2026-08-14T10:58:36+00:00 2025-09-30 440160260 FORVIS MAZARS LLP 1201 WALNUT STREET SUITE 1700 KANSAS CITY MO 641062246 990 2024-10-01 760585240 COOK CHILDREN'S HEALTH PLAN COOK 6828854000 801 SEVENTH AVENUE FORT WORTH TX 76104 RICK W MERRILL CEO 2026-08-14 true MICHAEL ENGLE P00482834 8162216300 2026-08-14 2024 2025-03-06 01:10:19Z KAREN LOVE 801 SEVENTH AVENUE FORT WORTH TX 76104 970143807 false X WWW.COOKCHILDRENS.ORG X 1998 TX KNOWING THAT EVERY CHILD'S LIFE IS SACRED, OUR PROMISE IS TO IMPROVE THE HEALTH OF EVERY CHILD IN OUR REGION THROUGH PREVENTION AND TREATMENT OF ILLNESS, DISEASE AND INJURY. 12 8 363 8 0 0 0 0 880190455 909118655 12403560 10261775 0 0 892594015 919380430 0 0 0 46160111 47378013 0 0 832165374 857061766 878325485 904439779 14268530 14940651 334740150 364748646 153607628 167416921 181132522 197331725 KNOWING THAT EVERY CHILD'S LIFE IS SACRED, OUR PROMISE IS TO IMPROVE THE HEALTH OF EVERY CHILD IN OUR REGION THROUGH THE PREVENTION AND TREATMENT OF ILLNESS, DISEASE, AND INJURY. false false 882919655 0 909118655 COOK CHILDREN'S HEALTH PLAN (CCHP) COOK CHILDREN'S HEALTH PLAN PROVIDES HEALTH CARE COVERAGE TO A VULNERABLE POPULATION THAT MAY NOT OTHERWISE BE ABLE TO ACCESS OR AFFORD CARE - LOW-INCOME FAMILIES WHO QUALIFY FOR MEDICAID AND THE CHILDREN'S HEALTH INSURANCE PROGRAM (CHIP). MEMBERS ENROLLED IN CCHP ARE ASSURED OF TIMELY ACCESS TO NECESSARY MEDICAL CARE, INCLUDING PREVENTIVE SERVICES SUCH AS WELL-CHILD VISITS, IMMUNIZATIONS AND PRENATAL/POSTPARTUM CARE. COOK CHILDREN'S HEALTH PLAN'S ROLE IS TO MANAGE AND, IN CONJUNCTION WITH COOK CHILDREN'S AND OTHER NETWORK PROVIDERS, DELIVER CARE TO ITS MEMBERS. SINCE IT WAS ESTABLISHED IN 1999, THE ORGANIZATION HAS SUCCESSFULLY GROWN TO A SUBSTANTIAL OPERATION, CURRENTLY COVERING 125,000 MEMBERS, PRIMARILY COMPRISED OF CHILDREN AND EXPECTANT AND POSTPARTUM MOTHERS. (CONTINUED ON SCHEDULE O) 882919655 true false false true false false false false false false true false false false 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 false false false true true true false false true 21 0 true 363 true false false false false false false false false false false true false X 12 8 true false false false true true true true true false false false true true true true true true true true false false TX X CORY RHOADES 6828854000 801 SEVENTH AVENUE FORT WORTH TX 76104 ANDREW J ROSELL TRUSTEE - VICE CHAIRMAN 2.0 1.0 X X 0 0 0 HADLEY WOERNER TRUSTEE - CHAIRMAN 2.0 2.0 X X 0 0 0 JULEE S MORROW MD TRUSTEE - VICE CHAIRMAN - END 5/31/25 2.0 40.0 X X 0 295337 32883 RICK SORENSON TRUSTEE - CHAIRMAN - END 5/31/25 2.0 5.0 X X 0 0 0 ANGELA N CABARCAS MD TRUSTEE - END 5/31/25 1.0 40.0 X 0 364373 