2020-11-16T14:03:06-06:00 2019-12-31 ERNST & YOUNG US LLP 111 MONUMENT CIRCLE SUITE 4000 INDIANAPOLIS IN 46204 990 2019-01-01 370673465 THE CARLE FOUNDATION % DENNIS P HESCH EXEC VP/CFO CARL 2173833311 611 W PARK URBANA IL 61801 DENNIS P HESCH Exec VP & CFO 2173833311 2020-11-16 true JENNIFER D RHODERICK P00395735 3176817000 2019 2022-09-23 18:48:47Z DENNIS HESCH EXEC VP CFO 611 W Park St Urbana IL 61801 594456149 false X WWW.CARLE.ORG X 1946 IL WE SERVE PEOPLE THROUGH HIGH QUALITY CARE, MEDICAL RESEARCH AND EDUCATION. 14 9 2248 0 18339228 1284650 996059 245135 266223215 325107291 72088595 72259267 4569720 10215812 343877589 407827505 2391183 4268613 0 0 126022878 146661772 0 0 0 180659975 182911698 309074036 333842083 34803553 73985422 2326262647 2657419618 908930923 890412606 1417331724 1767007012 X WE SERVE PEOPLE THROUGH HIGH QUALITY CARE, MEDICAL RESEARCH AND EDUCATION. false false 159315066 4268613 329664687 SEE SCHEDULE O 159315066 true true false true false false false false false true true false false false true true false true false false true false false false false false false true false true true false false false false false false false false false false false false false false true true true true false false true 239 0 true 2248 true true true true CJ EI false false false false false false false false true false X 14 9 true false false false true true true true true false false true true true true true true true true true true IL X X DENNIS P HESCH EXEC VPCFO 2173833311 611 W PARK ST URBANA IL 61801 X John Snyder Exec VP & COO (Thru 06/19) 0.0 0.0 X 2476327 0 2177803 James C Leonard MD Ex-Officio, President & CEO 26.0 14.0 X 2367391 0 541616 Matthew Gibb MD Exec VP & CMO (THRU 02/19) 0.0 0.0 X 1574149 0 1110158 Stephanie Beever Exec VP & CSO (ThRu 06/19) 0.0 0.0 X 1171532 0 1090024 Dennis Hesch Exec VP & CFO 8.0 32.0 X 1293567 0 288860 Laurence Fallon EXEC VP, CHIEF LEGAL OFFICER 25.0 15.0 X 948548 0 230518 Napoleon Knight MD HIGHLY COMP EMP - FORMER 0.0 40.0 X 0 940077 31753 Matthew Kolb Exec VP & COO 7.0 33.0 X 703948 0 129541 Charles Dennis MD Exec VP, CMO (START 02/19) 1.0 39.0 X 677106 0 99150 William Schuh MD Chief Medical Info Officer 40.0 0.0 X 616378 0 128643 Lynette Barnes COO-CFH & SVP-Facilities 5.0 35.0 X 585085 0 118683 Richard Rinehart VP-IT & CIO 40.0 0.0 X 563804 0 139115 JONATHAN BAILEY MD TRUSTEE & Physician 2.0 38.0 X 0 637954 43454 Robert Healy MD Chief Medical Quality Officer 40.0 0.0 X 513657 0 131328 Andy Arwari MD SEC/TREAS OF BOARD & PHYSICIAN 19.8 20.2 X X 0 582601 48616 Pamela Bigler SVP-Nursing & CNO 1.0 39.0 X 489994 0 108710 URETZ OLIPHANT MD TRUSTEE & Physician 0.5 39.5 X 0 538611 18310 Lauren Schmid Exec VP, Chief HR Officer 32.0 8.0 X 430309 0 98880 Kenneth Aronson MD OFFICER - FORMER 0.2 39.8 X 0 416957 34750 Aja Lystila MD TRUSTEE & Physician 40.0 0.0 X 0 302130 45446 Lynn Zehnder Trustee 4.0 0.0 X 0 30000 0 Jon Stewart Trustee 1.0 2.0 X 0 22500 0 KARL APPELQUIST CHAIR OF BOARD 2.0 6.0 X X 0 0 0 PAUL TUCKER PHD VICE CHAIR OF BOARD 2.0 1.0 X X 0 0 0 Guy Hall IMMEDIATE PAST CHAIR 2.5 3.0 X 0 0 0 Rajagopal Echambadi P Trustee 1.0 0.0 X 0 0 0 Marty Edwards Ex-officio Trustee 1.0 8.0 X 0 0 0 Meredith Mills TRUSTEE 4.0 2.0 X 0 0 0 Scott Reichard Trustee (Thru 09/19) 1.0 0.0 X 0 0 0 Chris Slater-Vohs Trustee 8.0 0.0 X 0 0 0 Mark Czys TRUSTEE (START 09/19) 2.0 4.0 X 0 0 0 14411795 3470830 6615358 153 true true false BERGLUND CONSTRUCTION COMPANY 8410 S South Chicago Ave CHICAGO IL 60617 Construction 18806632 JH FINDORFF SON 300 S BEDFORD ST MADISON WI 53703 CONSTRUCTION 18542220 DELOITTE CONSULTING LLP PO BOX 844717 DALLAS TX 75284 CONSULTING 12163570 EPIC SYSTEMS CORPORATION PO BOX 88314 MILWAUKEE WI 53288 SOFTWARE 10374277 BURWOOD GROUP INC 8582 SOLUTION CENTER CHICAGO IL 60677 HARDWARE/ SOFTWARE 7193796 201 245135 245135 RENT FROM RELATED ORGS 531120 47132820 44451263 2681557 MANAGEMENT FEES 541610 271850399 259397185 12453214 INTERNAL SUPPORT SERVICES 900099 5936783 5400407 536376 ALL OTHER PROGRAM SERVICE REVENUE 624310 187289 187289 325107291 39775189 2548271 37226918 34512 34512 0 3744948 2282515 1462433 0 1462433 1462433 216193945 601750 184093874 252255 32100071 349495 32449566 32449566 0 0 