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THE ASC 740 AUDIT FOOTNOTE DISCLOSURE FOR THE SUTTER SYSTEM IS AS FOLLOWS: DEFERRED INCOME TAX ASSETS, WHICH AS OF DECEMBER 31, 2010 AND 2009 WERE FULLY RESERVED, REFLECT THE NET TAX EFFECT OF TEMPORARY DIFFERENCES BETWEEN THE CARRYING AMOUNTS OF ASSETS AND THE LIABILITIES FOR FINANCIAL REPORTING AND THE AMOUNTS USED FOR INCOME TAX PURPOSES. AS OF DECEMBER 31, 2010 AND 2009, SUTTER HAD DEFERRED TAX ASSETS OF $13 (MILLION) RELATING PRINCIPALLY TO NET OPERATING LOSS CARRYOVERS. AS OF DECEMBER 31, 2010 AND 2009, SUCH DEFERRED TAX ASSETS WERE OFFSET BY A VALUATION ALLOWANCE OF $13 (MILLION). THE VALUATION ALLOWANCE DID NOT CHANGE IN 2010 OR 2009. FEDERAL NET OPERATING LOSS CARRYOVERS TOTALED $32 (MILLION) AT DECEMBER 31, 2010 AND WILL EXPIRE BETWEEN 2015 AND 2030. 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20103 LAKE CHABOT ROAD CASTRO VALLEY CA 94546

X X X 2 SAN LEANDRO HOSPITAL

13855 E 14TH STREET SAN LEANDRO CA 94578

X X X EDEN MEDICAL CENTER 1 SAN LEANDRO HOSPITAL 2 1 REHABILITATION SERVICES

14207 E 14TH STREET SAN LEANDRO CA 94578

OUTPATIENT: REHABILITATION SERVICES PART I, QUESTION 3C TO BE ELIGIBLE FOR FREE CARE THE ORGANIZATION USES THE FEDERAL POVERTY GUIDELINES (FPG) FOR FAMILY INCOMES THAT ARE AT OR BELOW 200% OF FPG. PARTIAL WRITE-OFF OF THE HOSPITAL'S UNDISCOUNTED CHARGES APPLIES TO UNINSURED PATIENTS WHOSE FAMILY INCOMES ARE BETWEEN 201% AND 400%. IN ADDITION, THE FOLLOWING DISCOUNTS APPLY TO UNINSURED PATIENTS: - SPECIAL CIRCUMSTANCES CHARITY CARE: FOR UNINSURED PATIENTS WHO DO NOT MEET THE FINANCIAL ASSISTANCE CRITERIA SET FORTH BY THE ORGANIZATION, A COMPLETE OR PARTIAL WRITE-OFF IN CIRCUMSTANCES INCLUDING BUT NOT LIMITED TO BANKRUPTCY, HOMELESSNESS, DECEASED, ELIGIBLE FOR MEDICARE/MEDI-CAL, OR IF A COLLECTION AGENCY IDENTIFIES A PATIENT MEETING THE ORGANIZATION'S CHARITY CARE ELIGIBILITY CRITERIA. - CATASTROPHIC CHARITY CARE: PARTIAL WRITE-OFF WHEN THE FINANCIAL RESPONSIBILITY EXCEEDS 30% OF THE PATIENT'S FAMILY INCOME. PATIENTS THAT MEET THE CRITERIA WILL RECEIVE A FULL WRITE-OFF OF UNDISCOUNTED CHARGES THAT EXCEED 30% OF THEIR FAMILY INCOME. - HIGH MEDICAL COST CHARITY CARE (FOR INSURED PATIENTS): PARTIAL WRITE-OFF OF THE HOSPITAL'S UNDISCOUNTED CHARGES FOR PATIENTS WHOSE FAMILY INCOME IS LESS THAN 350% OF FPG, MEDICAL EXPENSES EXCEED 10% OF THE PATIENT'S FAMILY INCOME, AND THE PATIENT'S INSURER HAS NOT PROVIDED A DISCOUNT. - UNINSURED PATIENT DISCOUNT: A WRITE-OFF OF A PORTION OF COVERED SERVICES NO GREATER THAN THE CURRENT AVERAGE COMMERCIAL FEE-FOR-SERVICE DISCOUNT WITH MANAGED CARE PAYERS FOR PATIENTS WHOSE BENEFITS UNDER INSURANCE OR A GOVERNMENT PROGRAM HAVE BEEN EXHAUSTED PRIOR TO ADMISSION. - PROMPT PAYMENT DISCOUNT: PARTIAL WRITE-OFF AVAILABLE TO UNINSURED PATIENTS WHO PAY PROMPTLY, CONSISTING OF AT LEAST A 10% DISCOUNT FOR THOSE WHO PAY WITHIN 30 DAYS OF FINAL BILLING, OR A 20% DISCOUNT IF 50% OF THE ESTIMATED BILL IS PAID PRIOR TO DISCHARGE. PART I, QUESTION 7 COSTING METHODOLOGY USED: COST TO CHARGE RATION UTILIZING WORKSHEET 2 METHODOLOGY. PART II COMMUNITY BUILDING ACTIVITIES N/A PART III, QUESTION 4 THE ORGANIZATION MAKES EVERY EFFORT TO QUALIFY THOSE ELIGIBLE FOR CHARITY CARE. IF A PATIENT HAS APPLIED FOR CHARITY CARE, HAS BEEN APPROVED TO RECEIVE CHARITY CARE, OR IS COOPERATING WITH THE HOSPITAL'S EFFORTS TO SETTLE AN OUTSTANDING BILL WITHIN A REASONABLE TIME PERIOD, THE HOSPITAL WILL NOT PURSUE COLLECTIONS. 1. AUDIT FOOTNOTE THE ORGANIZATION IS AN AFFILIATE OF SUTTER HEALTH WHICH UNDERWENT A SYSTEM-WIDE AUDIT. THE AUDIT REPORT DOES NOT INCLUDE A BAD DEBT EXPENSE FOOTNOTE. PROVISION FOR BAD DEBTS IS LISTED ON A SEPARATE LINE ITEM IN THE FINANCIAL STATEMENTS. THE AUDIT DOES INCLUDE FOOTNOTES FOR PATIENT ACCOUNTS RECEIVABLE AND PATIENT SERVICE REVENUES LISTED BELOW. PATIENT ACCOUNTS RECEIVABLE AUDIT FOOTNOTE: SUTTER'S PRIMARY CONCENTRATION OF CREDIT RISK IS PATIENT ACCOUNTS RECEIVABLE, WHICH CONSIST OF AMOUNTS OWED BY VARIOUS GOVERNMENTAL AGENCIES, INSURANCE COMPANIES AND PRIVATE PATIENTS. SUTTER MANAGES THE RECEIVABLES BY REGULARLY REVIEWING ITS PATIENT ACCOUNTS AND CONTRACTS AND BY PROVIDING APPROPRIATE ALLOWANCES FOR UNCOLLECTIBLE AMOUNTS. SIGNIFICANT CONCENTRATIONS OF GROSS PATIENT ACCOUNTS RECEIVABLE ARE AS FOLLOWS: MEDICARE 28% AS OF 12/31/10 27% AS OF 12/31/09 MEDI-CAL 20% AS OF 12/31/10 20% AS OF 12/31/09 DURING 2010 AND 2009, CERTAIN AFFILIATES COLLECTED ON ACCOUNTS THAT WERE PREVIOUSLY DEEMED UNCOLLECTIBLE AND RESERVED. SUCH RECOVERIES ARE RECOGNIZED IN THE PERIOD THAT CASH IS RECEIVED AND WERE NOT MATERIAL. DUE TO THE INHERENT VARIABILITY IN THIS AREA OF PATIENT RECEIVABLE COLLECTIONS, THERE IS AT LEAST A REASONABLE POSSIBILITY THAT RECORDED ESTIMATES WILL CHANGE BY A MATERIAL AMOUNT IN THE NEAR TERM. PATIENT SERVICE REVENUES FOOTNOTE: PATIENT SERVICE REVENUES ARE REPORTED AT THE ESTIMATED NET REALIZABLE AMOUNTS FROM PATIENTS, THIRD-PARTY PAYORS AND OTHERS FOR SERVICES RENDERED, INCLUDING ESTIMATED RETROACTIVE ADJUSTMENTS UNDER REIMBURSEMENT PROGRAMS WITH THIRD-PARTY PAYORS. ESTIMATED SETTLEMENTS UNDER THIRD-PARTY REIMBURSEMENT PROGRAMS ARE ACCRUED IN THE PERIOD THE RELATED SERVICES ARE RENDERED AND ADJUSTED IN FUTURE PERIODS, PRIMARILY AS A RESULT OF FINAL COST REPORT SETTLEMENTS WITH GOVERNMENTAL AGENCIES. 