2024-05-15T13:33:41-05:00 2023-06-30 470617373 COMMONSPIRIT HEALTH 198 INVERNESS DRIVE WEST ENGLEWOOD CO 80112 990 2022-07-01 841335382 CENTURA HEALTH CORPORATION CENT 3032906500 9100 E MINERAL CIRCLE CENTENNIAL CO 80112 ANDREW GAASCH CFO 3032906500 2024-05-15 1 ANDREW GAASCH 999009999 0 PAMELA KROHN P01210500 3032989100 0 AAL1 IAL1 2022 2023-04-26 12:10:37Z PETER BANKO 9100 E MINERAL CIRCLE CENTENNIAL CO 80112 527984758 0 X WWW.CENTURA.ORG X 1996 CO CENTURA HEALTH CORPORATION, A FAITH-BASED ORGANIZATION, INVESTS IN CHARITY CARE, COMMUNITY PROGRAMS AND SPONSORSHIPS DESIGNED TO NURTURE THE HEALTH OF THE PEOPLE IN THE COMMUNITIES IT SERVES. 9 8 4136 9 17726148 0 1314025 538610 505301473 479778840 6480140 3137624 0 44164559 513095638 527619633 681658 417886 0 0 266372746 279232048 0 0 0 237927088 246576646 504981492 526226580 8114146 1393053 661832846 482293712 353177799 271650130 308655047 210643582 X WE EXTEND THE HEALING MINISTRY OF CHRIST BY CARING FOR THOSE WHO ARE ILL AND BY NURTURING THE HEALTH OF THE PEOPLE IN OUR COMMUNITIES. 0 0 422219184 417886 505736981 SEE SCHEDULE O 422219184 1 1 0 0 0 0 0 0 0 0 1 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 1 0 0 0 0 0 1 1 0 0 0 1 1552 0 1 4136 1 1 1 0 0 0 0 0 0 0 0 0 1 0 X 9 8 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 1 0 X ANDREW GAASCH 3036738241 9100 E MINERAL CIRCLE CENTENNIAL CO 80112 PETER BANKO PRESIDENT & CEO 40.00 10.00 X X 3734177 0 828093 THOMAS GESSEL GROUP PRES, GREATER CO & KS 50.00 0.00 X 1838169 0 307893 BRIAN ERLING MD CEO, PENROSE-ST. FRANCIS 50.00 0.00 X 1912118 0 160688 EDWARD SIM EXEC VP/COO (PARTIAL YEAR) 50.00 0.00 X 1745622 0 318566 DAN ENDERSON GROUP PRES, DENVER METRO 50.00 0.00 X 1659367 0 283858 GARY LICHTENBERGER MD SVP & CHIEF TRANSFORMATION OFFICER 50.00 0.00 X 1551015 0 285906 SHAUNA GULLEY MD GROUP PRESIDENT PHYSICIAN ENTERPRISE 50.00 0.00 X 1502536 0 260028 DEAN SANPEI EVP STRATEGY & BUSINESS DEVELOPMENT 50.00 0.00 X 1358841 0 242277 ANDREW GAASCH TREAS/CFO/EVP 40.00 10.00 X 1263430 0 238379 KRIS ORDELHEIDE SECRETARY/SVP LEGAL SVCS 50.00 0.00 X 1188577 0 193598 CARRIE DAMON SVP INFORMATION SERVICES 50.00 0.00 X 1038442 0 203917 DENNIS KRAUS MD MED DIR ONCOLOGY 50.00 0.00 X 1125604 0 51085 BRENDA SIMPSON CNO/SVP 50.00 0.00 X 854528 0 127781 MITCH MELFI BOARD MEMBER/VICE CHAIRMAN 1.00 1.00 X X 0 0 0 THOMAS MCGINN BOARD MEMBER 1.00 1.00 X 0 0 0 DAVID BANKS BOARD MEMBER 1.00 1.00 X 0 0 0 THOMAS DONOHOE SECRETARY/SVP LEGAL SVCS 50.00 0.00 X 0 0 0 LARS HOUMANN BOARD MEMBER 1.00 1.00 X 0 0 0 DAN MORISSETTE BOARD MEMBER 1.00 1.00 X 0 0 0 TERRY O'ROURKE MD BOARD MEMBER 1.00 1.00 X 0 0 0 