2013-11-14T14:52:17-06:00 2012-12-31 ERNST & YOUNG US LLP 111 MONUMENT CIRCLE SUITE 2600 INDIANAPOLIS IN 46204 990 2012-01-01 363200170 PRESENCE SAINT JOSEPH HOSPITAL CHICAGO % DAVID WRIGLEY PRES 8478133728 2900 NORTH LAKESHORE DRIVE Suite CHICAGO IL 60657 TONY FILER 2013-11-11 3176817000 2012 2016-02-25 16:41:14Z Roberta Luskin-Hawk 2900 North Lakeshore Drive Chicago IL 60657 212896560 false X www.reshealth.org X 1982 IL 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. 14 6 0 110 143912 1073 216206 990577 99905353 208653589 8944 34581 1502237 3217813 101632740 212896560 5166 0 0 0 47345351 96124607 0 0 0 52721708 95330865 100072225 191455472 1560515 21441088 107381212 118480528 69210765 58868993 38170447 59611535 X 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. false false 164508074 208653589 SEE SCHEDULE O 164508074 true true false false false false false false false false true false false true true true false true false false false false false false false false true true 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 14 6 false false false false true true true true true false false true true true true true true false false false X DAVID WRIGLEY 8478133728 100 NORTH RIVER ROAD DES PLAINES IL 60016 AURORA ABELLA AUSTRIACO 1.0 0.0 X LINDSEY ARTOLA 1.0 40.0 X 0 267105 50107 MICHAEL BALDINGER MD 1.0 0.0 X M TODD GRENDON MD 1.0 0.0 X RAYNELDA HIDALGO MD 1.0 0.0 X NKEMAKOLAM A IROEGBU MD 40.0 0.0 X 0 248124 35752 JACQUELINE LOWE 1.0 0.0 X ROBERTA LUSKIN-HAWK MD 40.0 0.0 X 0 410689 65437 HONORABLE DIANN MARSALEK 1.0 0.0 X STARR NOVAK 1.0 40.0 X 0 370614 71261 DENNIS O'DONNELL 1.0 40.0 X 0 271089 26253 KATHLEEN RHINE 3.0 40.0 X 0 342227 67019 JOHN WALTON 1.0 0.0 X 0 847278 12739 ROBERT PERMUT MD 1.0 40.0 X 0 702411 10695 SANDRA BRUCE 1.0 50.0 X 0 1337831 39710 JEANNIE C FREY 1.0 50.0 X 0 522642 79530 JOHN A ORSINI CPA 1.0 40.0 X 0 603387 95694 CAROL J BUER 40.0 0.0 X 0 235191 44594 WILLIAM J DUFFY 40.0 0.0 X 0 188013 9641 MARK M CONNOLLY 40.0 0.0 X 0 307707 12503 ABDOL H HOSSEINIAN 40.0 0.0 X 0 304411 37739 JOEL B SPEAR 40.0 0.0 X 0 274580 22245 BENJAMIN MATSUMOTO 40.0 0.0 X 0 195951 10069 JOHN W STEINER 40.0 0.0 X 0 182909 9358 NICOLA BYRNE 0.0 0.0 X 0 273437 31174 JANET STIFTER 0.0 0.0 X 0 129215 6461 0 8014811 737981 83 true true false US BANK CORPORATE TRUST PO BOX 70870 ST PAUL MN 551709705 Nursing temp agency 1057716 MAXIT HEALTHCARE LLC PO BOX 223866 PITTSBURG PA 152512866 info technology 848223 LINCOLN PARK CARDIOVASCULAR THORA 2800 NSHERIDAN RD 209 CHICAGO IL 60657 Cardiovas Service 834608 NORTHWESTERN MEDICAL FACULTY FOUNDA 676 ST CLAIR 800 CHICAGO IL 60611 medical service 600000 3-DIAMOND HEADACHE CLINIC RESEARCH 1460 N HALSTED ST 5 CHICAGO IL 60642 medical service 595672 5 676351 314226 990577 Net Patient Service Revenue 621990 204675331 204675331 MEDICARE, MEDICAID MEAN USE 900099 3978258 3978258 208653589 34581 34581 0 0 0 0 0 0 0 0 0 Cafeteria 722100 1296734 1296734 PARKING REVENUE 812930 940451 143912 796539 ALL OTHER REVENUE 900099 980628 980628 3217813 212896560 208653589 143912 3108482 0 0 0 0 953565 953565 0 79102534 79102534 2818474 2818474 7978975 7978975 5271059 5271059 26509813 26509813 437585 437585 0 0 0 0 13570027 13570027 0 0 0 0 535518 535518 118465 118465 0 0 2477523 2477523 0 9041744 9041744 -6567971 -6567971 MEDICAL SUPPLIES 31228122 31228122 IL MEDICAID TAX 8520761 8520761 BAD DEBT EXPENSE 2601368 2601368 UTILITIES 2497358 2497358 4360552 4360552 191455472 164508074 26947398 0 41927 46538 0 0 0 0 24526785 28400813 0 0 0 0 0 0 4737623 4103454 4256772 0 125803231 62044394 66614002 63758837 0 0 0 0 0 0 0 0 7204103 22170886 107381212 118480528 927193 398993 0 0 0 0 0 0 0 0 0 0 0 0 0 0 68283572 58470000 69210765 58868993 X 38170447 59611535 0 0 0 0 38170447 59611535 107381212 118480528 21441088 X X false true X true true true X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 7327666 7327666 69462348 24013791 45448557 8112554 3513825 4598729 40900663 34516778 6383885 63758837 SUNDRY RECEIVABLE 741998 REINSURANCE RECEIVABLE 1868000 DUE FROM AFFILIATES 18650764 CHICAGO INVESTMENT IN MRI 600595 FAM HEALTH NETWORK, RHCP BONUS 309529 22170886 0 SELF INSURANCE LIABILITY 19499000 THIRD PARTY