| FORM 990, PART VI, SECTION A, LINE 6 |
CEDARS-SINAI HEALTH SYSTEM BECAME THE SOLE MEMBER OF THE FILING ORGANIZATION ON MAY 1, 2017. |
| FORM 990, PART VI, SECTION A, LINE 7A |
CSMC'S SOLE MEMBER, CEDARS-SINAI HEALTH SYSTEM, HAS THE POWER TO ELECT INDIVIDUALS TO THE BOARD OF DIRECTORS OF CEDARS-SINAI MEDICAL CENTER IN ACCORDANCE WITH THE NOMINATION AND ELECTION PROCESS SET FORTH IN THE CSMC'S BYLAWS. |
| FORM 990, PART VI, SECTION A, LINE 7B |
CEDARS-SINAI HEALTH SYSTEM'S APPROVAL IS REQUIRED BEFORE CEDARS-SINAI MEDICAL CENTER CAN DO ANY OF THE FOLLOWING: CHANGE ITS MISSION, VISION, AND VALUES; CHANGE ITS CORPORATE STRUCTURE IN A MANNER THAT WOULD AFFECT TAX-EXEMPT STATUS; APPROVE THE COMMUNITY BENEFIT PLAN; VOLUNTARILY DISSOLVE; INCUR MATERIAL INDEBTEDNESS; SELL REAL PROPERTY; EXECUTE MATERIAL CONTRACTS NOT ALREADY SET FORTH IN AN APPROVED BUDGET; AND CERTAIN OTHER MATERIAL CORPORATE ACTIONS. |
| FORM 990, PART VI, SECTION B, LINE 11B |
THE ORGANIZATION'S FORM 990 UNDERGOES A COMPREHENSIVE REVIEW PROCESS. THE REVIEW INVOLVES VARIOUS MANAGEMENT PERSONNEL, INCLUDING THE GENERAL COUNSEL, AND A BIG FOUR ACCOUNTING FIRM. A MULTI-LEVEL REVIEW IS PERFORMED WITHIN THE FINANCE DEPARTMENT INCLUDING REVIEW BY THE SENIOR VICE-PRESIDENT AND THE CHIEF FINANCIAL OFFICER. ADDITIONALLY, THE COMPENSATION INFORMATION IS REVIEWED BY THE SENIOR VICE-PRESIDENT OF HUMAN RESOURCES AND THE COMPENSATION COMMITTEE. THE FORM 990 IS PRESENTED AT A BOARD OF DIRECTORS' MEETING ALLOWING THE ENTIRE BOARD THE OPPORTUNITY TO REVIEW AND DISCUSS THE INFORMATION REPORTED. |
| FORM 990, PART VI, SECTION B, LINE 12C |
THE CEDARS-SINAI MEDICAL CENTER (CSMC) CONFLICT OF INTEREST POLICY IS A BOARD-APPROVED POLICY AND CONFLICT OF INTEREST OVERSIGHT IS THE RESPONSIBILITY OF THE BOARD OF DIRECTORS. CONFLICT REPORTING IS REQUIRED THROUGH THE OFFICE OF THE PRESIDENT/CEO WHO REPORTS TO THE BOARD ON COI-RELATED MATTERS THROUGH THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS. MONITORING PRACTICES: REGULAR AND CONSISTENT MONITORING IS DELEGATED BY THE PRESIDENT/CEO TO THE DIRECTOR OF INTERNAL AUDIT/CONFLICT OF INTEREST (COI) ADMINISTRATOR AND THE CONFLICT OF INTEREST STEERING COMMITTEE. ADDITIONAL MONITORING AND ENFORCEMENT OF CONFLICTS OF INTEREST IS HANDLED THROUGH RESEARCH ADMINISTRATION AND THE INSTITUTIONAL REVIEW BOARDS (IRB) IN SUPPORT OF COMPLIANCE WITH THE CONFLICT OF INTEREST REQUIREMENTS OF THE NATIONAL INSTITUTES OF HEALTH FOR SPECIFIC RESEARCH PROTOCOLS. MECHANISMS ARE IN PLACE TO PROVIDE FOR COLLABORATION BETWEEN COI ADMINISTRATION AND RESEARCH ADMINISTRATION. ADDITIONALLY, HOSPITAL-BASED PHYSICIANS COI MATTERS ARE HANDLED BY THE APPLICABLE HOSPITAL-BASED PHYSICIAN CHAIRMEN AND COORDINATION ALSO OCCURS WHERE NECESSARY (SUCH AS WITH THE MEDICAL STAFF OFFICE FOR PHYSICIANS HOLDING MEDICAL STAFF COMMITTEE APPOINTMENTS). WHERE CONFLICTS ARE IDENTIFIED THAT REQUIRE EITHER FORMAL OR INFORMAL MONITORING, RELATED ROUTINE OR PERIODIC MONITORING IN THESE INSTANCES IS SET AT THE DEPARTMENT CHAIRPERSON OR VICE PRESIDENTIAL LEVEL, WITH