2025-05-06T13:27:47-05:00 2024-06-30 135565207 KPMG LLP 301 MAIN ST ONE AMERICAN PL STE 2150 BATON ROUGE LA 708011705 990 2023-07-01 820771462 ARKANSAS CHILDREN'S MEDICAL GROUP PLLC ARKA 5013642555 1 CHILDRENS WAY LITTLE ROCK AR 72202 RUSTIN MORSE MD ACMG PRESIDENT 4797256855 2025-05-06 1 1 X RYAN HOOKS P00746825 2253444000 2023 2025-03-06 01:10:19Z RUSTIN MORSE MD 1 CHILDRENS WAY LITTLE ROCK AR 72202 20113797 0 X WWW.ARCHILDRENS.ORG X PLLC 2017 AR WE CHAMPION CHILDREN BY MAKING THEM BETTER TODAY AND HEALTHIER TOMORROW. 7 0 79 0 0 0 9860000 10100000 9722222 9993297 9326 14675 2600 5825 19594148 20113797 0 0 0 0 17128277 18008310 0 0 0 1818837 2056671 18947114 20064981 647034 48816 1229674 1839023 2614835 3175368 -1385161 -1336345 X WE CHAMPION CHILDREN BY MAKING THEM BETTER TODAY AND HEALTHIER TOMORROW.CONTINUED ON SCHEDULE OARKANSAS CHILDREN'S WILL FUNDAMENTALLY TRANSFORM HEALTHCARE DELIVERY FOR THE CHILDREN OF ARKANSAS AND BEYOND. ARKANSAS CHILDREN'S CORE VALUES ARE THE ORGANIZATIONAL PRINCIPLES THAT HIGHLIGHT OUR REGARD FOR EACH OTHER AND THOSE WE SERVE:SAFETY: WE ARE VIGILANT ABOUT CREATING AN ERROR-FREE ENVIRONMENT FOR PATIENTS, FAMILIES, AND TEAM MEMBERS.TEAMWORK: WE DEMONSTRATE ACTIONABLE CARE AND CONCERN FOR PATIENTS, FAMILIES, AND TEAM MEMBERS.COMPASSION: WE COORDINATE, COMMUNICATE, COOPERATE, AND COLLABORATE TO ENSURE THE HIGHEST LEVEL OF SERVICE FOR OUR PATIENTS, FAMILIES, AND TEAM MEMBERS.EXCELLENCE: WE ACHIEVE THE HIGHEST OF STANDARDS AND SERVE WITH DISTINCTION IN ORDER TO BE THE BEST.SAFETY AND EXCELLENCE FRAME OUR WORK. TEAMWORK AND COMPASSION PLACE PEOPLE AT THE CENTER OF ALL WE DO. 0 0 18786913 9999122 ACMG (THE MEDICAL GROUP) WAS FORMED TO FURTHER THE CHARITABLE HEALTHCARE MISSION OF THE INTEGRATED HEALTHCARE SYSTEM OF WHICH ARKANSAS CHILDREN'S, INC. IS THE PARENT CORPORATION, AND WHICH INCLUDES THE FOLLOWING TAX-EXEMPT ORGANIZATIONS: ARKANSAS CHILDREN'S HOSPITAL, ARKANSAS CHILDREN'S NORTHWEST, ARKANSAS CHILDREN'S FOUNDATION, AND ARKANSAS CHILDREN'S RESEARCH INSTITUTE.ACMG WILL TREAT PATIENTS THROUGH CARE PROVIDED BY ITS PRIMARY CARE AND SPECIALTY PHYSICIANS, INCLUDING EMERGENCY DEPARTMENT SPECIALISTS, HOSPITALISTS, AND PEDIATRIC PRIMARY CARE PHYSICIANS, AS WELL AS OTHER HEALTH PRACTITIONERS, INCLUDING PHYSICIAN ASSISTANTS AND ADVANCED PRACTICE REGISTERED NURSES (APRNS). CONTINUED ON SCHEDULE O.ALL OF THE PHYSICIANS WHO PRACTICE AT THE MEDICAL GROUP ARE REQUIRED TO BE ON THE MEDICAL STAFF AND HAVE ADMITTING