2016-11-15T12:56:21-06:00 2015-12-31 ERNST & YOUNG US LLP 155 N Wacker Drive Chicago IL 60606 990 2015-01-01 363330928 Presence Healthcare Services % JAMES H KELLEY PRES 6309142791 100 North River Road Des Plaines IL 60016 JAMES H KELLEY TREASURER 2016-11-14 true Jacob J Zehnder P01564049 3128792000 2015 2017-02-10 21:41:12Z SEE SCHEDULE O DANA GILBERT 200 SOUTH WACKER DRIVE CHICAGO IL 60606 115913424 false 0928 X www.presencehealth.org X 1984 IL SEE SCHEDULE O. 6 1 0 0 1885252 -331802 0 0 108610379 100828514 -2131375 1337592 -2477378 -2627388 104001626 99538718 0 0 0 0 78609328 79749192 0 0 0 68405349 67010888 147014677 146760080 -43013051 -47221362 482042817 93761315 605156840 7219084 -123114023 86542231 X SEE SCHEDULE O. false false 120913313 0 90069516 PRESENCE HEALTHCARE SERVICES (PHS) PROVIDES THE COMMUNITY WITH NEARLY 265 HIGHLY QUALIFIED PHYSICIANS IN LOCATIONS THROUGHOUT THE CHICAGOLAND AREA. IT OFFERS ACCESS TO DOCTORS FROM VARIOUS DISCIPLINES AND ONE-STOP CLINICS FOR COMPREHENSIVE CARE AND TESTING. PHS PHYSICIANS HAVE PRACTICED IN THE COMMUNITIES THAT THEY SERVE FOR MANY YEARS. THE PHYSICIANS FOCUS ON LONG-TERM HEALTH, NOT JUST SHORT-TERM TREATMENT, AND TAKE THE TIME TO BUILD STRONG RELATIONSHIPS WITH THE COMMUNITY. PHS PHYSICIANS HAVE FLEXIBLE OFFICE HOURS AND EASY APPOINTMENT SCHEDULING, MAKING IT EASY FOR THE PEOPLE OF THE COMMUNITY TO GET THE HEALTHCARE THEY NEED, WHEN THEY NEED IT. 5571259 0 3253557 PRESENCE HEALTHCARE SERVICES (PHS) ALSO OPERATES OUTPATIENT PHARMACIES. THESE PHARMACIES ARE PRIMARILY FOR THE CONVENIENCE OF PATIENTS. 6586352 0 6858059 PRESENCE HEALTHCARE SERVICES (PHS) OWNS AND MANAGES A NUMBER OF MEDICAL OFFICE BUILDINGS. PHS IN TURN LEASES THE SPACE TO OTHER RELATED TAX EXEMPT HEALTHCARE ENTITIES IN SUPPORT OF THEIR TAX EXEMPT PROGRAM SERVICES. 133070924 true false false false false false false false false false true false false false true true false true false false false false false false false false false false false true false false false false false false false false false false false false false true true true false false true X 0 0 0 true true false false false false false false false false false X 6 1 false false false false true true true true true false false false true true true true true false false false X JAMES H KELLEY 3123083289 200 S WACKER CHICAGO IL 60606 X SUNIL DESAI MD DIRECTOR 1.0 43.0 X 576313 0 38083 HOWARD DRENTH EX OFFICIO/DIRECTOR 40.0 3.0 X X 490449 0 103695 DEAN HOBSON DIRECTOR 20.0 20.0 X 210547 0 32109 LES STERN DIRECTOR 1.0 41.0 X 291536 0 22815 BRIAN DAVIS DIRECTOR 1.0 1.0 X 0 0 0 JONATHON MAKS MD DIRECTOR 1.0 41.0 X 410191 0 35958 ANTHONY J FILER TREASURER 1.0 62.0 X 0 1401909 1209330 JEANNIE C FREY SECRETARY 1.0 63.0 X 0 577236 125759 PATRICK QUINN ASSISTANT TREASURER 1.0 61.0 X 0 328224 71480 JULIE ROKNICH ASSISTANT SECRETARY 1.0 60.0 X 0 217095 30640 GAURAV KAPOOR PHYSICIAN MED 3000 40.0 0.0 X 1020388 0 39457 JOMEL S LABAYOG PHYSICIAN MED 3000 40.0 0.0 X 1051546 0 83619 DONG O KIM PHYSICIAN MED 3000 40.0 0.0 X 788166 0 31259 BHAVESH GANDHI PHYSICIAN MED 3000 40.0 0.0 X 708068 0 38101 ADI GIDRON PHYSICIAN 40.0 0.0 X 627562 0 41817 SANDRA BRUCE FORMER PRESIDENT (TERM 12/14) 0.0 48.0 X 0 1668089 20881 6174766 4192553 1925003 309 true true false KELLY SERVICES INC 1212 SOLUTIONS CENTER CHICAGO IL 606771002 CLINICAL AGENCY 991865 LOCUMTENENSCOM PO BOX 405547 ATLANTA GA 303845547 PHYSICIAN SERVICES 933497 WORLD CLEANING SERVICES 281 SHORE DR BURR RIDGE IL 60527 CLEANING SERVICES 767170 QUEST DIAGNOSTICS 850 BEISTERFIELD RD ELK GROVE VILLAGE IL 60007 CLINICAL LABORATORY 704900 DEAN STRATEGY PO BOX 292461 DAYTON OH 45429 INTERIM MARKETING DR 422517 31 0 0 MEDICAL GROUP 621990 90263982 90263982 0 0 PROPERTIES 900099 5668006 5668006 0 0 PHARMACIES 