2022-05-05T11:30:30-05:00 2021-06-30 350921680 CROWE LLP 225 West Wacker Drive Suite 2600 Chicago IL 606061224 990 2020-07-01 371071858 Prairie Cardiovascular Consultants PRAI 2173219292 3051 Hollis Drive SPRINGFIELD IL 62704 Andrew Watson CFO 2022-05-05 true Andrew Watson 999009999 Mallory Fairless P01321579 3128997000 2020 2022-09-23 18:48:47Z X ANDREW WATSON 3051 Hollis Drive SPRINGFIELD IL 62704 57983651 false X prairieheart.org X 1979 IL TO OPTIMALLY SERVE OUR PATIENTS AND THEIR PHYSICIANS IN THE PREVENTION AND TREATMENT OF CARDIOVASCULAR DISEASE WITH: COMPASSION AND DIGNITY, ASSURANCE OF QUALITY, RESEARCH, AND EDUCATION. 8 4 541 4 0 0 0 57980596 3055 0 0 57983651 26938 0 72499510 0 0 18523954 91050402 0 -33066751 0 27843094 0 15061774 0 12781320 TO OPTIMALLY SERVE OUR PATIENTS AND THEIR PHYSICIANS IN THE PREVENTION AND TREATMENT OF CARDIOVASCULAR DISEASE WITH: COMPASSION AND DIGNITY, ASSURANCE OF QUALITY, RESEARCH, AND EDUCATION. false false 82656850 26938 57980596 SEE SCHEDULE O 82656850 true false false false false false false false false true false false true true true false true false false false false false false false false false false true true false false false false false false false false false false false false true true false false false true 32 0 true 541 true false false false false false false false false X 8 4 false false false false true true true true false false true true true true true true true true false X Andrew Watson 2174925806 3051 Hollis Drive Springfield IL 62704 John Scherschel MD President / Physician 60.0 0 X X 863625 0 85095 MARC SHELTON MD 2020 & 2021 Chair / Physician 2.5 57.5 X X 0 838477 274437 RACHEL BROUGHTON SECRETARY 1.0 0 X X 0 0 0 Chris Skorcz Board Member 1.0 0 X 0 0 0 EVERT J KUIPER Board Member 1.0 59.0 X 0 943229 230995 LARRY HARDY Board Member 1.0 1.0 X 0 0 0 LYNN SCOTT Board Member 1.0 0 X 0 0 0 MICHAEL W COTTRELL Board Member / HSHS CFO 1.0 59.0 X 0 854146 212981 Andrew Watson CFO 13.5 36.5 X 304633 0 129355 ANN M CARR Treasurer (until 3/9/21) 0.3 59.7 X 0 331281 304701 Amit Dande MD PHYSICIAN 40.0 0 X 1342624 0 100023 Jeffrey Goldstein MD Physician 40.0 0 X 1220009 0 158385 NILESH J GOSWAMI MD Physician 40.0 0 X 926643 0 155348 Raed Al-Dallow MD Physician 40.0 0 X 1076717 0 134516 Ziad Issa MD Physician 40.0 0 X 936061 0 154623 6670312 2967133 1940459 121 false true false PREVENTICE TECHNOLOGIES INC DEPT CH 19351 PALATINE IL 600559351 PURCHASED SERVICES 2237840 SIU SCHOOL OF MEDICINE PO BOX 19607 SPRINGFIELD IL 627949607 PROVIDER SERVICES 662246 SOUTHERN ILLINOIS HEALTHCARE 1239 EAST MAIN STREET CARBONDALE IL 629023988 MANAGEMENT SERVICES 642768 OFALLON MEDICAL OFFICE BUILDING LLC 839 NORTH JEFFERSON STREET STE 600 MILWAUKEE WI 53202 MANGEMENT SERVICES 260983 UPS PO BOX 809488 CHICAGO IL 606809488 MAILING SERVICES 219018 6 0 NET PATIENT SERVICE REVENUE 621110 31549809 31549809 Hospital Support Services 621990 26430787 26430787 0 0 0 0 57980596 0 0 3055 3055 0 3055 3055 0 0 0 0 0 57983651 57980596 0 3055 26938 26938 1139109 1139109 59557288 59137444 419844 4175580 3959378 216202 5881697 5793835 87862 1745836 1700995 44841 78376 69202 9174 66 66 7324122 1908606 5415516 0 1414 76 1338 947415 745069 202346 4099913 3788212 311701 253740 252922 818 38502 39131 -629 1047597 980625 66972 1695445 1381052 314393 Clinical Supplies 2467654 2467654 DUES & SUBSCRIPTIONS 106467 90451 16016 Equipment Expenses 71067 46126 24941 CONTINUING EDUCATION 67832 67832 324344 201302 123042 0 91050402 82656850 8393552 0 -566192 15003103 9044592 0 0 343216 1972447 1232360 740087 0 0 14372 0 3263916 0 27843094 12418254 2460536 0 0 182984 0 15061774 X 12781319 0 12781319 0 27843093 X -33066751 1866 45846204 X false true X true true true X 0 0 57980596 57980596 0 0 0 0 0 0 0 0 0 0 57980596 57980596 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 57980596 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 