Attach to Form 990 or Form 990-EZ.
Go to
www.irs.gov/Form990 for instructions and the latest information.
| (i) Name of supported organization | (ii) EIN | (iii) Type of organization (described on lines 1- 10 above (see instructions)) | (iv) Is the organization listed in your governing document? | (v) Amount of monetary support (see instructions) | (vi) Amount of other support (see instructions) | |
|---|---|---|---|---|---|---|
| Yes | No | |||||
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Total |
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Calendar year
(or fiscal year beginning in)
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(a) 2018 | (b) 2019 | (c) 2020 | (d) 2021 | (e) 2022 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") .. | ||||||
| 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)
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(a) 2018 | (b) 2019 | (c) 2020 | (d) 2021 | (e) 2022 | (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 VI.).. | ||||||
| 11 | Total support. Add lines 7 through 10 | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2018 | (b) 2019 | (c) 2020 | (d) 2021 | (e) 2022 | (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) 2018 | (b) 2019 | (c) 2020 | (d) 2021 | (e) 2022 | (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 on 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 VI.) .. | ||||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | ||||||
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
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| 1 | Net short-term capital gain | 1 | ||||
| 2 | Recoveries of prior-year distributions | 2 | ||||
| 3 | Other gross income (see instructions) | 3 | ||||
| 4 | Add lines 1 through 3 | 4 | ||||
| 5 | Depreciation and depletion | 5 | ||||
| 6 | Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) | 6 | ||||
| 7 | Other expenses (see instructions) | 7 | ||||
| 8 | Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) | 8 | ||||
| Section B - Minimum Asset Amount | (A) Prior Year |
(B) Current Year (optional) |
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| 1 | Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): | 1 | ||||
| a | Average monthly value of securities | 1a | ||||
| b | Average monthly cash balances | 1b | ||||
| c | Fair market value of other non-exempt-use assets | 1c | ||||
| d | Total (add lines 1a, 1b, and 1c) | 1d | ||||
| e |
Discount claimed for blockage or other factors (explain in detail in Part VI): |
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| 2 | Acquisition indebtedness applicable to non-exempt use assets | 2 | ||||
| 3 | Subtract line 2 from line 1d | 3 | ||||
| 4 | Cash deemed held for exempt use. Enter 0.015 of line 3 (for greater amount, see instructions). | 4 | ||||
| 5 | Net value of non-exempt-use assets (subtract line 4 from line 3) | 5 | ||||
| 6 | Multiply line 5 by 0.035 | 6 | ||||
| 7 | Recoveries of prior-year distributions | 7 | ||||
| 8 | Minimum Asset Amount (add line 7 to line 6) | 8 | ||||
| Section C - Distributable Amount | Current Year | |||||
| 1 | Adjusted net income for prior year (from Section A, line 8, Column A) | 1 | ||||
| 2 | Enter 85% of line 1 | 2 | ||||
| 3 | Minimum asset amount for prior year (from Section B, line 8, Column A) | 3 | ||||
| 4 | Enter greater of line 2 or line 3 | 4 | ||||
| 5 | Income tax imposed in prior year | 5 | ||||
| 6 | Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) | 6 | ||||
| Section D - Distributions | Current Year | |
|---|---|---|
| 1 Amounts paid to supported organizations to accomplish exempt purposes | 1 | |
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
2 | |
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | 3 | |
| 4 Amounts paid to acquire exempt-use assets | 4 | |
| 5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI) | 5 | |
| 6 Other distributions (describe in Part VI). See instructions | 6 | |
| 7Total annual distributions. Add lines 1 through 6. | 7 | |
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
8 | |
| 9 Distributable amount for 2022 from Section C, line 6 | 9 | |
| 10 Line 8 amount divided by Line 9 amount | 10 | |
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2022 |
(iii) Distributable Amount for 2022 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2022 from Section C, line 6 | ||||
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2
Underdistributions, if any, for years prior to 2022 (reasonable cause required-- explain in Part VI).