KARSTEN RANDOLF BOARD MEMBER 1.00 1.00 X 0 0 0 PAUL RATHBUN CHAIRMAN 1.00 1.00 X X 0 0 0 ELIZABETH SHIH BOARD MEMBER 1.00 1.00 X 0 0 0 20772426 0 3502069 802 0 1 0 PFS GROUP 2600 NORTH LOOP WEST STE 150 HOUSTON TX 77092 REVENUE MANAGEMENT CONSULTING 5134654 ENSEMBLE HEALTH PARTNERS 11511 REED HARTMAN HWY CINCINNATI OH 45201 REVENUE MANAGEMENT CONSULTING 3345938 CLOUDMED SOLUTIONS LLC PO BOX 208272 DALLAS TX 75320 COLLECTION SERVICES 2550563 SHIELDS HEALTH SOLUTIONS HOLDINGS PO BOX 844023 BOSTON MA 02284 SPECIALTY PHARMACY CONSULTING SERVICES 2378150 CHANGE HEALTHCARE TECHNOLOGIES 5995 WINDWARD PKY ALPHARETTA GA 30002 HEALTHCARE CONSULTING 1709952 74 538610 538610 MANAGEMENT FEE 541610 467466350 456069348 11397002 CIN REVENUE 541611 6329146 6329146 PATIENT SERVICES 900099 5983344 5983344 479778840 2695454 2695454 807295 0 365125 807295 -365125 442170 442170 PHARMACY SERVICES 456110 42132939 42132939 0 0 LABORATORY SERVICES 621500 1551350 1551350 0 0 OTHER MISC REVENUE 900099 480270 480270 44164559 527619633 505736981 17726148 3617894 X 417886 417886 15691569 15691569 211595468 168769475 42825993 6901968 6709391 192577 26064076 19889189 6174887 18978967 14234225 4744742 4625586 4625586 435769 435769 63062281 55494808 7567473 14246546 14246546 2220667 1443433 777234 69882765 69882765 2069034 2069034 2152555 1722044 430511 3923430 2628698 1294732 37739 37739 50035741 50035741 855555 855555 MEDICAL SUPPLIES 23209129 23209129 OTHER TAXES & LICENSES 5675627 5675627 DUES & SUBSCRIPTIONS 2694312 2694312 MISCELLANEOUS EXPENSES 1449910 1449910 526226580 422219184 104007396 0 50827673 36053801 206008389 17736208 0 0 5181003 3517735 0 0 0 0 0 0 32776045 25601250 50716849 54098115 908343399 638062697 239635582 270280702 0 0 70750292 73297220 0 0 0 0 5937013 1708681 661832846 482293712 253792106 169475424 0 0 69578 85085 0 0 0 0 0 0 0 0 0 0 99316115 102089621 353177799 271650130 X 308655047 210643582 0 308655047 210643582 661832846 482293712 X 1393053 828822 -100233340 X 0 0 0 X X 2 CATHOLIC HEALTH INITIATIVES COLORADO 840405257 3 1 0 0 PORTERCARE ADVENTIST HEALTH SYSTEM 840438224 3 1 0 0 2 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 4903110 4903110 68128939 18795863 49333076 753243697 617572983 135670714 82067653 1693851 80373802 270280702 CSH OPERATING INVESTMENT POOL 69016423 F CSH OP MONEY MARKET 4280797 F 73297220 DUE FROM RELATED 94168229 EMPLOYEE ASSISTANCE LOANS 1200 CREDIT BALANCES-PATIENT A/R 3632471 GREAT COLORADO PAYBACK LIABILITY 2675181 UNCLAIMED PROPERTY-OTHER STATES 29528 LEASE LIABILITIES 1468889 UE CLAIMS LIABILITY 114000 MISC LIABILITIES 123 102089621 1 SEEDS OF HOPE