PRIVILEGES AT ARKANSAS CHILDREN'S HOSPITAL AND/OR ARKANSAS CHILDREN'S NORTHWEST. THE MEDICAL GROUP'S PRIMARY ACTIVITIES WILL CONSIST OF TREATING PATIENTS AT ARKANSAS CHILDREN'S NORTHWEST AND ARKANSAS CHILDREN'S HOSPITAL IN ORDER TO INCREASE THE QUALITY OF PEDIATRIC CARE. IN ADDITION, SERVICES PROVIDED VIA TELEMEDICINE WERE EXPANDED IN RESPONSE TO COVID-19. THROUGH THE FOREGOING ACTIVITIES, ACMG IMPACTS THE SIGNIFICANT COMMUNITY NEED FOR INCREASED ACCESS AND IMPROVED QUALITY OF PEDIATRIC HEALTHCARE IN ARKANSAS.THE COMMUNITY NEED IN NORTHWEST ARKANSAS IS MADE PARTICULARLY ACUTE GIVEN THE FACT THAT A SIGNIFICANT PERCENTAGE OF CHILDREN (SOME ESTIMATE AT LEAST 1 IN 4 CHILDREN) IN NORTHWEST ARKANSAS LIVE IN POVERTY, AND AN EVEN GREATER NUMBER LIVE IN LOW INCOME HOUSEHOLDS. CHILDREN RAISED IN POVERTY HAVE POORER HEALTH OUTCOMES THAN OTHER CHILDREN, GENERALLY BEING SICK FOR LONGER PERIODS AND LESS LIKELY TO RECEIVE QUALITY HEALTHCARE OR PREVENTATIVE CARE. ONE OF THE PARTICULAR CHALLENGES TO ADDRESSING THE HEALTHCARE NEEDS OF CHILDREN IN NORTHWEST ARKANSAS IS THAT A LARGE NUMBER OF PRIMARY CARE PEDIATRICIANS IN THE AREA ARE NOT ACCEPTING NEW MEDICAID PATIENTS. THE MEDICAL GROUP WILL HELP EXPAND THE PEDIATRIC HEALTHCARE SERVICES AVAILABLE TO MEDICAID AND INDIGENT YOUTH AND ADDRESS THE UNIQUE HEALTHCARE AND RELATED NEEDS OF THIS POPULATION. 18786913 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 23 0 1 79 1 0 0 0 0 0 0 0 0 0 0 0 0 X 7 0 1 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X GENA WINGFIELD 5013642555 1 CHILDRENS WAY LITTLE ROCK AR 72202 FREDERICK BARR MD ACMG PRESIDENT & SECRETARY 6.08 54.23 X X 0 908140 97744 ASHAY PATEL MD PHYS OPS MED DIR/PED UROLOGIST 55.06 0.00 X 827731 0 34753 ROBERT WILLIAMS MD CHIEF MED OFCR/BOARD OF MNGRS MBR 10.04 40.00 X 436941 0 29776 CHRISTINA DALTON MD MEDICAL DIRECTOR 50.08 0.00 X 317816 0 32206 GENA WINGFIELD AC CFO/BOARD OF MANAGERS MEMBER 0.08 48.44 X 0 898990 101975 JAMIE WIGGINS AC COO/BOARD OF MANAGERS MEMBER 0.06 50.00 X 0 763079 85756 CRYSTAL KOHANKE AC CPO/BOARD OF MANAGERS MEMBER 0.08 50.00 X 0 486683 73914 CINDY MARTIN AC PRACTICE PLAN VP 5.00 45.00 X 0 302878 20709 ISMAEL ZAMILPA MD PEDIATRIC UROLOGIST 50.00 0.00 X 751754 0 38502 JYH-I LU MD PEDIATRIC EMER MED PHYSICIAN 40.00 0.00 X 601530 0 32820 ALEXA BOLLINGER MD PEDIATRIC EMER MED PHYSICIAN 50.00 0.00 X 498295 0 24369 TIFFANY PALMER MD PEDIATRIC EMER MED PHYSICIAN 50.00 0.00 X 461121 0 15195 SARAH WESTON MEDICAL