See instructions. |
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| 3 Excess distributions carryover, if any, to 2022: | ||||
| a From 2017....... | ||||
| b From 2018....... | ||||
| c From 2019....... | ||||
| d From 2020....... | ||||
| e From 2021....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2022 distributable amount | ||||
|
i
Carryover from 2017 not applied (see instructions) |
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| j Remainder. Subtract lines 3g, 3h, and 3i from line 3f. | ||||
| 4Distributions for 2022 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2022 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from line 4. | ||||
|
5
Remaining underdistributions for years prior to 2022, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions. |
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6
Remaining underdistributions for 2022. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions. |
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7 Excess distributions carryover to 2023. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a Excess from 2018..... | ||||
| b Excess from 2019..... | ||||
| c Excess from 2020..... | ||||
| d Excess from 2021..... | ||||
| e Excess from 2022..... | ||||
| Facts And Circumstances Test |
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| Return Reference | Explanation |
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| Software ID: | |
| Software Version: |
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| PART V, LINE 1A: | EFFECTIVE JANUARY 1, 2023, THE FILING ORGANIZATION ENTERED INTO A MASTER MANAGEMENT AGREEMENT WITH ADVENTIST HEALTH SYSTEM SUNBELT HEALTHCARE CORPORATION (AHSSHC). AHSSHC IS A FLORIDA, NOT-FOR-PROFIT CORPORATION THAT IS EXEMPT FROM FEDERAL INCOME TAX UNDER INTERNAL REVENUE CODE (IRC) SECTION 501(C)(3). AHSSHC HAS ESTABLISHED A SHARED SERVICE CENTER TO CENTRALIZE THE ACCOUNTS PAYABLE (A/P) FUNCTION FOR ALL AHSSHC SUBSIDIARY ORGANIZATIONS. THE FILING ORGANIZATION HAS ENTERED "0" IN PART V, LINE 1A BECAUSE THE FILING ORGANIZATION NO LONGER ISSUES FORM 1099 RETURNS, RATHER, ALL SUCH RETURNS ARE FILED BY AND UNDER THE NAME AND EIN OF AHSSHC AS THE PAYOR SUBJECT TO THE INFORMATION REPORTING REQUIREMENTS OF SECTION 6041. THE FACTS AND CIRCUMSTANCES SUPPORT A POSITION THAT AHSSHC, AS A PAYOR ON BEHALF OF ITS SUBSIDIARY ORGANIZATIONS IN A SHARED SERVICE ENVIRONMENT, WILL HAVE SUFFICIENT MANAGEMENT AND OVERSIGHT IN CONNECTION WITH THE SUBSIDIARY ORGANIZATIONS' PAYMENTS TO MEET THE STANDARD SET FORTH IN TREAS. REG. SECTION 1.6041-1(E). AHSSHC WILL NOT MERELY BE MAKING PAYMENTS AT THE DIRECTION OF ITS SUBSIDIARY ORGANIZATIONS. ACCORDINGLY, AHSSHC IS CONSIDERED THE PAYOR SUBJECT TO THE INFORMATION REPORTING REQUIREMENTS OF SECTION 6041. |