57980596 57980596 X 105000 16817 88183 154343 36202 118141 1315070 838928 476142 398034 340413 57621 740087 DUE FROM AFFILIATES 939359 ROU ASSETS - OPERATING LEASE 2324557 3263916 PENSION LIABILITY -2134609 DUE TO AFFILIATES 421088 Operating Lease Liability 1896505 182984 X Schedule D, Part X, Line 2 FIN 48 (ASC 740) footnote HSHS and the Foundation are Illinois not-for-profit organizations as described in Section 501(c) (3) of the Internal Revenue Code (the Code) and are exempt from federal income taxes on related income pursuant to Section 501(a) of the Code. Kiara, Inc. is an Illinois for-profit corporation that recognizes income taxes under the asset-and-liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The net operating loss carryforwards result in a deferred tax asset of $3,650 and $83,066 at June 30, 2021 and 2020, respectively. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers projected future taxable income and tax planning strategies in making this assessment. Based upon the level of historical taxable losses and projections for future taxable losses over the periods for which the deferred tax assets are deductible, management believes it is more likely Kiara, Inc. will not realize the majority of the benefits of these deductible differences. Full valuation allowances have been applied against the deferred tax assets attributable to the net operating loss carryforwards not realized as of June 30, 2021 and 2020 in the accompanying consolidated financial statements due to the uncertainty of realization. HSHS recognizes the tax benefit from an uncertain tax position only if it is more likely than not the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. As of June 30, 2021 and 2020, HSHS does not have any liabilities for unrecognized tax benefits. true Education Assistance (Tuition Reimbursement) 8 26938 Schedule I, Part I, Line 2 Procedures for monitoring use of grant funds. In accordance with HSHS Human Resources Policies, the organization ensures grants are used for their intended purposes through various procedures as set forth by the policy for Education Assistance. Such procedures, as outlined by the policy, include, but are not limited to detailed eligibility requirements, specifications regarding eligible educational courses, limitations on annual allowances and eligible hours, requirements to achieve certain passing grades for eligible courses and reimbursement made only upon completion of such eligible courses. X true true X X X X X true true false false false false false false false MARC SHELTON MD 2020 & 2021 Chair / Physician 0 745241 0 0 0 93236 0 239848 0 34589 0 1112914 0 72602 John Scherschel MD President / Physician 745395 0 99589 0 18641 0 61201 0 23894 0 948720 0 0 0 EVERT J KUIPER Board Member 0 784953 0 0 0 158276 0 199317 0 31678 0 1174224 0 106695 MICHAEL W COTTRELL Board Member / HSHS CFO 0 647793 0 0 0 206353 0 186924 0 26057 0 1067127 0 178843 ANN M CARR Treasurer (until 3/9/21) 0 270217 0 0 0 61064 0 278644 0 26057 0 635982 0 30435 Andrew Watson CFO 256100 0 0 0 48533 0 105608 0 23747 0 433988 0 42339 0 Amit Dande MD PHYSICIAN 969925 0 371848 0 851 0 93103 0 6920 0 1442647 0 0 0 Jeffrey Goldstein MD Physician 1079487 0 132569 0 7953 0 134491 0 23894 0 1378394 0 0 0 Raed Al-Dallow MD Physician 962741 0 111405 0 2571 0 124627 0 9889 0 1211233 0 0 0 Ziad Issa MD Physician 808152 0 119351 0 8558 0 130729 0 23894 0 1090684 0 0 0 NILESH J GOSWAMI MD Physician 811516 0 106894 0 8233 0 131470 0 23878 0 1081991 0 0 0 Schedule J, Part I, Line 1a Tax indemnification and gross-up payments DURING THE YEAR, THE FOLLOWING INTERESTED PERSONS RECEIVED A TAX GROSS-UP PAYMENT. THE RELATED AMOUNTS WERE TREATED AS TAXABLE COMPENSATION TO THE RECIPIENT. ANDREW WATSON AMIT DANDE JEFFREY GOLDSTEIN RAED AL-DALLOW ZIAD ISSA NILESH GOSWAMI JOHN SCHERSCHEL Schedule J, Part I, Line 3 Arrangement