2017-11-10T12:02:00-06:00 2016-12-31 990 2016-01-01 752062019 Children's Health System of Texas CHIL 2144567000 1935 Medical District Drive Dallas TX 75235 Jerry Lee VP, Accounting & Treasury 2017-11-09 2016 2021-01-29 14:40:06Z Children's Health CHRISTOPHER J DUROVICH 1935 Medical District Drive Dallas TX 75235 28424982 false X N/A X 1985 TX TO ASSIST IN THE MANAGEMENT OF RELATED 501(C) ORGANIZATIONS. 12 11 8603 12 0 -1566013 11266762 10477696 2851048 16069707 -632733 51094 1826485 13485077 28424982 0 0 143224422 175547991 0 0 -120143187 -93366090 23081235 82181901 -9596158 -53756919 142738053 337775712 856085145 1110065336 -713347092 -772289624 TO ASSIST IN THE MANAGEMENT OF RELATED 501(C) ORGANIZATIONS, THAT ARE A PART OF AN INTEGRATED PEDIATRIC HEALTH CARE SYSTEM WITH A MISSION TO MAKE LIFE BETTER FOR CHILDREN. false false 49152613 16069707 TO ASSIST IN THE MANAGEMENT OF RELATED 501(C) ORGANIZATIONS, THAT ARE A PART OF AN INTEGRATED PEDIATRIC HEALTH CARE SYSTEM WITH A MISSION TO MAKE LIFE BETTER FOR CHILDREN. 49152613 true true false false false false false false false false true false false true true false false true false false true false false false false false false false false true false false false false false false false false false false false false true true true true false false true 769 0 true 8603 true true true true CJ false false false false false false false false X 12 11 true false true false false false false true true false false true true true true true true true true false X JEFFREY VAWRINEK 2144567000 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 Christopher J Durovich Director, President CEO 55.0 5.0 X X 3094791 0 39495 Ed Heffernan Chairman 1.0 2.0 X 0 0 0 David W Biegler Chairman Emeritus 1.0 1.0 X 0 0 0 Connie ONeill Director 1.0 1.0 X 0 0 0 Charles Matthews Jr Director 1.0 0 X 0 0 0 Lee Hobson Director 1.0 0 X 0 0 0 Steven M Gruber Director 1.0 3.0 X 0 0 0 John Eagle Director 1.0 1.0 X 0 0 0 Michael Dardick Director 1.0 0 X 0 0 0 Robert A Chereck Director 1.0 1.0 X 0 0 0 Joel T Williams III Honorary Life Member 1.0 1.0 X 0 0 0 Gene H Bishop Honorary Life Member 1.0 0 X 0 0 0 Richard Knight Jr Director 1.0 2.0 X 0 0 0 Thomas A Montgomery Director 1.0 2.0 X 0 0 0 Anne Motsenbocker Director 1.0 1.0 X 0 0 0 Matthew Davis SVP Phys Ntwrk and Clin Ent 50.0 0 X 548431 0 18824 Ray Tsai MD SVP Medical Dir Network Dev 40.0 15.0 X 249458 351879 13404 Doris Hunt SVP CHST Insurance Services 1.0 49.0 X 538452 0 20149 Pamela Arora SVP and CIO 50.0 0.0 X 665394 0 26648 Kimberly Besse SVP Chief HR Officer 50.0 0.0 X 563912 0 33521 William Elvey SVP Facilities and Real Estate 50.0 0 X 101755 0 1354 Keri Kaiser SVP Marketing Communications 50.0 0.0 X 388300 0 26744 Peter Perialas SVP Chief Strategy Officer 48.0 2.0 X 694859 0 21917 David Berry Pres System Clin Operations 1.0 54.0 X 517846 0 19778 William Morrow MD Pres Phys Orgs Acdmc Rel CCO 1.0 54.0 X 822400 0 18621 Brent Christopher Pres CMC Foundation 0.0 55.0 X 308593 0 2114 Michele Chulick President CHST Ventures 53.0 2.0 X 1064361 0 10600 Richard Goode EVP Chief Financial Officer and Treasurer 50.0 5.0 X 457734 0 14224 Lawrence Foust EVP Chief Legal Officer and General Counsel 52.0 3.0 X 778911 0 25316 Peter Roberts Pres Pop Hlth Insurance Svcs 1.0 54.0 X 1108100 0 27028 James Herring EVP Chief Admin Officer 55.0 0.0 X 550000 0 0 Jeffrey Vawrinek Secretary 46.0 4.0 X 436494 0 13337 David Eager EVP Chief Financial Officer and Treasurer (term May 2016) 52.0 3.0 X 544810 0 19493 Claud Wildenthal Pres CMC Foundation, Pres Foundation CHST (term Aug 2016) 0.0 55.0 X 1503234 0 12613 David Biggerstaff Pres System Clin Operations (term February 2016) 0.0 55.0 X 256204 0 5671 Chad Brands MD VP MD Clinical Integration 49.0 1.0 X 830283 0 21577 Mary Stowe SVP and CNO 1.0 49.0 X 591013 0 50336 Stephanie Slaughter VP Managed Care Strategy 50.0 0.0 X 579027 0 11908 Cynthia Bassel SVP Foundation 0.0 50.0 X 524840 0 