2. METHODOLOGY FOR CALCULATING BAD DEBT (AT COST) THE RATIO OF PATIENT CARE COST TO CHARGES IS APPLIED TO THE BAD DEBT ATTRIBUTABLE TO PATIENT ACCOUNTS TO CALCULATE THE ESTIMATED COST OF BAD DEBT ATTRIBUTABLE TO PATIENT ACCOUNTS THAT IS REPORTED ON LINE 2. DISCOUNTS AND PAYMENTS ON PATIENT ACCOUNTS ARE RECORDED AS AN ADJUSTMENT TO REVENUE, NOT BAD DEBT EXPENSE. 3. METHODOLOGY FOR DETERMINING THE AMOUNT OF BAD DEBT LIKELY ATTRIBUTABLE TO CHARITY CARE AMOUNTS MAY BE INCLUDED IN BAD DEBT PENDING A CHARITY CARE DETERMINATION. UPON ELIGIBILITY THESE AMOUNTS WOULD BE RECLASSIFIED AS CHARITY CARE. PART III, QUESTION 7 MEDICARE COST REPORTS THAT THE ORGANIZATION FILES DO NOT INCLUDE ALL OF THE COSTS REQUIRED TO TREAT MEDICARE PATIENTS. THEREFORE THE AMOUNT REFLECTED ON THE COST REPORT WILL LIKELY DIFFER FROM ACTUAL COSTS WHICH MAY BE REFLECTED IN THE COMMUNITY BENEFIT REPORT AND ON THIS FORM. PART III, QUESTION 8 COSTING METHODOLOGY MEDICARE ALLOWABLE COSTS WERE CALCULATED USING A COST TO CHARGE RATIO. COMMUNITY BENEFIT MEDICARE SHORTFALL THE IRS COMMUNITY BENEFIT STANDARD INCLUDES THE PROVISION OF CARE TO THE ELDERLY AND MEDICARE PATIENTS. CARING FOR MEDICARE PATIENTS FULFILLS A COMMUNITY NEED AND RELIEVES A GOVERNMENT BURDEN AS THESE PATIENTS TYPICALLY HAVE LOW AND/OR FIXED INCOMES. MEDICARE DOES NOT PROVIDE SUFFICIENT REIMBURSEMENT TO COVER THE COST OF PROVIDING CARE FOR THESE PATIENTS FORCING THE HOSPITAL TO USE OTHER FUNDS TO COVER THE DEFICIT OF $16,785,412. PART III, QUESTION 9B COLLECTION PRACTICES ARE CONSISTENT FOR ALL PATIENTS AND COMPLY WITH APPLICABLE PROVISIONS OF CALIFORNIA LAW. DURING PREADMISSION OR REGISTRATION, THE HOSPITAL PROVIDES ALL PATIENTS WITH INFORMATION REGARDING THE AVAILABILITY OF FINANCIAL ASSISTANCE. AN UNINSURED PATIENT WHO INDICATES THE FINANCIAL INABILITY TO PAY A BILL IS EVALUATED FOR FINANCIAL ASSISTANCE. PATIENTS WILL BE GIVEN AN APPLICATION WHICH WILL DOCUMENT THE PATIENT'S OVERALL FINANCIAL SITUATION. IF AN UNINSURED PATIENT DOES NOT COMPLETE THE APPLICATION FORM WITHIN 30 DAYS OF DELIVERY, THE HOSPITAL WILL NOTIFY THE PATIENT THAT THE APPLICATION HAS NOT BEEN RECEIVED AND WILL PROVIDE THE PATIENT AN ADDITIONAL 30 DAYS TO COMPLETE THE APPLICATION. IF A PATIENT HAS APPLIED FOR CHARITY CARE, HAS BEEN APPROVED TO RECEIVE CHARITY CARE, OR IS COOPERATING WITH THE HOSPITAL'S EFFORTS TO SETTLE AN OUTSTANDING BILL WITHIN A REASONABLE TIME PERIOD, THE HOSPITAL WILL NOT PURSUE COLLECTIONS. NEEDS ASSESSMENT: EDEN MEDICAL CENTER (EMC) PARTNERS WITH THE OTHER HOSPITALS OF ALAMEDA COUNTY IN ASSESSING THE NEEDS OF THE COMMUNITY. THE ASSESSMENTS ARE DONE EVERY THREE YEARS. THE LAST STUDY WAS COMPLETED IN 2010, AND A NEW ASSESSMENT WILL BE CONDUCTED IN 2013. THE 2010 STUDY WAS COMPLETED BY THE COUNTY DEPARTMENT OF PUBLIC HEALTH AS A SPECIAL PROJECT COMMISSIONED BY THE HOSPITALS. THE INFORMATION IS USED TO GUIDE THE SERVICE EMPHASIS OF OUR HOSPITALS AND TO ESTABLISH OUR COMMUNITY OUTREACH PRIORITIES. GEOGRAPHIES: EXCEPT WHERE SPECIFIED, HEALTH INDICATORS ARE ANALYZED AND PRESENTED FOR THE FOLLOWING PLACES IN ALAMEDA COUNTY: ALAMEDA, ALBANY, ASHLAND, BERKELEY, CASTRO VALLEY, CHERRYLAND, DUBLIN, EMERYVILLE, FAIRVIEW, FREMONT, HAYWARD, LIVERMORE, NEWARK, OAKLAND, PIEDMONT, PLEASANTON, SAN LEANDRO, SAN LORENZO, SUNOL, AND UNION CITY. ADDITIONALLY, DATA IS PRESENTED FOR FIVE REGIONS OF THE COUNTY SO THAT HOSPITALS HAVE A REGIONAL REFERENCE RATHER THAN RELYING ON COUNTY LEVEL DATA IF NUMBERS ARE INSUFFICIENT TO PRESENT CITY LEVEL RATES. FOR EVERY GEOGRAPHIC LEVEL, RATES (THREE-YEAR AVERAGES) WILL BE CALCULATED IF NUMBERS PERMIT (I.E., CELL SIZES >=10); OTHERWISE SIMPLE COUNTS WILL BE PROVIDED. AGE-ADJUSTED RATES FOR RELEVANT HEALTH INDICATORS WILL BE PRESENTED IN TABULAR FORM BY CITY/PLACE OVERALL AND BY GENDER AND RACE-ETHNICITY WHERE NUMBERS PERMIT. GRAPHIC PRESENTATIONS WILL INCLUDE OVERALL AGE-ADJUSTED RATES BY CITY/PLACE AND AGE/GENDER AND RACE/ETHNICITY/GENDER FOR THE COUNTY AS A WHOLE. PATIENT EDUCATION FOR ELIGIBILITY FOR ASSISTANCE: EMC FOLLOWS A SUTTER HEALTH SYSTEMWIDE CHARITY CARE POLICY, WHICH INCLUDES THE FOLLOWING DETAILS OF HOW PATIENT EDUCATION FOR ELIGIBILITY ASSISTANCE. COMMUNICATION OF FINANCIAL ASSISTANCE AVAILABILITY A. INFORMATION PROVIDED TO PATIENTS: 1. PREADMISSION OR REGISTRATION: DURING PREADMISSION OR REGISTRATION (OR AS