used to establish the top management official's compensation PLEASE SEE RESPONSE TO FORM 990, PART VI, LINE 15A IN SCHEDULE O. Schedule J, Part I, Line 4a Severance or change-of-control payment ORGANIZATION: PRAIRIE CARDIOVASCULAR CONSULTANTS EIN: 37-1071858 INTERESTED PERSON: EDWARD BROOKS AMOUNT: $375,430 TERMS: COMPENSATION PAID AS A RESULT OF A SEVERANCE FROM THE POSITION OF CEO. Schedule J, Part I, Line 4b Supplemental nonqualified retirement plan HSHS EXECUTIVES ELIGIBLE TO PARTICIPATE IN SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) ARE DEFINED IN THE SERP PLAN DOCUMENTS; THE SERP WAS ESTABLISHED TO PROVIDE ADDITIONAL RETIREMENT BENEFITS TO ENSURE REASONABLE MARKET COMPETITIVE BENEFITS IN ACCORDANCE WITH THE HSHS EXECUTIVE COMPENSATION PHILOSOPHY ESTABLISHED BY THE HSHS COMPENSATION COMMITTEE. THE PLAN PROVIDES A DEFINED RETIREMENT CONTRIBUTION TO PARTICIPANTS COMMENCING ON JANUARY 1, 2008, EQUAL TO A PERCENTAGE OF COMPENSATION AS DEFINED IN THE SERP PLAN DOCUENTS FOR THE PLAN YEAR. PARTICIPANTS CONSTRUCTIVELY RECEIVE A DISTRIBUTION FROM THE PLAN NO LATER THAN MARCH 15TH OF THE CALENDAR YEAR FOLLOWING THE CALENDAR YEAR IN WHICH AN AMOUNT IS VESTED and TAXABLE PURSUANT TO A VESTING SCHEDULE AS SPECIFIED IN THE PLAN DOCUMENT. THE ACTUAL DISTRIBUTION OF THE VESTED BENEFIT UNDER THE PLAN IS PAID IN A SINGLE LUMP SUM TO THE PARTICIPANT OR THE PARTICIPANT'S BENEFICIARY UPON THE EARLIER OF THE PARTICIPANT'S TERMINATION OF EMPLOYMENT, DEATH, OR TOTAL AND PERMANENT DISABILITY. THE FOLLOWING INTERESTED PERSONS CONSTRUCTIVELY RECEIVED DEFERRALS TO THE SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) IN 2020; THESE DEFERRALS ARE INCLUDED IN SCHEDULE J, PART II, COLUMN (C). ANN M. CARR -- $29,873 MICHAEL COTTRELL - $81,097 EJ KUIPER - $97,352 ANDREW WATSON - $21,477 JOHN SCHERSCHEL - $52,950 Marc Shelton - $92,775 THE FOLLOWING INTERESTED PERSONS RECEIVED DISTRIBUTIONS FROM THE SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) IN 2020; THESE PAYMENTS ARE INCLUDED IN SCHEDULE J, PART II, COLUMN (B)(III) AND SCHEDULE J, PART II, COLUMN (F), AS APPLICABLE. ANN M. CARR -- $30,435 MICHAEL COTTRELL - $178,843 EJ KUIPER - $106,695 ANDREW WATSON - $42,339 Marc Shelton - $72,602 Form 990, Part III, Line 4a PROGRAM SERVICE ACCOMPLISHMENTS PHYSICIAN CARDIOVASCULAR CONSULTANTS IS THE PHYSICIAN ORGANIZATION OF HOSPITAL SISTERS HEALTH SYSTEM ("HSHS"), A HEALTH CARE MINISTRY OF THE CATHOLIC CHURCH. AS A MISSION-BASED ORGANIZATION, IT IS OUR DESIRE TO CONNECT WITH ALL WHO SEEK CARE, HEALING, AND HOPE. PRIMARILY THE MISSION IS FILLED THROUGH PATIENT ACCESS OF PRIMARY CARE PROVIDERS, INCLUDING FAMILY MEDICINE, INTERNAL MEDICINE, AND PEDIATRICS. TO ENSURE ACCESS TO HEALTH CARE FOR ALL, A CHARITY CARE POLICY HAS BEEN IMPLEMENTED FOR ALL PRACTICES OF THE PHYSICIAN CARDIOVASCULAR CONSULTANTS . THE CHARITY CARE POLICY HELPS ENSURE THAT ALL WHO COME TO US WILL RECEIVE QUALITY CARE, AND ARE TREATED WITH RESPECT AND COMPASSION. THE PHYSICIAN CARDIOVASCULAR CONSULTANTS CHARITY CARE POLICY PROVIDES PATIENTS WITH AN OPPORTUNITY TO QUALIFY FOR FINANCIAL ASSISTANCE WHEN RECEIVING NON-ELECTIVE SERVICES. THE LEVEL OF CHARITY CARE ASSISTANCE FOR WHICH ANY PERSON IS ELIGIBLE IS BASED, IN PART, ON THEIR INCOME COMPARED TO THE CURRENT YEAR FEDERAL POVERTY GUIDELINES. TO QUALIFY FOR CHARITY CARE, A PERSON COMPLETES A TWO-PART INCOME TEST. PART ONE DETERMINES THAT NO OTHER GOVERNMENTAL OR PRIVATE INSURANCE IS AVAILABLE TO THE PERSON. PART TWO FOLLOWS A PROCESS TO DETERMINE THE CHARITY AMOUNT IN RELATIONSHIP TO THE PERSON'S/FAMILY'S INCOME. THE PHYSICIAN CARDIOVASCULAR CONSULTANTS CHARITY CARE PROGRAM IS BASED ON THE CURRENT YEAR FEDERAL POVERTY GUIDELINES ("FPG") ISSUED BY THE DEPARTMENT OF HEALTH & HUMAN SERVICES ANNUALLY AND PUBLISHED IN THE FEDERAL REGISTER. AN FPG AND CHARITY ALLOWANCE TABLE IS UPDATED ANNUALLY BY THE PHYSICIAN CARDIOVASCULAR