2012-06-08T09:04:39-04:00 2011-08-31 ERNST & YOUNG US LLP 155 NORTH WACKER DRIVE CHICAGO IL 60606 990 2010-09-01 363357006 The Children's Memorial Foundation CHIL 3125734578 2300 CHILDRENS PLAZA BOX 268 CHICAGO IL 606143394 PAULA M NOBLE 2012-06-07 3128792000 2010 2016-02-24 21:20:13Z Thomas J Sullivan 2300 CHILDRENS PLAZA BOX 268 CHICAGO IL 606143394 27169291 false X WWW.CHILDRENSMEMORIAL.ORG X 1984 IL TO OPTIMIZE PHILANTHROPY IN SUPPORT OF THE MISSION AND FUTURE OF THE CHILDREN'S MEMORIAL MEDICAL CENTER. 149 140 0 10 29665 14550 21014536 24846108 257923 341433 -139213 0 504565 -398757 21637811 24788784 7747247 12309466 0 0 7616252 8021458 782048 594513 12377571 4567426 3761600 20712973 24687037 924838 101747 1364292 712527 2468917 2174081 -1104625 -1461554 X TO OPTIMIZE PHILANTHROPY IN SUPPORT OF THE MISSION AND FUTURE OF THE CHILDREN'S MEMORIAL MEDICAL CENTER. false false 12309466 12309466 311768 The Children's Memorial Foundation ("CMF"), an Illinois not for profit corporation and an organization described under Section 501(c)(3) of the Code, is responsible for fundraising for the Parent, Children's Memorial Medical Center ("CMMC")(FEIN 36-3357004), CMF's sole corporate member, and CMMC's affiliated tax-exempt organizations. Gifts received by CMF are available for distribution to The Children's Memorial Hospital ("CMH"), Children's Memorial Research Center, and to the other tax-exempt affiliates of CMMC, as appropriate, or as may be designated by the donor. CMF seeks to secure the financial resources CMH and its affiliates need to remain a leader in pediatric health care, research, education and advocacy. CMF's fundraising activities include programs to develop major gifts, leadership gifts, planned giving and annual gifts. CMF receives fundraising support from more than 25 fundraising organizations and an active team of volunteers to cultivate and secure contributions that advance the mission of CMH and its affiliates. These organizations devote fundraising efforts entirely or in part to CMH and its affiliates. Fundraising appeals by such organizations are coordinated with CMF's fundraising activities in order to avoid conflicting solicitations and to focus support on identified priorities. In addition to the fundraising efforts described above, in connection with the decision to construct a new state-of-the-art hospital, the Boards of Directors of CMMC and CMH unanimously resolved that CMH, through CMF, undertake a comprehensive fundraising campaign for construction of a new hospital and to support medical research and other programs critical to CMH's mission. It is because of this substantial capital campaign that CMF's historically modest fundraising expenses have increased accordingly. 12309466 true true false false false false false false false true false false false false false false true false false false false false true true true false true false true false false false false false false false true true false false false false true false false false false true 30 14 true 0 true true false false false false true true false false false false false X 149 140 true false false false true true true true true false false false true true true true true true true false IL X PAULA M NOBLE 3125734578 2300 CHILDRENS PLAZA BOX 268 CHICAGO IL 606143394 X Randolph T Abrahams 1.0 X 0 0 0 Janette Acton 1.0 X 0 0 0 Sarah Baine 1.0 X 0 0 0 Emily L Barr 1.0 X 0 0 0 Glenn Basgall 1.0 X 0 0 0 Robert R Bellick 1.0 X 0 0 0 Irwin Benuck MD 1.0 X 0 0 0 Meredith Bluhm-Wolf 1.0 X 0 0 0 Michael Borkowski 1.0 X 0 0 0 Jill Brennan 1.0 