DIRECTOR 50.00 0.00 X 446421 0 17241 4341609 3359770 604960 58 0 1 0 LOCUMTENENSCOM 2655 NORTHWINDS PARKWAY ALPHARETTA GA 30009 STAFFING SERVICES 511600 MEDOPTIM 1701 CENTERVIEW DRIVE SUITE 325 LITTLE ROCK AR 72211 SCRIBE SERVICES 465130 JAMI JACKSON-SCHRAEDER MD 11500 W 164TH PLACE OVERLAND PARK KS 66221 PHYSICIAN SERVICES 152246 ERIKA BOYD MD 2403 PINE NEEDLES ROAD GOLDSBORO NC 27534 PHYSICIAN SERVICES 110446 4 10100000 10100000 PAYMENTS FOR MED SERVI 622110 9993297 9993297 9993297 14675 14675 MISCELLANEOUS INCOME 900099 5825 5825 5825 20113797 9999122 0 14675 1605345 1605345 13801038 12936164 864874 2601927 2481422 120505 7963 7963 4055 4055 703815 516368 187447 20056 167 19889 20477 20477 7069 7069 137744 135535 2209 807 807 39748 39748 285046 285046 PHYSICIAN SERVICES/RECR 645168 645168 CME ALLOWANCE 138461 138461 DUES & SUBSCRIPTIONS 35274 35274 MISC ADMINISTRATIVE EXP 10988 10988 20064981 18786913 1278068 0 49834 243615 983989 1362525 125390 185385 70461 47498 1229674 1839023 2614835 3175368 2614835 3175368 X -1385161 -1336345 -1385161 -1336345 1229674 1839023 48816 0 X X 0 1 X 1 0 X PART I, LINE 3 FOR THE PURPOSES OF THIS SCHEDULE AND ACMG'S PUBLIC CHARITY STATUS, THE DEFINITION OF "HOSPITAL" INCLUDES AN ORGANIZATION WHOSE PRINCIPAL PURPOSE OR FUNCTION IS PROVIDING HOSPITAL OR MEDICAL CARE. AS A PHYSICIAN PRACTICE, ACMG WILL NOT BE OPERATING A HOSPITAL FACILITY, BUT THE GROUP'S PHYSICIANS WILL BE PROVIDING MEDICAL CARE IN A HOSPITAL SETTING AND AN EXTERNAL CLINIC SETTING WITHIN THE ARKANSAS CHILDREN'S SYSTEM. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 X PART X, LINE 2: NOTE: THE AUDIT WAS COMPRISED OF THE CONSOLIDATED FINANCIAL STATEMENTS OF ARKANSAS CHILDREN'S, INC., ARKANSAS CHILDREN'S HOSPITAL, ARKANSAS CHILDREN'S FOUNDATION, ARKANSAS CHILDREN'S RESEARCH INSTITUTE, ARKANSAS CHILDREN'S NORTHWEST, ARKANSAS CHILDREN'S CARE NETWORK, ARKANSAS CHILDREN'S MEDICAL GROUP, AND SACOVA INSURANCE COMPANY (COLLECTIVELY, ARKANSAS CHILDREN'S). FOOTNOTE: ARKANSAS CHILDREN'S APPLIES FASB ASC TOPIC 740 (TOPIC 740), ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES. TOPIC 740 CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN INCOME TAX POSITIONS AND PROVIDES GUIDANCE ON WHEN TAX POSITIONS ARE RECOGNIZED IN AN ENTITY'S FINANCIAL STATEMENTS AND HOW THE VALUES OF THESE POSITIONS ARE DETERMINED. MANAGEMENT HAS ANALYZED THE TAX POSITIONS TAKEN BY ARKANSAS CHILDREN'S AND HAS CONCLUDED THAT AS OF JUNE 30, 2024 AND 2023, THERE