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
2011
Open to Public Inspection
Name of the organization
ALVERNO PROVENA HOSPITAL LABORATORIES INC
Employer identification number
20-3238867
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) 2011
Schedule A (Form 990 or 990-EZ) 2011
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) 2007
(b) 2008
(c) 2009
(d) 2010
(e) 2011
(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.
Section B. Total Support
Calendar year(or fiscal year beginning in)
(a) 2007
(b) 2008
(c) 2009
(d) 2010
(e) 2011
(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).
12
Gross receipts from related activities, etc. (See instructions.)
..................
12
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
15
Public Support Percentage for 2009 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2011.
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—2010.
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—2011.
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—2010.
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) 2011
Schedule A (Form 990 or 990-EZ) 2011
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) 2007
(b) 2008
(c) 2009
(d) 2010
(e) 2011
(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) 2007
(b) 2008
(c) 2009
(d) 2010
(e) 2011
(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 2011 (line 8 column (f) divided by line 13 column (f))
.........
15
16
Public support percentage from 2010 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2011 (line 10c column (f) divided by line 13 column (f))
......
17
18
Investment income percentage from 2010 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2011.
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—2010.
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) 2011
Schedule A (Form 990 or 990-EZ) 2011
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) 2011
Additional Data
Software ID:
11000230
Software Version:
v2011.1.0
-
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
2011
Open to Public Inspection
Name of the organization
ALVERNO PROVENA HOSPITAL LABORATORIES INC
Employer identification number
20-3238867
Identifier
Return Reference
Explanation
PROGRAM SERVICE ACCOMPLISHMENTS
FORM 990, PART III, LINE 4A
APHL'S LONG TERM OBJECTIVE IS TO CONTINUE TO GROW SO AS TO PROVIDE QUALITY LABORATORY SERVICES TO OUR PATRON FAITH BASED HOSPITALS. IN SO DOING APHL'S LONG TERM OBJECTIVE IS TO CONTROL COSTS, AND TO INCREMENT THE NUMBER OF TESTS AVAILABLE, WITH A FOCUS ON HIGHLY RELIABLE SCIENTIFIC TEST RESULTS WHILE BUILDING A CULTURE OF SERVICE. APHL SEEKS TO ATTRACT A WORK FORCE DEDICATED TO SERVICE OF ITS PATIENTS. APHL'S SHORT TERM OBJECTIVES INCLUDE THE ENHANCEMENT OF THE COST MODEL TO IMPROVE THE RELATIVE VALUE UNIT THAT CAPTURES THE COMPLEXITY AND QUANTITATES THE PRODUCTION COST SO AS TO PROVIDE THE COOPERATIVE WITH AN INTEGRATED DELIVERY SYSTEM TO PROVIDE FOR PATIENT NEEDS. ON THE PRODUCTION SIDE THE USE OF LEAN CONCEPTS PROMOTES THE ELIMINATION OF WASTE AND THE EFFICIENT FLOW OF PRODUCTION. SCORECARDS ARE IN PLACE AND MONITORED FOR QUALITY INTERVENTION NEED. APPROXIMATELY 10,692 TESTS A DAY ARE PERFORMED AT THE CENTRAL LABORATORY WHILE MAINTAINING RAPID RESPONSE LABORATORIES AT EACH HOSPITAL SITE. EACH LABORATORY SITE IS INSPECTED BY CAP AND PROVIDED A CERTIFICATION IN ADDITION TO THE INTERNAL APHL QUALITY DEPARTMENT INSPECTIONS AND PROGRAMS PROMOTING EXCELLENCE IN LABORATORY SCIENCE.
Significant changes to organizational documents
Form 990, Part VI, Section A, Line 4
THE ORGANIZATION AMENDED ITS BYLAWS TO REMOVE TWO ENTITIES FROM THE RESURRECTION PARTICIPANT MEMBERSHIP.
