Henry Ford Allegiance Health Group

“Henry ford allegiance health group is organized on a membership basis. The sole corporate member is henry ford health system dba henry ford health ("hf health"), a tax-exempt health system. Prior to affiliating with henry ford health on april 1, 2016, henry ford allegiance health group was organized on a directorship basis.”

“In addition to doing all things reserved to the member by law, the member of the corporation shall have the sole authority to appoint and remove the board of directors, chairperson and president of the corporation and the other entities affiliated with henry ford allegiance health group.”

“In addition to doing all things reserved to the member by law and the corporation's bylaws, the member of the corporation shall have the authority to amend the corporation's articles of incorporation and bylaws provided (a) the member first consults with the corporation's board of directors regarding the proposed amendment and (b) the amendment complies with the corporation's bylaws.”

“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 audit and compliance committee of the board of directors, including the ceo - final copies of the return are distributed to the organization's directors 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.”

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

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