41572 ANN B HOUSE TRUSTEE 1.0 1.0 X 0 0 0 JEFF PUGACH MD TRUSTEE 1.0 41.0 X 0 1125098 34283 KAREN ONYIRIOHA TRUSTEE 1.0 40.0 X 0 457641 26610 KATHRYN M KING MD TRUSTEE 1.0 40.0 X 0 359280 36639 MICHAEL R PAVELL TRUSTEE 1.0 1.0 X 0 0 0 PAUL S THORNTON MD TRUSTEE - 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BASED ON THEIR REVIEW, MANAGEMENT HAS NOT IDENTIFIED ANY MATERIAL UNCERTAIN TAX POSITIONS TO BE RECORDED OR DISLOSED IN THE FINANCIAL STATEMENTS. X false true false true false false false false false false false JULEE S MORROW MD TRUSTEE - VICE CHAIRMAN - END 5/31/25 0 272041 0 0 0 23296 0 0 0 32883 0 328220 0 0 ANGELA N CABARCAS MD TRUSTEE - END 5/31/25 0 323403 0 30000 0 10970 0 20638 0 20934 0 405945 0 0 KATHRYN M KING MD TRUSTEE 0 320146 0 30000 0 9134 0 8443 0 28196 0 395919 0 0 REBECCA OLVERA TRUSTEE 0 326862 0 0 0 11339 0 22875 0 15835 0 376911 0 0 KAREN ONYIRIOHA TRUSTEE 0 417452 0 30250 0 9939 0 13800 0 12810 0 484251 0 0 JEFF PUGACH MD TRUSTEE 0 1100230 0 0 0 24868 0 15510 0 18773 0 1159381 0 0 PAUL S THORNTON MD TRUSTEE - END 5/31/25 0 423783 0 0 0 19259 0 25875 0 28819 0 497736 0 0 SANDY VARGHESE MD TRUSTEE 0 225150 0 22750 0 8822 0 14562 0 4682 0 275966 0 0 STEPHEN W KIMMEL EVP, SYSTEM FINANCE - TREASURER 95056 697081 47034 344913 23383 171473 58194 426753 3921 28751 227588 1668971 18506 135711 RICHARD LEE VP, FINANCE AND CFO 302332 0 99464 0 7760 0 42315 0 20557 0 472428 0 0 0 KAREN LOVE PRESIDENT 554356 0 249581 0 133221 0 591425 0 32672 0 1561255 0 102153 0 MARY CARA MARTZ SECRETARY 0 149106 0 38234 0 6348 0 9339 0 17228 0 220255 0 0 RICK W MERRILL CEO 81962 1557274 53772 1021663 22781 432842 19627 372917 1765 33532 179907 3418228 0 0 KIMBERLY AARON VP, CLINICAL AFFAIRS 389333 0 130387 0 63557 0 73833 0 27667 0 684777 0 55190 0 CRYSTAL O'REILLY AVP, QUALITY & SERVICE COORDINATION 119335 0 51388 0 10635 0 12768 0 37881 0 232007 0 0 0 SHERRY VETTER CHIEF OPERATING OFFICER 333683 0 107737 0 55230 0 54317 0 20740 0 571707 0 46863 0 TIMOTHY FANCHER DIRECTOR, CLN PHARMACY PROGRAM 222590 0 28799 0 7702 0 13700 0 29219 0 302010 0 0 0 ABBY FLORES DIR, BEHAVIORAL HEALTH 197357 0 28902 0 9775 0 0 0 15799 0 251833 0 0 0 GLEN LEMMONS DIR, STAR KIDS CARE MANAGEMENT 192164 0 33204 0 11715 0 18454 0 38762 0 294299 0 0 0 CATHERINE NICHOLAS MD MEDICAL DIRECTOR 273957 0 38486 0 8464 0 24251 0 25240 0 370398 0 0 0 KATHLEEN ROMAN REGULATORY COMPLIANCE DIRECTOR 207934 0 27781 0 7408 0 18380 0 29370 0 290873 0 0 0 SCHEDULE J, PART I, LINE 1A TAX INDEMNIFICATION AND GROSS-UP PAYMENTS GROSS UP PAYMENTS INCLUDED IN W-2 TAXABLE COMPENSATION: PAUL S. THORNTON, M.D. ANGELA N. CABARCAS, M.D. JEFF PUGACH, M.D. KAREN ONYIRIOHA KATHRYN