OF NORTHERN CO 1300 S STEELE ST DENVER CO 80210 821844617 501C3 50000 0 GENERAL SUPPORT CATHOLIC MEDICAL ASSOCIATION 550 PINEWOOD RD STE 205 FORT WASHINGTON PA 19034 201631325 501C3 25000 0 GENERAL SUPPORT COLORADO HEALTH INSTITUTE 1999 BROADWAY STE 600 DENVER CO 80202 743082235 501C3 22824 0 GENERAL SUPPORT RMAH FOUNDATION 6901 S HAVANA ST CENTENNIAL CO 80112 840745018 501C3 19400 0 GENERAL SUPPORT MILE HIGH ACADEMY 2388 S GENOA WAY AURORA CO 80013 840525223 501C3 16000 0 GENERAL SUPPORT CRAIG HOSPITAL 3425 S CLARKSON ST ENGLEWOOD CO 80113 840404233 501C3 15000 0 GENERAL SUPPORT CHI COLORADO FOUNDATION 9100 E MINERAL CIRCLE CENTENNIAL CO 80112 523663965 501C3 13000 0 GENERAL SUPPORT CPEP - COLORADO PERSONALIZED EDUCATION PROGRAM FOR PHYSICIANS 720 S COLORADO BLVD STE 1100N DENVER CO 80246 742565416 501C3 10000 0 GENERAL SUPPORT ACCELERATE COLORADO 12510 E ILIFF AVENUE SUITE 115 AURORA CO 80014 840776480 OTHER 10000 0 GENERAL SUPPORT MIDDLE PARK MEDICAL FOUNDATION PO BOX 252 KREMMLING CO 80459 841594815 501C3 9000 0 GENERAL SUPPORT SAN LUIS VALLEY LOCAL FOODS COALITION 5401 TERRY ST MOSCA CO 81146 453837878 501C3 7500 0 GENERAL SUPPORT EPILEPSY FOUNDATION OF COLO 6025 S QUEBEC ST ENGLEWOOD CO 80111 840607069 501C3 6500 0 GENERAL SUPPORT 11 1 PART I, LINE 2: GRANTS ARE GENERALLY MADE ONLY TO THE SUPPORTED HOSPITAL ORGANIZATIONS AND/OR THEIR SUPPORTING FOUNDATION ORGANIZATIONS THAT ARE EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C)(3), OR TO OTHER LOCAL CHARITABLE COMMUNITY ORGANIZATIONS. ACCORDINGLY, THE FILING ORGANIZATION HAS NOT ESTABLISHED SPECIFIC PROCEDURES FOR MONITORING THE USE OF GRANT FUNDS IN THE UNITED STATES AS THE FILING ORGANIZATION DOES NOT HAVE A GRANT MAKING PROGRAM THAT WOULD NECESSITATE SUCH PROCEDURES. X X X 1 1 X X X X X 0 1 0 0 0 0 0 0 0 PETER BANKO PRESIDENT & CEO 1824268 0 1743952 0 165957 0 741441 0 86652 0 4562270 0 0 0 THOMAS GESSEL GROUP PRES, GREATER CO & KS 868781 0 854573 0 114815 0 241085 0 66811 0 2146065 0 0 0 BRIAN ERLING MD CEO, PENROSE-ST. FRANCIS 611867 0 442328 0 857923 0 98745 0 61943 0 2072806 0 0 0 EDWARD SIM EXEC VP/COO (PARTIAL YEAR) 862082 0 787017 0 96523 0 259953 0 58613 0 2064188 0 0 0 DAN ENDERSON GROUP PRES, DENVER METRO 840719 0 802627 0 16021 0 236376 0 47482 0 1943225 0 0 0 GARY LICHTENBERGER MD SVP & CHIEF TRANSFORMATION OFFICER 792453 0 747602 0 10960 0 224391 0 61515 0 1836921 0 0 0 SHAUNA GULLEY MD GROUP PRESIDENT PHYSICIAN ENTERPRISE 762349 0 730924 0 9263 0 204671 0 55357 0 1762564 0 0 0 DEAN SANPEI EVP STRATEGY & BUSINESS DEVELOPMENT 677135 0 671216 0 10490 0 185531 0 56746 0 1601118 0 0 0 ANDREW GAASCH TREAS/CFO/EVP 