2023-11-13T11:24:42-06:00 2022-12-31 861065772 Deloitte Tax LLP 1001 Woodward Avenue Suite 700 Detroit MI 48226 990 2022-01-01 382242827 HEALTH ALLIANCE PLAN OF MICHIGAN HEAL 2487763530 1414 E Maple Road Troy MI 48083 Merrill Hausenfluck CFO 2487763530 2023-11-13 0 Merrill Hausenfluck 999009999 0 Alicia Janisch P00741382 3133963000 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z X Merrill Hausenfluck 1414 E Maple Road Troy MI 48083 1628795285 0 X www.hap.org X 1979 MI Provide access to quality health care coverage. 14 11 1185 98 -3280 0 0 0 1510354122 1539465822 1539605 3590078 950952 23022053 1512844679 1566077953 339545 182350 1493292163 1363172793 54974685 48458328 0 0 0 96974960 98092845 1645581353 1509906316 -132736674 56171637 635656895 614290528 378758845 305549901 256898050 308740627 X To improve the health status of the residents in all of the communities we serve. We accomplish this through innovative programs to provide health care coverage with an emphasis on preventative care as well as outreach programs to the communities aimed at enhancing and promoting healthier communities. 0 0 1489046605 182350 1540434349 Corporate OverviewHAP is a subsidiary of Henry Ford Health one of the nation's leading health care systems. HAP provides coverage to individuals, companies and organizations. We partner with doctors, employers and community groups to improve the overall health of every community we serve. Our mission is to enhance the health and well-being of the lives we touch.Company highlights: Founded in 1960 Based in Detroit, Michigan 430,632 members and 900 plus employeesHAP is a full-service health insurance company with distinct product portfolios: Employer group plans HMO, PPO, EPO, narrow network and consumer-driven health plans. Health Engagement program offers employees incentives to adopt a healthier lifestyle. Individual plans HAP plans HMO, PPO and health savings account are for individuals and families not covered through employer health insurance. Medicare HAP Medicare Solutions offer HMO and PPO health plans, prescription drug plans and Medicare Supplement plans for individuals and employer-sponsored employees and retirees. Medicaid HAP Empowered Health Plan is an HMO based in southeast Michigan with about 42,391 enrollees. Self-funded ASO and ASR health benefits offer competitive options for employers and health and welfare funds seeking to self-fund their health benefit costs. Network leasing HAP Preferred, Inc. is a PPO network that can be administered by third-party administrators and health and welfare funds.Participating Physicians and Ancillary Providers: HAP's robust provider networks include the leading Michigan doctors, hospitals, and health systems: HAP contracts with more than 50,000 provider partners and 88 plus Michigan hospitals to serve its members. Statewide and national provider network solutions are available for other product lines through strategic partnerships for companies with multiple locations. HAP expends a considerable amount of resources communicating with members and providing supportive health programs and resources to help them achieve sustainable healthy habits and manage chronic conditions. Examples of health and wellness programs and resources include: Preventive and wellness services: HAP covers preventive services, including cancer screenings, physicals, flu shots and more. Worksite Wellness programs: free or low-cost preventive services and health education for the workplace. iStrive for Better Health: online health assessment and digital coaching. Easy-to-understand educational tools: We help members manage their plan benefits and overall health.Community Outreach Overview & InitiativesEstablishing and managing relationships with non-profit organizations that support community health and well-being is an integral part of the mission and vision of HAP's community outreach department. 