0 0 0 0 0 0 0 DINING SERVICES 722320 3222097 491 3221606 PARKING RAMP REVENUE 812930 854337 854337 COMMUNITY EHR REVENUE 900099 3408827 3408827 1268118 1148569 119319 230 8753379 407827505 313993540 18339228 75249602 4268613 4268613 0 0 0 0 13710924 6855462 6855462 104205301 49389437 54815864 4177912 1952223 2225689 16945263 7759960 9185303 7622372 3342105 4280267 0 4075253 4075253 988425 988425 97722 97722 0 2701862 2701862 31932542 8841965 23090577 2629044 180825 2448219 19065468 7725725 11339743 19900627 7677436 12223191 0 7461045 2224404 5236641 588229 147957 440272 0 705358 185812 519546 31767649 31668655 98994 0 43871156 22128302 21742854 1860323 110633 1749690 OTHER PURCHASED SERVICES 20846580 6945898 13900682 INTERNAL SUPPORT SERVICES 3815319 1019526 2795793 UBI TAX 681502 0 681502 PATIENT CARE SUPPLIES 4181493 4181493 -14257899 -7291365 -6966534 333842083 159315066 174527017 0 0 0 140012576 283683679 0 0 873802 1646569 0 0 0 0 3091215 3404922 0 0 10024969 12185287 1199110777 503576027 661788254 695534750 1389657193 1511466659 108417941 119842819 0 0 0 0 12396697 29654933 2326262647 2657419618 97856848 98565045 0 0 0 0 705151935 690174458 0 0 0 0 0 0 0 0 105922140 101673103 908930923 890412606 X 1417331724 1767007012 0 0 1417331724 1767007012 2326262647 2657419618 X 73985422 111076728 -286527 164899665 X X false true X true false X X 2 THE CARLE FOUNDATION HOSPITAL 371119538 3 true 278340 0 THE CARLE DEVELOPMENT FOUNDATION 371159978 7 true 1465685 0 2 1744025 true false false false false true false false false false false false false false false true true true X true true SCHEDULE A, PART IV, DESCRIPTION OF OTHER SUPPORT THE CARLE FOUNDATION (THE FOUNDATION) SERVES AS THE PARENT CORPORATION FOR AN INTEGRATED HEALTH CARE DELIVERY NETWORK AND MANAGES FIXED ASSETS AND EQUIPMENT UTILIZED BY ITS AFFILIATES ALONG WITH OTHER FIXED ASSETS AND REAL ESTATE HOLDINGS. THE FOUNDATION ALSO ADMINISTERS THE CASH MANAGEMENT AND INVESTMENTS AND PROVIDES GENERAL MANAGEMENT SERVICES TO THE AFFILIATES. IN ADDITION, THE FOUNDATION PROVIDES SUPPORT SERVICES INCLUDING ACCOUNTING AND OTHER FINANCIAL AND REVENUE CYCLE SERVICES, QUALITY AND INFECTION CONTROL, COMPLIANCE, SOCIAL WORK AND CASE MANAGEMENT, MARKETING AND PUBLIC RELATIONS, HUMAN RESOURCES, EDUCATION, INFORMATION TECHNOLOGY, FACILITIES AND ENGINEERING, SECURITY, PURCHASING, AND PROJECT MANAGEMENT SERVICES TO RELATED AFFILIATES. SCHEDULE A, PART IV, SECTION A, LINE 6 EFFECTIVE AUGUST 1, 2015, THE FOUNDATION ENTERED INTO AN AFFILIATION AGREEMENT WITH THE BOARD OF TRUSTEES OF THE UNIVERSITY OF ILLINOIS (UNIVERSITY) FOR THE DEVELOPMENT OF A COLLEGE OF MEDICINE AT ITS URBANA-CHAMPAIGN CAMPUS WITH AN ENGINEERING-FOCUSED CURRICULUM AND TO BE KNOWN AS THE CARLE ILLINOIS COLLEGE OF MEDICINE (CI COM). THIS AGREEMENT RESULTED IN AN UNCONDITIONAL COMMITMENT OF $50,000,000, WHICH WAS RECORDED AS GENERAL AND ADMINISTRATIVE EXPENSE IN 2015 TO BE USED EXCLUSIVELY FOR THE CREATION OF THE CI COM. THE FOUNDATION HAS FUNDED $50,000,000 OF THIS COMMITMENT, $10,000,000 EACH IN 2015, 2016, 2017, 2018, AND 2019. IN 2017, THE FOUNDATION PLEDGED AND RECORDED AN ADDITIONAL $50,000,000 PAYABLE IN FIVE EQUAL ANNUAL INSTALLMENTS. THESE AMOUNTS WILL BE FUNDED FROM 2020 THROUGH 2024. THE UNIVERSITY OF ILLINOIS FOUNDATION, A 501(C)(3) ENTITY, ACCEPTED THE GRANT AS AGENT FOR THE UNIVERSITY OF ILLINOIS, WHICH IS DESCRIBED IN IRC 511(A)(2)(B) AS A PERMISSIBLE BENEFICIARY UNDER REG 1.509(A)-4(E). AS THE UNIVERSITY OF ILLINOIS FOUNDATIONS 2019 FINANCIAL REPORT DISCLOSES, IT IS A NONPROFIT CORPORATION RESPONSIBLE FOR ENCOURAGING AND ADMINISTERING PRIVATE GIFTS MADE TO FURTHER THE MISSION OF THE UNIVERSITY OF ILLINOIS (UNIVERSITY). ALTHOUGH THE FOUNDATION IS A SEPARATE LEGAL ENTITY FROM THE UNIVERSITY, THE FOUNDATIONS SOLE REASON FOR EXISTENCE IS TO SERVE THE UNIVERSITY. THE FOUNDATION IS CONSIDERED A DISCRETELY-PRESENTED COMPONENT UNIT OF THE UNIVERSITY AND IS THEREFORE INCLUDED IN THE UNIVERSITYS GOVERNMENT-WIDE FINANCIAL STATEMENTS. SCEDULE A, PART IV, SECTION D, LINE 3 THE CARLE FOUNDATION SERVES AS THE PARENT OF ITS SUPPORTED ORGANIZATIONS. AT A MINIMUM, ONE MEMBER OF THE GOVERNING BOARD ALSO SERVES ON THE BOARDS OF THE SUPPORTED