Classes of members or stockholders
Form 990, Part VI, Section A, Line 6
THE ORGANIZATION HAS TWO CLASSES OF MEMBERS, VOTING AND NON-VOTING. THE ORGANIZATION HAS ONE CLASS OF VOTING MEMBERS, REFERRED TO AS "PARTICIPANT HOSPITALS," AND ONE CLASS OF NON-VOTING MEMBERS, REFERRED TO AS "PATRON HOSPITALS." EACH "PARTICIPANT" HAS THE RIGHT TO APPOINT BOARD MEMBERS WHO HAVE THE RIGHT TO VOTE ON ALL MATTERS PRESENTED TO THE MEMBERS OF THE CORPORATION, INCLUDING THE ELECTION OF DIRECTORS. THE "PATRONS" DO NOT HAVE VOTING RIGHTS. CURRENTLY, APHL, INC. HAS THREE PARTICIPANTS AND NO PATRONS.
Members or stockholders electing members of governing body
Form 990, Part VI, Section A, Line 7a
PARTICIPANT HOSPITAL SYSTEM REPRESENTATIVES ARE APPOINTED BY THE PARTICIPANT HOSPITAL SYSTEM OF APHL'S PARENT ORGANIZATIONS. THE PARTICIPANT HOSPITAL SYSTEM REPRESENTATIVES CAN ACT ON BEHALF OF THE PARTICIPANT HOSPITAL SYSTEM CEO ON ALL MATTERS.
Decisions requiring approval by members or stockholders
Form 990, Part VI, Section A, Line 7b
THE PARTICIPANT HOSPITAL SYSTEMS SHALL HAVE THE EXCLUSIVE POWER TO: A) APPROVE THE ADMISSION OF ADDITIONAL PARTICIPANTS OF THE CORPORATION; B) APPOINT AND REMOVE DIRECTORS AND FILL VACANCIES ON THE BOARD OF DIRECTORS; C) APPOINT AND REMOVE THE PRESIDENT OF THE CORPORATION; D) APPROVE AMENDMENTS AND/OR RESTATEMENTS FROM TIME TO TIME TO THE ARTICLES PROPOSED BY THE BOARD OF DIRECTORS; E) APPROVE AMENDMENT OR REPEAL OF THE BYLAWS AND THE ADOPTION OF NEW BYLAWS; F) APPROVE THE SALE, LEASE, PURCHASE, EXCHANGE, OR DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE PROPERTY AND ASSETS OF THE CORPORATION OR THE DISPOSITION OF ASSETS OF THE CORPORATION OTHER THAN IN THE ORDINARY COURSE OF BUSINESS; G) APPROVE THE VOLUNTARY DISSOLUTION OF THE CORPORATION OR THE MERGER OR CONSOLIDATION OF THE CORPORATION WITH ANOTHER CORPORATION; H) APPROVE THE PLAN FOR ALLOCATION AND DISTRIBUTION OF THE CORPORATION'S PROPERTY UPON DISSOLUTION IF NOT OTHERWISE PROVIDED FOR UNDER THE BYLAWS; I) APPROVE PARTICIPANTS' REQUIRED CAPITAL CONTRIBUTIONS TO THE CORPORATION OR DUES PAYABLE TO THE CORPORATION; J) APPROVE THE INCURRENCE OF DEBT BY THE CORPORATION IN EXCESS OF AMOUNTS DETERMINED FROM TIME TO TIME BY THE PARTICIPANTS; K) ADOPT THE ANNUAL CAPITAL AND OPERATING BUDGETS OF THE COMPANY, AND ANY MATERIAL DEVIATIONS THEREFROM, SUCH ANNUAL BUDGETS TO INCLUDE ANY PREVIOUSLY APPROVED CAPITAL CONTRIBUTIONS; L) ADOPT THE STRATEGIC PLANS FOR THE CORPORATION AND APPROVE ANY MATERIAL CHANGES TO THE SERVICES OFFERED BY THE CORPORATION WHICH ARE NOT EXPRESSLY IDENTIFIED IN THE PREVIOUSLY APPROVED STRATEGIC PLANS; M) ORGANIZE OR ACQUIRE, OR AUTHORIZE THE ORGANIZATION OR ACQUISITION OF, ANY SUBSIDIARY OR AFFILIATE OF THE CORPORATION; AND N) APPROVE ANY AMENDMENTS TO THE COOPERATIVE SERVICES AGREEMENT AMONG THE CORPORATION AND THE PARTICIPANTS, EFFECTIVE AS OF JULY 1, 2005 OR SUCH OTHER DATE AGREED UPON BY THE PARTICIPANTS.