14727 Summer Collins VP Pop Hlth Data Strtgs 50.0 0.0 X 500465 0 8805 Patricia Winning Former CHST Officer, SVP Business Development 49.0 1.0 X 767498 0 115175 Karen Kennedy Former CHST Officer, SVP Family Health Network 50.0 1.0 X 544093 0 14875 Douglas Duwe Former CHST Officer, VP Academic Relations 50.0 0.0 X 328646 0 17524 Holland Hassmann Former CHST Officer, VP External Relations 50.0 0.0 X 322530 0 19588 Jodi Landon Former CHST Officer, VP Managed Care 50.0 0.0 X 361949 0 24605 Jerry Lee Former CHST Officer, VP Accounting and Treasury 37.0 13.0 X 395942 0 32898 Christopher Menzies MD Former CHST Officer, VP Chief Med Information Offcr 50.0 0 X 444994 0 18215 Angela Moemeka MD Former CHST Officer, VP Med Dir Comm Hlth CMC 50.0 0.0 X 257978 0 9790 Brenda Paulsen Former CHST Officer, VP Research Admin Prof Svc Ops 50.0 0 X 302278 0 16373 Beth Peters Former CHST Officer, VP Corp Compliance and CCO 50.0 0.0 X 320628 0 18337 Sue Schell Former CHST Officer, VP Clin Dir Behavioral Hlth 50.0 0 X 315184 0 24075 Mark Ziemianski Former CHST Officer, VP Business Analytics 50.0 0.0 X 300072 0 24109 Douglas Hock Former CHST Officer, President COO CMC and EVP CHST (term January 2016) 0.0 55.0 X 247782 0 856 Stephanie Smith Former CHST Officer, Sr Legal Counsel 46.0 4.0 X 135085 0 11262 23264326 351879 825886 1134 true true false UTSW HI 108 5323 Harry Hines Blvd Dallas TX 753908886 Phys & Medical Svcs 100102280 MEDLINE INDUSTRIES INC PO BOX 121080 Dallas TX 75312 Medical Products and Services 14266045 BARKLEY INC PO BOX 879948 Kansas City MO 64187 Strategic Consulting Svcs 11775264 TECHNOLOGENT 15821 VENTURA BLVD STE 100 Encino CA 91436 Technology Solutions 8064688 MODIS 10201 CENTURION PARKWAY NORTH Jacksonville FL 32256 Staffing/Consulting Svcs 6978664 223 3635907 6841789 10477696 Health Service Revenue 622110 16069707 16069707 0 0 0 0 16069707 0 0 51094 0 0 51094 51094 51094 Purchase Rebates 900099 1826485 1826485 0 0 0 0 1826485 28424982 16069707 0 1877579 X 9023969 4146237 4877732 127604567 58630390 68974177 10157595 4667104 5490491 20003468 9190981 10812487 8758392 4024213 4734179 14149 14149 4566554 4566554 428690 428690 159393789 132177544 27216245 0 13646569 103649 13542920 7380094 690067 6690027 41006260 9841820 31164440 15144758 1867762 13276996 1208121 431124 776997 2214004 1369579 844425 13361 7370 5991 14916551 6688610 8227941 6412697 132445 6280252 Health System Allocated Shared Services -372168920 -196067648 -176101272 Community Relations 3739144 3739144 Special Events & Projects 921573 921573 Dietary and Food Costs 872400 588106 284294 6924116 6924116 0 0 82181901 49152613 33029288 0 3720980 119572195 952062 17276970 0 0 0 1058236 1235674 12748170 14889362 209037689 105499289 69886177 103538400 0 0 54372428 81263111 142738053 337775712 72361020 95091376 783724125 1014973960 856085145 1110065336 X -713347092 -772289624 -713347092 -772289624 142738053 337775712 X -53756919 -5185613 X false true X true false X X 24 Children's Medical Center of Dallas 750800628 3 true 353474430 0 Children's Medical Center Foundation 752062015 7 true 0 0 Anesthesiologists For Children 752917570 9 true 1556843 0 Dallas Phys Med Svcs for Children Inc 810584868 3 true 1736795 0 Physicians For Children 752854505 3 true 13652710 0 Children's Med Ctr Research Inst at UTSWMC 433462044 9 true 0 0 Complex Care Med Svc Corp 461893597 3 true 488481 0 Pediatric Partners For Children 461917702 9 true 288006 0 Children's Medical Center Services 461934007 9 true 0 0 Children's Medical Center Health Plan 462737696 9 true 1569769 0 Children's Population Health 463104601 9 true 8616919 0 The Health and Wellness Alliance For Children 463080586 9 true 514481 0 Specialists For Children 463110125 9 true 0 0 Physicians Quality Alliance of North Texas 464049491 9 true 218044 0 Community Providers for Children 463675742 9 true 0 0 OCH Holdings 474837308 3 true 0 0 Children's BMG 475057374 3 true 209887 0 Wellness