446110 4747869 2883429 1864440 0 MEDICAL EQUIPMENT 900099 148657 127845 20812 0 100828514 5084 5084 0 0 12154996 14687746 -2532750 0 -2532750 -2532750 3019468 1686960 1332508 1332508 1332508 0 0 0 DISCONTINUED OPERATIONS -95853 -95853 0 0 MISCELLANEOUS REVENUE 1215 1215 0 0 -94638 99538718 100181132 1885252 -2527666 0 0 0 0 0 0 0 0 2211697 2211697 0 0 0 0 0 0 68573737 68573737 0 0 1569322 1569322 0 0 3796479 3796479 0 0 3597957 3597957 0 0 13568035 0 13568035 0 121121 0 121121 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 7713211 7713211 36717 36717 0 0 1013577 1013577 0 0 44482 44482 0 0 0 0 0 0 6573116 6573116 0 0 136295 136295 0 0 0 0 0 0 10115 10115 0 0 643373 643373 0 0 0 0 0 0 3575774 3575774 0 0 9620149 9620149 0 0 BAD DEBT 12828214 12828214 0 0 PHARMACEUTICALS 7896335 7896335 0 0 MEDICAL SUPPLIES 855150 855150 0 0 REPAIRS AND MAINTENANCE 378238 378238 0 0 1996986 1996986 146760080 133070924 13689156 0 0 0 542612 0 0 0 0 13180309 9801182 0 0 0 0 0 0 491225 -1283 0 0 203825859 120407055 80066766 83418804 0 0 0 0 0 0 2618760 0 385685757 0 482042817 93761315 4851852 7013305 0 0 0 0 0 0 0 0 0 0 0 0 0 0 600304988 205779 605156840 7219084 X -123114023 86542231 0 0 0 0 -123114023 86542231 482042817 93761315 X -47221362 0 0 0 0 256877616 X X false true X true false X REASON FOR PUBLIC CHARITY STATUS SCHEDULE A, PART I, LINE 3 Presence Healthcare Services does not file a Schedule H, even though it marks the hospital box in schedule A, because the organization is not required to be licensed, registered or similarly recognized by the state as a hospital. 18665 18665 139927968 106033473 33894495 2061061 1639000 422061 61797856 12734582 49063274 20309 20309 83418804 0 INTERCOMPANY PAYABLE 205779 205779 X FIN 48(ASC 740) FOOTNOTE SCHEDULE D, PART X, QUESTION 2 PRESENCE HEALTH RECOGNIZES THE TAX BENEFIT FROM AN UNCERTAIN TAX POSITION ONLY IF IT IS MORE-LIKELY-THAN-NOT THAT THE TAX POSITION WILL BE SUSTAINED ON EXAMINATION BY THE TAXING AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. AS OF DECEMBER 31, 2015 AND 2014, PRESENCE HEALTH DOES NOT HAVE ANY LIABILITIES FOR UNRECOGNIZED TAX BENEFITS. true true false false false false false SUNIL DESAI MD DIRECTOR 402658 0 107310 0 66345 0 13250 0 24833 0 614396 0 0 0 HOWARD DRENTH EX OFFICIO/DIRECTOR 380316 0 81597 0 28536 0 80245 0 23450 0 594144 0 0 0 DEAN HOBSON DIRECTOR 185938 0 18934 0 5675 0 14708 0 17401 0 242656 0 0 0 LES STERN DIRECTOR 264097 0 26608 0 831 0 5300 0 17515 0 314351 0 0 0 ANTHONY J FILER TREASURER 0 658477 0 161537 0 581895 0 1185735 0 23595 0 2611239 0 377532 JEANNIE C FREY SECRETARY 0 446640 0 105384 0 25212 0 102389 0 23370 0 702995 0 0 PATRICK QUINN ASSISTANT TREASURER 0 234711 0 62409 0 31104 0 49265 0 22215 0 399704 0 18512 JULIE ROKNICH ASSISTANT SECRETARY 0 189526 0 27407 0 162 0 9850 0 20790 0 247735 0 0 JONATHON MAKS MD DIRECTOR 269089 0 120000 0 21102 0 13250 0 22708 0 446149 0 0 0 GAURAV KAPOOR PHYSICIAN MED 3000 706063 0 312926 0 1399 0 14977 0 24480 0 1059845 0 0 0 JOMEL S LABAYOG PHYSICIAN MED 3000 674580 0 174051 0 202915 0 61224 0 22395 0 1135165 0 0 0 DONG O KIM PHYSICIAN MED 3000 474039 0 250589 0 63538 0 7950 0 23309 0 819425 0 0 0 BHAVESH GANDHI PHYSICIAN MED 3000 181895 0 141190 0 384983 0 13676 0 24425 0 746169 0 0 0 ADI GIDRON PHYSICIAN 437881 0 121968 0 67713 0 13250 0 28567 0 669379 0 0 0 SANDRA BRUCE FORMER PRESIDENT (TERM 12/14) 0 1055767 0 329629 0 282693 0 5300 0 15581 0 1688970 0 0 DETERMINATION OF COMPENSATION OF ORGANIZATION'S CEO/EXECUTIVE DIRECTOR SCHEDULE J, PART I, LINE 3 COMPENSATION FOR THE CORPORATION'S CEO AND OTHER OFFICERS OR KEY EMPLOYEES IS DETERMINED IN ACCORDANCE WITH WRITTEN POLICIES AND PROCEDURES ADOPTED BY THE BOARD OF DIRECTORS OF THE CORPORATION AND THE CORPORATIONS ULTIMATE