2018-11-13T17:44:06-06:00 2017-12-31 861065772 Deloitte Tax LLP 200 Renaissance Center Suite 3900 Detroit MI 48243 990 2017-01-01 382242827 HEALTH ALLIANCE PLAN OF MICHIGAN HEAL 3136648559 2850 WEST GRAND BOULEVARD DETROIT MI 48202 Richard Swift CFO 3136648559 2018-11-13 Lori Boyce P00121981 3133963000 150.198.17.8 2018-11-13 18:40:06 ES P AB1DB372B0367D7F6A967A544E38B425EA745858 D2F1EDA38465ECFB4A612DF41651BA0E1D69915F 2017 2019-02-21 02:37:17Z Richard Swift 2850 WEST GRAND BOULEVARD DETROIT MI 48202 1862902532 0 X www.hap.org X 1979 MI Provide access to quality health care coverage. 15 12 1070 109 0 0 0 0 1890707256 1828171270 5962253 3663558 630834 646092 1897300343 1832480920 491240 513718 1681644499 1641321598 127039170 76922005 0 0 0 100204578 104707430 1909379487 1823464751 -12079144 9016169 647542306 678871294 310780467 335100035 336761839 343771259 X To improve the health status of the residents in all of the communities we serve. We accomplish this through innovative programs to provide health care coverage with an emphasis on preventative care as well as outreach programs to the communities aimed at enhancing and promoting healthier communities. 0 0 1794141279 513718 1828171270 Health Alliance Plan (HAP) is a nonprofit, regional health plan based in Detroit that provides health coverage to Individuals and companies. HAP is a subsidiary of the Henry Ford Health System, one of the nation's leading health care systems. A leader in personalized customer service, disease management and wellness programs, HAP partners with physicians, employers and community organizations to improve the health and well-being of the community.HAP offers six distinct product portfolios: o Group Fully Insured Commercial: - Small Business Solutions - HMO - EPO o Personal Alliance for Individuals (pre-65) and Families - HMO - PPO o Medicare Solutions for individuals and groups: - HAP Senior Plus (HMO) - HAP Senior Plus (HMO-POS) Participating Physicians and Ancillary Providers: HAP's robust provider networks include the leading Michigan doctors, hospitals and health systems: Beaumont, Detroit Medical Center, St. Joseph Mercy, St. John/Providence, Henry Ford Health System, Genesys, McLaren and the University of Michigan. HAP contracts with 95 Michigan hospitals to serve its HMO members. Statewide and national provider network solutions are available for other product lines through strategic partnerships with Physicians Care Network, CIGNA and NationCare for companies with multiple locations.HAP contracts with urgent care centers, pharmacies and ancillary providers to serve its membership. At the end of 2017, HAP's HMO membership enrollment was 257,944; HAP serviced 3,158,571 member months.Members worked with their chosen healthcare providers to maintain a healthy lifestyle or manage their chronic conditions. The following statistics reflect utilization for the HMO product: HAP HMO Commercial and Medicare members incurred 33,290 medical/surgical hospital admissions in 2017, this figure includes admissions for behavioral health-related issues. HAP and its providers encourage members to seek routine services and preventive health screenings to maintain their health and meet their personal health goals. The majority of these services are obtained in their physician offices. HAP spends a considerable amount of resources communicating with members and providing supportive health programs and resources to help them achieve sustainable healthy habits and manage chronic conditions. Examples of health and wellness programs and resources include:1) A team of Personal Service Coordinators are assigned to members during the first two years of membership to help them understand their HAP coverage and navigate the health care system.2) Online health assessment and digital coaching tools are available through iStrive for Better Health, HAP's digital wellness manager. IStrive is available toHAP members and their covered spouses in their hap.org account.3) Member events: HAP's member events help members eat healthfully, get moving, manage a chronic condition and more.4) Balanced Living member magazine and blog: The award-winning magazine and blog are filled with the latest health and wellness news, tips and answers to your questions by HAP experts, as well as helpful ideas to improve your well-being. 