CONSULTANTS AND IS USED TO DETERMINE WHETHER THE PERSON QUALIFIES FOR CHARITY CARE AND, IF SO, AT WHAT LEVEL. THE AMOUNT IS DETERMINED BY MULTIPLYING THE ALLOWANCE LEVEL SPECIFIED IN THE TABLE BY TOTAL CHARGES CALCULATED USING THE RATE OF 150% OF THE MEDICARE ALLOWABLE CHARGE FOR EACH ITEM OR SERVICE RENDERED DURING THE VISIT BASED ON THE APPLICABLE MEDICARE LOCALITY. Form 990, Part VI, Line 13 WHISTLEBLOWER POLICY PROVISIONS WITHIN THE CORPORATE COMPLIANCE PROGRAM AND CONFLICT OF INTEREST POLICY PROVIDE PROTECTIONS FOR WHISTLEBLOWER TYPE ACTIVITIES. Form 990, Part VI, Line 6 Classes of members or stockholders THE SOLE CORPORATE MEMBER OF PRAIRIE CARDOVASCULAR CONSULTANTS (THE CORPORATION) IS HOSPITAL SISTERS SERVICES, INC. ("HSSI"), AN ILLINOIS NOT FOR PROFIT CORPORATION EXEMPT FROM FEDERAL TAXATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. Form 990, Part VI, Line 7a Members or stockholders electing members of governing body PURSUANT TO SECTION 3.2 OF THE CORPORATION'S BYLAWS, THE ORGANIZATION'S MEMBER, HOSPITAL SISTERS SERVICES, INC. ("HSSI"), AN ILLINOIS NOT FOR PROFIT CORPORATION EXEMPT FROM FEDERAL TAXATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE, HAS THE RIGHT TO APPOINT AND REMOVE THE CORPORATION'S BOARD OF DIRECTORS. Form 990, Part VI, Line 7b Decisions requiring approval by members or stockholders RESPONSIBILITY FOR THE POLICY AND OPERATIONS OF PRAIRIE CARDIOVASCULAR CONSULTANTS. (THE "CORPORATION") IS VESTED IN ITS BOARD OF DIRECTORS, EXCEPT WITH RESPECT TO SPECIFIC POWERS RESERVED IN THE CORPORATION'S BYLAWS TO THE CORPORATION'S MEMBER, HOSPITAL SISTERS SERVICES, INC. ("HSSI"), AN ILLINOIS NOT FOR PROFIT CORPORATION EXEMPT FROM FEDERAL TAXATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. THE MEMBER OF HSSI IS HOSPITAL SISTERS HEALTH SYSTEM ("HSHS"), AN ILLINOIS NOT FOR PROFIT CORPORATION EXEMPT FROM FEDERAL TAXATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. THE GOVERNANCE AND OPERATIONS OF CORPORATION SHALL BE SUBJECT IN ALL RESPECTS TO HSSI'S RIGHT TO EXERCISE THE RESERVED POWERS WITH RESPECT TO CORPORATION AND ORGANIZATIONS OF WHICH CORPORATION IS EITHER, DIRECTLY OR INDIRECTLY, A CONTROLLING MEMBER OR CONTROLLING SHAREHOLDER ("AFFILIATES"). HSSI SHALL HAVE THE EXCLUSIVE RIGHT TO EXERCISE THE RESERVED POWERS, AND CORPORATION'S BOARD OF DIRECTORS SHALL HAVE NO POWER OR AUTHORITY OVER CORPORATION WHICH WOULD IN ANY WAY CONFLICT WITH HHSI'S EXCLUSIVE RIGHT TO EXERCISE THE RESERVED POWERS. THE RESERVED POWERS SHALL INCLUDE ALL RIGHTS GRANTED TO HSSI BY LAW AND THE RIGHT TO: (A) ADOPT, APPROVE AMENDMENTS TO, OR AMEND ANY STATEMENT OF PHILOSOPHY, MISSION, MISSION INTEGRATION, OR VALUES OR ANY NAME, LOGO, OR MARK OF THE CORPORATION OR OF ANY AFFILIATE; (B) ADOPT, APPROVE AMENDMENTS TO, OR AMEND THE ARTICLES OR THE ARTICLES OF INCORPORATION OF ANY AFFILIATE; (C) ADOPT, APPROVE AMENDMENTS TO, OR AMEND THE BYLAWS OR THE BYLAWS OF ANY AFFILIATE; (D) APPOINT AND REMOVE THE BOARD OF DIRECTORS, ANY ONE OR MORE OF THE DIRECTORS OF THE CORPORATION OR OF ANY AFFILIATE, AND THE CHAIRPERSON AND PRESIDENT OF THE CORPORATION OR OF ANY AFFILIATE; (E) APPROVE THE RECOMMENDATION OF THE BOARD OF DIRECTORS TO APPOINT OR REMOVE THE BOARD OF DIRECTORS, ANY ONE OR MORE DIRECTORS OF THE CORPORATION OR OF ANY AFFILIATE, AND THE CHAIRPERSON AND PRESIDENT OF THE CORPORATION OR OF ANY AFFILIATE. (F) WITH RESPECT TO THE CORPORATION OR ANY AFFILIATE, APPROVE THE PURCHASE, SALE, ALIENATION, EXCHANGE, LEASE, OR ENCUMBRANCE OF ANY REAL PROPERTY OF THE CORPORATION OR OF ANY AFFILIATE, WHICH PROPERTY HAS A VALUE IN EXCESS OF LIMITS SET FROM TIME TO TIME BY THE MEMBER; (G) APPROVE THE OPERATING AND CAPITAL BUDGETS OF CORPORATION OR OF ANY AFFILIATE, AND ANY DEVIATIONS BY THE CORPORATION OR ANY AFFILIATE FROM SUCH BUDGETS IN AN AMOUNT OR PERCENTAGE SPECIFIED BY THE MEMBER FROM TIME TO TIME; (H) APPROVE THE STRATEGIC