Innovations Physician Partners 811734937 3 true 0 0 CHST Physician Group 1 813582843 9 true 0 0 CHST Physician Group 2 813679995 9 true 0 0 CHST Physician Group 3 813691209 9 true 0 0 CHST Physician Group 4 814577909 9 true 0 0 CHST Physician Group 5 814848085 9 true 0 0 CHST Physician Group 6 814865847 9 true 0 0 24 382326365 0 true true false false true false false false false false false false false false false false true Schedule A, Part I, Line 12g(ii) Type of Organization Children's Med Ctr Research Inst at UTSWMC - 509(a)(3) Type I; Pediatric Partners - 509(a)(3) Type I; Children's Medical Center Services - 6033(a)(3)(A)(II); Children's Population Health - 509(a)(3) Type I; The Health and Wellness Alliance -509(a)(3) Type I; Specialists for Children -6033(a)(3)(A)(II); Physicians Quality Alliance of North Texas - 509(a)(3) Type I; Community Providers for Children -509(a)(3) Type I Children's BMG - Pending Application for Recognition of Exemption Under Section 501(c)(3) Wellness Innovations Physician Partners - Pending Application for Recognition of Exemption Under Section 501(c)(3) CHST Physician Group 1 - Pending Application for Recognition of Exemption Under Section 501(c)(3) CHST Physician Group 2 - Pending Application for Recognition of Exemption Under Section 501(c)(3) CHST Physician Group 3 - Pending Application for Recognition of Exemption Under Section 501(c)(3) CHST Physician Group 4 - Pending Application for Recognition of Exemption Under Section 501(c)(3) CHST Physician Group 5 - Pending Application for Recognition of Exemption Under Section 501(c)(3) CHST Physician Group 6 - Pending Application for Recognition of Exemption Under Section 501(c)(3) Schedule A, Part IV, Section A, Line 2 Supported Org. Without IRS Status 509(a)1 or (2) Specialists for Children and Children's Medical Center Services do not presently have IRS determination of status. The gross receipts for each organization, each taxable year, are normally no more than $5,000. Internal Revenue Code section 6033(a)(3)(A)(ii) provides a mandatory exception to filing for determination. However, both organizations do comply with Internal Revenue Code section 6033(i)(1) by electronically filing Form 990-N (e-postcard) each year. Additionally, Children's BMG, Wellness Innovations Physician Partners, CHST Physician Group 1, CHST Physician Group 2, CHST Physician Group 3, CHST Physician Group 4, CHST Physician Group 5, and CHST Physician Group 6 are new section 501(c)(3) organizations that have applications pending for recognition of tax exemption. Schedule A, Part IV, Section A, Line 5a Added, Substituted, or Removed Sup. Org. CHST Physician Group 1, CHST Physician Group 2, CHST Physician Group 3, CHST Physician Group 4, CHST Physician Group 5, and CHST Physician Group 6 were formed as section 501(c)(3) organizations during 2016. These organizations were formed, as subsidiaries of Children's Health System of Texas (CHST) to accomplish new programs and services undertaken by CHST. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 19032825 19032825 4484640 950597 3534043 3834986 727721 3107265 148761189 103707925 45053264 32924049 113046 32811003 103538400 Goodwill 0 Investments in Affiliates 61249694 UTSW Physician Guarantees 9017456 Professional Risk Liability Deposit - CIC 10995961 81263111 LT Advances - Affiliates 1014973960 1014973960 Schedule D, Part X, Line 2 In 2016, Children's Health System of Texas was not required to have a FIN48 footnote disclosure. Central America and the Caribbean 0 0 Investments 100000 0 0 0 0 0 0 100000 0 100000 true false true false false false X X X X true true X X X X X true true false false false false false true false Christopher J Durovich Director, President CEO 1053808 0 1280410 0 760573 0 18000 0 21495 0 3134286 0 37775 0 Patricia Winning Former CHST Officer, SVP Business Development 400707 0 306674 0 60117 0 99056 0 16119 0 882673 0 80495 0 Karen Kennedy Former CHST