| FORM 990, PART VI, SECTION A, LINE 1A | THE MEMBERS OF THE BOARD OF DIRECTORS LISTED ON PART VII OF THIS FORM 990 INCLUDE THE FILING ORGANIZATION'S GOVERNING BOARD AND THE MEMBERS OF THE FILING ORGANIZATION'S HOSPITAL BOARD. THE HOSPITAL BOARD IS PRIMARILY RESPONSIBLE FOR MATTERS RELATED TO THE DAY-TO-DAY OPERATIONS OF THE HOSPITAL FACILITY, INCLUDING HOSPITAL-BASED HOME HEALTH CARE AND HOSPITAL-BASED HOSPICE SERVICES, ENSURING THAT THE HOSPITAL(S) FUNCTION IN ACCORDANCE WITH ALL APPLICABLE LAWS, REGULATIONS, AND ACCREDITING BODY STANDARDS, STRATEGY, GENERAL OPERATIONS, MEDICAL STAFF MATTERS, SAFETY, QUALITY AND EDUCATION MATTERS, AND COMMUNITY BENEFIT MATTERS. |
| FORM 990, PART VI, SECTION A, LINE 3 | EFFECTIVE JANUARY 1, 2023, THE FILING ORGANIZATION ENTERED INTO A MASTER MANAGEMENT AGREEMENT WITH ADVENTIST HEALTH SYSTEM SUNBELT HEALTHCARE CORPORATION (AHSSHC). AHSSHC IS EXEMPT FROM FEDERAL INCOME TAX UNDER INTERNAL REVENUE CODE SECTION 501(C)(3) AND SERVES AS THE PARENT ORGANIZATION TO A HEALTH CARE SYSTEM THAT OPERATES 50 HOSPITALS IN THE U.S. ADVENTIST HEALTH SYSTEM/SUNBELT, INC., A DIRECT 501(C)(3) SUBSIDIARY OF AHSSHC, HOLDS A 49% MEMBER INTEREST IN THE FILING ORGANIZATION. UNDER THE MASTER MANAGEMENT AGREEMENT, AHSSHC PROVIDES GENERAL MANAGEMENT OF THE DAY-TO-DAY OPERATIONS OF THE FILING ORGANIZATION'S HOSPITAL FACILITIES, THE HOSPITAL FACILITIES OF THE FILING ORGANIZATION'S TWO SUBSIDIARY HOSPITAL ENTITIES, AND THE SUBSIDIARY PHYSICIAN CLINIC ENTITIES. MANAGEMENT SERVICES MUST BE PROVIDED IN A MANNER THAT IS CONSISTENT WITH THE TENETS OF THE SEVENTH-DAY ADVENTIST CHURCH AND UNDER THE DIRECTION OF THE FILING ORGANIZATION'S GOVERNING BODY. MANAGERIAL SERVICES PROVIDED UNDER THE MASTER MANAGEMENT AGREEMENT INCLUDE THE FOLLOWING: PROVISION OF ALL C-SUITE PERSONNEL; PROVISION OF ALL PERSONNEL NECESSARY FOR OPERATIONS OF THE HOSPITAL; MANAGEMENT OVERSIGHT; OPERATIONS SUPPORT, INCLUDING REVENUE CYCLE, FINANCIAL OPERATIONS, CLINICAL PROTOCOLS, ACCREDITING, AND COMPLIANCE; DEVELOPMENT AND FACILITY MANAGEMENT, INCLUDING STRATEGIC PLANNING, MANAGED CARE, REAL ESTATE, AND CONSTRUCTION AND EQUIPMENT PLANNING; FINANCE AND ACCOUNTING, INCLUDING BUDGET DEVELOPMENT, TREASURY, TAX, ACCOUNTING, INSURANCE AND PAYMENT OF EXPENSES; HUMAN RESOURCES; INTERNAL AUDIT; LEGAL SERVICES; GOVERNMENT RELATIONS; PURCHASING/MATERIALS MANAGEMENT; INFORMATION SERVICES; MEDICAL AND PROFESSIONAL MATTERS; AND REGULATORY ISSUES. |