PLAN AND GOALS OF THE CORPORATION OR OF ANY AFFILIATE; (I) APPROVE THE SALE OF SUBSTANTIALLY ALL OF THE ASSETS OF THE CORPORATION OR OF ANY AFFILIATE; (J) APPROVE THE MERGER OR DISSOLUTION OF THE CORPORATION OR OF ANY AFFILIATE; (K) ADOPT OR AMEND THE PLAN FOR MINISTRY EDUCATION AND GOVERNANCE FOR THE CORPORATION AND ANY AFFILIATE; (L) APPROVE THE CORPORATION'S MISSION ACCOUNTABILITY REPORTS AND THOSE OF ANY AFFILIATE; (M) APPROVE THE FINANCIAL POLICIES AND PROCEDURES OF THE CORPORATION OR OF ANY AFFILIATE AND APPROVE ANY DEVIATIONS FROM SUCH POLICIES AND PROCEDURES BY THE CORPORATION OR ANY AFFILIATE; (N) ADOPT POLICIES TO IMPLEMENT THE RESERVED POWERS OF THE MEMBER; (O) OUTSIDE THE BUDGETING PROCESS OF THE CORPORATION, APPROVE OR AMEND CHANGES TO A SUBSTANTIAL PART OR ALL OF THE PRICE LIST OR CHARGE MASTER OF THE CORPORATION FOR PATIENT SERVICES; AND (P) ADOPT AND AMEND EMPLOYEE AND INDEPENDENT CONTRACTOR TEMPLATE AGREEMENTS AND COMPENSATION RANGES, PLANS, POLICIES AND METHODOLOGIES (INCLUDING THE AWARDING OF ANY INCENTIVE COMPENSATION) AND BENEFITS. Form 990, Part VI, Line 11b Review of form 990 by governing body THE ORGANIZATION EMPLOYS CROWE LLP TO ASSIST IN THE OVERALL REVIEW AND ELECTRONIC SUBMISSION OF ITS FORM 990. CROWE LLP PROVIDES GUIDANCE IN IDENTIFYING CRITICAL ERRORS IN THE RETURN SUBMISSION AND FEEDBACK ON QUANTITATIVE AND QUALITATIVE RESPONSES. ADDITIONALLY, THE ORGANIZATION'S CFO PERFORMS A THOROUGH REVIEW OF THE RETURN AND REVIEWS IT WITH THE HOSPITAL CEO AND/OR SENIOR LEADERS BEFORE PRESENTING IT IN ITS ENTIRETY TO THE HOSPITAL BOARD FOR QUESTIONING AND REVIEW PRIOR TO THE RETURN'S SIGNING AND SUBMISSION TO THE IRS. Form 990, Part VI, Line 12c Conflict of interest policy THE ORGANIZATION IS SUBJECT TO THE CORPORATE COMPLIANCE PROGRAM AND CONFLICT OF INTEREST POLICY ("POLICY") OF HOSPITAL SISTERS HEALTH SYSTEM, AN ILLINOIS NOT FOR PROFIT CORPORATION EXEMPT FROM FEDERAL TAXATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. A REVISED CORPORATE COMPLIANCE PROGRAM AND CONFLICT OF INTEREST POLICY HAVE BEEN IMPLEMENTED SINCE JANUARY 2009 TO MANAGE CONFLICTS OF INTEREST USING A SYSTEM-WIDE PROTOCOL FOR DISCLOSURE STATEMENTS. IN ACCORDANCE WITH THE ORGANIZATON'S CONFLICT OF INTEREST POLICY, ALL COVERED PERSONS HAVE A DUTY TO COMPLY WITH THE CONFLICT OF INTEREST POLICY FOR ANY CONTRACT, TRANSACTION, RELATIONSHIP, OR ACTIVITY CONTEMPLATED, ENTERED INTO, OR CONDUCTED AT HSHS OR ITS AFFILIATES. THE POLICY DEFINES COVERED PERSONS AS BOARD MEMBERS, BOARD COMMITTEE MEMBERS, OFFICERS, BOARD DESIGNEES, SENIOR MANAGEMENT, MEMBERS OF ANY COMMITTEE THAT OVERSEES THE APPROVAL OF PHARMACEUTICALS AND MEDICAL DEVICES, AND ANY OTHER INDIVIDUAL WHO HOLDS A POSITION OF TRUST. ON AN ANNUAL BASIS, HSHS DISCLOSES A COPY OF THE CONFLICT OF INTEREST POLICY (AND ALL CORRESPONDING PROCEDURES, GUIDELINES, FORMS, AND TOOLS) TO ALL COVERED PERSONS AND ADVISES ALL COVERED PERSONS IN WRITING OF ANY SUBSTANTIVE CHANGES TO THIS POLICY AND SUCH RELATED MATERIALS. COVERED PERSONS ARE REQUIRED TO REVIEW AND COMPLETE THE CORRESPONDING CONFLICT OF INTEREST STATEMENT. THE SYSTEM OFFICE VICE PRESIDENT - SYSTEM RESPONSIBILITY, VICE PRESIDENT - RISK & COMPLIANCE, OR MEMBERS OF THE AUDIT AND INTEGRITY COMMITTEE ("COMMITTEE") ARE AVAILABLE TO ANSWER ANY QUESTIONS A COVERED PERSON MAY HAVE. IN ADDITION, IF, AT ANY TIME AFTER SUBMITTING AN ANNUAL CONFLICT OF INTEREST STATEMENT, A COVERED PERSON BECOMES AWARE OF AN INTEREST THAT HE OR SHE WOULD HAVE HAD TO DISCLOSE AT THE ANNUAL INTERVAL, THE COVERED PERSON IS REQUIRED PROMPTLY TO DISCLOSE THE INTEREST TO THE COMMITTEE USING THE HSHS CONFLICT OF INTEREST DISCLOSURE STATEMENT. COMPLETED CONFLICT OF INTEREST STATEMENTS ARE SUBMITTED TO THE COMMITTEE, WHICH IS RESPONSIBLE FOR IDENTIFYING, ASSESSING, AND MANAGING CONFLICTS OF INTEREST THAT ARISE IN THE COURSE OF CONDUCTING THE AFFAIRS OF HSHS AND ITS