5) Weight management: HAP members enjoy discounts, access to nutritional counseling, doctor-supervised weight loss programs and much more. 6) Tobacco cessation: Ready to quit smoking for good? Our plans including smoking cessation benefits for HMO, POS and Medicare members.7) HAP's Fitness Challenge: Thinking about running a 5K but that little voice in your head is holding you back? HAP can help members get 5K ready in just nine weeks. All it takes is 30 minutes per day, three days per week.8) Global Emergency Services and Identity Theft Protection through Assist America: Urgent care and emergency services are covered worldwide. Our contract with Assist America provides a full range of emergency medical services to help with difficulties while traveling 100+ miles away from home, or abroad, and free identity theft protection.9) Restore programs help members take care of their daily health needs, manage their doctor's plan of care and improve their quality of life. There are three unique programs under Restore: Restore CareTrack helps members manage their chronic conditions; Restore Case Management helps members who need extensive help coordinating their care; and Restore Comfort and Palliative Care helps members managing terminal illnesses. 9) Behavioral health: Our dedicated team of professionals matches members with mental health and addiction resources and monitors their care throughout treatment.10) Medication Therapy Management Program: HAP pharmacists counsel seniors with chronic conditions and work with their physicians to make taking multiple medications safer and more effective and address the barriers to medication therapy adherence.11) Worksite Wellness programs bring free or low-cost preventive services and health education to the workplace tailored to the needs of each company. HAP offers: workshops on health and wellness topics, behavior change programs, health screenings, health fairs and an employee assistance program, newsletters and wellness forums for employer groups. 12) HAP Member Discounts-members receive valuable money-saving discounts and extras on a variety of health-and-wellness related activities and venues. 13) Quarterly member wellness challenges are designed to engage members in friendly 'competition' to improve healthy behaviors like physical activity, nutrition, and stress management.14) Maternity Resources: Planning your pregnancy or expecting? We'll help you get the most from your health plan, and stay healthy during your journey, so you can focus on what's most important: your expanding family.Community Stewardship: HAP supports many community organizations in a variety of ways. Examples of organizations we support regularly (through both financial support and employee volunteerism) include the Detroit Urban League, Orchards Children's Services and domestic violence shelters HAVEN, Humble Design, Playworks of Michigan, Forgotten Harvest, and Turning Point.In 2017 HAP employees contributed 2,592 volunteer hours to community service. Signature Community ProgramsHAP 5K Challenge: Many chronic health conditions could be avoided through a healthier lifestyle. Yet lifestyle changes are especially difficult for people who lack support, motivation or financial resources. For this reason, HAP developed a free program designed to turn "couch potatoes" into runners. HAP's nine-week 5K Challenge offered support to first-time runners in southeast Michigan through in-person group training sessions with a licensed instructor, combined with online support, activity tracking tools and engagement with coaches and peers. Interest in the program far exceeded expectations. Participants who completed the program and ultimately competed in the 5K run reported lower blood pressure, increased stamina and weight loss. Over 200 members took advantage of this program in 2017.Splash Bash: After learning that Detroit residents were not taking advantage of available aquatic recreational opportunities, HAP launched a free water aerobics program - Splash Bash - that gives adults free access to water aerobics classes in partnership with local community health and recreation centers with adequate aquatic facilities. In 2017, over 7,482 people participated in this program around metro Detroit and Flint. Enhance Fitness: HAP partners with the National Kidney Foundation of Michigan to bring Enhance Fitness to the community through partnerships with local community health and recreation centers. Enhance Fitness is a free physical activity program geared toward improving the overall functional fitness and well-being of older