X 0 0 0 Suzanne M Burns 1.0 X 0 0 0 John J Buttita 1.0 X 0 0 0 Michael S Canmann 1.0 X 0 0 0 Alan Chapman 1.0 X 0 0 0 Mohini Chopra 1.0 X 0 0 0 Mrs Charles F Clarke Jr 1.0 X 0 0 0 James M Clary 1.0 X 0 0 0 Thomas Coleman Jr 1.0 X 0 0 0 John D Cooney 1.0 X 0 0 0 Adam C Cooper 1.0 X 0 0 0 Lester Crown 1.0 X 0 0 0 Paula H Crown 1.0 X 0 0 0 Thomas P Danis Jr 1.0 X 0 0 0 Susan B DePree 1.0 X 0 0 0 Maureen C DeRose 1.0 X 0 0 0 Labeed Diab 1.0 X 0 0 0 John O Doerge Jr 1.0 X 0 0 0 Holly K Duran 1.0 X 0 0 0 Scott Eisen 1.0 X 0 0 0 JoAnn Eisenberg PhD 1.0 X 0 0 0 Leon G Epstein MD 1.0 X 0 330888 24500 Eleanor Evangelides 1.0 X 0 0 0 Tyrone C Fahner 1.0 X 0 0 0 Lesli Falk 1.0 X 0 0 0 Robert Feldgreber 1.0 X 0 0 0 John D Fern 1.0 X 0 0 0 Walter C Florence 1.0 X 0 0 0 Theodore D Foxman 1.0 X 0 0 0 Alan Freeman 1.0 X 0 0 0 Ruth Geller 1.0 X 0 0 0 Catherine H Gledhill 1.0 X 0 0 0 Michael P Goldman 1.0 X 0 0 0 Sabrina P Gracias 1.0 X 0 0 0 James A Gray 1.0 X 0 0 0 Mathew Gray 1.0 X 0 0 0 Melvin Gray 1.0 X 0 0 0 Lisa Naparstek Green 1.0 X 0 0 0 Thomas P Green MD 1.0 X 0 653691 55432 John J Greisch 1.0 X 0 0 0 David D Grumhaus Jr 1.0 X 0 0 0 Thomas D Grusecki 1.0 X 0 0 0 Steven C Hall MD 1.0 X 0 0 0 Todd Hamilton 1.0 X 0 0 0 John A Hatherly 1.0 X 0 0 0 Robert W Hauswirth 1.0 X 0 0 0 Richard A Heise Jr 1.0 X 0 0 0 Mary JC Hendrix PhD 1.0 X 0 602933 44526 Daniel J Hennessy 4.0 X 0 0 0 Elizabeth B Herrington 1.0 X 0 0 0 David G Herro 1.0 X 0 0 0 Vicki S Heyman 1.0 X 0 0 0 Jeniece Higgins 1.0 X 0 0 0 Gary E Holdren 1.0 X 0 0 0 Lauren Holinger MD 1.0 X 0 0 0 Diane C Holmes MD 1.0 X 0 0 0 Robert D Horne 1.0 X 0 0 0 Julie M Howard 1.0 X 0 0 0 Timothy M Hurd 1.0 X 0 0 0 Keith W Jaffee 1.0 X 0 0 0 Charles H James III 1.0 X 0 0 0 Brian E Johnson 1.0 X 0 0 0 Kirk B Johnson 1.0 X 0 0 0 Jennifer Just 1.0 X 0 0 0 Malcolm S Kamin 1.0 X 0 0 0 William K Kane 1.0 X 0 0 0 Bennett A Kaye MD 1.0 X 0 0 0 Edward T Kennedy 1.0 X 0 0 0 Anthony K Kesman 1.0 X 0 0 0 Michael B Klein 1.0 X 0 0 0 Kurt F Kohlmeyer 1.0 X 0 0 0 Thomas J Kotel 1.0 X 0 0 0 Michael B Kraines 1.0 X 0 0 0 James A Kuehnle Jr 1.0 X 0 0 0 Ross S Laser 1.0 X 0 0 0 Zachary D Lazar Jr 1.0 X 0 0 0 Eric P Lefkofsky 1.0 X 0 0 0 Lyle Logan 1.0 X 0 0 0 G Anthony Lorenz 1.0 X 0 0 0 Daniel TW Lum MD 1.0 X 0 0 0 Patrick M Magoon 1.0 X 0 1275634 598066 Mitchell J Manassa 1.0 X 0 0 0 John F Manley 1.0 X 0 0 0 Peter J Marino 1.0 X 0 0 0 Stanley F Martin 1.0 X 0 0 0 Roxanne M Martino 1.0 X 0 0 0 Peter D McDonald 1.0 X 0 0 0 David McHugh 1.0 X 0 0 0 William J McKenna 1.0 X 0 0 0 David G McLone MD 1.0 X 0 0 0 Louise C Mills 1.0 X 0 0 0 Steven H Mogul 1.0 X 0 0 0 Mimi Murley 1.0 X 0 0 0 Robert S Murley 1.0 X 0 0 0 James C Murray 1.0 X 0 0 0 Satish Nandapurkar 1.0 X 0 0 0 Thomas J Nathan 1.0 X 0 0 0 Brian L Newman 1.0 X 0 0 0 Leslie H Newman 1.0 X 0 0 0 Joseph P Nolan 1.0 X 0 0 0 Susan B Noyes 1.0 X 0 0 0 Edward Ogata MD 1.0 X 0 2282434 44336 Sean O'Scannlain 1.0 X 0 0 0 Michelle Parekh 1.0 X 0 0 0 Peer Pedersen 1.0 X 0 0 0 Mrs Ellard Pfaelzer 1.0 X 0 0 0 Orren Pickell 1.0 X 0 0 0 Mark L Prager 1.0 X 0 0 0 Seth A Prostic 1.0 X 0 0 0 David P Purcell 1.0 X 0 0 0 Maureen M Raihle 1.0 X 0 0 0 Craig E Randall 1.0 X 0 0 0 Michael A Reinsdorf 1.0 X 0 0 0 J Christopher Reyes 8.0 X 0 0 0 Marleta Reynolds MD 1.0 X 0 0 0 Ellen S Robbins 1.0 X 0 0 0 Lynn Rosinsky 1.0 X 0 0 0 Nancy Rodkin Rotering 1.0 X 0 0 0 William J Ryan 1.0 X 0 0 0 Gregory H Sachs 1.0 X 0 0 0 Scott Sagerman MD 1.0 X 0 0 0 Hilary Sallerson 1.0 X 0 0 0 Robert E Sarazen 1.0 X 0 0 0 Joseph F Scoby 1.0 X 0 0 0 Peter K Shagory 1.0 X 0 0 0 Joseph W Shenton Jr 