ARE NO UNCERTAIN POSITIONS TAKEN OR EXPECTED TO BE TAKEN THAT WOULD REQUIRE RECOGNITION OF A LIABILITY (OR ASSET) OR DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS. X X 1 1 X X X X 0 1 0 0 0 0 0 0 0 FREDERICK BARR MD ACMG PRESIDENT & SECRETARY 0 697745 0 205203 0 5192 0 88074 0 9670 0 1005884 0 0 GENA WINGFIELD AC CFO/BOARD OF MANAGERS MEMBER 0 609274 0 218520 0 71196 0 92367 0 9608 0 1000965 0 61878 ASHAY PATEL MD PHYS OPS MED DIR/PED UROLOGIST 656349 0 170932 0 450 0 17351 0 17402 0 862484 0 0 0 JAMIE WIGGINS AC COO/BOARD OF MANAGERS MEMBER 0 577629 0 184486 0 964 0 76169 0 9587 0 848835 0 0 ISMAEL ZAMILPA MD PEDIATRIC UROLOGIST 586254 0 164810 0 690 0 21100 0 17402 0 790256 0 0 0 JYH-I LU MD PEDIATRIC EMER MED PHYSICIAN 291816 0 309391 0 323 0 17350 0 15470 0 634350 0 0 0 CRYSTAL KOHANKE AC CPO/BOARD OF MANAGERS MEMBER 0 397755 0 87188 0 1740 0 59923 0 13991 0 560597 0 0 ALEXA BOLLINGER MD PEDIATRIC EMER MED PHYSICIAN 296363 0 201632 0 300 0 17350 0 7019 0 522664 0 0 0 TIFFANY PALMER MD PEDIATRIC EMER MED PHYSICIAN 316778 0 144073 0 270 0 8176 0 7019 0 476316 0 0 0 ROBERT WILLIAMS MD CHIEF MED OFCR/BOARD OF MNGRS MBR 359838 0 76209 0 894 0 15850 0 13926 0 466717 0 0 0 SARAH WESTON MEDICAL DIRECTOR 293887 0 152234 0 300 0 6100 0 11141 0 463662 0 0 0 CHRISTINA DALTON MD MEDICAL DIRECTOR 215180 0 102414 0 222 0 17350 0 14856 0 350022 0 0 0 CINDY MARTIN AC PRACTICE PLAN VP 0 251050 0 51449 0 379 0 7270 0 13439 0 323587 0 0 PART I, LINE 1A CHARTER TRAVEL IS USED BY ARKANSAS CHILDREN'S AND AFFILIATED ENTITIES' BOARD MEMBERS AND STAFF (AND OCCASIONALLY ACCOMPANYING SPOUSES/COMPANIONS) WHEN IT IS DEEMED THE MOST EFFICIENT METHOD OF TRAVEL TO DISTANT AREAS WITHIN THE STATE OR TO SURROUNDING STATES FOR PURPOSES RELATED TO ARKANSAS CHILDREN'S BUSINESS. SEPARATE TRAVEL (NON-CHARTER) FOR COMPANIONS IS REIMBURSED BY THE EMPLOYEE IF SUCH TRAVEL IS ON AN INDIVIDUAL BASIS; THUS, SUCH TRAVEL IS NOT CONSIDERED TAXABLE COMPENSATION TO THE EMPLOYEE. FOUR OFFICERS/EMPLOYEES USED CHARTER TRAVEL DURING THE CALENDAR YEAR. BECAUSE THE CHARTER TRAVEL WAS USED FOR ARKANSAS CHILDREN'S BUSINESS PURPOSES, IT WAS NOT CONSIDERED AS TAXABLE WAGES. PART I, LINE 3 COMPENSATION FOR ANY ACMG EXECUTIVE OR SENIOR OFFICER (PRESIDENT; EXECUTIVE VICE PRESIDENT; SENIOR VICE PRESIDENT) WHO IS NOT A CONTRACTED UAMS EMPLOYEE IS REVIEWED BY THE ARKANSAS CHILDREN'S HUMAN RESOURCES AND COMPENSATION COMMITTEE WHICH IS ESTABLISHED THROUGH THE BYLAWS OF ARKANSAS