Sutter Health

“THE AFFAIRS AND MANAGEMENT OF SUTTER HEALTH ARE governed BY THE BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE HAS THE POWER TO ACT ON BEHALF OF THE BOARD AND TO TRANSACT ALL REGULAR BUSINESS DURING THE PERIOD BETWEEN MEETINGS OF THE BOARD. THE EXECUTIVE COMMITTEE CONSISTS OF THE BOARD CHAIR, WHO SERVES AS CHAIR OF THE COMMITTEE, THE CHAIR OF THE FINANCE AND PLANNING COMMITTEE, THE SECRETARY, THE PRESIDENT AND CHIEF EXECUTIVE OFFICER AND AT LEAST ONE DIRECTOR-AT-LARGE OF THE CORPORATION.”

“Process used by management &/or governing body to review form 990: sutter health has a centralized tax department responsible for the preparation of the form 990. Annually the tax department receives and provides training and education to appropriate personnel who assist the tax department in collecting and reviewing data to be reported on the form 990. The preparation material is reviewed by various departments including tax, finance, legal, and human resources. A national accounting firm prepares and reviews the return. A completed return is then reviewed by the tax department, legal department, finance, and the cfo before the return is filed.”

“Process to monitor transactions for conflicts of interest: employees are educated on the conflict of interest policy and the need to make disclosure as part of annual compliance education. In addition, annually a disclosure statement is completed by all directors, officers and key employees. On this statement the individual will list a wide range of information which includes business relationships, employment relationships, property interests, and those of related parties. If there is a potential conflict of interest related to a particular transaction, the interested individual must disclose the existence and nature of the relationship. The board chair may appoint a disinterested person or committee to investigate the conflict. The board may consult with the office of the general counsel as necessary. Until the potential conflict is resolved, the board chair (or committee chair as applicable) may request the individual to not participate during related presentations and discussions. In all circumstances involving an actual conflict, the interested individual shall leave the room prior to the board's final discussion and vote.”

“Process for determining compensation: the compensation committee of the sutter health board of directors retains ultimate discretionary authority over all elements of compensation to assure that organizational purposes are appropriately being served. The compensation committee uses credible data sources and maintains an objective "arms length" decision-making process, ensuring the integrity of sutter's executive programs and consistency with the organization's overall mission. In order to ensure external competitiveness, national compensation data comparisons are reviewed. Competitive analysis includes: (a) base salary, (b) total cash (base salary + annual incentive), (c) total direct cash (base salary + annual incentive + long term incentive) and (d) total remuneration (base salary + annual incentive + benefits and long term incentive). This analysis includes national comparisons for organizations similar in size, scope and complexity as sutter health. This method is most appropriate since it is a national marketplace in which sutter competes for executive talent. Officers and key employees of this organization undergo an annual review by the compensation committee or a delegated sub-committee. Approval is recorded in the minutes. The 2019 executive compensation approval was completed in february 2019.”

“Availability of governing documents, coi policy & financial statements: the sutter health system posts its current and past audited financial statements at sutterhealth.org. Other documents are also located at this website including the annual report, mission statement, history, and links to affiliate websites. The governing documents and conflict of interest policy are not available to the public at this time.”

“Mission statement: we enhance the well-being of people in the communities we serve through a not-for-profit commitment to compassion and excellence in health care services.”

“STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS Sutter Health is more than 60,000 people strong thanks to its integrated network of clinicians, employees and volunteers. Headquartered in Sacramento, California, Sutter Health provides access to high quality, affordable care for more than 3 million Northern Californians through its network of hospitals, medical foundations, urgent and walk-in care centers, home health and hospice services. Nearly 14,000 doctors and advanced practice clinicians care for Sutter patients. Recognized as a national leader in quality, Sutter's integrated healthcare system provides access to patient-centered, coordinated care that outperforms state and national averages in nearly every quality measure. Due to its efficiency and focus on innovation, Sutter's network helps drive costs down and expands access to comprehensive patient services and health programs tailored to the diverse communities it serves. Grounded in its not-for-profit mission, Sutter Health heavily reinvests in its communities, committing hundreds of millions of dollars annually to support clinics and community-based hospitals-providing care for the most vulnerable populations. From deploying technology that improves the patient experience to supporting strong community partnerships, the strength of Sutter's integrated system provides a model that can shape the future of healthcare. The Sutter Health system consists of: - 53,000+ employees and 12,000+ doctors - 5,000 volunteers - 2,000 advanced practice clinicians - 30 acute care campus facilities - 3,843 licensed acute care beds - 35 ambulatory surgery centers - 7 cardiac centers - 9 cancer centers - 3 acute rehabilitation centers - 8 mental health and addiction care centers - 5 trauma centers - 8 neonatal intensive care units - Medical research centers - Home health and hospice services - Urgent/Walk-in Care Clinics - Education centers and physician training programs - Philanthropic programs - Health plan (Sutter Health Plus) 2019 by the numbers: - 29,321 births - 189,935 discharges - 845,091 hospital emergency room visits - 1,798,728 hospital outpatient visits - 9,443,464 medical foundation visits - 923,215 patient days - 658,623 Sutter Care at Home health visits - 213,519 Sutter Care at Home hospice visits As one of the nation's leading not-for-profit integrated health care delivery systems, we approach care from a common mission of enhancing the health and well-being of people in the communities we serve through a not-for-profit commitment to compassion and excellence. To help carry out our mission, we are guided by seven core values: 1. Honesty and integrity 2. Excellence and quality 3. Community 4. Innovation 5. Teamwork 6. Compassion and caring 7. Affordability Headquartered in Sacramento, a community-based board of directors governs Sutter Health. To view a list of Sutter Health affiliates, please view Form 990, Schedule R.”

“Sutter health is a conduit borrower of tax-exempt bond issues and allocates portions of each issue to certain subsidiary organizations of which it is the sole corporate member. The outstanding bond liability allocated to these subsidiary organizations is reported on each subsidiary organization's form 990, part x, balance sheet and schedule k.”

“OTHER CHANGES IN FUND BALANCE: EQUITY TRANSFER (NET) (32,202,017) K-1 Activity (14,540,996) PARTNERSHIP INCOME ON BOOKS (3,397,422) PENSION RELATED CHANGES 49,520,760 OTHER CHANGES IN FUND BALANCE (2,978,436) -------------- TOTAL ($3,598,111) ==============”