Hospice of Jackson

“The corporation is organized on a membership basis. The sole corporate member of the corporation is healthlink.”

“Member has the power to approve changes in those provisions of the corporations bylaws which affect the size, composition, and method of selection of the board of directors. Member has the power to elect and remove, with or without cause, the corporation's directors.”

“The sole corporate member of the corporation is healthlink ("member"). The member's sole corporate member is henry ford allegiance health group ("parent"). The parent's sole corporate member is henry ford health system dba henry ford health ("hf health"). Responsibilities and reserved powers of 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 directors, chairperson, and president of the corporation and its subsidiaries. Remove the board of directors, chairperson and president of the corporation and its subsidiaries. Change the corporate member of the corporation or its subsidiaries, provided such action shall have been approved by a vote of the parent's board of directors. Amend these bylaws, the corporation's articles of incorporation or the governing documents of the corporation's subsidiaries, provided hf health first consults with the parent's board of directors regarding the proposed amendment. Approve an agreement of (a) merger or consolidation of the corporation or its subsidiaries, or (b) sale, lease, or transfer of substantially all of the assets of the corporation or its subsidiaries, provided such agreement shall have been approved by vote of two-thirds of the parent's local directors (as defined in the parent's bylaws) and further provided that approval of the local directors shall not be required with respect to certain transactions with respect to hf health's overall health system (including the system) as described in section 6.8 of the affiliation agreement dated march 4, 2016 between the parent (then known as allegiance health services) and hf health, as amended from time to time. Dissolve the corporation or its subsidiaries or revoke such dissolution, provided such action shall have been approved by a vote of the parent's board of directors. Cause the corporation and its subsidiaries to incur, assume or guaranty indebtedness or fulfill other obligations required under hfhs debt agreements. Encumber the assets of the corporation and its subsidiaries as security for debts or other lawful engagements securing indebtedness. Authorize the formation or acquisition of new subsidiaries of the corporation following consultation with the parent'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 such person evidenced by bonds, notes, debentures or similar instruments; and (c) obligations in the nature of guarantees by, or joint and several liability of, such person with respect to the obligations of any other person of the type described in clauses (a) and (b) above. Responsibilities and reserved powers of the member (healthlink). In addition to doing all things reserved to the member by law, the member of the corporation shall have sole authority to take the following actions with respect to the corporation ("member's reserved powers"), subject however to hfhs's reserved powers: recommend to the parent for approval strategic plans and operating and capital budgets of the corporation. Authorize non-budgeted expenditures by the corporation above limits established by the parent. Approve the corporation's request to invade the principal of the hospice of jackson charitable trust.”

“The organization is an affiliate of 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 organization'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.”

“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.”

“A form 5713, international boycott report, has been filed on our behalf by henry ford health (parent of controlled group of which the organization is a member). The organization did not itself have any activities associated with an international boycott country.”

“Henry ford allegiance hospice 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 allegiance health has delegated the oversight of its financial statements, including the choice of independent auditors, to its audit committee.”

“The organization is an element of the external audit report obtained for the consolidated operations of henry ford health.”