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. Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
CENTURA HEALTH CORPORATION
Employer identification number
84-1335382
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 supported organization?
................
11g(i)
No
(ii)
A family member of a person described in (i) above?
......................
11g(ii)
No
(iii)
A 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
No
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 monetary support
Yes
No
Yes
No
Yes
No
(A)
CATHOLIC HEALTH INITIATIVES - COLORADO
840405257
3
Yes
Yes
Yes
0
(B)
PORTERCARE ADVENTIST HEALTH SYSTEM
840438224
3
Yes
Yes
Yes
0
Total
0
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 2
Part II
Support Schedule for Organizations Described in Sections 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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
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 2013 (line 6, column (f) divided by line 11, column (f))
.........
14
15
Public support percentage for 2012 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2013.
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—2012.
If the organization did not check a 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—2013.
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—2012.
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) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 3
Part III
Support Schedule for Organizations Described in Section 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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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 2013 (line 8, column (f) divided by line 13, column (f))
.........
15
16
Public support percentage from 2012 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2013 (line 10c, column (f) divided by line 13, column (f))
......
17
18
Investment income percentage from 2012 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2013.
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—2012.
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) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 4
Part IV
Supplemental Information.
Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and 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) 2013
Additional Data
Software ID:
13000248
Software Version:
2013v3.1
-
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.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
CENTURA HEALTH CORPORATION
Employer identification number
84-1335382
Return Reference
Explanation
FORM 990, PART III, LINE 4A, STATEMENT OF PROGRAM SERVICE ACCOMPLISHMENTS
