2020-11-13T07:36:27-06:00 2019-12-31 BKD LLP 200 E Main St Suite 700 Fort Wayne IN 46802 990 2019-01-01 341366709 CARE ENTERPRISES INC % LAURA MURPHY CARE 4198878791 5901 MONCLOVA ROAD MAUMEE OH 43537 STEVEN THOMPSON CFO 4198935903 2020-05-15 true AARON D HERSHBERGER P00961884 2604604000 2019 2022-09-23 18:48:47Z STEVEN THOMPSON 5901 MONCLOVA ROAD MAUMEE OH 43537 2471127 false X WWW.STLUKESHOSPITAL.COM X 1982 OH CARE ENTERPRISES, INC., A NON-PROFIT ORGANIZATION LEASES OFFICE SPACE FOR HEALTHCARE SERVICES TO PHYSICIANS FOR THE BENEFIT, SERVICE AND SUPPORT OF ST. LUKE'S HOSPITAL 4 0 0 3339 2339 0 0 2359062 2467157 6239 3970 0 0 2365301 2471127 0 0 0 0 164378 157084 0 0 0 2118228 2201120 2282606 2358204 82695 112923 20322218 19809640 5332860 4707359 14989358 15102281 CARE ENTERPRISES INC., A NON-PROFIT ORGANIZATION, PRIMARILY LEASES OFFICE SPACE FOR HEALTHCARE SERVICES PRIMARILY TO PHYSICIANS AND HOSPITAL BASED ANCILLARY DEPARTMENTS FOR THE BENEFIT, SERVICE AND SUPPORT OF COMMUNITY HEALTH NEEDS AT ST. LUKE'S HOSPITAL. false false 2345279 2467157 CARE ENTERPRISES, INC. RENTS MEDICAL OFFICE SPACE TO PHYSICIANS, MEMBERS OF ST. LUKE'S MEDICAL STAFF AND DIRECTLY TO ST. LUKE'S HOSPITAL. THIS CONTRIBUTES IMPORTANTLY TO ST. LUKE'S EXEMPT PURPOSE OF PROMOTION OF THE COMMUNITY'S HEALTH BY IMPROVING PATIENT CARE BY REDUCING THE TIME MEDICAL STAFF MUST TRAVEL, PROVIDING PATIENTS WITH THE CONVENIENCE OF MEDICAL SERVICES LOCATED ADJACENT TO ST. LUKE'S HOSPITAL AND RETAINING AND RECRUITING QUALITY PHYSICIANS TO ST. LUKE'S MEDICAL STAFF. 2345279 true false false false false false false false false false true true false true true false false true false false false false false false false false false false false true false false false false false false false false false false false false true true false false false true 8 0 0 true true false false false false false false false false false false false X 4 0 true false false false true true true true true false false true true true true true true false false true false X LAURA MURPHY 4198978408 5901 MONCLOVA ROAD MAUMEE OH 43537 WAKEMAN DANIEL L CHAIRPERSON/EX-OFFICIO 1.0 43.0 X X 0 398763 69201 KIM JEFF V.P. CHIEF INFORMATION OFFICER 1.0 43.0 X 0 269281 90130 MORRISSEY MARTIN V.P. GENERAL COUNSEL 1.0 43.0 X 0 255208 72332 RILEY KEVIN TREASURER/CFO 1.0 43.0 X X 0 271510 37223 BURMEISTER KEITH CHAIRPERSON 1.0 43.0 X X 0 218691 64695 STOUT JOHN PRESIDENT THROUGH 11/19 1.0 43.0 X X 0 210494 62182 SESSLER CONNIE V.P. HR/ SUPPORT SERVICES 1.0 43.0 X 0 178596 54580 BURMEISTER KERRY ADMIN DIRECTOR, FINANCE 1.0 43.0 X 0 152607 37444 RUPLEY SCOTT SECRETARY 1.0 43.0 X X 0 93767 