Officer, SVP Family Health Network 387711 0 148836 0 7546 0 10600 0 4275 0 558968 0 0 0 Douglas Duwe Former CHST Officer, VP Academic Relations 231862 0 89399 0 7385 0 10600 0 6924 0 346170 0 0 0 Holland Hassmann Former CHST Officer, VP External Relations 238440 0 76072 0 8018 0 12358 0 7230 0 342118 0 0 0 Jodi Landon Former CHST Officer, VP Managed Care 261534 0 79308 0 21107 0 16889 0 7716 0 386554 0 0 0 Jerry Lee Former CHST Officer, VP Accounting and Treasury 270923 0 87472 0 37547 0 14597 0 18301 0 428840 0 0 0 Christopher Menzies MD Former CHST Officer, VP Chief Med Information Offcr 340233 0 102746 0 2015 0 15900 0 2315 0 463209 0 0 0 Angela Moemeka MD Former CHST Officer, VP Med Dir Comm Hlth CMC 166279 0 87626 0 4073 0 5647 0 4143 0 267768 0 0 0 Brenda Paulsen Former CHST Officer, VP Research Admin Prof Svc Ops 226579 0 72766 0 2933 0 12547 0 3826 0 318651 0 0 0 Beth Peters Former CHST Officer, VP Corp Compliance and CCO 228756 0 71138 0 20734 0 12079 0 6258 0 338965 0 0 0 Sue Schell Former CHST Officer, VP Clin Dir Behavioral Hlth 232819 0 78217 0 4148 0 9631 0 14444 0 339259 0 0 0 Mark Ziemianski Former CHST Officer, VP Business Analytics 211627 0 70532 0 17913 0 9804 0 14305 0 324181 0 0 0 Douglas Hock Former CHST Officer, President COO CMC and EVP CHST (term January 2016) 22659 0 154402 0 70721 0 0 0 856 0 248638 0 0 0 Stephanie Smith Former CHST Officer, Sr Legal Counsel 123291 0 10547 0 1247 0 6812 0 4450 0 146347 0 0 0 Matthew Davis SVP Phys Ntwrk and Clin Ent 338432 0 207751 0 2248 0 10600 0 8224 0 567255 0 0 0 Ray Tsai MD SVP Medical Dir Network Dev 228387 146878 19425 189941 1646 15060 0 0 8769 4635 258227 356514 0 0 Doris Hunt SVP CHST Insurance Services 350945 0 184483 0 3024 0 10600 0 9549 0 558601 0 0 0 Pamela Arora SVP and CIO 378628 0 245652 0 41114 0 15900 0 10748 0 692042 0 60324 0 Kimberly Besse SVP Chief HR Officer 341239 0 182885 0 39788 0 15471 0 18050 0 597433 0 0 0 Keri Kaiser SVP Marketing Communications 280090 0 79921 0 28289 0 10600 0 16144 0 415044 0 0 0 Peter Perialas SVP Chief Strategy Officer 393619 0 278433 0 22807 0 10600 0 11317 0 716776 0 0 0 David Berry Pres System Clin Operations 389283 0 100000 0 28563 0 10600 0 9178 0 537624 0 0 0 William Morrow MD Pres Phys Orgs Acdmc Rel CCO 534242 0 283208 0 4950 0 10600 0 8021 0 841021 0 0 0 Brent Christopher Pres CMC Foundation 207022 0 100000 0 1571 0 0 0 2114 0 310707 0 0 0 Michele Chulick President CHST Ventures 582817 0 408680 0 72864 0 10600 0 0 0 1074961 0 0 0 Richard Goode EVP Chief Financial Officer and Treasurer 356414 0 100000 0 1320 0 7577 0 6647 0 471958 0 0 0 Lawrence Foust EVP Chief Legal Officer and General Counsel 496421 0 277725 0 4765 0 10600 0 14716 0 804227 0 0 0 Peter Roberts Pres Pop Hlth Insurance Svcs 556306 0 391408 0 160386 0 12976 0 14052 0 1135128 0 0 0 James Herring EVP Chief Admin Officer 550000 0 0 0 0 0 0 0 0 0 550000 0 0 0 Jeffrey Vawrinek Secretary 316821 0 92063 0 27610 0 13337 0 0 0 449831 0 0 0 David Eager EVP Chief Financial Officer and Treasurer (term May 2016) 210273 0 264913 0 69624 0 10600 0 8893 0 564303 0 0 0 Claud Wildenthal Pres CMC Foundation, Pres Foundation CHST (term Aug 2016) 506784 0 701850 0 294600 0 10600 0 2013 0 1515847 0 0 0 David Biggerstaff Pres System Clin Operations (term February 2016) 79317 0 112083 0 64804 0 4348 0 1323 0 261875 0 0 0 Chad Brands MD VP MD Clinical Integration 310353 0 106185 0 413745 0 10600 0 10977 0 851860 0 0 0 Mary Stowe SVP and CNO 317138 0 236176 0 37699 0 40287 0 10049 0 641349 0 31871 0 Stephanie Slaughter VP Managed Care Strategy 72023 0 146226 0 360778 0 7956 0 3952 0 590935 0 0 0 Cynthia Bassel SVP Foundation 286584 0 210766 0 27490 0 10600 0 4127 0 539567 0 0 0 Summer Collins VP Pop Hlth Data Strtgs 71946 0 82756 0 345763 0 6754 0 2051 0 509270 0 0 0 Schedule J, Part I, Line 3 PROCESS TO ESTABLISH COMPENSATION OF TOP MANAGEMENT OFFICIAL The Children's Health System of Texas (CHST) process for determining