| FORM 990, PART VI, SECTION A, LINE 6 | THE ARTICLES OF INCORPORATION OF THE FILING ORGANIZATION PROVIDE THAT 51% OF THE MEMBERSHIP IN THE FILING ORGANIZATION SHALL BE HELD BY THE UNIVERSITY OF CHICAGO MEDICAL CENTER (UCMC), THE SOLE CLASS A MEMBER, AND 49% OF THE MEMBERSHIP IN THE FILING ORGANIZATION SHALL BE HELD BY ADVENTIST HEALTH SYSTEM/SUNBELT, INC. (AHSSI), THE SOLE CLASS B MEMBER. BOTH UCMC AND AHSSI ARE EXEMPT FROM FEDERAL INCOME TAX UNDER INTERNAL REVENUE CODE SECTION 501(C)(3). THERE ARE NO OTHER CLASSES OF MEMBERSHIP IN THE FILING ORGANIZATION. |
| FORM 990, PART VI, SECTION A, LINE 7A | THE BOARD OF DIRECTORS OF THE FILING ORGANIZATION IS COMPRISED OF EIGHT DIRECTORS. FOUR DIRECTORS ARE APPOINTED BY THE SOLE CLASS A MEMBER, THE UNIVERSITY OF CHICAGO MEDICAL CENTER, AND FOUR DIRECTORS AS APPOINTED BY THE SOLE CLASS B MEMBER, ADVENTIST HEALTH SYSTEM/SUNBELT, INC. THE MEMBERS APPOINT THE MEMBERS OF THE HOSPITAL BOARD WHICH SHALL CONSIST OF NOT LESS THAN 18 AND NO MORE THAN 23 INDIVIDUALS, AT LEAST 2 OF WHOM SHALL AT ALL TIMES BE APPOINTEES OF THE CLASS A MEMBER. |
| FORM 990, PART VI, SECTION A, LINE 7B | CERTAIN GOVERNANCE POWERS ARE RESERVED TO THE MEMBERS OF THE FILING ORGANIZATION. CERTAIN RESERVED MATTERS REQUIRE THE AFFIRMATIVE APPROVAL OF THE UNIVERSITY OF CHICAGO MEDICAL CENTER, THE CLASS A MEMBER, AND CERTAIN MATTERS REQUIRE THE AFFIRMATIVE APPROVAL OF ADVENTIST HEALTH SYSTEM/SUNBELT, INC., THE CLASS B MEMBER. MATTERS REQUIRING AFFIRMATIVE APPROVAL OF THE CLASS A MEMBER: - APPOINTMENT AND COMPENSATION OF AN INDIVIDUAL PROPOSED BY ADVENTHEALTH TO HOLD THE OFFICE OF PRESIDENT/CHIEF EXECUTIVE OFFICER OF THE FILING ORGANIZATION AND THE TERMINATION OF SUCH APPOINTMENT, EXCEPT FOR TERMINATIONS BY THE CLASS B MEMBER AS OUTLINED IN THE REVISED BYLAWS; - THE ANNUAL OPERATING AND CAPITAL BUDGETS OF THE FILING ORGANIZATION AND ALL UNBUDGETED EXPENDITURES INDIVIDUALLY OR IN THE AGGREGATE OF RELATED ITEMS OF MORE THAN $5,000,000, CONTRACTUAL OBLIGATIONS IN EXCESS OF $5,000,000, AND THE FINANCIAL STATEMENTS OF THE FILING ORGANIZATION; - THE STRATEGIC AND OPERATING PLANS OF THE FILING ORGANIZATION; - THE SELECTION, REMOVAL AND/OR MODIFICATION OF THE AUTHORITY AND RESPONSIBILITIES OF ACCOUNTANTS AND AUDITORS; - ANY INDEBTEDNESS OR CAPITAL LEASE OF MORE THAN $5,000,000 ON THE BALANCE SHEET OF THE FILING ORGANIZATION AND ITS SUBSIDIARIES; - THE APPROVAL OR AMENDMENT OF MANAGED CARE PRICING, PRICING STRATEGIES, AND CONTRACTING PARAMETERS FOR THOSE MANAGED CARE CONTRACTS TO WHICH THE FILING ORGANIZATION IS A PARTICIPATING PROVIDER; AND - THE CONFESSION OF A JUDGMENT OR SETTLEMENT OF A CLAIM THAT WOULD EXCEED INSURANCE