ANNUAL OR OTHER FOLLOW-UP BY THE COI STEERING COMMITTEE, IRB, OR COI ADMINISTRATOR AS DEEMED APPLICABLE. COVERED INDIVIDUALS: UNDER THE CONFLICT OF INTEREST POLICY, "COVERED INDIVIDUALS" REQUIRED TO COMPLETE AN ANNUAL CONFLICT OF INTEREST DISCLOSURE QUESTIONNAIRE INCLUDE: MEMBERS OF THE BOARD OF DIRECTORS AND COMMITTEES OF THE BOARD; THE PRESIDENT/CEO; SENIOR EXECUTIVES (DIRECT REPORTS TO THE CEO); MEMBERS OF THE COI STEERING COMMITTEE; MEMBERS OF THE FACULTY; MEMBERS OF THE MEDICAL STAFF WITH ADMINISTRATIVE RESPONSIBILITIES; MEMBERS OF MEDICAL STAFF COMMITTEES; RESEARCH INVESTIGATORS; AND OTHER INDIVIDUALS IDENTIFIED BY THE BOARD OR EXECUTIVE LEADERSHIP. WHILE ALL EMPLOYEES ARE REQUIRED BY POLICY TO DISCLOSE POTENTIAL CONFLICTS TO THEIR SUPERVISORS WHEN THEY ARISE, THE NOTED COVERED INDIVIDUALS ARE REQUIRED TO COMPLETE FORMAL ANNUAL DISCLOSURE USING A PRESCRIBED QUESTIONNAIRE. MORE FREQUENT DISCLOSURE IS REQUIRED AS WARRANTED BY ACTIVITIES UNDERTAKEN BETWEEN ANNUAL DISCLOSURES. THE DISCLOSURE POLICY EXTENDS TO FAMILY MEMBERS OF COVERED INDIVIDUALS AS THEY MAY DIRECTLY OR INDIRECTLY GIVE RISE TO CONFLICTS OF INTEREST. COI, DETERMINATION, AND REVIEW ACTION LEVELS: ALL CONFLICT OF INTEREST QUESTIONNAIRES ARE ACCUMULATED IN A WEB-BASED DATABASE REFERRED TO AS THE COI SYSTEM. ALL QUESTIONNAIRES ARE ANALYZED AND ALL DISCLOSURES MADE ARE REVIEWED FOR VALIDITY, COMPLETENESS AND THE PRESENCE OF A REAL OR PERCEIVED CONFLICT OF INTEREST. CONFLICTS OF INTEREST ARE ANALYZED, REVIEWED, MONITORED AND ENFORCED THROUGH WORKFLOWS REPORTING UP TO THE PRESIDENT/CEO. ALL DISCLOSURES ARE REVIEWED FIRST BY COI ADMINISTRATION AND THEN: (1) FOR BOARD, EXECUTIVE AND COI STEERING COMMITTEE MEMBERS, REVIEWED BY GENERAL COUNSEL; AND (2) FOR ALL OTHER INDIVIDUALS REQUIRED TO SUBMIT ANNUAL CONFLICT OF INTEREST DISCLOSURE QUESTIONNAIRES, REVIEWED BY THE COI STEERING COMMITTEE. THE COI STEERING COMMITTEE IS AN ADVISORY COMMITTEE TO THE PRESIDENT AND CEO ON A VARIETY OF COI MATTERS INCLUDING THE MONITORING AND ENFORCEMENT OF COMPLIANCE WITH THE COI POLICY, COI POLICY DEVELOPMENT AND MAINTENANCE, AND OTHER COI RELATED MATTERS. A SUB-GROUP OF THE COMMITTEE REVIEWS MATTERS IDENTIFIED BY COI ADMINISTRATION AS REQUIRING ADDITIONAL REVIEW AND ACTION. THIS GROUP CLOSES OR MOVES THE MATTERS UP TO THE COI STEERING COMMITTEE LEVEL FOR REVIEW AND ACTION. REGARDLESS OF THE MONITORING AND ENFORCEMENT PATH, DISCLOSURES ARE CONCLUDED IN ONE OF THE FOLLOWING MANNERS: -- NO CONFLICT EXISTS; -- MANAGED BY DISCLOSURE; -- MANAGED (BY SOME ACTION); -- MANAGED BY PLAN (FORMAL PLAN WITH FOLLOW-UP); -- MANAGED BY PLAN: IRB (FORMAL PLAN IS DEVELOPED AND MANAGED BY RESEARCH ADMINISTRATION FOR CLINICAL TRIAL RELATED MATTERS); -- MANAGED BY SEPARATION (FROM EITHER THEIR APPLICABLE CSMC ROLE OR THE ACTIVITY CREATING THE CONFLICT); -- CONFLICT (A CONFLICT THAT MUST BE REPORTED FOR CEO/BOARD LEVEL ACTION). ANYONE IN VIOLATION OF THE POLICY IS SUBJECT TO THE FOLLOWING ADMINISTRATIVE ACTIONS INCLUDING ORAL ADMONISHMENT, WRITTEN REPRIMAND, DISCIPLINE, REASSIGNMENT, DEMOTION, SUSPENSION, REMOVAL, TERMINATION OR SEPARATION. THE MEDICAL CENTER RESERVES THE RIGHT TO PURSUE OTHER ACTIONS AGAINST ANYONE WHO VIOLATES THE COI POLICY TO THE DETRIMENT OF THE MEDICAL CENTER. |