732691 0 520620 0 10119 0 182073 0 56306 0 1501809 0 0 0 KRIS ORDELHEIDE SECRETARY/SVP LEGAL SVCS 591648 0 428430 0 168499 0 155448 0 38150 0 1382175 0 0 0 CARRIE DAMON SVP INFORMATION SERVICES 529181 0 498584 0 10677 0 145153 0 58764 0 1242359 0 0 0 DENNIS KRAUS MD MED DIR ONCOLOGY 1027489 0 90737 0 7378 0 10675 0 40410 0 1176689 0 0 0 BRENDA SIMPSON CNO/SVP 478173 0 272233 0 104122 0 93033 0 34748 0 982309 0 0 0 PART I, LINE 1A TRAVEL FOR COMPANIONS: CENTURA HEALTH CORPORATION (CHC) PROVIDES REIMBURSEMENT FOR SPOUSAL TRAVEL WHEN CERTAIN OF ITS EXECUTIVES ATTEND CONFERENCES SPONSORED BY ADVENTIST HEALTH SYSTEM SUNBELT HEALTHCARE CORPORATION (AHSSHC). AHSSHC IS THE TAX-EXEMPT TOP-TIER PARENT OF PORTERCARE ADVENTIST HEALTH SYSTESM (PAHS). PAHS IS ONE OF THE TWO MEMBERS OF THE FILING ORGANIZATION. ALL SPOUSAL TRAVEL COSTS REIMBURSED TO THE EXECUTIVE ARE CONSIDERED TAXABLE COMPENSATION TO THE EXECUTIVE. TAX INDEMNIFICATION AND GROSS-UP PAYMENTS: CHC HAS A SYSTEM-WIDE POLICY ADDRESSING GROSS-UP PAYMENTS PROVIDED IN CONNECTION WITH EMPLOYER-PROVIDED BENEFITS/OTHER TAXABLE ITEMS. UNDER THE POLICY, CERTAIN TAXABLE BUSINESS-RELATED REIMBURSEMENTS (I.E. TAXABLE BUSINESS-RELATED MOVING EXPENSES) PROVIDED TO ANY EMPLOYEE MAY BE GROSSED-UP UPON APPROVAL BY THE FILING ORGANIZATION'S CEO AND CFO. DISCRETIONARY SPENDING ACCOUNT: A CASH DISCRETIONARY SPENDING ACCOUNT WAS PROVIDED IN THE CURRENT YEAR TO ELIGIBLE EXECUTIVES IN THE FORM OF A CAR ALLOWANCE OF $750 PER MONTH TO HELP OFFSET BUSINESS TRAVEL EXPENSE. OTHER DISCRETIONARY SPENDING ACCOUNTS MAY BE PROVIDED IN CONNECTION WITH ATTENDANCE AT CONFERENCES BUT TYPICALLY DO NOT EXCEED $300 PER PARTICIPANT. TAXABLE TRAVEL AND OTHER SPENDING ACCOUNTS ARE CONSIDERED TAXABLE COMPENSATION TO THE EXECUTIVE. PART I, LINE 4B SENIOR EXECUTIVES ON THE FILING ORGANIZATION'S MANAGEMENT TEAM THAT HOLD THE POSITION OF SENIOR VICE-PRESIDENT OR HOSPITAL CEO ARE ELIGIBLE TO PARTICIPATE IN THE CHC EXECU-FLEX BENEFIT PLAN (THE PLAN). IN RECOGNITION OF THE CONTRIBUTION THAT EACH EXECUTIVE MAKES TO THE SUCCESS OF CHC, CHC PROVIDES FOR PARTICIPATION IN THE PLAN TO THE ELIGIBLE EXECUTIVES. THE PURPOSE OF THE PLAN IS TO OFFER AN OPPORTUNITY TO ELECT FROM AMONG A VARIETY OF SUPPLEMENTAL BENEFITS TO INDIVIDUALLY TAILOR A BENEFITS PROGRAM APPROPRIATE TO EACH EXECUTIVE'S NEEDS. THE EXECUTIVE IS PROVIDED WITH A FLEX ALLOWANCE EQUIVALENT TO 10% OF BASE SALARY TO PURCHASE SELECTED BENEFITS AND TO CONTRIBUTE INTO A DEFERRED NON-QUALIFIED SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN. THE PLAN PROVIDES FOR A FIVE-YEAR CLIFF-VESTING SCHEDULE WITH RESPECT TO AMOUNTS