LIABILITIES 38971000 58470000 X Part X - FIN 48 Footnote Presence Health care and affiliates recognize 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. RHC and affiliates do not have any liabilities for unrecognized tax benefits. true true X true X true X 600. true true true false true true 2009628 0 2009628 0.01060 27463900 13844984 13618916 0.07210 29473528 13844984 15628544 0.08270 593849 100 593749 0.00310 12589304 6317149 6272155 0.03320 23315054 17745816 5569238 0.02950 0 0 0 0.00000 47758 0 47758 0.00030 36545965 24063065 12482900 0.06610 66019493 37908049 28111444 0.14880 6657 6657 1642 1642 5313 5313 13612 13612 true 2693375 0 65504414 62364495 3139919 X true true 1 1 presence saint joseph hospital

2900 N Lake Shore Drive chicago IL 60657

X X X X Presence Saint Joseph Hospital true X X X X X X X X X X 12 true false true X X X X X X X X X X X X true false true true 200. true 600. true X X X X X X X X true true X X X X X X true false X X X X true X false false 1 Laboure Clinic

2913 North Lakeshore Drive Chicago IL 60657

Clinic providing medical and mental health care for adults and children Part I, Line 3C This question is not applicable because Presence Health uses the Federal Poverty Guidelines. PART I LINE 6A Presence Health, the parent corporation of Presence Saint Joseph Hospital (PSJH), published a Community Benefit Report for 2012, which details the combined charitable impact Presence Health facilities have within the communities they serve. In addition to the Community Benefit Report for 2012, PSJH publishes a ministry-specific Implementation Strategy which outlines the goals and objectives PSJH has established to address the prioritized needs of its community. The Presence Health system is referenced in this document, but other hospitals within the Presence Health system file their own 990s and Schedule H. PART I, LINE 6B The 2012 Presence Health Community Benefit Report 2012 was made publicly available through a variety of ways to share the information with the community at large: - Print version of report. The report will be mailed from the system office to community partners, elected officials and local leaders. - Website. A robust community section has been developed and can be found online at www.presencehealth.org/community. This section includes an online, downloadable flipbook of the 2012 Community Benefit Report. Presence Saint Joseph Hospital has its own ministry link on this page. Through this link, Community Health Needs Assessment (CHNA) documents specific to Presence Saint Joseph Hospital can be downloaded, including a community-friendly CHNA flipbook, the source documents of all data reviewed, an overall CHNA Report, and an Implementation Strategy. - PowerPoint presentation: A standard PowerPoint of the entire 2012 Community Benefit Report has been made available. A customized version of this presentation has also been created for Presence Saint Joseph Hospital to share with the community, which shows the local community benefit contributions, persons served, and the 2013 Prioritized Community Needs. PART I, LINE 7F Per 2012 Instructions for Schedule H (Form 990), the Bad Debt Expense of $2,693,375 has been removed from the denominator in calculating the percentage of total expense in Line 7. PART I, LINE 7G Costs from physician clinics are not included in subsidized service totals. PART I, LINE 7 Explanation of costing methodology The cost-to-charge ratio used to determine schedule H, Part I, Lind 7a, financial assistance at cost, and schedule H, Part I, Line 7b, unreimbursed medicaid, was derived from worksheet 2, ratio of patient care cost to charges. The remaining amounts reported on line 7 are reported at cost. PART II. COMMUNITY BUILDING ACTIVITIES Community building activities include programs that improve the community's health and safety by addressing the root causes and social determinants of health problems, such as poverty, homelessness and environmental hazards. Participation in collaborative community efforts to promote public health initiatives is also included, such as engagement in coalitions and advocacy for health improvement. These activities strengthen the community's