adults. However, adults of any age are welcome. In 2017, over 1,600 community members participated in this program around metro Detroit and Flint.HAP Matching Gifts Program: HAP provides matching gifts to support employee giving to the causes and organizations they care about. The Program also reflects our core values of respect for people and a social conscience in our communities. HAP encourages employee philanthropy through the matching gifts program. In 2017, HAP matched $3,200 in employee donations to 12 community organizations.National Kidney Foundation (NKF) Kidney Walk: In 2017, HAP walkers and volunteers raised approximately $20,000 to support the NKF's efforts to combat kidney disease and diabetes.On Your Mark youth fitness camps were provided to 2 Detroit community center locations to help support their summer camp programs. Over 750 Detroit youth took part in boot camp-style fitness programs focused on team building and leading healthier lifestyles. 1794141279 0 0 0 0 0 0 0 0 0 1 1 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 1 0 0 0 0 0 1 1 1 0 1 9664 0 1 1070 1 1 1 0 0 0 0 0 X 15 12 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X Richard Swift 3136648559 2850 West Grand Boulevard Detroit MI 48202 Marvin Beatty Director 1.00 0.00 X 0 0 0 Rosalind E Denning Director (Part Year Thru 11/2017) 1.00 0.00 X 0 0 0 Shari L Burgess Director- Chair 2.00 2.00 X X 0 0 0 Joyce V Hayes Giles Director 1.00 0.00 X 0 0 0 Jamie C Hsu PhD Director 1.00 0.00 X 0 0 0 Sandra A Cavette MPH RDH Director 1.00 0.00 X 0 0 0 Marquerite S Rigby Director 1.00 0.00 X 0 0 0 Harvey Hollins III Director 1.00 0.00 X 0 0 0 Colleen M Ezzeddine PhD Director 1.00 0.00 X 0 0 0 Judith S Milosic Director 1.00 0.00 X 0 0 0 Susanne M Mitchell Director 1.00 0.00 X 0 0 0 Michelle B Schreiber MD Director 1.00 60.00 X 0 580411 57136 James G Vella Director 1.00 0.00 X 0 0 0 Teresa L Kline President & CEO 55.00 7.00 X 0 988890 150167 Raymond C Lope Director 1.00 1.00 X 0 0 0 Wright L Lassiter III Director 1.00 64.00 X X 0 2592326 736032 Annmarie Erikson Assistant Secretary (Started 1/2017) 2.00 63.00 X 0 206327 37518 Michael Genord MD CMO (Part Year Started 2/2017) 55.00 5.00 X 610110 0 43494 Richard E Swift Treasurer/CFO (Started 1/2017) 55.00 5.00 X 0 0 0 Todd Hutchison Treasurer/CFO (Thru 1/2017) 55.00 5.00 X 410665 0 40358 Dan E Champney Assistant Secretary (Thru 6/2017) 55.00 5.00 X 252760 0 25045 Michelle Johnson Tidjani Esq Secretary (Started 6/2017) 2.00 63.00 X 0 311027 61243 Michael Treash SVP & COO (Part Year Started 7/2017) 55.00 5.00 X 183762 0 12012 Naim Munir MD CMO (Part Year Thru 2/2017) 55.00 5.00 X 553585 0 11169 Mary Ann Tournoux Sr VP & Chief Marketing Of 55.00 5.00 X 587488 0 45291 Annette M Marcath VP & Chief Information Off 55.00 5.00 X 321871 0 51128 Matthew M Walsh SVP & COO (Part Year Thru 4/2017) 55.00 5.00 X 319603 0 15911 Balakrishna Pai MD VP- Quality & Disease Mgmt 60.00 0.00 X 402161 0 43578 John D Calabria MD Sr Medical Director 60.00 0.00 X 321760 0 24226 Mark Hall VP- Sales 60.00 0.00 X 289752 0 30555 Charles Bloom VP- Utilization Mangement 60.00 0.00 X 274084 0 30244 Lori Rund VP- Prod Mgmt & Mrkt Intignce 60.00 0.00 X 269758 0 43416 Edith L Eisenmann Secretary ( Thru 1/2017) 0.00 40.00 X 0 132557 1107 Derick Adams Former VP Human Resources 20.00 40.00 X 0 263826 51640 Dianna L Ronan Former Treasurer 55.00 5.00 X 258827 0 44855 5056186 5075364 1556125 178 1 1 0 Accenture LLP PO Box 70629 Chicago IL 60673 Software support & consulting 7448669 Patricia N Harrison 24416 Crocker Blvd Clinton Twp MI 80111 Advertising 4446570 Sharnosa LLC 28400 NW Hwy Ste 400 Southfield MI 48034 Building Rent 2526123 Trizetto Group Inc 28125 Network Place Chicago IL 60673 Software support & consulting 2445294 Milliman Inc 15800 W Bluemound Rd Ste 100 Brookfield WI 53005 Consulting 2382741 106 Health Care Premiums 524114 1819163821 1819163821 Hlth Ins Claims Assessmt 624110 9007449 9007449 1828171270 4485209 4485209 29599961 29797003 624609 -197042 -624609 -821651 -821651 646092 646092 646092 1832480920 1828171270 0 4309650 513718 513718 1641321598 1641321598 3576939 2326798 1250141 1948091 732511 1215580 56984231 53914428 3069803 3286211 2953595 332616 3989804 3585974 403830 7136729 6414381 722348 2402883 2402883 489880 489880 283876 283876 20219922 18267755 1952167 16443430 16424620 18810 6225744 6178165 47579 14004827 13969229 35598 3427947 3244753 183194 394309 345320 48989 160168 127708 32460 2745648 