26909 0 2048917 514696 0 false true false WADSWORTH SERVICE INC 1500 MICHAEL OWENS WAY PERRYSBURG OH 43551 REPAIR/MAINTENANCE 107040 2 0 RENTAL INCOME 531120 2457007 2457007 BUILDING MAINTENANCE 531120 10150 10150 2467157 3970 3339 631 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 2471127 2467157 3339 631 0 0 0 0 0 0 117933 117933 13916 13916 15457 15457 9778 9778 0 0 12925 12925 0 0 0 0 0 0 11191 11191 0 0 1167163 1167163 0 0 0 26497 26497 0 788693 788693 15298 15298 INTERCOMPANY SERVICES 170874 170874 MINOR EQUIPMENT 619 619 MISC EXPENSE 7860 7860 2358204 2345279 12925 0 317137 245512 0 0 0 0 47677 58825 0 0 0 0 0 0 0 0 5688 5688 18602321 2648688 16647126 15953633 0 0 1221410 1194561 0 0 0 0 2083180 2351421 20322218 19809640 404696 419753 0 0 0 0 0 0 0 0 0 0 0 0 0 0 4928164 4287606 5332860 4707359 X 14989358 15102281 0 0 14989358 15102281 20322218 19809640 112923 X false true X true false X X 1 ST LUKE'S HOSPITAL 344428232 3 true 0 0 1 true false false false false false false false false false false false false false false false SCHEDULE A, PART IV, SECTION C, LINE 1 CARE ENTERPRISES, INC. IS AN OHIO NOT-FOR-PROFIT CORPORATION THAT OPERATES TO BENEFIT AND CARRY OUT THE PURPOSES OF ST. LUKES HOSPITAL (SLH) OR ANY OTHER SUCCESSOR INSTITUTION. SLH IS AN OHIO NOT-FOR-PROFIT CORPORATION DESCRIBED IN CODE SECTION 501 (C)(3) THAT IS NOT A PRIVATE FOUNDATION BECAUSE IT IS DESCRIBED IN CODE SECTION 501 (A)(1). ST. LUKES HOLDING COMPANY, INC. (SLHC) IS THE SOLE MEMBER OF CARE ENTERPRISES, INC. AND IS THE PARENT OF AN INTEGRATED HEALTH CARE DELIVERY NETWORK MADE UP OF AN AFFILIATED GROUP OF EXEMPT ORGANIZATIONS WHICH INCLUDE A HOSPITAL, HEALTH CARE PROVIDERS, SPECIALIZED HEALTH SERVICES, AN ENTITY PROVIDING SUPPORT SERVICES AND A FOUNDATION. SLHC PROVIDES OVERALL DIRECTION, MANAGEMENT AND CONTROL TO ITS FIRST TIER SUBSIDIARIES, AND INDIRECTLY THROUGH ITS FIRST TIER SUBSIDIARIES, TO ALL AFFILIATED SECOND TIER SUBSIDIARIES OF EACH FIRST TIER SUBSIDIARIES. THE ACTIVITIES OF SLHC SUPPORT THE EXEMPT PURPOSES OF THE AFFILIATED ORGANIZATIONS IN THE SLHC NETWORK AND ENHANCE AND IMPROVE THE DELIVERY OF EFFECTIVE HEALTH CARE SERVICES TO THE COMMUNITIES SERVED BY THE SLHC NETWORK. CONTROL AND MANAGEMENT EFFECTIVELY IS VESTED IN THE SAME PERSONS THAT CONTROL AND MANAGE ALL SUBSIDIARY ORGANIZATIONS THROUGH RESERVED POWERS. SLHC HAS RESERVED POWERS IN EACH SUBSIDIARY'S CODE OF REGULATIONS OR BYLAWS ALONG WITH THE RIGHT TO APPROVE CERTAIN ACTIONS OF EACH SUBSIDIARYS BOARD OF TRUSTEES. THE FIRST TIER SUBSIDIARIES HAVE IN TURN RESERVED SIMILAR POWERS OVER THE SECOND TIER SUBSIDIARIES TO INTEGRATE OVERALL