THROUGH A JOINT OPERATING AGREEMENT BETWEEN CATHOLIC HEALTH INITIATIVES AND ADVENTIST HEALTH SYSTEM SUNBELT, CENTURA HEALTH CORPORATION (CHC) OPERATES 15 ACUTE HOSPITAL CAMPUSES, ALONG WITH NUMEROUS PHYSICIAN PRACTICES AND CLINICS. CHC ALSO PROVIDES HOME CARE, RESIDENTIAL, ASSISTED LIVING, LONG-TERM AND HOSPICE SERVICES. CHC WAS CREATED TO ESTABLISH AN INTEGRATED HEALTH DELIVERY SYSTEM ACROSS COLORADO. THE FACILITIES OPERATED BY CHC ARE PRIMARILY SPONSORED BY ADVENTIST HEALTH SYSTEM AND CATHOLIC HEALTH INITIATIVES, BOTH OF WHICH ARE RELIGIOUS, NONPROFIT HEALTH SYSTEMS. IN ADDITION TO MANY OTHER FUNCTIONS, CHC HAS CREATED A COMMON INFORMATION TECHNOLOGY PLATFORM THAT ALLOWS GREATER EFFICIENCIES AND SHARING OF INFORMATION ACROSS CHC FACILITIES. THIS RESULTS IN AN IMPROVEMENT IN HEALTH CARE DELIVERY REGARDLESS OF WHETHER THE PATIENT IS IN A RURAL OR URBAN AREA SERVED BY CENTURA FACILITIES. CHC PROVIDES DIRECT BENEFIT TO THE COMMUNITY THROUGH VARIOUS INITIATIVES. FROM ACCESS FOR THE UNINSURED, TO SERVING AS A VOICE FOR HEALTH CARE IN THE STATE LEGISLATURE, TO COMMUNITY CLASSES AND EDUCATION, CENTURA HEALTH CORPORATION WORKS DILIGENTLY TO COORDINATE AND FACILITATE THE COMMUNITY BENEFIT ACTIVITIES OF ITS FACILITIES AND ENTITIES. WE ARE PASSIONATELY RESPONDING TO THE ONGOING NEEDS OF STRUGGLING FAMILIES TO BUILD STRONG AND HEALTHY COMMUNITIES. HERE ARE SOME EXAMPLES OF THE SERVICES WE PROVIDE: OUR ASK-A-NURSE CALL CENTER, A FREE COMMUNITY SERVICE FOR ALL COLORADOANS WITH A DIRECT LINK TO EXPERIENCED NURSES PROVIDING HANDS-ON CARE, INCLUDING CLASS SCHEDULING AND SYMPTOM CHECKER; OUR THREE HEALTH SETS (SERVICE, EMPOWERMENT, TRANSFORMATION) IN PUEBLO, COLORADO SPRINGS AND DENVER WORKING TO INCREASE ACCESS TO SERVICES FOR THE UNINSURED AND UNDERINSURED; OUR PASTORAL NURSE PROGRAM HELPING TO MEET THE NEEDS OF OUR COMMUNITY'S HOMELESS. THROUGH A MULTITUDE OF EDUCATION PROGRAMS, PREVENTIVE CARE AND SAFETY INITIATIVES, HEALTH ADVOCACY, COUNSELING AND SUPPORT GROUPS, THE FACILITIES AND ENTITIES THAT FORM THE CENTURA HEALTH CORPORATION FAMILY ARE MORE COMMITTED THAN EVER BEFORE TO MAKING OUR WORLD A BETTER PLACE. THE COST SAVINGS REALIZED BY THIS COORDINATED COMMUNITY BENEFIT MODEL ENABLES CENTURA FACILITIES AND ENTITIES TO DEDICATE ADDITIONAL RESOURCES TO PROVIDE HIGH-QUALITY HEALTH CARE AND COMMUNITY OUTREACH SERVICES TO THE MOST VULNERABLE MEMBERS OF SOCIETY.
Form 990, Part VI, Sec A, Line 6, Classes of members or stockholders
THE MEMBERS OF CENTURA HEALTH CORPORATION ARE CATHOLIC HEALTH INITIATIVES COLORADO (CHIC), A COLORADO NON-PROFIT CORPORATION AND PORTERCARE ADVENTIST HEALTH SYSTEM (PAHS), A FLORIDA NON-PROFIT CORPORATION.
Form 990, Part VI, Sec A, Line 7a, Members or stockholders electing members of governing body
PURSUANT TO SECTION 3.2 OF THE ORGANIZATION'S BYLAWS, UP TO 7 MEMBERS OF THE BOARD OF TRUSTEES MAY BE APPOINTED BY CATHOLIC HEALTH INITIATIVES COLORADO (CHIC), AND UP TO 7 MEMBERS MAY BE APPOINTED BY PORTERCARE ADVENTIST HEALTH SYSTEM (PAHS). THE NUMBER OF CHIC TRUSTEES MUST EQUAL THE NUMBER OF PAHS TRUSTEES, AND VICE VERSA, AT ALL TIMES.
