Attach to Form 990 or Form 990-EZ.
See separate instructions.| (i) Name of supported organization |
(ii) EIN |
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions)) |
(iv) Is the organization in col. (i) listed in your governing document? |
(v) Did you notify the organization in col. (i) of your support? |
(vi) Is the organization in col. (i) organized in the U.S.? |
(vii) Amount of support? |
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| Yes | No | Yes | No | Yes | No | ||||
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| Calendar year(or fiscal year beginning in) | (a) 2006 | (b) 2007 | (c) 2008 | (d) 2009 | (e) 2010 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .... | ||||||
| 2 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf....... | ||||||
| 3 | The value of services or facilities furnished by a governmental unit to the organization without charge.. | ||||||
| 4 | Total. Add lines 1 through 3.. | ||||||
| 5 | The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f).. | ||||||
| 6 | Public Support. Subtract line 5 from line 4. | ||||||
| Calendar year(or fiscal year beginning in) | (a) 2006 | (b) 2007 | (c) 2008 | (d) 2009 | (e) 2010 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 7 | Amounts from line 4.. | ||||||
| 8 | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | ||||||
| 9 | Net income from unrelated business activities, whether or not the business is regularly carried on.. | ||||||
| 10 | Other income. (Explain in Part IV.) Do not include gain or loss from the sale of capital assets.. | ||||||
| 11 | Total support (Add lines 7 through 10). | ||||||






| Calendar year(or fiscal year beginning in) | (a) 2006 | (b) 2007 | (c) 2008 | (d) 2009 | (e) 2010 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | ||||||
| 2 | Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose...... | ||||||
| 3 | Gross receipts from activities that are not an unrelated trade or business under section 513.. | ||||||
| 4 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf... | ||||||
| 5 | The value of services or facilities furnished by a governmental unit to the organization without charge.. | ||||||
| 6 | Total. Add lines 1 through 5. | ||||||
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons... | ||||||
| b | Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year. | ||||||
| c | Add lines 7a and 7b.. | ||||||
| 8 | Public Support (Subtract line 7c from line 6.) | ||||||
| Calendar year (or fiscal year beginning in) | (a) 2006 | (b) 2007 | (c) 2008 | (d) 2009 | (e) 2010 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | ||||||
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | ||||||
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | ||||||
| c | Add lines 10a and 10b. | ||||||
| 11 | Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on. | ||||||
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.) | ||||||
| 13 | Total support (Add lines 9, 10c, 11 and 12.). | ||||||




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Attach to Form 990 or 990-EZ.| Identifier | Return Reference | Explanation |
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| FORM 990, PART III, Q.3 | SIGNIFICANT CHANGES UNDERTAKEN DURING FY'11 | GRAND ISLAND EMERGENCY PHYSICIANS WAS TRANSFERRED TO A RELATED ORGANIZATION, THE PHYSICIAN NETWORK IN OCTOBER 2010. THE ST. FRANCIS MEDICAL CENTER PHYSICIAN CLINICS of anesthesia, neurology, neurosurgery, pain, physical rehab, wellness, wound and doniphan were also TRANSFERRED TO THE PHYSICIAN NETWORK JANUARY 2011. the oncology physicians and hastings oncology physicians were transferred in may 2011. |
| FORM 990, PART VI, Q.1a | Executive Committee composition and authority | PURSUANT TO SECTION 8.6 OF THE BYLAWS OF Saint Francis Medical Center, THE EXECUTIVE COMMITTEE IS COMPOSED OF THE BOARD CHAIR, THE BOARD VICE CHAIR, THE PRESIDENT, CEO and four voting members appointed by the board. PURSUANT TO SECTION 8.1 OF THE CORPORATION'S BYLAWS, COMMITTEES, SUCH AS THE EXECUTIVE COMMITTEE, THAT ARE GRANTED THE AUTHORITY TO ACT ON BEHALF OF THE BOARD OF DIRECTORS MAY INCLUDE ONLY DIRECTORS OF THE CORPORATION. FURTHER, PURSUANT TO SECTION 8.6 OF THE CORPORATION'S BYLAWS, THE EXECUTIVE COMMITTEE HAS AND MAY EXERCISE SUCH POWERS AS MAY BE DELEGATED TO IT BY THE BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE ALSO POSSESSES THE POWER TO TRANSACT ROUTINE BUSINESS OF THE CORPORATION IN THE INTERIM PERIOD BETWEEN REGULARLY SCHEDULED MEETINGS OF THE BOARD OF DIRECTORS. |
| FORM 990, PART VI, Q.6 | The Organization's Corporate Members/Stockholders: | The organization's sole corporate member is CHI Nebraska, a Nebraska nonprofit corporation. |