AFFILIATES. IF THE COMMITTEE DETERMINES THAT A CONFLICT OF INTEREST EXISTS, THE CONFLICT OF INTEREST POLICY REQUIRES HSHS NOT TO ENGAGE IN, OR ENTER INTO A PROPOSED CONTRACT, TRANSACTION, RELATIONSHIP, ARRANGEMENT, OR ACTIVITY UNLESS THE COMMITTEE OR, WHERE NECESSARY, THE BOARD OF DIRECTORS (ACTING THROUGH ITS DISINTERESTED MEMBERS), HAS INVESTIGATED ALTERNATIVES TO THE PROPOSED CONTRACT, TRANSACTION, RELATIONSHIP, ARRANGEMENT, OR ACTIVITY AND, IN THE ABSENCE OF ALTERNATIVES THAT ARE IN THE BEST INTERESTS OF HSHS, HAS DETERMINED: 1. THAT, REGARDLESS OF WHETHER THE COVERED PERSON PARTICIPATES IN THE IMPLEMENTATION OF THE PROPOSED CONTRACT, TRANSACTION, RELATIONSHIP, ARRANGEMENT, OR ACTIVITY; 2. THE CONTRACT, TRANSACTION, ARRANGEMENT, OR ACTIVITY IS IN THE BEST INTERESTS OF HSHS; 3. THE CONTRACT, TRANSACTION, ARRANGEMENT, OR ACTIVITY IS FAIR AND REASONABLE FROM THE PERSPECTIVE OF HSHS; AND 4. HSHS CANNOT OBTAIN A MORE ADVANTAGEOUS CONTRACT, TRANSACTION, ARRANGEMENT, OR ACTIVITY WITH REASONABLE EFFORTS UNDER THE CIRCUMSTANCES. IN DETERMINING WHETHER A CONTRACT, TRANSACTION OR ARRANGEMENT IS FAIR AND REASONABLE TO HSHS, THE COMMITTEE SHALL CONSIDER, WHERE APPLICABLE: 1. APPRAISALS OR OTHER INDEPENDENT VALUATIONS OF THE FAIR MARKET VALUE OF THE CONTRACT, TRANSACTION, OR ARRANGEMENT; 2. INFORMATION REGARDING COMPARABLE CONTRACTS, TRANSACTIONS, OR ARRANGEMENTS BETWEEN UNRELATED PARTIES; 3. OFFERS FROM COMPARABLE COMPETING ENTITIES; AND/OR 4. STUDIES OF COMPARABLE COMPENSATION ARRANGEMENTS. IN ANY CASE IN WHICH THE COMMITTEE FINDS, AFTER TAKING THE STEPS DESCRIBED ABOVE, THAT HSHS SHOULD PARTICIPATE IN A PROPOSED TRANSACTION OR ARRANGEMENT DESPITE THE EXISTENCE OF A CONFLICT OF INTEREST, THE COMMITTEE SHALL DEVELOP, IMPLEMENT, MONITOR, AND ENFORCE COMPLIANCE WITH A CONFLICT MANAGEMENT PLAN FOR MANAGING THE CONFLICT OF INTEREST AS IT CONSIDERS NECESSARY FOR SUCH FINDINGS TO REMAIN VALID THROUGHOUT THE LIFE OF THE CONTRACT, TRANSACTION, RELATIONSHIP, ARRANGEMENT, OR ACTIVITY. ALL CONFLICT MANAGEMENT PLANS SHALL: 1. STATE THAT THE COMMITTEE WILL OVERSEE, MONITOR, AND ENFORCE COMPLIANCE WITH THE PLAN THROUGHOUT THE COURSE OF THE STUDY AND SPECIFY MEANS FOR DOING SO, INCLUDING, WITHOUT LIMITATION, THAT THE APPROPRIATE INDIVIDUALS MUST PROVIDE THE COMMITTEE WITH WRITTEN REPORTS PERTAINING TO COMPLIANCE WITH THE CONFLICT MANAGEMENT PLAN, THAT THE COMMITTEE SHALL HAVE THE RIGHT TO AUDIT THE STUDY FOR SUCH COMPLIANCE AND THE RIGHT TO IMPOSE SANCTIONS FOR NON-COMPLIANCE; 2. STATE THAT THE PLAN MUST BE SHARED WITH COVERED PERSON WHOSE INTERESTS IT WAS DEVELOPED TO MANAGE; 3. STATE THAT THE PLAN MUST BE SHARED WITH, AND PERIODIC REPORTS ON COMPLIANCE WITH THE PLAN MUST BE PROVIDED TO, THE BOARD, SENIOR MANAGEMENT, AND/OR GOVERNMENT AGENCIES; AND 4. PROVIDE FOR SUCH OTHER MANAGEMENT STEPS AND MECHANISMS THE COMMITTEE CONSIDERS NECESSARY AND APPROPRIATE. IN ADDITION TO THE COMMITTEE, THE SYSTEM OFFICE VICE PRESIDENTS OF SYSTEM RESPONSIBILITY AND RISK & COMPLIANCE MAY RETAIN SUCH INDEPENDENT ADVISORS OR EXPERTS AS DEEMED NECESSARY TO ASSIST IN MAKING ITS DETERMINATIONS AND DECISIONS. IF THE COMMITTEE DETERMINES THAT THE CONTEMPLATED TRANSACTION, RELATIONSHIP, ARRANGEMENT, OR ACTIVITY CANNOT PROCEED DUE TO A CONFLICT OF INTEREST, THE COMMITTEE SHALL INFORM THE APPLICABLE COVERED PERSON OR DECISION-MAKING BODY OF SUCH DETERMINATION WITHIN ONE WEEK OF THE COMMITTEE MEETING AT WHICH THE CONTEMPLATED TRANSACTION WAS DISCUSSED. THE COMMITTEE SHALL DOCUMENT ITS REJECTION OF THE CONTEMPLATED TRANSACTION IN THE COMMITTEE'S MEETING MINUTES. Form 990, Part VI, Line 15a Process to establish compensation of top management official THE COMPENSATION COMMITTEE (COMMITTEE) IS COMPRISED OF INDEPENDENT MEMBERS OF THE BOARD OF DIRECTORS. THE COMMITTEE DEVELOPS A COMPENSATION PHILOSOPHY FOR THE SYSTEM AND ALL AFFILIATES. THE COMMITTEE SELECTS AND HIRES THE INDEPENDENT