M. KING, M.D. REBECCA OLVERA JULEE S. MORROW, M.D. SANDY VARGHESE, M.D. SCHEDULE J, PART I, LINE 1B WRITTEN POLICY REGARDING PAYMENT OR REIMBURSEMENT OF EXPENSES THERE IS NO WRITTEN POLICY REGARDING PAYMENT OR REIMBURSEMENT OF TAX INDEMNIFICATION AND GROSS-UP PAYMENTS BECAUSE THE COMPANY DOES NOT GENERALLY ALLOW FOR GROSS-UP PAYMENTS EXCEPT IN SPECIFIC CIRCUMSTANCES AND THEN ONLY IF APPROVED BY SENIOR MANAGEMENT FOLLOWED BY REVIEW OF THE COMPANY'S COMPLIANCE AND LEGAL DEPARTMENTS. THESE TYPES OF REIMBURSEMENTS GENERALLY RELATE TO TAXES OWED BY INDIVIDUALS WHO RECEIVE NOMINAL INCENTIVE PAYMENTS FOR SERVICE AWARDS OR QUALITY IMPROVEMENT PROGRAMS, AND THE GROSS-UP PAYMENTS USUALLY ARE IMMATERIAL, $250 OR LESS. SCHEDULE J, PART I, LINE 3 ARRANGEMENT USED TO ESTABLISH THE TOP MANAGEMENT OFFICIAL'S COMPENSATION COOK CHILDREN'S HEALTH CARE SYSTEM, A RELATED ORGANIZATION, USES THE FOLLOWING METHODS TO DETERMINE CEO/EXECUTIVE DIRECTOR COMPENSATION: COMPENSATION COMMITTEE INDEPENDENT COMPENSATION CONSULTANT WRITTEN EMPLOYMENT CONTRACT COMPENSATION SURVEY OR STUDY APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE SCHEDULE J, PART I, LINE 4B SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN RICK W MERRILL - PAID BY SYSTEM - $366,668 DEFERRED, $NONE W-2 STEPHEN W KIMMEL - PAID BY SYSTEM - $463,384 DEFERRED, $154,217 W-2 KIMBERLY AARON - PAID BY CCHP - $47,958 DEFERRED, $55,190 W-2 RICHARD LEE - PAID BY CCHP - $36,673 DEFERRED, $NONE W-2 KAREN LOVE - PAID BY CCHP - $574,700 DEFERRED, $102,153 W-2 SHERRY VETTER - PAID BY CCHP - $39,968 DEFERRED, $46,863 W-2 SCHEDULE J, PART II ALLOCATION OF CEO & CFO SALARIES SALARIES FOR THE CEO AND EVP, SYSTEM FINANCE ARE ALLOCATED PRO-RATA BASED ON THE AMOUNT OF TIME THEY SPEND WITH EACH OF THE FOLLOWING COMPANIES: COOK CHILDREN'S MEDICAL CENTER COOK CHILDREN'S HEALTH FOUNDATION COOK CHILDREN'S HOME HEALTH COOK CHILDREN'S HEALTH CARE SYSTEM COOK CHILDREN'S HEALTH PLAN COOK CHILDREN'S PHYSICIAN NETWORK COOK CHILDREN'S MEDICAL CENTER - PROSPER CHILD STUDY CENTER FORM 990, PART III, LINE 4A PROGRAM SERVICE DESCRIPTION IN ADDITION TO THE NEARLY 2,900 PROVIDERS IN THE COOK CHILDREN'S PHYSICIAN NETWORK, MEMBERS HAVE ACCESS TO APPROXIMATELY 1,400 ADDITIONAL PRIMARY CARE PHYSICIANS, 240 OB-GYNS, 2,300 SPECIALISTS, 680 BEHAVIORAL HEALTH PROVIDERS, AND NUMEROUS HOSPITALS, SURGERY CENTERS AND A VARIETY OF URGENT CARE AND CLINIC LOCATIONS. THIS COMPREHENSIVE NETWORK ENSURES ACCESS TO QUALITY HEALTH CARE PROVIDERS FOR ALL CCHP MEMBERS. ALTHOUGH COOK CHILDREN'S MEDICAL CENTER DOES NOT PROVIDE MATERNITY SERVICES, PREGNANT MEMBERS ARE CLOSELY CARED FOR AND MONITORED TO AVOID COMPLICATIONS AND PREMATURE DELIVERIES BY OTHER