ACCUMULATED IN THE EXECUTIVE'S DEFERRED COMPENSATION ACCOUNT. CHC CONTRIBUTES INTO THESE DEFERRED COMPENSATION ACCOUNTS SEMI-ANNUALLY AND AMOUNTS ARE SUBJECT TO A SUBSTANTIAL RISK OF FORFEITURE WITH ACTIVE PARTICIPATION REQUIRED AT TIME OF VESTING. IN ADDITION, CHC PROVIDES A PENSION RESTORATION BENEFIT (PRB) TO RESTORE QUALIFIED PLAN CONTRIBUTIONS LOST ON INCOME IN EXCESS OF THE CURRENT FEDERAL MAXIMUM ALLOWABLE COMPENSATION TO A QUALIFIED PLAN. THE PRB PROVIDES CONTRIBUTIONS BY RESTORING THE AMOUNT THAT WOULD HAVE BEEN CONTRIBUTED TO THE EXECUTIVE'S RETIREMENT SAVINGS PLAN FOR COMPENSATION IN EXCESS OF THE LEGISLATIVE LIMITS. BENEFIT AMOUNTS ARE ADDED TO THE PARTICIPANT'S FLEX ALLOWANCE EACH YEAR BASED ON THEIR TOTAL COMPENSATION FROM THE PRIOR YEAR. DURING THE CALENDAR YEAR 2022, THE FOLLOWING INDIVIDUALS PARTICIPATED IN AND RECEIVED THE FOLLOWING AMOUNTS FROM THE SUPPLEMENTAL NON-QUALIFIED DEFERRED COMPENSATION PLANS. THESE DISTRIBUTIONS ARE INCLUDED IN THE INDIVIDUALS' W-2 INCOME AND REPORTABLE COMPENSATION ON PART VII AND ON SCHEDULE J, PART II, COLUMN (III) OTHER REPORTABLE COMPENSATION : BRIAN ERLING, $850,829, PETER BANKO, $152,149, THOMAS GESSEL, $105,428, EDWARD SIM,$85,980, BRENDA SIMPSON, $82,358, KRIS ORDELHEIDE, $144,553. CHALI ENDERSON FAMILY MEMBER OF KEY EMPLOYEE 12526 EMPLOYEE COMPENSATION 0 FORM 990, PART III, LINE 4A THROUGH A JOINT OPERATING AGREEMENT BETWEEN COMMONSPIRIT HEALTH F/K/A CATHOLIC HEALTH INITIATIVES AND ADVENTIST HEALTH SYSTEM SUNBELT HEALTHCARE CORP (ADVENTIST HEALTH SYSTEM N/K/A ADVENTHEALTH), CENTURA HEALTH CORPORATION (CHC) PROVIDES MANAGEMENT SERVICES TO 17 ACUTE HOSPITAL CAMPUSES, ALONG WITH NUMEROUS PHYSICIAN PRACTICES AND CLINICS. CHC ALSO PROVIDES MANAGEMENT SERVICES TO HOME CARE, RESIDENTIAL, ASSISTED LIVING, LONG-TERM AND HOSPICE SERVICES. CHC WAS CREATED TO ESTABLISH AN INTEGRATED HEALTH DELIVERY SYSTEM ACROSS COLORADO AND WESTERN KANSAS AND THROUGH GROWTH OF OUR SPONSOR COMMONSPIRIT INTO UTAH AS OF MAY 1ST, 2023. THE FACILITIES OPERATED BY CHC ARE PRIMARILY SPONSORED BY ADVENTHEALTH AND COMMONSPIRIT HEALTH, 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 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. SOME EXAMPLES OF THE SERVICES WE PROVIDE INCLUDE THE FOLLOWING: 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 TWO HEALTH SETS (SERVICE, EMPOWERMENT, TRANSFORMATION) IN COLORADO SPRINGS AND DENVER WORKING TO INCREASE ACCESS TO SERVICES FOR THE UNINSURED AND UNDERINSURED; AND 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, SECTION A, LINE 6 THE FILING ORGANIZATION HAS TWO MEMBERS. THE MEMBERS OF THE FILING