PARENT, PRESENCE HEALTH NETWORK. SUCH POLICIES AND PROCEDURES ARE APPLIED BY THE HUMAN RESOURCES COMMITTEE OF PRESENCE HEALTH NETWORK, WHICH CONSISTS WHOLLY OF INDEPENDENT DIRECTORS. PRESENCE HEALTH NETWORK USES MARKET DATA COMPILED BY AN INDEPENDENT COMPENSATION CONSULTANT TO ESTABLISH BASE SALARIES AND TOTAL CASH COMPENSATION OPPORTUNITIES. THE HUMAN RESOURCES COMMITTEE MONITORS EXECUTIVE TOTAL COMPENSATION, ANNUALLY REVIEWING AND APPROVING COMPENSATION CHANGES FOR EACH EXECUTIVE, AND REGULARLY REPORTING ITS ACTIVITIES TO THE BOARD. SEVERANCE PAYMENTS SCHEDULE J, PART I, LINE 4A PRESENCE HAS THREE SEVERANCE PLANS DEPENDING UPON LEVEL. THESE PLANS ALLOW INDIVIDUALS WHOSE JOBS HAVE BEEN ELIMINATED AND WHO HAVE NOT BEEN ABLE TO FIND A SIMILAR POSITION WITHIN THE SYSTEM TIME TO TRANSITION. THE NUMBER OF WEEKS OF WAGE CONTINUATION ARE BASED UPON LENGTH OF SERVICE. THE PLANS ARE NOT FUNDED. NO INDIVIDUALS RECEIVED SEVERANCE PAYMENTS IN CALENDAR YEAR 2015. THE CORPORATION ALSO ACCRUED DEFERRED SEVERANCE FOR THE FOLLOWING INDIVIDUALS, WHICH WILL VEST IN A LATER ANTHONY J. FILER $1,169,835 PAYMENTS FROM A SUPPLEMENTAL NON QUALIFIED RETIREMENT PLAN SCHEDULE J, PART I, QUESTION 4B IN ORDER TO ENHANCE THE ABILITY OF PRESENCE HEALTH TO ATTRACT AND RETAIN QUALIFIED MANAGEMENT PERSONNEL BY PROVIDING ELIGIBLE EXECUTIVES WITH ADDITIONAL RETIREMENT BENEFITS ON A DEFERRED BASIS, PRESENCE HEALTH NETWORK MAINTAINS AN UNFUNDED THE PLAN, PRESENCE HEALTH NETWORK CREDITS TO SUCH ELIGIBLE EXECUTIVE'S RETIREMENT ACCOUNT AN AMOUNT BASED ON A PERCENTAGE OF SALARY. EARNINGS AND/OR LOSSES ON INVESTMENTS ARE CREDITED AT A RATE EQUAL TO THE RATE OF RETURN OVER THE SAME PERIOD ON INVESTMENT OPTIONS SELECTED BY THE ELIGIBLE EXECUTIVE. ELIGIBLE EXECUTIVES ARE ENTITLED TO RECEIVE BENEFITS ON THE EARLIEST OF (I) JANUARY 1 OF THE THIRD CALENDAR YEAR BEGINNING AFTER THE YEAR IN WHICH SUCH CONTRIBUTION IS CREDITED, (II) ATTAINING AGE 62, OR (III) ATTAINING THE AGE OF 60 IF THE ELIGIBLE EXECUTIVE HAS COMPLETED TEN (10) YEARS OF SERVICE. THE FOLLOWING LISTED INDIVIDUALS BECAME VESTED IN SUPPLEMENTAL RETIREMENT BENEFITS UNDER THE SERP, AND THEREFORE HAD BENEFITS INCLUDED IN THEIR TAXABLE INCOME: SANDRA BRUCE $265,646 ANTHONY J. FILER $558,075 PATRICK QUINN $21,921 JOMEL S LABAYOG $22,280 ALSO IN RESPONSE TO QUESTION 4B, THE FOLLOWING LISTED INDIVIDUALS PARTICIPATED IN THE ORGANIZATION'S SECTION 457(F) PLAN AND EARNED UNVESTED BENEFITS DURING 2015 WHICH ARE REPORTED IN COLUMN (C): JEANNIE C. FREY $86,489 PATRICK QUINN $24,076 HOWARD DRENTH $66,995 FORM 990, BOX C DOING BUSINESS AS/ASSUMED NAMES PRESENCE HEALTHCARE SERVICES ALSO OPERATES UNDER THE FOLLOWING ASSUMED NAMES: - PRESENCE MEDICAL GROUP RHC - WOMEN FIRST - PRESENCE MEDICAL GROUP - PRESENCE EXPRESS CARE - PRESENCE OCCUPATIONAL HEALTH FORM 990, PART I, LINE 1 MISSION STATEMENT INSPIRED BY THE HEALING MINISTRY OF JESUS CHRIST, WE PRESENCE HEALTH, A CATHOLIC HEALTH SYSTEM, PROVIDE COMPASSIONATE, HOLISTIC CARE WITH A SPIRIT OF HEALING AND HOPE IN THE COMMUNITIES WE SERVE. FORM 990, PART III, QUESTION 1 MISSION STATEMENT THE CORPORATION IS PART OF THE PRESENCE HEALTH SYSTEM AND ACTS IN ACCORDANCE WITH THE PRESENCE HEALTH MISSION, WHICH IS AS FOLLOWS: INSPIRED BY THE HEALING MINISTRY OF JESUS CHRIST AND AS PART OF PRESENCE HEALTH, A CATHOLIC HEALTH SYSTEM, PRESENCE HEALTHCARE SERVICES PROVIDES HEALTHCARE SERVICES IN A COMPASSIONATE, HOLISTIC MANNER IN THE SPIRIT OF HEALING AND HOPE. FORM 990, PART I, QUESTION 5, AND PART V, QUESTION 2 COMPENSATION AND FORM W-3 TRANSMITTAL OF WAGES AND TAX STATEMENT PRESENCE HEALTHCARE SERVICES (THE "CORPORATION") REPORTS 0 EMPLOYEES ON FORM 990, PART I, QUESTION 5 AND FORM 990, PART V, QUESTION 2A AS IT IS NOT REQUIRED TO FILE FORM W-3, TRANSMITTAL OF WAGES AND TAX