DIRECTION, MANAGEMENT AND CONTROL. CARE ENTERPRISES, INC. QUALIFIES AS A TYPE II SUPPORTING ORGANIZATION BECAUSE IT IS SUPERVISED AND CONTROLLED IN CONNECTION WITH ALL ORGANIZATIONS THAT ARE EXEMPT AFFILIATED MEMBERS OF SLHC. COMMON SUPERVISION AND CONTROL ARE SHARED THROUGH THE STRUCTURAL RELATIONSHIP OF SLHC. THERE HAS ALSO BEEN A HISTORIC AND CONTINUING RELATIONSHIP BETWEEN CARE ENTERPRISES, INC. AND ST. LUKES HOSPITAL AND A SUBSTANTIAL IDENTITY OF INTERESTS BETWEEN THE ORGANIZATIONS AS A RESULT OF THIS RELATIONSHIP SUPPORTING COMMON CONTROL CONSISTENT WITH TYPE II SUPPORTING ORGANIZATION CLASSIFICATION. CARE ENTERPRISES, INC. HAS MAINTAINED, AND WILL CONTINUE TO MAINTAIN, A SIGNIFICANT INVOLVEMENT IN EACH SUPPORTED ORGANIZATIONS OPERATIONS. 1587331 1587331 16329608 2430924 13898684 75986 22687 53299 78811 18006 60805 530585 177071 353514 15953633 INVESTMENT IN AFFILIATES 1194561 F 1194561 DUE FROM AFFILIATES 2351421 2351421 0 ASBESTOS REMEDIATION 1288246 DUE TO AFFILIATES 2999360 4287606 SCHEDULE D, PART X, LINE 2 CARE ENTERPRISES, INC. IS INCLUDED IN THE CONSOLIDATED AUDITED STATEMENTS OF ST. LUKES HOLDING COMPANY, INC. (SLHC) AND IS INCORPORATED UNDER THE LAWS OF THE STATE OF OHIO. SLHC AND ITS WHOLLY OWNED SUBSIDIARIES, ST. LUKES HOSPITAL, ST. LUKES HOSPITAL FOUNDATION AND CARE ENTERPRISES, INC. ARE NOT-FOR-PROFIT CORPORATIONS AND ARE EXEMPT FROM STATE AND LOCAL TAXES. THE IRS HAS DETERMINED THAT SLHC, ST. LUKES HOSPITAL, ST. LUKES HOSPITAL FOUNDATION, CARE ENTERPRISES, INC. AND WELLCARE PHYSICIANS GROUP, LLC. ARE EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501 (C)(3) OF THE INTERNAL REVENUE CODE. ACCORDINGLY, NO TAX PROVISION IS REFLECTED IN SLHCS CONSOLIDATED FINANCIAL STATEMENTS. CARE HOLDINGS, INC. AND PHYSICIANS ADVANTAGE MSO, INC. WHOLLY OWNED SUBSIDIARIES OF SLHC, ARE TAXABLE CORPORATIONS. INCOME TAX PROVISIONS FOR THESE ENTITIES ARE NOT MATERIAL TO SLHCS AUDITED FINANCIAL STATEMENTS. true false false false false false false false false BURMEISTER KEITH CHAIRPERSON 215959 0 2732 43591 21104 283386 STOUT JOHN PRESIDENT THROUGH 11/19 193304 0 17190 54560 7622 272676 RILEY KEVIN TREASURER/CFO 270268 0 1242 8250 28973 308733 WAKEMAN DANIEL L CHAIRPERSON/EX-OFFICIO 394479 0 4284 46471 22730 467964 BURMEISTER KERRY ADMIN DIRECTOR, FINANCE 151912 0 695 17924 19520 190051 KIM JEFF V.P. CHIEF INFORMATION OFFICER 268039 0 1242 58915 31215 359411 MORRISSEY MARTIN V.P. GENERAL COUNSEL 252886 0 2322 42419 29913 327540 SESSLER CONNIE V.P. HR/ SUPPORT SERVICES 176336 0 2260 44686 9894 233176 SCHEDULE J, PART I, LINE 3: ST. LUKES HOSPITAL, A RELATED TAX-EXEMPT ORGANIZATION OF CARE