executive compensation is as follows: The Human Resources Committee (Committee) of the CHST Board is responsible for setting the compensation for executives. The Committee is comprised of independent, non-employee directors. A written compensation philosophy has been developed by the Human Resources Committee for timeliness and appropriateness and defines the desired peer groups for compensation surveys. COMPENSATION PROGRAM COMPONENTS: The elements of total compensation provided to CHST executives include: - Cash compensation (i.e., base salary, short-term and long-term incentive compensation, and/or other cash compensation), determined in consideration of competitive market practices, organizational and individual performance, recruitment and retention considerations, and other relevant factors. - Standard benefits, assisting in each executive's medical, dental, disability, life insurance, time off, and retirement needs, reflective of the employment status (i.e., full or part time) of the executive. - Supplemental benefits, including supplemental insurance, retirement benefits, and/or other supplemental benefits determined by the Committee to be appropriate and reasonable in relation to marketplace practices. Compensation and benefits decisions are made in consideration of each executive's position, responsibilities, skills, effort, and performance, in relation to documented practices within the appropriate comparator group(s). PEER GROUP: The Committee has defined its primary peer group for executives as not-for-profit health care organizations similar in size, structure, and complexity. This group will include leading pediatric health systems as well as integrated health systems and academic medical centers. - Data will be compiled in a manner consistent with the IRS Intermediate Sanctions rules of federal tax law, to reflect what is "ordinarily paid to like executives by like enterprises under like circumstances." - In certain circumstances, market data from additional comparator groups (e.g., research institutions, insurance industry, and general industry companies) may also be referenced. - The specific nature of the role at CHST will be considered when adding comparator groups outside of the primary peer group, and the Committee will discuss and agree on the appropriateness of adding comparator groups whenever the specific nature of the CHST role requires additional comparator groups to be used. Schedule J, Part I, Line 1a First-class or charter travel * The Children's Health written policy on business and educational travel prohibits first class travel except when approved in advance by the CEO or by the Board Chair. Schedule J, Part I, Line 1a Travel for companions * Companion travel is prohibited except when it is deemed to further Children's business activities and must be approved in advance by the CEO or Board Chair. There were no employees that received taxable income as a result of companion travel in 2016. Schedule J, Part I, Line 1a Tax indemnification and gross-up payments * Compensation is grossed up in limited circumstances with prior approval of the appropriate board committee. There were no employees that received taxable income as a result of grossed up compensation in 2016. Schedule J, Part I, Line 1a Housing allowance or residence for personal use * In an effort to continue to attract quality leadership, Children's Health provides temporary housing allowances as a taxable benefit to executives and other key employees relocating to Dallas. There were no employees that received taxable nor non-taxable income as a result of housing allowances compensation in 2016. Schedule J, Part I, Line 4a Severance or change-of-control payment Severance Payment: *Severance - Chad Brands, MD - $321,230 *Severance - Stephanie Slaughter - $247,950 *Summer Collins - $244,565 Schedule J, Part I, Line 4b Supplemental nonqualified retirement plan Non-Qualified Retirement