STATEMENT. THE CORPORATIONS COMPENSATION IS PAID BY PRESENCE CARE TRANSFORMATION CORPORATION ("PCTC"), WHICH ISSUES THE FORMS W-2 AND W-3, AND THE EXPENSE IS TRANSFERRED TO THE CORPORATION. THE COMPENSATION AMOUNTS REPORTED IN THIS 990 REFLECT THE AMOUNT TRANSFERRED TO THE CORPORATION FROM PCTC. FORM 990, PART V, QUESTION 1A FORM 1096 TRANSMITTAL OF U.S. INFORMATION RETURNS PRESENCE HEALTHCARE SERVICES (THE "CORPORATION") REPORTS 0 ON FORM 990, PART V, QUESTION 1A AS IT IS NOT REQUIRED TO FILE FORM 1096, TRANSMITTAL OF U.S. INFORMATION RETURNS. ALL OF THE CORPORATIONS ACCOUNTS PAYABLE REPORTABLE ON FORM 1096 ARE PAID BY PRESENCE CARE TRANSFORMATION CORPORATION ("PCTC"), WHICH ISSUES ALL FORMS 1099, AND THE EXPENSE IS TRANSFERRED TO THE CORPORATION. THE COMPENSATION AMOUNTS REPORTED IN THIS 990 REFLECT THE AMOUNT TRANSFERRED TO THE CORPORATION FROM PCTC. FORM 990, PART VI, QUESTION 6 MEMBERS OR SHAREHOLDERS PRESENCE HEALTHCARE SERVICES HAS ONE MEMBER, PRESENCE CHICAGO HOSPITALS NETWORK. FORM 990, PART VI, QUESTION 7A PERSONS WITH AUTHORITY TO ELECT MEMBERS OF THE GOVERNING BODY THE CORPORATIONS SOLE MEMBER, PRESENCE CHICAGO HOSPITALS NETWORK, HAS THE POWER TO APPOINT MEMBERS OF THE GOVERNING BODY, OTHER THAN EX-OFFICIO DIRECTORS. FORM 990, PART VI, QUESTION 7B DECISIONS OF GOVERNING BODY APPROVAL BY MEMBERS OR SHAREHOLDERS PRESENCE CHICAGO HOSPITALS NETWORK (THE "MEMBER"), THROUGH ITS BOARD OF DIRECTORS, HAS CERTAIN RESERVE POWERS WITH RESPECT TO THE FOLLOWING. GENERAL POWERS: THE MEMBER SHALL PROVIDE OVERSIGHT AND SUPPORT FOR THE ACTIVITIES OF THE CORPORATION, FOR THE PURPOSE OF ASSURING THAT ALL ACTIONS OF THE CORPORATION ARE CONSISTENT WITH THE MISSION AND VALUES OF THE SYSTEM; THE PURPOSES OF THE CORPORATION; THE ETHICAL AND RELIGIOUS DIRECTIVES; THE PRESENCE HEALTH SYSTEM STRATEGIC PLAN; AND BEST PRACTICES. EXCLUSIVE POWERS: IN FURTHERANCE OF THE EXERCISE OF ITS GENERAL POWERS, THE CORPORATE MEMBER SHALL HAVE THE EXCLUSIVE POWER TO: A) AMEND OR REPEAL THE BYLAWS OF THE CORPORATION; B) APPOINT AND REMOVE ALL OFFICERS OF THE CORPORATIONAND ALL OF THE DIRECTORS OF THE CORPORATION, OTHER THAN ANY EX-OFFICIO DIRECTORS. C) APPROVE CAPITAL AND OPERATING BUDGETS, AND LONG-TERM CAPITAL EQUIPMENT PLANS FOR THE CORPORATION; D) APPROVE UNBUDGETED EXPENDITURES IN EXCESS OF THE LIMIT, ESTABLISHED BY THE CORPORATE MEMBER FROM TIME TO TIME; E) APPROVE ANY BORROWING OR SIGNIFICANT INCURRENCE OF DEBT BY THE CORPORATION IN EXCESS OF THE LIMIT ESTABLISHED BY THE MEMBER FROM TIME TO TIME, OR ANY SALE, PURCHASE, ALIENATION, EXCHANGE, SIGNIFICANT LEASES (OTHER THAN IN THE ORDINARY COURSE) OR ENCUMBRANCES OF THE CORPORATIONS REAL PROPERTY, EXCEPT THOSE MADE PURSUANT TO APPROVED BUDGETS. F) APPROVE EXECUTION OF ANY DEEDS, MORTGAGES, BONDS, OR MAJOR EQUIPMENT LEASES, EXCEPT THOSE ENTERED INTO PURSUANT TO APPROVED BUDGETS. G) APPROVE ANY OTHER SIGNIFICANT AND UNBUDGETED SALE, PURCHASE, EXCHANGE, LEASE (OTHER THAN IN THE ORDINARY COURSE) TRANSFER, LITIGATION OR LEGAL SETTLEMENT, BENEFITS PACKAGES, ENCUMBRANCE OR OTHER DISPOSITION OR OTHER SIGNIFICANT TRANSACTION INVOLVING THE NON-REAL-ESTATE ASSETS OF THE CORPORATION IN EXCESS OF THE LIMIT ESTABLISHED BY THE MEMBER FROM TIME TO TIME. H) APPROVE MATERIAL CHANGES IN THE KIND OF SERVICES RENDERED, SUCH AS THE ADDITION OR DISCONTINUATION OF ANY MAJOR SERVICE LINE (E.G.,OBSTETRICS) OR CHANGE IN THE FUNDAMENTAL NATURE OF SERVICES PROVIDED BY THE CORPORATION (E.G., A CHANGE REQUIRING A DIFFERENT KIND OF LICENSE). I) APPROVE STATEGIC PLANS FOR THE CORPORATION CONSISTENT WITH AND IN FURTHERANCE OF SYSTEM MISSION AND VALUES, AND RESPONSIVE TO THE NEEDS OF THE COMMUNITIES SERVED BY THE CORPORATION AND SUPPORT THE ABILITY OF THE CORPORATION AND ITS AFFILIATES TO PROVIDE HIGH-QUALITY CARE AND