ENTERPRISES, INC., USES THE FOLLOWING TO ESTABLISH THE COMPENSATION OF THE ORGANIZATIONS TOP MANAGEMENT OFFICIALS: -INDEPENDENT COMPENSATION CONSULTANT -COMPENSATION SURVEY OR STUDY -APPROVAL BY THE EXECUTIVE COMMITTEE OF THE BOARD SCHEDULE J, PART I, LINE 4A JOHN STOUT RECEIVED $14,846 OF SEVERANCE PAYMENTS DURING 2019. SEVERANCE IS FOR 1040 HOURS THAT BEGAN IN NOVEMBER 2019 AND ENDS IN MAY 2020. FORM 990, PART VI, SECTION A, LINE 1B KEITH BURMEISTER, JOHN STOUT, KERRY BURMEISTER, SCOTT RUPLEY, AND DANIEL L. WAKEMAN ARE COMPENSATED EMPLOYEES OF ST. LUKE'S HOSPITAL, A RELATED ORGANIZATION, AND AS SUCH, ARE CONSIDERED NON-INDEPENDENT BOARD MEMBERS. FORM 990, PART VI, SECTION A, LINE 2 KEITH BURMEISTER AND KERRY BURMEISTER HAVE A FAMILY RELATIONSHIP. FORM 990, PART VI, SECTION A, LINE 6 ST. LUKE'S HOLDING COMPANY, INC. IS THE SOLE MEMBER OF CARE ENTERPRISES, INC. FORM 990, PART VI, SECTION A, LINE 7A ST. LUKE'S HOLDING COMPANY, INC. (SLHC) IS THE PARENT CORPORATION AND SOLE MEMBER OF CARE ENTERPRISES, INC. AS THE MEMBER, SLHC HAS THE RIGHT TO (A) NOMINATE AND ELECT A MINORITY OF THE MEMBERS AND REMOVE THE MEMBERS OF THE BOARD OF TRUSTEES OF CARE ENTERPRISES, INC., AND (B) APPROVE THE NOMINEES TO FILL ANY VACANCIES ON THE BOARD OF TRUSTEES, A MAJORITY OF WHOM ARE NOMINATED BY CARE ENTERPRISES, INC. FORM 990, PART VI, SECTION A, LINE 7B WHILE THE BOARD OF TRUSTEES OF EACH CORPORATION IS GRANTED CERTAIN POWERS WITH RESPECT TO THEIR OPERATIONS, AS THE SOLE MEMBER, ST. LUKE'S HOLDING COMPANY, INC. (SLHC) RETAINS APPROVAL RIGHTS WITH RESPECT TO CERTAIN CORPORATE ACTIONS SUCH AS (1) ADOPTION OF THE CORPORATION'S STRATEGIC PLANS AND FINANCIAL PLANS, (2) EXPENDITURES FOR NON-BUDGETED ITEMS IN EXCESS OF CERTAIN DOLLAR LIMITS SET FROM TIME TO TIME BY SLHC, (3) EXPENDITURES FOR ITEMS WHICH ARE INCLUDED IN THE CORPORATION'S ANNUAL BUDGETS BUT WHICH EXCEED THE BUDGETED AMOUNT BY AN AMOUNT IN EXCESS OF CERTAIN DOLLAR LIMITS SET FROM TIME TO TIME BY SLHC, (4) INCURRENCE, ASSUMPTION OR GUARANTEE OF ANY INDEBTEDNESS, (5) SALE, LEASE OR OTHER DISPOSITION OF REAL PROPERTY OR ASSETS WITH A VALUE IN EXCESS OF CERTAIN DOLLAR LIMITS SET FROM TIME TO TIME BY SLHC AND (6) ANY MERGER, CONSOLIDATION, REORGANIZATION, DISSOLUTION OR LIQUIDATION. FORM 990, PART VI, SECTION B, LINE 11B UNDER THE GUIDANCE OF ST. LUKE'S HOLDING COMPANY, INC. (SLHC) TAX CONSULTANTS, FORM 990'S ARE PREPARED BY THE RESPECTIVE ACCOUNTING DEPARTMENT OF EACH SLHC SUBSIDIARY AND REVIEWED BY THE RESPECTIVE SUBSIDIARY'S FINANCE LEADERSHIP ALONG WITH AN INDEPENDENT ACCOUNTING FIRM. AFTER SUBSIDIARY'S FINANCE LEADERSHIP APPROVAL, COPIES OF THE FORM 990 FOR SLHC AND