John Muir Physician Network

“Management company john muir health has engaged optum to manage non clinical functions, including information technology, revenue cycle management, analytics, purchasing and claims processing. Optum also supports and further enhances john muir physician network's ambulatory care coordination and utilization management services. Optum brings an extensive set of capabilities, including: operational technologies, analytic solutions and tools, and administrative service expertise to help john muir health further advance its clinical and operational performance.”

“Members or stockholders john muir health is the sole corporate member of the john muir physician network.”

“Power to elect or appoint members of governing body the bylaws of john muir physician network provide that the voting and non-voting members of the board of directors of john muir health, the sole corporate member of john muir physician network, shall serve ex-officio as the voting and non-voting members of the board of directors of john muir physician network. As a result, the board of directors of john muir health controls the number, appointment, term and removal of the members of the board of directors of john muir physician network.”

“Governance decisions subject to approval by the member. John muir health, as the sole corporate member of john muir physician network, also has the right to approve certain actions in accordance with the california nonprofit public benefit corporation law, including the voluntary dissolution of john muir physician network, the sale of all or substantially all of the assets of john muir physician network, and the merger of john muir physician network with or into any other entity.”

“Review of form 990 by the governing body the completed form 990 is provided to the board of directors sufficiently in advance of the filing deadline to enable a detailed and conscientious review by all members. An overview of the form 990, with sufficient detail, is presented to the board with the completed form 990. All questions and concerns of the board of directors will be addressed by the chief financial officer and his designee and incorporated into the form 990 as appropriate. After all of the input from the board of directors has been appropriately addressed. A complete copy of the form 990 is distributed to the full board before john muir physician network will file the final form 990 as required.”

“Conflict of interest monitoring annually, the john muir health board conflict of interest policy is distributed to board members, along with a conflict of interest disclosure form required to be completed and signed. Disclosed conflicts are compiled in a document and reviewed by the board chair, president/ceo, and general counsel. Together, these individuals monitor any potential conflicts and the general counsel attends board meetings to ensure compliance with the policy. Transactions involving a potential conflict are reviewed and approved in advance by the general counsel, governance committee as indicated by the policy, and for certain transactions with the current board members, the board. The policy also requires board members to disclose conflicts during the year and recuse themselves from voting on any matters related to a conflict. As questions about potential conflicts arise during the year, the general counsel reviews them with the affected board member, the president/ceo and the board chair. To ensure the organization operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted, including periodic reviews of its transactions or arrangements with its officers and board members, and any other individual or entities that may have a substantial influence over the business and affairs of the organization.”

“Executive compensation compensation for the chief executive officer, other officers and key employees are established annually by the compensation committee of john muir health. The compensation committee is a standing committee of the board of directors comprised of no less than 5 voting directors, none of which has a conflict of interest with respect to the compensation transactions under consideration. The compensation committee utilizes an outside expert compensation consultant. The outside consultant provides market data of similarly situated organizations for each individual based upon their level of responsibilites. That data is used by the compensation committee to establish the annual compensation package for each individual. It is the philosophy of the organization to establish a compensation package for each individual that reflects the median of the market as established by the outside consultant. The committee's deliberations and decisions regarding these compensation arrangements are documented in the committee minutes that are reviewed at its next meeting. The documented minutes include: (1) terms of the compensation arrangement, including date it was approved; (2) a description of the comparable data relied upon by the committee and how it was obtained; (3) a list of the members present during the deliberations and how the members voted; (4) any actions taken with respect to consideration of any member of the committee who had a potential conflict of interest with respect to the transaction.”

“Documents available to the public audited financial statements, governing documents and conflict of interest policy are available from the john muir health legal department upon request.”

“Professional fees: program service expenses 117,388,401. Management and general expenses 19,695,667. Fundraising expenses 0. Total expenses 137,084,068. Other purchased services: program service expenses 82,869,700. Management and general expenses 2,501,505. Fundraising expenses 0. Total expenses 85,371,205. Other physician fees: program service expenses 61,343,296. Management and general expenses 0. Fundraising expenses 0. Total expenses 61,343,296.”