COMPENSATION CONSULTANT TO DEVELOP COMPARABILITY DATA AND ADVISE THE COMMITTEE DURING ITS DELIBERATIONS REGARDING ALL ELEMENTS OF TOTAL COMPENSATION FOR ALL HSHS EXECUTIVES, (the top management official, other officers and key employees). INTEGRATED HEALTHCARE STRATEGIES ("IHS"), THE CONSULTANTS UTILIZED BY THE COMMITTEE, USE DATA FROM MULTIPLE TAX-EXEMPT PEER GROUP SOURCES (derived from a full market review conducted every other year) TO DETERMINE SALARY RANGES, INCENTIVE OPPORTUNITY RANGES AND BENEFITS FOR THE HSHS executives. IHS THEN ASSISTS THE COMMITTEE IN PREPARING CONTEMPORANEOUS DOCUMENTATION OF ALL ACTIONS. EACH COMMITTEE MEETING IS CONDUCTED WITH THE INTENT TO CREATE A REBUTTABLE PRESUMPTION OF REASONABLENESS FOR ALL ELEMENTS OF EXECUTIVE TOTAL COMPENSATION. THE CHAIRMAN MAKES THIS DECLARATION AND ALSO INQUIRES IF THERE ARE ANY CONFLICTS OF INTEREST BY ANY ATTENDEES. ANY CONFLICTS ARE DISCLOSED AND THE COMMITTEE THEN ACTS IN A MANNER TO AVOID ANY CONFLICTED INDIVIDUAL PARTICIPATING IN ANY MANNER WHERE A CONFLICT MIGHT EXIST. AT THE END OF THE MEETING, THE COMMITTEE PREPARES CONTEMPORANEOUS MINUTES THAT RECORD ALL ACTIONS TAKEN DURING THE MEETING. The process for reviewing compensation by the compensation committee is completed each fiscal year. Form 990, Part VI, Line 15b Process to establish compensation of other employees PLEASE SEE RESPONSE TO FORM 990, PART VI, LINE 15A. Form 990, Part VI, Line 19 Required documents available to the public BOARD APPROVED FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST. THE GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT MADE AVAILABLE TO THE GENERAL PUBLIC AT THIS TIME. Form 990, Part X, Line 2 POOLED INVESTMENT ACCOUNT THE ORGANIZATION'S CASH RESERVES ARE INVESTED IN A POOLED INVESTMENT ACCOUNT MAINTAINED BY HOSPITAL SISTERS HEALTH SYSTEM ("HSHS"). PARTICIPATION IN THE POOLED INVESTMENT FUND IS LIMITED TO THE 501(C)(3) HOSPITALS AND RELATED HEALTH SERVICES ORGANIZATIONS SPONSORED BY THE HOSPITAL SISTERS HEALTH SYSTEM. THE POOLED ACCOUNT CONSISTS OF CASH, EQUITY AND DEBT SECURITIES THAT ARE PUBLICLY TRADED. IN ACCORDANCE WITH THE PROVISIONS OF STATEMENT OF FINANCIAL ACCOUNTING STANDARDS ("SFAS") NO. 124, "ACCOUNTING FOR CERTAIN INVESTMENTS HELD BY NOT-FOR-PROFIT ORGANIZATIONS", INVESTMENTS IN EQUITY SECURITIES WITH READILY DETERMINABLE FAIR VALUES AND ALL INVESTMENTS IN DEBT SECURITIES ARE REPORTED AT FAIR VALUE ON THE BALANCE SHEET. INCOME, REALIZED AND UNREALIZED GAINS AND LOSSES ARE POOLED AND ALLOCATED TO THE PARTICIPANTS. INDIVIDUAL COMPONENTS OF ASSETS AND REVENUE ARE NOT IDENTIFIED TO THE INDIVIDUAL HOSPITAL PARTICIPANTS. Form 990, Part XI, Line 9 Other changes in net assets or fund balances Transfers from Affiliates - 9098343; Pension - 9671318; Fund Balance at beginning of year - 27076543; SCHEDULE O AFFILIATED HEALTH SYSTEM DISCLOSURE PHYSICIAN CARDIOVASCULAR CONSULTANTS IS AN AFFILIATE OF HOSPITAL SISTERS HEALTH SYSTEM (HSHS), A HEALTH CARE MINISTRY THAT INCLUDES 15 HOSPITALS, NUMEROUS COMMUNITY-BASED HEALTH CENTERS AND CLINICS, AND HUNDREDS OF PHYSICIAN PARTNERS ACROSS ILLINOIS AND WISCONSIN. HEADQUARTERED IN SPRINGFIELD, ILLINOIS, HOSPITAL SISTERS HEALTH SYSTEM (HSHS) IS A HIGHLY INTEGRATED, MULTI-INSTITUTIONAL HEALTH CARE SYSTEM COMPRISED OF 15 HOSPITALS AND MORE THAN 200 PHYSICIAN PRACTICE SITES IN ILLINOIS AND WISCONSIN. HSHS IS SPONSORED BY HOSPITAL SISTERS MINISTRIES (HSM), WHICH IS A PUBLIC JURIDIC PERSON OF THE ROMAN CATHOLIC CHURCH. HSHS CONTINUES THE HEALTH CARE MINISTRIES BEGUN BY ITS FOUNDERS, THE HOSPITAL SISTERS OF ST. FRANCIS, MORE THAN 140 YEARS AGO, IN RURAL AND MIDSIZED COMMUNITIES THROUGHOUT ILLINOIS AND WISCONSIN. HSHS PROVIDES COMPASSIONATE, HOLISTIC, HIGH QUALITY, AND COST-EFFECTIVE HEALTH CARE THROUGH ITS ACUTE CARE HOSPITALS, PHYSICIAN PRACTICES, HOME HEALTH PROGRAMS, PALLIATIVE AND HOSPICE PROGRAMS, AND COMMUNITY OUTREACH