Plan: * Retirement Income Restoration Plan - Christopher J Durovich received $550,086 as taxable income from the Retirement Income restoration Plan in 2016. Additional employees who participated in the Retirement Income Restoration Plan include Douglas Hock, Mary Stowe, and Patricia Winning. * Savings Restoration Plan - Christopher J Durovich received $66,503, Claud Wildenthal received $23,393, Stephanie Slaughter received $8,395, and Summer Collins received $3,790, as taxable income from the Savings Restoration Plan. Additional employees who participated in the Savings Restoration Plan include Peter Roberts, Patricia Winning, Douglas Hock, Ray Tsai, Michele Chulick, David Eager, Jeffrey Vawrinek, Pamela Arora, Vanessa Walls, David Biggerstaff, Mary Stowe, Jerry Lee, Kimberly Besse, Cynthia Bassel, Jodi Landon, William Morrow, Beth Peters, Kenneth Carr, Douglas Duwe, Lawrence Foust, Richard Goode, Doris Hunt, Jodi Landon, Christopher Menzies, Brenda Paulsen, Peter Perialas, Sue Schell, and Mark Ziemianski. Schedule J, Part I, Line 7 Non-fixed payments Non-Fixed Payments - The Human Resources Committee of the Board of Directors retains the authority to adjust annual payout percentages solely at their discretion. Form 990, Part I, Line 15 Prior year Salaries, other compensation, employee benefits Prior year Salaries, other compensation, employee benefits have been restated to present those expenses incurred by the filing organization prior to the reduction of those expenses through the shared services allocations of expenses that were incurred on behalf of wholly-owned organizations. This change is based on the 2016 presentation of Part IX - Statement of Functional Expenses which includes expenses in full presented on line 1-24e. The reduction for the allocation of shared services expenses to wholly-owned organizations is then presented on Part IX, line 24a. Form 990, Part I, Line 17 Prior year Other expenses Prior year Other expenses have been restated to present those expenses incurred by the filing organization inclusive of the reduction of expenses incurred on behalf of wholly-owned organizations which are allocated as shared services. This change is based on the 2016 presentation of Part IX - Statement of Functional Expenses which includes expenses in full reported on line 1-24e. The reduction for the allocation of shared services expenses to wholly-owned organizations is then presented on Part IX, line 24a. Form 990, Part VI, Line 2 Family/business relationships amongst interested persons Charles Matthews, Jr and David W Biegler - Business relationship Form 990, Part VI, Line 4 Significant changes to organizational documents Bylaws Amendments in 2016 are as follows: Section 3.02 Number, Tenure, Election, and Vacancies - (1) Added provision that the chair of the Children's Medical Center Plano Governing Body shall serve as an ex officio voting member of the CHST Board. (2) Deletion of the provision that the senior medical officer of Children's Medical Center of Dallas shall serve as an ex officio non-voting member of the CHST Board. (3) Director term has been extended to two years and a term limit of three consecutive terms is being implemented. Terms are staggered to encourage continuity of experienced directors. Section 3.03 Officers of the Board - A Board Chair term of two years is established. In those instances where a Chair has been re-elected and agrees to continue to serve, a three consecutive term limit was implemented. Section 3.04 Chair Emeritus - This section established the position of Chair Emeritus of the CHST Board. Article 4 Member Duties - New language was added to clarify the necessary action or delegation to take place to effect an action that is required or permitted to be taken by CHST in its capacity as a member or stockholder of a subsidiary. Article 6 Committees - This article was revised to refresh the language for standing, advisory, and special