Seton Health Corporation of South Alabama

“In determining the compensation of the Organization's CEO, the process performed by Ascension Health, a related organization of Gulf Coast Health System, Inc., included a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision. The Compensation Committee reviewed and approved the compensation. In the review of the compensation, the CEO was compared to individuals at other organizations in the area who hold the same title. During the review and approval of the compensation, documentation of the decision was recorded in the Committee minutes. The individual was not present when his compensation was decided.”

“IN DETERMINING COMPENSATION OF THE ORGANIZATION'S OFFICERS, THE PROCESS performed by ascension health, a related organization of gulf coast health system, INCLUDED A REVIEW AND APPROVAL BY INDEPENDENT PERSONS, COMPARABILITY DATA, AND CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION. THE EXECUTIVE COMPENSATION COMMITTEE REVIEWED AND APPROVED THE COMPENSATION. IN THE REVIEW OF THE COMPENSATION, THE OFFICERS' SALARIES WERE COMPARED TO INDIVIDUALS AT OTHER ORGANIZATIONS IN THE AREA WHO HOLD THE SAME TITLE. DURING THE REVIEW AND APPROVAL OF THE COMPENSATION, DOCUMENTATION OF THE DECISION WAS RECORDED IN THE MINUTES. INDIVIDUALS WERE NOT PRESENT WHEN THEIR COMPENSATION WAS DECIDED.”

“Gulf coast health system, inc. Has a single corporate member, ascension health.”

“Gulf coast health system, inc. Has a single corporate member, ascension health, who has the ability to elect members to the governing body of gulf coast health system.”

“Ascension Health has designed a system authority matrix which assigns authority for key decisions that are necessary in the operation of the system. Specific areas that are identified in the authority matrix are: new organizations and major transactions; governing documents; appointments/removals; evaluation; debt limits; strategic and financial plans; assets; system policies and procedures. These areas are subject to certain levels of approval by Ascension per the system authority matrix.”

“During the return preparation process, the tax department works with other functional areas including finance, accounting, treasury, legal, human resources, and corporate compliance for advice, information and assistance in order to prepare a complete and accurate return. Upon completion, the form 990 is reviewed by the organization's internal tax department which consists of attorneys and cpas. A complete final copy of the return is provided to the organization's president, financial officer, and/or other key officers in lieu of the full board.”

“The organization regularly and consistently monitors and enforces compliance with the conflict of interest policy in that any director, principal officer, or member of a committee with governing board delegated powers, who has a direct or indirect financial interest, must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the directors and members of the committees with governing board delegated powers considering the proposed transaction or arrangement. The remaining individuals on the governing board or committee will decide if conflicts of interest exist. Each director, principal officer and member of a committee with governing board delegated powers annually signs a statement which affirms such person has received a copy of the conflicts of interest policy, has read and understands the policy, has agreed to comply with the policy, and understands that the organization is charitable and in order to maintain its federal tax exemption it must engage primarily in activities which accomplish its tax-exempt purpose.”

“The organization will provide any documents open to public inspection upon request.”

“The organization utilizes an affiliate as the common pay agent. Employees reported in Part VII may have duties that impact multiple related entities. Total average hours worked and compensation and benefits paid are reported. In doing so, if available, a common law employer analysis is used to determine whether the hours and compensation/benefits are reportable as attributable directly to the filing organization or another entity; otherwise, the best available information has been used as the basis for allocations utilized in the reporting.”

“The activity of Gulf Coast Health System, Inc. is reported in the consolidated financial statements of Ascension Health Alliance. No individual audit of Gulf Coast Health System, Inc. is completed. Therefore, the audited financial statements are of Ascension Health Alliance and Affiliates, which include the activity of Gulf Coast Health System, Inc.”

“Gulf Coast Health System, Inc. is included in the consolidated financial statements of Ascension Health Alliance. The Finance and Audit committee of Ascension Health Alliance's Board assumes responsibility for the consolidated organization as a whole.”