| FORM 990, PART VI, Q. 7A | Members/Stockholders Electing Governing Body Members | In accordance with the organization's corporation bylaws, the sole corporate member may unilaterally appoint one or more individuals to the organization's board of directors. |
| FORM 990, PART VI, Q. 7B | APPROVAL OF GOVERNING BODY DECISIONS BY MEMBERS/STOCKHOLDERS: | The organization's corporate member is CHI Nebraska. Pursuant to Section 5.4.1 of the organization's bylaws, CHI Nebraska, and Catholic Health Inititiaves (CHI Nebraska's sole corporate member) ("CHI") have the specific rights set forth in the governance matrix. Pursuant to the governance matrix the following rights are reserved to the CHI Nebraska Board directly or through powers delegated to the CHI Nebraska Chief Executive Officer: -Substantial change in the mission or philosophy of Saint Francis Medical Center -Amendment of the corporate documents of Saint Francis Medical Center -Approve members of Saint Francis Medical Center's board -Removal of a member of the governing body of Saint Francis Medical Center -Approval of issuance of debt by Saint Francis Medical Center -Approval of participation of Saint Francis Medical Center in a joint venture -Approval of formation of a new corporation by Saint Francis Medical Center -Approval of a merger involving Saint Francis Medical Center -Approval of the sale of all or substantially all of the assets of Saint Francis Medical Center -To require the transfer of assets by the Saint Francis Medical Center to CHI to accomplish CHI's goals and objectives, and to satisfy CHI debts. Adoption of long range and strategic plans for Saint Francis Medical Center. Pursuant to Section 5.5.2 of the organization's bylaws, CHI may, in exercise of its approval powers, grant or withhold approval in whole or in part, or may, in its complete discretion, after consultation with the Board and the President and Chief Executive Officer of the organization, recommend such other or different actions as it deems appropriate. |
| FORM 990 PART VI, Q. 11B | Process the Organization Uses to Review Form 990 | The CFO reviews the return. The Form 990 will be provided to the board either electronically or at a board of directors' educational session. after providing the return to the board, The tax department files the return with the appropriate federal and state agencies, making any non-substantive changes necessary to effect e-filing. Any such changes are not re-submitted to the board. |
| FORM 990, PART VI, Q. 12C | Procedures for Monitoring and Enforcing the COI Policy | All board members, officers, directors and other members of management of Saint Francis Medical Center will complete the "Agreement to Disclose Conflict of Interest and Maintain Confidentiality of Information" form upon assuming office or employment, and annually thereafter. If a potential conflict of interest arises between annual disclosure dates, the individual will immediately disclose relevant information to the chief executive officer of Saint Francis Medical Center. Boards of all Catholic Health Initiatives institutions require each institution to approve a conflict of interest policy which shall not be inconsistent with the CHI conflict of interest policy. The "Policy Regarding Conflicts of Interest for Officers and Directors" for Saint Francis Medical Center and its affiliates and "Agreement to Disclose Conflict of Interest and Maintain Confidentiality of Information" forms are maintained in the Executive office. DISCLOSURE, REVIEW AND INITIAL DETERMINATION: 1. General Obligation. Each director must promptly and fully report to the Board Chair situations that may create a conflict of interest when he or she becomes aware of such situations. In the case of an officer, disclosure must be made to the Corporation's President/Chief Executive Officer who will report such disclosure to the Board Chair. In any situation when a director or officer is in doubt, full disclosure should be made so as to permit an impartial and objective determination. A written record of the disclosure will be made. 2. Annual Disclosure Statement. In addition to the ongoing disclosure obligation, the Corporation's President/Chief Executive Officer shall annually send to all directors and officers a copy of this Policy and the Conflict of Interest Disclosure Statement. The directors and officers must promptly complete, sign, and return the statement to the Corporation's President and CEO. The completed statements will be reviewed by the President and CEO and the Board Chair. 