SOON THEREAFTER AS PRACTICABLE) HOSPITAL AFFILIATES SHALL PROVIDE: A. ALL PATIENTS WITH INFORMATION REGARDING THE AVAILABILITY OF FINANCIAL ASSISTANCE AND THEIR RIGHT TO REQUEST AN ESTIMATE OF THEIR FINANCIAL RESPONSIBILITY FOR SERVICES (IMPORTANT BILLING INFORMATION FOR UNINSURED PATIENTS) B. PATIENTS WHO THE HOSPITAL IDENTIFIES MAY BE UNINSURED WITH A FINANCIAL ASSISTANCE APPLICATION SUBSTANTIALLY SIMILAR TO THE SUTTER HEALTH STANDARDIZED FINANCIAL ASSISTANCE APPLICATION, "STATEMENT OF FINANCIAL CONDITION" 2. EMERGENCY SERVICES. IN THE CASE OF EMERGENCY SERVICES, HOSPITAL AFFILIATES SHALL PROVIDE THE ABOVE INFORMATION AS SOON AS PRACTICABLE AFTER STABILIZATION OF THE PATIENT'S EMERGENCY MEDICAL CONDITION OR UPON DISCHARGE. 3. ALL OTHER TIMES: UPON REQUEST, HOSPITAL AFFILIATES SHALL PROVIDE PATIENTS WITH INFORMATION ABOUT THEIR RIGHT TO REQUEST AN ESTIMATE OF THEIR FINANCIAL RESPONSIBILITY FOR SERVICES, THE SUTTER HEALTH STANDARDIZED FINANCIAL ASSISTANCE APPLICATION FORM, "STATEMENT OF FINANCIAL CONDITION" B. POSTINGS AND OTHER NOTICES: INFORMATION ABOUT FINANCIAL ASSISTANCE SHALL ALSO BE PROVIDED AS FOLLOWS: 1. BY POSTING NOTICES IN A VISIBLE MANNER IN LOCATIONS WHERE THERE IS A HIGH VOLUME OF INPATIENT OR OUTPATIENT ADMITTING/REGISTRATION, INCLUDING BUT NOT LIMITED TO THE EMERGENCY DEPARTMENT, BILLING OFFICES, ADMITTING OFFICE, AND OTHER HOSPITAL OUTPATIENT SERVICE SETTINGS. 2. BY POSTING INFORMATION ABOUT FINANCIAL ASSISTANCE ON THE SUTTER HEALTH WEBSITE AND EACH HOSPITAL AFFILIATE WEBSITE, IF ANY. 3. BY INCLUDING INFORMATION ABOUT FINANCIAL ASSISTANCE IN BILLS THAT ARE SENT TO UNINSURED PATIENTS. 4. BY INCLUDING LANGUAGE ON BILLS SENT TO UNINSURED PATIENTS AS SPECIFICALLY SET FORTH IN THE MANAGEMENT OF PATIENT ACCOUNTS RECEIVABLE, COLLECTION PRACTICES, HOSPITAL AFFILIATE THIRD-PARTY LIENS, AND AFFILIATE DISPUTE INITIATION POLICY (FINANCE POLICY 14-227). C. APPLICATIONS PROVIDED AT DISCHARGE: IF NOT PREVIOUSLY PROVIDED, HOSPITAL AFFILIATES SHALL PROVIDE UNINSURED PATIENTS WITH APPLICATIONS FOR MEDI-CAL, HEALTHY FAMILIES, CALIFORNIA CHILDREN'S SERVICES, OR ANY OTHER POTENTIALLY APPLICABLE GOVERNMENT PROGRAM AT THE TIME OF DISCHARGE. D. LANGUAGES: ALL NOTICES/COMMUNICATIONS PROVIDED IN THIS SECTION SHALL BE AVAILABLE IN THE PRIMARY LANGUAGE(S) OF THE AFFILIATE'S SERVICE AREA AND IN A MANNER CONSISTENT WITH ALL APPLICABLE FEDERAL AND STATE LAWS AND REGULATIONS. E. NOTIFICATION TO UNINSURED PATIENTS OF ESTIMATED FINANCIAL RESPONSIBILITY: BY LAW, UNINSURED PATIENTS ARE ENTITLED TO RECEIVE AN ESTIMATE OF THEIR FINANCIAL RESPONSIBILITY FOR HOSPITAL SERVICES. EXCEPT IN THE CASE OF EMERGENCY SERVICES, HOSPITAL AFFILIATES SHALL NOTIFY PATIENTS WHO THE HOSPITAL IDENTIFIES MAY BE UNINSURED PATIENTS THAT THEY MAY OBTAIN AN ESTIMATE OF THEIR FINANCIAL RESPONSIBILITY FOR HOSPITAL SERVICES, AND PROVIDE ESTIMATES TO THOSE PATIENTS UPON REQUEST. ESTIMATES SHALL BE WRITTEN, AND BE PROVIDED DURING NORMAL BUSINESS HOURS. ESTIMATES SHALL PROVIDE THE PATIENT WITH AN ESTIMATE OF THE AMOUNT THE HOSPITAL AFFILIATE WILL REQUIRE THE PATIENT TO PAY FOR THE HEALTH CARE SERVICES, PROCEDURES, AND SUPPLIES THAT ARE REASONABLY EXPECTED TO BE PROVIDED TO THE PATIENT BY THE HOSPITAL, BASED UPON THE AVERAGE LENGTH OF STAY AND SERVICES PROVIDED FOR THE PATIENT'S DIAGNOSIS. COMMUNITY INFORMATION: EDEN MEDICAL CENTER SERVES THE CENTRAL AREA OF ALAMEDA COUNTY, CALIFORNIA. APPROXIMATELY 75% OF PATIENTS COME FROM THE INCORPORATED AND UNINCORPORATED JURISDICTIONS OF CASTRO VALLEY, HAYWARD, SAN LEANDRO, SAN LORENZO, ASHLAND, CHERRYLAND, FAIRVIEW AND (SOUTHEAST) OAKLAND. ANOTHER 15% COME FROM FREMONT, UNION CITY, PLEASANTON, DUBLIN, AND LIVERMORE TO THE SOUTH AND EAST OF EDEN MEDICAL CENTER. EDEN'S SERVICE AREA IS VERY DIVERSE IN RACE/ETHNICITY, ECONOMIC STATUS, AND HEALTH STATUS. SOME KEY POINTS: - CHERRYLAND, HAYWARD, AND SAN LEANDRO HAVE ONE OF THE HIGHEST DIABETES MORTALITY RATES IN THE COUNTY. - ASHLAND, CHERRYLAND, HAYWARD, OAKLAND, AND SAN LEANDRO ALL HAVE RELATIVELY HIGH PROPORTION OF "LINGUISTICALLY ISOLATED" HOUSEHOLDS IN COMPARISON TO ALAMEDA COUNTY. - OAKLAND, CHERRYLAND, ASHLAND, AND HAYWARD ARE ABOVE THE COUNTY UNEMPLOYMENT RATE. PROMOTION OF COMMUNITY HEALTH: SUTTER HEALTH'S MISSION READS: WE ENHANCE THE WELL-BEING OF THE PEOPLE IN THE COMMUNITIES WE SERVE, THROUGH A NOT-FOR-PROFIT COMMITMENT TO COMPASSION AND EXCELLENCE IN HEALTH CARE SERVICES. SUTTER HEALTH'S MISSION REACHES BEYOND THE WALLS OF OUR CARE FACILITIES. OUR AFFILIATES FURTHER THEIR TAX EXEMPT PURPOSE BY: - BUILDING RELATIONSHIPS OF TRUST THROUGH WORKING COLLABORATIVELY WITH COMMUNITY GROUPS, SCHOOLS AND GOVERNMENT ORGANIZATIONS TO EFFECTIVELY LEVERAGE RESOURCES AND ADDRESS IDENTIFIED COMMUNITY NEEDS - SUPPORTING NONPROFIT ORGANIZATIONS THAT ARE COMMITTED TO COMMUNITY HEALTH IMPROVEMENT THROUGH FINANCIAL