Review of form 990 by governing body
Form 990, Part VI, Section B, Line 11b
THE FORM 990 IS REVIEWED IN DETAIL BY THE ORGANIZATION'S MANAGEMENT. THEN A FINAL DRAFT OF THE FULL FORM 990, INCLUDING APPLICABLE SCHEDULES, IS MADE AVAILABLE TO EACH MEMBER OF THE BOARD OF GOVERNANCE AT A SCHEDULED BOARD MEETING WITH OUR TAX ADVISORS PRESENT. THESE REVIEWS OCCUR PRIOR TO FILING WITH THE IRS.
Conflict of interest policy
Form 990, Part VI, Section B, Line 12c
COVERED PERSONS: ALL MANAGEMENT PERSONNEL AND MEMBERS OF THE BOARD OF DIRECTORS ARE COVERED UNDER THE ORGANIZATION'S CONFLICT OF INTEREST POLICY. MANAGEMENT PERSONNEL INCLUDE SUPERVISORS THROUGH THE PRESIDENT/CEO OF THE ORGANIZATION. POLICY SUMMARY: THE CONFLICT OF INTEREST POLICY IS SENT OUT TO COVERED PERSONS FOR REVIEW. EACH PERSON IS REQUIRED TO COMPLETE THE CONFLICT OF INTEREST QUESTIONNAIRE AND RETURN IT. IT IS THE RESPONSIBILITY OF HUMAN RESOURCES AND THE EXECUTIVE ASSISTANT TO ENSURE QUESTIONNAIRES ARE RETURNED AND COMPLETED. THE COMPLETED QUESTIONNAIRES ARE FORWARDED TO THE VICE PRESIDENT OF HUMAN RESOURCES FOR REVIEW TO DETERMINE IF CONFLICTS EXIST. AN INTERESTED PERSON HAS A CONFLICT OF INTEREST WITH RESPECT TO A CONTRACT, TRANSACTION OR ARRANGEMENT IN WHICH ALVERNO PROVENA HOSPITAL LABORATORIES, INC. (APHL) IS (OR WOULD BE, IF APPROVED) A PARTY IF THE PERSON HAS, DIRECTLY OR INDIRECTLY, THROUGH A BUSINESS, INVESTMENT, FAMILY OR OTHER RELATIONSHIP: (A) AN OWNERSHIP OR INVESTMENT INTEREST IN ANY ENTITY INVOLVED IN SUCH CONTRACT, TRANSACTION OR ARRANGEMENT; (B) A COMPENSATION ARRANGEMENT WITH AN INDIVIDUAL OR ENTITY INVOLVED IN SUCH CONTRACT, TRANSACTION OR ARRANGEMENT; (C) A POTENTIAL OWNERSHIP OR INVESTMENT INTEREST IN, OR COMPENSATION ARRANGEMENT WITH, AN INDIVIDUAL OR ENTITY WITH WHICH APHL IS NEGOTIATING SUCH CONTRACT, TRANSACTION OR ARRANGEMENT; OR (D) A FIDUCIARY POSITION (E.G., MEMBER, OFFICER, DIRECTOR, COMMITTEE MEMBER) WITH RESPECT TO AN ENTITY INVOLVED IN SUCH CONTRACT, TRANSACTION OR ARRANGEMENT; OR (E) A NON-ECONOMIC AFFILIATION OR RELATIONSHIP, DIRECTLY (OR INDIRECTLY, THROUGH A THIRD PARTY) WITH AN INDIVIDUAL OR ENTITY WITH WHICH APHL IS NEGOTIATING OR MAINTAINS A CONTRACT, TRANSACTION OR ARRANGEMENT SUCH THAT THE AFFILIATION OR RELATIONSHIP COULD RENDER THE INTERESTED PERSON INCAPABLE OF MAKING A DECISION WITH ONLY THE BEST INTERESTS OF APHL IN MIND. IN ADDITION, AN