1.0 X 0 0 0 Derry Shoemaker 1.0 X 0 0 0 John S Smith 1.0 X 0 0 0 Molly South 1.0 X 0 0 0 Thomas Stat 1.0 X 0 0 0 W Rick Stearns 1.0 X 0 0 0 Robin H Steinhorn MD 1.0 X 0 440775 27561 Gary C Stephans 1.0 X 0 0 0 Lisbeth C Stiffel 1.0 X 0 0 0 Daniel P Sullivan 1.0 X 0 0 0 Thomas J Sullivan 1.0 X X 0 524687 77387 Roslynne Supera 1.0 X 0 0 0 Richard Tannenbaum 1.0 X 0 0 0 Mark Taylor 1.0 X 0 0 0 Roger R Taylor 1.0 X 0 0 0 T Sands Thompson 1.0 X 0 0 0 Todd W Tillemans 1.0 X 0 0 0 Edward S Traisman MD 1.0 X 0 0 0 Monsignor Kenneth Velo 1.0 X 0 0 0 Kenneth A Viellieu 1.0 X 0 0 0 John S Vishneski III 1.0 X 0 0 0 Edward Wanandi 1.0 X 0 0 0 Edward J Wehmer 1.0 X 0 0 0 Kevin W Willer 1.0 X 0 0 0 Donald R Wilson Jr 1.0 X 0 0 0 Robert J Winter Jr 1.0 X 0 0 0 Linda S Wolf 1.0 X 0 0 0 Don Yannias 1.0 X 0 0 0 Ms Jia Zhao 1.0 X 0 0 0 John D Ziegelman 1.0 X 0 0 0 Alice G Archabal 1.0 X 0 249962 33975 Paula M Noble 1.0 X 0 517921 139612 Donna S Wetzler 1.0 X 0 389284 96604 Sherwood D Zellermayer 1.0 X 0 260676 28154 0 7528885 1170153 11 false true false AMI Marketing 350 S Northwest Hwy STE 300 PARK RIDGE IL 60068 CONSULTING 870614 AgencyEA 311 W Walton Street CHICAGO IL 60610 MARKETING 545969 CHILDREN'S MIRACLE NETWORK 205 WEST 700 SOUTH SALT LAKE CITY UT 84101 FUNDRAISING 498566 Manifest Solutions LLC 600 W Chicago Ave Ste 290 CHICAGO IL 60610 Consulting 455950 TELECOMP INC 3375 BRIGHTON HENRETTA TOWNLINE RD ROCHESTER NY 14623 TELEPHONE SOLICITING 400387 5 7276707 17569401 164184 24846108 founders' board activities 900099 341433 311768 29665 341433 0 0 0 0 1324519 7276707 2082508 -757989 -757989 657231 297999 359232 359232 0 0 24788784 311768 29665 -398757 12309466 12309466 0 0 0 0 0 6532164 6532164 348192 348192 745826 745826 395276 395276 0 0 0 0 594513 594513 0 395689 395689 381231 381231 1131753 1131753 408295 408295 0 41302 41302 74745 74745 0 9625 9625 0 0 362927 362927 0 DUES AND LICENSES 492962 492962 EVENTS 139879 139879 ENTERTAINMENT 110107 110107 FUNDRAISING 51000 51000 EDUCATION 3918 3918 158167 158167 24687037 12309466 0 12377571 711686 422848 2372647 2082968 652606 289679 1364292 712527 2468917 2174081 2468917 2174081 X -1104625 -1461554 -1104625 -1461554 1364292 712527 X 101747 -458676 X false true true X false X 126239780 51640114 28663831 21014536 27173904 254732165 126239780 51640114 28663831 21014536 27173904 254732165 15009543 239722622 3989552 5209946 0 0 0 9199498 3123 110224 0 0 0 113347 264045010 11267817 0.90789 0.84120 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 2372647 2082968 289679 289679 X X X X X X true RuffaloCODY Tele- Marketing false 0 62396 -62396 Thompson Associates See Part IV false 0 66000 -66000 ArtsMarketing Services See Part IV false 0 47063 -47063 AMI Marketing direct mail consultant false 765013 419054 345959 765013 594513 170500 IL E & K Radiothon 1425280 1425280 0 0 0 0 750 2348 25556 Golf event 1205068 1005443 199625 0 0 59942 30773 92527 66553 220 5970878 4845984 1124894 0 0 0 0 0 1804059 8601226 7276707 1324519 0 0 59942 31523 94875 1896168 2082508 -757989 657231 240000 19001 0 38998 false 657231 240000 19001 0 38998 297999 359232 IL true false false false 0.00000 1.00000 ALICE ARCHABAL CO CHILDREN'S MEMO 2300 CHILDRENS PLAZA Chicago IL 60614 false Alice Archabal 0 VP of Development X false Professional Fundraising Activities Part I, Line 2b, Column (ii) Thompson & Associates provides deferred-giving consulting services to The Children's Memorial Foundation. ArtsMarketing Services provides planned giving telemarketing services to The Children's Memorial Foundation. Explanation