SERVICES. IN ADDITION, HSHS AFFILIATED HOSPITALS INCLUDE CRITICAL ACCESS FACILITIES THAT OFFER ESSENTIAL HEALTH SERVICES THAT OTHERWISE WOULD NOT BE AVAILABLE IN MANY COMMUNITIES. OUR MISSION CALLS US TO REVEAL AND EMBODY CHRIST'S HEALING LOVE FOR ALL PEOPLE, AND WE EXTEND OUR HIGH QUALITY FRANCISCAN HEALTH CARE MINISTRY BEYOND THE WALLS OF OUR HOSPITALS BY PROVIDING COMMUNITY HEALTH IMPROVEMENT SERVICES WITH SPECIAL EMPHASIS ON THE POOR AND VULNERABLE. IN ADDITION TO PROVIDING COMMUNITY HEALTH IMPROVEMENT SERVICES TO THE BROADER COMMUNITY, HSHS CARES FOR EVERYONE WHO COMES TO ITS FACILITIES, REGARDLESS OF THEIR ABILITY TO PAY. IN TANDEM WITH A VARIETY OF CROSS SECTOR COMMUNITY PARTNERS, HSHS'S COMMUNITY BENEFIT INITIATIVES ARE STRATEGICALLY PLANNED AND PROFESSIONALLY IMPLEMENTED TO IMPROVE ACCESS TO HEALTH CARE SERVICES; ENHANCE THE HEALTH OF THE COMMUNITY; ADVANCE MEDICAL OR GENERAL HEALTH CARE KNOWLEDGE; AND RELIEVE OR REDUCE THE BURDEN OF GOVERNMENT TO IMPROVE HEALTH. THE COVID-19 PANDEMIC CAUSED AN UNPRECEDENTED DISRUPTION IN HEALTHCARE SERVICES ACROSS THE UNITED STATES. HSHS RESPONDED WITH SERVICES THAT BENEFITED OUR COMMUNITIES, INCLUDING FREE TELEHEALTH SCREENINGS, FREE TESTING, AND COORDINATION WITH OTHER HEALTHCARE PROVIDERS IN THE COMMUNITIES WE SERVE TO BEST ENSURE ACCESS TO NEEDED CARE. IN FY2021, HSHS COLLECTIVELY PROVIDED $201.4 MILLION IN COMMUNITY BENEFIT (10.0% OF TOTAL HOSPITAL EXPENSES) INCLUDING MORE THAN $1 MILLION IN RESPONSE TO THE PANDEMIC. OF THE TOTAL COMMUNITY BENEFIT PROVIDED, HSHS SPENT $15.5 MILLION PROVIDED FOR FINANCIAL ASSISTANCE (AKA CHARITY CARE) AND $142.8 MILLION FOR UNREIMBURSED CARE PROVIDED AS PART OF THE MEDICAID PROGRAM. IN ADDITION, HSHS HOSPITALS COMMITTED SIGNIFICANT RESOURCES TO TREAT MEDICARE PATIENTS. THE COST OF PROVIDING SERVICES TO PRIMARILY ELDERLY BENEFICIARIES OF THE MEDICARE PROGRAM - IN EXCESS OF GOVERNMENTAL AND MANAGED CARE CONTRACT PAYMENTS - WAS $295.2 MILLION. HSHS HOSPITALS ALSO RECORDED $62.9 MILLION IN UNCOLLECTIBLE ACCOUNTS. WHILE HSHS DOES NOT COUNT THE LATTER TWO AMOUNTS AS COMMUNITY BENEFIT, THEY NONETHELESS REFLECT OUR COMMITMENT TO SERVING ALL PERSONS IN NEED OF CARE. IN ADDITION TO THE DOLLARS INVESTED IN OUR COMMUNITY BENEFIT PROGRAMS, HSHS CONTINUES TO REINVEST ANY SURPLUS REVENUE FROM OPERATIONS AND INVESTMENTS INTO NEW MEDICAL TECHNOLOGY, FACILITY INFRASTRUCTURE AND HEALTH CARE SERVICES IN OUR COMMUNITIES. BY DOING SO, WE ENSURE OUR ABILITY TO MEET THE ONGOING DEMAND FOR HIGH QUALITY, EFFICIENT AND EASILY ACCESSIBLE HEALTH CARE. 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INSURANCE LTD PO BOX 1159 GRAND CAYMAN CJ KY11102 980669953 INSURANCE CJ HSSI C Corporation 0 170845551 1 true OJV INC 4936 LAVERNA ROAD SPRINGFIELD IL 62707 460873384 HEALTHCARE IL LASANTE INC C Corporation true false false false false false false false false false true true true true true true true true true true Schedule R, Part VII RELATED ORGANIZATIONS DUE TO THE INCREASINGLY COMPLEX ORGANIZATION STRUCTURE OF HOSPITAL SISTERS HEALTH SYSTEM AND AFFILIATES, THE FILING ORGANIZATION HAS ELECTED TO REPORT ALL ORGANIZATIONS WITHIN HOSPITAL SISTERS HEALTH SYSTEM AS RELATED, REGARDLESS OF OWNERSHIP INTEREST OR "CONTROL" AS DEFINED BY THE INSTRUCTIONS TO SCHEDULE R. THE INTENT OF THIS REPORTING IS TO PROMOTE TRANSPARENCY AND INCREASE CONSISTENCY ACROSS THE NUMEROUS FORM 990 SUBMISSIONS BY HOSPITAL SISTERS HEALTH SYSTEM AND AFFILIATES. Schedule R, Part V, Line 1 TRANSACTIONS WITH RELATED ORGANIZATIONS THE PRAIRIE CARDIOVASCULAR CONSULTANTS ("PCC") MANAGES THE OPERATIONS OF VARIOUS PHYSICIAN MEDICAL PRACTICES WHICH ARE OWNED BY HSHS HOSPITALS. PCC PROVIDES ACCOUNTING AND PAYROLL SERVICES FOR THE PRACTICES. PCC EMPLOYS THE PROVIDERS AND THE STAFF, AND PAYS THE EXPENSES OF THE PRACTICES. THE BUDGETED PROFIT/LOSSES OF THE PRACTICES ARE TRANSFERRED QUARTERLY FROM THE HSHS SYSTEM OFFICE.