SERVICES. J) APPROVE ANY CONTRACT FOR THE MANAGEMENT OF ALL OR SUBSTANTIALLY ALL OF THE CORPORATION OR ANY HEALTH CARE FACILITIES OWNED BY THE CORPORATION. K) APPROVE ANY SELECTION OR MODIFICATION OF THE BUSINESS NAME OR LOGO OF THE CORPORATION OR ANY PROGRAM OR DIVISION OF THE CORPORATION, OR THE USE OF ANY CORPORATE OR BUSINESS NAME OF THE CORPORATION BY ANY ENTITY OTHER THAN THE MEMBER OR AN AFFILIATE. L) PROVIDE OR ASSURE THE PROVISION OF APPROPRIATE INSURANCE COVERAGE, STANDARDIZED EMPLOYEE BENEFITS, INFORMATION SYSTEMS AND TECHNOLOGY, FINANCIAL MANAGEMENT SERVICES, LEGAL, MARKETING, RISK MANAGEMENT AND OTHER ADMINISTRATIVE SERVICES NECESSARY TO SUPPORT THE CORPORATIONS OPERATIONS. M) APPROVE THE ESTABLISHMENT, TERMINATION, OR SALE OF ANY SIGNIFICANT JOINT VENTURE RELATIONSHIP BY THE CORPORATION. N) APPROVE THE ACQUISITION OR DEVELOPMENT OF ANY BUSINESS OR ACTIVITY UNRELATED TO THE PROVISION OF HEALTH CARE SERVICES. O) APPROVE THE CREATION OF ANY NEW AFFILIATE TO BE OWNED OR CONTROLLED BY THE CORPORATION. P) DIRECT AND APPROVE ANY CONTRIBUTIONS, DONATIONS OR OTHER ASSET TRANSFERS WITHOUT CONSIDERATION TO THE MEMBER OR ANY AFFILIATE, IN FURTHERANCE OF THE MISSION AND VALUES. Q) APPROVE ACCEPTANCE OF A CONTRIBUTION THAT IMPOSES A MATERIAL OBLIGATION ON THE CORPORATION, IF APPROVED BY THE CORPORATIONS APPLICABLE FOUNDATION OR FUNDRAISING AFFILIATE AS CONSISTENT WITH THE CORPORATIONS AND SYSTEMS MISSION AND GOALS. R) DEFINE THE CRITERIA FOR THE SELECTION OF BANKS AND OTHER FINANCIAL DEPOSITORIES TO BE USED BY THE CORPORATION, AND AUTHORIZE THE PROCESS BY WHICH SIGNATORIES ON ALL BANK AND SIMILAR ACCOUNTS OF THE CORPORATION ARE APPROVED. S) SELECT INDEPENDENT AUDITORS FOR THE CORPORATION, IN CONNECTION WITH THE CONSOLIDATED AUDIT OF ALL SYSTEM ENTITIES. T) APPROVE OR CHANGE THE CORPORATIONS REGISTERED AGENT OR REGISTERED OFFICE, AS APPROPRIATE FROM TIME TO TIME. U) APPROVE ANY VOLUNTARY CHANGE TO THE CORPORATIONS STATUS OF AN ORGANIZATION EXEMPT FROM TAXATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE, AS AMENDED FROM TIME TO TIME. APPROVAL AND RECOMMENDATION POWERS: TO BE EFFECTIVE, THE ACTIONS SET FORTH BELOW MUST BE APPROVED BY BOTH THE CORPORATIONS BOARD OF DIRECTORS AND THE MEMBER. SUCH ACTIONS MAY BE INITIATED EITHER BY THE MEMBER OR THE CORPORATIONS BOARD. A) ADOPTION, AMENDMENT OR REPEAL OF THE ARTICLES OF INCORPORATION OF THE CORPORATION B) ADOPTION OF ANY PLAN OF MERGER, CONSOLIDATION, OR DISSOLUTION OF THE CORPORATION. FORM 990, PART VI, QUESTION 11B FORM 990 REVIEW PROCESS THE CORPORATION PROVIDES A COMPLETE COPY OF ITS FORM 990 TO ALL MEMBERS OF THE GOVERNING BODY OF ITS ULTIMATE PARENT CORPORATION, PRESENCE HEALTH NETWORK, FOR REVIEW PRIOR TO FILING WITH THE IRS. THE BOARD OF DIRECTORS OF THE CORPORATION AND OTHER SUBSIDIARY ORGANIZATIONS WITHIN THE PRESENCE HEALTH SYSTEM ARE INTERNAL LIMITED FIDUCIARY BOARDS WHICH DO NOT RECEIVE A COMPLETED COPY OF THE FORM 990 PRIOR TO FILING. AS A RESULT, THE CORPORATION ANSWERS "NO", TO FORM 990, PART VI, LINE 11A. FORM 990, PART VI, LINE 12C PROCEDURES FOR ADDRESSING CONFLICTS OF INTEREST THE PURPOSE OF THE CONFLICT OF INTEREST POLICY IS TO PROTECT THE INTERESTS OF PRESENCE HEALTH NETWORK AND ALL OF ITS AFFILIATED MINISTRIES (COLLECTIVELY "PRESENCE HEALTH") WHEN IT IS CONTEMPLATING ENTERING INTO A TRANSACTION OR ARRANGEMENT THAT MIGHT BENEFIT THE PRIVATE INTEREST OF ANY DIRECTOR, TRUSTEE, OFFICER, CORPORATE MEMBER APPOINTEE, MEMBER OF A COMMITTEE WITH BOARD-DELEGATED POWERS, SENIOR LEADERS, AND OTHERS IN A RECENT POSITION TO EXERCISE SUBSTANTIAL INFLUENCE OVER PRESENCE HEALTH ("INTERESTED PERSONS"), AND CLARIFY THE STANDARDS OF CONDUCT, DUTIES AND OBLIGATIONS OF INTERESTED PERSONS IN THE CONTEXT OF POTENTIAL CONFLICTS OF INTEREST BY PROVIDING A METHOD