2022 Activities and Accomplishments in Community OutreachKey Initiatives: Establish and manage relationships with human service agencies and non-profit organizations that support community health and well-being. Support programs at Senior Centers, Area Agencies on Aging and Veterans Affairs organizations to keep the HAP brand top of mind among Medicare Advantage prospects. Develop and present member engagement activities to aid in retention for all lines of business. Partner with Henry Ford Health, other contracted providers and enrolled employer groups to present community events and member engagement activities. Coordinate Medicaid and MMP Consumer Advisory Councils to gather member feedback and meet contractual obligations. Collaborate with HAP HCM and Quality teams to produce and execute "Clinic Days" to close gaps in care for Medicaid members. Identify, promote, and coordinate HAP employee volunteer opportunities. 1000 staff community volunteer hours were logged in 2022 Manage high-profile corporate initiatives such as the AHA Heart Walk, the HAP Crim Festival of Races and "Game on Cancer". Administered and managed 260 grants, charitable donations and corporate sponsorships with non-profit organizations and community partners, directly touching over 650,000 lives. Engaged with Henry Ford Health, FQHC partners and municipal health departments at community vaccination events at One Ford Place, churches, community centers in underserved communities. Produced and delivered 31 Medicare member engagement events, attended by 850 members. These events both virtual and in-person have also proven to be a rich source of member feedback and testimonials. Total Lives Touched: 650,000Signature Programs and Partners:MoGo Bikes: With 620 bikes at 75 stations, MoGo gives Metro-Detroiters the freedom and flexibility to move around at prices that everyone can afford. MoGo is made possible through a significant partnership with Henry Ford Health and Health Alliance Plan (HAP).Crim Fitness Foundation: HAP Partners with this Flint-based agency on a variety of health, well-being and community education endeavors. Most notably as presenting sponsor of the HAP Crim Festival of Races and CrimFit Training Program. Game On, Cancer: Game On Cancer, a unique collaboration between Henry Ford Health, HAP, the Detroit Lions and the Detroit Pistons, is a peer-to-peer team-based fundraiser designed to alleviate barriers cancer patients face on their road to recovery and advance leading-edge research. Ruth Ellis Center: HAP provides support annually for the Ruth Ellis Center (REC), based in Highland Park. REC provides trauma-informed services for lesbian, gay, bi-attractional, transgender and questioning (LGBTQ+) youth, and young adults, with an emphasis on young people of color, experiencing homelessness, involved in the child welfare system, and/or experiencing barriers to health and wellbeing.Detroit Public Schools: In March 2022 HAP donated $75,000 to the Detroit Public School Community District (DPSCD) Foundation to purchase all-weather coats and personal care items for students. More than 1,900 coats were purchased and more than 35 schools in the district received coat donations. Habitat for Humanity: Habitat for Humanity believes that everyone everywhere should have a healthy, affordable place to call home which aligns well with HAP's mission to create healthier communities. In September in Flint, HAP partnered with Habitat for Humanity to build houses. Throughout 2022, HAP joined with Henry Ford Health and Habitat for Humanity to support the Return Home Safe program which identifies at-risk seniors returning from the hospital who require minor home repairs. OneSight: HAP partnered with OneSight Essilor Luxottica Foundation and Eye Med for a two-day vision clinic providing community residents free eye exams and eyeglasses.Meals on Wheels West Michigan & Food Bank of Eastern Michigan: In September, with the launch of our West Michigan expansion, more than 30 HAP employees volunteered at two Grand Rapids locations to wrap food deliveries and help with a variety of food prep. Our $10,000 donation to Meals on Wheels in Grand Rapids helped them fund the endeavor. 