INTERESTED PERSON HAS A CONFLICT OF INTEREST IN ANY EXISTING OR POTENTIAL COMPENSATION ARRANGEMENT BETWEEN APHL AND THAT INTERESTED PERSON OR ANY BUSINESS, INVESTMENT OR FAMILY MEMBER RELATED TO THAT PERSON. FOR PURPOSES OF THIS SECTION, COMPENSATION INCLUDES DIRECT AND INDIRECT REMUNERATION, AS WELL AS GIFTS OR FAVORS THAT ARE SUBSTANTIAL IN NATURE. SERVICE OF INDIVIDUALS ON THE BOARD OF DIRECTORS FOR ALVERNO PROVENA HOSPITAL LABORATORIES, INC. (AND COMMITTEES THEREOF), BOARDS OR COMMITTEES OF THE MEMBER ORGANIZATIONS OR EMPLOYMENT BY A MEMBER ORGANIZATION OR ALVERNO CLINICAL LABORATORIES, A RELATED ORGANIZATION, IS NOT CONSIDERED A CONFLICT OF INTEREST, AS DEFINED IN THE POLICY. THE VP OF HUMAN RESOURCES COMPILES THE RESULTS AND FORWARDS THE RESULTS TO THE CEO. THE ASSESSMENTS OF ANY POTENTIAL CONFLICT ARE MADE IN COLLABORATION WITH LEGAL COUNSEL AS APPROPRIATE. THE CEO REVIEWS ANY CONFLICTS WITH THE BOARD DURING A SCHEDULED BOARD MEETING. POLICY VIOLATIONS: IF THE BOARD OF MANAGERS HAS REASON TO BELIEVE THAN AN INTERESTED PERSON HAS FAILED TO COMPLY WITH THE DISCLOSURE OBLIGATIONS OF THIS POLICY, THE BOARD OF MANAGERS SHALL INFORM THAT PERSON OF THE BASIS FOR ITS BELIEF AND PROVIDE THAT PERSON AN OPPORTUNITY TO ADDRESS THE ALLEGED FAILURE TO DISCLOSE. AFTER HEARING THE RESPONSE OF SUCH A PERSON AND CONDUCTING FURTHER INVESTIGATION AS MAY BE WARRANTED UNDER THE CIRCUMSTANCES, THE BOARD OF MANAGERS SHALL DETERMINE WHETHER SUCH PERSON HAS IN FACT, VIOLATED THE DISCLOSURE REQUIREMENTS OF THE CONFLICT OF INTEREST POLICY. IF THE BOARD DETERMINES THAT THERE HAS BEEN A VIOLATION, THE BOARD SHALL TAKE APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION, WHICH MAY INCLUDE REMOVAL (IF THE INTERESTED PERSON IS A BOARD OR COMMITTEE MEMBER, DIRECTOR OR MANAGEMENT EMPLOYEE) OR TERMINATION (IF THE INTERESTED PERSON IS AN EMPLOYEE OF ALVERNO PROVENA HOSPITAL LABORATORIES, INC., ALVERNO CLINICAL LABORATORIES, LLC OR A MEMBER ORGANIZATION). RESTRICTIONS IMPOSED ON PERSONS WITH A CONFLICT ARE DETERMINED ON A CASE BY CASE BASIS BY THE CEO IN COLLABORATION WITH LEGAL COUNSEL. AS OF THIS DATE, NO MATERIAL CONFLICTS OF INTEREST HAVE BEEN IDENTIFIED. IF A MATERIAL CONFLICT IS IDENTIFIED IN THE FUTURE, THAT PERSON WOULD BE REQUIRED TO RECLUSE THEMSELVES FROM PARTICIPATING IN DECISIONS AND/OR VOTING PRIVILEGES DIRECTLY RELATED TO THE CONFLICT.