capacity to promote the health and well-being of its residents by offering the expertise and resources of the health care organization. Presence Saint Joseph Hospital engages in a variety of community-building activities which ultimately improve the health of the communities we are privileged to serve, even though they are not specific health activities. Examples of community building activities include: - All of our hospitals work to support disaster readiness and emergency preparedness. This work goes above and beyond any licensure requirements to proactively ensure our communities are safe and prepared if a disaster should present itself. - Presence Saint Joseph Hospital participates in several community coalitions, such as Building a Healthier Chicago. Building a Healthier Chicago is a collaborative of more than 150 local and national stakeholders including: US Department of Health and Human Services, Region V, Chicago Department of Public Health, Institute of Medicine in Chicago, and the Chicago Medical Society. The goal of Building a Healthier Chicago is to improve the health of Chicago's residents and employees through the integration of new and existing public health, business, medicine and community efforts. The goals are geared toward achieving: reduction of health risks, improvement of health systems, and elimination of health disparities. It is our belief that working in collaboration with community partners helps to build the foundation for a healthier community. PART III, SECTION A, LINE 2 There are no estimates of bad debt included. Bad debt is at total expense. PART III, SECTION A, LINE 3 The Provision for Financial Assistance Policy allows for accounts in bad debt to be approved for Financial Assistance if the patient meets the criteria. There are possible financial assistance accounts in bad debt, although the exact percentage is unknown as we do not have the appropriate tools to determine this percentage accurately. PART III, SECTION A, LINE 4 For tax return purposes the bad debt expense is shown on Part IX, Statement of Functional Expense. For audit purposes the organization follows ASU 2011-07 presentation. Please see the footnote on page 18 of the attached Audited Financial Statements. PART III, SECTION B, LINE 7 Presence Saint Joseph Hospital believes it is important for the community and the IRS to be made aware of government shortfalls, specifically Medicare. However, we acknowledge that a Medicare shortfall may be experienced by other than non-profit healthcare organizations. As such, Presence Saint Joseph Hospital acknowledges that a Medicare shortfall may not be considered community benefit. PART III, SECTION B, LINE 8 The organization computes the Medicare shortfall based on a ratio of cost to charges. PART III, SECTION C, LINE 9B Collection policies are the same for all Presence Health entities, which includes PSJH's patients. Patients are notified of the financial assistance policy at the time of registration via posted notifications and on every account statement that is sent to them. This information is available in a number of languages. Patients may apply for financial assistance at any time during the revenue cycle. The Hospital's collection practices do not apply to charity care balances. Once an account or a portion thereof is deemed to be charity care, it is written off as such. Per the Provision for Financial Assistance Policy, the collection process is as follows: 1. Pre-Litigation Review. Prior to an account being authorized for the filing of suit for non-payment of a patient bill, a final review of the account will be conducted and approved by the Financial Counseling Representative (or designee) to make sure that no application of financial assistance was ever received and that there exists objective evidence that the patient does have sufficient financial means to pay all or part of his/her bill. Prior to a collections suit being filed, the Self-pay Collection Director must review and approve. 