DOCTORS AND HOSPITALS IN CCHP'S NETWORK. THESE MEMBERS ARE MONITORED AND ASSISTED FOR 12 MONTHS POSTPARTUM. COOK CHILDREN'S MEDICAL CENTER IS OFTEN THE HOSPITAL OF CHOICE FOR MEMBERS' NEWBORNS WHO REQUIRE NEONATAL INTENSIVE CARE. MEDICAID RENEWAL THE TEXAS HEALTH AND HUMAN SERVICES COMMISSION (HHSC), ANNOUNCED IN MARCH 2024 ITS INTENT TO NOT RENEW CCHP'S MEDICAID STAR AND CHIP CONTRACT, INSTEAD AWARDING THOSE CONTRACTS TO NUMEROUS FOR-PROFIT HEALTH CARE COMPANIES. THE STATE'S DECISION, THE RESULT OF A FLAWED PROCESS, IGNORED COOK CHILDREN'S 20+ YEAR TRACK RECORD OF SUCCESS IN ADMINISTERING THESE PROGRAMS TO LOCAL FAMILIES. IN RESPONSE, COOK CHILDREN'S FORMALLY PROTESTED THAT THE SCORING PROCESS LACKED TRANSPARENCY, IGNORED LEGISLATIVELY MANDATED CONSIDERATIONS AND PREFERENCES, AND PUT NON-PROFIT COMMUNITY PLANS AT AN UNFAIR DISADVANTAGE. IN JUNE 2024, COOK CHILDREN'S HEALTH PLAN FILED A LAWSUIT ALLEGING THAT THE STATE'S PROCUREMENT WAS NOT CONDUCTED ACCORDING TO THE APPROPRIATE STATUTES. IN OCTOBER 2024, TRAVIS COUNTY DISTRICT COURT ISSUED A TEMPORARY INJUNCTION WHICH STOPS HHSC FROM IMPLEMENTING ANY NEW MEDICAID STAR/CHIP CONTRACTS, THEREBY PRESERVING THE STATUS QUO AND PROTECTING THE COOK CHILDREN'S HEALTH PLAN. THE TEXAS LEGISLATURE MET IN EARLY 2025 AND FAILED TO TAKE ANY ACTION THAT WOULD HAVE CLARIFIED OR IMPROVED THE STATE'S MEDICAID MANAGED CARE ORGANIZATION PROCUREMENT PROCESS. THEREFORE, THE LAWSUIT FILED BY COOK CHILDREN'S HEALTH PLAN IS PROCEEDING THROUGH THE COURTS. IN THE MIDST OF UNCERTAINTY, CCHP HAS WORKED TO REASSURE ITS MEMBERS THAT THEIR COVERAGE REMAINS ACTIVE UNTIL A FINAL DECISION IS MADE, THEY MAY CONTINUE SEEING THEIR CURRENT PHYSICIANS AND PROVIDERS, AND THEIR CHILD'S HEALTH IS TOP PRIORITY. THIS ORDER IS CURRENTLY BEING REVIEWED BY THE FIFTEENTH COURT OF APPEALS. COLLABORATION AND PREVENTION PARTNERSHIP IS KEY TO CCHP'S MISSION TO HELP MEMBERS ACHIEVE THEIR OPTIMAL HEALTH. THE HEALTH PLAN COLLABORATES WITH NUMEROUS COMMUNITY AGENCIES TO ADDRESS MEMBERS' NON-MEDICAL DRIVERS OF HEALTH. FOOD INSECURITY HAS BECOME AN INCREASING BARRIER TO OPTIMAL HEALTH AMONG CCHP'S MEMBERS. DURING FY25, CCHP SCREENED 578 UNIQUE FAMILIES OF WHICH 137 (24%) SCREENED POSITIVE FOR FOOD INSECURITY. NEARLY 700 ELIGIBLE CCHP FAMILIES RECEIVED A FOOD BENEFITS PROGRAM, WHICH MAKES IT EASIER AND MORE AFFORDABLE TO ACCESS HEALTHY FOOD. ADDITIONALLY, THE PARTNERSHIP CONTINUED BETWEEN CCHP, COOK CHILDREN'S CENTER FOR COMMUNITY HEALTH AND THE TARRANT AREA FOOD BANK TO INCREASE FOOD ACCESS FOR FAMILIES AND SUPPORT MEDICAID, CHIP AND SUPPLEMENTAL NUTRITION ASSISTANCE PROGRAM (SNAP) APPLICATION ASSISTANCE THROUGH A MOBILE MARKET. THE MOBILE