FOR DISCLOSING AND RESOLVING SUCH POTENTIAL CONFLICTS. NO PRESENCE HEALTH ENTITY WILL ENGAGE IN ANY CONTRACT, TRANSACTION OR ARRANGEMENT INVOLVING A CONFLICT OF INTEREST UNLESS DISINTERESTED MEMBERS OF THE APPLICABLE BOARD OF DIRECTORS OR OTHER GOVERNING BODY DETERMINE BY A MAJORITY VOTE THAT APPROPRIATE SAFEGUARDS TO PROTECT THE CHARITABLE MISSION OF PRESENCE HEALTH HAVE BEEN IMPLEMENTED. TO FACILITATE THIS POLICY, ALL INTERESTED PERSONS HAVE A CONTINUING OBLIGATION TO PROMPTLY DISCLOSE THE EXISTENCE AND NATURE OF ANY ACTUAL, APPARENT, OR POTENTIAL CONFLICTS OF INTEREST HE/SHE MAY HAVE. ALL DISCLOSURES MUST BE PROVIDED TO THE SYSTEM COMPLIANCE OFFICER AND GENERAL COUNSEL IN A WRITTEN DESCRIPTION OF THE MATERIAL FACTS. DISCLOSURE SHALL BE ON A CONFLICTS OF INTEREST QUESTIONNAIRE OR SIMILAR FORMAT AS DESCRIBED IN THE CONFLICTS OF INTEREST POLICY. ALL INTERESTED PERSONS SHALL ALSO COMPLETE A QUESTIONNAIRE BASED ON THE ASSUMPTION OF THE BOARD (OR OTHER RELEVANT) POSITION, AND THEREAFTER ON AT LEAST AN ANNUAL BASIS OR WHEN AN ACTUAL, APPARENT, OR POTENTIAL CONFLICT ARISES. AT ANY TIME THAT AN ACTUAL, APPARENT OR A POTENTIAL CONFLICT OF INTEREST IS IDENTIFIED TO THE CORPORATIONS BOARD OF DIRECTORS, WHETHER THROUGH THE VOLUNTARY SUBMISSION OF A DISCLOSURE STATEMENT BY AN INTERESTED PERSON, OR BY A DISCLOSURE BY A PERSON OTHER THAN THE SUBJECT INTERESTED PERSON, THE CORPORATIONS BOARD OR APPLICABLE COMMITTEE SHALL REVIEW THE MATTER AND DETERMINE WHETHER A CONFLICT OF INTEREST EXISTS. ONCE ALL NECESSARY INFORMATION HAS BEEN OBTAINED, ONLY DISINTERESTED DIRECTORS/COMMITTEE MEMBERS VOTE TO DETERMINE WHETHER A CONFLICT OF INTEREST EXISTS. IF A CONFLICT IS FOUND TO EXIST THE INTERESTED PERSON WILL GENERALLY BE REQUIRED TO RECUSE HIM OR HERSELF DURING ANY MEETING IN WHICH THE BOARD OF DIRECTORS OR APPLICABLE COMMITTEE CONDUCTS THE EVALUATION OF THE SUBJECT TRANSACTION, EXCEPT TO ANSWER QUESTIONS AS MAY BE NECESSARY. TO ENSURE THAT THE PRESENCE HEALTH OPERATES IN A MANNER CONSISTENT WITH ITS CHARITABLE PURPOSES AND THAT IT DOES NOT ENGAGE IN ACTIVITIES THAT COULD JEOPARDIZE ITS EXEMPT STATUS, TRANSACTIONS INVOLVING INTERESTED PERSONS ARE ONLY APPROVED IF, AFTER EXERCISING REASONABLE DUE DILIGENCE, THE BOARD DETERMINES THEY ARE FAIR AND REASONABLE, TAKING INTO ACCOUNT FACTORS SUCH AS WHETHER PRESENCE HEALTH COULD OBTAIN A MORE ADVANTAGEOUS CONTRACT, TRANSACTION OR ARRANGEMENT. HOWEVER, LENDING MONEY OR GUARANTYING AN OBLIGATION OF A DIRECTOR, OFFICER, OR EMPLOYEE OF PRESENCE HEALTH (EXCLUSIVE OF CUSTOMARY INSURANCE COVERAGE FOR ACTS DONE IN CONNECTION WITH SUCH INDIVIDUALS SERVICE TO OR EMPLOYMENT BY PRESENCE HEALTH) IS STRICTLY PROHIBITED. FORM 990 PART VI, QUESTIONS 15A AND 15B, AND PART V, QUESTION 2A COMPENSATION AND APPROVAL PROCESS FOR OFFICERS AND KEY EMPLOYEES COMPENSATION FOR THE CORPORATIONS CEO AND OTHER OFFICERS AND KEY EMPLOYEES IS DETERMINED IN ACCORDANCE WITH WRITTEN POLICIES AND PROCEDURES ADOPTED BY THE BOARD OF DIRECTORS OF PRESENCE HEALTH NETWORK, THE SYSTEM PARENT CORPORATION WHICH SHARES A MIRROR BOARD WITH PRESENCE CARE TRANSFORMATION CORPORATION (PCTC) AND PRESENCE CHICAGO HOSPITALS NETWORK (PCHN). SUCH POLICIES AND PROCEDURES ARE APPLIED BY THE HUMAN RESOURCES COMMITTEE OF THE SYSTEM PARENT CORPORATION, WHICH CONSISTS WHOLLY OF INDEPENDENT DIRECTORS. THE SYSTEM PARENT CORPORATION USES MARKET DATA COMPILED BY AN INDEPENDENT COMPENSATION CONSULTANT TO ESTABLISH BASE SALARIES AND TOTAL CASH COMPENSATION OPPORTUNITIES. THE SYSTEM PARENTS HUMAN RESOURCES COMMITTEE MONITORS EXECUTIVE TOTAL COMPENSATION AND APPROVES ALL COMPONENTS OF EXECUTIVE TOTAL COMPENSATION, ANNUALLY REVIEWING AND APPROVING COMPENSATION CHANGES FOR EACH EXECUTIVE, AND REGULARLY REPORTING ITS ACTIVITIES TO THE SYSTEM PARENTS BOARD. THE