2011-05-13T11:13:04-05:00 2010-06-30 KPMG LLP TWO CENTRAL PARK PLAZA SUITE 1501 OMAHA NE 68102 990 2009-07-01 470765154 ALEGENT HEALTH CLINIC ALEG 4023434323 12809 WEST DODGE ROAD OMAHA NE 68154 SCOTT M WOOTEN 4023434323 2011-05-13 1 Heidi Kriete 4023481450 2009 2016-02-24 21:20:13Z SCOTT M WOOTEN 12809 WEST DODGE ROAD OMAHA NE 68154 99744048 0 X www.alegent.COM X 1993 NE CLINIC HEALTHCARE SERVICES 12 4 1032 0 0 0 34898 34825 80876970 98473473 24272 -487 -5051460 -5551634 75884680 92956177 1014178 2124439 0 70924227 84919670 0 0 24245400 50415646 96183805 137459755 -20299125 -44503578 27215478 18479919 96080081 131848100 -68864603 -113368181 Faithful to the healing ministry of Jesus Christ, our Mission is to provide high quality care for the body, mind and spirit of every person. Our commitment to healing calls us to:Create caring and compassionate environments Respect the dignity of every person Care for the resources entrusted to us as responsible stewards Collaborate with others to improve the health of our communities Attend especially to the needs of those who are poor and disadvantaged Act with integrity in all endeavors To achieve this Mission, we pledge to be creative, visionary leaders committed to holistic healthcare in the region. 0 0 57520749 1366316 54080294 Alegent Health Clinics primary care physicians are dedicated to providing patients with excellent healthcare. In Fiscal Year 2010, primary care physicians cared for 362,107 outpatient visits at the clinics. Alegent Health Clinic has 23 primary clinics conveniently located throughout the Omaha/Council Bluffs area. A full range of medical services are provided to patients covered by Medicare and Medicaid. Alegent Health Clinic follows a reasoned and thoughtful approach to help patients who lack insurance or financial resources to pay for the medical care they need. 19239500 495034 17186771 Alegent Health Clinic provides our patients with physicians that specialize in Obstetrics and Gynecology. Each physician has the special knowledge, skills and professional capabilities in the medical and surgical care of the female reproductive system and associated disorders. In Fiscal Year 2010, Obstetrics and Gynecology physicians cared for 63,696 outpatient visits at the clinics. 11969133 178459 11968151 Alegent Health Clinic provides a comprehensive range of cardiac services, from prevention to treatment and rehabilitation. The team of clinical physicians include highly trained medical professionals from many disciplines. In Fiscal Year 2010, heart and vascular specialists cared for 20,260 outpatient visits at the clinics. 42835632 84630 15717573 Alegent Health Clinic is a network of skilled physicians devoted to providing exceptional healthcare in accordance with our mission. The skilled physicians provide outstanding care in the following services: Plastic & Reconstructive Surgery, Neuroscience, General Surgery and other areas of specialty care. Each clinic team is supported by physician assistants and nurse practitioners, who have the expertise to prevent, diagnose and treat each one of our PATIENT'S conditions. 