MARKET SERVED NEARLY 5,000 FAMILIES, DISTRIBUTED 274,949 POUNDS OF FOOD, AND PROVIDED SNAP, MEDICAID AND OTHER APPLICATION ASSISTANCE TO FAMILIES. ADDITIONALLY, COOK CHILDREN'S HEALTH PLAN STAFF CONDUCTED OVER 3,000 SNAP SCREENINGS IN THE COMMUNITY DURING FY25. MATERNAL HEALTH PARTNERSHIP COOK CHILDREN'S CONTINUED ITS ACTIVE PARTICIPATION, ALONG WITH MORE THAN A DOZEN OTHER HEALTH CARE AND COMMUNITY GROUPS, IN THE TARRANT COUNTY MATERNAL & INFANT HEALTH COALITION (NTX-MHA) DEDICATED TO IMPROVING THE AREA'S RELATIVELY HIGH RATES OF MATERNAL MORTALITY, ESPECIALLY HIGH AMONG BLACK WOMEN IN THE COUNTY, AND INFANT MORTALITY. THE COALITION NTX-MHA IS WORKING TO IDENTIFY MATERNAL AND INFANT HEALTH RESOURCES ACROSS THE COMMUNITY AND TO IMPROVE AWARENESS OF THESE RESOURCES AND FACILITATE TIMELY ACCESS TO THEM BY TARRANT AREA FAMILIES. THE COALITION'S EFFORTS HAVE INCLUDED DISTRIBUTING MORE THAN 9,500 BOTTLES OF IRON PILLS TO EXPECTANT MOTHERS, SEEKING FEEDBACK FROM THOSE WHO PREVIOUSLY GAVE BIRTH IN THE COUNTY, SECURING AGREEMENTS WITH AREA HOSPITALS TO STANDARDIZE MATERNAL SAFETY PROTOCOLS, AND CREATING A SYSTEM TO CONNECT MOTHERS WITH RESOURCES THEY NEED BEYOND THEIR DOCTOR'S OFFICE. THE NTX-MHA DEVELOPED A MULTI-YEAR, MULTI-MILLION-DOLLAR PROJECT WHICH WAS INITIALLY GRANTED FEDERAL FUNDING THROUGH ARPA-H; HOWEVER, ARPA-H, NOTIFIED THE COALITION OF A LAST-MINUTE PROGRAM CANCELLATION IN AUGUST 2025. TO ADAPT TO THE LOSS OF FEDERAL OUTCOME PAYMENTS, NTX-MHA WILL: 1. REDUCE ITS THREE-YEAR BUDGET AND PRIORITIZE A HANDFUL OF THE HIGHEST-IMPACT ACTIVITIES THAT REDUCE THE SEVERE OBSTETRIC COMPLICATION (SOC) RATE 2. DELIVER ON THIS REDUCED SCOPE BY MOBILIZING ADDITIONAL PRIVATE AND PUBLIC FUNDING BEYOND THE ORIGINAL COMMITMENTS NTX-MHA HOPES TO SOON EXPAND ITS SCOPE BACK TO THE ORIGINAL PROJECT RANGE THROUGH NEW FUNDING PARTNERSHIPS, INCLUDING MCOS, THE STATE OF TEXAS, AND NATIONAL FUNDERS. TRANSFORMATIVE PARTNERSHIP THE LAS VEGAS TRAIL NEIGHBORHOOD HEALTH CENTER, A FIRST-OF-ITS-KIND PARTNERSHIP TO BRING CRITICAL HEALTH SERVICES TO AN UNDERSERVED AREA OF FORT WORTH, OPENED IN 2025. THE CENTER IS HOME TO VARIOUS PEDIATRIC AND ADULT MEDICAL AND SOCIAL SERVICES. COOK CHILDREN'S TEAMED UP WITH JPS HEALTH NETWORK, THE CITY OF FORT WORTH AND LOCAL NON-PROFIT ORGANIZATIONS IN THIS INNOVATIVE PLAN TO TRANSFORM FORT WORTH'S STRUGGLING LVT NEIGHBORHOOD INTO A SAFE AND THRIVING COMMUNITY. OVER 5,000 CCHP MEMBERS LIVE IN THE LVT AREA, MAKING CCHP A KEY PLAYER IN SERVICE DELIVERY AND CARE COORDINATION AT THE NEW CENTER. CCHP STAFF ARE EMBEDDED IN THE LOCATION TO HELP MEMBERS NAVIGATE THE HEALTH CARE SYSTEM AND ACCESS RESOURCES. FOR EXAMPLE, FOR THOSE WITHOUT INTERNET