1489046605 0 0 0 0 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 1 8939 0 1 1185 1 1 1 0 0 0 0 0 0 0 X 14 11 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 X Merrill Hausenfluck 2487763530 2850 West Grand Boulevard Detroit MI 48202 Michael A Genord MD Director/President 58.00 7.00 X X 0 1650588 36780 Robert G Riney Director (Start 7/2022) 1.00 64.00 X 0 2993892 58060 Joni MT Davis JD Director 1.00 0.00 X 0 0 0 Wright L Lassiter III Director (Thru 7/2022) 1.00 64.00 X 0 4029820 1993507 Adnan R Munkarah MD Director 1.00 64.00 X 0 2740661 65219 Jeffrey A Chaffkin Director 1.00 0.00 X 0 0 0 Meerah Rajavel Director 1.00 0.00 X 0 0 0 Mamatha Chamarthi Director 1.00 0.00 X 0 0 0 Caleb DesRosiers JD Director 1.00 0.00 X 0 0 0 Denise G Essenberg Director 1.00 0.00 X 0 0 0 Gregory Jackson Director 1.00 0.00 X 0 0 0 Felix M Valbuena MD Director 1.00 0.00 X 0 0 0 Jacalyn S Goforth Director- Chair 2.00 3.00 X 0 25000 0 Raymond C Lope Director 1.00 0.00 X 0 0 0 John K Gorman Director 1.00 0.00 X 0 0 0 Michelle Johnson Tidjani Esq Secretary 2.00 63.00 X 0 1660930 60398 Archana Rajendra JD Assistant Secretary (Start 5/2022) 55.00 5.00 X 329154 0 14257 William R Barnes Assistant Secretary (Thru 1/2022) 55.00 5.00 X 56259 0 985 Robin S Damschroder Treasurer/CFO 2.00 63.00 X 0 2718752 61455 Majorie A Staten JD Assistant Secretary 2.00 58.00 X 0 212050 14110 Gordon W Salm Interim CFO (Thru 8/2022) 55.00 5.00 X 358080 0 7912 Merrill Hausenfluck CFO (Start 8/2022) 55.00 5.00 X 302679 0 19630 Christine Harder Sr VP - Network Mgmt (Start 1/2022) 55.00 5.00 X 332876 0 66293 K Michael Treash SVP & COO 55.00 5.00 X 802764 0 42158 Margaret Anderson Chief Sales & Marketi 55.00 5.00 X 575571 0 92398 Charles Bloom DO CMO 55.00 5.00 X 621636 0 102425 Peter Watson MD VP- Care Mgmt & Outcomes 60.00 0.00 X 448425 14347 52793 Steven Selinsky VP-Product Strategy Mrktng 60.00 0.00 X 395040 0 47661 Marc Vanderburg VP- Acct Retention & Sales 60.00 0.00 X 424951 0 32663 Charity Bennett VP- Transformation 60.00 0.00 X 354511 0 27282 Annette M Marcath VP & Chief Information Off 55.00 5.00 X 363353 0 52501 Laurie Doran Former Treasurer/CFO 0.00 0.00 X 381935 0 1205 J Douglas Clark Former Treasurer/Int. CFO 0.00 60.00 X 0 632716 62186 5747234 16678756 2911878 255 1 1 0 SALESFORCECOM INC PO Box 2103141 Dallas TX 753203141 Software support & consulting 5683376 Accenture International Limited PO Box 29889 Chicago IL 606731289 Software support & consulting 5150322 WEST MONROE PARTNERS LLC 311 Monroe St 14th Floor Chicago IL 60606 Consulting 4400216 Accenture LLP 800 N Old Woodward Ave Ste 100 Birmingham MI 48009 Advertising 3387060 BLOOM INSURANCE AGENCY LLC 1331 S Curry Pike Bloomington IN 47403 Mailing/Calling/Enrollment support 3285321 159 Health Care Premiums 524114 1536754544 1536754544 Hlth Ins Claims Assessmt 624110 2711278 2711278 1539465822 5533071 -3280 5536351 60774339 62717332 -1942993 -1942993 -1942993 Legal Settlement 900099 22050000 22050000 Delta Dental Commissions 900099 889772 889772 Hurley Medical Rent 900099 78755 78755 3526 3526 23022053 1566077953 1540434349 -3280 25646884 182350 182350 1363172793 1363172793 5412445 3057344 2355101 383140 383140 23557038 19583086 3973952 7079222 6474698 604524 4860898 4445806 415092 7165585 6553687 611898 1011092 1011092 49000 49000 302009 302009 13920365 13566520 353845 26427592 26425072 2520 3355567 3237896 117671 15486045 15438081 47964 5780429 5418197 362232 331604 264901 66703 82072 73254 8818 35801 35801 17080603 15742034 1338569 Admin Alloc Fees 6401843 6401843 ACA TAX 2985059 2985059 Eqp Rep / Maint 676387 624875 51512 Bank Fees 578509 578509 3588868 1751952 1836916 1509906316 1489046605 20859711 0 73020365 41198799 182672766 202115216 85745709 75041048 9976602 10731216 228742233 166113463 58309303 62628770 88610087 83861255 41731273 38705895 95590790 100008329 635656895 614290528 116342883 67632401 16981286 17517215 245434676 220400285 378758845 305549901 X 256898050 308740627 256898050 308740627 635656895 614290528 X 56171637 -7339703 3010643 X X 0 1 X 1 0 851336 851336 5331874 3622911 1708963 7652426 6093033 1559393 30897458 24902209 5995249 184009139 131495310 52513829 62628770 Alliance Health & Life Insurance Co. 35059320 HAP CareSource 29935779 ASR 13652038 Restricted Cash 1000000 Right Of Use Leases 20361192 100008329 Medical Claims 134662450 Operating & Finance Lease Payable 47096248 Pension 9491401 Capitation Payable 28535350 Retiree Benefits 614836 220400285 X Part X, Line 2: HAP is an entity described under Internal Revenue Code Section 501(c)(4) and as such is exempt from federal and state income taxes. Any income not substantially related to the organization's exempt purpose may be considered unrelated business income (UBI) under IRC Section 511 and, as such, subject to tax at normal corporate rates. HAP has concluded that there are no material uncertain tax positions as of December 31, 2022 and 2021. 