42835632 84630 15717573 131565014 1 1 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 185 0 1 1032 1 0 0 0 0 0 0 0 0 0 12 4 0 0 0 0 1 1 1 1 1 0 0 0 1 1 1 1 1 1 1 0 X SCOTT M WOOTEN SENIOR VPCFO 4023434323 12809 WEST DODGE ROAD OMAHA NE 68154 JULIE ROTHLISBERGER-CAST 60.00 X 358344 0 37327 RICHARD HACHTEN II 4.00 X X 107118 1529772 734490 Fred hosler MD 4.00 X X 61151 873301 369747 WILLIAM LOWNDES MD 60.00 X 356031 0 40298 THOMAS S PRUSE MD 60.00 X 268865 0 66481 KAREN M MILLER MD 60.00 X 181373 0 29407 PATRICIA MURDOCK-LANGAN 60.00 X 250402 0 18713 WAYNE A SENSOR 4.00 X X 114968 1641866 23329 MICHAEL J WALTS MD 60.00 X 221448 0 40690 JOHN HEWITT 2.00 X 0 0 0 SCOTT WOOTEN 4.00 X X 49853 711974 20275 ROBERT L BOYLE 2.00 X 0 0 0 NAGI AYOUB MD 60.00 X 412307 0 36276 J RUSSELL BOWEN MD 60.00 X X 271996 0 36125 LARRY BROWN MD 60.00 X X 210277 0 43748 ANTHONY HATCHER DO 60.00 X X 478263 20000 35268 BETHEL KOPP MD 2.00 X 0 345831 37085 LESLIE ANDERSEN 2.00 X 0 0 0 PAT HENSLEY 2.00 X 0 0 0 MARTIN HICKEY MD 4.00 X X 53408 762722 45701 D Randall Pritza MD 60.00 X 486518 0 32310 KENNETH LAWONN 4.00 X 42327 604470 38536 MARGARET BREEN 4.00 X 30906 441380 17268 AMY PROTEXTER 4.00 X 26806 382815 28487 Paul Ebmeier 4.00 X 21705 309978 22704 MARK KESTNER MD 4.00 X 34399 491262 158309 JOAN NEUHAUS 4.00 X 30387 433947 185399 DAVID HESSELINK 4.00 X 11313 161555 32841 Jeffrey Carstens MD 60.00 X 1204717 0 39520 Atul Ramachandran MD 60.00 X 1191066 0 43322 Eric Van De Graaff MD 60.00 X 1191342 0 40277 Himanshu Agarwal MD 60.00 X 1191297 0 43602 Joseph Thibodeau MD 60.00 X 1191273 0 40297 THEODORE SCHWAB 0.00 X 24380 348172 19719 DUANE DAVID 0.00 X 13704 195705 0 10087944 9254750 2357551 137 1 1 0 Siemens Medical Solutions USA Inc 1302 North 183rd Ave Elkhorn NE 68022 DIAGNOSTIC IMAGING SERVICES 786939 Xerox Corporation 101 S 108th Ave 104 Omaha NE 68154 Business Services/Office 419551 Merchants Credit Adjusters Inc 17055 Frances Street Ste 100 Omaha NE 68130 Debt Collection 316129 Sanofi Pasteur Inc Discovery Drive Swiftwater PA 18370 Vaccine Research 301995 Midland Medical Supply Co 4850 Old Cheney Road lincoln NE 68516 MEDICAL & SURGICAL SUPPLIES 301562 30 34825 34825 NET PATIENT REVENUE 621110 96202705 96202705 REVENUE FROM AFFILIATE 900099 2015213 2015213 OTHER REVENUE 900099 255555 255555 98473473 30705 6674294 -6643589 -6643589 -6643589 113090 113577 -487 -487 -487 MANAGEMENT ALLOCATION 900099 612639 612639 Other Revenue 900099 479316 479316 1091955 92956177 98952789 0 -6031437 14847 14847 2109592 2109592 4452183 4229574 222609 68514317 65088601 3425716 1801832 1711740 90092 6514980 6189231 325749 3636358 3454540 181818 4666232 4432920 233312 32199 30589 1610 8375920 7957124 418796 117302 117302 307823 292432 15391 312557 312557 37295 37295 3077107 2923252 153855 1167303 1108938 58365 A/R ADJUSTMENT 15097000 15097000 PURCHASED SERVICES 7088137 6733730 354407 BAD DEBT 6681602 6681602 MANAGEMENT ALLOCATIONS 2017214 1916353 100861 OTHER 680655 680655 757300 445140 312160 137459755 131565014 5894741 0 812618 1186060 19537002 8402246 4500 539065 514190 46708 46708 15519121 8471860 4679274 7047261 983741 661884 617070 617070 27215478 18479919 5348458 7035365 1000 90731623 124811735 96080081 131848100 X -68864603 -113368181 -68864603 -113368181 27215478 18479919 X 0 1 1 X 0 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 