SERVICE WHO NEED TO ATTEND A TELEHEALTH APPOINTMENT, THEY HAVE ACCESS TO PRIVATE SPACE EQUIPPED WITH INTERNET AND VIDEO AND CAN ACCESS THIS SERVICE WITH THE HELP OF AN ON-SITE CCHP REPRESENTATIVE. CCHP COMMUNITY HEALTH WORKERS ALSO ASSIST IN THE HEALTH EDUCATION CENTER, WHERE LVT OFFERS INSTRUCTION IN NUTRITION, PREGNANCY, ENGLISH AS A SECOND LANGUAGE, HIGH SCHOOL DIPLOMA EQUIVALENCY AND MORE. A UNIQUE WORKFORCE INITIATIVE WITH TARRANT COUNTY COMMUNITY COLLEGE WAS OFFERED TO A FIRST COHORT IN FALL 2025. THE TRAINING EQUIPS RESIDENTS WITH SKILLS IN CUSTOMER SERVICE, PHONE MANAGEMENT, DATA ENTRY AND OTHER ENTRY-LEVEL HEALTH CARE ADMINISTRATIVE TASKS. CCHP'S SUPPORT FOR THIS INITIATIVE GIVES LVT RESIDENTS EMPLOYABLE SKILLS TO ACCESS WELL-PAYING JOBS WITHIN THE HEALTH INDUSTRY WHILE ALSO BUILDING A NEW POOL OF QUALIFIED CANDIDATES FOR FILLING STAFFING NEEDS AT COOK CHILDREN'S AND JPS. THE FIRST GROUP OF PARTICIPANTS GRADUATED IN DECEMBER. ALL OF THESE COLLABORATIONS AND VALUE-ADDED RESOURCES PROVIDED BY CCHP HELP IMPROVE THE HEALTH AND WELL-BEING OF MEMBERS AND OUR COMMUNITY. FORM 990, PART VI, LINE 2 FAMILY/BUSINESS RELATIONSHIPS AMONGST INTERESTED PERSONS VARIOUS OFFICERS & TRUSTEES EMPLOYED OR SERVING BOARDS WITHIN THE SYSTEM - BUSINESS RELATIONSHIP FORM 990, PART VI, LINE 6 CLASSES OF MEMBERS OR STOCKHOLDERS COOK CHILDREN'S HEALTH CARE SYSTEM, A TEXAS NON-PROFIT CORPORATION, IS THE SOLE MEMBER OF THE ORGANIZATION. FORM 990, PART VI, LINE 7A MEMBERS OR STOCKHOLDERS ELECTING MEMBERS OF GOVERNING BODY AS THE SOLE MEMBER OF THE ORGANIZATION, COOK CHILDREN'S HEALTH CARE SYSTEM HAS THE POWER TO DETERMINE THE NUMBER OF MEMBERS OF THE BOARD OF TRUSTEES AND TO ELECT THE MEMBERS OF THE BOARD OF TRUSTEES. FORM 990, PART VI, LINE 7B DECISIONS REQUIRING APPROVAL BY MEMBERS OR STOCKHOLDERS AS THE SOLE MEMBER OF THE ORGANIZATION, COOK CHILDREN'S HEALTH CARE SYSTEM HAS THE EXCLUSIVE POWER AND RESERVED POWER TO DO ANY OF THE FOLLOWING: A. AMEND, ALTER OR REPEAL THE BYLAWS; B. AMEND THE CERTIFICATE OF FORMATION OF THE ORGANIZATION; C. DETERMINE THE NUMBER OF MEMBERS OF THE BOARD OF TRUSTEES AND TO ELECT THE MEMBERS OF THE BOARD OF TRUSTEES; D. APPROVE ANY MERGER, ACQUISITION, LIQUIDATION, WINDING UP, TERMINATION OR CONSOLIDATION OF THE ORGANIZATION; E. APPROVE THE SALE, GIFT OR OTHER DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE PROPERTY OF THE ORGANIZATION; F. APPROVE THE CREATION OF, OR INVESTMENT IN, ANY SUBSIDIARY ENTITY; G. APPROVE CAPITAL AND OPERATING BUDGETS OF THE ORGANIZATION; H. APPROVE DEBT TO BE INCURRED BY THE ORGANIZATION WHICH WOULD EXCEED SUCH LIMITS AS ESTABLISHED BY THE SOLE MEMBER; AND, I. APPROVE THE LONG-RANGE FINANCIAL