| FORM 990, PART VI, SECTION B, LINE 15 |
THE EXECUTIVE PERSONNEL COMMITTEE (THE COMMITTEE) IS A STANDING COMMITTEE OF THE BOARD OF DIRECTORS. THE COMMITTEE ADDRESSES COMPENSATION AND BENEFITS REGARDING THE MEDICAL CENTER'S EXECUTIVE EMPLOYEES AND CONTRACTUALLY ENGAGED FACULTY (ALL COMPENSATED INDIVIDUALS REPORTED ON PART VII AND SCHEDULE J FALL UNDER ONE OF THESE TWO CATEGORIES), AND IS AUTHORIZED BY THE BOARD OF DIRECTORS TO ACT WITH RESPECT TO SUCH ISSUES, THE COMMITTEE EVALUATES THE PERFORMANCE AND APPROVES THE COMPENSATION AND BENEFITS FOR THE MEDICAL CENTER'S PRESIDENT AND CHIEF EXECUTIVE OFFICER; AND APPROVES THE COMPENSATION AND BENEFIT PLANS FOR EXECUTIVES AND THE MEDICAL CENTER'S CONTRACTUALLY ENGAGED FACULTY. THE COMMITTEE ALSO REVIEWS AND APPROVES THE CEO'S EXECUTION OF THOSE PLANS WITHIN ESTABLISHED PARAMETERS, TAKING INTO CONSIDERATION THE PERFORMANCE OF THE ORGANIZATION AS A WHOLE; AND ADDRESSES SUCH OTHER COMPENSATION ISSUES REGARDING THE MEDICAL CENTER'S EXECUTIVES AND CONTRACTUALLY ENGAGED FACULTY AS REQUESTED BY THE BOARD OF DIRECTORS. THE COMMITTEE FOLLOWS A PROCESS THAT ENSURES THAT THE COMPENSATION AND BENEFITS PROVIDED TO THE CEO, OTHER EXECUTIVES AND CONTRACTUALLY ENGAGED FACULTY IS REASONABLE AND IN COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS. THE MEDICAL CENTER'S SVP OF HR PROVIDES STAFF SUPPORT TO THE COMMITTEE. THE COMMITTEE MAY ENGAGE AN INDEPENDENT COMPENSATION AND BENEFITS CONSULTANT, AND ANY OTHER ADVISORS IT DEEMS NECESSARY. THE COMMITTEE MAY ALSO ENGAGE INDEPENDENT COUNSEL. THE MEDICAL CENTER WILL PROVIDE FOR APPROPRIATE FUNDING FOR PAYMENT OF COSTS TO ANY SUCH PERSONS RETAINED BY THE COMMITTEE. AT THE COMMITTEE'S DIRECTION, THE INDEPENDENT COMPENSATION CONSULTANT SHALL PREPARE SUCH REPORTS AS THE COMMITTEE REASONABLY DEEMS NECESSARY. AT A MINIMUM, SUCH REPORTS WILL INCLUDE MARKET SURVEY DATA FROM A PEER GROUP DESIGNATED BY THE COMMITTEE, WHICH SHALL BE CONSIDERED BY THE COMMITTEE PRIOR TO MAKING DECISIONS. |
| FORM 990, PART VI, SECTION C, LINE 18 |
THE ORGANIZATION'S FORMS 990 AND 990-T ARE AVAILABLE UPON REQUEST. |
| FORM 990, PART VI, SECTION C, LINE 19 |
THE ORGANIZATION POSTS ITS CORPORATE INTEGRITY PROGRAM POLICY ON ITS WEBSITE AT HTTPS://WWW.CEDARS-SINAI.ORG/CONTENT/DAM/CEDARS-SINAI/ ABOUT-US/DOCUMENTS/CORPORATE_INTEGRITY_POLICY1.PDF. THE CORPORATE INTEGRITY PROGRAM POLICY OUTLINES THE STANDARDS OF CONDUCT. ADDITIONALLY, THE ORGANIZATION'S AUDITED CONSOLIDATED FINANCIAL STATEMENTS ARE ATTACHED TO ITS FORM 990. THE CONFLICT OF INTEREST POLICY AND GOVERNING DOCUMENTS ARE NOT AVAILABLE TO THE PUBLIC. |
| FORM 990, PART XI, LINE 9: |
CHANGE IN PENSION LIABILITY -41,888,074. INVESTMENT IN JOINT VENTURES - PRIOR YEAR -75,973,903. TRANSFER TO AFFILIATES -230,008,255. INVESTMENT IN JOINT VENTURES - CURRENT YEAR 65,839,211. |
Attach to Form 990 or 990-EZ.