Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
The Children's Memorial Foundation
Employer identification number
36-3357006
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) a person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the the supported organization?
................
11g(i)
(ii)
a family member of a person described in (i) above?
......................
11g(ii)
(iii)
a 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
h
Provide the following information about the supported organization(s).
(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?
Yes
No
Yes
No
Yes
No
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 2
Part II
Support Schedule for Organizations Described in IRC 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
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.") ....
126,239,780
51,640,114
28,663,831
21,014,536
27,173,904
254,732,165
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..
126,239,780
51,640,114
28,663,831
21,014,536
27,173,904
254,732,165
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)..
15,009,543
6
Public Support. Subtract line 5 from line 4.
239,722,622
Section B. Total Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
7
Amounts from line 4..
126,239,780
51,640,114
28,663,831
21,014,536
27,173,904
254,732,165
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
3,989,552
5,209,946
0
0
0
9,199,498
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
3,123
110,224
0
0
0
113,347
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).
264,045,010
12
Gross receipts from related activities, etc. (See instructions.)
..................
12
11,267,817
13
First Five Years
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here..........................................
Section C. Computation of Public Support Percentage
14
Public Support Percentage for 2010 (line 6 column (f) divided by line 11 column (f))
.........
14
90.789 %
15
Public Support Percentage for 2009 Schedule A, Part II, line 14
...............
15
84.120 %
16a
33 1/3% support test—2010.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
......................
b
33 1/3% support test—2009.
If the organization did not check the box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2010.
If the organization did not check a box on line 13, 16a, or 16b and line 14
is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported
organization
..................................................
b
10%-facts-and-circumstances test—2009.
If the organization did not check a box on line 13, 16a, 16b, or 17a and line
15 is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported organization
..............................................
18
Private Foundation
If the organization did not check a box on line 13, 16a, 16b, 17a or 17b, check this box and see
instructions
...................................................
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 3
Part III
Support Schedule for Organizations Described in IRC 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
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.)
Section B. Total Support
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.).
14
First Five Years
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public Support Percentage for 2010 (line 8 column (f) divided by line 13 column (f))
.........
15
16
Public support percentage from 2009 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2010 (line 10c column (f) divided by line 13 column (f))
......
17
18
Investment income percentage from 2009 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2010.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3% and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
..........
b
33 1/3% support tests—2009.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
....
20
Private Foundation
If the organization did not check a box on line 14, 19a or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 4
Part IV
Supplemental Information.
Supplemental Information. Complete this part to provide the explanation required by Part II, line 10; Part II, line 17a or 17b; or Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
Schedule A (Form 990 or 990-EZ) 2010
Additional Data
Software ID:
Software Version:
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
The Children's Memorial Foundation
Employer identification number
36-3357006
Identifier
Return Reference
Explanation
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
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.