AND STRATEGIC PLANS FOR THE ORGANIZATION. FORM 990, PART VI, LINE 11B REVIEW OF FORM 990 BY GOVERNING BODY THE ORGANIZATION ENGAGES AN OUTSIDE INDEPENDENT ACCOUNTING FIRM TO ASSIST IN THE PREPARATION OF THE FORM 990 AND RELATED FILINGS. ALL INFORMATION PROVIDED TO THE OUTSIDE ACCOUNTING FIRM IS GATHERED BY KEY COMPANY EMPLOYEES AND EXECUTIVES. ONCE THE FORM 990 IS PREPARED, IT IS REVIEWED BY COMPANY FINANCE, LEGAL AND COMPLIANCE STAFF AND THEN PROVIDED TO THE BOARD OF TRUSTEES FOR REVIEW AND COMMENT. IN ADDITION, IT IS PROVIDED TO THE COOK CHILDREN'S HEALTH CARE SYSTEM AUDIT COMMITTEE FOR REVIEW AND COMMENT. SUBSEQUENT TO THE BOARD AND AUDIT COMMITTEE REVIEW, THE FORM 990 IS FILED WITH THE INTERNAL REVENUE SERVICE AND MADE AVAILABLE TO THE PUBLIC FOR REVIEW. FORM 990, PART VI, LINE 12C CONFLICT OF INTEREST POLICY EVERY YEAR THE LEGAL DEPARTMENT OF THE COOK CHILDREN'S HEALTH CARE SYSTEM (SYSTEM) SENDS OUT A CONFLICT OF INTEREST DISCLOSURE STATEMENT TO OFFICERS, DIRECTORS, TRUSTEES AND KEY EMPLOYEES OF ALL SYSTEM COMPANIES, AS WELL AS CERTAIN OTHER EMPLOYEES, INCLUDING PHYSICIANS, WHO ARE DETERMINED TO BE EMPLOYED IN POSITIONS THAT MIGHT BE SUBJECT TO THE SYSTEM'S CONFLICT OF INTEREST POLICY. THE RESPONSES ARE REVIEWED BY THE LEGAL, FINANCE, AND COMPLIANCE DEPARTMENTS. FOLLOW UP AND/OR CORRECTIVE ACTION IS TAKEN AS NEEDED WITH RESPECT TO RESPONSES THAT INDICATE THE EXISTENCE OF ACTUAL OR POTENTIAL CONFLICTS OF INTEREST. A SUMMARY OF THE RESPONSES TO THE QUESTIONNAIRES AND FOLLOW-UP INFORMATION ARE PROVIDED TO THE SYSTEM AUDIT COMMITTEE FOR REVIEW AND FOLLOW-UP. FURTHER, THE AUDIT COMMITTEE OF COOK CHILDREN'S HEALTH CARE SYSTEM IS RESPONSIBLE FOR MONITORING THE IMPLEMENTATION AND ENFORCEMENT OF THE CONFLICT OF INTEREST POLICY THAT IS APPLICABLE TO ALL AFFILIATED COMPANIES OF THE COOK CHILDREN'S HEALTH CARE SYSTEM. THE AUDIT COMMITTEE IS ALSO RESPONSIBLE FOR OVERSIGHT OF THE COMPLIANCE DEPARTMENT OF COOK CHILDREN'S HEALTH CARE SYSTEM. THE COMPLIANCE DEPARTMENT MAINTAINS A HOTLINE TO RECEIVE REPORTS OF INAPPROPRIATE ACTIVITIES INCLUDING ACTIVITIES THAT MIGHT CONSTITUTE A CONFLICT OF INTEREST. INTERNAL AUDIT AND COMPLIANCE ALSO CONDUCT RANDOM AUDITS OF CORPORATE ACTIVITIES SUCH AS EXPENSE REIMBURSEMENTS AND ACCOUNTS PAYABLE TO DETERMINE IF ANY INAPPROPRIATE PAYMENTS ARE BEING MADE TO INDIVIDUALS, SOME OF WHICH COULD BE EVIDENCE OF A CONFLICT OF INTEREST. ANY CORRECTIVE ACTION RELATED TO CONFLICTS OF INTEREST WOULD BE REPORTED TO THE AUDIT COMMITTEE FOR REVIEW, APPROVAL, AND MODIFICATION, AS NECESSARY, WITH FURTHER REPORTING TO THE SYSTEM BOARD OF TRUSTEES AS APPROPRIATE. FORM 990, PART VI, LINE 15A PROCESS TO ESTABLISH COMPENSATION OF TOP