INVESTMENTS, IN-KIND SERVICES AND EMPLOYEE VOLUNTEERISM - PROVIDING GENEROUS CHARITY CARE POLICIES FOR OUR MOST VULNERABLE COMMUNITY MEMBERS EXAMPLES OF EMC SPECIFIC ACTIVITIES INCLUDE: BASED ON ALL INPUT EDEN'S INITIATIVES FOR SERVING THE COMMUNITY DURING 2011-2013 FOLLOW. LISTED BELOW ARE SOME SPECIFIC EXAMPLES OF COMMUNITY BUILDING ACTIVITIES: - ACCESS: PROVIDE AND IMPROVE ACCESS TO CARE, SERVICES, AND RESOURCES TO THE UNDERSERVED AND THOSE WITH LIMITED ENGLISH PROFICIENCY BY PROVIDING DIRECT SERVICE TO THE COMMUNITY AND WORKING TO ALLEVIATE SHORTAGES OF HEALTH CARE WORKERS. PARTICIPATE IN COMMUNITY ORGANIZATIONS; CONTRIBUTE TO INITIATIVES AND TASK FORCES IN OUR COMMUNITY TO CONTINUALLY ASSESS THE HEALTH NEEDS OF OUR SERVICE AREA AND CONTRIBUTE OUR EXPERTISE WHEN APPROPRIATE PROVIDE NEEDED MEDICAL/HEALTH-RELATED RESOURCES TO THE UNDERSERVED AND INDIGENT PATIENT POPULATION AND THOSE WITH LIMITED ENGLISH PROFICIENCY EXPAND ACCESS TO HEALTH RISK PREVENTION EDUCATION BY PROVIDING EDUCATION IN LOCAL COMMUNITY CENTERS SUPPORT THE EDUCATION OF COMMUNITY RESIDENTS PURSUING HEALTH CAREERS - CHRONIC HEALTH PROBLEMS: ADDRESS PROBLEMATIC HEALTH ISSUES SUCH AS HEART DISEASE, CANCER, STROKE, DIABETES, PULMONARY HEALTH, AND OBESITY IN OUR COMMUNITY. OFFER SCREENING OPPORTUNITIES TO HELP IDENTIFY PEOPLE WHO ARE AT HIGH RISK FOR HEART DISEASE AND DIABETES PROVIDE EDUCATION PROGRAMS THAT FOCUS ON IDENTIFIED HEALTH ISSUES AND OBESITY PARTICIPATE IN OUTREACH EVENTS WITH A FOCUS ON EDUCATION AND PREVENTION OF IDENTIFIED HEALTH ISSUES AND OBESITY - VIOLENCE/INJURY PREVENTION: PROVIDE OUTREACH AND EDUCATION OPPORTUNITIES EMPHASIZING VIOLENCE AND INJURY PREVENTION TO REDUCE THE NUMBER OF VIOLENCE AND ACCIDENT-RELATED INJURIES AND DEATHS IN OUR COMMUNITY. PROVIDE EDUCATION, TRAINING, AND COUNSELING TO REDUCE THE NUMBER OF INJURIES AND DEATHS RELATED TO UNINTENTIONAL INJURY WORK WITH THE YOUTH IN THE COMMUNITY TO REDUCE VIOLENCE AND INJURY PARTICIPATE AND BE A RESOURCE TO COMMUNITY GROUPS FOCUSED ON VIOLENCE PREVENTION AND UNINTENTIONAL INJURY AFFILIATED HEALTH CARE SYSTEM: EMC IS PART OF SUTTER HEALTH, A NOT-FOR-PROFIT SYSTEM OF PHYSICIANS, HOSPITALS AND OTHER HEALTH CARE PROVIDERS. SERVING PATIENTS AND THEIR FAMILIES IN MORE THAN 100 NORTHERN CALIFORNIA CITIES AND TOWNS, SUTTER HEALTH AFFILIATES JOIN RESOURCES AND SHARE EXPERTISE TO ADVANCE HEALTH CARE QUALITY AND ACCESS. SUTTER-AFFILIATED HOSPITALS ARE REGIONAL LEADERS IN CARDIAC CARE, WOMEN'S AND CHILDREN'S SERVICES, CANCER CARE, ORTHOPEDICS, AND ADVANCED PATIENT SAFETY TECHNOLOGY. SUTTER HEALTH HOSPITALS PLAN AND DELIVER COMMUNITY BENEFIT SERVICES LOCALLY WITH A FOCUS ON COLLABORATING WITHIN THEIR COMMUNITY TO MEET IDENTIFIED NEEDS. IN 2010, SUTTER HEALTH AFFILIATES PROVIDED $751 MILLION IN SERVICES TO THE POOR* AND BROADER COMMUNITY**. SUTTER HEALTH FOLLOWS THE NATIONAL STANDARDS FOR COMMUNITY BENEFIT REPORTING AS OUTLINED IN CHA'S A GUIDE FOR PLANNING AND REPORTING COMMUNITY BENEFIT 2008. * SERVICES FOR THE POOR AND UNDERSERVED INCLUDE SERVICES PROVIDED TO PERSONS WHO CANNOT AFFORD HEALTH CARE BECAUSE OF INADEQUATE RESOURCES AND/OR ARE UNINSURED OR UNDERINSURED, AS WELL AS THE COSTS OF PUBLIC PROGRAMS TREATING MEDI-CAL AND INDIGENT BENEFICIARIES. COSTS ARE COMPUTED BASED ON A RELATIONSHIP OF COSTS TO CHARGES. SERVICES FOR THE POOR AND UNDERSERVED ALSO INCLUDE THE COST OF OTHER SERVICES FOR INDIGENT POPULATIONS, AND CASH DONATIONS ON BEHALF OF THE POOR AND NEEDY. ** BENEFITS FOR THE BROADER COMMUNITY INCLUDE COSTS OF PROVIDING THE FOLLOWING SERVICES: HEALTH SCREENINGS AND OTHER HEALTH-RELATED SERVICES, TRAINING HEALTH PROFESSIONALS, EDUCATING THE COMMUNITY WITH VARIOUS SEMINARS AND CLASSES, THE COST OF PERFORMING MEDICAL RESEARCH AND THE COSTS ASSOCIATED WITH PROVIDING FREE CLINICS AND COMMUNITY SERVICES. BENEFITS FOR THE BROADER COMMUNITY ALSO INCLUDE CONTRIBUTIONS SUTTER HEALTH MAKES TO COMMUNITY AGENCIES TO FUND CHARITABLE ACTIVITIES. STATE FILING OF COMMUNITY BENEFIT REPORT 990 SCHEDULE H, PART VI CA, X X X true true X X X X false true false false false false false true false GEORGE BISCHALANEY 0 450854 0 230359 0 3606 0 226367 0 14185 0 925371 0 225527 ED BERDICK 0 804437 0 581230 0 17750 0 630154 0 18359 0 2051930 0 493734 VERONICA BAYDUZA 0 279213 0 51900 0 1503 0 87006 0 6453 0 426075 0 60833 CATHERINE MESSMAN 0 199671 0 37500 0 488 0 63474 0 75431 0 376564 0 35150 ROSE CORCORAN RN 0 226352 0 34000 0 3231 0 67475 0 12821 0 343879 0 51747 PETER EGGLETON 0 201273 0 37300 0 279 0 61666 0 16391 0 316909 0 34010 DEBORA HENDRICKSON 161750 0 0 0 0 0 7263 0 23198 0 192211 0 0 0 SIDNEY WANETICK 0 301725 0 67500 0 956 0 100478 0 106986 0 577645 0 55100 BRYAN DAYLOR 0 223756 0 46000 0 3489 0 76518 0 16440 0 366203 0 41040 GREGG TEKAWA 142863 0 0 0 0 0 6415 0 23198 0 172476 0 0 0 LINDA M STALLINGS 248596 