0 American Heart Association Inc 7272 Greenville Ave Dallas TX 75231 135613797 501 (c)(3) 12500 0 Organizational/Community Support Grand Rapids Chamber Of Commerce 250 Monroe Ave NW Ste 150 Grand Rapids MI 49503 380592500 501 (c)(6) 10500 0 Organizational/Community Support Hannan Center 4750 Woodward Ave Detroit MI 48201 814810239 501 (c)(3) 10000 0 Organizational/Community Support Gilda's Club Metro Detroit 3517 Rochester Rd Royal Oak MI 48073 383150211 501 (c)(3) 5500 0 Organizational/Community Support Michigan Council For The Society of HR Mgt 310 W Front St Ste 408 Traverse City MI 49684 383102772 501 (c)(6) 7500 0 Organizational/Community Support Charter Township Of Flint 1490 S Dye Rd Flint MI 485324121 386005302 115 Government 6000 0 Organizational/Community Support Michigan Colleges Alliance 26555 Evergreen Rd 1210 Southfield MI 48076 381332962 501 (c)(3) 12000 0 Organizational/Community Support Detroit Urban League 208 Mack Ave Detroit MI 48201 381358387 501 (c)(3) 6850 0 Organizational/Community Support GO TELL IT MINISTRY WORLDWIDE 1745 East Grand Blvd Detroit MI 48211 382374547 501 (c)(3) 10000 0 Organizational/Community Support GREATER FLINT ARTS COUNCIL 816 Saginaw St Flint MI 48502 382156116 501 (c)(3) 6000 0 Organizational/Community Support MEALS ON WHEELS WESTERN MICHIGAN 2900 Wilson Ave Ste 500 Grandville MI 49418 382535537 501 (c)(3) 10000 0 Organizational/Community Support MICHIGAN HUMANE SOCIETY 30300 Telegraph Rd Ste 220 Bingham Farms MI 48025 381358206 501 (c)(3) 10000 0 Organizational/Community Support OLDER PERSONS' COMMISSION 650 Letica Dr Rochester MI 48307 383215151 501 (c)(3) 7500 0 Organizational/Community Support PONTIAC COMMUNITY FOUNDATION INC PO Box 431362 Pontiac MI 48343 825321502 501 (c)(3) 17500 0 Organizational/Community Support WINNING FUTURES 27500 Cosgove Warren MI 48092 202263860 501 (c)(3) 5500 0 Organizational/Community Support 13 2 Part I, Line 2: The community outreach department monitors grants paid to charitable and governmental entities. X X X X 1 1 1 1 0 0 0 1 0 0 0 Wright L Lassiter III Director (Thru 7/2022) 0 1210232 0 2172864 0 646724 0 1974100 0 19407 0 6023327 0 107645 Robert G Riney Director (Start 7/2022) 0 1617376 0 808535 0 567981 0 29223 0 28837 0 3051952 0 0 Adnan R Munkarah MD Director 0 977733 0 629552 0 1133376 0 27698 0 37521 0 2805880 0 713646 Robin S Damschroder Treasurer/CFO 0 1020039 0 693870 0 1004843 0 26173 0 35282 0 2780207 0 524009 Michelle Johnson Tidjani Esq Secretary 0 896512 0 479115 0 285303 0 26173 0 34225 0 1721328 0 0 Michael A Genord MD Director/President 0 853051 0 547533 0 250004 0 5750 0 31030 0 1687368 0 0 K Michael Treash SVP & COO 404281 0 192955 0 205528 0 16013 0 26145 0 844922 0 125144 0 Charles Bloom DO CMO 418579 0 192704 0 10353 0 68591 0 33834 0 724061 0 0 0 J Douglas Clark Former Treasurer/Int. CFO 0 366019 0 175960 0 90737 0 29222 0 32964 0 694902 0 0 Margaret Anderson Chief Sales & Marketi 367080 0 178869 0 29622 0 64340 0 28058 0 667969 0 0 0 Peter Watson MD VP- Care Mgmt & Outcomes 304384 0 103095 0 40946 14347 19063 659 33071 0 500559 15006 0 0 Marc Vanderburg VP- Acct Retention & Sales 202277 0 193469 0 29205 0 16306 0 16357 0 457614 0 0 0 Steven Selinsky VP-Product Strategy Mrktng 237828 0 137160 0 20052 0 16621 0 31040 0 442701 0 0 0 Annette M Marcath VP & Chief Information Off 265536 0 72211 0 25606 0 25843 0 26658 0 415854 0 0 0 Christine Harder Sr VP - Network Mgmt (Start 1/2022) 221284 0 62850 0 48742 0 40580 0 25713 0 399169 0 0 0 Laurie Doran Former Treasurer/CFO 0 0 117123 0 264812 0 1205 0 0 0 383140 0 0 0 Charity Bennett VP- Transformation 261674 0 71527 0 21310 0 14668 0 12614 0 381793 0 0 0 Gordon W Salm Interim CFO (Thru 8/2022) 310580 0 0 0 47500 0 7912 0 0 0 365992 0 0 0 Archana Rajendra JD Assistant Secretary (Start 5/2022) 232252 0 65000 0 31902 0 10063 0 4194 0 343411 0 0 0 Merrill Hausenfluck CFO (Start 8/2022) 178448 0 100000 0 24231 0 6185 0 13445 0 322309 0 0 0 Majorie A Staten JD Assistant Secretary 0 175106 0 35360 0 1584 0 3119 0 10991 0 226160 0 0 Part I, Line 1a It is the Organization's policy to pay or reimburse employees for bonafide business