ORGANIZATIONS. THERE IS AN INTERCONNECTEDNESS OF MANAGEMENT THROUGHOUT THE ORGANIZATION WHEREBY MANAGEMENT OVERSEES ACTIVITIES OF EACH OF THE SUPPORTED ORGANIZATIONS IN ADDITION TO THOSE OF THE CARLE FOUNDATION. MANAGEMENT OVERSIGHT OVER THE USE OF THE ORGANIZATIONS INCOME AND ASSETS IS LED BY THE SAME EXECUTIVE LEADERSHIP TEAM OVER EACH OF THE SUPPORTING AND SUPPORTED ORGANIZATIONS. SCEDULE A, PART IV, SECTION E, LINE 3A & 3B THE SOLE MEMBER OF THE SUPPORTED ORGANIZATIONS, THE CARLE FOUNDATION, ACTING THROUGH ITS BOARD OF TRUSTEES, HAS THE EXCLUSIVE POWER TO ELECT AND REMOVE MEMBERS OF THE BOARD OF TRUSTEES FOR THE SUPPORTED ORGANIZATIONS IN ADDITION TO FILLING VACANCIES. THE SOLE MEMBER OF THE SUPPORTED ORGANIZATIONS ALSO HAS THE EXCLUSIVE RIGHT AND POWER: TO AMEND THE BY-LAWS; TO AMEND THE ARTICLES OF THE CORPORATION; TO AUTHORIZE ANY NON-BUDGETED EXPENDITURE IN EXCESS OF DETERMINED THRESHOLDS; TO ORGANIZE OR ACQUIRE, OR TO AUTHORIZE OR APPROVE THE ORGANIZATION'S ACQUISITION OF ANY SUBSIDIARY OR AFFILIATE OF THE CORPORATION; TO PLEDGE ALL OR ANY PART OF THE CORPORATIONS ASSETS AS SECURITY FOR A DEBT; AND AUTHORIZATION TO ENTER INTO ANY CONTRACT OR ENGAGE IN ANY TRANSACTION OR ACTIVITY WHICH REQUIRES APPLICATION TO THE ILLINOIS HEALTH FACILITIES PLANNING BOARD FOR A PERMIT OR CERTIFICATE OF NEED. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED false true false true 3667 false false true 22220 false true 71835 97722 false SCHEDULE C, PART II-B, LINES 1D AND 1G DURING 2019, THE CARLE FOUNDATION EMPLOYED A PERSON WHOSE PRIMARY DUTIES INCLUDED GOVERNMENT RELATIONS. APPROXIMATELY 25% OF THIS PERSON'S TIME WAS ESTIMATED TO HAVE BEEN SPENT ON DIRECT LOBBYING ACTIVITIES. DIRECT LOBBYING EFFORTS INCLUDED DISCUSSIONS WITH MEMBERS OF THE ILLINOIS GENERAL ASSEMBLY, CONGRESS, AND THEIR RESPECTIVE STAFFS. IN-PERSON AND TELEPHONIC CONVERSATIONS PRIMARILY REVOLVED AROUND HEALTH CARE POLICY MAKING, THE APPROPRIATIONS PROCESS, AND THE IMPACT OF PROPOSED LEGISLATION ON THE OPERATIONS OF THE CARLE FOUNDATION AND ITS RELATED ORGANIZATIONS. OCCASIONAL CORRESPONDENCE WITH THE ELECTED OFFICIALS AND THEIR STAFF MEMBERS OCCURRED VIA STANDARD MAIL AND EMAIL. SCHEDULE C, PART II-B, LINE 1I $71,835- A PORTION OF ANNUAL MEMBERSHIP DUES TO VARIOUS PROFESSIONAL ORGANIZATIONS WAS ESTIMATED TO BE ATTRIBUTED TO LOBBYING ACTIVITIES. 3590979 346621 629457 23804 4543253 3353135 420328 -128526 53958 3590979 2882336 93166 403133 25500 3353135 2718842 62954 172913 72373 2882336 2464402 219279 47166 12005 2718842 1.00000 false true true 38710198 38710198 849541502 319004676 530536826 11436667 6805529 4631138 232819704 158281735 74537969 66602706 19484087 47118619 695534750 0 INCOME TAX PAYABLE 450000 INTEREST RATE SWAP VALUATION 15641565 ACCRUED HEALTH INSURANCE 14060643 LEASE LIABILITIES 14448518 ACCRUED COMMITMENT 37888105 LIABILITY FOR UNASSERTED CLAIM 9805054 ASSET RETIREMENT OBLIGATION 8884969 CURRENT PORTION LT DEBT 494249 101673103 X SCHEDULE D, PART V, LINE 4 THE CARLE DEVELOPMENT FOUNDATION, WHOSE SOLE MEMBER IS THE CARLE FOUNDATION, HAD TWENTY-FIVE ENDOWMENTS, RANGING IN AMOUNTS FROM APPROXIMATELY $1,000 TO $415,283. THE PURPOSES DESIGNATED BY THE DONORS VARIED, BUT CONSISTED OF SUPPORT FOR CANCER RESEARCH, THE CARLE GUEST HOUSE, CONTINUED EDUCATION FOR VARIOUS PROFESSIONAL STAFF, AND OTHER HEALTHCARE RELATED PURPOSES. SCHEDULE D, PART X, LINE 2 FIN 48 (ASC740) FOOTNOTE THE GUIDANCE ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES PRESCRIBES A MORE-LIKELY-THAN-NOT RECOGNITION THRESHOLD AND MEASUREMENT ATTRIBUTE FOR FINANCIAL STATEMENTS RECOGNITION OF A TAX POSITION TAKEN OR EXPECTED TO BE TAKEN. THERE WERE NO UNCERTAIN TAX BENEFITS IDENTIFIED OR RECORDED AS A LIABILITY AS OF DECEMBER 31, 2019 AND DECEMBER 31, 2018. Central America and the Caribbean 0 0 Investments 161813011 Central America and the Caribbean 0 0 Program Services SELF INSURANCE 5390730 0 0 0 0 167203741 167203741 true false true true false false SCHEDULE F, SUPPLEMENTAL INFORMATION PART I, LINE 3(1) CENTRAL AMERICA / CARIBBEAN HEALTH SYSTEMS INSURANCE, LIMITED INVESTMENT: $161,813,011. PART I, LINE 3(2) CENTRAL AMERICA / CARIBBEAN HEALTH SYSTEMS INSURANCE, LIMITED PREMIUMS PAID ON SELF INSURANCE: $5,390,730. true THE CARLE DEVELOPMENT FOUNDATION 611 W PARK ST URBANA IL 61801 371159978 501(c)(3) 1465685 INTERNAL FUNDING THE CARLE FOUNDATION HOSPITAL 611 W PARK ST URBANA IL 61801 371119538 501(c)(3) 278340 INTERNAL FUNDING BOARD OF TRUSTEES OF THE UNIVERSITY OF IL 306 S WRIGHT ST URBANA IL 61801 376000511 501(c)(3) 2524588 SUPPORT FOR COLLEGE OF MEDICINE 4 SCHEDULE I, PART I, LINE 2 DESCRIPTION OF ORGANIZATION'S PROCEDURES FOR MONITORING THE USE OF GRANTS TWO GRANTS WERE MADE TO RELATED AFFILIATES, THE CARLE FOUNDATION HOSPITAL AND THE CARLE DEVELOPMENT FOUNDATION. THE GRANTS WERE MADE TO SUPPORT THE ORGANIZATION'S MISSION FOR MEETING THE NEEDS OF THE COMMUNITY SERVED BY THE CARLE FOUNDATION. IN 2019, THE CARLE FOUNDATION, ON BEHALF OF THE CARLE FOUNDATION HOSPITAL, PROVIDED TRANSLATIONAL RESEARCH GRANTS TOTALING $136,699 TO THE UNIVERSITY OF ILLINOIS URBANA-CHAMPAIGN. IN 2015, THE CARLE FOUNDATION (FOUNDATION) MADE AN UNCONDITIONAL COMMITMENT OF $50,000,000 TO THE UNIVERSITY OF ILLINOIS URBANA-CHAMPAIGN (UNIVERSITY) TO BE USED EXCLUSIVELY FOR THE CREATION OF THE CARLE ILLINOIS COLLEGE OF MEDICINE (CICOM). IN 2017, THE FOUNDATION PLEDGED AN ADDITIONAL $50,000,000, WHICH IS TO BE PAID ANNUALLY OVER SUBSEQUENT YEARS. THIS COMMITMENT IS RECORDED AT A DISCOUNTED VALUE OF $47,888,105 AT DECEMBER 31, 2019. COMPRISED OF FOUNDATION AND UNIVERSITY REPRESENTATIVES, A JOINTY APPOINTED MANAGEMENT AND OVERSIGHT COMMITTEE PROVIDES STRATEGIC AND FINANCIAL OVERSIGHT FOR THE CICOM. IN ADDITION, THE DEAN OF CICOM IS EMPLOYED BY BOTH THE FOUNDATION AND THE UNIVERSITY AND REPORTS JOINTLY TO THE PROVOST OF THE UNIVERSITY AND THE CHIEF MEDICAL OFFICER AT THE FOUNDATION. X X X X X true true false false false false false true false Andy Arwari MD SEC/TREAS OF BOARD & PHYSICIAN 0 544198 0 25060 0 13343 0 22542 0 26074 0 631217 0 0 JONATHAN BAILEY MD TRUSTEE & Physician 0 600181 0 14680 0 23093 0 22542 0 20912 0 681408 0 0 Aja Lystila MD TRUSTEE & Physician 0 288722 0 10000 0 3408 0 22542 0 22904 0 347576 0 0 URETZ OLIPHANT MD TRUSTEE & Physician 0 501705 0 1463 0 35443 0 16942 0 1368 0 556921 0 0 Kenneth Aronson MD OFFICER - FORMER 0 364735 0 24960 0 27262 0 22542 0 12208 0 451707 0 0 James C Leonard MD Ex-Officio, President & CEO 1364934 467565 534892 534231 7385 2909007 501708 John Snyder Exec VP & COO (Thru 06/19) 482857 0 298156 0 1695314 0 2161020 0 16783 0 4654130 0 1076615 0 Dennis Hesch Exec VP & CFO 817104 188433 288030 273284 15576 1582427 262322 Matthew Gibb MD Exec VP & CMO (THRU 02/19) 105783 0 164915 0 1303451 0 1099022 0 11136 0 2684307 0 663578 0 Laurence Fallon EXEC VP, CHIEF LEGAL OFFICER 586747 0 145606 0 216195 0 208671 0 21847 0 1179066 0 187071 0 Richard Rinehart VP-IT & CIO 392803 58563 112438 117419 21696 702919 104958 Lynette Barnes COO-CFH & SVP-Facilities 346208 0 72337 0 166540 0 112772 0 5911 0 703768 0 127249 0 Lauren Schmid Exec VP, Chief HR Officer 322593 0 40818 0 66898 0 76250 0 22630 0 529189 0 44771 0 Stephanie Beever Exec VP & CSO (ThRu 06/19) 243318 0 127452 0 800762 0 1078177 0 11847 0 2261556 0 465733 0 William Schuh MD Chief Medical Info Officer 421951 0 54986 0 139441 0 109072 0 19571 0 745021 0 132704 0 Pamela Bigler SVP-Nursing & CNO 314121 0 66150 0 109723 0 101470 0 7240 0 598704 0 76662 0 Napoleon Knight MD HIGHLY COMP EMP - FORMER 0 492766 0 0 0 447311 0 22542 0 9211 0 971830 0 30132 Matthew Kolb Exec VP & COO 537981 0 58621 0 107346 0 104199 0 25342 0 833489 0 40837 0 Charles Dennis MD Exec VP, CMO (START 02/19) 562415 0 89059 0 25632 0 79334 0 19816 0 776256 0 0 0 Robert Healy MD Chief Medical Quality Officer 377484 0 53063 0 83110 0 110057 0 21271 0 644985 0 75319 0 SCHEDULE J, PART I, QUESTION 3 THE BOARD OF TRUSTEES OF THE CARLE FOUNDATION,THROUGH ITS COMPENSATION COMMITTEE COMPRISED OF INDEPENDENT MEMBERS FREE OF CONFLICT, ANNUALLY REVIEWS EXECUTIVE COMPENSATION LEVELS AND ESTABLISHES APPROPRIATE SALARY RANGES AND OTHER FEATURES OF THE COMPENSATION PLAN IN ACCORDANCE WITH THE ORGANIZATION'S APPROVED COMPENSATION PHILOSOPHY AND STRATEGY: - THE COMMITTEE IS COMPRISED OF MEMBERS OF THE BOARD OF TRUSTEES; WHO ARE INDEPENDENT OF THE CARLE FOUNDATION MANAGEMENT; HAVE NO PERSONAL INTEREST IN THE COMPENSATION