2. Residential Liens. No hospital will place a lien on the primary residence of a patient who has been determined to be eligible for Financial Assistance/Charity Care, for payment of the patient's undiscounted balance due. Further, in no case will any hospital execute a lien by forcing the sale or foreclosure of the primary residence of any patient to pay for any outstanding medical bill. 3. No Use of Body Attachments. No hospital will use body attachment to require any person, whether receiving Financial Assistance/Charity Care discounts or not, to appear in court. 4. Collection Agency Referrals. Each hospital Finance accounting will ensure that all collection agencies used to collect patient bills promptly refer any patient who indicates financial need, or otherwise appears to qualify for Financial Assistance/Charity Care discounts, to a financial counselor to determine if the patient is eligible for such a charitable discount. For more information about the Presence Health Financial Assistance Program, visit www.presencehealth.org/patients-and-visitors/financial-assistance. PART V, SECTION B, LINE 3 A community health needs assessment (CHNA) is a collaborative community process of identifying and prioritizing a community's health needs, accomplished through the collection and analysis of data, including input from community stakeholders. In July 2012, a CHNA Steering Committee was formed to represent stakeholders within the PSJH community, as well as to provide oversight and input throughout the CHNA process. The committee's role is also to assist in the identification of data-driven community priorities and to engage stakeholders in community solutions through partnerships and collaboration. By taking on a community approach to both the assessment and implementation strategies, the goal is to ensure the data, processes, and outputs add value to all community partners, not just the hosp Part VI, 6: Affiliated Health Care System Provena Health and Resurrection Health Care combined on November 1, 2011 to form a new health system, Presence Health, creating a comprehensive family of not-for-profit health care services and the single largest Catholic health system in Illinois. Presence Health embodies the act of being present in every moment we share with those we serve and is the cornerstone of a patient, resident and family-centered care environment. "Presence" Health embodies the way we choose to be present in our communities, as well as with one another and those we serve. Presence Health is sponsored by five congregations of Catholic religious women: the Franciscan Sisters of the Sacred Heart, the Servants of the Holy Heart of Mary, the Sisters of the Holy Family of Nazareth, Sisters of Mercy of the Americas and the Sisters of the Resurrection. As was the case from our very beginnings, Presence Health is called to be much more than just a provider of health services. Presence Health has instilled within all of its ministries that are committed to responding to the needs of those we are privileged to serve; delivering high quality care that is accessible to all. It is this culture of caring and giving that drives our diligent efforts to ensure we return the optimal value of our charitable assets to our local communities. As a not-for-profit health system, Presence Health invests its net gains from operations into the community through programs to serve vulnerable populations, such as the poor and uninsured, manage chronic conditions, and promote health education and promotion outreach and initiatives. In Fiscal Year 2012, this included $168 million in community benefit activities. Presence Health thus takes a systems approach to its community benefit efforts, and therefore ensures its member hospitals and other entities and affiliates are helping to promote and address the health needs of the communities they serve. For more information on Presence Health, visit www.presencehealth.org PART VI, 7: STATE FILING OF COMMUNITY BENEFIT REPORT Presence Health files its annual community benefit report in Illinois. X X X X true true false false false false false LINDSEY ARTOLA 0 207377 0 0 0 59728 0 27175 0 22932 0 317212 0 0 NKEMAKOLAM A IROEGBU MD 0 248124 0 0 0 0 0 12406 0 23346 0 283876 0 0 ROBERTA LUSKIN-HAWK MD 0 368662 0 42027 0 0 0 39091 0 26346 0 476126 0 42000 STARR NOVAK 0 340180 0 30434 0 0 0 42915 0 28346 0 