travel based on the most cost effective means available. Generally, when air travel is involved this equates to coach class air fare. Under certain circumstances, such as when coach class is not available or the trip is of an extensive duration, senior leadership has approved business class, first class or charter travel. In such circumstances, the travel is considered to be for a bonafide business purpose; accordingly, no taxable income is reported. Certain members of the organization's senior leadership receive membership to social clubs intended to further the business needs of the organization. Usage is reimbursed on a case-by-case basis based upon documentation of business purpose. In connection with the recruitment and employment of leaders and physicians, the Organization agrees at times to provide temporary housing and relocation services. Internal Revenue Service guidelines are adhered to regarding the reporting and taxation of all such items. The value of such services is also included in the evaluation of reasonable compensation. Certain members of the Organization's senior leadership team participate in a supplemental retirement program that results in reportable taxable income as the benefits accrue, rather than as they are paid. The Organization also offers certain members of leadership the option of participating in an IRC Sec 457 benefit program which also results in reportable taxable income as benefits accrue, rather than as they are paid. It is an element of the plan design to absorb the advance tax impact of these plans for the participants. In such cases the related amounts are reported as taxable income to the individual and included in the determination of reasonable compensation. See q. 4b for the required listing of the participating individuals. Part I, Line 3 The Chief Executive Officer for Health Alliance Plan is an employee of Henry Ford Health System dba Henry Ford Health, HAP's parent company. Henry Ford Health has a Compensation Committee of the Board of Trustees consisting of all independent trustees. The committee meets throughout the year and is charged with the approval of the organization's overall compensation and benefit programs as well as the specific review and approval of the compensation of certain employees including the Chief Executive Officer of HAP. The committee directly engages an independent compensation advisor to assist with this process. The process includes evaluation of the individual's performance, utilization of compensation studies of similarly situated positions as well as comparisons to compensation as reported by other health care organizations. The reasonableness of compensation is evaluated based upon these and other factors. Part I, Lines 4a-b Part I - 4b: Certain members of the organization's senior leadership team participate in a supplemental retirement program (SERP 457(f) Plan) that results in reportable taxable income as the benefits accrue, rather than as they are paid. It is an element of the plan design to absorb the advance tax impact of these plans for the participants. In such cases the related amounts are reported as taxable income to the individual and included in the determination of reasonable compensation. The employees that received this taxable benefit are also officers and or key employees of the company. Part I, LINES 4A: Severance Payments Laurie Doran $264,812 4b: HAP SERP 457(f) PLAN Participant Accrual Distribution Non-Vested Reportable W-2 K. Michael Treash 178,539 - - 178,539 Margaret Anderson - - 48,328 - Charles Bloom - - 63,253 - Christine Harder - - 22,087 - 4b: HFH SERP 457(f) PLAN Participant Accrual Taxable Non-Taxable Non-Vested Reportable - Distribution Distribution W-2 Wright L. Lassiter III 523,447 107,645 1,947,928 - 631,092 Michelle Johnson Tidjani 211,041 - - - 211,041 Adnan R. Munkarah, M.D. 991,756 - - - 991,756 Michael Genord, M.D. 224,188 - - - 224,188 J Douglas Clark 45,783 - - - 45,783 Robin Damschroder 827,133 - - - 827,133 Robert Riney 463,649 - - - 463,649 4b: HFH Nonqualified 457(b) PLAN Employee Employer Medicare Reportable 2022 Contr. 