committees to better define their creation and to also clarify the delegation of Board authority to standing or advisory committees. The language regarding limitations on committee authority was also revised and moved to Section 6.04 from Section 6.09. The one year terms for committee members was also moved to Section 6.08 from Section 6.04 and was not changed. Article 12 Conflicts of Interest Policy - This article was removed in its entirety as part of an ongoing review of the Board's policies. The Conflicts of Interest policy for the organization was not eliminated but rather was included in a system wide policy. Form 990, Part VI, Line 11b Review of form 990 by governing body A draft of the Form 990 is presented to the corporation's Audit Committee for review. A copy of the Form 990 as filed is made available to the directors through our Board portal before it is filed. Form 990, Part VI, Line 12c Conflict of interest policy Officers, directors, and key employees received a copy of the Statement of Interest form to execute. Disclosures made are reviewed by the Executive Vice President, Chief Legal Officer and General Counsel and the Chief Compliance Officer and discussed as necessary at the appropriate Board meeting to determine if further action is needed. Form 990, Part VI, Line 15a Process to establish compensation of top management official The Children's Health System of Texas (CHST) process for determining executive compensation is as follows: The Human Resources Committee (Committee) of the CHST Board is responsible for setting the compensation for executives. The Committee is comprised of independent, non-employee directors. A written compensation philosophy has been developed by the Human Resources Committee for timeliness and appropriateness and defines the desired peer groups for compensation surveys. COMPENSATION PROGRAM COMPONENTS: The elements of total compensation provided to CHST executives include: - Cash compensation (i.e., base salary, short-term and long-term incentive compensation, and/or other cash compensation), determined in consideration of competitive market practices, organizational and individual performance, recruitment and retention considerations, and other relevant factors. - Standard benefits, assisting in each executive's medical, dental, disability, life insurance, time off, and retirement needs, reflective of the employment status (i.e., full or part time) of the executive. - Supplemental benefits, including supplemental insurance, retirement benefits, and/or other supplemental benefits determined by the Committee to be appropriate and reasonable in relation to marketplace practices. Compensation and benefits decisions are made in consideration of each executive's position, responsibilities, skills, effort, and performance, in relation to documented practices within the appropriate comparator group(s). PEER GROUP: The Committee has defined its primary peer group for executives as not-for-profit health care organizations similar in size, structure, and complexity. This group will include leading pediatric health systems as well as integrated health systems and academic medical centers. - Data will be compiled in a manner consistent with the IRS Intermediate Sanctions rules of federal tax law, to reflect what is "ordinarily paid to like executives by like enterprises under like circumstances." - In certain circumstances, market data from additional comparator groups (e.g., research institutions, insurance industry, and general industry companies) may also be referenced. - The specific nature of the role at CHST will be considered when adding comparator groups outside of the primary peer group, and the Committee will discuss and agree on the appropriateness of adding comparator groups whenever the specific nature of the CHST role requires additional comparator groups to be used. Form 990, Part VI, Line 19 Required documents available to the