CORPORATION ANSWERS "NO" TO FORM 990, PART VI, QUESTION 15A AND 15B PER THE FORM 990 INSTRUCTIONS AS ALL COMPENSATION IS PAID BY A RELATED ORGANIZATION, PRESENCE CARE TRANSFORMATION CORPORATION, THE SYSTEMS STATUTORY EMPLOYER. FORM 990, PART VI, LINE 19 DOCUMENT AVAILABILITY THE CORPORATIONS ARTICLES OF INCORPORATION ARE ON FILE WITH THE STATE OF ILLINOIS. THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS OF THE CORPORATION, TOGETHER WITH ITS AFFILIATES, ARE AVAILABLE FROM THE NATIONAL DISSEMINATION AGENT AS REQUIRED BY PRESENCE HEALTH SYSTEMS BOND DOCUMENTS. CONFLICTS OF INTEREST POLICIES ARE NOT MADE AVAILABLE TO THE PUBLIC; HOWEVER A SUMMARY OF THE CURRENT POLICY IS ANNUALLY INCLUDED IN SCHEDULE O OF THE CORPORATIONS FORM 990. FORM 990, PART VII, SECTIONS A & B STATUTORY EMPLOYER PRESENCE CARE TRANSFORMATION CORPORATION ("PCTC") (FEIN 36-3366652) ACTS AS THE AGENT FOR THE CORPORATION. CASH IS SWEPT FROM THE CORPORATION ON A DAILY BASIS TO PCTC AND PCTC ISSUES ALL PAYROLL AND ACCOUNTS PAYABLE CHECKS ON BEHALF OF AND AS AGENT FOR THE CORPORATION AND THE APPROPRIATE ACCOUNTING ENTRIES ARE RECORDED. FORM 990, PART XI, LINE 9 OTHER CHANGES IN NET ASSETS INTERCOMPANY TRANSFER TO/FROM AFFILIATES $257,672,619 TRANSFER PHARMACY OPERATIONS TO PRESENCE CHICAGO HOSPITALS NETWORK $ (795,003) _____________ TOTAL $256,877,616 FORM 990, PART XII, LINE 2B AUDITED FINANCIAL STATEMENTS AN INDEPENDENT ACCOUNTANT ANNUALLY AUDITS THE CONSOLIDATED FINANCIAL STATEMENTS OF PRESENCE HEALTH NETWORK AND ITS AFFILIATES. THE AUDIT OPINION IS ISSUED ON THE CONSOLIDATED FINANCIAL STATEMENTS AND EACH AFFILIATE IS NOT SEPARATELY AUDITED. Presence Health Network 200 South Wacker Drive Chicago IL 60606 361649520 Parent Corp IL 501(C)(3) 11c III FI na false Medicare Value Partners 100 North River Road Des Plaines IL 60016 363495969 Health Care IL 501(C)(3) 3 PCHN true Presence Holy Family Medical Center 100 North River Road Des Plaines IL 60016 362439318 Health Care IL 501(C)(3) 3 PCHN true Mount Loretto Nursing Home Inc 302 Swart Hill Road Amsterdam NY 12010 141363014 Health Care NY 501(C)(3) 3 RM New York true Presence Health Partners Services 2380 E Dempster Ave Ste 236 Des Plaines IL 60016 362644178 Health Care IL 501(C)(3) 3 PCHN true Presence Care Home 18927 Hickory Creek Drive 300 Mokena IL 60448 460483587 Health Care IL 501(C)(3) 9 PLC true Presence Care Transformation Corp 1000 Remington Blvd Ste 100 Bolingbrook IL 60440 363366652 Mgmt Support IL 501(C)(3) 11c III FI PHN false Presence Home Care 18927 Hickory Creek Drive 300 Mokena IL 60448 460483581 Health Care IL 501(C)(3) 9 PLC true Presence Central and Suburban Hosp 1000 Remington Blvd Ste 100 Bolingbrook IL 60440 364195126 Health Care IL 501(C)(3) 3 PCTC true Laverna Terrace Housing Corporation 18927 Hickory Creek Drive 300 Mokena IL 60448 363438977 Senior Living IL 501(C)(3) 9 PCTC true Provena Self-Insurance Trust 1000 Remington Blvd Suite 100 Bolingbrook IL 60440 362987310 Insurance IL 501(C)(3) 11c III FI na true Presence Life Connections 18927 Hickory Creek Drive 300 Mokena IL 60448 371127787 Health Care IL 501(C)(3) 9 PCTC true Presence Behavioral Health 1820 South 25th Avenue Broadview IL 60155 362709982 Health Care IL 501(C)(3) 3 PHS true Presence Ambulatory Services 100 North River Road Des Plaines IL 60016 364286236 Health Care IL 501(C)(3) 9 PCHN true Presence Health Fdn Board of Trustees 200 South Wacker Drive Chicago IL 60606 363330929 Fundraising IL 501(C)(3) 7 PCHN true Presence Chicago Hospitals Network 200 South Wacker Drive Chicago IL 60606 362235165 Mgmt Support IL 501(C)(3) 11c III FI PHN false Presence Home Care Services 5747 West Dempster Morton Grove IL 60053 362893936 Home Care IL 501(C)(3) 3 PCHN true Presence Resurrection Medical Center 7435 