2418107 1917993 500114 1702233 637625 1064608 8748701 5916242 2832459 2650080 2650080 7047261 INTERCOMPANY PAYABLES 124625495 PAYABLE UNDER DEFERRED COMPENSATION PLANS 186240 124811735 PART X - THE ENTITIES REPORTED IN THE CONSOLIDATED AUDIT HAVE ADOPTED FASB INTERPRETATION NO. 48, ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES, INCLUDED IN FASB ASC SUBTOPIC 740-10, INCOME TAXES - OVERALL, ENTITIES OF ALEGENT HEALTH RECOGNIZE THE EFFECT OF INCOME TAX POSITIONS ONLY IF THOSE POSITIONS ARE MORE LIKELY THAN NOT OF BEING SUSTAINED. RECOGNIZED INCOME TAX POSITIONS ARE MEASURED AT THE LARGEST AMOUNT THAT IS GREATER THAN 50% LIKELY OF BEING REALIZED. CHANGES IN RECOGNITION OR MEASUREMENT ARE REFLECTED IN THE PERIOD IN WHICH THE CHANGE IN JUDGEMENT OCCURS. DURING 2010 AND 2009, MANAGEMENT DETERMINED THAT THERE ARE NO INCOME TAX POSITIONS REQUIRING RECOGNITION IN THE CONSOLIDATED FINANCIAL STATEMENTS. 1 ALEGENT HEALTH FOUNDATION 12809 WEST DODGE ROAD OMAHA NE 68154 470648586 501(C)(3) 12400 GENERAL SUPPORT 1 CHARITY CARE - ASSISTANCE TO LOW INCOME QUALIFIED INDIVIDUALS. 5716 2109592 BOOK REDUCE OR WRITE OFF OF PATIENT SERVICES. Procedure for Monitoring Grants in the U.S.: Part I, Line 2: Schedule I, Part I, Line 2: MOST DISBURSEMENTS IN FURTHERANCE OF THE ORGANIZATION'S EXEMPT PROGRAMS ARE MADE DIRECTLY IN THE ACTIVE CONDUCT OF THE ACTIVITIES CONSTITUTING THE EXEMPT PURPOSE OR FUNCTION OF THE ORGANIZATION. OTHERWISE, DISTRIBUTIONS IN FURTHERANCE OF THE INSTITUTION'S EXEMPT PROGRAMS ARE MADE IN ACCORDANCE WITH PROCEDURES OR SUBJECT TO CONDITIONS ESTABLISHED BY THE INSTITUTION'S GOVERNING BOARD OR MANAGEMENT DESIGNED TO ENSURE THAT RECIPIENTS OF SUCH DISBURSEMENTS FROM THE ORGANIZATION ARE ADEQUATELY INVESTIGATED AND GRANTED TO QUALIFIED RECIPIENTS. Other Information: Part IV: Alegent Health CLINIC recognizes the right to quality healthcare regardless of age, sex, race, religion, national origin, or ability to pay. Business office staff helps patients seek local, state, and federal reimbursement at no charge when no other source of payment is available. Financial assistance is provided to patients with demonstrated inability to pay for medically necessary services. THESE FUNDS ARE DIRECTLY USED TO OFFSET THE PATIENTS ACCOUNTS RECEIVABLE. X 1 1 X X X X X 1 1 0 1 0 1 1 0 0 JULIE ROTHLISBERGER-CASTILLO MD 323298 0 26246 0 8800 0 20224 0 17103 0 395671 0 0 0 RICHARD HACHTEN II 18861 269364 1058 15102 87199 1245306 47914 684265 151 2160 155183 2216197 84677 1209290 Fred hosler MD 24321 347326 11754 167858 25076 358117 23744 339099 452 6452 85347 1218852 21592 308354 WILLIAM LOWNDES MD 318246 0 0 0 37785 0 19380 0 20918 0 396329 0 0 0 THOMAS S PRUSE MD 256949 0 0 0 11916 0 57131 0 9350 0 335346 0 0 0 KAREN M MILLER MD 150616 0 13781 0 16976 0 13317 0 16090 0 210780 0 0 0 PATRICIA MURDOCK-LANGAN MD 229550 0 0 0 20852 0 16930 0 1783 0 269115 0 0 0 WAYNE A SENSOR 35199 502666 21549 307747 58220 831453 1107 15822 419 5981 116494 1663669 54011 771346 MICHAEL J WALTS MD 172304 0 30276 0 18868 0 17833 0 22857 0 262138 0 0 0 SCOTT WOOTEN 24581 351054 11149 159228 14123 201692 867 12388 459 6561 51179 730923 12610 180086 NAGI AYOUB MD 318827 0 50000 0 43480 0 16300 0 19976 