441875 0 30415 DENNIS O'DONNELL 0 241089 0 30000 0 0 0 26250 0 3 0 297342 0 0 KATHLEEN RHINE 0 333973 0 8254 0 0 0 43673 0 23346 0 409246 0 8250 JOHN WALTON 0 253898 0 0 0 593380 0 12500 0 239 0 860017 0 593380 ROBERT PERMUT MD 0 257273 0 0 0 445138 0 0 0 10695 0 713106 0 45775 SANDRA BRUCE 0 1102304 0 235527 0 0 0 12500 0 27210 0 1377541 0 0 JEANNIE C FREY 0 488063 0 34579 0 0 0 56393 0 23137 0 602172 0 34579 JOHN A ORSINI CPA 0 571824 0 31563 0 0 0 74171 0 21523 0 699081 0 31545 CAROL J BUER 0 222179 0 13012 0 0 0 24124 0 20470 0 279785 0 13004 WILLIAM J DUFFY 0 188013 0 0 0 0 0 9638 0 3 0 197654 0 0 JANET STIFTER 0 0 0 0 0 129215 0 6461 0 0 0 135676 0 0 NICOLA BYRNE 0 55597 0 0 0 217840 0 12320 0 18854 0 304611 0 217840 MARK M CONNOLLY 0 267707 0 40000 0 0 0 12500 0 3 0 320210 0 0 ABDOL H HOSSEINIAN 0 265470 0 38941 0 0 0 12500 0 25239 0 342150 0 0 JOEL B SPEAR 0 264580 0 10000 0 0 0 12500 0 9745 0 296825 0 0 BENJAMIN MATSUMOTO 0 176798 0 19153 0 0 0 9673 0 396 0 206020 0 0 JOHN W STEINER 0 182909 0 0 0 0 0 9148 0 210 0 192267 0 0 Supplemental Compensation Information 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's sole member, PRESENCE RHC Corporation (PRHCC) and PRHCC's sole member, the system parent corporation. Such policies and procedures are applied by the Human Resources Committee of the system parent corporation, which consists wholly of independent directors. The parent corporation 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 and approves all components of 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 positions within the System time to transition. The number of weeks of wage continuation are based upon length of service. The plans are not funded. The following individuals received severance payments in calendar year 2012: JOHN WALTON: $593,380 JANET STIFTER: $129,215 NICOLA BYRNE: $217,840 Payments From a Supplemental Non Qualified Retirement Plan Schedule J, Part I, Question 4B The following listed individuals participated in the organization's section 457(f) plan and earned unvested benefits during 2012 which are reported in column (C): ROBERTA LUSKIN-HAWK: $26,591 STARR NOVAK: $30,415 DENNIS O'DONNELL: $13,750 KATHLEEN RHINE: $31,173 JEANNIE C. FREY: $43,893 JOHN ORSINI: $61,671 CAROL BUER: $12,900 WILLIAM J. DUFFY: $272 Also in response to question 4B, the following listed individuals became vested in supplemental retirement benefits under the SERP, and therefore had benefits included in their taxable income: ROBERTA LUSKIN-HAWK: $42,027 STARR NOVAK: $30,434 KATHLEEN RHINE: $8,254 SANDRA BRUCE: $235,527 JEANNIE C. FREY: $34,579 JOHN ORSINI: $31,563 CAROL BUER: $13,012 FORM 990, PART I, QUESTION 5, AND PART V, QUESTION 2 COMPENSATION AND FORM W-3 TRANSMITTAL OF WAGES AND TAX STATEMENT Presence saint joseph hospital chicago (PSJHC) 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. PSJHC'S COMPENSATION IS PAID BY PRESENCE RESURRECTION MEDICAL CENTER (PRMC), which issues the forms W-2 and W-3, and the expense is TRANSFERRED TO PSJHC. THE COMPENSATION AMOUNTS REPORTED IN THIS 990 REFLECT THE AMOUNT TRANSFERRED TO PSJHC from PRMC. PROGRAM SERVICE ACCOMPLISHMENTS FORM 990, PART III, LINE 4A FOR MORE THAN 100 YEARS, THE SISTERS OF THE HOLY FAMILY OF NAZARETH AND THE SISTERS OF THE RESURRECTION HAVE PROVIDED COMPASSIONATE CARE TO THOSE IN NEED -- PARTICULARLY POOR, MARGINALIZED AND IMMIGRANT POPULATIONS. THIS IS THE FOUNDATION OF THE SISTERS SACRED HEALTH MINISTRY, WHICH IS EMBODIED IN THE SYSTEM OF HEALTH CARE CORPORATIONS COLLECTIVELY KNOWN AS PRESENCE HEALTH CARE. FOR THE CALENDAR ENDED DECEMBER 2012, THE HOSPITAL PROVIDED PATIENT CARE OF 61,714 PATIENT DAYS. ADMISSIONS TOTALED 12,277. THERE WERE 3,302 REHAB PATIENT DAYS AND 314 REHAB ADMISSIONS. THERE WERE 9,216 PSYCH PATIENT DAYS AND 1,363 PSYCH ADMISSIONS. THERE WERE 20,222 EMERGENCY ROOM VISITS, 112,836 OUTPATIENT VISITS, AND 7,021 SURGERIES. PRESENCE SAINT JOSEPH HOSPITAL CHICAGO, FOUNDED IN 1868 BY THE DAUGHTERS OF CHARITY OF ST. VINCENT DE PAUL, IS A FULL SERVICE HEALTH CARE FACILITY SERVING CHICAGO'S NORTH SIDE. WITH OVER 130 YEARS OF SERVICE, PRESENCE SAINT JOSEPH HOSPITAL CHICAGO HAS A HIGHLY TRAINED TEAM OF EXPERTS WITH SPECIALTIES