of Direct Mail - Professional Fundraising CMF paid a flat fee of $419,054 to AMI Marketing to provide direct mail packages and design services. Additional expenses for printing, postage and paper related to the direct mailing totaling $717,797 were paid by CMF. CMF received $765,013 in contributions as a result of the direct mailing event which is reported in Statement of Revenue (Part VIII, Line 1f). true Children's Memorial Hospital 2300 Childrens Plaza Chicago IL 60614 362170833 501(c)(3) 7277511 Restricted funds from fundraising Children's Memorial Hospital 2300 Childrens Plaza Chicago IL 60614 362170833 501(c)(3) 5031955 Net asset transfer 1 0 Form 990, Schedule I Description of Organization's Procedures for Monitoring the Use of Grants CMF Finance Management reviews all philanthropic funds on a regular basis. Financial fund management reports are generated monthly and distributed electronically to all Fund Administrators and Directors for review. Fund Accountants work with Administrators and Directors regularly to monitor activity, to ensure compliance with donor intent, and to review appropriateness of expenditures against budgetary guidelines and donor direction. false true false false false false false false false Leon G Epstein MD 0 303087 0 27009 0 792 0 24500 0 0 0 355388 0 0 Thomas P Green MD 0 463491 0 189408 0 792 0 24500 0 30932 0 709123 0 0 Mary JC Hendrix PhD 0 455307 0 147110 0 516 0 24500 0 20026 0 647459 0 0 Patrick M Magoon 0 652966 0 587146 0 35522 0 583079 0 14987 0 1873700 0 137833 Edward Ogata MD 0 417187 0 213082 0 1652165 0 19647 0 24689 0 2326770 0 1216586 Robin H Steinhorn MD 0 370499 0 70000 0 276 0 24500 0 3061 0 468336 0 0 Thomas J Sullivan 0 337258 0 173649 0 13780 0 51801 0 25586 0 602074 0 0 Alice G Archabal 0 192091 0 49603 0 8268 0 10330 0 23645 0 283937 0 0 Paula M Noble 0 342846 0 173529 0 1546 0 125105 0 14507 0 657533 0 0 Donna S Wetzler 0 256438 0 131159 0 1687 0 80490 0 16114 0 485888 0 0 Sherwood D Zellermayer 0 184485 0 75098 0 1093 0 15011 0 13143 0 288830 0 0 Supplemental Compensation Information Schedule J, Part I, Line 3 Pursuant to the bylaws of The Children's Memorial Medical Center ("CMMC"), the Governance Committee of CMMC is charged to review and approve senior executive compensation for CMMC and its affiliates. The Governance Committee has adopted a written executive compensation philosophy which it follows when it reviews and approves the compensation and benefits of the organization's senior management, including the President/Chief Executive Officer and the other senior managers. The compensation philosophy is subject to periodic review for continued appropriateness by the Governance Committee. With the assistance of an independent compensation consultant and information from a variety of sources, such as compensation surveys, the governance committee confirmed the total amounts to be paid were reasonable and comparable to amounts paid by similarly situated organizations. Outside legal counsel also serves an integral role in advising the Governance Committee with respect to federal tax requirements in setting compensation and the establishment of the rebuttable presumption of reasonableness under the federal tax law intermediate sanctions rules. The process followed by the Governance Committee, including a description of the data relied upon and the Governance Committee's decisions, was thoroughly and contemporaneously documented. The Governance Committee has expressly reviewed the reasonableness of all such payments, and has concluded, as the result of a