LIMITS. MATTERS REQUIRING AFFIRMATIVE APPROVAL OF THE CLASS B MEMBER: - CHANGES TO THE RELIGIOUS AFFILIATION OF ANY FACILITY OWNED BY THE FILING ORGANIZATION; - CHANGES TO OPERATIONAL POLICIES, PLANS, AND PROCEDURES THAT ARE SPECIFICALLY RELATED TO A FACILITY'S RELIGIOUS AFFILIATION WITH THE SEVENTH-DAY ADVENTIST CHURCH; - THE TERMINATION OF THE PRESIDENT/CEO IF TERMINATION IS RELATED TO THAT PERSON'S MEMBERSHIP IN THE SEVENTH-DAY ADVENTIST CHURCH; - THE SELECTION, REMOVAL, OR MODIFICATION OF THE AUTHORITY AND RESPONSIBILITIES OF ACCOUNTANTS AND AUDITORS; AND - CHANGES TO THE MISSION, VISION, OR VALUES OF THE FILING ORGANIZATION. MATTERS REQUIRING AFFIRMATIVE APPROVAL OF THE CLASS A MEMBER AND THE CLASS B MEMBER: - AMENDMENTS TO THE ARTICLES OF INCORPORATION OR BYLAWS OR THE GOVERNING DOCUMENTS OF THE ADVENTIST MIDWEST HEALTH SUBSIDIARIES; - THE FORMATION OF ANY SUBSIDIARY OF THE FILING ORGANIZATION; - ENTERING INTO ANY AFFILIATION AGREEMENT OR JOINT VENTURE AGREEMENT; - ANY CHANGE IN THE NAME OR BRANDING OF THE HOSPITAL; - THE ADDITION OF NEW MEMBERS OF THE FILING ORGANIZATION; - THE APPOINTMENT AND REMOVAL OF ANY MEMBER OF THE HOSPITAL BOARD; - DISTRIBUTIONS OF CASH AND OTHER PROPERTY TO THE MEMBERS OR OTHERWISE; - ANY AGREEMENT OR ARRANGEMENT BETWEEN THE FILING ORGANIZATION AND/OR ITS SUBSIDIARIES AND A MEMBER OR MEMBER AFFILIATE INCLUDING THE MANAGEMENT SERVICES AGREEMENT, THE ADMINISTRATIVE SERVICES AGREEMENT, AND THE CLINICAL AFFILIATION AGREEMENT; - TERMINATION OF ANY RELATED PARTY AGREEMENT; - THE ADOPTION AND AMENDMENT OF THE QUALITY AND/OR RISK MANAGEMENT PLANS OF THE HOSPITALS; - THE SELECTION OF THE ACCREDITING BODY OF THE HOSPITALS; - THE TRANSFER OF ANY PROPERTY OF THE HOSPITALS IN EXCESS OF $1 MILLION DOLLARS; - ANY SALE, LEASE, TRANSFER, MERGER OR CONSOLIDATION OF THE FILING ORGANIZATION; - THE DISSOLUTION OF THE FILING ORGANIZATION; - THE FILING OF ANY VOLUNTARY PETITION IN BANKRUPTCY; - REQUIRING ANY ADDITIONAL CAPITAL CONTRIBUTIONS FROM THE MEMBER; AND - THE APPOINTMENT OR REMOVAL OF THE BOARD CHAIR AND ANY OF THE OTHER BOARD OFFICERS. |
| FORM 990, PART VI, SECTION B, LINE 11B | THE FILING ORGANIZATION'S CURRENT YEAR FORM 990 WAS REVIEWED BY THE BOARD CHAIRMAN, BOARD FINANCE COMMITTEE CHAIR, CEO, CFO AND MEMBERS OF THE UCHICAGO MEDICINE FINANCE LEADERSHIP TEAM PRIOR TO ITS FILING WITH THE IRS. THE REVIEW CONDUCTED BY THE BOARD CHAIRMAN, BOARD FINANCE COMMITTEE CHAIR, CEO, CFO AND MEMBERS OF THE UCHICAGO MEDICINE FINANCE LEADERSHIP TEAM DID NOT INCLUDE THE REVIEW OF ANY SUPPORTING WORKPAPERS THAT WERE USED IN PREPARATION OF THE CURRENT YEAR FORM 990, BUT DID INCLUDE A REVIEW OF THE ENTIRE FORM 990 AND ALL SUPPORTING SCHEDULES. |