2745648 13078943 10151198 2927745 ACA TAX 10821040 10821040 Admin Alloc Fees 8327613 8327613 Contingency-Other 1145721 34394 1111327 Bank Fees 779263 120 779143 3756216 2813974 942242 1823464751 1794141279 29323472 0 38298819 21504681 168754867 244900424 99766854 78279513 12643442 5130068 187011377 102180724 96894278 84830653 114079116 117219818 76900117 89458825 8824212 36459574 31380601 1087738 647542306 678871294 69383123 86772141 11204332 10318691 230193012 238009203 310780467 335100035 X 336761839 343771259 336761839 343771259 647542306 678871294 X 9016169 -2006749 X X 0 1 X 0 0 851336 851336 10952329 5586011 5366318 14874815 8290120 6584695 27499045 16124733 11374312 132833852 72179860 60653992 84830653 HAP Preferred, Inc. 7798426 C Alliance Health & Life Insurance Co. 42119821 C Midwest 26903768 C ASR 12636810 C 89458825 Medical Claims 159534356 Capital Lease 4251383 Pension 27244177 Note Payable 19166666 Capitation Payable 27812621 238009203 X Part X, Line 2: HAP is an entity described under Internal Revenue Code Section 501(c)(4) and as such is exempt from federal and state income taxes. Any income not substantially related to the organization's exempt purpose may be considered unrelated business income (UBI) under IRC Section 511 and, as such, subject to tax at normal corporate rates. HAP has concluded that there are no material uncertain tax positions as of December 31, 2017 and 2016. 0 National Kidney Foundation 1900 E Jefferson 222 Detroit MI 48207 381559941 501 (c)(3) 127208 Organizational Support Leadership Oakland 4555 Investment Dr Suite 302 Troy MI 48098 383390575 501 (c)(3) 8500 Organizational Support 100 Black Men One Ford Place Detroit MI 48202 383124115 501 (c)(3) 5000 Organizational Support Crim Fitness Foundation Inc 452 S Saginaw Street Suite 1 Flint MI 48502 382595169 501 (c)(3) 82500 Organizational Support Detroit Urban League 208 Mack Avenue Detroit MI 48201 381358387 501 (c)(3) 9000 Organizational Support Flint Cultural Center Corp 601 E Second St Flint MI 48503 386089075 501 (c)(3) 45000 Organizational Support City of Detroit 18100 Meyers Detroit MI 48234 386004606 115 Goverment 5000 Organizational Support Economic Club of Detroit 211 West Fort St 710 Detroit MI 48226 380508823 501 (c)(3) 7500 Organizational Support Organizational Support Whaley Childrens Center 1201 N Grand Traverse Flint MI 48503 381358235 501 (c)(3) 5000 Organizational Support Organizational Support Michigan Wellness Co 2125 Butterfield Dr Troy MI 48084 460825218 501 (c)(3) 5000 Organizational Support Playworks Education Energized 2990 W Grand Blvd Suite 231 Detroit MI 48202 943251867 501 (c)(3) 9008 Organizational Support Organizational Support Spaulding for Children 16250 Northland Dr Ste 120 Southfield MI 48075 381871660 501 (c)(3) 5000 Organizational Support 386028429 Humble Design Inc 180 N Saginaw Pontiac MI 48342 270410088 501 (c)(3) 8000 Organizational Support Judson Center Inc 4410 W 13 Mile Rd Royal Oak MI 48073 381359084 501 (c)(3) 8000 Organizational Support American Red Cross 100 Mack Ave PO Box 44110 Detroit MI 482440110 530196605 501 (c)(3) 5000 Organizational Support Focus Hope 1355 Oakman Blvd Detroit MI 482382849 381948285 501 (c)(3) 5000 Organizational Support Juvenile Diabetes Research Foundation International 26 Broadway 15th FL New York NY 10004 231907729 501 (c)(3) 5000 Organizational Support Leukemia & Lymphoma Society Inc 1471 E 12 Mile Rd Madison Heights MI 48071 135644916 501 (c)(3) 5025 Organizational Support Michigan Fitness Foundation 32031 Townley Madison Heights MI 48071 383838904 501 (c)(3) 5000 Organizational Support Oak Apple Inc 2292 Norton Rd Rochester Hills MI 48307 205076390 501 (c)(3) 5000 Organizational Support Regents Of The University Of Michigan 303 Kearsley St Flint MI 48502 386006309 115 Goverment 7346 Organizational Support 20 4 Part I, Line 2: The community outreach department monitors grants paid to charitable and governmental entities. X 1 1 1 1 0 0 0 0 0 0 0 Michelle B Schreiber MD Director 0 421670 0 144654 0 14087 0 26001 0 31135 0 637547 0 0 Teresa L Kline President & CEO 0 794732 0 175725 0 18433 0 140326 0 9841 0 1139057 0 0 Wright L Lassiter III Director 0 1465486 0 1098370 0 28470 0 710977 0 25055 0 3328358 0 0 Annmarie Erikson Assistant Secretary (Started 1/2017) 0 205099 0 0 0 1228 0 16875 0 20643 0 243845 0 0 Michael Genord MD CMO (Part Year Started 2/2017) 457420 0 152690 0 0 0 18797 0 24697 0 653604 0 0 0 Todd Hutchison Treasurer/CFO (Thru 1/2017) 296712 0 112693 0 1260 0 16184 0 24174 0 451023 0 0 0 Dan E Champney Assistant Secretary (Thru 6/2017) 182407 0 61725 0 8628 0 15152 0 9893 0 277805 0 0 0 Michelle Johnson Tidjani Esq Secretary (Started 6/2017) 0 287416 0 0 0 23611 0 51549 0 9694 0 372270 0 0 Michael Treash SVP & COO (Part Year Started 7/2017) 118762 0 65000 0 0 0 2137 0 9875 0 195774 0 0 0 Naim Munir MD CMO (Part Year Thru 2/2017) 62984 0 264846 0 225755 0 7128 0 4041 0 564754 0 0 0 Mary Ann Tournoux Sr VP & Chief Marketing Of 345478 0 223961 0 18049 0 21299 0 23992 0 632779 0 0 0 Annette M Marcath VP & Chief Information Off 229368 0 70543 0 21960 0 26172 0 24956 0 372999 0 0 0 Matthew M Walsh SVP & COO (Part Year Thru 4/2017) 87258 0 218675 0 13670 0 10016 0 5895 0 335514 0 0 0 Balakrishna Pai MD VP- Quality & Disease Mgmt 283660 0 95501 0 23000 0 25606 0 17972 0 445739 0 0 0 John D Calabria MD Sr Medical Director 232378 0 64210 0 25172 0 19744 0 4482 0 345986 0 0 0 Mark Hall VP- Sales 194661 0 92269 0 2822 0 19924 0 10631 0 320307 0 0 0 Charles Bloom VP- Utilization Mangement 249490 0 0 0 24594 0 5716 0 24528 0 304328 0 0 0 Lori Rund VP- Prod Mgmt & Mrkt Intignce 232453 0 35427 0 1878 0 15894 0 27522 0 313174 0 0 0 Edith L Eisenmann Secretary ( Thru 1/2017) 0 7521 0 124202 0 834 0 624 0 483 0 133664 0 0 Derick Adams Former VP Human Resources 0 208679 0 50615 0 4532 0 19199 0 32441 0 315466 0 0 Dianna L Ronan Former Treasurer 206033 0 48467 0 4327 0 18506 0 26349 0 303682 0 0 0 Part I, Line 1a Part I - 1a: Tax indemnification and gross-up payments: Certain members of the organization's senior leadership received gross-up payments in regards to the supplemental executive retirement SERP 457 (f) plan. Part I, Line 3 The Chief Executive Officer for Health Alliance Plan is an employee of Henry Ford Health System, HAP's parent company. Henry Ford Health System has a Compensation Committee of the Board of Trustees consisting of all independent trustees. The committee meets throughout the year and is charged with the approval of the organization's overall compensation and benefit programs as well as the specific review and approval of the compensation of certain employees including the Chief Executive Officer of HAP. The committee directly engages an independent compensation advisor to assist with this process. The process includes evaluation of the individual's performance, utilization of compensation studies of similarly situated positions as well as comparisons to compensation as reported by other health care organizations. The reasonableness of compensation is evaluated based upon these and other factors. Part I, Lines 4a-b Part I- 4a Severance Payments: Naim Munir, M.D. $225,001 Part I - 4b: Certain members of the organization's senior leadership team participate in a supplemental retirement program (SERP 457(f) Plan) that results in reportable taxable income as the benefits accrue, rather than as they are paid. It is an element of the plan design to absorb the advance tax impact of these plans for the participants. In such cases the related amounts are reported as taxable income to the individual and included in the determination of reasonable compensation. The employees that received this taxable benefit are also officers and or key employees of the company. 4b: HAP SERP 457(f) PLAN Participant Accrual Distribution Non-Vested Reportable W-2 Mary Ann Tournoux 9,725 - - 9,725 Annette Marcath 4,262 - - 4,262 Dan E. Champney 31 - - 31 Michael Genord - - 5,298 - Naim Munir - - 268 - 4b: HFHS SERP 457(f) PLAN Participant Accrual Distribution Non-Vested Reportable W-2 Wright L. Lassiter III - - 687,676 - Teresa L. Kline - - 117,025 - Michelle Johnson Tidjani- - 34,861 - 4b: HFHS Nonqualified 457(b) PLAN Employee Employer Medicare Reportable 2017 Contr. 2017 Contr. Tax gross-Up W-2 Amounts Wright L. Lassiter III - 18,000 433 18,433 Michelle Schriber - 8,343 201 8,544 Michelle Johnson Tidjani- 658 16 674 Teresa L. Kline - 18,000 433 18,433 Medwise Partners See Below 963044 See Below 0 Schedule L, Part IV - Business Transactions Involving Interested Persons: (A) Name Of Person: Medwise Consulting Partners Inc.