Providence Speech and Hearing Center

“The sole member of providence speech and hearing center (pshc) is children's hospital of orange county (choc.) the officers and directors of pshc are employees of children's healthcare of california (chc) with the exception of 1 director who is employed at children's hospital of orange county (choc). Effective january 1, 2025, the parent company of this filer merged with the parent company of rady children's hospital of orange county. The surviving parent corporation was renamed rady children's health.”

“The sole member, choc, has the powers detailed in line 7b.”

“The approval of the member shall be required with respect to any of the following actions: (1) changing the purposes and powers of pshc; (2) obligating pshc to undertake any capital expenditure in excess of $5,000,000; (3) adopting pshc's annual operating and capital budgets; (4) adopting a long-term capital budget; (5) buying, selling, leasing, mortgaging, pledging, or otherwise hypothecating any real property; (6) incurring any indebtedness in excess of $5,000,000; (7) obligating pshc to act as guarantor with respect to any debt of any person or other entity; (8) accepting any donation which is conditioned upon pshc's undertaking any unbudgeted capital expenditure in excess of $5,000,000 or any unbudgeted expenditure in excess of $5,000,000; (9) entering into any contract which involves the following: (a) any financial obligation on the part of pshc in an amount in excess of $5,000,000 or (b) any purpose or activity which is outside the scope of pshc's ordinary course of business. (10) involving pshc in any merger, acquisition, corporate restructuring, or formal affiliation; (11) involving pshc as a member, shareholder, or partner in any new corporation, partnership, or other legal entity; (12) dissolving pshc; (13) entering into any transaction involving the sale, conveyance, exchange, transfer or other disposition of all or substantially all of pshc's assets; (14) amending pshc's articles of incorporation; (15) adopting new bylaws or amending existing bylaws.”

“Process of review before filing, the tax return and schedules are reviewed by the audit and compliance committee of rady children's health's board. The cfo reviews the materials with the committee. A complete copy is also shared with all board members prior to filing using electronic communication systems.”

“Monitoring and enforcing compliance of conflict of interest policy the choc compliance officer is charged with monitoring proposed or ongoing transactions for conflicts of interest and addressing any potential or actual conflicts. Pursuant to the conflicts of interest policy, an annual conflict of interest questionnaire, aimed at determining any family and business relationships and transactions or other transactions that may pose a potential conflict, is distributed to all covered persons (i.e., board members, officers and executive leadership). Covered persons are required to disclose real or potential conflicts at the time when such conflicts arise. When an individual becomes a covered person and annually thereafter, each covered person is required to sign a statement affirming that he/she: (1) has received a copy of the conflicts of interest policy and understands said policy; (2) has read the policy and understands said policy; and (3) agrees to comply with all requirements of the policy, including completing the conflicts of interest questionnaire. The completed questionnaires are reviewed by the compliance officer and any persons with actual or potential conflicts are contacted via written communication. The procedures for addressing any conflict of interest may include but are not limited to the following: (1) the conflicting interest is fully disclosed to the board of directors; (2)the interested person responds to factual questions related to the conflict, the substance of the transaction or the arrangement being considered; (3) the person with the conflict of interest is excluded from any discussion or approval of such transaction; (4) if applicable alternatives to the proposed transaction are investigated, competitive bids or comparable valuations are obtained; and (5) the transaction or action must be approved by a majority of disinterested persons.”

“Process of determining compensation of the ceo and other officers an independent board committee of chc charged with the duties of the compensation committee, whose members are disinterested and independent, is in place with a written compensation committee charter. This committee annually retains an independent healthcare compensation consulting firm to provide relevant comparability data and other compensation studies. The ceo, officers and executive management salaries, incentives and benefits, as well as overall compensation philosophy and policies, are discussed with the independent consultant representatives and the compensation committee members, in person, in closed sessions with no staff members present. This annual review was last performed in october 2023. All comparative market data, such as annual compensation survey comprised of a peer group of comparably sized pediatric hospitals, is well documented and there are minutes from these meetings that document the members present and voting, the comparative data used and how it was obtained and the deliberations and decisions of the committee. The results and recommendations from the committee are shared in an executive session with the chc board of directors.”

“Disclosure copy while federal tax laws do not mandate that the organization's governing documents, conflict of interest policy and financial statements are made available for public inspection, the organization makes its financial statements available upon request.”

“Pshc closed one location during april 2024, which caused a reduction in occupational therapy and physical therapy visits.”

“Oversight or selection process chc has an audit committee that assumes responsibility for oversight of the audit of its financial statements and selection of an independent accountant. The oversight process or selection process has not changed during the year. Below are the duties and membership criteria of the audit committee: - recommends accounting firm retention and termination - negotiates the accounting firm's compensation - confers with the accounting firm to assure financial affairs are in order - determines whether to accept the audit - approves performance non-audit services to be provided by accounting firm - reports audit findings to board of directors - ensures that audit recommendations are adequately and timely implemented by staff membership: - chairperson may not be a finance committee member - finance committee members must comprise less than 50% of membership - may include non board of director members - no member of staff, including management - no person with a material financial interest in an entity doing business with providence speech and hearing center”