Deaconess Illinois Red Bud Regional

“William Davis, Illinois Region President, Amber Lipe, CFO, and Jennifer Gregson, CAO, are employed by Deaconess Health System, an unrelated organization. Compensation is provided by Deaconess Health System through a management agreement for services to Deaconess Illinois Red Bud Regional Hospital, Deaconess Illinois Union County Hospital, Deaconess Illinois Crossroads, and Deaconess Regional Healthcare Services Illinois. All four are related entities. The Illinois Region President position and CAO have the responsibility of supervising the management, administration, and operation of the organizations. The CFO has the responsibility for managing the financial operations of the organizations. Compensation Benefits William Davis 323,636 21,697 Amber Lipe 329,969 1,007 Jennifer Gregson 270,873 721”

“The Sole Member is Deaconess Regional Healthcare Services Illinois, Inc., an Illinois not for profit corporation that is exempt from federal income taxation under Section 501(a) of the Code as an organization described in Section 501(c)(3) of the Code.”

“All Directors shall be appointed by the Member.”

“The actions set forth below shall be reserved solely to the Member. Governance 1. Appointment and removal of the Corporation's Directors. Financial 1. Approval of any capital and operating budgets for the Corporation (subject to the right of the Member, as part of the approval process, to make modifications as the Member deems necessary or appropriate); 2. Approval of any financial commitment, obligation or expenditure by the Corporation of an amount that exceeds a financial limit for capital expenditures or otherwise that may be established from time to time by the Member; 3. Approval of borrowing or lending of money or the incurrence or guarantee of any debt or other financial obligation, directly or indirectly, by the Corporation that exceeds a financial threshold (whether or not strictly monetary) that may be established from time to time by the Member; 4. Approval of any charitable contributions in excess of, or outside of, policies previously established and approved by the Member; 5. Making of any distribution to the Member or any Affiliate, provided that the Member or the Affiliate shall be, at the time of such distribution, a nonprofit organization duly qualified under Section 501(c)(3) of the Code. 6. Approval of any compensation or reimbursement of expenses for Directors of the Corporation beyond that allowed by policies adopted from time to time by the Member. Operations 1. Approval of any strategic plan, business plan, or mission plan of the Corporation, including without limitation authorization of any material changes in the scope of services offered by the Corporation, or any amendments thereto (subject in each case to the right of the Member, as part of the approval process, to make modifications as the Member deems necessary or appropriate); 2. The initiation of any studies, audits, and other periodic reviews as are deemed necessary by the Member with respect to the existing or planned operations of the Corporation; 3. Adoption and amendment of compensation plans or methodologies, salaries and other compensation (including the awarding of any incentive compensation) and benefits; and 4. Approval of the other terms of employment or engagement of the officers and employees, including, but not limited to, physician employees of the Corporation, and physicians who are independent contractors to the Corporation (subject in each case to the right of the Member, as part of the approval process, to make modifications as the Member deems necessary or appropriate). Legal 1. Creation, ownership, or acquisition (whether in whole or in part) and dissolution of any subsidiary or affiliate of the Corporation; 2. Any acquisition, purchase, sale, lease, mortgage, or other transfer or encumbrance ("Transfers") of (i) any property in excess of a financial threshold (whether or not strictly monetary) established by the Member from time to time or (ii) any real property of the Corporation, irrespective of the value; 3. Any Transfer of any personal property of the Corporation, if the sum of the value of such Transferred personal property and the aggregate value of all prior Transfers of personal property during the fiscal year is greater than a financial threshold (whether or not strictly monetary) that may be established from time to time by the Member; 4. Any dissolution, merger, consolidation, sale, or other corporate restructuring of the Corporation; 5. Any creation, modification or termination by the Corporation of any corporate compliance program different from the program maintained by Deaconess Regional Healthcare Services Illinois, Inc.; 6. The amendment, modification or restatement of the Corporation's policies addressing the provision of charity or uncompensated care or the process for collecting amounts due from patients; 7. Selection, retention or termination of the Corporation's auditors or legal counsel; 8. Establishment, adoption or amendment of any indemnification rights, obligations, or agreements affecting the C”

“The Organization does not have committees with authority to act on behalf of the governing body.”

“The Form 990 is provided to the board before it is filed. The CEO and CFO review the Form 990.”

“The Board of Directors are required to comply with the Conflict of Interest Policy and individually disclose to the Member and to the Board of Directors, at times of nomination and appointment, the identity of each potential conflict known to the Director. Conflicts are considered with respect to outside interest, investments, outside activities, and business interests among the interested persons as well as their family members. If a conflict is identified, the interested person is not allowed to vote on the matter and may be asked to leave the meeting.”

“The governing documents, conflict of interest policy, and financial statements are available to the public upon request.”

“Purchased Services: Program service expenses 6,712,441. Management and general expenses 7,112,212. Fundraising expenses 0. Total expenses 13,824,653. Medical Professional Fees: Program service expenses 509,706. Management and general expenses 0. Fundraising expenses 0. Total expenses 509,706.”