0 448583 0 0 0 J RUSSELL BOWEN MD 260847 0 0 0 11149 0 16930 0 19195 0 308121 0 0 0 LARRY BROWN MD 177677 0 0 0 32600 0 20799 0 22949 0 254025 0 0 0 ANTHONY HATCHER DO 341253 20000 57454 0 79556 0 19380 0 15888 0 513531 20000 0 0 BETHEL KOPP MD 0 299740 0 30814 0 15277 0 26454 0 10631 0 382916 0 0 MARTIN HICKEY MD 25382 362489 9324 133153 18702 267080 2429 34693 561 8018 56398 805433 7122 101709 D Randall Pritza MD 370775 0 0 0 115743 0 19380 0 12930 0 518828 0 0 0 KENNETH LAWONN 18698 267024 8844 126304 14785 211142 2114 30186 408 5828 44849 640484 13611 194386 MARGARET BREEN 12321 175969 8390 119819 10195 145592 962 13739 168 2399 32036 457518 8721 124545 AMY PROTEXTER 9357 133626 8027 114636 9422 134553 1337 19092 527 7531 28670 409438 7353 105005 Paul Ebmeier 17802 254245 3303 47168 600 8565 1108 15822 378 5396 23191 331196 0 0 MARK KESTNER MD 14696 209888 6705 95749 12998 185625 9735 139032 624 8918 44758 639212 9557 136485 JOAN NEUHAUS 19189 274035 5870 83826 5328 76086 11887 169756 246 3510 42520 607213 5092 72721 DAVID HESSELINK 8425 120321 1429 20404 1459 20830 899 12841 1250 17851 13462 192247 0 0 Jeffrey Carstens MD 979715 0 0 0 225002 0 20732 0 18788 0 1244237 0 0 0 Atul Ramachandran MD 1017103 0 0 0 173963 0 20732 0 22590 0 1234388 0 0 0 Eric Van De Graaff MD 1017379 0 0 0 173963 0 18111 0 22166 0 1231619 0 0 0 Himanshu Agarwal MD 993657 0 0 0 197640 0 20732 0 22870 0 1234899 0 0 0 Joseph Thibodeau MD 929726 0 0 0 261547 0 18111 0 22186 0 1231570 0 0 0 THEODORE SCHWAB 0 0 0 0 24380 348172 241 3438 1050 14990 25671 366600 24347 347723 DUANE DAVID 0 0 0 0 13704 195705 0 0 0 0 13704 195705 13673 195264 Part I, Line 1a As part of the executive compensation arrangement, executives are provided with a set sum, approximately 30 - 40% of their base salary, which can be used to elect various benefits. EXECUTIVES WHO RECEIVED THIS BENEFIT WERE RICHARD HACHTEN II, WAYNE SENSOR, SCOTT WOOTEN, MARTIN HICKEY, MD, FRED HOSLER, MD, THEODORE SCHWAB, KENNETH LAWONN, DUANE DAVID, AMY PROTEXTER, PAUL EBMEIER, MARK KESTNER, MD, JOAN NEUHAUS AND MARGARET BREEN. Some of the benefits available for election include health club dues, automobile allowance, financial planning fees and legal fees. Payment for these benefits are either made directly by Alegent Health or reimbursed to the executive after the appropriate substantiation for the expense is provided. The amount paid for these benefits is included in the EXECUTIVE'S wages as taxable income. Part I, Line 4a The following reportable individuals received severance payments from Alegent Health (a related organization) during the 2009 calendar year and these severance payments were included in the INDIVIDUAL'S W-2 income and reportable as compensation on Schedule J: Duane David - $208,937 THEODORE SCHWAB - $371,911 MARGARET BREEN - $53,962 RICHARD HACHTEN II - $363,816 AMY PROTEXTER - $49,415 WAYNE SENSOR - $124,126 FRED HOSLER, MD - $87,750 Mark Kestner, MD - $63,691. PART I, LINE 4B: ALEGENT HEALTH HAS A MARKET BASED NONQUALIFIED RETIREMENT PLAN APPROVED BY THE BOARD OF DIRECTORS THAT EXECUTIVES PARTICIPATE IN OF WHICH ANNUAL CONTRIBUTIONS ARE MADE. DURING 2009, THE SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN TERMINATED AND