public Certificate of Formation and Consolidated Financial Statements are publicly available. The conflicts of interest policy is made available upon request. Form 990, Part IX, Line 24a Other expenses - HEALTH SYSTEM ALLOCATED SHARED SERVICES Beginning with the 2016 Form 990, Children's Health System of Texas is presenting expenses in full, as incurred, on lines 1-24e prior to the reduction for those expenses incurred on behalf of wholly-owned organizations . This reduction for the allocation of shared services expenses to wholly-owned organizations is presented on Part IX, line 24a. In prior years, the reduction of allocated shared services expenses was included within each individual functional expense category on Line 1-24e, respectively. Form 990, Part IX, Line 11g Other Fees Professional fees - Total Expense: 28980373, Program Service Expense: 1764128, Management and General Expenses: 27216245, Fundraising Expenses: ; Contract Medical - Total Expense: XXX-XX-XXXX, Program Service Expense: XXX-XX-XXXX, Management and General Expenses: , Fundraising Expenses: ; Form 990, Part XI, Line 9 Other changes in net assets or fund balances Non controlling interest in Joint Ventures - -4871022; Other changes in net assets or fund balances - -314591; CHST HOLDINGS 1 LLC 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 472374583 HEALTH CARE RELATED INVESTMENTS TX 0 3021449 CHILDREN'S HEALTH SYSTEM OF TEXAS CHST HOLDINGS 2 LLC 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 472819566 HEALTH CARE RELATED INVESTMENTS TX 0 0 CHILDREN'S HEALTH SYSTEM OF TEXAS CHST HOLDINGS 3 LLC 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 472845243 HEALTH CARE RELATED INVESTMENTS TX 0 848235 CHILDREN'S HEALTH SYSTEM OF TEXAS CHST HOLDINGS 4 LLC 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 472851889 HEALTH CARE RELATED INVESTMENTS TX 0 0 CHILDREN'S HEALTH SYSTEM OF TEXAS CHST Investment Holdings LLC 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 472874792 HEALTH CARE RELATED INVESTMENTS TX 0 15500000 CHILDREN'S HEALTH SYSTEM OF TEXAS CHST Holdings 6 LLC 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 811003744 HEALTH CARE RELATED INVESTMENTS TX 0 0 CHILDREN'S HEALTH SYSTEM OF TEXAS CHST Holdings 7 LLC 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 811010503 HEALTH CARE RELATED INVESTMENTS TX 0 0 CHILDREN'S HEALTH SYSTEM OF TEXAS Pediatric Ambulatory Surgery Center Southlake LLC 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 475207507 HEALTH CARE RELATED INVESTMENTS TX 0 0 CHILDREN'S HEALTH SYSTEM OF TEXAS Pediatric Ambulatory Surgery Centers LLC 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 475215454 HEALTH CARE RELATED INVESTMENTS TX 0 0 CHILDREN'S HEALTH SYSTEM OF TEXAS MODH LLC 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 472459932 HEALTH CARE RELATED INVESTMENTS TX 0 0 CHILDREN'S HEALTH SYSTEM OF TEXAS Mend Medical Management LLC 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 473938514 HEALTH CARE RELATED INVESTMENTS TX 0 0 CHILDREN'S HEALTH SYSTEM OF TEXAS Children's Medical Center of Dallas 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 750800628 Hospital TX 501(c)(3) 3 CHILDREN'S HEALTH SYSTEM OF TEXAS true CHILDREN'S MEDICAL CENTER FOUNDATION 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 752062015 FOUNDATION TX 501(c)(3) 7 CHILDREN'S HEALTH SYSTEM OF TEXAS true PHYSICIANS FOR CHILDREN 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 752854505 PHYSICIANS TX 501(c)(3) 3 CHILDREN'S HEALTH SYSTEM OF TEXAS true DALLAS PHYS MED SVCS FOR CHILDREN INC 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 810584868 PHYSICIANS TX 501(c)(3) 3 CHILDREN'S HEALTH SYSTEM OF TEXAS true COMPLEX CARE MED SVC CORP 1935 MEDICAL DISTRICT DRIVE DALLAS TX 75235 461893597 MEDICAL SERVICES TX 501(c)(3) 3 CHILDREN'S HEALTH SYSTEM OF TEXAS true CHILDREN'S MEDICAL CENTER HEALTH 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