PROCESS USED TO ESTABLISH COMPENSATION OF TOP MANAGEMENT OFFICIAL
FORM 990, PART VI, LINE 15A
THE ORGANIZATION'S TOP MANAGEMENT OFFICIAL IS PAID BY ALVERNO CLINICAL LABORATORIES, LLC, A RELATED ORGANIZATION; THEREFORE, THIS QUESTION HAS BEEN ANSWERED "NO" IN ACCORDANCE WITH THE FORM 990 INSTRUCTIONS. THE BOARD OF DIRECTORS APPOINTED A COMPENSATION COMMITTEE, WHICH IS A SUB-COMMITTEE OF THE BOARD. THE BOARD ENGAGED AN OUTSIDE CONSULTING GROUP TO CONDUCT A MARKET REVIEW OF EXECUTIVE COMPENSATION AND PREPARE A COMPARATIVE ANALYSIS BASED ON ALVERNO'S EXECUTIVE PAY LEVELS. AS A RESULT OF THE ANALYSIS, THE CONSULTING GROUP DEVELOPED A REBUTTABLE PRESUMPTION OF REASONABLENESS LETTER UNDER THE INTERMEDIATE SANCTION REGULATIONS OF THE INTERNAL REVENUE SERVICE. THE TOTAL COMPENSATION PACKAGE WAS APPROVED IN ADVANCE BY THE BOARD, AND NO INDIVIDUALS WHO HAD AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION ARRANGEMENT PARTICIPATED IN THE DELIBERATIONS; THE BOARD ADEQUATELY AND CONTEMPORANEOUSLY DOCUMENTED THE BASIS FOR ITS DETERMINATION. THIS PROCESS IS PERFORMED PERIODICALLY WAS LAST UNDERTAKEN DURING THE FIRST QUARTER OF 2011 FOR THE PRESIDENT/CEO, VICE PRESIDENT OF HUMAN RESOURCES, CHIEF FINANCIAL OFFICER, VICE PRESIDENT OF HOSPITALS, AND THE CHIEF OPERATIONS OFFICER. IN ADDITION, THE COMPENSATION COMMITTEE ESTABLISHES, REVIEWS, AND APPROVES THE COMPENSATION GUIDELINES AND PHILOSOPHY ACCORDING TO CURRENT INDUSTRY STANDARDS AND THE REBUTTABLE PRESUMPTION OF REASONABLENESS LETTER. THE BOARD OF DIRECTORS RECOMMENDS THE APPROVAL OF THE LINE-BY-LINE OPERATING BUDGET ON AN ANNUAL BASIS. THESE PROCESSES ARE DOCUMENTED IN THE RESPECTIVE COMPENSATION COMMITTEE/BOARD MEETING MINUTES AND WERE LAST PERFORMED IN 2011.
PROCESS USED TO ESTABLISH COMPENSATION OF OTHER OFFICERS/KEY EMPLOYEES
FORM 990, PART VI, LINE 15B
THE ORGANIZATION'S OTHER OFFICERS AND KEY EMPLOYEES ARE PAID BY ALVERNO CLINICAL LABORATORIES, LLC, A RELATED ORGANIZATION; THEREFORE, THIS QUESTION HAS BEEN ANSWERED "NO" IN ACCORDANCE WITH THE FORM 990 INSTRUCTIONS. SEE NARRATIVE FOR FORM 990, PART VI, SECTION B, LINE 15A.
Governing documents, conflict of interest policy and financial statements available to the public
Form 990, Part VI, Section C, Line 19
THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST.
OFFICERS, DIRECTORS, TRUSTEES, KEY EMPLOYEES, AND HIGHEST COMPENSATED EMPLOYEES
FORM 990, PART VII, SECTION A, LINE 1A
THE FOLLOWING OFFICERS AND KEY EMPLOYEES DEVOTE APPROXIMATELY 8 HOURS PER WEEK TO ALVERNO CLINICAL LABORATORIES, LLC, A RELATED PARTNERSHIP: CHERYL L. VANCE (FORMER PRESIDENT/CEO) - THROUGH AUGUST 2011 STEVEN G. WOJNICKI (CFO) SAMUEL C. TERESE, JR. (COO/INTERIM CEO) BERNARD HENRY (VP OF HUMAN RESOURCES) MARSHA COOPER (VP OF HOSPITALS)
Other changes in net assets or fund balances
Form 990, Part XI, Line 5
NET UNREALIZED GAINS (LOSSES) ON INVESTMENTS - -226014;
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.