ORGANIZATION ARE PORTERCARE ADVENTIST HEALTH SYSTEM (PAHS), A FLORIDA CORPORATION AND CATHOLIC HEALTH INITIATIVES COLORADO (CHIC), A COLORADO CORPORATION. BOTH PAHS AND CHIC ARE NOT-FOR-PROFIT CORPORATIONS THAT ARE EXEMPT FROM FEDERAL INCOME TAX UNDER INTERNAL REVENUE CODE (IRC) SECTION 50L(C)(3). THERE ARE NO OTHER CLASSES OF MEMBERSHIP IN THE FILING ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A THE BOARD OF TRUSTEES (THE BOARD) OF THE FILING ORGANIZATION ARE APPOINTED BY ITS MEMBERS, PORTERCARE ADVENTIST HEALTH SYSTEM (PAHS) AND CATHOLIC HEALTH INITIATIVES COLORADO (CHIC). PAHS IS ENTITLED TO APPOINT UP TO SEVEN TRUSTEES TO THE BOARD AND CHIC IS ENTITLED TO APPOINT UP TO SEVEN TRUSTEES TO THE BOARD. THE NUMBER OF TRUSTEES APPOINTED BY PAHS MUST EQUAL THE NUMBER OF TRUSTEES APPOINTED BY CHIC AT ALL TIMES. FORM 990, PART VI, SECTION A, LINE 7B PORTERCARE ADVENTIST HEALTH SYSTEM (PAHS) AND CATHOLIC HEALTH INITIATIVES COLORADO (CHIC), AS THE SOLE MEMBERS OF CENTURA HEALTH CORPORATION (THE CORPORATION), HAVE CERTAIN RESERVED POWERS AS SET FORTH IN THE BYLAWS OF THE FILING ORGANIZATION. THESE RESERVED POWERS INCLUDE THE FOLLOWING : (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 FIVE MILLION DOLLARS ($5,000,000) IN ANY FISCAL YEAR. FORM 990, PART VI, SECTION B, LINE 11B THE FILING ORGANIZATION'S CURRENT YEAR FORM 990 WAS REVIEWED BY THE CFO AND EMAILED TO THE BOARD PRIOR TO ITS FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C THE CONFLICT OF INTEREST POLICY OF THE FILING ORGANIZATION APPLIES TO MEMBERS OF ITS BOARD OF TRUSTEES (THE BOARD) AND ITS PRINCIPAL OFFICERS AND KEY EMPLOYEES (TO BE KNOWN AS INTERESTED PERSONS). CONSISTENT WITH THE FILING ORGANIZATION'S INTEGRITY STANDARDS, IT IS POLICY THAT EACH BOARD OF TRUSTEE MEMBER, OR ANY CORPORATE OFFICER OR KEY EMPLOYEE OF THE FILING ORGANIZATION ACT AT ALL TIMES IN A MANNER THAT IS CONSISTENT WITH THE FILING ORGANIZATION'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 THE FILING ORGANIZATION OR WHICH MIGHT INFLUENCE THEIR JUDGMENT OR ACTIONS IN PERFORMING THEIR DUTIES. IN CONNECTION WITH AN ACTUAL OR POSSIBLE TRANSACTION OR ARRANGEMENT INVOLVING THE FILING ORGANIZATION, 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. BOARD MEMBERS, CORPORATE OFFICERS, AND KEY EMPLOYEES ARE ALSO REQUIRED TO DISCLOSE ANY POSSIBLE CONFLICTS ON AN ANNUAL BASIS THROUGH A CONFLICT OF INTEREST QUESTIONNAIRE. PROCEDURE FOR DISCLOSING AND REVIEWING TRANSACTION OR ARRANGEMENT POTENTIAL CONFLICTS OF INTEREST: 1)BOARD MEMBERS, CORPORATE OFFICERS, AND KEY EMPLOYEES THAT HAVE A FINANCIAL INTEREST IN ANY ACTUAL OR POSSIBLE TRANSACTION INVOLVING THE FILING ORGANIZATION ARE REQUIRED TO DISCLOSE THE FINANCIAL INTEREST. 