INCLUDING CANCER CARE AND DIAGNOSTIC IMAGING SERVICES WITH OPEN AND CLOSED MRI. FORM 990, PART V, QUESTION 1A FORM 1096 TRANSMITTAL OF U.S. INFORMATION RETURNS Presence saint joseph hospital chicago (PSJHC) 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 PSJHC'S ACCOUNTS PAYABLE REPORTABLE ON FORM 1096 ARE PAID BY PRESENCE RESURRECTION MEDICAL CENTER (PRMC), which issues all forms 1099, AND THE expense IS TRANSFERRED TO PSJHC. THE COMPENSATION AMOUNTS REPORTED IN THIS 990 REFLECT THE AMOUNT TRANSFERRED TO PSJHC FROM PRMC. Form 990, part vi, question 4 Changes to organizational documents The articles and bylaws of this corporation were amended effective AUGUST 30, 2012, to change the corporation's name to Presence saint Joseph Hospital Chicago. FORM 990, PART VI, QUESTION 6 MEMBERS OR SHAREHOLDERS Presence saint joseph hospital chicago HAS ONE MEMBER, PRESENCE RHC CORPORATION. FORM 990, PART VI, QUESTION 7A PERSONS WITH AUTHORITY TO ELECT MEMBERS OF THE GOVERNING BODY THE SOLE MEMBER, PRESENCE RHC CORPORATION, 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 RHC CORPORATION (THE "MEMBER"), THROUGH ITS BOARD OF DIRECTORS, hAS CERTAIN RESERVE POWERS WITH RESPECT to THE FOLLOWING. GENERAL POWERS AND RESPONSIBILITIES: 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, PHILOSOPHY AND PURPOSES OF THE SPONSORING CONGREGATIONS; THE ETHICAL AND RELIGIOUS DIRECTIVES; THE MISSION STATEMENT AND CORE VALUES OF THE RESURRECTION HEALTH CARE SYSTEM; AND BEST PRACTICES IN HEALTH CARE AND RELATED ACTIVITIES. EXCLUSIVE POWERS: IN FURTHERANCE OF THE EXERCISE OF ITS GENERAL POWERS AND RESPONSIBILITIES, THE MEMBER SHALL HAVE THE EXCLUSIVE POWER TO: A) AMEND OR REPEAL THE BYLAWS OF THE CORPORATION; B) APPOINT AND REMOVE ALL OFFICERS OF THE CORPORATION, OTHER THAN THE PRESIDENT (WHO SITS EX OFFICIO), AND ALL DIRECTORS OF THE CORPORATION; 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 MEMBER FROM TIME TO TIME; E) APPROVE ANY BORROWING OR SIGNIFICANT INCURRENCE OF DEBT BY THE CORPORATION, OR ANY SALE, PURCHASE, ALIENATION, EXCHANGE, SIGNIFICANT LEASEs (OTHER THAN IN THE ORDINARY COURSE) OR ENCUMBRANCES OF THE CORPORATION'S 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, SIGNIFICANT LEASE (OTHER THAN IN THE ORDINARY COURSE) TRANSFER, ENCUMBRANCE OR OTHER DISPOSITION OR OTHER SIGNIFICANT TRANSACTION INVOLVING THE NON-REAL-ESTATE ASSETS OF THE CORPORATION; H) DIRECT AND APPROVE ANY CONTRIBUTIONS, DONATIONS OR OTHER ASSET TRANSFERS WITHOUT CONSIDERATION TO THE MEMBER OR ANY AFFILIATE, IN FURTHERANCE OF SYSTEM MISSION, GOALS AND VALUES; I) 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., CHANGE FROM GENERAL TO LONG TERM ACUTE CARE); J) APPROVE STRATEGIC PLANS FOR THE CORPORATION THAT FURTHER SYSTEM MISSION AND VALUES, AND SUPPORT THE ABILITY OF THE CORPORATION AND ITS AFFILIATES TO PROVIDE HIGH-QUALITY CARE AND SERVICES; K) APPROVE ANY CONTRACT FOR THE MANAGEMENT OF ALL OR SUBSTANTIALLY ALL OF THE CORPORATION; L) 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 AN ENTITY OTHER THAN THE MEMBER OR AN AFFILIATE; M) PROVIDE INSURANCE COVERAGE, STANDARDIZED EMPLOYEE PAYROLL STANDARDS AND BENEFITS, INFORMATION SYSTEMS AND TECHNOLOGY, FINANCIAL MANAGEMENT SERVICES, LEGAL, MARKETING, RISK MANAGEMENT AND OTHER ADMINISTRATIVE SERVICES NECESSARY TO SUPPORT THE CORPORATION'S OPERATIONS; N) APPROVE THE ESTABLISHMENT, TERMINATION, SALE OR SIGNIFICANT JOINT VENTURE RELATIONSHIP BY THE CORPORATION; O) APPROVE THE ACQUISITION OR DEVELOPMENT OF ANY BUSINESS OR ACTIVITY UNRELATED TO THE PROVISION OF HEALTH CARE SERVICES; P) APPROVE ANY MATERIAL AGREEMENT OR TRANSACTION WITH ANOTHER AFFILIATE; Q) APPROVE ANY MATERIAL AFFILIATION WITH A MEDICAL SCHOOL OR RESEARCH FACILITY; R) APPROVE ACCEPTANCE OF A CONTRIBUTION THAT IMPOSES A MATERIAL OBLIGATION ON THE CORPORATION, IF APPROVED BY THE CORPORATION'S AFFILIATE, THE RESURRECTION DEVELOPMENT FOUNDATION, AS CONSISTENT WITH THE CORPORATION'S AND SYSTEM'S MISSION AND GOALS; S) SELECT INDEPENDENT AUDITORS FOR THE SYSTEM ENTITIES, INCLUDING THE CORPORATION; T) APPOINT THE CHIEF EXECUTIVE OFFICER OF THE CORPORATION, WHO SHALL BE QUALIFIED THROUGH EDUCATION AND EXPERIENCE AND WHO SHALL BE GIVEN THE AUTHORITY TO MANAGE THE GENERAL OPERATION OF THE CORPORATION AND ITS FACILITIES. APPROVAL AND RECOMMENDATION POWERS: NONE OF THE ACTIONS SET FORTH BELOW SHALL BE DEEMED AUTHORIZED UNLESS AND UNTIL APPROVED BY THE MEMBER. THE BOARD SHALL ADOPT RESOLUTIONS APPROVING ANY SUCH PROPOSED ACTION, PRIOR TO SUBMITTING THE MATTER TO THE MEMBER FOR ITS APPROVAL. THE ACTIONS SET FORTH BELOW MAY ALSO BE INITIATED BY THE MEMBER IN THE ABSENCE OF A RECOMMENDATION BY THE BOARD, SUBJECT TO THE BOARD'S SUBSEQUENT APPROVAL AND THE MEMBER'S FINAL APPROVAL. 