| FORM 990, PART VI, SECTION B, LINE 12C | THE CONFLICT OF INTEREST POLICY OF THE FILING ORGANIZATION APPLIES TO MEMBERS OF ITS BOARD OF DIRECTORS AND ITS PRINCIPAL OFFICERS (TO BE KNOWN AS INTERESTED PERSONS). IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTERESTS, ANY MEMBER OF THE BOARD OF DIRECTORS OF THE FILING ORGANIZATION OR ANY PRINCIPAL OFFICER OF THE FILING ORGANIZATION (I.E. INTERESTED PERSONS) MUST DISCLOSE THE EXISTENCE OF ANY FINANCIAL INTEREST WITH THE FILING ORGANIZATION AND MUST BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS CONCERNING THE FINANCIAL INTEREST/ARRANGEMENT TO THE BOARD OF DIRECTORS OF THE FILING ORGANIZATION OR TO ANY MEMBERS OF A COMMITTEE WITH BOARD DELEGATED POWERS THAT IS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. SUBSEQUENT TO ANY DISCLOSURE OF ANY FINANCIAL INTEREST/ARRANGEMENT AND ALL MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE RELEVANT BOARD MEMBER OR PRINCIPAL OFFICER, THE REMAINING MEMBERS OF THE BOARD OF DIRECTORS OR COMMITTEE WITH BOARD DELEGATED POWERS SHALL DISCUSS, ANALYZE, AND VOTE UPON THE POTENTIAL FINANCIAL INTEREST/ARRANGEMENT TO DETERMINE IF A CONFLICT OF INTEREST EXISTS. ACCORDING TO THE FILING ORGANIZATION'S CONFLICT OF INTEREST POLICY, AN INTERESTED PERSON MAY MAKE A PRESENTATION TO THE BOARD OF DIRECTORS (OR COMMITTEE WITH BOARD DELEGATED POWERS), BUT AFTER SUCH PRESENTATION, SHALL LEAVE THE MEETING DURING THE DISCUSSION OF, AND THE VOTE ON, THE TRANSACTION OR ARRANGEMENT THAT RESULTS IN A CONFLICT OF INTEREST. EACH INTERESTED PERSON, AS DEFINED UNDER THE FILING ORGANIZATION'S CONFLICT OF INTEREST POLICY, SHALL ANNUALLY SIGN A STATEMENT WHICH AFFIRMS THAT SUCH PERSON HAS RECEIVED A COPY OF THE CONFLICT OF INTEREST POLICY, HAS READ AND UNDERSTANDS THE POLICY, HAS AGREED TO COMPLY WITH THE POLICY, AND UNDERSTANDS THAT THE FILING ORGANIZATION IS A CHARITABLE ORGANIZATION THAT MUST PRIMARILY ENGAGE IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS EXEMPT PURPOSES. THE FILING ORGANIZATION'S CONFLICT OF INTEREST POLICY ALSO REQUIRES THAT PERIODIC REVIEWS SHALL BE CONDUCTED TO ENSURE THAT THE FILING ORGANIZATION OPERATES IN A MANNER CONSISTENT WITH ITS CHARITABLE PURPOSES. |