0 0 0 0 0 11005 0 7263 0 266864 0 0 0 ADAOBI EZENEKWE 241552 0 0 0 0 0 10846 0 0 0 252398 0 0 0 RAMIRO ALMAGUER 225457 0 0 0 0 0 10123 0 19609 0 255189 0 0 0 IRMA T MANALO 224981 0 0 0 0 0 10102 0 10894 0 245977 0 0 0 CHEZELL SAZON-MUSE 223034 0 0 0 0 0 10014 0 19609 0 252657 0 0 0 RELEVANT INFORMATION REGARDING COMPENSATION ITEMS PART I, QUESTION 1A FIRST-CLASS TRAVEL: OFFICERS PAID BY SUTTER HEALTH MAY UPGRADE TO FIRST-CLASS TRAVEL FOR FLIGHTS GREATER THAN FOUR HOURS IN DURATION. TRAVEL FOR COMPANIONS: OFFICERS AND KEY EMPLOYEES PAID BY SUTTER HEALTH ARE ELIGIBLE TO BRING A COMPANION ON ONE BUSINESS TRIP PER CALENDAR YEAR AND HAVE THE COST OF THE AIRFARE AND MEALS PAID FOR BY SUTTER HEALTH. THE COST IS ADDED TO EMPLOYEE'S WAGES. TAX INDEMNIFICATION: STANDARD POLICY FOR ALL SUTTER HEALTH EMPLOYEES IS THAT NON-CASH GIFTS AND AWARDS ARE GROSSED-UP FOR TAX PURPOSES. THE AMOUNT OF THE GROSS-UP IS ADDED TO THE EMPLOYEE'S WAGES. SUPPLEMENTAL COMPENSATION INFORMATION PART I, QUESTION 3 THE CEO OF THE ORGANIZATION IS AN EMPLOYEE OF SUTTER HEALTH. THE COMPENSATION COMMITTEE OF THE SUTTER HEALTH BOARD OF DIRECTORS RETAINS ULTIMATE DISCRETIONARY AUTHORITY OVER ALL ELEMENTS OF COMPENSATION TO ASSURE THAT ORGANIZATIONAL PURPOSES ARE APPROPRIATELY BEING SERVED. THE COMPENSATION COMMITTEE USES CREDIBLE DATA SOURCES AND MAINTAINS AN OBJECTIVE "ARMS LENGTH" DECISION-MAKING PROCESS, ENSURING THE INTEGRITY OF SUTTER'S EXECUTIVE PROGRAMS AND CONSISTENCY WITH THE ORGANIZATION'S OVERALL MISSION. NONQUALIFIED RETIREMENT PLAN PART I, QUESTION 4B THE PURPOSE OF THE NONQUALIFIED RETIREMENT PLAN IS TO PROVIDE ADDITIONAL DEFERRED COMPENSATION BENEFITS TO THE PARTICIPANTS, WHO ARE MEMBERS OF A SELECT GROUP OF MANAGEMENT OR HIGHLY COMPENSATED EMPLOYEES, BY PROVIDING FOR THE PAYMENT OF DEFERRED COMPENSATION AFTER THE COMPLETION OF THE SPECIFIED NUMBER OF YEARS OF SERVICE. ANNUALLY, SUTTER HEALTH MAKES A CONTRIBUTION TO EACH PARTICIPANT'S ACCOUNT BASED ON 4% OF BASE PAY. THERE IS AN ADDITIONAL CONTRIBUTION FOR EXECUTIVES WHOSE PENSION ELIGIBLE EARNINGS WERE GREATER THAN THE PENSION PAY CAP IN THE PREVIOUS YEAR. THE CALCULATION IS AS FOLLOWS: * PENSION ELIGIBLE EARNINGS * LESS PENSION PAYCAP AMOUNT * TIMES A SPECIFIC % BASED ON YEARS OF SERVICE THE PENSION RESTORATION PLAN IS DESIGNED TO HELP MAXIMIZE EACH PARTICIPANT'S RETIREMENT POTENTIAL BY PROVIDING A TARGETED BENEFIT THAT, ALONG WITH EACH PARTICIPANT'S OTHER RETIREMENT INCOME, PROVIDES: * 65% OF FINAL 4-YEAR AVERAGE SALARY IF PARTICIPANT RETIRES AT AGE 65 WITH 22.5 YEARS OF SERVICE. * 50% OF FINAL 4-YEAR AVERAGE SALARY IF PARTICIPANT RETIRES AT AGE 65 WITH 15 YEARS OF SERVICE. SINCE IT IS A TARGETED BENEFIT, ANNUAL CONTRIBUTION AMOUNTS VARY BASED ON ASSUMPTIONS MADE TAKING INTO ACCOUNT EACH PARTICIPANTS' AGE, YEARS OF SERVICE, AND OTHER RETIREMENT ACCOUNT BALANCES. NAME AND AMOUNT FOR 2010 VERONICA BAYDUZA 12,300 ED BERDICK 217,500 GEORGE BISCHALANEY 45,400 CATHERINE MESSMAN 7,500 ROSE CORCORAN 7,700 BRYAN DAYLOR 9,700 PETER EGGLETON 7,200 SIDNEY WANETICK 15,400 NON-FIXED PAYMENTS PART I, QUESTION 7 SPOT AWARDS ARE INFREQUENTLY USED TO REWARD EMPLOYEES. THERE ARE NO SPECIFIC GUIDELINES FOR THE AMOUNT OF THE SPOT AWARD BUT THE AMOUNT TENDS TO NOT EXCEED 5% OF GROSS PAY. ANNUAL INCENTIVE PLAN (AIP) THE PURPOSE OF THE PLAN IS TO FOCUS EXECUTIVES ON SPECIFIC, SHORTER-TERM GOALS THAT ARE CRITICAL TO THE ACHIEVEMENT OF AFFILIATE, REGION, AND SYSTEM-WIDE OBJECTIVES THAT DRIVE OVERALL ORGANIZATION PERFORMANCE. A PORTION OF THE PLAN AWARD IS DISCRETIONARY IN THAT THE SUPERVISOR MAY ADD +/- 5% TO THE AWARD PROVIDED THE TOTAL AWARD (FORMULA PORTION PLUS DISCRETIONARY) DOES NOT EXCEED THE MAXIMUM ESTABLISHED FOR ANY GIVEN EXECUTIVE. LONG TERM PERFORMANCE PLAN (LTPP) Sutter Health also employs long term performance plans which are designed to focus on longer term strategic objectives of the organization. Sutters long term performance plan approach is a combination of both longer term measures of organization success and key organization strategies which require the combined effort of all leadership to achieve success. Sutter uses a common fate approach in that all plan participants are measured against the same, organization wide criteria vs. individual efforts. This fosters a common purpose across leadership and a shared sense of accountability for the overall success of Sutter Health. To ensure that extraordinary efforts by individuals can be recognized and that actions of leadership are consistent with supporting Sutter Healths overall Mission, Vision, and Values, Sutters long term incentive plan approach also incorporates a CEO discretionary component. This unique feature allows the President & CEO the ability to modify individual awards within limits that have been pre-approved by the Sutter Health Compensation Committee. This