process that is designed to qualify for the rebuttable presumption of reasonableness, that all such amounts are reasonable and do not exceed fair market value for the services provided. The Governance Committee was comprised of members of the Children's Memorial Medical Center and The Children's Memorial Hospital Boards of Directors who were determined to be disinterested for these purposes. The Governance Committee conducts an ongoing, regular review of the disinterested status of its members, and will take appropriate action with respect to anyone having an interest with respect to one or more executives so as to preserve the application of the rebuttable presumption of reasonableness. Schedule J, part I, Question 4b The following listed individuals have an amount included in Schedule J, Part II, Column (C) for an amount accrued but not vested under a supplemental executive retirement plan ("SERP"): Patrick M. Magoon $448,147 Paula M. Noble $105,908 Donna S. Wetzler $ 64,327 Benefits earned under the SERP are non-vested forms of deferred compensation that fund the employee's eventual retirement benefit. These benefits are provided in exchange for all of the employee's years of service to the organization, and the cost of the benefits will vary from year to year based on interest rates, age, and many other factors. The amounts are at risk and will not be paid unless and until the employee has provided substantial future services to the organization. Benefits under the SERP vest at age 62 and are forfeited if the employee leaves the organization voluntarily before age 62 (except upon the sole discretion of the Board, and only if the participant has reached at least age 55 with at least 10 years of service). Participants who voluntarily leave the organization before age 55 forfeit their entire SERP benefit upon termination. Schedule J, part II The following individuals are not compensated by the reporting organization for his or her service as a director. Rather, the compensation reported on Form 990, Part VII and on Schedule J, Part II reflects compensation paid by Pediatric Faculty Foundation for the individual's substantial and full-time services as an employee. For more details, please refer to the 2010 Form 990 of Pediatric Faculty Foundation, EIN 36-3279680. Leon G. Epstein, MD Thomas P. Green, MD Mary J.C. Hendrix, PhD The following individuals are not compensated by the reporting organization for his or her service as a director or officer. Rather, the compensation reported on Form 990, Part VII and on Schedule J, Part II reflects compensation paid by The Children's Memorial Hospital for the individual's substantial and full-time services as an employee. For more details, please refer to the 2010 Form 990 of The Children's Memorial Hospital, EIN 36-2170833. Alice G. Archabal Patrick M. Magoon Paula M. Noble Edward Ogata, MD Thomas J. Sullivan Donna S. Wetzler Sherwood D. Zellermayer Northern Trust Logan is an officer 158470 BANKING SERVICES false X 10 164184 Market false true true USE OF OUTSIDE PARTIES TO SOLICIT, PROCESS, OR SELL NONCASH CONTRIBUTIONS SCHEDULE M, PART I, LINE 32B ALL SECURITIES (NON-CASH DONATIONS) ARE SENT DIRECTLY TO NORTHERN TRUST. NORTHERN TRUST AS CUSTODIAN AND BROKER SELLS THE SECURITIES IMMEDIATELY. FOR DONOR RECOGNITION PURPOSES, GIFTS ARE VALUED AT THE MEDIAN PRICES ON THE DAY THE SECURITIES ARE RECEIVED. FOR ACCOUNTING PURPOSES, VALUES ARE RECONCILED FOR ANY GAIN/LOSS ON THE SALE OF SECURITIES. ALLOCATION OF SALARY EXPENSES FORM 990, PART V, QUESTION 2 THE CHILDREN'S MEMORIAL HOSPITAL