Form 990, Part VI, Sec A, Line 7b, Decisions requiring approval by members or stockholders
PURSUANT TO SECTION 2.7 OF THE ORGANIZATION'S BYLAWS, CATHOLIC HEALTH INITIATIVES COLORADO (CHIC) AND PORTERCARE ADVENTIST HEALTH SYSTEM (PAHS) HAVE THE FOLLOWING RESERVED APPROVAL POWERS: (A) TO SELL, TRANSFER OR OTHERWISE DISPOSE OF ANY REAL ESTATE OWNED BY THE CORPORATION OR ANY MANAGED FACILITY WITH A FAIR MARKET VALUE IN EXCESS OF THREE MILLION DOLLARS ($3,000,000). (B) TO SELL, TRANSFER OR OTHERWISE DISPOSE, (COLLECTIVELY THE "TRANSFER") OTHER THAN IN THE ORDINARY COURSE OF BUSINESS, OF ANY OTHER ASSET BY THE CORPORATION OR A MANAGED FACILITY WITH A FAIR MARKET VALUE (INDIVIDUALLY OR COLLECTIVELY) AT THE TIME OF SUCH TRANSFER IN EXCESS OF THREE MILLION DOLLARS ($3,000,000). (C) TO ENTER INTO ANY PROMISSORY NOTE OR DEBT INSTRUMENT OR GUARANTY ANY INDEBTEDNESS BY OR ON BEHALF OF THE CORPORATION OR A MANAGED FACILITY IN EXCESS OF TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000) OR TO PERFORM UNDER ANY CAPITAL LEASE WITH FUTURE PAYMENTS IN EXCESS OF TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000). (D) TO ALTER, AMEND, RESTATE OR REPEAL THE ARTICLES OF INCORPORATION, BYLAWS OR MISSION STATEMENT OF THE CORPORATION OR A MANAGED FACILITY. ACTION ON THESE MATTERS MAY ALSO BE INITIATED BY ONE OR BOTH OF THE MEMBERS. (E) TO APPROVE THE ADMISSION OF A NEW SPONSOR OR OTHER AFFILIATION BY A HEALTH CARE SYSTEM OR FACILITY WITH THE CORPORATION OR A MANAGED FACILITY. (F) TO APPROVE A PLAN OF MERGER, DISSOLUTION, CONSOLIDATION OR CORPORATE REORGANIZATION INVOLVING THE CORPORATION OR A MANAGED FACILITY. (G) TO WAIVE, SETTLE OR COMPROMISE ANY LEGAL PROCEEDING, SUIT, CLAIM OR ACTION (COLLECTING A "CLAIM") AGAINST OR BROUGHT BY OR ON BEHALF OF THE CORPORATION OR A MANAGED FACILITY IF THE UNINSURED PORTION OF THE AMOUNT IN CONTROVERSY IS IN EXCESS OF TWO MILLION DOLLARS ($2,000,000); PROVIDED, HOWEVER, THE APPROVAL OF THE MEMBERS SHALL BE REQUIRED TO CONTEST, SETTLE OR COMPROMISE ANY CLAIM BROUGHT BY OR ON BEHALF OF THE FEDERAL OR STATE GOVERNMENT RELATING TO MATTERS WITHIN THE SCOPE OF THE CORPORATE COMPLIANCE PLAN OF A MANAGED FACILITY, REGARDLESS OF THE AMOUNT IN CONTROVERSY OR THE EXISTENCE OF INSURANCE COVERAGE. (H) TO ACQUIRE ANY REAL ESTATE, PERSONAL PROPERTY, MEMBERSHIP, OWNERSHIP OR INVESTMENT INTEREST FOR THE CORPORATION OR A MANAGED FACILITY OR MAKE ANY CAPITAL EXPENDITURE OTHER THAN PURSUANT TO AN ANNUAL BUDGET, OR SUBSTITUTIONS FOR CAPITAL EXPENDITURES WITHIN A CAPITAL BUDGET, WHICH EXCEED INDIVIDUALLY, OR IN THE AGGREGATE OF FIVE MILLION DOLLARS ($5,000,000) IN ANY FISCAL YEAR.
Form 990, Part VI, Sec B, Line 11b, Review of form 990 by governing body