MANAGEMENT OFFICIAL COOK CHILDREN'S HEALTH CARE SYSTEM HAS ESTABLISHED A COMPENSATION COMMITTEE WITH OVERSIGHT OF THE CEO. THE COMPENSATION COMMITTEE APPROVES COMPENSATION ARRANGEMENTS IN ADVANCE, WHICH INCLUDES A REVIEW AND APPROVAL BY INDEPENDENT COMMITTEE MEMBERS, USING COMPARABLE MARKET DATA RELATING TO COMPENSATION, WHICH IS PROVIDED BY SULLIVAN COTTER AND ASSOCIATES, INC., WHICH IS AN INDEPENDENT, NATIONALLY RECOGNIZED COMPENSATION CONSULTANT. THE COMPENSATION COMMITTEE DOCUMENTS THE BASIS FOR ITS DETERMINATIONS FOLLOWING CONTEMPORANEOUS SUBSTANTIATION OF THE COMPENSATION COMMITTEE'S DELIBERATIONS AND DECISIONS. THE COMPENSATION COMMITTEE REQUIRES THE COMPENSATION CONSULTANT TO UPDATE MARKET DATA PERIODICALLY, USUALLY EVERY TWO YEARS, WITH INTERIM REVIEWS BEING CONDUCTED AS NEEDED. FORM 990, PART VI, LINE 15B PROCESS TO ESTABLISH COMPENSATION OF OTHER EMPLOYEES COOK CHILDREN'S HEALTH CARE SYSTEM HAS ESTABLISHED A COMPENSATION COMMITTEE WITH OVERSIGHT OF THE COMPENSATION OF THE OTHER OFFICERS AND KEY EMPLOYEES OF THE ORGANIZATION. THE COMPENSATION COMMITTEE APPROVES COMPENSATION ARRANGEMENTS IN ADVANCE, WHICH INCLUDES A REVIEW AND APPROVAL BY INDEPENDENT COMMITTEE MEMBERS, USING COMPARABLE MARKET DATA RELATING TO COMPENSATION, WHICH IS PROVIDED BY SULLIVAN COTTER AND ASSOCIATES, INC. FOR EXECUTIVE COMPENSATION AND PHYSICIAN COMPENSATION, WHICH IS AN INDEPENDENT, NATIONALLY RECOGNIZED COMPENSATION CONSULTANT. THE COMPENSATION COMMITTEE DOCUMENTS THE BASIS FOR ITS DETERMINATIONS FOLLOWING CONTEMPORANEOUS SUBSTANTIATION OF THE COMPENSATION COMMITTEE'S DELIBERATIONS AND DECISIONS. THE COMPENSATION COMMITTEE REQUIRES THE COMPENSATION CONSULTANT TO UPDATE MARKET DATA PERIODICALLY, USUALLY EVERY TWO YEARS, WITH INTERIM REVIEWS BEING CONDUCTED AS NEEDED. WITH REGARD TO PHYSICIAN COMPENSATION, THE COMPENSATION COMMITTEE ALSO RETAINS THE LAW FIRM OF JONES DAY OF CHICAGO, ILLINOIS, TO ISSUE A REASONABLENESS OPINION COVERING THE PHYSICIAN COMPENSATION PLAN FOR COOK CHILDREN'S PHYSICIAN NETWORK. FORM 990, PART VI, LINE 19 REQUIRED DOCUMENTS AVAILABLE TO THE PUBLIC THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS OR CONFLICT OF INTEREST POLICY AVAILABLE TO THE PUBLIC, EXCEPT TO THE EXTENT THEY ARE ON FILE WITH THE TEXAS SECRETARY OF STATE. THE CONFLICT-OF-INTEREST POLICY IS POSTED ON THE ORGANIZATION'S INTERNAL WEBSITE AND AVAILABLE TO ALL EMPLOYEES AND BOARD MEMBERS OF COOK CHILDREN'S HEALTH CARE SYSTEM ENTITIES. CONSOLIDATED FINANCIAL STATEMENTS ARE REPORTED ELECTRONICALLY FOR ALL COOK CHILDREN'S HEALTH CARE SYSTEM ENTITIES VIA THE ELECTRONIC MUNICIPAL MARKET ACCESS ("EMMA") WEB SITE. 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