2) IN ORDER TO DETERMINE IF A CONFLICT OF INTEREST EXISTS, THE INDIVIDUAL WHO IS CONSIDERED TO HAVE A FINANCIAL INTEREST MAY MAKE A PRESENTATION TO THE BOARD OR BOARD COMMITTEE. AFTER SUCH PRESENTATION, THE INDIVIDUAL SHALL LEAVE THE MEETING FOR DISCUSSION AND A VOTE ON THE ISSUE. 3) AFTER EXERCISING DUE DILIGENCE, THE BOARD OR BOARD COMMITTEE SHALL DETERMINE WHETHER THE FILING ORGANIZATION 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 THE FILING ORGANIZATION'S BEST INTEREST AND IS FAIR. PROCEDURE FOR DISCLOSING AND REVIEWING OTHER CONFLICTS OF INTEREST: 1) BOARD MEMBERS, CORPORATE OFFICERS, AND KEY EMPLOYEES SHALL ALSO DISCLOSE IN ADVANCE TO THE FILING ORGANIZATION'S LEADERS ANY NON-TRANSACTIONAL ACTIONS OR RELATIONSHIPS THAT HAVE THE POTENTIAL TO CREATE A CONFLICT OF INTEREST. 2) THE BOARD OR BOARD COMMITTEE SHALL CAREFULLY REVIEW AND SCRUTINIZE ANY POTENTIAL 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 THE FILING ORGANIZATION. 3) 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. 4) 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. RECORD OF PROCEEDINGS: THE MINUTES OF THE BOARD AND BOARD COMMITTEE SHALL CONTAIN THE NAMES OF PERSONS WHO DISCLOSED OR OTHERWISE WERE FOUND TO HAVE A FINANCIAL INTEREST AND THE NATURE OF THE FINANCIAL INTEREST; AND 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. VIOLATIONS OF THE CONFLICTS OF INTEREST POLICY: 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. 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, SECTION B, LINE 15 EXTERNAL CONSULTANTS ARE ENGAGED TO PROVIDE MARKET-BASED COMPENSATION STUDIES TO MAKE RECOMMENDATIONS TO THE FILING ORGANIZATION'S COMPENSATION COMMITTEE REGARDING THE COMPENSATION OF THE FILING ORGANIZATION'S CEO AND CFO. THE COMPENSATION COMMITTEE IS APPOINTED BY THE BOARD OF TRUSTEES. THE BOARD OF TRUSTEES MAY REMOVE AT ANY TIME, WITH OR WITHOUT CAUSE, ANY MEMBER OF THE COMPENSATION COMMITTEE; PROVIDED THE FILING ORGANIZATION'S MEMBERS, PORTERCARE ADVENTIST HEALTH SYSTEM (PAHS) AND CATHOLIC HEALTH INITIATIVES (CHIC), SHALL HAVE EXCLUSIVE AUTHORITY TO APPOINT OR REMOVE, WITH OR WITHOUT CAUSE, ANY MEMBER IT OR THEY APPOINT TO THE COMPENSATION COMMITTEE. THE CONSULTANT'S RECOMMENDATIONS ARE PRESENTED TO AND DELIBERATED BY THE COMPENSATION COMMITTEE. THE COMPENSATION COMMITTEE RELIES UPON ALL AVAILABLE COMPARABLE COMPENSATION DATA IN FINALIZING ITS DECISION CONCERNING COMPENSATION FOR ITS SENIOR EXECUTIVE POSITIONS. THE COMPENSATION COMMITTEE DELIBERATIONS AND DECISIONS ARE DOCUMENTED APPROPRIATELY. THE