CHILDREN'S, INC. THE COMMITTEE HAS THE FULL AUTHORITY AND SPECIFIC RESPONSIBILITY FOR REVIEWING AND APPROVING EXECUTIVE COMPENSATION PRACTICES AS IT RELATES TO BASE SALARY, INCENTIVE COMPENSATION AND TOTAL REMUNERATION TARGETS. THE COMMITTEE HAS SPECIFIC RESPONSIBILITY FOR DETERMINING COMPENSATION FOR THE HEALTH SYSTEM PRESIDENT/CEO AND FOR APPROVAL OF RECOMMENDATIONS MADE BY THE CEO FOR POSITIONS DEEMED AS "DISQUALIFIED PERSONS" UNDER SECTION 4958 OF THE CODE. THE POLICIES AND PROGRAMS REVIEWED AND APPROVED BY THE COMMITTEE SHALL BE DESIGNED TO ENSURE THAT THE CORPORATION AND ITS AFFILIATES REMAIN COMPETITIVE AND REASONABLE RELATIVE TO THE COMPENSATION AND TOTAL REMUNERATION OF SIMILARLY SITUATED HEALTH SYSTEMS LOCALLY AND NATIONALLY, AND TO PERMIT THE CORPORATION AND SUCH AFFILIATES TO ATTRACT AND RETAIN SUPERIOR EXECUTIVES IN FURTHERANCE OF THE CORPORATION'S AND AFFILIATES PURPOSES. IN ITS PROCESS, THE COMMITTEE SHALL OBTAIN AND MUST RELY UPON APPROPRIATE DATA AS TO COMPARABILITY PRIOR TO MAKING ITS DETERMINATION OF REASONABLENESS WITH RESPECT TO THE COMPENSATION ARRANGEMENTS OF DISQUALIFIED PERSONS. APPROPRIATE DATA INCLUDES, BUT IS NOT LIMITED TO, COMPENSATION LEVELS PAID BY SIMILARLY SITUATED ORGANIZATIONS, BOTH TAXABLE AND TAX-EXEMPT, FOR FUNCTIONALLY COMPARABLE POSITIONS, CURRENT COMPENSATION SURVEYS COMPILED BY INDEPENDENT FIRMS; THE COMMITTEE MAY RELY UPON OPINIONS OF QUALIFIED LEGAL, ACCOUNTING, VALUATION AND EXECUTIVE COMPENSATION EXPERTS. CONTEMPORANEOUSLY WITH MAKING ITS DETERMINATION OF REASONABLENESS WITH RESPECT TO THE COMPENSATION ARRANGEMENT OF THE CEO AND DISQUALIFIED PERSONS, THE COMMITTEE SHALL DOCUMENT IN ITS MINUTES THE BASIS FOR ITS DECISIONS. A VERBAL REPORT IS PROVIDED TO THE BOARD BY THE CHAIR OF THE COMMITTEE. MINUTES ARE AVAILABLE FOR REVIEW UPON BOARD MEMBER REQUEST TO THE BOARD CHAIR. COMPENSATION FOR ANY ARKANSAS CHILDREN'S MEDICAL GROUP PHYSICIAN OR PROVIDER IS REVIEWED BY THE ARKANSAS CHILDREN'S MEDICAL GROUP EXECUTIVE COMMITTEE. THROUGH THE ACMG POLICY ON COMPENSATION ARRANGEMENTS WITH PHYSICIANS, THE EXECUTIVE COMMITTEE HAS THE FULL AUTHORITY AND SPECIFIC RESPONSIBILITY FOR REVIEWING AND APPROVING COMPENSATION POLICIES, BASE SALARY AND INCENTIVE COMPENSATION LEVELS, AND OTHER BENEFIT PLANS FOR EMPLOYED PHYSICIANS. THIS POLICY IS INTENDED TO ENSURE THAT COMPENSATION ARRANGEMENTS WITH PHYSICIANS ARE MADE IN ACCORDANCE WITH A STANDARDIZED PROCESS, AND TO ENSURE COMPLIANCE WITH ALL APPLICABLE FEDERAL