THEIR SUBSIDIARIES ARE PROVIDED TO THE RESPECTIVE COMPANY'S BOARD OF TRUSTEES AND REVIEWED AND SIGNED BY THE RESPECTIVE COMPANY'S PRESIDENT OR CHAIRPERSON PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C ST LUKE'S HOLDING COMPANY, INC. AND SUBSIDIARIES (SLHC) HAVE STANDARDS OF ETHICAL BUSINESS PRACTICE THAT APPLY TO ALL SLHC BOARD MEMBERS AND EMPLOYEES. BOARD MEMBERS AND EMPLOYEES ARE EXPECTED TO CERTIFY THEIR COMPLIANCE WITH THE APPLICABLE STANDARDS PRIOR TO ELECTION/APPOINTMENT OR PRIOR TO BEGINNING EMPLOYMENT. BOARD MEMBERS ANNUALLY (OR IMMEDIATELY IF NEW POTENTIAL CONFLICTS OF INTEREST ARISE), ALL BOARD MEMBERS ARE REQUIRED TO COMPLETE AND RETURN THE BOARD MEMBER CERTIFICATION STATEMENT WITHIN 30 DAYS OF DISSEMINATION. BOARD MEMBER CERTIFICATION STATEMENTS ARE COMPILED AND REVIEWED BY THE ST. LUKE'S ADMINISTRATION OFFICE. SUMMARIZED INFORMATION IS FORWARDED FOR REVIEW TO THE CHIEF FINANCIAL OFFICER, LEGAL COUNSEL, ST. LUKE'S PRESIDENT AND THE VICE PRESIDENT OF MEDICAL AFFAIRS. THE PURPOSE OF THIS REVIEW IS TO BOTH INFORM MANAGEMENT OF THE DISCLOSED CONFLICTS AND TO BRING ANY POTENTIAL UNDISCLOSED CONFLICTS TO THE ATTENTION OF THE ST. LUKE'S ADMINISTRATION OFFICE. THE ST. LUKE'S ADMINISTRATION OFFICE THEN CONDUCTS AN AUDIT OF ALL BOARD MEMBER CERTIFICATION STATEMENTS (ALONG WITH ANY RELATIONSHIPS NOTED THROUGH THE ABOVE REVIEW) TO IDENTIFY ANY POSITIONAL CONFLICTS OF INTEREST AND TO TEST MATERIAL TRANSACTIONS WITH BOARD MEMBERS/THEIR AFFILIATES FOR FAIR MARKET VALUE. SIGNIFICANT POTENTIAL CONFLICTS OF INTEREST ARE REVIEWED WITH GENERAL COUNSEL FOR RECOMMENDATIONS TO THE COMPLIANCE COMMITTEE FOR CORRECTIVE ACTION. THE ST. LUKE'S ADMINISTRATION OFFICE FORWARDS THE COMPLIANCE OFFICER A REPORT OF BOARD MEMBERS WHO HAVE SIGNED AND RETURNED THE ANNUAL BOARD MEMBER CERTIFICATION STATEMENT, SIGNIFICANT POTENTIAL CONFLICTS DISCLOSED AND THE RESOLUTION OF SUCH CONFLICTS. THE COMPLIANCE OFFICER ISSUES A REPORT TO THE COMPLIANCE COMMITTEE OF THESE FINDINGS. FAILURE TO FILE THE CERTIFICATION STATEMENT, OR THE FILING OF A FALSE OR INCOMPLETE CERTIFICATION STATEMENT, OR FAILURE TO DISCLOSE IMMEDIATELY ANY NEW CONFLICTS OF INTEREST THAT MAY ARISE, OR FAILURE TO COOPERATE WITHOUT CONDITION, HONESTLY AND COMPLETELY WITH ANY INVESTIGATION OR REVIEW OF THE BOARD MEMBER'S CERTIFICATION STATEMENT OR HIS/HER ACTIONS OR CIRCUMSTANCES SHALL BE GROUNDS FOR SANCTION BY THE BOARD OF TRUSTEES UP TO AND INCLUDING REMOVAL FROM THE BOARD/COMMITTEE/COUNCIL. EMPLOYEES, EXCLUDING EMPLOYED PHYSICIANS ALL NEW EMPLOYEES, EXCLUDING EMPLOYED PHYSICIANS, ARE PROVIDED A PAPER COPY OF THE EMPLOYEE STANDARDS OF ETHICAL BUSINESS