Sparrow Health System

“Copies of the 2020 form 990 are reviewed by management. The form 990 copies were provided at the fall 2021 board meeting for all board members to review and comment on.”

“1) corporate compliance sends out the conflict of interest policy and questionnaires to all voting board members and the executive team annually. 2) all disclosures are received and reviewed by corporate compliance. 3) all disclosures are given a resolution code and presented to the ceo and governance committee of the board. 4) all board/committee level disclosures are provided to the respective board chair and executive liaison to ensure issues can be addressed on a transactional level (i.e. If a vote is required on a transaction involving an interested person).”

“The process for determining compensation for the ceo of the organization involved the following: utilizing the compensation committee, independent consultants, reviewing other similar organizations' 990s, compensation surveys, and final approval by the board of directors, as well as finalizing the salary package with a written employment contract.”

“The process for determining compensation for officers or key employees of the organization involved the following: utilizing the compensation committee, independent consultants, reviewing other similar organizations' 990s, compensation surveys, and final approval by the board of directors, as well as finalizing the salary package with a written employment contract.”

“The organization's audited financial statements are on several internet websites, including the emma, msrb, and mha websites, as well as available upon request. The governing documents and conflict of interest policy are available upon request.”

“Part vii, section a, column (e) reportable compensation from related organizations - payments to greg brogan for broker's sales commission for php insurance company (361,110). All sales commissions are standard and were completed in an arm's length transaction. None of the sales commissions received were compensation for prior services provided as a former member of the board.”

“All lines left blank are not applicable to the organization. Part iv, question 4 - the organization does not engage in direct lobbying activities. The organization does have memberships in various trade associations that use a portion of the dues paid to the trade associations for lobbying activities on behalf of the applicable trade association industries, thus indirectly benefiting the organization. The percentage of dues allocated to this industry-wide lobbying activity is minor and is not considered by the organization as lobbying activities required for disclosure on schedule c, part ii.”

“Sparrow health system (shs) is a fully integrated healthcare system headquartered in lansing, mich. Serving a core eight-county region in mid- michigan. Shs includes six hospitals encompassing 845 licensed beds, more than 100 ambulatory/outpatient locations, hundreds of employed physicians, a 55,000-member health plan, and a post-acute care network consisting of outreach laboratory, homecare, hospice, pharmacy, and dme services. Shs also owns and operates the michigan athletic club the largest hospital- owned fitness club in the united states with about 13,000 members. In addition, shs works with over 1,250 physicians and other providers through sparrow care network, a clinically integrated network of physicians. Shs is a michigan non stock, nonprofit tax-exempt corporation, and is the parent corporation of the following tax-exempt, 501 (c)(3) entities: edward w. Sparrow hospital association (sparrow hospital), sparrow clinton (clinton memorial hospital), sparrow eaton (hayes green beach memorial hospital), sparrow ionia (ionia county memorial hospital), sparrow carson (carson city hospital), sparrow specialty hospital, sparrow community care, and sparrow foundation. Sparrow foundation serves as the fundraising arm of shs. Each of these entities file their own 990 return. Shs is also the parent corporation of php holding company, llc. Php and its subsidiaries along with phn have historically been 100% owned by sparrow health system. In 2019 these entities were merged into php holdings, llc. During 2020 sparrow sold a 25% interest in php holdings, llc. To the regents of the university of michigan. Physicians health plan (php), a michigan nonprofit, tax-exempt health maintenance organization, as well as physicians health network (phn), a michigan nonprofit, tax-exempt corporation. Both of these companies are tax-exempt under irs code 501(c) (4). Both of these entities file their own 990 return. Lastly, shs is the parent corporation of sparrow development, inc. (sdi), a michigan stock, for-profit corporation. Sdi includes, as mentioned above, the michigan athletic club (mac), as well as the mac restaurant, and st. Lawrence or management company, llc.”

“Unrealized gain on investment in affiliates 28,709,199 establishment of non controlling interest 13,000,000 total 41,709,199”