ARRANGEMENTS; ARE NOT RELATED TO, OR UNDER THE CONTROL OF ANY INDIVIDUAL WHOSE COMPENSATION ARRANGEMENT IS BEING REVIEWED; AND HAVE NO MATERIAL BUSINESS RELATIONSHIP WITH THE CARLE FOUNDATION. - THE CHIEF EXECUTIVE OFFICER'S COMPENSATION IS DETERMINED BY THE COMPENSATION COMMITTEE IN RELATION TO APPROPRIATE COMPARABILITY DATA. COMPENSATION FOR OTHER MEMBERS OF THE EXECUTIVE STAFF IS DEVELOPED BY THE CEO, EVALUATED AGAINST MARKET DATA, AND REVIEWED AND APPROVED BY THE COMMITTEE. - THE COMMITTEE APPROVES ALL ANNUAL COMPENSATION DECISIONS IN ADVANCE OF THEIR IMPLEMENTATION AND DOCUMENTS ITS DETERMINATIONS AND DISCUSSIONS. - THE COMPENSATION COMMITTEE RELIES UPON A NUMBER OF EXTERNAL RESOURCES AND COMPARISONS, AND ITS ANALYSIS INCLUDES TOTAL COMPENSATION (CASH COMPENSATION PLUS BENEFITS PROVIDED BY THE CARLE FOUNDATION) IN RELATION TO ORGANIZATIONAL PERFORMANCE AND PREVAILING INDUSTRY PRACTICES FOR LIKE RESPONSIBILITIES AT COMPARABLY-SIZED ORGANIZATIONS. THE COMMITTEE HAS ENGAGED THE SERVICES OF A COMPENSATION CONSULTING FIRM SPECIALIZING IN THE NOT-FOR-PROFIT SECTOR WHICH HAS WORKED WITH THE CARLE FOUNDATION AND MAKES ITS REPORTS DIRECTLY AVAILABLE TO THE COMPENSATION COMMITTEE. FORM 990, SCHEDULE J, PART I, QUESTION 4A IN 2019, SEVERANCE PAYMENTS WERE PAID TO STEPHANIE BEEVER ($301,898), MATTHEW GIBB, MD ($602,729), AND JOHN SNYDER ($586,504). FORM 990, SCHEDULE J, PART I, QUESTION 4B THE 2019 PARTICIPANTS IN THE 457(F) PLAN OFFERED BY THE CARLE FOUNDATION, THAT ARE LISTED IN THE 990 PART VII INCLUDE LYNETTE BARNES, STEPHANIE BEEVER, PAMELA BIGLER, CHARLES DENNIS, MD, LAURENCE FALLON, MATTHEW GIBB, MD, ROBERT HEALY, MD, DENNIS HESCH, MATTHEW KOLB, JAMES LEONARD, MD, RICHARD RINEHART, LAUREN SCHMID, WILLIAM SCHUH, MD, AND JOHN SNYDER. THE 2019 PAYMENTS FROM THE 457(F) PLAN WERE MADE TO LYNETTE BARNES ($127,249), STEPHANIE BEEVER ($465,733), PAMELA BIGLER ($76,662), LAURENCE FALLON ($187,071), MATTHEW GIBB, MD ($663,578), ROBERT HEALY, MD ($75,319), DENNIS HESCH ($262,322) , NAPOLEON KNIGHT, MD ($30,132), MATTHEW KOLB ($40,837), JAMES LEONARD, MD ($501,708), RICHARD RINEHART ($104,958), LAUREN SCHMID ($44,771), WILLIAM SCHUH, MD ($132,704), AND JOHN SNYDER ($1,076,615). FORM 990, SCHEDULE J, PART 1, QUESTION 7 PART OF THE OVERALL EMPLOYEES' COMPENSATION PROGRAM INCLUDES AN INCENTIVE COMPONENT THAT COVERS MOST EMPLOYEES AND IS DESIGNED TO ENCOURAGE AND PROMOTE THE ACHIEVEMENT OF CERTAIN QUALITY, OPERATIONAL, AND EFFICIENCY IMPROVEMENTS. ALTHOUGH THIS INCENTIVE COMPONENT IS BASED ON THE ORGANIZATION MEETING CERTAIN MINIMUM FINANCIAL THRESHOLDS, ALL PAYMENTS MUST BE APPROVED BY THE BOARD OF DIRECTORS PRIOR TO ANY INCENTIVE PAYOUT. A ILLINOIS FINANCE AUTHORITY 861091967 45200FVH9 2009-03-18 240717712 SEE PART VI false false false B ILLINOIS FINANCE AUTHORITY 861091967 45203HBT8 2011-05-19 233719141 SEE PART VI false false false C ILLINOIS FINANCE AUTHORITY 861091967 000000000 2011-06-16 100000000 SEE PART VI false false false D ILLINOIS FINANCE AUTHORITY 861091967 45203HZU9 2014-08-08 26095000 REFUND PRIOR ISSUE - 03/18/09 false false false A 134415000 0 240723013 0 0 0 2482257 543040 0 19958620 217739096 0 2010 true false true true B 19245000 0 234462863 0 20762837 0 0 860364 3304035 184923346 24612281 0 2014 true false true true C 0 0 100365148 0 2882628 0 0 0 2285375 84712629 10484515 0 2014 true false true true D 17140000 0 26095000 0 0 0 0 0 0 0 26095000 0 2010 true false true true A false false false true true 0.00001 0.00000 0.00001 false false false true B false false false true true 0.00000 0.00000 0.00000 false false false true C false false false true true 0.00000 0.00000 0.00000 false false false true D false false false true true 0.00001 0.00000 0.00001 false false false true A false false true true true false 0 false 0 false true B false false true true false false 0 false 0 true true C false false true true true false 0 false 0 false true D false false true true true false 0 false 0 false true A true B true C true D true Form 990,Schedule K, Part I-V-18, Line 3 Part I, Line A, Column (f) - Construct Facility & refund prior issues (6/9/98, 7/1/98, 11/10/04) Part I, Line A, Column (f) - Construct Facility & refund prior issues (7/15/05, 11/7/08, 