AND STATE LAWS, INCLUDING THE FEDERAL PHYSICIAN SELF-REFERRAL LAW ("STARK LAW") AND THE FEDERAL ANTI-KICKBACK STATUTE. THE POLICY ALSO PROMOTES SOUND BUSINESS AND ETHICAL JUDGMENTS IN CONNECTION WITH COMPENSATION ARRANGEMENTS WITH PHYSICIANS. IN ITS PROCESS, THE COMMITTEE OBTAINS AND RELIES UPON APPROPRIATE DATA FROM MULTIPLE BENCHMARK SURVEYS PRIOR TO MAKING ITS DETERMINATION OF REASONABLENESS WITH RESPECT TO THE COMPENSATION ARRANGEMENTS OF PHYSICIANS. PART I, LINE 4B AC'S DEFERRED COMPENSATION PLAN (DCP), WAS INSTITUTED ON 6/30/2014. THE DCP IS A 457(F) NONQUALIFIED SUPPLEMENTAL RETIREMENT PLAN, PROVIDING ANNUAL CONTRIBUTIONS TO CERTAIN EXECUTIVES AT A PERCENTAGE OF THEIR BASE SALARY IN EFFECT ON JUNE 30 OF THE PLAN YEAR. THE SUPPLEMENTAL COMPENSATION SERVES TO ENCOURAGE CONTINUED EMPLOYMENT WITH ARKANSAS CHILDREN'S AND ITS AFFILIATES. THE PLAN PROVIDES THAT DEFERRED AMOUNTS ARE PAID AS SOON AS ADMINISTRATIVELY POSSIBLE AFTER BEING VESTED. IT IS INTENDED THAT SUCH PAYMENTS QUALIFY FOR THE "SHORT-TERM DEFERRAL" EXEMPTION FROM IRC SECTION 409A, AND FOR TAX DEFERRAL UNDER IRC SECTION 457(F). PER THE PLAN DOCUMENT, EACH DCP CONTRIBUTION FOR A PLAN YEAR AND ITS ASSOCIATED EARNINGS VEST AS FOLLOWS, ON THE EARLIER OF: - (SUBACCOUNT); THE FIRST DAY OF THE PLAN YEAR FOLLOWING THREE (3) CONTINUOUS PLAN YEARS OF EMPLOYMENT BY THE PARTICIPANT WITH ARKANSAS CHILDREN'S OR AFFILIATE, WHICH BEGINS ON THE FIRST DAY OF THE PLAN YEAR FOR WHICH THE CONTRIBUTION IS CREDITED. - (PRIMARY ACCOUNT, INCLUDING SUBACCOUNTS) - ATTAINMENT OF AGE 65 AND AT LEAST 3 YEARS OF SERVICE AS A DCP PARTICIPANT - (PRIMARY ACCOUNT, INCLUDING SUBACCOUNTS) - DEATH OR PERMANENT DISABILITY - (PRIMARY ACCOUNT, INCLUDING SUBACCOUNTS) - INVOLUNTARY TERMINATION (OTHER THAN FOR CAUSE) - (PRIMARY ACCOUNT, INCLUDING SUBACCOUNTS) - PLAN TERMINATION FOR TAX YEAR 2023 (FISCAL YEAR 2024), THE PRESIDENT AND THREE REPORTABLE EMPLOYEES WERE ELIGIBLE AND PARTICIPATING IN THE DEFERRED COMPENSATION PLAN. SOME OF THESE EMPLOYEES RECEIVED DISTRIBUTIONS PER THE PLAN DOCUMENT. SUCH AMOUNTS ARE NOTED BELOW. - GENA WINGFIELD: ACMG BOARD OF MANAGERS & AC EVP AND CFO - $66,700 PER THE PLAN DOCUMENT, UPON BECOMING VESTED IN A PLAN YEAR SUBACCOUNT AND AS SOON AS ADMINISTRATIVELY PRACTICABLE AFTER SUCH VESTING DATE, BUT NO LATER THAN THE END OF THE CALENDAR YEAR IN WHICH SUCH VESTING DATE OCCURRED, INDIVIDUAL PARTICIPANTS WILL BE PAID A LUMP SUM PAYMENT EQUAL TO THE PLAN YEAR SUBACCOUNT BALANCE