West Talcott Avenue Chicago IL 60631 363330926 Health Care IL 501(C)(3) 3 PCHN true Resurrection Nursing Home Inc 90 North Main Street Castleton NY 12033 141348691 Health Care NY 501(C)(3) 3 RM New York true Presence Senior Srvcs - Chicagoland 100 North River Road Des Plaines IL 60016 237061646 Health Care IL 501(C)(3) 3 PCHN true Presence Saint Francis Hospital 355 Ridge Avenue Evanston IL 60202 362167800 Health Care IL 501(C)(3) 3 PCHN true Presence St Mary and Elizabeth Med Cntr 2233 West Division Street Chicago IL 60622 362171079 Health Care IL 501(C)(3) 3 PCHN true Presence Saint Joseph Hospital Chicago 2900 North Lake Shore Drive Chicago IL 60657 363200170 Health Care IL 501(C)(3) 3 PCHN true Presence Nazarethville 300 North River Road Des Plaines IL 60016 362801392 Health Care IL 501(C)(3) 9 PSSC true Arthur Merkle - Clara Knipprath Nursing 1190 E 2900 N Road Clifton IL 60927 362841358 Health Care IL 501(C)(3) 9 PLC true Rainbow Hospice and Palliative Care 1550 Bishop Court Mount Prospect IL 60056 363296367 Health Care IL 501(C)(3) 9 PHCS true Resurrection University 1431 N Claremont Chicago IL 60622 362182170 Education IL 501(C)(3) 2 PCHN false Bel Harlem Surg Ctr 3101 North Harlem Chicago IL 60634 412237162 Medical Service IL PHS RELATED 511311 751162 false 0 false 0.53130 RH Sleep Ctr - NW 665 West North Ave 500 Lombard IL 60148 261519627 Medical Service IL PHS RELATED 24957 161103 false 0 false 0.55050 RH Sleep Ctr - Evan 665 West North Ave 500 Lombard IL 60148 261519556 Medical Service IL PHS RELATED -2787 116929 false 0 false 0.59640 RH Sleep Ctr - LP 665 West North Ave 500 Lombard IL 60148 261519667 Medical Service IL PHS RELATED 9227 142377 false 0 false 0.53860 RH Sleep Ctr - RF 665 West North Ave 500 Lombard IL 60148 262189763 Medical Service IL PHS RELATED -116268 0 false 0 false 0.56920 Alverno Clinic Lab 2434 Interstate Plaza Drive Hammond IN 46324 203240648 Medical Service IN PHS RELATED 232718 15149650 false 0 false 0.33330 Prof Clinic Lab LLC 113 E 4th St Michigan City IN 46360 300711211 Medical Service IN ACL LLC RELATED -50 0 false 0 false 0.35710 L Gilbraith Insurance SPC LTD 68 W Bay Road PO Box 1109 Grand Cayman CJ 000000000 Insurance CJ PCHN Foreign Company true Provena Health Assurance SPC 23 Lime Tree Bay Ave PO Box 1051 Grand Cayman CJ 980420054 Insurance CJ PCTC Foreign Company true Presence Properties Inc 100 North River Road Des Plaines IL 60016 363520630 Medical IL PV C Corp true Presence Service Corporation 2380 E Dempster Street Des Plaines IL 60016 364314354 Medical IL PCSHN C Corp true Presence Ventures Inc 100 North River Road Des Plaines IL 60016 371168085 Medical IL PCTC C Corp true Resurrection Medical Center Auxiliary 7435 West Talcott Avenue Chicago IL 60631 366109825 Fundraising IL PRMC C Corp true Resurrection Ministries of New York 90 North Main Street Castleton NY 12033 141720818 Parent Corp NY PCHN C Corp true Presence Health Care Preferred 100 North River Road Des Plaines IL 60016 363974620 MGD Care Contract IL PCHN C Corp true false false false false false false false false false false false false false false false true false false false PRESENCE CARE TRANSFORMATION CORPORATION P 93179487 COST REIMBURSEMENTS FOR SHARED SERVICES PRESENCE CARE TRANSFORMATION CORPORATION (FKA PRESENCE PRV HEALTH) (FEIN: 36-3366652) PAYS ALL OF THE COMPENSATION AND ACCOUNTS PAYABLE FOR ALL ENTITIES UNDER THE PRESENCE HEALTH SYSTEM AS THE DESIGNATED PAYMENT AGENT FOR SUCH ENTITIES. CASH IS DEPOSITED INTO AN ACCOUNT BY PRESENCE HEALTH ENTITIES AND SWEPT ON A MONTHLY BASIS TO REIMBURSE PRESENCE CARE TRANSFORMATION CORPORATION FOR THESE EXPENSES AT COST. THE AMOUNTS REPORTED ON PART V OF SCHEDULE R REFLECT THE TOTAL CASH TRANSFERS TO/FROM PRESENCE CARE TRANSFORMATION CORPORATION.