2022 Contr. Tax gross-Up W-2 Amounts Wright L. Lassiter III 12,616 - - 12,616 J. Douglas Clark 20,500 - - 20,500 Adnan R. Munkarah, M.D. 20,500 - - 20,500 Michael Genord, M.D. 20,500 - - 20,500 Michelle Johnson Tidjani 20,500 - - 20,500 Robert Riney 20,500 - - 20,500 Robin Damschroder 20,500 - - 20,500 4b: HAP Nonqualified 457(b) PLAN Employee Employer Medicare Reportable 2022 Contr. 2022 Contr. Tax gross-Up W-2 Amounts Gordon Salm 20,500 - - 20,500 Christine Harder 20,500 - - 20,500 Form 990, Part VI, Section A, line 6 HAP is a nonprofit member corporation. The responsibility for the overall governance of the corporation is shared between the Member and the Board of Directors. HAP's sole member is Henry Ford Health System dba Henry Ford Health ("HF Health"), a 501(c)(3) corporation. The President and CEO of HF HEALTH serves on the HAP Board of Directors. The President and CEO of HAP, who is also an employee of HF HEALTH, serves on the HAP Board of Directors. Form 990, Part VI, Section A, line 7a The HAP Board of Directors is currently comprised of 14 Directors. Two Directors are ex officio Directors: CEO of the Member (HF HEALTH) and President of HAP (also an employee of the Member). All Directors are appointed by the Member's Board of Directors and include an HF HEALTH Appointed Enrollee Representative (an individual who represents the health maintenance organization's membership of HAP) and a HF HEALTH Appointed Physician Director (a member of the Henry Ford Medical Group, or credentialed within HF HEALTH). As indicated below, the Member may remove the HAP President and CEO and any of the Appointed Director, with or without cause. The Member approves recommendations of the HAP Board of Directors regarding the appointment/removal of the HAP President and CEO, amendments to the HAP articles of incorporation and bylaws, budget, mergers and acquisitions and potential Directors. Form 990, Part VI, Section A, line 7b The Member has the following reserved powers under the HAP Bylaws: 1)Appoint the Chairperson of the HAP Board of Directors. 2)Adopt an agreement of merger or consolidation, or approve the sale, lease or exchange of all or substantially all of HAP's property and assets. 3)Approve the transfer of assets to other organizations and individuals if such transfers in any fiscal year exceed five percent (5%) of the HAP's total assets. 4)Admit a person or entity as a new Member or terminate the membership of a Member. 5)Amend HAP's Articles of Incorporation or Bylaws upon approval by the HAP Board of Directors. 6)Appoint or remove the HAP President. 7)Dissolve or revoke the dissolution of HAP. 8)Approve HAP's capital and operating budgets. 9)Transfer assets of HAP, or to require HAP to transfer assets, to the Member or its assignee(s) or designee(s) upon demand, whether within or without the state of domicile of the Corporation, to the extent necessary to accomplish the Member's goals and objectives. Form 990, Part VI, Section B, line 11b The process the organization uses to review Form 990 prior to filing with the IRS: - Review of the entire return with the organization's chief financial officer, chief operating officer and chief executive officer. - Review of all compensation matters and disclosures with the compensation committee of the organization's board of trustees. - Review of the return with the HAP finance committee of the board of trustees. - Provide a copy of the return to the board of trustees. Form 990, Part VI, Section B, line 12c The process for regularly and consistently monitoring and enforcing compliance with the conflict of interest policy for all directors and officers: HAP has a robust compliance program. The program requires all directors and officers of HAP to complete a conflict of interest document. The documents are reviewed and maintained by the Compliance Officer. In addition, HAP is required to submit Board disclosure statements to the Michigan Office of Finance and Insurance Regulations. Thus, on an annual basis, all Directors, Officers, and key employees, and others subject to IRS Form 990 reporting are requested to complete the Conflict of Interest Questionnaire. In addition, they are provided a copy of the policy. The Compliance Officer tracks receipt of the Conflict of Interest Questionnaire and follows-up on any identified conflicts. All conflicts are reported to the HAP Board of Directors' Audit Committee, and the President and CEO for review and resolution. All