(B) Relationship Between Interested Person and Organization: Owner/Officer(D) Description Of Transaction: Provided Management And Consulting Services Form 990, Part VI, Section A, line 3 Officers of the organization are employed by an unrelated third-party management company. The organization delegated control over management duties customarily performed by or under the direct supervision of officers or key employees to Medwise Consulting Partners Inc.,an unrelated third-party management company. Medwise Consulting Partners Inc.,assigned specific employees to serve in the capacity of Chief Financial Officer/Tresurer of the organization. The following officer, reported of from 990, Part VII, Section A, was employed by Medwise Consulting Partners Inc., and received the accompanying compensation from the management company during the calendar year. Richard E Swift, Chief Financial Officer/Treasurer: A. Regular Compensation- $582,725 B. Travel Reimbursement- $90,749 Form 990, Part VI, Section A, line 6 HAP is a nonprofit member corporation. The responsibility for the overall governance of the corporation is shared between the Member and the Board of Directors. HAP's sole member is Henry Ford Health System (HFHS), a 501(c)(3) corporation. The President and CEO of HFHS serves on the HAP Board of Directors. The President and CEO of HAP, who is also an employee of HFHS, serves on the HAP Board of Directors. Form 990, Part VI, Section A, line 7a The HAP Board of Directors is comprised of sixteen Directors. Two Directors are ex officio Directors: the CEO of the Member and the President and CEO of HAP (also an employee of the Member). Six Directors are elected by the subscribers of HAP. Ten Directors are appointed by the Member's Board of Trustees, one of whom is a Quality Officer from HFHS. As indicated below, the Henry Ford Health System may remove the President and CEO of HAP, and may remove any of the appointed Directors, with the input of the HAP Board of Directors. The Member approves the recommendations of the HAP Board of Directors regarding the appointment/removal of the HAP President and CEO, amendments to the articles of incorporation and by-laws, the budget, mergers and acquisitions, potential Directors. Form 990, Part VI, Section A, line 7b The Member has the following reserved powers under the HAP By-laws: A) Appoint Chairperson of the HAP Board of Directors. B) Adopt agreement of merger or consolidation, or approve sale, lease or exchange of Corporation's property and assets. C) Approve the transfer of assets to other organizations or individuals if sum exceeds 5% of Corporation's total assets. D) Admit person/entity as new Member or terminate Member's membership. E) Amend HAP By-laws. F) Appoint/remove President of Corporation. G) Dissolve Corporation or revoke dissolution of Corporation. H) Approve capital and operating budgets. Form 990, Part VI, Section B, line 11b The process the organization uses to review Form 990 prior to filing with the IRS: - Review of the entire return with the organization's chief financial officer, chief operating officer and chief executive officer. - Review of all compensation matters and disclosures with the compensation committee of the organization's board of trustees. - Review of the return with the HAP finance committee of the board of trustees. - Provide a copy of the return to the board of trustees. Form 990, Part VI, Section B, line 12c The process for regularly and consistently monitoring and enforcing compliance with the conflict of interest policy for all directors and officers: HAP has a robust compliance program. The program requires all directors and officers of HAP to complete a conflict of interest document. The documents are reviewed and maintained by the Compliance Officer. In addition, HAP is required to submit Board disclosure statements to the Michigan Office of Finance and Insurance Regulations. Thus, on an annual basis, all Directors, Officers, and key employees, and others subject to IRS Form 990 reporting are requested to complete the Conflict of Interest Questionnaire. In addition, they are provided a copy of the policy. The Compliance Officer tracks receipt of the Conflict of Interest Questionnaire and follows-up on any identified conflicts. All conflicts are reported to the HAP Board of Directors' Audit Committee, and the President and CEO for review and resolution. All Directors and Officers are required, under the policy, to report to the Compliance Officer any conflicts that may arise during the year. Violations of the Conflicts of Interest Policy - The board determines if the member has in fact failed to disclose an actual or possible conflict of interest and it shall take appropriate disciplinary and corrective action. Form 990, Part