includes both the reduction and increase of award amounts. Such modifications generally do not exceed +/- 20% and are employed judiciously and are reviewed by the Compensation Committee. FRANCISCO RICO MD TRUSTEE 2206620 SEE PART V false JEFFREY RANDALL MD TRUSTEE 1035000 SEE PART V false DESCRIPTION OF BUSINESS TRANSACTION INVOLVING INTERESTED PERSONS SCHEDULE L, PART IV FRANCISCO RICO MD, A TRUSTEE OF EDEN MEDICAL CENTER (EMC), IS A 5.56% SHAREHOLDER OF ALAMEDA ANESTHESIA ASSOCIATES MEDICAL GROUP (AAAMG). DURING THE YEAR, AAAMG PROVIDED MEDICAL SERVICES IN AN ARMS-LENGTH AGREEMENT WITH EMC. JEFFREY RANDALL MD, A TRUSTEE OF EDEN MEDICAL CENTER (EMC), IS A 33% OWNER OF PACIFIC BRAIN & SPINE MEDICAL GROUP (PBSMG). DURING THE YEAR, PBSMG PROVIDED MEDICAL SERVICES IN AN ARMS-LENGTH AGREEMENT WITH EMC. MISSION STATEMENT 990 Part I, Line 1 and Part III, Line 1 WE ENHANCE THE HEALTH AND WELL-BEING OF THE COMMUNITIES WE SERVE THROUGH EXCELLENCE, COMPASSION AND RESPECT FOR EVERY PERSON. THE MISSION OF EDEN MEDICAL CENTER IS CARRIED OUT BY OUR BOARD OF DIRECTORS, EMPLOYEES, PHYSICIANS AND VOLUNTEERS WHO ARE COMMITTED TO: PROVIDING OUR PATIENTS AND THEIR FAMILIES WITH THE HIGHEST QUALITY MEDICAL CARE AND CUSTOMER SERVICE. CREATING STANDARDS OF EXCELLENCE TO ENSURE QUALITY AND VALUE TO OUR PATIENTS. MAINTAINING A FINANCIALLY SOUND ORGANIZATION THROUGH EFFECTIVE CLINICAL AND ADMINISTRATIVE CONTROLS. ENCOURAGING A CULTURE THAT SUPPORTS EMPLOYEES AND PHYSICIANS IN DEVELOPING THEIR SKILLS AND TALENTS. EXEMPT PURPOSE ACHIEVEMENTS 990, PART III, LINE 4A EDEN MEDICAL CENTER IS A NOT-FOR-PROFIT, COMMUNITY-BASED MEDICAL CENTER WITH CAMPUSES IN CASTRO VALLEY AND SAN LEANDRO. PHYSICIANS, VOLUNTEERS AND EMPLOYEES OF EDEN MEDICAL CENTER WORK TOGETHER TO ENSURE THAT THE COMMUNITY HAS ACCESS TO EXCEPTIONAL HEALTH CARE. THE 271-BED MEDICAL CENTER IS THE REGIONAL TRAUMA CENTER FOR SOUTHERN ALAMEDA COUNTY, IS DESIGNATED A COMMUNITY CANCER CENTER BY THE AMERICAN COLLEGE OF SURGEONS AND IS FULLY ACCREDITED BY THE JOINT COMMISSION. AS AN AFFILIATE OF SUTTER HEALTH, EDEN MEDICAL CENTER IS PART OF A NETWORK OF NON-PROFIT HOSPITALS, MEDICAL RESEARCH FACILITIES, HOME HEALTH, HOSPICE AND LONG TERM CARE CENTERS, WORKING TOGETHER TO SHARE EXPERTISE AND RESOURCES TO ADVANCE HEALTH CARE QUALITY. EDEN MEDICAL CENTER IS WIDELY RECOGNIZED AS A LEADER IN EMERGENCY AND TRAUMA CARE, ELEVATING THE LEVEL OF CARE IN EVERY SERVICE WE OFFER. IN ADDITION, THE MEDICAL CENTER'S HEALTH EDUCATION CLASSES, SUPPORT GROUPS AND OUTREACH PROGRAMS ARE DESIGNED TO HELP RESIDENTS OF THE COMMUNITY LIVE HEALTHY, ACTIVE LIVES. AS THE LARGEST EMPLOYER IN THE REGION, EDEN MEDICAL CENTER'S LEADERSHIP AND EMPLOYEES RECOGNIZE THEIR RESPONSIBILITY TO BE A RESOURCE TO THE COMMUNITY, TO IMPROVE THE QUALITY OF LIFE AND HELP RESIDENTS AVOID INJURY AND ILLNESS. THE OUTREACH PROGRAMS OFFERED BY THE MEDICAL CENTER SUPPORT SEVERAL CENTERS OF EXCELLENCE: * THE SUTTER EAST BAY NEUROSCIENCE CENTER PROVIDES THE MOST ADVANCED MEDICAL AND SURGICAL CARE USING MINIMALLY INVASIVE SURGICAL TECHNIQUES FOR THE TREATMENT OF BRAIN TUMORS, VASCULAR DISORDERS, MOVEMENT DISORDERS, AND SPINAL AND PERIPHERAL NERVE PROBLEMS. IN 2010, EDEN MEDICAL CENTER BECAME A JOINT COMMISSION-CERTIFIED PRIMARY STROKE CENTER. * AS THE EAST BAY'S ONLY ADULT PSYCHIATRIC PROGRAM BASED IN AN ACUTE CARE HOSPITAL, EDEN'S PSYCHIATRIC SERVICES PROVIDE VOLUNTARY PSYCHIATRIC CARE THAT IS INDIVIDUALIZED, COMPASSIONATE, THERAPEUTIC AND COMMUNITY-BASED. SERVICES INCLUDE MENTAL HEALTH ASSESSMENTS, DIAGNOSIS AND BOTH INPATIENT AND OUTPATIENT TREATMENT FOR ADULTS EXPERIENCING ACUTE BEHAVIORAL AND EMOTIONAL CHALLENGES. * ADVANCED RADIOLOGY AND IMAGING SERVICES ARE AVAILABLE AT BOTH THE CASTRO VALLEY AND SAN LEANDRO HOSPITAL CAMPUSES. DESIGNATED AS A BREAST IMAGING CENTER OF EXCELLENCE, THE IMAGING CENTER BRINGS MANY OF OUR IMAGING SERVICES TOGETHER IN ONE CONVENIENT LOCATION, IMPROVING ACCESS, SPEED, COMFORT AND PRIVACY FOR PATIENTS. THESE SERVICES INCLUDE MRI, MAMMOGRAPHY, DOPPLER ULTRASOUND, BONE DENSITOMETRY, NUCLEAR MEDICINE WITH PET CAPABILITIES AND STEREOTACTIC BREAST BIOPSY, COMPLEMENTING THE RANGE OF RADIOLOGY AND FLUOROSCOPY PROCEDURES. EDEN IS ALSO HOME TO ADVANCED NEUROINTERVENTIONAL RADIOLOGY, FOR THE DIAGNOSIS AND NON-SURGICAL TREATMENT OF ANEURYSMS, VASCULAR STENOSIS, STROKE AND OTHER MAJOR NEUROLOGICAL DISEASES. * THE OUTPATIENT REHABILITATION FACILITY IN SAN LEANDRO PROVIDES PHYSICAL AND OCCUPATIONAL THERAPY, SPEECH THERAPY, SPECIALIZED HAND THERAPY, LYMPHEDEMA SERVICES, PULMONARY REHABILITATION AND POOL THERAPY AND EXERCISE CLASSES. THESE SERVICES ARE DESIGNED TO RESTORE FUNCTION TO PATIENTS WITH PROBLEMS RANGING FROM SIMPLE MOBILITY ISSUES TO COMPLEX COGNITIVE CONCERNS. AS PART OF ITS MISSION AS A NOT-FOR-PROFIT HOSPITAL, EDEN MEDICAL CENTER