PARTICIPANTS RECEIVED A TOTAL PAYOUT OF THEIR BALANCE. THE FOLLOWING REPORTABLE INDIVIDUALS RECEIVED SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN PAYMENTS FROM ALEGENT HEALTH DURING THE 2009 CALENDAR YEAR AND THE PAYMENTS WERE INCLUDED IN THE INDIVIDUAL'S W-2 INCOME AND REPORTABLE AS COMPENSATION ON SCHEDULE J: Richard Hachten II - $930,151 Fred Hosler, MD - $242,195 Theodore SCHWAB - $159 WAYNE SENSOR - $701,232 Scott Wooten - $192,696 KENNETH LAWONN - $207,997 MARTIN HICKEY, MD - $108,830 MARGARET BREEN - $79,304 AMY PROTEXTER - $62,943 MARK KESTNER, MD - $82,351 JOAN NEUHAUS - $77,813. Part I, Line 5 Alegent Health Clinic Physicians are compensated based on their individual practice revenues less practice expenses. Absent extenuating circumstances, there is no guaranteed based salary or minimum salary past their initial practice start-up period. Some physicians are compensated based on their work RVU production which is a nationally accepted measure of physician productivity. Part I, Line 6 COMPENSATION FOR MEMBERS OF MANAGEMENT OF ALEGENT HEALTH AND RELATED ENTITIES IS DETERMINED AT A SYSTEM LEVEL. MEMBERS OF ALEGENT HEALTH MANAGEMENT ARE ELIGIBLE FOR AN ANNUAL INCENTIVE BONUS. INCENTIVE AWARDS ARE BASED ON FOUR INDIVIDUAL PERFORMANCE MEASURES WHICH ARE LINKED TO FOUR SYSTEM PERFORMANCE GOALS. FOR EACH MANAGER, 75% OF THE INCENTIVE AWARD WILL BE DETERMINED BY SYSTEM PERFORMANCE GOALS AND 25% DETERMINED BY INDIVIDUAL PERFORMANCE. ONE OF THE FOUR SYSTEM PERFORMANCE GOALS IS DEPENDENT ON THE FINANCIAL RESULTS OF THE ENTIRE ALEGENT HEALTH SYSTEM FOR THE FISCAL YEAR. Supplemental Information Part III SCHEDULE J, PART I, LINE 3: ALEGENT HEALTH GOVERNANCE OF EXECUTIVE COMPENSATION: ACTING AS PRUDENT STEWARDS OF ITS FINANCIAL RESOURCES, THE ALEGENT HEALTH BOARD COMPENSATION COMMITTEE RECOMMENDS AND THE BOARD EXECUTIVE COMMITTEE APPROVES EXECUTIVE COMPENSATION PHILOSOPHY, POLICY AND GUIDELINES. IT DOES SO WITH THE OBJECTIVE OF ATTRACTING AND RETAINING TOP EXECUTIVE TALENT TO ENSURE ALEGENT HEALTH IS ABLE TO FULFILL ITS FAITH-BASED MISSION AND ACHIEVE ITS VISION OF BECOMING WORLD-CLASS. THE ALEGENT HEALTH COMPENSATION COMMITTEE FOLLOWS A THOROUGH AND INTENTIONAL PROCESS THAT INCLUDES CONSULTATION WITH INDEPENDENT, EXPERT COUNSEL AND CAREFULLY COMPARES COMPENSATION LEVELS TO MARKET-BASED COMPENSATION OF SIMILAR SIZED, NON-PROFIT AND FOR-PROFIT HEALTH SYSTEMS AND ALSO UTILIZES A BLEND OF NOT-FOR PROFIT AND GENERAL INDUSTRY DATA FOR EXECUTIVE ROLES WHERE THE RECRUITING MARKET IS ARGUABLY BROADER THAN THE NOT-FOR-PROFIT SECTOR. TOTAL COMPENSATION INCLUDES BASE COMPENSATION, AND ALSO INCLUDES PERFORMANCE-BASED INCENTIVE COMPENSATION FOR ACHIEVING BOARD-SET GOALS FOR CLINICAL QUALITY, PATIENT SAFETY AND SATISFACTION, PHYSICIAN PERCEPTION, STRATEGIC AND FACILITY PLANNING AND FINANCIAL PERFORMANCE. IT MAY ALSO INCLUDE OTHER CASH PAYMENTS SUCH AS ONE-TIME RELOCATION COSTS, AND/OR CASH PAYMENTS FOR DEFERRED COMPENSATION. SCHEDULE J, PART II: THE ALEGENT HEALTH EXECUTIVES HAVE A PROVISION IN THEIR COMPENSATION AGREEMENT THAT PROVIDES FOR POTENTIAL SEVERANCE PAYMENTS IN THE EVENT OF TERMINATION WITHOUT CAUSE OR CHANGE OF CONTROL. THE AMOUNT OF SEVERANCE AN EXECUTIVE MAY OR MAY NOT RECEIVE