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 DRAFT FORM 990 IS PREPARED BY THE CORPORATION'S ACCOUNTING FIRM WITH ASSISTENCE FROM THE SYSTEM FINANCE DEPARTMENT. THE RETURN IS THEN REVIEWED BY MANAGEMENT, INCLUDING SENIOR LEADERS FROM LEGAL, COMPLIANCE, HUMAN RESOURCES AND THE SYSTEM CEO FOR ACCURACY AND COMPLETENESS. AS NECESSARY, MANAGEMENT CONSULTS WITH EXTERNAL LEGAL AND OTHER EXPERTS TO ASSURE ACCURACY. THE FINAL FORM 990 IS MADE AVAILABLE TO THE CORPORATION'S BOARD OF DIRECTORS FOR REVIEW PRIOR TO FILING. 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 PRESENCE HEALTH NETWORK 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 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 MAY 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 OR 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 INDIVIDUAL'S 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 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'S SOLE MEMBER, PRESENCE RHC CORPORATION (PRHCC) AND PRHCC'S SOLE MEMBER, PRESENCE HEALTH NETWORK, THE SYSTEM PARENT CORPORATION. SUCH POLICIES AND PROCEDURES ARE APPLIED BY THE HUMAN RESOURCES COMMITTEE OF THE SYSTEM PARENT CORPORATION, WHICH CONSISTS WHOLLY OF INDEPENDENT DIRECTORS. THE Parent CORPORATION 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 AND APPROVES ALL COMPONENTS OF EXECUTIVE TOTAL COMPENSATION, ANNUALLY REVIEWING AND APPROVING COMPENSATION CHANGES FOR EACH EXECUTIVE, AND REGULARLY REPORTING ITS ACTIVITIES TO THE BOARD. FORM 990, PART VI, LINE 19 DOCUMENT AVAILABILITY THE CORPORATION'S 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 OUR 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 corporation's form 990. FORM 990, PART VII, SECTIONS A & B COMMON PAYMASTER PRESENCE RESURRECTION MEDICAL CENTER (PRMC) FEIN 36-3330926 ACTS AS THE AGENT FOR Presence saint joseph hospital chicago (PSJHC). CASH IS SWEPT FROM PSJHC ON A DAILY BASIS TO PRMC AND PRMC ISSUES ALL PAYROLL AND ACCOUNTS PAYABLE CHECKS ON BEHALF OF AND AS AGENT FOR PSJHC and APPROPRIATE ACCOUNTING ENTRIES ARE RECORDED. FORM 990, PART XI, LINE 5 UNREALIZED GAINS AND LOSSES THE CHANGE IN THE UNREALIZED GAIN (LOSSES) ON THE RESURRECTION HEALTH CARE INVESTMENT PORTFOLIO IS RECORDED IN ITS ENTIRETY IN THE BOOKS AND RECORDS OF PRESENCE RHC CORPORATION. FORM 990, PART XII, LINE 2B AUDITED FINANCIAL STATEMENTS PRESENCE HEALTH NETWORK (AND AFFILIATES) HAS ITS CONSOLIDATED FINANCIAL STATEMENTS AUDITED BY AN INDEPENDENT ACCOUNTANT ANNUALLY. THE AUDIT OPINION IS ISSUED ON THE CONSOLIDATED FINANCIAL STATEMENTS AND EACH AFFILIATE IS NOT SEPARATELY AUDITED. PRESENCE HEALTH NETWORK 7435 WEST TALCOTT AVENUE CHICAGO IL 60631 361649520 HEALTH CARE IL 501(C)(3) 3 NA false RESURRECTION UNIVERSITY 3 ERIE COURT OAK PARK IL 60302 362182170 EDUCATION IL 501(C)(3) 3 PRHCC true MEDICARE VALUE PARTNERS 100 NORTH RIVER ROAD DES PLAINES IL 60016 363495969 HEALTH CARE IL 501(C)(3) 3 PRHCC true PRESENCE HOLY FAMILY MED CNTR 100 NORTH RIVER ROAD DES PLAINES IL 60016 362439318 HEALTH CARE IL 501(C)(3) 3 PRHCC true MOUNT LORETTO NURSING HOME INC 302 SWART HILL ROAD AMSTERDAM NY 12010 141363014 SENIOR LIVING NY 501(C)(3) 3 RM NEW YORK true Presence OUR LADY OF THE RESURR MED CNTR 5645 WEST ADDISON STREET CHICAGO IL 60634 362644178 HEALTH CARE IL 501(C)(3) 3 PRHCC true PROVENA CARE HOME 19065 HICKORY CREEK DRIVE MOKENA IL 60448 460483587 HEALTH CARE IL 501(C)(3) 9 PLC true PRESENCE PRV HEALTH 9223 W ST FRANCIS ROAD FRANKFORT IL 60423 363366652 HEALTH CARE IL 501(C)(3) 11-type 1 PHN false PRESENCE HOME CARE 19065 HICKORY CREEK DRIVE MOKENA IL 60448 460483581 HEALTH CARE IL 501(C)(3) 9 PLC true PRESENCE HOSPITALS PRV 