3/10/10) Part I, Line A, Column (f) - Construct Facility & refund prior issues (7/15/05, 11/7/08, 3/10/10) Part II, Line 3 - The total proceeds do not agree to the issue price in Part I, Column (e) due to interest earnings Part IV, Arbitrage, Line 2c: (A) Issuer Name: Illinois Finance Authority, Date the Rebate Computation was Performed: 09/18/2010 Note regarding the rebate computation: Since the bond proceeds have been spent, a spending exception was met, and the debt service fund was operated on a bona fide basis so no further rebate calculations are necessary. Part IV, Arbitrage, Line 2c: (B) Issuer Name: Illinois Finance Authority, Date the Rebate Computation was Performed: 04/30/2015 Note regarding the rebate computation: Since the bond proceeds have been spent and the debt service fund was operated on a bona fide basis, no further rebate calculations are necessary. Part IV, Arbitrage, Line 2c: (C) Issuer Name: Illinois Finance Authority, Date the Rebate Computation was Performed: 05/01/2016 Note regarding the rebate computation: Since the bond proceeds have been spent and the debt service fund was operated on a bona fide basis, no further rebate calculations are necessary. Part IV, Arbitrage, Line 2c: (D) Issuer Name: Illinois Finance Authority, Date the Rebate Computation was Performed: 02/08/2015 Note regarding the rebate computation: Since the bond proceeds have been spent, a spending exception was met, and the debt service fund was operated on a bona fide basis so no further rebate calculations are necessary. A Illinois Finance Authority 861091967 45204EPQ5 2016-11-10 205002138 See Part VI false false false A 0 0 206846109 0 0 0 0 0 0 151846109 55000000 0 2019 true false true true A false false false true true 0 false false false true A false true true false false false 0 false 0 false true A true Part I Part I, Line A, Column (f) - Construct Facility & refund prior issues (3/18/09) Part II, Line 3 - The total proceeds do not agree to the issue price in Part I, Column (e) due to interest earnings FORM 990, PART III, LINE 4A THE CARLE FOUNDATION IS ORGANIZED AND AT ALL TIMES OPERATES EXCLUSIVELY FOR THE BENEFIT OF, TO PERFORM THE FUNCTIONS OF, AND TO CARRY OUT THE PURPOSES OF THE FOLLOWING HEALTHCARE ORGANIZATIONS WHICH ARE AFFILIATED WITH THE CORPORATION THROUGH THE PROVISION OF FINANCIAL AND MANAGEMENT ASSISTANCE: THE CARLE FOUNDATION HOSPITAL, CARLE HEALTH CARE INCORPORATED, THE CARLE DEVELOPMENT FOUNDATION, OR ANY OTHER NOT-FOR-PROFIT CORPORATION THAT IS OR BECOMES AFFILIATED WITH THE CORPORATION, OR ANY OF THE HEALTH CARE ORGANIZATIONS DESCRIBED IN THIS SECTION, WHICH QUALIFIES FOR EXEMPTION FROM FEDERAL INCOME TAX UNDER SECTION 501(C)(3) AND AS A PUBLIC CHARITY UNDER SECTIONS 509(A)(1) OR (2) OF THE CODE. THE CARLE FOUNDATION: (A) SERVES AS THE PARENT CORPORATION FOR AN INTEGRATED HEALTH CARE DELIVERY NETWORK (B) PROVIDES FINANCING AND MANAGEMENT ASSISTANCE TO THE ORGANIZATIONS DESCRIBED ABOVE (C) ACQUIRES, OWNS, USES, LEASES AS LESSOR OR LESSEE, CONVEYS AND OTHERWISE DEALS IN AND WITH REAL PROPERTY AND ANY INTEREST THEREIN, ALL IN SUPPORT OF OR IN FURTHERANCE OF THE CHARITABLE PURPOSES OF THE ORGANIZATIONS DESCRIBED ABOVE (D) CONTRACTS WITH OTHER ORGANIZATIONS (FOR PROFIT AND NOT-FOR-PROFIT), WITH INDIVIDUALS, AND WITH GOVERNMENTAL AGENCIES IN SUPPORT OF, OR IN FURTHERANCE OF, THE CHARITABLE PURPOSES OF THE ORGANIZATIONS DESCRIBED ABOVE AND (E) OWNS OR OPERATES FACILITIES OR OWNS OTHER ASSETS FOR PUBLIC USE AND WELFARE IN FURTHERANCE OF THE CHARITABLE PURPOSES OF THE ORGANIZATIONS DESCRIBED ABOVE. FORM 990, PART VI, QUESTION 2 - GUY HALL (IMMEDIATE PAST CHAIR), MARK CZYS (TRUSTEE), JAMES C. LEONARD, MD (EX-OFFICIO), KARL APPELQUIST (CHAIR OF BOARD), URETZ OLIPHANT, MD (TRUSTEE), PAUL TUCKER (VICE CHAIR OF BOARD), ANDY ARWARI, MD (SECRETARY/TREASURER OF BOARD), AND JON STEWART (TRUSTEE) HAD A BUSINESS RELATIONSHIP. - JAMES C. LEONARD, MD (EX-OFFICIO), MATTHEW KOLB (OFFICER), CHARLES DENNIS, MD HAD A BUSINESS RELATIONSHIP. - JAMES C. LEONARD, MD (EX-OFFICIO), MATTHEW KOLB (OFFICER), DENNIS HESCH (OFFICER), AND AJA LYSTILA, MD (TRUSTEE) HAD A BUSINESS RELATIONSHIP. - JAMES C. LEONARD, MD (EX-OFFICIO), CHARLES DENNIS, MD (OFFICER), DENNIS HESCH (OFFICER), LYNN ZEHNDER (TRUSTEE), AND JON STEWART (TRUSTEE) HAD A BUSINESS RELATIONSHIP. FORM 990, PART VI, QUESTIONS 6, 7a & 7b THE CARLE FOUNDATION HAS ONE (1) CLASS OF MEMBERS. THE NUMBER OF MEMBERS SHALL BE AS DETERMINED FROM TIME TO TIME BY THE BOARD OF TRUSTEES. EACH MEMBER SHALL BE ELECTED BY THE BOARD OF TRUSTEES FOR A TERM OF THREE (3) YEARS AND SHALL HOLD OFFICE UNTIL HIS OR HER SUCCESSOR IS DULY ELECTED AND QUALIFIED OR UNTIL HIS OR HER DEATH, RESIGNATION OR REMOVAL, WHICHEVER COMES FIRST. NO LICENSED PHYSICIAN, LICENSED DENTIST OR OTHER LICENSED HEALTH CARE PROFESSIONAL SHALL BE ELECTED AS A MEMBER IF SUCH ELECTION WOULD RESULT IN MEMBERS WHO ARE LICENSED PHYSICIANS, LICENSED DENTISTS, OR OTHER LICENSED HEALTH CARE PROFESSIONALS COMPRISING A MAJORITY OF THE MEMBERS OF THE CORPORATION. THE ANNUAL MEETING OF THE MEMBERS IS HELD FOR THE PURPOSE OF ELECTING TRUSTEES. THE MEMBERS SHALL ELECT THE TRUSTEES OF THE CORPORATION BY VOTING UPON THE SLATE OF NOMINEES PRESENTED TO THEM AT THE ANNUAL MEETING (OR ANY ADJOURNMENT THEREOF) BY A REPRESENTATIVE OF EITHER THE NOMINATING COMMITTEE OF THE BOARD OF TRUSTEES OR THE BOARD OF TRUSTEES. THE NOMINATING COMMITTEE SHALL HAVE THE SOLE AND EXCLUSIVE POWER TO NOMINATE INDIVIDUALS TO SERVE AS TRUSTEES, EXCEPT AS PROVIDED IN ARTICLE V, SECTION 4 OF THE ORGANIZATION'S BYLAWS. EACH MEMBER SHALL HAVE ONE VOTE WITH RESPECT TO THE SLATE OF NOMINEES PRESENTED FOR ELECTION AS TRUSTEES. IF THE ELECTION OF TRUSTEES SHALL NOT BE HELD ON THE DAY DESIGNATED HEREIN FOR ANY ANNUAL MEETING, OR AT ANY ADJOURNMENT THEREOF, THE BOARD OF TRUSTEES SHALL CAUSE THE ELECTION TO BE HELD AT A SPECIAL MEETING OF THE MEMBERS AS SOON THEREAFTER AS SUCH MEETING MAY CONVENIENTLY BE HELD. THE BOARD OF TRUSTEES SHALL RECOMMEND REVISIONS TO THESE BYLAWS TO THE MEMBERS OF THE CORPORATION FOR APPROVAL. THESE BYLAWS MAY BE ALTERED, AMENDED OR REPEALED AND NEW BYLAWS MAY BE ADOPTED BY A MAJORITY OF THE MEMBERS OF THE CORPORATION, PROVIDED THAT AT LEAST TWENTY (20) DAYS WRITTEN NOTICE IS GIVEN OF INTENTION TO ALTER, AMEND OR REPEAL THESE BYLAWS OR TO ADOPT NEW BYLAWS AT ANY REGULAR OR SPECIAL MEETING OF THE MEMBERS AT WHICH SUCH ACTION IS TO OCCUR. FORM 990, PART VI, QUESTION 11B THE FORM 990 WAS PREPARED BY STAFF AND AN EXTERNAL TAX ADVISOR AND REVIEWED BY MANAGEMENT. PRIOR TO FILING THIS FORM 990, A FULL AND COMPLETE COPY WAS PROVIDED TO THE GOVERNING BODY BY POSTING TO THE ORGANIZATION'S DIRECTOR COMMUNICATION PORTAL. ALSO BEFORE FILING, EACH TRUSTEE RECEIVED NOTIFICATION THAT THE FORM 990 WAS POSTED AND AVAILABLE FOR REVIEW AT HIS/HER DISCRETION, EACH TRUSTEE HAS THE OPPORTUNITY TO CONTACT MANAGEMENT OR DISCUSS AND ADDRESS CONCERNS AT SUBSEQUENT BOARD MEETINGS. FORM 990, PART VI, QUESTION 12C THE ORGANIZATION'S ESTABLISHED CONFLICT OF INTEREST POLICIES REQUIRE ANNUAL DISCLOSURE OF ACTUAL AND POTENTIAL CONFLICTS OF INTEREST FOR OFFICERS, DIRECTORS, TRUSTEES, MEMBERS OF BOARD COMMITTEES, ADMINISTRATIVE AND MANAGERIAL EMPLOYEES AS WELL AS ALL EMPLOYEES OF THE PURCHASING DEPARTMENT. IF CIRCUMSTANCES CHANGE DURING THE COURSE OF A YEAR, INTERIM DISCLOSURE IS ALSO REQUIRED OF THE SAME INDIVIDUALS. THE DISCLOSURES OF EMPLOYEES ARE REVIEWED INITIALLY BY THE HUMAN RESOURCES DEPARTMENT AND ANY IDENTIFIED CONFLICTS ARE REFERRED TO, AND ADDRESSED BY, THE ORGANIZATION'S INTERNAL LEGAL COUNSEL AND/OR CORPORATE INTEGRITY OFFICER. THE DISCLOSURES OF TRUSTEES AND MEMBERS OF BOARD COMMITTEES ARE REVIEWED BY THE CHAIR OF THE BOARD. THE ENTIRE BOARD, ABSENT THE SUBJECT TRUSTEE OR COMMITTEE MEMBER, DETERMINES WHETHER A CONFLICT EXISTS. TRUSTEES AND/OR BOARD COMMITTEE MEMBERS WITH IDENTIFIED CONFLICTS ARE REQUIRED TO RECUSE THEMSELVES FROM VOTING ON MATTERS THAT MAY PRESENT A CONFLICT. THE ORGANIZATION ALSO MAINTAINS PURCHASING POLICIES REQUIRING COUNTER SIGNATURES TO FURTHER MINIMIZE THE RISK ASSOCIATED WITH ACTUAL AND/OR POTENTIAL CONFLICTS OF INTEREST. FORM 990, PART VI, QUESTIONS 15A & 15B THE BOARD OF TRUSTEES OF THE CARLE FOUNDATION, THROUGH ITS COMPENSATION COMMITTEE COMPRISED OF INDEPENDENT MEMBERS FREE OF CONFLICT, ANNUALLY REVIEWS EXECUTIVE COMPENSATION LEVELS AND ESTABLISHES APPROPRIATE SALARY RANGES AND OTHER FEATURES OF THE