IF TERMINATED ACCORDING TO THE COMPENSATION AGREEMENT IS INCLUDED AS DEFERRED COMPENSATION IN COLUMN C. Form 990, Part VI, Section A, line 6 THE SOLE MEMBER OF ALEGENT HEALTH CLINIC IS ALEGENT HEALTH. Form 990, Part VI, Section A, line 7a THE BOARD OF DIRECTORS SHALL BE APPOINTED BY ALEGENT HEALTH AND SHALL CONSIST OF THIRTEEN (13) DIRECTORS. ALEGENT HEALTH SHALL CONSIDER THE SLATE OF THE NOMINATIONS SUBMITTED TO IT BY ALEGENT HEALTH CLINIC'S BOARD OF DIRECTORS. ALEGENT HEALTH CLINIC'S BOARD OF DIRECTORS SHALL SOLICIT NOMINATIONS FROM ALEGENT HEALTH CLINIC'S PHYSICIAN EMPLOYEES. Form 990, Part VI, Section A, line 7b ALEGENT HEALTH SHALL HAVE, IN ADDITION TO ALL RIGHTS AND POWERS GRANTED BY LAW WITH RESPECT TO THE GOVERNANCE OF ALEGENT HEALTH CLINIC, THE RIGHT TO: A. INITIATE AND APPROVE ANY AMENDMENTS TO THE ARTICLES OF INCORPORATION OR BYLAWS; B. INITIATE AND APPROVE PHYSICIAN COMPENSATION AND BENEFITS AND RECRUITMENT INCENTIVES; C. INITIATE AND APPROVE JOINT VENTURES IN WHICH ALEGENT HEALTH CLINIC PROPOSES TO PARTICIPATE, PURSUANT TO GUIDELINES ESTABLISHED FROM TIME TO TIME BY ALEGENT HEALTH; D. APPOINT AND REMOVE, WITH OR WITHOUT CAUSE, ALL MEMBERS OF THE GOVERNING BOARD; E. APPROVE THE INCURRENCE OF ANY DEBT BY ALEGENT HEALTH CLINIC THAT IS IN EXCESS OF A THRESHOLD ESTABLISHED FROM TIME TO TIME BY ALEGENT HEALTH; F. INITIATE AND APPROVE PHYSICIAN FEE SCHEDULES; G. INITIATE AND APPROVE THE MERGER OR CONSOLIDATION OF ALEGENT HEALTH CLINIC INTO OR WITH ANY OTHER CORPORATION, ORGANIZATION, OR ASSOCIATION; H. INITIATE AND APPROVE THE DISSOLUTION OR LIQUIDATION OF ALEGENT HEALTH CLINIC; I. APPROVE THE INCORPORATION OR DISSOLUTION OF AFFILIATED ENTITIES, ORGANIZATIONS, OR ASSOCIATIONS; J. INITIATE AND APPROVE THE SALE, LEASE, EXCHANGE, TRANSFER, OR OTHER DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE PROPERTY, OTHER THAN IN THE USUAL AND REGULAR COURSE OF BUSINESS; K. INITIATE AND APPROVE THE MORTGAGE, PLEDGE, DEDICATION TO REPAYMENT OF INDEBTEDNESS, OR OTHER ENCUMBRANCE OF ANY OR ALL OF ALEGENT HEALTH CLINIC'S PROPERTY; L. APPROVE ANNUAL CAPITAL AND OPERATING BUDGETS AND ANY DEVIATIONS IN EXCESS OF A THRESHOLD ESTABLISHED FROM TIME TO TIME BY ANY MEMBER; AND M. APPROVE THE PURCHASE OF A MEDICAL PRACTICE. Form 990, Part VI, Section B, line 11 ALEGENT HEALTH CLINIC IS PART OF THE ALEGENT HEALTH SYSTEM. TAX RETURNS FOR ENTITIES OF THE ALEGENT HEALTH SYSTEM ARE PREPARED BY THE SYSTEM TAX DEPARTMENT. FOLLOWING THE PREPARATION OF ALEGENT HEALTH CLINIC FORM 990 BY ALEGENT HEALTH INTERNAL TAX STAFF, THE RETURN IS REVIEWED BY THE ALEGENT HEALTH TAX DIRECTOR, EXTERNAL TAX ADVISOR AND THE CHIEF FINANCIAL OFFICER. THE FINAL TAX RETURN IS POSTED TO ALEGENT HEALTH'S ELECTRONIC DIRECTOR'S PORTAL TO BE REVIEWED AND PRESENTED AT THE ALEGENT HEALTH FINANCE AND AUDIT COMMITTEE OF THE BOARD. THE CHIEF FINANCIAL OFFICER AND TAX DIRECTOR ARE PRESENT AT THE ALEGENT HEALTH FINANCE AND AUDIT COMMITTEE MEETING TO ANSWER QUESTIONS. THEREFORE, REVIEW PRIOR TO FILING IS COMPLETED ON A SYSTEM LEVEL AND NOT BY ALEGENT HEALTH CLINIC BOARD OF DIRECTORS. Form 990, Part VI, Section B, line 12c Written Conflict of Interest Policy - ALEGENT HEALTH CLINIC has adopted the conflict of interest policy and