AND THE EMPLOYEE CERTIFICATION STATEMENT WHICH THE NEW EMPLOYEE IS REQUIRED TO COMPLETE PRIOR TO BEGINNING EMPLOYMENT. ANNUALLY (OR IMMEDIATELY IF NEW POTENTIAL CONFLICTS OF INTEREST ARISE), ALL SALARIED EMPLOYEES AND SPECIFICALLY IDENTIFIED HOURLY EMPLOYEES, EXCLUDING EMPLOYED PHYSICIANS, ARE REQUIRED TO COMPLETE AND SUBMIT AN ELECTRONIC EMPLOYEE CERTIFICATION STATEMENT BY AN ESTABLISHED DEADLINE THAT IS COMMUNICATED TO THE EMPLOYEE. THE HUMAN RESOURCES DEPARTMENT ENSURES THAT ALL STATEMENTS, WHICH ARE STORED ELECTRONICALLY, ARE COMPLETED AND PROVIDES NOTIFICATION TO THE COMPLIANCE OFFICER OF THE NUMBER OF ANNUAL EMPLOYEE CERTIFICATION STATEMENTS SENT AND COMPLETED AND COPIES OF ANY STATEMENTS CONTAINING DISCLOSURES THAT WARRANT FURTHER REVIEW. THE HUMAN RESOURCE ADMINISRATIVE DIRECTOR REPORTS IDENTIFIED CONFLICTS TO THE COMPLIANCE COMMITTEE. IF THE CONFLICT IS CONSIDERED A SIGNIFICANT EXPOSURE RISK FOR SLHC, A RECOMMENDATION WILL BE PREPARED BY THE COMPLIANCE COMMITTEE FOR FINAL APPROVAL BY THE ST. LUKE'S PRESIDENT. FAILURE TO COMPLETE THE CERTIFICATION STATEMENT, OR THE COMPLETION OF A FALSE OR INCOMPLETE CERTIFICATION STATEMENT, OR FAILURE TO DISCLOSE IMMEDIATELY ANY NEW CONFLICTS OF INTEREST THAT MAY ARISE, OR FAILURE TO COOPERATE WITHOUT CONDITION, HONESTLY AND COMPLETELY WITH ANY INVESTIGATION OR REVIEW OF THE EMPLOYEE'S CERTIFICATION STATEMENT OR HIS/HER ACTIONS OR CIRCUMSTANCES SHALL BE GROUNDS FOR SANCTION UP TO AND INCLUDING TERMINATION OF EMPLOYMENT. EMPLOYED PHYSICIANS ALL NEW EMPLOYED PHYSICIANS ARE PROVIDED EITHER AN ELECTRONIC OR PAPER COPY OF THE EMPLOYED PHYSICIAN STANDARD OF CONDUCT AND THE PHYSICIAN CERTIFICATION STATEMENT WHICH THE NEW PHYSICIAN IS REQUIRED TO COMPLETE PRIOR TO BEGINNING EMPLOYMENT. ANNUALLY (OR IMMEDIATELY IF NEW POTENTIAL CONFLICTS OF INTEREST ARISE), ALL EMPLOYED PHYSICIANS ARE REQUIRED TO COMPLETE AND SUBMIT AN ELECTRONIC PHYSICIAN CERTIFICATION STATEMENT BY THE ESTABLISHED AND COMMUNICATED DEADLINE. THE HUMAN RESOURCE ADMINISTRATIVE DIRECTOR ENSURES THAT ALL CERTIFICATION STATEMENTS, WHICH ARE STORED ELECTRONICALLY, ARE REVIEWED. IDENTIFIED CONFLICTS ARE REPORTED TO THE COMPLIANCE COMMITTEE. IF THE CONFLICT IS CONSIDERED A SIGNIFICANT EXPOSURE RISK FOR SLHC, A RECOMMENDATION WILL BE PREPARED BY THE COMPLIANCE COMMITTEE FOR FINAL APPROVAL BY THE ADMINISTRATOR WITH PRIMARY RESPONSIBILITY FOR THE PHYSICIANS EMPLOYMENT AGREEMENT AND/OR THE BOARD OF TRUSTEES. THE HUMAN RESOURCES DEPARTMENT FORWARDS THE COMPLIANCE OFFICER A REPORT OF THE NUMBER OF ANNUAL PHYSICIAN CERTIFICATION STATEMENTS SENT AND COMPLETED AND COPIES OF ANY STATEMENTS CONTAINING DISCLOSURES