Osf Healthcare Foundation

“COMPENSATION FOR THE ORGANIZATION'S TOP MANAGEMENT OFFICIAL IS PAID BY OSF HEALTHCARE SYSTEM, A RELATED TAX EXEMPT ORGANIZATION. THE BOARD OF DIRECTORS HAS ESTABLISHED A BOARD COMMITTEE KNOWN AS THE HUMAN RESOURCES COMMITTEE WHOSE MEMBERS ARE ALL PROFESSED MEMBERS OF THE RELIGIOUS CONGREGATION KNOWN AS THE SISTERS OF THE THIRD ORDER OF ST. FRANCIS that owns or is associated with the healthcare system who have taken a vow of poverty. HENCE, THEY DO NOT PERSONALLY BENEFIT FROM DECISIONS OF THE COMMITTEE. THE CHIEF EXECUTIVE OFFICER (CEO) IS NOT A MEMBER OF THE COMMITTEE. THE PERFORMANCE OF THE CEO AND HIS ACHIEVEMENT OF ANNUAL GOALS IS EVALUATED EACH YEAR BY THE FULL BOARD OF DIRECTORS. THE COMMITTEE ALSO OBTAINS COMPENSATION SURVEY DATA AND RECOMMENDATIONS FROM A NATIONALLY RECOGNIZED INDEPENDENT COMPENSATION CONSULTANT. BASED ON ALL OF THESE FACTORS, THE COMMITTEE SETS THE BASE SALARY AND BENEFITS OF THE CEO AND APPROVES THE EXECUTIVE COMPENSATION PLAN APPLICABLE TO THE CEO. PRIOR TO PAYMENT OF ANY BONUS OR INCENTIVE COMPENSATION, THE TOTAL COMPENSATION FOR THE CEO, INCLUDING BASE SALARY, BENEFITS, AND PROPOSED BONUS OR INCENTIVE COMPENSATION, IS AGAIN REVIEWED BY A NATIONALLY RECOGNIZED COMPENSATION CONSULTANT TO ENSURE THAT NO EXCESS BENEFIT AMOUNT IS PAID OR FURNISHED. BECAUSE THE ORGANIZATION'S TOP MANAGEMENT OFFICIAL IS NOT PAID BY THE FILING ORGANIZATION, THE FORM 990 INSTRUCTIONS REQUIRE THIS TO BE ANSWERED "NO."”

“COMPENSATION FOR THE ORGANIZATION'S OTHER OFFICERS IS PAID BY OSF HEALTHCARE SYSTEM, A RELATED TAX EXEMPT ORGANIZATION. THE BOARD OF DIRECTORS HAS ESTABLISHED A BOARD COMMITTEE KNOWN AS THE HUMAN RESOURCES COMMITTEE WHOSE MEMBERS ARE ALL PROFESSED MEMBERS OF THE RELIGIOUS CONGREGATION KNOWN AS THE SISTERS OF THE THIRD ORDER OF ST. FRANCIS that owns or is associated with the healthcare system who have taken a vow of poverty. HENCE, THEY DO NOT PERSONALLY BENEFIT FROM DECISIONS OF THE COMMITTEE. THE COMMITTEE DETERMINES WHICH OFFICERS, KEY EMPLOYEES AND OTHER EMPLOYEES ARE ELIGIBLE TO PARTICIPATE IN THE EXECUTIVE COMPENSATION PLAN. BASED ON PERFORMANCE REVIEWS BY THE SUPERVISORS OF SUCH PERSONS AND COMPENSATION SURVEY DATA AND RECOMMENDATIONS FROM A NATIONALLY KNOWN INDEPENDENT COMPENSATION CONSULTANT, THE COMMITTEE APPROVES ANY EXECUTIVE COMPENSATION PLAN APPLICABLE TO KEY EMPLOYEES AND ESTABLISHES THE BASE SALARY AND BENEFITS FOR PLAN PARTICIPANTS. PRIOR TO PAYMENT OF ANY BONUS OR INCENTIVE COMPENSATION, THE TOTAL COMPENSATION FOR EACH KEY EMPLOYEE, INCLUDING BASE SALARY, BENEFITS, AND PROPOSED BONUS OR INCENTIVE COMPENSATION, IS AGAIN REVIEWED BY A NATIONALLY RECOGNIZED COMPENSATION CONSULTANT TO ENSURE THAT NO "EXCESS BENEFIT" AMOUNT IS PAID OR FURNISHED. SOME KEY EMPLOYEES LISTED IN PART VII ARE PRACTICING PHYSICIANS WHO ARE LISTED AS KEY EMPLOYEES AS A RESULT OF THE COMPENSATION THEY RECEIVE AND NOT DUE TO ANY EXECUTIVE OR MANAGEMENT POSITION WHICH THEY HOLD. such physicians generally are not participants in the executive compensation plan, and their compensation, including base salary, benefits, and any applicable bonus or incentive compensation, is established in accordance with nationally recognized physician compensation surveys and is set forth in written employment agreements (which are approved by the Board of Directors or its Executive Committee) and/or the Physician and Advanced Practice Provider Compensation Plan Document (which is approved by the Human Resources Committee). BECAUSE THE ORGANIZATION'S OTHER OFFICERS ARE NOT PAID BY THE FILING ORGANIZATION, THE FORM 990 INSTRUCTIONS REQUIRE THIS TO BE ANSWERED "NO."”