PAYS AND ISSUES FORMS W-2 TO EMPLOYEES WHO WORK FOR THE CHILDREN'S MEMORIAL FOUNDATION. THE ALLOCATION OF THE SALARY COSTS ARE DISCLOSED ON FORM 990, PART IX, STATEMENT OF FUNCTIONAL EXPENSES. Description of Relationships Form 990, Part VI, Question 2 *Lester Crown and Paula H. Crown have a business relationship with Michael S. Canmann. *Lester Crown has a family relationship with Paula H. Crown. *Edward S. Traisman, MD has a business relationship with Irwin Benuck, MD. *Richard A. Heise Jr. has a business relationship with Eric P. Lefkofsky. *Edward J. Wehmer has a business relationship with Charles H. James III. *Matthew Gray has a family relationship with James A. Gray. *Anthony K. Kesman has a business relationship with Daniel J. Hennessy. *Linda S. Wolf, Eric P. Lefkofsky and Richard A. Heise Jr. have a business relationship. Description of Classes of Members or Stockholders Form 990, Part VI, Question 6 THE CHILDREN'S MEMORIAL MEDICAL CENTER ("CMMC") IS THE ORGANIZATION'S SOLE CORPORATE MEMBER. Description of Classes of Persons and the Nature of Their Rights Form 990, Part VI, Question 7a THE ORGANIZATION'S SOLE CORPORATE MEMBER, THE CHILDREN'S MEMORIAL MEDICAL CENTER, HAS CERTAIN RESERVED POWERS, INCLUDING THE POWER TO APPOINT AND REMOVE ALL DIRECTORS OF THE ORGANIZATION. Descr Classes of Persons, Decisions Requiring Appr & Type of Voting Rights Form 990, Part VI, Question 7b THE CHILDREN'S MEMORIAL MEDICAL CENTER, THROUGH ITS BOARD OF DIRECTORS OR DESIGNATED COMMITTEE, AS THE SOLE CORPORATE MEMBER OF THE ORGANIZATION, HAS CERTAIN RESERVED POWERS WITH RESPECT TO APPOINTMENT AND REMOVAL OF DIRECTORS, APPOINTMENT OF CERTAIN OFFICERS, APPROVAL OF AMENDMENTS TO GOVERNING DOCUMENTS, APPROVAL OF FINANCIAL MATTERS, AND APPROVAL OF SIGNIFICANT TRANSACTIONS INCLUDING, BUT NOT LIMITED TO, MERGER, DISSOLUTION, DISPOSITION OF ASSETS OTHER THAN IN THE ORDINARY COURSE OF BUSINESS, AND CREATION OF SUBSIDIARIES. Describe the Process used by Management &/or Governing Body to Review 990 Form 990, Part VI, Question 11B A PUBLIC DISCLOSURE COPY OF THE ORGANIZATION'S FISCAL YEAR 2011 FORM 990 WAS PROVIDED TO EACH MEMBER OF THE CHILDREN'S MEMORIAL MEDICAL CENTER AND THE CHILDREN'S MEMORIAL HOSPITAL ("CMMC/CMH") AUDIT COMMITTEE (OF THE BOARD). THE AUDIT COMMITTEE IS THE COMMITTEE OF THE PARENT ORGANIZATION (CMMC) CHARGED WITH THE OVERSIGHT OF AUDIT AND TAX MATTERS FOR THE PARENT AND AFFILIATES. DURING A SPECIAL AUDIT COMMITTEE MEETING, AND BEFORE THE FORM 990 WAS FILED, THE AUDIT COMMITTEE WAS PROVIDED A DETAILED REVIEW OF THE FORM 990 BY THE CHIEF FINANCIAL OFFICER ("CFO") AND THE ORGANIZATION'S DIRECTOR OF TAX COMPLIANCE. THE CFO AND DIRECTOR OF TAX COMPLIANCE ALSO RESPONDED TO THE AUDIT COMMITTEE MEMBERS' QUESTIONS AND AFFORDED THE OPPORTUNITY FOR DETAILED DISCUSSION OF THE FORM 990, PRIOR TO THE AUDIT COMMITTEE TAKING ACTION TO APPROVE THE FILING OF THE FORM 990. AS PART OF ITS ANNUAL RETURN PREPARATION PROCESS, THE ORGANIZATION ON AN ONGOING BASIS CONSULTED ITS TAX CONSULTING FIRM AND OUTSIDE TAX LEGAL COUNSEL, BOTH OF WHICH POSSESS EXPERTISE IN HEALTH CARE AND TAX-EXEMPT RETURN PREPARATION, TO ADVISE AND ASSIST IN THE PREPARATION OF THE FORM 990. THESE ADVISORS WORKED CLOSELY WITH THE ORGANIZATION'S FINANCE AND INTERNAL LEGAL PERSONNEL AND OTHER MEMBERS OF THE ORGANIZATION'S TEAM ASSEMBLED TO PARTICIPATE IN THE PREPARATION OF THE FORM 990. PRIOR TO PRESENTING THE FORM 990 TO THE BOARD'S AUDIT COMMITTEE, THE ORGANIZATION'S TEAM, INCLUDING ITS ADVISORS, MET FREQUENTLY TO DISCUSS AND REVIEW DRAFTS OF THE FORM. Description of