9223 W ST FRANCIS ROAD FRANKFORT IL 60423 364195126 HEALTH CARE IL 501(C)(3) 3 PPRVH true LAVERNA TERRACE HOUSING CORP 19065 HICKORY CREEK DRIVE MOKENA IL 60448 363438977 SENIOR LIVING IL 501(C)(3) 9 PHPRV true PROVENA SELF-INSURANCE TRUST 9223 W ST FRANCIS ROAD FRANKFORT IL 60423 362987310 INSURANCE IL 501(C)(3) 9 PPRVH true PRESENCE LIFE CONNECTIONS 19065 HICKORY CREEK DRIVE MOKENA IL 60448 371127787 HEALTH CARE IL 501(C)(3) 7 PPRVH true PRESENCE BEHAVIORAL HEALTH 1820 SOUTH 25TH AVENUE BROADVIEW IL 60155 362709982 HEALTH CARE IL 501(C)(3) 3 PHS true PRESENCE AMBULATORY SERVICES 7435 WEST TALCOTT AVENUE CHICAGO IL 60631 364286236 HEALTH CARE IL 501(C)(3) 3 PRHCC true RESURRECTION DEVELOP FNDN BOT 150 NORTH RIVER ROAD DES PLAINES IL 60016 363330929 FUNDRAISING IL 501(C)(3) 7 PRHCC true PRESENCE RHC CORPORATION 7435 WEST TALCOTT AVENUE CHICAGO IL 60631 362235165 PARENT CORP IL 501(C)(3) 3 PHN false PRESENCE HOME CARE SERVICES 5747 WEST DEMPSTER MORTON GROVE IL 60053 362893936 HOME CARE IL 501(C)(3) 3 PRHCC true PRESENCE RESURRECTION MED CNTR 7435 WEST TALCOTT AVENUE CHICAGO IL 60631 363330926 HEALTH CARE IL 501(C)(3) 3 PRHCC true PRESENCE RESURRECTION NURSING HOME INC 90 NORTH MAIN STREET CASTLETON NY 12033 141348691 NURSING NY 501(C)(3) 3 RM NEW YORK true PRESENCE RHC SENIOR SERVICES 7435 WEST TALCOTT AVENUE CHICAGO IL 60631 237061646 NURSING IL 501(C)(3) 3 PRHCC true PRESENCE HEALTHCARE SERVICES 7447 WEST TALCOTT AVENUE CHICAGO IL 60631 363330928 HEALTH CARE IL 501(C)(3) 3 PRHCC true PRESENCE SAINT FRANCIS HOSPITAL 355 RIDGE AVENUE EVANSTON IL 60202 362167800 HEALTH CARE IL 501(C)(3) 3 PRHCC true SAINT FRANCIS HOSPITAL AUX OF EVAN 355 RIDGE AVENUE EVANSTON IL 60202 366143349 FUNDRAISING IL 501(C)(3) 7 PSFH true PRESENCE ST MARY AND ELIZABETH MED CNTR 2233 WEST DIVISION STREET CHICAGO IL 60622 362171079 HEALTH CARE IL 501(C)(3) 3 PRHCC true RAINBOW HOSPICE & PALL CARE 1550 BISHOP COURT MT PROSPECT IL 60056 363296367 HOSPICE IL 501(C)(3) 9 PHCS true PRESENCE NAZARETHVILLE 300 NORTH RIVER ROAD DES PLAINES IL 60016 362801392 NURSING IL 501(C)(3) 11, TYPE II PRHC SNR SRV true RH SLEEP CTR LP 665 W N AVE LOMBARD IL 60148 261519667 SLEEP CENTER IL N/A RH SLEEP CTR EVAN 665 W N AVE LOMBARD IL 60148 261519556 SLEEP CENTER IL N/A RH SLEEP CTR CHI NW 665 W N AVE LOMBARD IL 60148 261519627 SLEEP CENTER IL N/A RH SLEEP CTR RF 665 W N AVE LOMBARD IL 60148 262819763 SLEEP CENTER IL N/A L Gilbraith Insurance SPC LTD 68 W Bay Rd PO Box 1109 Grand Cayman CJ Insurance CJ PRHCC Foreign Company 0 0 false Provena Assurance Corporation 9223 W St Francis Road Frankfort IL 60423 980420054 Medical IL PPRVH C Corp 0 0 false Presence Properties Inc 9223 W St Francis Road Frankfort IL 60423 363520630 Medical IL PPRVH C Corp 0 0 false Presence Service Corporation 9223 W St Francis Road Frankfort IL 60423 364314354 Medical IL PHPRV C Corp 0 0 false Presence Ventures Inc 9223 W St Francis Road Frankfort IL 60423 371168085 Medical IL PPRVH C Corp 0 0 false Resurrection Health Care Preferred 100 North River Road Des Plaines IL 60016 363974620 MGD Care Contract IL PRHCC C Corp 0 0 false Resurrection Medical Center Auxiliary 7435 West Talcott Avenue Chicago IL 60631 366109825 Fundraising IL NA C Corp 0 0 false Resurrection Ministries of New York 90 North Main Street Castleton IL 12033 141720818 Parent Corp NY PRHCC C Corp 0 0 false false false true false false false false false false false false false false false false false true false false PRESENCE RESURRECTION DEVELOPMENT FOUNDATION C 673281 CASH PRESENCE RESURRECTION MEDICAL CENTER p 205874769 FMV Form 990, Schedule R, Part V Reimbursements for Shared Services Presence Resurrection Medical Center (FEIN: 36-3330926) pays all of the compensation and accounts payable for all entities under the Presence Health System that were historically part of the Resurrection Health Care System ("Legacy Resurrection Entities"). Cash is deposited into an account by all Legacy Resurrection Entities and swept on a monthly basis to reimburse Presence Resurrection Medical Center for these expenses at cost. The amounts reported on Part V of Schedule R reflect the total cash transfers to/from Presence Resurrection Medical Center.