Bjc Health System Group Return

“Certain officers, directors or key employees of bjc health system (bjc) may also serve on the boards of other related or unrelated organizations. Additionally, certain family members of officers, directors or key employees may, during the normal course of business yet consistent with the stated exempt purpose of bjc, engage in transactions in which potential conflicts of interest could exist. These officers, directors, key employees and related persons disclose these potential conflicts to bjc health system annually and do not participate in decisions in which they have such conflicts. Such conflicts and relationships are reviewed to ensure that any payments received or amounts paid do not exceed the fair market value of the goods and services received by the reporting organization.”

“Bjc health system is the sole corporate member of barnes-jewish hospital, st. Louis children's hospital, christian health services development corporation and missouri baptist medical center. These affiliates also serve as the sole member of one or more subordinate organizations included in the bjc health system group return.”

“The governance and nominating committee(s) of bjc health system, the sole corporate member of the subordinate organizations, have the power to elect or appoint members of the governing bodies of subordinate organizations included in the bjc health system group return.”

“Changes to bylaws or governing documents of subordinate organizations are subject to the approval of bjc health system, the sole corporate member.”

“Form 990 and all supporting schedules and workpapers are prepared by organization finance, tax and legal departments and are submitted for review by an independent accounting firm. The organization then prepares draft copies of form 990 and attachments for review by members of management. After resolving any open items, the final draft returns are made available to the board and to two board committees for their review. Questions and comments that arise from the committees or individual board member reviews are addressed in advance of submission to the appropriate taxing authorities.”

“The organization regularly and consistently monitors compliance with the policy by issuing annually a conflict of interest questionnaire reminding covered individuals of their obligations to disclose potential conflicts and requesting that they complete a conflicts of interest questionnaire. The questionnaire requires the disclosure of conflicts and an attestation to their continuing obligation to disclose said conflicts should the need arise. The results of the conflict of interest questionnaire are reviewed by a centralized compliance department and appropriate action taken as necessary. Should the organization become aware of a conflict not previously reported, its general counsel would investigate the issue and respond in accordance with the policy.”

“The compensation and benefit amounts of the organization's officers and top management officials are determined by an independent committee of the board of directors of bjc health system. This committee is comprised of independent persons and uses compensation consulting studies and benchmarking data provided by an independent management consultant to establish compensation amounts and guidelines. The process includes a validation of job descriptions as well as reporting all forms of compensation. The consultant uses survey data to determine market rates of base salary and other short and long term incentives for: the bjc health system ceo and other senior executives. The committee reviews, approves, and subsequently reconciles executive compensation as well as deliberates on the resonableness of the data. This review is documented in the minutes of the board committee meetings.”

“The organization makes its governing documents, financial statements and conflict of interest policy available for inspection by the general public upon request at the administrative offices.”

“The organization used the following acronyms throughout form 990 part vii. Listed below are the definitions of each: amh - alton memorial hospital bhhc - boone hospital visiting nurses inc (dba boone hospital home care) bjc - bjc health system (dba bjc healthcare) bjcbh - bjc behavioral health bjcchs - bjc corporate health services bjchome - bjc home care services bjh - barnes-jewish hospital bjsph - barnes-jewish st. Peters hospital bjwch - barnes-jewish west county hospital ch - christian hospital northeast/northwest chc - community health connection chas - ch allied services chil - christian hospital-illinois services chn - children's health network chsdc - christian health services development corporation mbhs - missouri baptist hospital - sullivan mbmc - missouri baptist medical center pehc - progress east healthcare center pglc - physician groups, lc (dba bjc medical group) phc - parkland health center pwhc - progress west healthcare center slch - st louis children's hospital vni - village north inc some of the individuals listed as directors or officers of the above corporations serve as full time employees of related organizations. Each receive compensation for an average of 40 hours per week without regard to their position as director or officer for the related organization.”

“Equity transfers from affiliates - bjh aux. 52,716,600. Net assets released from restrictions 1,487,012.”