COMPENSATION PLAN IN ACCORDANCE WITH THE ORGANIZATION'S APPROVED COMPENSATION PHILOSOPHY AND STRATEGY: - THE COMMITTEE IS COMPRISED OF MEMBERS OF THE BOARD OF TRUSTEES; WHO ARE INDEPENDENT OF THE CARLE FOUNDATION MANAGEMENT; HAVE NO PERSONAL INTEREST IN THE COMPENSATION ARRANGEMENTS; ARE NOT RELATED TO, OR UNDER THE CONTROL OF ANY INDIVIDUAL WHOSE COMPENSATION ARRANGEMENT IS BEING REVIEWED; AND HAVE NO MATERIAL BUSINESS RELATIONSHIP WITH THE CARLE FOUNDATION. - THE CHIEF EXECUTIVE OFFICER'S COMPENSATION IS DETERMINED BY THE COMPENSATION COMMITTEE IN RELATION TO APPROPRIATE COMPARABILITY DATA. COMPENSATION FOR OTHER MEMBERS OF THE EXECUTIVE STAFF IS DEVELOPED BY THE CEO, EVALUATED AGAINST MARKET DATA, AND REVIEWED AND APPROVED BY THE COMMITTEE. - THE COMMITTEE APPROVES ALL ANNUAL COMPENSATION DECISIONS IN ADVANCE OF THEIR IMPLEMENTATION AND DOCUMENTS ITS DETERMINATIONS AND DISCUSSIONS. - THE COMPENSATION COMMITTEE RELIES UPON A NUMBER OF EXTERNAL RESOURCES AND COMPARISONS, AND ITS ANALYSIS INCLUDES TOTAL COMPENSATION (CASH COMPENSATION PLUS BENEFITS PROVIDED BY THE CARLE FOUNDATION) IN RELATION TO ORGANIZATIONAL PERFORMANCE AND PREVAILING INDUSTRY PRACTICES FOR LIKE RESPONSIBILITIES AT COMPARABLY-SIZED ORGANIZATIONS. THE COMMITTEE HAS ENGAGED THE SERVICES OF A COMPENSATION CONSULTING FIRM SPECIALIZING IN THE NOT-FOR-PROFIT SECTOR WHICH HAS WORKED WITH THE CARLE FOUNDATION AND MAKES ITS REPORTS DIRECTLY AVAILABLE TO THE COMPENSATION COMMITTEE. FORM 990, PART VI, QUESTIONS 18 & 19 THE CARLE FOUNDATION PUBLISHES THROUGH WWW.DACBOND.COM AND HTTPS://EMMA.MSRB.ORG/ ITS QUARTERLY UNAUDITED FINANCIAL STATEMENTS, ANNUAL AUDITED FINANCIAL STATEMENTS, A MANAGEMENT'S DISCUSSION & ANALYSIS TO ACCOMPANY THE FINANCIAL STATEMENTS, AND AN ANNUAL REPORT OF CERTAIN OPERATING AND FINANCIAL INFORMATION. ADDITIONALLY, OFFICIAL STATEMENTS FOR OUTSTANDING MUNICIPAL BOND ISSUES FOR WHICH THE CARLE FOUNDATION IS OBLIGATED ARE AVAILABLE AT THESE WEBSITES. THESE DOCUMENTS INCLUDE EXTENSIVE INFORMATION ABOUT THE ORGANIZATION'S HEALTH CARE DELIVERY SYSTEM MODEL, RECENT HIGHLIGHTS/ACCOMPLISHMENTS, GOVERNANCE AND ADMINISTRATION, STRATEGIC PLAN, FACILITIES, CLINICAL PROGRAMS, MEDICAL STAFF, SERVICE AREA, COMPETITIVE ENVIRONMENT, DEMOGRAPHIC DATA, UTILIZATION STATISTICS, SUMMARY FINANCIAL INFORMATION, ACADEMIC AFFILIATIONS AND EDUCATIONAL PROGRAMS, MEDICAL RESEARCH, ACCREDITATIONS, AND ITS EMPLOYEES. THIS INFORMATION IS AVAILABLE AT NO CHARGE TO THOSE WHO REGISTER AT THE WWW.DACBOND.COM WEBSITE OR BY SEARCHING AT HTTPS://EMMA.MSRB.ORG/. IN ADDITION, THE FORM 990S OF THE ORGANIZATION'S FILING ENTITIES ARE AVAILABLE THROUGH DACBOND. QUARTERLY FINANCIAL STATEMENTS ARE ALSO AVAILABLE UPON REQUEST DELIVERED TO THE ORGANIZATION'S ADMINISTRATIVE OFFICES. THE ORGANIZATION'S GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICIES ARE ALSO AVAILABLE UPON REQUEST TO THE ORGANIZATION'S ADMINISTRATIVE OFFICES. FORM 990, PART VII, SECTION A, COLUMN B THE AVERAGE ESTIMATED HOURS PER WEEK LISTED FOR THE REPORTING ORGANIZATION AND RELATED ORGANIZATIONS ARE BASED ON A STANDARD 40 HOUR WEEK. MEMBERS MAY FREQUENTLY DEVOTE MORE THAN 40 HOURS OF SERVICE TO THE ENTIRE ORGANIZATION DURING AN AVERAGE WEEK. FORM 990, PART XI, LINE 9 OTHER CHANGES IN NET ASSETS INCLUDE: $166,761,532 THE CARLE FOUNDATION SETTLED VARIOUS INTERCOMPANY RECEIVABLE/PAYABLE BALANCES THROUGH EQUAL OFFSETTING EQUITY TRANSFERS. THE INTERCOMPANY RECEIVABLE/PAYABLE BALANCE RESULTED FROM THE NORMAL COURSE OF OPERATIONS AND WERE PRIMARILY ATTRIBUTABLE TO CENTRALIZED CASH MANAGEMENT AND DISBURSEMENT ACTIVITIES. THESE INTERCOMPANY RECEIVABLE/PAYABLE SETTLEMENTS HELPED PROVIDE SUPPLEMENTAL FUNDING FOR CERTAIN RELATED ORGANIZATIONS TO FURTHER THEIR EXEMPT PURPOSES; AND $1,861,867 K-1 INVESTMENT INCOME. FORM 990, PART XII, #2A,B,C AND PART IV, #12 THE FINANCIAL STATEMENTS FOR THE CARLE FOUNDATION WERE AUDITED ON A CONSOLIDATED BASIS. THE CARLE FOUNDATION HAS AN AUDIT COMMITTEE CONSISTING OF MEMBERS OF THE GOVERNING BOARD AND THE CHIEF FINANCIAL OFFICER WHO TOGETHER ASSUME RESPONSIBILITY FOR OVERSIGHT OF THE REVIEW AND AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT OR AUDITOR. 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