Process to Monitor Transactions for Conflicts of Interest Form 990, Part VI, Question 12c ON AN ANNUAL BASIS, THE CHILDREN'S MEMORIAL MEDICAL CENTER AND ITS AFFILIATES ("CMMC") SUBMIT A COMPREHENSIVE QUESTIONNAIRE TO BOARD MEMBERS, SENIOR MANAGEMENT AND PURCHASING PERSONNEL REQUIRING DISCLOSURE OF ALL INTERESTS THAT COULD GIVE RISE TO ACTUAL OR POTENTIAL CONFLICTS OF INTEREST. CMMC INITIATES FOLLOW UP CONTACT WITH THOSE WHO DO NOT RESPOND AND TO CLARIFY RESPONSES, WHERE NECESSARY. CMMC REVIEWS EACH DISCLOSURE AND PROVIDES A SUMMARY OF RELEVANT DISCLOSURES FOR THE REVIEW AND APPROVAL OF ITS GOVERNANCE COMMITTEE. Pursuant to the Conflicts of Interest Policy of The Children's Memorial Medical Center and affiliates ("Corporation"), directors, officers, physician leaders, and others who are subject to the policy are required to promptly and fully disclose in writing any actual, apparent or potential conflict of interest to the President of the Corporation and General Counsel. This disclosure shall be provided to the Governance Committee of the Corporation which shall consider all conflicts of interest issues and, if appropriate, shall provide such written disclosure to the Directors, Board committees considering the proposed transaction or other appropriate parties. In addition, on an annual basis, the Corporation surveys each individual subject to the policy as to the existence of actual or potential conflicts of interest. The Corporation will not enter into an agreement, transaction or other arrangement involving a conflict of interest unless the disinterested members of the Governance Committee of the Corporation's Board of Directors determine by a majority vote that appropriate safeguards to protect the charitable mission of the Corporation have been implemented. The subject interested person may not be present when the vote is taken. If it is determined that a conflict of interest exists, a disinterested person or committee of disinterested members may be assigned to investigate alternatives to the proposed transaction or arrangement. After exercising due diligence, the Board or committee shall determine whether the Corporation can obtain a more advantageous transaction or arrangement, with reasonable efforts, from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonably attainable under circumstances that would not give rise to a conflict of interest, the Board or committee shall determine by a majority vote of the disinterested directors whether the transaction is in the Corporation's best interest and for its own benefit and whether the transaction is fair and reasonable to the Corporation, and shall make its decision as to whether to enter into the transaction or arrangement. Offices & Positions for Which Process was Used, & Year Process was Begun Form 990, Part VI, Questions 15a & 15b The authority to review and approve executive compensation has been delegated to the Governance Committee of the Children's Memorial Medical Center board of directors ("Governance Committee"). The Governance Committee has adopted a written executive compensation philosophy which it follows when it reviews and approves the compensation and benefits of the organization's Senior Management, including the President and the other senior managers. The compensation philosophy is subject to periodic review for continued appropriateness by the Governance Committee. With the assistance of an independent compensation consultant and information from a variety of sources, such as compensation surveys, the governance committee confirmed the total