conflict investigation process of Alegent Health. Annual completion of the disclosure statement is required By the Board of DIRECTORS. Stated disclosures are investigated by the Alegent Health Compliance Officer and reported to the Conflicts of Interest Committee. The Conflicts of Interest Committee reviews the investigation and makes recommendations to the Governance Committee. The Governance Committee makes the final determination of whether or not there is a disqualifying event and communicates it to the ALEGENT HEALTH CLINIC Board OF DIRECTORS. At any time a Board Member or Key Employee may declare a conflict of interest and recuse his/herself from the discussion. The individual is also required to disclose any known or possible conflicts of interest that arise during the calendar year. Form 990, Part VI, Section B, line 15 The governing board engaged the services of an independent consulting firm that holds itself out to the public as a compensation consultant that is qualified to and regularly performs executive and officer compensation studies. The consulting firm conducted a review and analysis of the total compensation paid to the CEO and other officers and key employees of the organization, based on comparable compensation for similarly qualified persons in functionally comparable positions at similarly situated organizations and determined that the compensation was reasonable. The consulting firm issued an opinion letter as to the reasonableness of the total compensation paid to employees identified as disqualified persons. The opinion letter setting forth the findings was reviewed and approved by the compensation committee of the governing board. Contemporaneous documentation and recordkeeping with respect to deliberations and decisions regarding the compensation arrangements were maintained. Form 990, Part VI, Section C, line 19 The conflict of interest policy is made available to the public on the website at www.alegent.com. ALEGENT HEALTH CLINIC does not make the financial statements or governing documents available to the public. However, the ARTICLES OF INCORPORATION Are available at www.sos.state.ne.us. FORM 990, PART I, LINE 5 AND PART V, LINE 2A: THE EMPLOYEES LISTED IN PART I, LINE 5 AND PART V, LINE 2A ARE EMPLOYED BY ALEGENT HEALTH CLINIC. HOWEVER, THROUGH A COMMON PAY AGENT AGREEMENT, THE EMPLOYEES ARE PAID BY ALEGENT HEALTH AND PAYROLL EXPENSES ARE ALLOCATED TO ALEGENT HEALTH CLINIC. FORM 990, PART V, LINE 1A: PAYMENTS TO VENDORS FOR ENTITIES THAT ARE PART OF THE ALEGENT HEALTH SYSTEM ARE MADE BY ALEGENT HEALTH, THEREFORE NO FORM 1099S ARE ISSUED BY ALEGENT HEALTH CLINIC. ALEGENT HEALTH FILES THE FORM 1099S AND COMPLIES WITH THE BACKUP WITHHOLDING RULES FOR REPORTABLE PAYMENTS TO VENDORS AND GAMING WINNINGS. HOWEVER, PER THE INSTRUCTIONS, THOSE 1099S ISSUED BY ALEGENT HEALTH ON BEHALF OF ALEGENT HEALTH CLINIC ARE REPORTED. FORM 990, SCHEDULE A, PART I, LINE 3: ALEGENT HEALTH CLINIC IS RECOGNIZED AS A HOSPITAL BY THE INTERNAL REVENUE SERVICE UNDER IRC SECTION 170(B)(1)(A)(III). HOWEVER, ALEGENT HEALTH CLINIC DOES NOT CURRENTLY OPERATE ANY LICENSED hospital FACILITIES; THEREFORE, NO SCHEDULE H IS REQUIRED. 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