A DRAFT OF THE FORM 990 IS PROVIDED TO MANAGEMENT, INCLUDING THE CFO, FOR REVIEW. ANY QUESTIONS OR DISCREPANCIES ARE RESOLVED PRIOR TO FILING THE RETURN. A COPY WILL BE EMAILED TO THE BOARD MEMBERS PRIOR TO FILING. SUBSEQUENT TO PROVIDING THE RETURN TO THE BOARD AND CFO, THE CHI TAX DEPARTMENT FILES THE RETURN WITH THE APPROPRIATE 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, Sec B, Line 12c, Conflict of interest policy
1.1 CONSISTENT WITH CENTURA INTEGRITY STANDARDS, IT IS POLICY THAT EACH BOARD OF TRUSTEE MEMBER, CORPORATE OFFICER, AND KEY EMPLOYEE ACT AT ALL TIMES IN A MANNER THAT IS CONSISTENT WITH CENTURA'S MISSION AND VALUES BASED SERVICE TO THE COMMUNITY AND EXERCISE CARE THAT HE OR SHE DOES NOT HAVE ANY PERSONAL INTEREST WHICH MIGHT CONFLICT WITH OR APPEAR TO CONFLICT WITH THE INTEREST OF CENTURA OR WHICH MIGHT INFLUENCE THEIR JUDGMENT OR ACTIONS IN PERFORMING THEIR DUTIES. 1.1.1 IN CONNECTION WITH AN ACTUAL OR POSSIBLE TRANSACTION OR ARRANGEMENT INVOLVING CENTURA, ANY BOARD MEMBER, CORPORATE OFFICER, OR KEY EMPLOYEE WHO HAS A DIRECT OR INDIRECT FINANCIAL INTEREST MUST DISCLOSE AND BE GIVEN THE OPPORTUNITY TO SHARE ALL MATERIAL FACTS WITH THE BOARD CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. 1.1.2 BOARD MEMBERS, CORPORATE OFFICERS, AND KEY EMPLOYEES ARE ALSO REQUIRED TO DISCLOSE ANY POSSIBLE CONFLICTS ON AN ANNUAL BASIS THROUGH THE CONFLICT OF INTEREST QUESTIONNAIRE. 2. PROCEDURE FOR DISCLOSING AND REVIEWING TRANSACTION OR ARRANGEMENT CONFLICT OF INTERESTS: 2.1 BOARD MEMBERS, CORPORATE OFFICERS, AND KEY EMPLOYEES THAT HAVE A FINANCIAL INTEREST IN ANY ACTUAL OR POSSIBLE TRANSACTION INVOLVING CENTURA ARE REQUIRED TO DISCLOSE THE FINANCIAL INTEREST. 2.1.1 IN ORDER TO DETERMINE IF A CONFLICT OF INTEREST EXISTS, THE INDIVIDUAL WHO IS CONSIDERED TO HAVE A FINANCIAL INTEREST MAY MAKE A PRESENTATION AT THE BOARD OR BOARD COMMITTEE MEETING. AFTER SUCH PRESENTATION, THE INDIVIDUAL SHALL LEAVE THE MEETING FOR DISCUSSION AND A VOTE ON THE ISSUE. 2.1.2 AFTER EXERCISING DUE DILLEGENCE, THE BOARD OR BOARD COMMITTEE SHALL DETERMINE WHETHER CENTURA CAN OBTAIN A MORE ADVANTAGEOUS TRANSACTION WITH REASONABLE EFFORTS FROM ANOTHER PERSON OR ENTITY. IF A MORE ADVANTAGEOUS TRANSACTION IS NOT REASONABLY ATTAINABLE, THE BOARD OR BOARD COMMITTEE SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED MEMBERS WHETHER THE TRANSACTION IS IN CENTURA'S BEST INTEREST AND IS FAIR. 3. PROCEDURE FOR DISCLOSING AND REVIEWING OTHER CONFLICT OF INTERESTS: 3.1 BOARD MEMBERS, CORPORATE OFFICERS, AND KEY EMPLOYEES SHALL ALSO DISCLOSE IN ADVANCE TO CENTURA LEADERS ANY NON-TRANSACTIONAL ACTIONS OR RELATIONSHIPS THAT HAVE THE POTENTIAL TO CREATE A CONFLICT OF INTEREST. 3.1.1 THE BOARD OR BOARD COMMITTEE SHALL CAREFULLY REVIEW AND SCRUTINIZE ANY CONFLICT OF INTEREST. BY A MAJORITY VOTE OF THE DISINTERESTED MEMBERS, THE BOARD SHALL TAKE WHATEVER ACTION IS DEEMED APPROPRIATE WITH RESPECT TO THE BOARD MEMBER, CORPORATE OFFICER, OR KEY EMPLOYEE UNDER THE CIRCUMSTANCES, INCLUDING POSSIBLE CORRECTIVE ACTION, IN ORDER TO BEST PROTECT THE INTERESTS OF CENTURA. 