| FORM 990, PART VI, SECTION B, LINE 15 | THE INDIVIDUAL WHO SERVES AS THE CEO OF THE FILING ORGANIZATION IS APPOINTED AND COMPENSATED BY ADVENTIST HEALTH SYSTEM SUNBELT HEALTHCARE CORPORATION (AHSSHC) AN UNRELATED ENTITY AS DISCLOSED IN OUR RESPONSE TO FORM 990, PART VI, SECTION A, LINE 3. COMPENSATION AND BENEFITS PROVIDED TO THIS INDIVIDUAL ARE DETERMINED PURSUANT TO POLICIES, PROCEDURES, AND PROCESSES OF AHSSHC THAT ARE DESIGNED TO ENSURE COMPLIANCE WITH THE INTERMEDIATE SANCTIONS LAWS AS SET FORTH IN IRC SECTION 4958. AHSSHC HAS TAKEN STEPS TO ENSURE THAT PROCESSES ARE IN PLACE TO SATISFY THE REBUTTABLE PRESUMPTION OF REASONABLENESS STANDARD AS SET FORTH IN TREASURY REGULATION SECTION 53.4958-6 WITH RESPECT TO ITS ACTIVE EXECUTIVE-LEVEL POSITIONS. THE AHSSHC BOARD COMPENSATION COMMITTEE (THE COMMITTEE) SERVES AS THE GOVERNING BODY FOR ALL EXECUTIVE COMPENSATION MATTERS. THE COMMITTEE IS COMPOSED OF CERTAIN MEMBERS OF THE BOARD OF DIRECTORS (THE BOARD) OF AHSSHC. VOTING MEMBERS OF THE COMMITTEE INCLUDE ONLY INDIVIDUALS WHO SERVE ON THE BOARD AS INDEPENDENT REPRESENTATIVES, WHO HOLD NO EMPLOYMENT POSITIONS WITH AHSSHC AND WHO DO NOT HAVE RELATIONSHIPS WITH ANY OF THE INDIVIDUALS WHOSE COMPENSATION IS UNDER THEIR REVIEW THAT IMPACTS THEIR BEST INDEPENDENT JUDGMENT AS FIDUCIARIES OF AHSSHC. THE COMMITTEE'S ROLE IS TO REVIEW AND APPROVE ALL COMPONENTS OF THE EXECUTIVE COMPENSATION PLAN OF AHSSHC. AS AN INDEPENDENT GOVERNING BODY WITH RESPECT TO EXECUTIVE COMPENSATION, IT SHOULD BE NOTED THAT THE COMMITTEE WILL OFTEN CONFER IN EXECUTIVE SESSIONS ON MATTERS OF COMPENSATION POLICY AND POLICY CHANGES. IN SUCH EXECUTIVE SESSIONS, NO MEMBERS OF MANAGEMENT OF AHSSHC ARE PRESENT, OTHER THAN THE CHIEF PEOPLE OFFICER, WHO REMAINS AT THE REQUEST OF THE CHAIRMAN/COMMITTEE TO PROVIDE ASSISTANCE/INFORMATION AS NEEDED. THE COMMITTEE IS ADVISED BY AN INDEPENDENT THIRD-PARTY COMPENSATION ADVISOR. THIS ADVISOR PREPARES ALL THE BENCHMARK STUDIES FOR THE COMMITTEE. COMPENSATION LEVELS ARE BENCHMARKED WITH A NATIONAL PEER GROUP OF OTHER NOT-FOR-PROFIT HEALTHCARE SYSTEMS AND HOSPITALS OF SIMILAR SIZE AND COMPLEXITY TO ADVENTHEALTH AND EACH OF ITS AFFILIATED ENTITIES. THE FOLLOWING PRINCIPLES GUIDE THE ESTABLISHMENT OF INDIVIDUAL EXECUTIVE COMPENSATION: - THE SALARY OF THE PRESIDENT/CEO OF ADVENTHEALTH WILL NOT EXCEED THE 50TH PERCENTILE OF COMPARABLE SALARIES PAID BY SIMILARLY SITUATED ORGANIZATIONS; AND - OTHER EXECUTIVE SALARIES SHALL BE ESTABLISHED USING MARKET MEDIANS. THE COMPENSATION PHILOSOPHY, POLICIES, AND PRACTICES OF AHSSHC ARE CONSISTENT WITH THE ORGANIZATION'S FAITH-BASED MISSION AND CONFORM TO APPLICABLE LAWS, REGULATIONS, AND BUSINESS PRACTICES. AS A FAITH-BASED ORGANIZATION SPONSORED BY THE SEVENTH-DAY ADVENTIST CHURCH (THE CHURCH), AHSSHC'S PHILOSOPHY AND PRINCIPLES WITH RESPECT TO ITS EXECUTIVE COMPENSATION PRACTICES REFLECT THE CONSERVATIVE APPROACH OF THE CHURCH'S MISSION OF SERVICE AND WERE DEVELOPED IN COUNSEL WITH THE CHURCH'S LEADERSHIP. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE FINANCIAL STATEMENTS OF THE FILING ORGANIZATION, ITS GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT GENERALLY MADE AVAILABLE TO THE PUBLIC AS A WHOLE. |
