization; (2) in any partnership in which the exempt organization is a partner, achievement of exempt purposes is prioritized over maximization of profits for the partners; (3) the partnership does not engage in any activities that would jeopardize the exempt organization's exemption; and (4) returns of capital, allocations, and distributions must be made in proportion to the partners' respective ownership interests. Any joint venture agreements that do not conform to the model agreement are generally reviewed by counsel.”

“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. To fulfill this mission, the corporation, as a values-based organization, will assure the integrity of the ministry in both current and developing organizations and activities; research and develop new ministries that integrate health, education, pastoral, and social services; promote leadership development and formation for ministry throughout the entire organization; advocate for systemic changes with specific concern for persons who are poor, alienated, and underserved; and steward resources by general oversight of the entire organization.”

“Primary exempt purpose chi nebraska's purpose is to support the religious and charitable purpose of the catholic health care federation ( chcf), including by supporting other related charitable organizations, which support the health care mission of catholic health initiatives by improving access to health care and fostering the wellness of the communities in its service areas. Exempt purpose achievements chi nebraska, f/k/a saint elizabeth health systems, was incorporated in 1982 as a nebraska 501(c)(3), not-for-profit organization. Chi nebraska is guided by its christian based philosophy to develop, promote, and implement programs that bring value to the community in a healing and compassionate environment. The organization works through an affiliated group of tax exempt organizations to promote essential health care services by building healthy relationships that promote the health of the communities and individuals within them. Chi nebraska is a member of commonspirit health. Community service has always been at the core of chi nebraska's activities. Each year, services and programs are expanded to promote healthy communities through innovative programs, collaborations, and partnerships. The programs and services described throughout this report not only serve the community, but also reduce the burdens on the government. For example, if chi nebraska and affiliates did not provide charity care, the burden of providing charity care would fall on government-supported institutions.”

“Intercompany purchased services: program service expenses 0. Management and general expenses 180,000. Fundraising expenses 0. Total expenses 180,000.”

“OTHER CHANGES 2,447.”