3. Review, Evaluation and Initial Determination. The Board Chair or designee shall make such further investigation of any conflict of interest disclosures as he or she may deem appropriate. If the conflict involves the Board Chair, the Vice Chair will assume the Chair's role outlined in this Policy. Based on review and evaluation of the relevant facts and circumstances, the Board Chair will make an initial determination as to whether a conflict of interest exists and whether, pursuant to this Policy, review and approval or other action by the Board of Directors is required. A written record of the Board Chair's determination, including relevant facts and circumstances, will be made. The Board Chair shall then make an appropriate report to the Executive Committee of the Board concerning such review, evaluation and determination. If a difference of opinion exists between the Board Chair and another director or officer as to whether the facts and circumstances of a given situation constitute a conflict of interest or whether Board of Directors review and approval or other action is required within this Policy, the matter shall be submitted to the Board's Executive Committee, which shall make a final determination as to the matter presented. Such determination, including relevant facts and circumstances, will be reflected in the Committee minutes and will be reported to the Board of Directors. BOARD REVIEW: Transactional Conflict of Interest 1. The Board of Directors shall carefully scrutinize and must in good faith approve or disapprove any transaction in which the Corporation and/or any of its Affiliates is a party and in which one or more of the Corporation's directors or officers either: a. Has a material financial interest; or b. Is a director or officer of the other party other than the Corporation's own Affiliates. 2. The Board of Directors must approve the transaction by a majority of the directors on the Board, without counting the vote of any director who has an interest in the transaction. In reviewing such transactions between the Corporation and vendors or other contractors who are, or are affiliated with, directors or officers, the Board shall act no more or less favorably than it would in reviewing transactions with unrelated third parties. The transaction will not be approved unless the Board determines that the transaction is fair to the Corporation. Other Conflicts of Interest. The Board shall carefully review and scrutinize non-transactional conflict of interest (e.g., disclosure of nonpublic information, competition with the Corporation, failure to disclose a corporate opportunity, excessive gifts or entertainment, etc.). By a majority vote of the disinterested directors, the Board shall take whatever action is deemed appropriate with respect to the director or officer under the circumstances, including possible disciplinary or corrective action, in order to best protect the interests of the Corporation. The Board should consult with a member of the CHI Legal Resource Group when considering disciplinary or corrective action. Disclosure by Interested Director: When any conflict of interest is considered by the Board, the director or officer must disclose all of the material facts to the Board. The director shall not vote or use his or her personal influence on the matter. However, if requested, such director or officer is not prevented from briefly stating his or her position in the matter, nor from answering pertinent questions from Board members, as his or her knowledge may be of significant importance. The director or officer shall be excused from the meeting during discussion and vote on the conflict of interest. Record of Proceedings: Minutes of the Board of Directors shall reflect the following: the individual making the disclosure, the nature of the disclosure, discussion regarding any proposed transaction, the decision made by the Board, and that the interested director abstained from voting. Implementation and Interpretation: Questions regarding the implementation and interpretation of this Policy shall be referred to a member of the CHI Legal Resource Group. POLICY VIOLATIONS: If the Board reasonably believes that a director or officer has failed to disclose either an actual or potential conflict of interest, or all material facts surrounding an actual or possible conflict as required by this Policy, the director or officer will be given an opportunity to explain such alleged failure to disclose. After hearing the response of the director or officer, the Board will conduct such additional investigation as may be appropriate. If the Board determines that the director or officer has in fact failed to disclose as required by this Policy, the Board shall take appropriate disciplinary or corrective action. |