| FORM 990, PART VIII, LINES 7A, B AND C: | THE AMOUNTS SHOWN IN PART VIII, LINES 7A(I), 7B(I) AND 7C(I) OF THE FORM 990 REPRESENT AN ALLOCATED SHARE OF CAPITAL GAIN/(LOSS) FROM A CENTRAL INVESTMENT PROGRAM MAINTAINED BY ADVENTIST HEALTH SYSTEM SUNBELT HEALTHCARE CORPORATION, ONE OF THE FILING ORGANIZATION'S TOP TIER PARENTS. |
| FORM 990, PART IX, LINE 11G | PAYMENTS TO HEALTHCARE PROFESSIONALS: PROGRAM SERVICE EXPENSES 35,228,719. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 35,228,719. PROFESSIONAL FEES: PROGRAM SERVICE EXPENSES 2,425,814. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 2,425,814. PURCHASED MEDICAL SERVICES: PROGRAM SERVICE EXPENSES 8,290,923. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 8,290,923. ENVIRONMENTAL SERVICES: PROGRAM SERVICE EXPENSES 4,676,468. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 4,676,468. TRANSCRIPTION SERVICES: PROGRAM SERVICE EXPENSES 13,241. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 13,241. RECRUITING: PROGRAM SERVICE EXPENSES 1,994. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 1,994. FOOD SERVICE CONTRACTS: PROGRAM SERVICE EXPENSES 4,727,900. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 4,727,900. OTHER PURCHASED SERVICES: PROGRAM SERVICE EXPENSES 10,592,169. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 10,592,169. ADVENTHEALTH MANAGEMENT FEES: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 3,178,683. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 3,178,683. AH SHARED SERVICES FEE: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 1,366,179. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 1,366,179. |
| PART X, LINE 2: | THE AMOUNTS SHOWN ON LINE 2 OF PART X OF THIS RETURN INCLUDE THE FILING ORGANIZATION'S INTEREST IN A CENTRAL INVESTMENT POOL MAINTAINED BY ADVENTIST HEALTH SYSTEM SUNBELT HEALTHCARE CORPORATION, ONE OF THE FILING ORGANIZATION'S TOP-TIER PARENTS. THE INVESTMENTS IN THE CENTRAL INVESTMENT POOL ARE RECORDED AT MARKET VALUE. |
| FORM 990, PART XI, LINE 9: | NET CHANGE IN INTEREST IN FOUNDATION -92,023. OTHER 47,961. GIFTS 245,974. CASH FROM TAX-EXEMPT PARENTS 150,000,000. CASH TRANSFERS TO TAX-EXEMPT SUBS -84,043,888. INTERCOMPANY ACCOUNT ADJUSTMENTS -85,176,051. TRANSITION SERVICES AGREEMENT COSTS -2,098,403. PREPAID INTERCOMPANY IT COSTS -1,254,064. RETAINAGE COSTS FOR CIP -28,643. ROUNDING 3. |
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