3.1.2 ON AN ANNUAL BASIS, BOARD MEMBERS, CORPORATE OFFICERS, AND KEY EMPLOYEES WILL ALSO BE SENT AN EMAIL REQUESTING THEY COMPLETE THE BOARD MEMBER AND CORPORATE OFFICER CONFLICT OF INTEREST QUESTIONNAIRE BY THE SPECIFIED DUE DATE IN THE EMAIL. 3.1.3 THE CORPORATE RESPONSIBILITY DEPARTMENT SHALL NOTIFY THE CHAIRPERSON OF THE BOARD OF ANY POTENTIAL CONFLICTS AND THE CHAIRPERSON, OR DESIGNEE, SHALL PERFORM FURTHER INVESTIGATION AS HE OR SHE DEEMS APPROPRIATE. 4. RECORD OF PROCEEDINGS: 4.1 THE MINUTES OF THE BOARD AND BOARD COMMITTEE SHALL CONTAIN: 4.1.1 THE NAMES OF PERSONS WHO DISCLOSED OR OTHERWISE WERE FOUND TO HAVE A FINANCIAL INTEREST AND THE NATURE OF THE FINANCIAL INTEREST. 4.1.2 THE NAMES OF PERSONS WHO WERE PRESENT FOR DISCUSSIONS AND VOTES RELATING TO ANY FINANCIAL INTEREST, THE CONTENT OF THE DISCUSSION, INCLUDING ANY ALTERNATIVES, AND A RECORD OF THE BOARD OR BOARD COMMITTEE DECISION. 5. VIOLATIONS OF THE CONFLICTS OF INTEREST POLICY: 5.1 IF THE BOARD OR BOARD COMMITTEE HAS REASONABLE CAUSE TO BELIEVE THAT AN INDIVIDUAL HAS FAILED TO DISCLOSE EITHER AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST, OR ALL MATERIAL FACTS SURROUNDING AN ACTUAL OR POSSIBLE CONFLICT, THE INDIVIDUAL WILL BE GIVEN A CHANCE TO EXPLAIN. 5.1.1 AFTER HEARING THE RESPONSE, THE BOARD WILL CONDUCT SUCH ADDITIONAL INVESTIGATION AS APPROPRIATE. IF THE BOARD DETERMINES THAT THE INDIVIDUAL HAS IN FACT FAILED TO DISCLOSE AS REQUIRED BY THE CONFLICT OF INTEREST POLICY, THE BOARD SHALL TAKE APPROPRIATE DISCIPLINARY OR CORRECTIVE ACTION.
Form 990, Part VI, Sec B, Line 15a, Process to establish compensation of top management official
OUTSIDE CONSULTANTS ARE ENGAGED TO PROVIDE RECOMMENDATIONS TO CENTURA'S COMPENSATION COMMITTEE REGARDING THE COMPENSATION OF FACILITY CEOS AND CENTURA SENIOR EXECUTIVES. THE CONSULTANT'S RECOMMENDATIONS ARE THEN PRESENTED TO AND APPROVED BY THE COMPENSATION COMMITTEE. CENTURA'S HUMAN RESOURCES DEPARTMENT PERFORMS AN ANNUAL ANALYSIS OF THE MARKET TO DETERMINE COMPENSATION RANGES FOR THE REMAINDER OF CENTURA EXECUTIVES WHICH ARE REVIEWED AND APPROVED BY CENTURA'S SENIOR LEADERSHIP.
Form 990, Part VI, Sec B, Line 15b, Process to establish compensation of other employees
SEE DISCLOSURE FOR FORM 990, PART VI, Q. 15A
Form 990, Part VI, Sec C, Line 19, Required documents available to the public
CENTURA HEALTH CORPORATION'S ORGANIZING AND GOVERNING DOCUMENTS ARE AVAILABLE AT THE COLORADO SECRETARY OF STATE WEBSITE. THE CONFLICT OF INTEREST POLICY AND THE FINANCIAL STATEMENTS ARE NOT PUBLICLY AVAILABLE.
Form 990 , Part XI, Line 9, Other changes in net assets or fund balances
SPONSORSHIP TRANSFER - 10000000;
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.