amounts to be paid were reasonable and comparable to amounts paid by similarly situated organizations. Outside legal counsel also serves an integral role in advising the Governance Committee with respect to federal tax requirements in setting compensation and the establishment of the rebuttable presumption of reasonableness. The process followed by the Governance Committee, including a description of the data relied upon and the Governance Committee's decisions, was thoroughly and contemporaneously documented. The Governance Committee has expressly reviewed the reasonableness of all such payments, and has concluded, as the result of a process that is designed to qualify for the rebuttable presumption of reasonableness under federal tax law, that all such amounts are reasonable and do not exceed fair market value for the services rendered. The Governance Committee was comprised of members of The Children's Memorial Medical Center and The Children's Memorial Hospital Boards of Directors who were determined disinterested for these purposes. The Governance Committee conducts an ongoing and periodic review of the disinterested status of its members, and will take appropriate action with respect to anyone having an interest with respect to one or more executives so as to preserve the application of the rebuttable presumption of reasonableness. Avail of Gov Docs, Conflict of Interest Policy, & Fin Stmts to Gen Public Form 990, Part VI, Question 19 THE ORGANIZATION'S FINANCIAL STATEMENTS ARE PUBLICLY AVAILABLE ONLINE AT WWW.DACBOND.COM. THE ORGANIZATION'S ARTICLES OF INCORPORATION AND ANNUAL REPORTS ARE AVAILABLE THROUGH THE ILLINOIS SECRETARY OF STATE. THE ORGANIZATION ALSO MAKES ITS GENERAL GOVERNING DOCUMENTS AVAILABLE TO THE GENERAL PUBLIC UPON REQUEST. AVERAGE HOURS WORKED FOR RELATED ORGANIZATIONS FORM 990, QUESTION VII THE FOLLOWING INDIVIDUALS ARE EMPLOYEES OF THE CHILDREN'S MEMORIAL HOSPITAL AND GENERALLY WORK 40 HOURS PER WEEK. APPROXIMATELY 2 HOURS OF ADDITIONAL TIME EACH WEEK IS SPENT PROVIDING SERVICES TO RELATED ORGANIZATIONS: PATRICK M. MAGOON PAULA M. NOBLE EDWARD OGATA DONNA S. WETZLER THE FOLLOWING INDIVIDUALS, THOMAS J. SULLIVAN, SHERWOOD D. ZELLERMAYER AND ALICE G. ARCHABAL, WORK 40 HOURS A WEEK AND ARE EMPLOYED BY CMH. MOST OF THEIR TIME IS DEVOTED TO THE FOUNDATION. THE FOLLOWING INDIVIDUALS ARE EMPLOYEES OF PEDIATRIC FACULTY FOUNDATION, INC. AND GENERALLY WORK 40 HOURS PER WEEK. APPROXIMATELY 2 HOURS OF ADDITIONAL TIME EACH WEEK IS SPENT PROVIDING SERVICES TO RELATED ORGANIZATIONS: THOMAS P. GREEN, MD MARY J.C. HENDRIX, PHD ROBIN H. STEINHORN, MD LEON G. EPSTEIN, MD OTHER CHANGES IN NET ASSETS OR FUND BALANCES FORM 990, PART XI, LINE 5 FOUNDERS' BOARD ACTIVITIES 311,768 PRIOR PERIOD ADJUSTMENTS 117,243 ------- 429,011 THE CHILDREN'S MEMORIAL RESEARCH CENTER 2300 Childrens Plaza Chicago IL 60614 363357005 RESEARCH IL 501(c)(3) 4 CMMC THE CHILDREN'S MEMORIAL MEDICAL CENTER 2300 CHILDRENS PLAZA CHICAGO IL 60614 363357004 HEALTH CARE IL 501(c)(3) 11 III-FI NA THE CHILDREN'S MEMORIAL HOSPITAL 2300 CHILDRENS PLAZA CHICAGO IL 60614 362170833 HOSPITAL IL 501(c)(3) 3 CMMC PEDIATRIC FACULTY FOUNDATION INC 2300 CHILDRENS PLAZA CHICAGO IL 60614 363279680 HLTH CRE/RSCH IL 501(c)(3) 11 III-FI CMMC CMH SELF INSURANCE FOUNDATION 2300 CHILDRENS PLAZA CHICAGO IL 60614 366638400 INSURANCE IL 501(c)(3) 11 III-FI CMMC CMMC INSURANCE CO LTD 2300 CHILDRENS PLAZA CHICAGO IL 60614 000000000 SELF INSURANCE CJ NA CORPORATION false true false false false false false false false false false false false false true false false false