Cedars-Sinai Medical Center

“Cedars-sinai health system is the sole member of the filing organization.”

“Csmc's sole member, cedars-sinai health system, has the power to elect individuals to the board of directors of cedars-sinai medical center in accordance with the nomination and election process set forth in the csmc's bylaws.”

“Cedars-sinai health system's approval is required before cedars-sinai medical center can do any of the following: change its mission, vision, and values; change its corporate structure in a manner that would affect tax-exempt status; approve the community benefit plan; voluntarily dissolve; incur material indebtedness; sell real property; execute material contracts not already set forth in an approved budget; and certain other material corporate actions.”

“The organization's form 990 undergoes a comprehensive review process. The review involves various management personnel, including the chief legal officer, and a big four accounting firm. A review is performed within the finance department including review by the executive vice-president/chief financial officer and vice president of finance/associate chief financial officer. Additionally, the compensation information is reviewed by the compensation committee. A complete, unredacted copy of the form 990 is provided to all members of the board of directors in advance of a board meeting where the form 990 is presented, allowing the entire board the opportunity to review and discuss the information reported before the form 990 is filed.”

“The conflict of interest policy is a board-approved policy. Conflict reporting is required through the office of the president/ceo, who reports to the board on coi-related matters. The policy applies to the organization's directors, officers, committee members, and other individuals who have or are granted the authority to vote at board or committee meetings of the organization. These individuals are required to complete an annual conflict of interest disclosure questionnaire and provide disclosure of activities undertaken between annual disclosures. Conflict of interest questionnaires are distributed annually and the office of the president or his/her designee follows up with any person who does not complete and return the questionnaire in a timely manner. All disclosures made are reviewed by the vice president of corporate integrity for completeness and to identify actual or potential conflicts of interest. The vice president of corporate integrity works with the office of the president or his/her designee to perform any necessary diligence and identify strategies for managing any identified conflicts. Management generally involves separation of the interested person from any involvement, management or decision-making with respect to the matter giving rise to the conflict, disclosure to the board of directors, and other actions to ensure the identified conflict is sufficiently addressed in a manner that ensures that the transaction that gives rise to the conflict is fair and reasonable to the organization and consistent with fair market value. In the case of a board member with an identified conflict, that board member is precluded from participating in any deliberations or decisions regarding the transaction that gives rise to the conflict.”

“The executive personnel committee (the committee) is a standing committee of the board of directors. The committee addresses compensation and benefits regarding the medical center's executive employees and contractually engaged faculty (all compensated individuals reported on part vii and schedule j fall under one of these two categories), and is authorized by the board of directors to act with respect to such issues, the committee evaluates the performance and approves the compensation and benefits for the medical center's president and chief executive officer; and approves the compensation and benefit plans for executives and the medical center's contractually engaged faculty. The committee also reviews and approves the ceo's execution of those plans within established parameters, taking into consideration the performance of the organization as a whole; and addresses such other compensation issues regarding the medical center's executives and contractually engaged faculty as requested by the board of directors. The committee follows a process that ensures that the compensation and benefits provided to the ceo and other executives is reasonable and in compliance with applicable laws and regulations. The medical center's svp of hr and chief legal officer provide support to the committee. The committee may engage an independent compensation and benefits consultant, and any other advisors it deems necessary. The committee may also engage independent counsel. The medical center will provide for appropriate funding for payment of costs to any such persons retained by the committee. At the committee's direction, the independent compensation consultant shall prepare such reports as the committee reasonably deems necessary. At a minimum, such reports will include market survey data from a peer group designated by the committee, which shall be considered by the committee prior to making decisions.”

“The organization's forms 990 and 990-t are available upon request.”

“The organization's audited consolidated financial statements are attached to its form 990. The conflict of interest policy and governing documents are not available to the public.”

“Change in pension liability 93,909,628. Investment in joint ventures - prior year -96,943,416. Transfer to affiliates -233,411,592. Investment in joint ventures - current year 86,798,853. Rounding -13.”