AS OF THE JUNE 30 IMMEDIATELY PRECEDING SUCH VESTING DATE. FORM 990, SCHEDULE J, PART I, LINES 5-7 THE INCENTIVE PLANS FOR ALL ENTITIES HAVE SPECIFIC RULES AND CALCULATIONS FOR BONUSES. NONE ARE CONTINGENT ON REVENUES OR NET EARNINGS OF THE ORGANIZATIONS (ANY), AND SINCE THEY ARE CALCULATED BASED ON A SPECIFIC FORMULA, THEY ARE NOT "NON-FIXED". THE QUESTIONS 5, 6, AND 7 IN PART I TO SCHEDULE J ARE ALL CORRECTLY ANSWERED "NO". FORM 990, PART VI, SECTION A, LINE 2 THE FOLLOWING BOARD MEMBERS HAD A BUSINESS RELATIONSHIP DURING THE FISCAL YEAR: CRYSTAL KOHANKE, ROBERT WILLIAMS, AND GENA WINGFIELD. THEY SERVED ON THE BOARD OF THE CHILDREN'S HEALTHCARE SYSTEM, WHICH IS AN AFFILIATED COMPANY. FORM 990, PART VI, SECTION A, LINE 6 DURING FY24, DR. FREDERICK BARR, M.D. IS THE SOLE MEMBER AND OFFICER OF ACMG. THE MEDICAL GROUP IS A PROFESSIONAL LIMITED LIABILITY COMPANY THAT HAS AN APPOINTED BOARD OF MANAGERS. AS THE SOLE MEMBER AND OFFICER OF A PROFESSIONAL LIMITED LIABILITY COMPANY THAT WILL ENGAGE IN THE PRACTICE OF MEDICINE, DR. BARR WILL BE RESPONSIBLE FOR OVERSEEING THE QUALITY OF CARE PROVIDED BY THE MEDICAL GROUP AND FOR ITS COMPLIANCE WITH HEALTH, REGULATORY, AND OTHER COMPLIANCE REQUIREMENTS. ACMG IS ORGANIZED AND OPERATED AT ALL TIMES AS A CAPTIVE PROFESSIONAL LIMITED LIABILITY COMPANY TO ARKANSAS CHILDREN'S, INC. THROUGH THE CAPTIVE RELATIONSHIP, ARKANSAS CHILDREN'S HAS THE AUTHORITY TO CONTROL THE NON-CLINICAL OPERATIONS AND ACTIVITIES OF ACMG, TO THE EXTENT PERMITTED UNDER THE LLC LAW, THE MEMBERSHIP CONTROL AGREEMENT, AND THE ARKANSAS MEDICAL PRACTICES ACT. ACMG, DR. BARR, AND ARKANSAS CHILDREN'S SEPARATELY ENTERED INTO A MEMBERSHIP CONTROL AGREEMENT, ESTABLISHING CERTAIN RESTRICTIONS ON, AND RIGHTS WITH RESPECT TO, THE SALE, TRANSFER, EXCHANGE, DISPOSITION OR OTHER CONVEYANCES OF THE MEMBERSHIP INTERESTS IN THE COMPANY HELD BY THE MEMBER. THE PURPOSE OF THE MEMBERSHIP CONTROL AGREEMENT IS TO GRANT ARKANSAS CHILDREN'S WITH CONTROL OVER THE FINANCIAL AND ALL OTHER NON-CLINICAL OPERATIONS, ACTIVITIES AND AFFAIRS OF ACMG. THE AGREEMENT ALSO ESTABLISHES THAT ACMG'S MEMBER ACKNOWLEDGES AND AGREES THAT HE HOLDS THE MEMBERSHIP INTEREST IN ACMG IN A FIDUCIARY CAPACITY EXCLUSIVELY FOR THE BENEFIT OF ARKANSAS CHILDREN'S AND NOT FOR HIS PERSONAL BENEFIT. THE AGREEMENT PREVENTS THE MEMBER FROM TRANSFERRING THE MEMBERSHIP INTEREST IN ACMG TO ANYONE OTHER THAN A QUALIFIED PHYSICIAN DESIGNATED BY ARKANSAS CHILDREN'S. IT FURTHER PROVIDES