Allegiance Health

“The corporation is organized on a membership basis. The sole corporate member of the corporation is henry ford allegiance health group (formerly allegiance health services).”

“The sole member of the organization may elect and remove, with or without cause, the corporation's trustees.”

“The sole corporate member of the corporation is henry ford allegiance health group ("member"). The member's sole corporate member is henry ford health system dba henry ford health ("hf health"). Hf health shall have the sole authority to take or cause to be taken any of the following actions (the "hf health's reserved powers"). - appoint the board of trustees, chairperson, and president of the corporation and the other system entities - remove the board of trustees, chairperson and president of the corporation and the other system entities - change the corporate member of the corporation or any system entity, provided such action shall have been approved by a vote of the member's board of directors; - amend these bylaws, the corporation's articles of incorporation or the governing documents of any system entity, provided (i) hf health first consults with the member's board of directors regarding the proposed amendment and (ii) the amendment complies with article xv of the bylaws regarding key sections; - approve an agreement of (a) merger or consolidation of the corporation or any system entity, or (b) sale, lease, or transfer of substantially all of the assets of the corporation or any system entity, provided such agreement shall have been approved by vote of two-thirds of the member's local directors (as defined in the member's bylaws) and further provided that approval of the local directors shall not be required with respect to (i) an overall affiliation or change in ownership of hf health (including the system) if the terms of that transaction do not violate the key sections or (ii) a sale of substantially all of the assets of hf health (including the assets of the corporation) to a for-profit entity which triggers application of the terms of section 6.8(b) of the affiliation agreement dated march 4, 2016 between the member (then known as allegiance health services) and hf health, as amended from time to time; - dissolve the corporation or any system entity or revoke such dissolution, provided such action shall have been approved by a vote of the member's board of directors; - receive from the member strategic and annual operating plans and annual operating and capital budgets for the system entities, including the corporation, that are developed collaboratively by the member's and hf health's respective leadership and recommended by the member's board of directors, and adopt such recommended plans and budgets unless an unusual circumstance arises in which hf health determines a change to a plan or budget is necessary, and approve expenditures by the system entities not included in such budgets of an annual aggregate amount exceeding $500,000. - cause any system entity to incur, assume or guaranty indebtedness or fulfill other obligations required under hf health debt agreements, or approve indebtedness of the system entities in an annual aggregate amount exceeding $2,000,000 provided all indebtedness shall comply with hf health's master indenture and other hf health credit documents. - encumber the assets of any system entity as security for debts or other lawful engagements securing indebtedness, or approve encumbrances securing indebtedness of the system entities in an annual aggregate amount exceeding $2,000,000 provided all encumbrances shall comply with hf health's master indenture and other hf health credit documents. - exchange, abandon or dispose of fixed assets of any system entity by means of sale, lease or transfer, and approve all such actions proposed by the system entities with an annual aggregate value in excess of $2,000,000, provided such action shall have been approved by a vote of the member's board of directors. - authorize the formation or acquisition of new subsidiaries of the corporation following consultation with the member's board of directors. As used herein, "indebtedness" of a person shall mean: (a) obligations of such person relating to indebtedness for borrowed money; (b) obligations of suc”

“The organization is an affiliate of henry ford health system dba henry ford health ("hf health") and the tax department of hf health prepares the organization's form 990. As part of the preparation and review process prior to filing the return, the following review process is conducted: - review of the entire return with the hf health and organization's senior vice president financial operations, chief financial officer, and director of accounting. - review of all compensation matters and disclosures with the compensation committee of the hf health board of directors - review of the return with the hf health ceo and audit and compliance committee of the board of directors - final copies of the return are distributed to the hospital's board of trustees before the return is filed.”

“The organization is an affiliate of henry ford health (hf health) who oversees the conflict of interest process with regard to the organization. Hf health has a standing conflict of interest committee (the committee) that is responsible for oversight of all conflict of interest matters. The hf health conflict of interest policy applies to all directors and employees. Annually, directors, employees of a management level, researchers, as well as employees associated with procurement, or in certain other predefined roles must complete an annual disclosure designed to identify activities and relationships that could potentially give rise to a conflict of interest. It is the responsibility of the committee to review these disclosures and determine the need for any action to manage the potential conflict. The committee annually reports the results of its activities to the audit and compliance committee of the hf health board of directors.”

“The organization is an affiliate of henry ford health (hf health) who has responsibility to oversee the compensation practices of the organization. Hf health has a compensation committee of the board of directors consisting of all external directors. They meet periodically throughout the year. They are charged with approval of the organization's overall compensation and benefit programs as well as the specific review and approval of the compensation of certain employees including the chief executive officer, all officers and key employees of the organization. They directly engage an independent compensation advisor to assist with this process. The process includes evaluation of the individual's performance, utilization of compensation studies of similarly situated positions, as well as comparisons to compensation as reported by other health care organizations. The reasonableness of compensation is evaluated based upon these and other factors. The committee also reviews the compensation disclosures to be made on form 990 in advance of filing.”

“It is the practice of the organization to make its governing documents and conflict of interest policy available to any party requesting such information. As a holder of tax exempt debt the financial statements of the organization are made available to a public clearing house on a quarterly basis. Part iv, line 12 the organization is an element of the external audit report obtained for the consolidated operations of henry ford health. Form 990, part iv, line 24a, tax-exempt bond issue: the organization is an affiliate of henry ford health system dba henry ford health. The allocated tax-exempt bond liability of the organization is reported under the form 990, schedule k of its parent, henry ford health.”

“Average hours per week devoted to related organizations: many executive employees of henry ford health and affiliates provide services to multiple affiliated entities. Henry ford health and affiliates use estimates for reporting average hours per week in all sections of form 990. Generally 60 hours are reported for the hours associated for the organization that the individual has principal responsibility for. Hours associated with other hospitals or affiliates are reported at between 1 to 5 hours per week.”

“Pension liability adjustment 13,384,458. Affilate equity transfers -1,270,597.”

“Henry ford health jackson hospital is included in the consolidated financial statements of henry ford health (the sole member of henry ford allegiance health group). The governing body of henry ford health has delegated the oversight of its financial statements, including the choice of independent auditors, to its audit committee.”

“Environmental factors impact community health and henry ford health recognizes that as a community partner we can influence many of these factors. Our sustainability goals are intended to simultaneously reduce greenhouse gas emissions, redress environmental injustices, and improve the health of the patients, employees, and communities we serve. Henry ford health has established the following sustainability goals to be achieved by 2030: reduce greenhouse gas emissions from operations by 50%, targeting net-zero by 2040 eliminate chemicals of concern from priority products reduce waste sent to landfill by 50% meet local or sustainable criteria for 30% of food purchases increase annual investment in green and healthy infrastructure”

“A form 5713, international boycott report, has been filed on our behalf by henry ford health (sole member of henry ford allegiance health group). Henry ford health jackson hospital did not itself have any activities associated with an international boycott country.”