PROVIDES BENEFIT TO ITS COMMUNITIES IN MANY WAYS, INCLUDING CHARITY CARE, SUBSIDIZED SERVICES, FINANCIAL DONATIONS TO LOCAL ORGANIZATIONS, COMMUNITY HEALTH EDUCATION ABOUT PREVENTION AND TREATMENT OF ACUTE AND CHRONIC DISEASES, AND TRAINING OF COMMUNITY MEMBERS FOR HEALTH PROFESSIONS. IN 2010, EDEN MEDICAL CENTER PROVIDED: $10,067,000 TRADITIONAL CHARITY CARE $15,663,000 OTHER CARE & SERVICES TO THE POOR & UNDERSERVED $ 2,295,000 BENEFIT TO THE BROADER COMMUNITY FOR A TOTAL OF $28,025,000, OR 8.33% OF NET PATIENT REVENUE. EDEN MEDICAL CENTER 2010 ACCOMPLISHMENTS EDEN MEDICAL CENTER WAS AWARDED CERTIFICATION FROM THE JOINT COMMISSION TO BE A PRIMARY STROKE CENTER. THE SURVEYORS FOUND NO FINDINGS AT ALL, MEANING WE WERE IN COMPLIANCE WITH ALL JOINT COMMISSION REQUIREMENTS TO BE CERTIFIED. THE LABORATORY DEPARTMENT WAS ACCREDITED BY THE JOINT COMMISSION, INDICATING OUR LABORATORY HAS MET ITS STANDARDS THAT HIGHLIGHT THE ESSENTIAL NATURE OF LABORATORY SERVICES WITH FOCUS ON THE SAFETY AND QUALITY OF PATIENT CARE. SUCCESSFUL JOINT COMMISSION SURVEY ACKNOWLEDGING OUR CONTINUING EFFORTS TO ORGAN DONATION, EDEN RECEIVED THE BRONZE MEDAL FOR ORGAN DONATION FROM THE CALIFORNIA TRANSPLANT DONOR NETWORK. CALIFORNIA HOSPITAL ASSESSMENT AND REPORTING TASK FORCE (CHART) SUPERIOR DESIGNATION FOR CRITICAL CARE CALIFORNIA HOSPITAL ASSESSMENT AND REPORTING TASK FORCE (CHART) SUPERIOR DESIGNATION FOR PATIENT SAFETY FOR THE SECOND YEAR IN A ROW, EDEN RECEIVED THE CERTIFICATE OF EXCELLENCE AWARD FROM THE CALIFORNIA HOSPITAL ASSESSMENT AND REPORTING TASK FORCE (CHART), AN HONOR RECOGNIZING EXCEPTIONAL PERFORMANCE IN HEALTH CARE QUALITY IN 50 CATEGORIES. THE DEPARTMENT OF IMAGING AND RADIOLOGY RECEIVED AMERICAN COLLEGE OF RADIOLOGY ACCREDITATION IN MRI AND CT, ACCREDITATION AS A BREAST CENTER OF EXCELLENCE, AND IVCAL ACCREDITATION IN ULTRASOUND. PSYCHIATRIC SERVICES RECEIVED THE NATIONAL CUSTOMER SATISFACTION PROGRAM OF THE YEAR AWARD FROM PSYCHIATRIC SOLUTIONS, INC./HORIZON HEALTH. AMERICAN STOKE ASSOCIATION'S GET WITH THE GUIDELINES BRONZE PERFORMANCE ACHIEVEMENT AWARD WAS GIVEN TO THE STROKE PROGRAM, ACKNOWLEDGING OUR COMMITMENT AND SUCCESS IN IMPLEMENTING A HIGHER STANDARD OF STROKE CARE. DESCRIPTION OF CLASSES OF PERSONS AND THE NATURE OF THEIR RIGHTS FORM 990, PART VI, QUESTIONS 6 & 7A THIS CORPORATION IS AN AFFILIATE OF SUTTER HEALTH, A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION. THERE ARE TWO MEMBERS: SUTTER HEALTH IS THE CORPORATE MEMBER WITH THE RIGHT TO ELECT AT LEAST A MAJORITY OF THE MEMBERS OF THE BOARD OF DIRECTORS; AND EDEN TOWNSHIP HEALTHCARE DISTRICT SERVES AS A COMMUNITY MEMBER WITH THE RIGHT TO ELECT MEMBERS OF THE BOARD OF DIRECTORS. DESCR CLASSES OF PERSONS, DECISIONS REQUIRING APPR & TYPE OF VOTING RIGHTS FORM 990, PART VI, LINE 7B SUTTER HEALTH AS THE CORPORATE MEMBER OF THE ORGANIZATION IS ENTITLED TO EXERCISE FULLY ALL RIGHTS AND PRIVILEGES OF MEMBERS OF NONPROFIT CORPORATIONS UNDER THE CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION LAW, AND ALL OTHER APPLICABLE LAWS. THE CORPORATE MEMBER HAS THE RIGHTS AND POWERS TO APPOINT (AND REMOVE) MEMBERS OF THE CORPORATION'S BOARD OF DIRECTORS, SUBJECT TO THE PROVISIONS OF THE BYLAWS, IN ADDITION, THE CORPORATE AND COMMUNITY MEMBERS HAVE THE RIGHT TO APPROVE THE FOLLOWING ACTIONS OF THE CORPORATION'S BOARD OF DIRECTORS: A. AN AMENDMENT OR RESTATEMENT OF THE ARTICLES OF INCORPORATION OF THE CORPORATION; B. AN AMENDMENT OR RESTATEMENT OF THE BYLAWS OF THE CORPORATION WHICH WOULD MATERIALLY AND ADVERSELY AFFECT VOTING RIGHTS OF THE COMMUNITY MEMBER; C. A MERGER, CONSOLIDATION, REORGANIZATION OR DISSOLUTION OF THE CORPORATION; D. ANY ACTION THAT WOULD CAUSE THE CORPORATION TO CEASE TO OPERATE A HOSPITAL UNDER THE CORPORATION'S CONTROL; AND E. A SALE OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF THE CORPORATION. THE FOLLOWING ACTIONS OR ITEMS WILL REQUIRE THE APPROVAL OF THE GENERAL MEMBER PRIOR TO IMPLEMENTATION OR BECOMING EFFECTIVE: A. APPROVAL OF LONG-TERM OR MATERIAL AGREEMENTS INVOLVING MORE THAN ONE MILLION DOLLARS ($1,000,000.00), INCLUDING BORROWINGS, EQUITY FINANCINGS OR CAPITALIZED LEASES, AND AGREEMENTS INVOLVING THE SALE OR DISPOSITION OF ASSETS WHICH INVOLVE THE RECEIPT OR PAYMENT OF MORE THAN ONE MILLION DOLLARS ($1,000,000.00); B. APPROVAL OF THE CORPORATION'S STRATEGIC PLAN; C. APPROVAL OF ALL AMENDMENTS TO THE CORPORATION'S BYLAWS WHICH DO NOT MATERIALLY AND ADVERSELY AFFECT THE VOTING RIGHTS OF THE COMMUNITY MEMBER; D. APPROVAL OF THE CORPORATION'S OPERATING AND CAPITAL BUDGETS; AND E. APPROVAL OF ITS TERMINATION AS THE GENERAL MEMBER OF THE CORPORATION. DESCRIBE THE PROCESS USED BY MGMT &/OR GOVERNING BODY TO REVIEW FORM 990 FORM 990, PART VI, QUESTION 11A SUTTER HEALTH HAS A CENTRALIZED TAX DEPARTMENT RESPONSIBLE FOR THE PREPARATION OF THE FORM 