Directors and Officers are required, under the policy, to report to the Compliance Officer any conflicts that may arise during the year. Violations of the Conflicts of Interest Policy - The board determines if the member has in fact failed to disclose an actual or possible conflict of interest and it shall take appropriate disciplinary and corrective action. Form 990, Part VI, Section B, line 15 Part VI Section B, Question 15a & b The Organization is an affiliate of Henry Ford Health System dba Henry Ford Health ("HF HEALTH") who has the responsibility to oversee the compensation practice of the Organization. HF HEALTH has a compensation committee of the board of trustees consisting of all external trustees. They meet periodically throughout the year. They are charged with approval of the Organization's overall compensation and benefit programs as well as the specific review and approval of the compensation of certain employees including the CFO, all officers and key employees of the Organization. They directly engage an independent compensation advisor to assist with this process. The process includes evaluation of the individual's performance, utilization of compensation studies of similarly situated positions, as well as comparisons to compensation as reported by other health care organizations. The reasonableness of compensation is evaluated based upon these and other factors. The committee also reviews the compensation disclosure to be made on Form 990 in advance of filing. Form 990, Part VI, Section C, line 19 The process of making governing documents, conflict of interest policy and financial statements available to the public: HAP is committed to transparency. Therefore, HAP consistently and regularly discloses most information to our providers, consumers, and employer groups. HAP's governing documents and conflict of interest policy are available on the internet. HAP Bylaws, Articles of Incorporation, and financial statements are submitted to the Michigan Office of Financial and Insurance Regulations. They are available to the public through a Freedom of Information Act request to this agency. Also, financial statements, conflict of interest policy and governing documents are available upon request for the same period of disclosure as set forth in IRC Section 6104(d). In addition, HAP will provide its Form 990 to anyone who requests to view it or to receive a copy of the Form 990. The Form 990 is also available for viewing on the following website: www.guidestar.org Form 990, Part XI, line 9: HAP Pension Adjustment 8,747,938. Change in value of subsidiaries -5,737,295. FORM 990, PART XII - LINE 2C Health Alliance Plan of Michigan is included in the consolidated financial statements of Henry Ford Health. The governing body of HF HEALTH has delegated the oversight of the financial statements, including the choice of independent auditors, to its audit committee. PART IV, LINE 12 The Organization is an element of the external audit report obtained for the consolidated operations of Henry Ford Health. FORM 990, PART VII Average hours per week devoted to related organizations: Many executive employees of Henry Ford Health and affiliates provide services to multiple affiliated entities. Henry Ford Health and affiliates use estimates for reporting average hours per week in all sections of Form 990. Generally 60 hours are reported for the hours associated for the organization that the individual has principal responsibility for. Hours associated with other hospitals or affiliates are reported at between 1 to 5 hours per week. Henry Ford Health System One Ford Place Detroit MI 48202 381357020 Healthcare Service Provider MI 501(c)(3) Line 3 N/A 0 Henry Ford Macomb Hospital Corporation One Ford Place Detroit MI 48202 382947657 Healthcare Service Provider DE 501(c)(3) Line 3 Henry Ford Health System 1 Henry Ford Health System Foundation One Ford Place Detroit MI 48202 237383042 Supporting Organization MI 501(c)(3) Line 12a, I Henry Ford Health System 1 Henry Ford Wyandotte Hospital 2333 Biddle Ave Wyandotte MI 48192 382791823 Healthcare Service Provider MI 501(c)(3) Line 3 Henry Ford Health System 1 Henry Ford Allegiance Health Group 205 N East Avenue Jackson MI 49201 382756428 Exempt Organization MI 501(c)(3) Line 12b, II Henry