VI, Section B, line 15 Part VI Section B, Question 15a & b The Organization is an affiliate of Henry Ford Health System (HFHS) who has the responsibility to oversee the compensation practice of the Organization. HFHS has a compensation committee of the board of trustees consisting of all external trustees. They meet periodically throughout the year. They are charged with approval of the Organization's overall compensation and benefit programs as well as the specific review and approval of the compensation of certain employees including the CFO, all officers and key employees of the Organization. They directly engage an independent compensation advisor to assist with this process. The process includes evaluation of the individual's performance, utilization of compensation studies of similarly situated positions, as well as comparisons to compensation as reported by other health care organizations. The reasonableness of compensation is evaluated based upon these and other factors. The committee also reviews the compensation disclosure to be made on Form 990 in advance of filing. Form 990, Part VI, Section C, line 19 The process of making governing documents, conflict of interest policy and financial statements available to the public: HAP is committed to the idea of transparency. Therefore, HAP consistently and regularly discloses most information to our providers, consumers, and employer groups. HAP's governing documents and conflict of interest policy are available on the internet. HAP Bylaws, Articles of Incorporation, and financial statements are submitted to the Michigan Office of Financial and Insurance Regulations. They are available to the public through a Freedom of Information Act request to this agency. Also, financial statements, conflict of interest policy and governing documents are available upon request for the same period of disclosure as set forth in IRC Section 6104(d). In addition, HAP will provide its Form 990 to anyone who requests to view it or to receive a copy of the Form 990. The Form 990 is also available for viewing on the following website: www.guidestar.org Form 990, Part XI, line 9: HAP Pension Adjustment -838,792. HAP Trading Value Securities Adjustment 1,742,149. Alliance Health & Life Insurance Co. Net Income -10,056,815. Midwest Health Plan, Inc. Net Income 1,047,853. Administration Systems Research Corporation Net Income 4,404,538. HAP Preferred Net Income 1,693,808. Misc Adjustment 510. FORM 990, PART XII - LINE 2C Health Alliance Plan of Michigan is included in the consolidated financial statements of Henry Ford Health System. The governing body of HFHS has delegated the oversight of the financial statements, including the choice of independent auditors, to its audit committee. PART IV, LINE 12 The Organization is an element of the external audit report obtained for the consolidated operations of Henry Ford Health System. FORM 990, PART VII Average hours per week devoted to related organizations: Many executive employees of Henry Ford Health System and affiliates provide services to multiple affiliated entities. Henry Ford Health System and affiliates use estimates for reporting average hours per week in all sections of Form 990. Generally 60 hours are reported for the hours associated for the organization that the individual has principal responsibility for. Hours associated with other hospitals or affiliates are reported at between 1 to 5 hours per week. Henry Ford Health System One Ford Place Detroit MI 48202 381357020 Healthcare Service Provider MI 501(c)(3) Line 3 N/A 0 Henry Ford Macomb Hospital Corporation One Ford Place Detroit MI 48202 382947657 Healthcare Service Provider MI 501(c)(3) Line 3 Henry Ford Health System 1 Henry Ford Health System Foundation One Ford Place Detroit MI 48202 237383042 Supporting Organization MI 501(c)(3) Line 12a, I Henry Ford Health System 1 Henry Ford Wyandotte Hospital 2333 Biddle Ave Wyandotte MI 48192 382791823 Healthcare Service Provider MI 501(c)(3) Line 3 Henry Ford Health System 1 HFHS Self Funded Liability One Ford Place Detroit MI 48202 386553031 Malpractice Insurance MI 501(c)(4) N/A Henry Ford Health System 1 Henry Ford Allegiance Health Group 205 N East Avenue Jackson MI 49201 382756428 Healthcare Service Provider MI 501(c)(3) Line 12b, II Henry Ford Health System 1 Henry Ford Continuing Care One Ford Place Detroit MI 48202 382433285 Nursing Homes MI 501(c)(3) Line 10 Henry Ford Health System 1 HFII Corporation One