| FORM 990, PART VI, Q. 15A | Process for Determining Compensation: | The organization's CEO's compensation is paid by CHI. CHI has a defined compensation philosophy. Both the executive and non-executive compensation structures and ranges are reviewed annually in comparison to market data. CHI uses The Hay Group as the independent third party to assess executive compensation programs and to ensure the reasonableness of actual salaries and total compensation packages. Compensation of the senior most executives is reviewed annually. The Hay Group reviews both cash and total compensation for overall reasonableness, for adherence to CHI's compensation philosophy, and for comparability to the not-for-profit healthcare market. This independent review is delivered by Hay Group to the HR committee of the CHI Board of Stewardship Trustees annually at their September meeting and minutes are shared with the full board at the December meeting. The last review was September, 2011. In addition, in December 2009, Hay Group completed a comprehensive review of all positions at the level of vice president and above to determine and validate appropriate compensation levels. |
| FORM 990, PART VI, Q. 15B | Process for Determining Compensation | HR Advantage has served as the independent compensation consultant for the Nebraska facilities in 2010. HR Advantage reviewed all Nebraska ministries' VP and Executive Directors compensation levels and provided a report with comparability data to CHI Nebraska HR Leaders to review with local CEOs, confirming the reasonableness of MBO Executive's compensation and philosophy. Compensation package and bonus potential for executive leaders is approved by each ministries local boards. The highest paid employees are Physicians. Their compensation was reviewed by an independent compensation consultant. There is a Physician Employment Agreement contract with each employed Physician. Contracts include a maximum compensation based upon an overall percentile national compensation per specialty as reported in the most recent version of the Physician Compensation and Production Survey as published by the MGMA. |
| FORM 990, PART VI, Q. 16B | Formal Policies Concerning Participation in Joint Ventures | Saint Francis Medical Center has not formally adopted a written policy or written procedure regarding joint ventures. However CHI's system-wide joint venture model operating agreement incorporates controls over the venture sufficient to ensure that (1) the exempt organization at all times retains control over the venture sufficient to ensure that the partnership furthers the exempt purpose of the organization; (2) in any partnership in which the exempt organization is a partner, achievement of exempt purposes is prioritized over maximization of profits for the partners; (3) the partnership does not engage in any activities that would jeopardize the exempt organization's exemption; (4) returns of capital, allocations, and distributions must be made in proportion to the partners' respective ownership interests; and (5) all contracts entered into by the partnership with the exempt organization must be at arm's-length, with prices set at fair market value. Any joint venture agreements that do not conform to the model agreement are generally reviewed by counsel. |
| FORM 990, PART VI, Q. 19 | Public Availability of Governing Documents/COI Policy/Financial Statements | The Organizing Documents are available on the Nebraska Secretary of State website of http://www.sos.ne.gov/business. The conflict of interest policy is available upon request. Saint Francis Medical Center's financial statements are included in the Catholic Health Initiatives' Consolidated Audited Financial Statements that are available at www.catholicheathint.org or at www.dacbond.com |
| FORM 990, PART VII | Estimate of Hours Devoted to Related Organizations | Compensation reported on the 990, Part VII was paid to these individuals by related organizations in exchange for the fulfillment of their duties as full-time 60 hours per week employees. |
| FORM 990, PART XI, LINE 5 | reconciliation of net assets | net unrealized gains(losses) $13,209,683 capital pool contributions $(2,578,884) GAAP adjustment $(339,258) CHI CONNECT DEPRECIATION $407,261 TEMPORARILY RESTRICTED DONATION $187,484 ------------ NET CHANGE IN NET ASSETS $10,886,286 ============ |
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