THAT WARRANT FURTHER REVIEW. THE COMPLIANCE OFFICER ISSUES AN ANNUAL REPORT TO THE COMPLIANCE COMMITTEE OF THESE FINDINGS. ANY ITEMS THAT MEET CRITERIA FOR PUBLIC DISCLOSURE WILL BE COMMUNICATED TO THE APPROPRIATE PHYSICIAN BY THE ASSIGNED ADMINISTRATOR. THE ADMINISTATOR WILL PROVIDE THE PHYSICIAN-INDUSTRY RELATIONSHIP DISCLOSURES TO THE APPLICABLE SLHC MARKETING COMMUNICATIONS REPRESENTATIVE. THE PUBLIC DISCLOSURE WILL BE POSTED ON THE ST. LUKE'S HOSPITAL WEBSITE (STLUKESHOSPITAL.COM) BY THE SLHC MARKETING COMMUNICATIONS REPRESENTATIVE. FAILURE TO FILE THE CERTIFICATION STATEMENT, OR THE FILING OF A FALSE OR INCOMPLETE CERTIFICATION STATEMENT, OR FAILURE TO DISCLOSE IMMEDIATELY ANY NEW CONFLICTS OF INTEREST THAT MAY ARISE, OR FAILURE TO COOPERATE WITHOUT CONDITION, HONESTLY AND COMPLETELY WITH ANY INVESTIGATION OR REVIEW OF THE PHYSICIAN'S CERTIFICATION STATEMENT OR HIS/HER ACTIONS OR CIRCUMSTANCES SHALL BE GROUNDS FOR SANCTION BY THE VICE PRESIDENT OF MEDICAL AFFAIRS OR BOARD OF TRUSTEES UP TO AND INCLUDING TERMINATION OF THE PHYSICIAN'S ASSOCIATION/CONTRACT WITH SLHC. FORM 990, PART VI, SECTION B, LINE 15 CARE ENTERPRISES, INC.'S TOP MANAGEMENT OFFICIAL AND OTHER OFFICERS ARE COMPENSATED BY ST. LUKE'S HOSPITAL (SLH), A RELATED TAX EXEMPT ORGANIZATION. COMPENSATION DETERMINATIONS OF CARE ENTERPRISES, INC.'S TOP MANAGEMENT OFFICIAL AND OTHER OFFICERS ARE MADE BY AN EXECUTIVE COMMITTEE OF THE BOARD OF SLH. EACH YEAR INDEPENDENT CONSULTANTS CONDUCT AN ANNUAL SURVEY AND RECOMMEND EXECUTIVE PAYROLL BASE SALARY RANGES BASED UPON THE MARKET. THE DATA IS REVIEWED AND APPROVED BY THE SLH EXECUTIVE COMMITTEE OF THE BOARD EVERY NOVEMBER. SALARY ADJUSTMENTS ARE DETERMINED AT THE NOVEMBER MEETING OF THE EXECUTIVE COMMITTEE OF THE BOARD. THE EXECUTIVE COMMITTEE OF THE BOARD APPROVES OTHER FORMS OF COMPENSATION BASED UPON THE PRIOR YEAR PERFORMANCE AT THE FEBRUARY MEETING EACH YEAR. FORM 990, PART VI, SECTION B, LINE 16B JOINT VENTURE OPERATING AGREEMENTS INVOLVING ST. LUKE'S HOLDING COMPANY, INC. (SLHC) OR ITS SUBSIDIARIES INCLUDE PROVISIONS TO PROTECT SLHC'S TAX EXEMPT STATUS. EACH AGREEMENT CONTAINS SPECIFIC LANGUAGE RELATED TO THE PROVISION OF HEALTH CARE SERVICES WITH FOCUS ON COMMUNITY HEALTH BENEFIT AND MUST FOLLOW A FORMAL REVIEW PROCESS PRIOR TO CONTRACT EXECUTION. SLHC CONTINUALLY ENSURES THAT ITS TAX-EXEMPT STATUS IS PROTECTED BY ACTIVELY PARTICIPATING IN THE GOVERNANCE OF ALL SLHC JOINT VENTURES. FORM 990, PART VI, SECTION C, LINE 19 ST. LUKE'S HOLDING COMPANY AND SUBSIDIARIES PROVIDE ANY DOCUMENT OPEN TO PUBLIC INSPECTION UPON REQUEST. 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