“Thomas Hammerton and Matt Vonachen - Business relationship”

“OSF Healthcare Foundation has no corporate stock or stockholders, its sole member is The Sisters of the Third Order of St. Francis, an Illinois not for profit corporation, which is controlled by members of a religious congregation of the Catholic Church also known as The Sisters of the Third Order of St. Francis.”

“The Governing Board of the Sisters of the Third Order of St. Francis, an Illinois not for profit corporation and the sole member of OSF Healthcare Foundation, holds reserved powers to elect and remove all of the members of the Board of Directors of OSF Healthcare Foundation.”

“As governed by Canonical and civil guidelines pertaining to Roman Catholic Church properties and as provided in the bylaws, certain transactions of OSF Healthcare Foundation may be authorized only by vote of the Governing Board of The Sisters of the Third Order of St. Francis, which voted is to be taken only after considering the advice of the Board of Directors of OSF Healthcare Foundation. These transactions are as follows: *To establish the philosophy and mission according to which the Corporation operates. *To amend the Corporation's Articles of Incorporation and bylaws. *To elect and remove, with or without cause, the Directors of the Corporation. *To merge or dissolve the Corporation. *To lease, sell, encumber or otherwise alienate real property of the Corporation. *To approve any transfer, lease, sale, or encumbrance or personal property or the Corporation except in the ordinary course of business. *To approve any borrowing or debt financing in excess of a specified limit (currently $1,000,000) established by resolution of the Member. *To appoint (or approve the appointment of) or remove the Corporation's Chairperson, Chief Executive Officer, President, regional president/chief executive officers, and the local president/chief executive officer of each healthcare facility and operating division owned, operated or controlled by the Corporation. *To approve strategic plans, management objectives, and capital and operating budgets of the Corporation. *To approve any purchase or other acquisition in excess of a specified limit (currently $1,000,000) established by resolution of the Member. *To require a certified audit of the Corporation's finances and to appoint the certified public accountant to perform the audit. *To approve the engagement of any outside legal counsel to represent the Corporation on a regular basis and the dismissal of any current legal counsel representing the Corporation on a regular basis. *To give preliminary approval prior to the development of, and to give final approval prior to the execution of all documents to which the Corporation is or will be a party and which relate to the creation, formation, organization, or termination of any other legal entity (whether a corporation, limited liability company, partnership, or any other entity) in which the Corporation will have any ownership interest, membership interest, power to elect or appoint board members or officers, or any other formal participation arrangement, whether acting alone or in conjunction with any other person or entity.”

“The proposed final version of the form 990 is provided via an online portal to all officers and members of the board of directors for their review prior to filing. Any appropriate changes requested by the officers and directors are then incorporated into the final form 990 and all schedules before filing.”

“Disclosures by Officers, Directors and Trustees are made through an electronic reporting system ON AN ANNUAL BASIS. Disclosures are received and reviewed by the Corporate Compliance Division. If a potential conflict of interest is identified, then the disclosing person is notified of the potential conflict and may be asked for additional information about the interest. The Corporate Compliance Division determines whether a plan to manage a possible or actual conflict of interest is needed, discusses the management plan with the person, and monitors the person's compliance with the plan. Plans to manage conflicts are tracked through the electronic disclosure system.”

“The organization's governing documents, conflict of interest policy, and financial statements are available to the public upon request.”

“PURCHASED SERVICES - Total Expense: 6296990, Program Service Expense: , Management and General Expenses: 1566884, Fundraising Expenses: 4730106; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ;”

“Sustaining Contribution - 7766273; uncollectible pledges - -294400; Transfer IRA gifts Foundation - 35409;”