FILING ORGANIZATION'S HUMAN RESOURCES DEPARTMENT PERFORMS AN ANNUAL ANALYSIS OF THE MARKET TO DETERMINE COMPENSATION RANGES FOR THE REMAINDER OF THE FILING ORGANIZATION'S EXECUTIVES WHICH ARE REVIEWED AND APPROVED BY THE FILING ORGANIZATION'S SENIOR LEADERSHIP. FORM 990, PART VI, SECTION C, LINE 19 THE FILING ORGANIZATION'S ORGANIZING AND GOVERNING DOCUMENTS ARE AVAILABLE ON THE COLORADO SECRETARY OF STATE WEBSITE. THE FILING ORGANIZATION DOES NOT GENERALLY MAKE ITS CONFLICT OF INTEREST POLICY OR FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC. FORM 990, PART VI, LINE 16B, JOINT VENTURE POLICY CENTURA HEALTH CORPORATION HAS NOT FORMALLY ADOPTED A WRITTEN POLICY OR WRITTEN PROCEDURE REGARDING JOINT VENTURES. PRACTICES ARE IN PLACE THAT REQUIRE THE FILING ORGANIZATION TO PERFORM AN ANALYSIS AND EVALUATION OF ITS PARTICIPATION IN EVERY JOINT VENTURE IN WHICH THE FILING ORGANIZATION WILL HAVE AN OWNERSHIP INTEREST. THE INTERNAL REVIEW AND ANALYSIS ENSURES THAT THE FILING ORGANIZATION WILL NOT BECOME A PARTICIPANT IN ANY JOINT VENTURES THAT COULD POTENTIALLY THREATEN THE TAX-EXEMPT STATUS OF THE FILING ORGANIZATION. FORM 990, PART IX, LINE 11G OTHER FEES: PROGRAM SERVICE EXPENSES 3,255,071. MANAGEMENT AND GENERAL EXPENSES 443,873. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 3,698,944. CONSULTING: PROGRAM SERVICE EXPENSES 6,744,746. MANAGEMENT AND GENERAL EXPENSES 919,738. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 7,664,484. CONTRACT SERVICES: PROGRAM SERVICE EXPENSES 43,329,750. MANAGEMENT AND GENERAL EXPENSES 5,908,602. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 49,238,352. CONTRACT LABOR: PROGRAM SERVICE EXPENSES 1,728,009. MANAGEMENT AND GENERAL EXPENSES 235,638. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 1,963,647. PURCHASED SERVICES: PROGRAM SERVICE EXPENSES 437,232. MANAGEMENT AND GENERAL EXPENSES 59,622. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 496,854. FORM 990, PART XI, LINE 9: SPONSOR DISTRIBUTIONS -100,000,000. INTERCOMPANY -233,340. CENTURA STAFFING LLC FKA LIVE YOUR MISSION STAFFING LLC 9100 E MINERAL CIRCLE CENTENNIAL CO 80112 851285175 EMPLOYEE LEASING CO 0 0 CENTURA HEALTH ORPORATION CATHOLIC HEALTH INITIATIVES COLORADO 9100 EAST MINERAL CIRCLE CENTENNIAL CO 80112 840405257 OPERATION OF HOSPITAL & RELATED SERVICES CO 501(C)(3) LINE 3 COMMONSPIRIT HEALTH 0 PORTERCARE ADVENTIST HEALTH SYSTEM 9100 EAST MINERAL CIRCLE CENTENNIAL CO 80112 840438224 OPERATION OF HOSPITAL & RELATED SERVICES CO 501(C)(3) LINE 3 ADVENTIST HLTH SYSTEM SUNBELT HLTHCARE CORP 0 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 1 1 1 1