Ford Health System 1 HFII Corporation One Ford Place Detroit MI 48202 900840304 Scientific Research MI 501(c)(3) Line 7 Henry Ford Health System 1 Henry Ford Government Affairs Services One Ford Place Detroit MI 48202 464064067 Advocacy Services for HF Health and Affiliates MI 501(c)(4) N/A Henry Ford Health System 1 Allegiance Health Foundation 205 N East Avenue Jackson MI 49201 383607833 Supporting Organization MI 501(c)(3) Line 12b, II Henry Ford Allegiance Health Group 1 Hospice of Jackson dba Allegiance Hospice 205 N East Avenue Jackson MI 49201 382336367 Hospice Care MI 501(c)(3) Line 7 Healthlink 1 Healthlink 205 N East Avenue Jackson MI 49201 382756425 Home Health Care MI 501(c)(3) Line 12a, I Henry Ford Allegiance Health Group 1 Carelink Of Jackson 110 North Elm Avenue Jackson MI 49201 381218485 Long Term Acute Hospital MI 501(c)(3) Line 3 Henry Ford Allegiance Health Group 1 WA Foote Memorial Hospital dba Henry Ford Health Jackson Hospital 205 N East Avenue Jackson MI 49201 382027689 Healthcare Service Provider MI 501(c)(3) Line 3 Henry Ford Allegiance Health Group 1 The Clarence S Livingood Lectureship And Education Fund 3031 West Grand Boulevard No 800 Detroit MI 48202 382682321 Supporting Organization MI 501(c)(3) Line 12b, II Henry Ford Health System 1 Henry Ford Physician Partners One Ford Place Detroit MI 48202 871633901 Physician Services MI 501(c)(3) Line 3 Henry Ford Health System 1 Northwest Detroit Dialysis 30100 Telegraph Bingham Farms MI 48025 383232668 Operate Dialysis Clinic MI N/A 0 0 Macomb Regional Dialysis Centers 16151 Nineteen Mile Rd Clinton Township MI 48038 260423581 Operate Dialysis Clinic MI N/A 0 0 Foote Health Care Associates 1100 E Michigan Avenue Jackson MI 49201 383017711 Lessor of Medical Condominiums MI N/A 0 0 HFHS-SCA Holdings LLC 569 Brookwood Village Suite 901 Birmingham AL 35209 465291602 Outpatient surgery clinics MI N/A 0 0 Alliance Health and Life Insurance Company 2850 West Grand Boulevard Detroit MI 48202 383291563 Health Insurance MI Health Alliance Plan C 388581265 137648557 1.00000 1 HAP Preferred Inc 2850 West Grand Boulevard Detroit MI 48202 382513504 Provider Network Leasing MI Health Alliance Plan C 1.00000 1 Sha Realty Inc One Ford Place Detroit MI 48202 381378121 Real Estate Holding MI Henry Ford Health System C 1 Fairlane Health Services 30100 Telegraph Bingham Farms MI 48025 382565235 Healthcare Management MI Henry Ford Health System C 1 Onika Insurance Ltd First Carribean House Grand Cayman CJ Captive Insurance CJ Henry Ford Health System C 1 HAP CareSource 2850 West Grand Boulevard Detroit MI 48202 383123777 Health Insurance MI Health Alliance Plan C 261461064 92379854 1.00000 1 Administration Systems Research Corporation 2850 West Grand Boulevard Detroit MI 48202 382651185 Third Party Administrator MI Health Alliance Plan C 32699593 3679493 1.00000 1 Henry Ford Physician Network One Ford Place Detroit MI 48202 320306774 Physician Network MI Henry Ford Health System C 1 Henry Ford Allegiance Pharmacy 205 N East Avenue jackson MI 49201 383370242 Pharmacy MI Henry Ford Allegiance Health Group C 1 HENRY FORD ELIJAH MCCOY CONDOMINIUM ASSOCIATION 1150 ELIJAH MCCOY DR DETROIT MI 48202 852144748 CONDOMINUM ASSOCATION MI Henry Ford Health System C 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 WA Foote Memorial Hospital M 6543205 Fair market value Henry Ford Wyandotte Hospital M 24739099 Fair market value Henry Ford Macomb Hospital Corporation M 37957985 Fair market value Northwest Detroit Dialysis Center M 2182707 Fair market value Macomb Regional Dialysis M 253584 Fair market value Alliance Health & Life Insurance Company Q 68567694 Fair market value Administrative Systems Research Q 3258847 fair market value HAP Empowered Health Plan Q 31459356 Fair market value SCHEDULE R, PART V, LINE 1D & 1E: The organization, as a Designated Affiliate, is a member of the Henry Ford Health System Credit Group. Members of the Credit Group are jointly and severally liable for outstanding obligations issued under the 2016, 2019 and 2022 HFHS Bond Master Indentures. SCHEDULE R, PART V, LINE 2, COL. C: All transactions involved cash transfers at the time of services rendered or received. Therefore, the cash value at the time of the transactions is considered the fair market value.