990. ANNUALLY THE TAX DEPARTMENT PROVIDES TRAINING AND EDUCATION TO AFFILIATE PERSONNEL WHO ASSIST THE TAX DEPARTMENT IN COLLECTING AND REVIEWING DATA TO BE REPORTED ON THE FORM 990. THE PREPARATION MATERIAL IS REVIEWED BY VARIOUS DEPARTMENTS INCLUDING TAX, FINANCE, LEGAL, AND HUMAN RESOURCES. ADDITIONALLY, THE CHIEF FINANCIAL OFFICER SIGNS OFF ON THIS DATA BEFORE THE RETURN GOES TO THE PREPARATION STAGE. A NATIONAL ACCOUNTING FIRM PREPARES AND/OR REVIEWS THE RETURN. A COMPLETED RETURN IS THEN REVIEWED BY THE TAX DEPARTMENT AND THE AFFILIATE WITH THE CHIEF FINANCIAL OFFICER GIVING HIS/HER APPROVAL BEFORE THE RETURN IS FILED. DESCRIPTION OF PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS OF INTEREST FORM 990, PART VI, QUESTION 12 EACH INDIVIDUAL BOARD MEMBER AND OFFICER HAS TO SIGN AN ACKNOWLEDGEMENT FORM THAT THEY HAVE READ THE POLICY. ANNUALLY A DISCLOSURE STATEMENT IS COMPLETED BY ALL OFFICERS AND BOARD MEMBERS. ON THIS STATEMENT THE INDIVIDUAL WILL LIST A WIDE RANGE OF INFORMATION WHICH INCLUDES BUSINESS RELATIONSHIPS, EMPLOYMENT RELATIONSHIPS, PROPERTY INTERESTS, AND THOSE OF RELATED PARTIES. THE CEO AND BOARD CHAIR WILL REVIEW THE STATEMENTS AND MONITOR SITUATIONS THAT MAY POSE A POTENTIAL CONFLICT OF INTEREST. THE CEO AND BOARD CHAIR MAY CONSULT WITH THE OFFICE OF THE GENERAL COUNSEL AS NECESSARY. IF THERE IS A POTENTIAL CONFLICT OF INTEREST RELATED TO A PARTICULAR TRANSACTION, THE INTERESTED TRUSTEE MUST DISCLOSE THE EXISTENCE AND NATURE OF THE RELATIONSHIP. THE BOARD CHAIR MAY APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE THE CONFLICT. UNTIL THE POTENTIAL CONFLICT IS RESOLVED, THE BOARD CHAIR MAY REQUEST THE TRUSTEE TO NOT PARTICIPATE DURING RELATED PRESENTATIONS AND DISCUSSIONS. IN ALL CIRCUMSTANCES INVOLVING AN ACTUAL CONFLICT, THE INTERESTED TRUSTEE SHALL REFRAIN FROM VOTING ON ANY MATTER RELATED TO THE TRANSACTION. PROCESS FOR DETERMINING COMPENSATION FORM 990, PART VI, QUESTION 15 THE COMPENSATION COMMITTEE OF THE SUTTER HEALTH BOARD OF DIRECTORS RETAINS ULTIMATE DISCRETIONARY AUTHORITY OVER ALL ELEMENTS OF COMPENSATION TO ASSURE THAT ORGANIZATIONAL PURPOSES ARE APPROPRIATELY BEING SERVED. THE COMPENSATION COMMITTEE USES CREDIBLE DATA SOURCES AND MAINTAINS AN OBJECTIVE "ARMS LENGTH" DECISION-MAKING PROCESS, ENSURING THE INTEGRITY OF SUTTER'S EXECUTIVE PROGRAMS AND CONSISTENCY WITH THE ORGANIZATION'S OVERALL MISSION. IN ORDER TO ENSURE EXTERNAL COMPETITIVENESS, NATIONAL, CALIFORNIA AND LOCAL MARKET AREA COMPENSATION DATA COMPARISONS ARE REVIEWED. COMPETITIVE ANALYSIS INCLUDES: (A) BASE SALARY, (B) TOTAL CASH (BASE SALARY + ANNUAL INCENTIVE) AND (C) TOTAL REMUNERATION (BASE SALARY + ANNUAL INCENTIVE + BENEFITS AND LONG TERM INCENTIVE). THIS ANALYSIS INCLUDES COMPARABLE ORGANIZATIONS AND GEOGRAPHIC CONSIDERATIONS. FOR THE MOST SENIOR EXECUTIVE POSITIONS, NATIONAL COMPARISONS FOR ORGANIZATIONS SIMILAR IN SIZE, SCOPE AND COMPLEXITY AS SUTTER HEALTH ARE MOST APPROPRIATE SINCE IT IS A NATIONAL MARKETPLACE IN WHICH SUTTER COMPETES FOR EXECUTIVE TALENT. ON THE OTHER HAND, BECAUSE CALIFORNIA'S UNDERLYING COMPENSATION STRUCTURE IS HIGHER THAN NATIONAL DATA (ESPECIALLY IN THE BAY AREA), REGIONAL PAY COMPARISONS AND ADJUSTMENTS ARE MADE. ALL OFFICERS OF THE ORGANIZATION (I.E., CEO, CFO, COO) UNDERGO A REVIEW AND COMPENSATION COMMITTEE APPROVAL ANNUALLY. KEY EMPLOYEES AND OTHER EXECUTIVES OF SUTTER HEALTH WHO ARE CONSIDERED DISQUALIFIED PERSONS FOR FORM 990 REPORTING PURPOSES ARE HANDLED IN THE SAME MANNER. AVAIL OF GOVE DOCS, CONFLICT OF INTEREST POLICY, & FIN STMTS TO GEN PUBLIC FORM 990, PART VI, QUESTION 19 THE SUTTER HEALTH SYSTEM POSTS ITS CURRENT AND PAST AUDITED FINANCIAL STATEMENTS AT SUTTERHEALTH.ORG. OTHER DOCUMENTS ARE ALSO LOCATED AT THIS WEBSITE INCLUDING THE ANNUAL REPORT, MISSION STATEMENT, HISTORY, AND LINKS TO AFFILIATE WEBSITES. HOURS PER WEEK DEVOTED TO RELATED ORGANIZATION FORM 990, PART VII THE FOLLOWING BOARD MEMBER/OFFICER OF THE ORGANIZATION IS A FULL-TIME (40 HOURS PER WEEK) EMPLOYEE OF SUTTER HEALTH AND HIS SUTTER HEALTH SALARY IS REPORTED HEREIN. THIS INDIVIDUAL RECEIVES NO COMPENSATION FOR HIS SERVICE AS BOARD MEMBER/OFFICER OF THIS ORGANIZATION. ED BERDICK OTHER CHANGES IN FUND BALANCE FORM 990, PART XI, LINE 5 CHANGE IN UNREALIZED GAIN/(LOSS) ON INVESTMENTS $ 98,534 EQUITY TRANSFERS (NET) (23,923,396) CHANGE IN INTEREST - TEMP 730,287 K-1 ORDINARY INCOME 122,566 K-1 INTEREST INCOME (293) PARTNERSHIP INCOME ON BOOKS (148,836) ------------- TOTAL $(23,121,138) COMPILATION, REVIEW AND AUDIT OF INDEPENDENT ACCOUNTANT FORM 990, PART XII, QUESTION 2 ANNUALLY THE SUTTER HEALTH SYSTEM HAS AN AUDIT OF COMBINED BALANCE SHEETS AND STATEMENTS OF OPERATIONS PERFORMED BY INDEPENDENT AUDITORS. AN AUDIT COMMITTEE SELECTS THE AUDITORS AND REVIEWS RESULTS. 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