Ford Place Detroit MI 48202 900840304 Scientific Research MI 501(c)(3) Line 7 Henry Ford Health System 1 Henry Ford Government Affairs Services One Ford Place Detroit MI 48202 464064067 Advocacy Svs for HFHS & Affil's MI 501(c)(4) N/A Henry Ford Health System 1 Allegiance Health Foundation 205 N East Avenue Jackson MI 49201 383607833 Supporting Organization MI 501(c)(3) Line 12b, II Henry Ford Allegiance Health Group 1 Hospice of Jackson dba Allegiance Hospice 205 N East Avenue Jackson MI 49201 382336367 Hospice Care MI 501(c)(3) Line 7 Healthlink 1 The Hospice of Jackson Endowment Fund One Jackson Square Jackson MI 49201 383422146 Supporting Organization MI 501(c)(3) Line 12b, II Allegiance Hospice 1 Healthlink 205 N East Avenue Jackson MI 49201 382756425 Home Health Care MI 501(c)(3) Line 12a, I Henry Ford Allegiance Health Group 1 Volunteers of Henry Ford Allegiance Health 205 N East Avenue Jackson MI 49201 386082835 Supporting Organization MI 501(c)(3) Line 7 Henry Ford Allegiance Health Group 1 Henry Ford Allegiance Specialty Hospital 110 North Elm Avenue Jackson MI 49201 381218485 Long Term Acute Hospital MI 501(c)(3) Line 3 Henry Ford Allegiance Health Group 1 WA Foote Memorial Hospital 205 N East Avenue Jackson MI 49201 382027689 Healthcare Service Provider MI 501(c)(3) Line 3 Henry Ford Allegiance Health Group 1 Northwest Detroit Dialysis 30100 Telegraph Bingham Farms MI 48025 383232668 Operate Dialysis Clinic MI Henry Ford Health System Related 0 0 Macomb Regional Dialysis Centers 16151 Nineteen Mile Rd Clinton Township MI 48038 260423581 Operate Dialysis Clinic MI Henry Ford Health System Related 0 0 Foote Health Care Associates 1100 E Michigan Avenue Jackson MI 49201 383017711 Lessor of Medical Condominiums MI Henry Ford Allegiance Health Group Related 0 0 Alliance Health and Life Insurance Company 2850 West Grand Boulevard Detroit MI 48202 383291563 Health Insurance MI Health Alliance Plan C 368236213 135113859 1.00000 1 HAP Preferred Inc 2850 West Grand Boulevard Detroit MI 48202 382513504 Provider Network Leasing MI Health Alliance Plan C 11117640 9766237 1.00000 1 Sha Realty Inc One Ford Place Detroit MI 48202 381378121 Recreational Service - Golfing MI Henry Ford Health System C 1 Fairlane Health Services 30100 Telegraph Bingham Farms MI 48025 382565235 Healthcare Management MI Henry Ford Health System C 1 Onika Insurance Ltd First Carribean House Grand Cayman CJ Captive Insurance CJ Henry Ford Health System C 1 HAP Midwest Health Plan Inc 2800 West Grand Boulevard Dearborn MI 48126 383123777 Health Insurance MI Health Alliance Plan C 115687388 54824296 1.00000 1 Administration Systems Research Corporation International 2850 West Grand Boulevard Detroit MI 48202 382651185 Third Party Administrator MI Health Alliance Plan C 39047015 27937868 1.00000 1 Henry Ford Physician Network One Ford Place Detroit MI 48202 320306774 Physician Network MI Henry Ford Health System C 1 HAP Community Alliance 2850 West Grand Boulevard Detroit MI 48202 270449055 Management Company MI Health Alliance Plan C 1.00000 1 Viking Health System Inc 205 N East Avenue Jackson MI 49201 382756161 Healthcare Admin Corporation MI Henry Ford Allegiance Health C 1 Cascades Insurance Company LTD 205 N East Avenue Jackson MI 49201 981132982 Hospital Malpractice Insurance Captive CJ Henry Ford Allegiance Health C 1 0 0 1 0 1 0 0 0 0 1 0 1 1 1 0 1 1 1 0 WA Foote Memorial Hospital M 1135274 Fair market value Henry Ford Wyandotte Hospital M 29617658 Fair market value Henry Ford Macomb Hospital Corporation M 38837099 Fair market value Alliance Health & Life Insurance Company M 977985 Fair market value Northwest Detroit Dialysis Center M 2974915 Fair market value Macomb Regional Dialysis M 296938 Fair market value Alliance Health & Life Insurance Company Q 64940339 Fair market value HAP PreferredInc Q 8056427 Fair market value HAP Midwest Health Plan Q 2786269 Fair market value Administrative Systems Research Q 60000 Fair market value SCHEDULE R, PART V, LINE 1D & 1E: The organization, as a Designated Affiliate, is a member of the Henry Ford Health System Credit Group. Members of the Credit Group are jointly and severally liable for outstanding obligations issued under the 2016 HFHS Bond Master Indenture. SCHEDULE R, PART V, LINE 2, COL. C: All transactions involved cash transfers at the time of services rendered or received. Therefore, the cash value at the time of the transactions is considered the fair market value.