THAT THE MEMBER MAY NOT TAKE ANY ACTION RELATING TO THE OWNERSHIP, EXISTENCE, BUSINESS, FINANCIAL AND OTHER NON-CLINICAL OPERATIONS OF THE MEDICAL GROUP, INCLUDING AMENDING THE ARTICLES OF ORGANIZATION OR OPERATING AGREEMENT, WITHOUT THE PRIOR WRITTEN CONSENT FROM ARKANSAS CHILDREN'S. ARKANSAS CHILDREN'S SHALL NOT EXERCISE CONTROL OVER THE CLINICAL DECISIONS, OPERATIONS OR ACTIVITIES OF ACMG. ARKANSAS CHILDREN'S HAS FUNDAMENTAL CONTROLS OVER THE MEDICAL GROUP TO ENSURE THAT THE MEDICAL GROUP WILL OPERATE FOR SECTION 501(C)(3) PURPOSES AND CONSISTENTLY WITH THE REQUIREMENTS OF SECTION 501(C)(3) STATUS BY: (I) ENSURING THAT THE MEDICAL GROUP'S MEMBER RECEIVES NO FINANCIAL BENEFIT FROM HOLDING THE MEMBERSHIP INTERESTS IN THE MEDICAL GROUP, (II) ESTABLISHING THAT ARKANSAS CHILDREN'S HAS THE SOLE AUTHORITY TO DESIGNATE THE MEMBER(S) OF THE MEDICAL GROUP, (III) REQUIRING THAT MEMBERS HAVE AN EMPLOYMENT OR OFFICER ROLE WITH AN ENTITY WITHIN THE ARKANSAS CHILDREN'S HEALTH SYSTEM, AS WELL AS ACTIVE MEDICAL STAFF PRIVILEGES AT ARKANSAS CHILDREN'S HOSPITAL OR ARKANSAS CHILDREN'S NORTHWEST, AND (IV) REQUIRING THE APPROVAL OF ARKANSAS CHILDREN'S FOR ALL NON-CLINICAL MATTERS. FORM 990, PART VI, SECTION A, LINE 7A LIKE MANY SECTION 501(C)(3) TAX-EXEMPT CAPTIVE PROFESSIONAL ENTITIES, THE MEMBERSHIP INTERESTS IN ACMG ARE HELD BY A SINGLE EMPLOYEE OF THE CAPTOR. THE OPERATING AGREEMENT OF THE MEDICAL GROUP ESTABLISHES THAT THE MEDICAL GROUP IS MANAGED BY ITS BOARD OF MANAGERS, AND THAT DR. BARR IS THE SOLE MEMBER. DR. BARR ALSO SERVES AS THE MEDICAL GROUP'S SOLE OFFICER, HOLDING THE POSITIONS OF PRESIDENT AND SECRETARY. THE BOARD OF MANAGERS FOR FY24 CONSISTS OF FREDERICK BARR, MD, CRYSTAL KOHANKE, JAMIE WIGGINS, GENA WINGFIELD, CHRISTINA DALTON, DO, ASHAY PATEL, DO, AND ROBERT WILLIAMS, MD. DR. BARR WAS THE PRESIDENT AND SOLE MEMBER OF ACMG FOR ALL OF FY24, HOWEVER HE RETIRED IN SEPTEMBER 2024 AND HIS SUCCESSOR, RUSTIN MORSE, M.D. ASSUMED THE ROLE OF PRESIDENT AND SOLE MEMBER OF THE COMPANY. AS ESTABLISHED IN THE MEMBERSHIP CONTROL AGREEMENT, ARKANSAS CHILDREN'S HAS FUNDAMENTAL CONTROLS OVER ACMG TO ENSURE THAT THE MEDICAL GROUP WILL OPERATE FOR SECTION 501(C)(3) PURPOSES AND CONSISTENTLY WITH THE REQUIREMENTS OF SECTION 501(C)(3) STATUS BY: (I) ENSURING THAT THE MEDICAL GROUP'S MEMBER RECEIVES NO FINANCIAL BENEFIT FROM HOLDING THE MEMBERSHIP INTERESTS IN THE MEDICAL GROUP, (II) ESTABLISHING THAT ARKANSAS CHILDREN'S HAS THE SOLE AUTHORITY TO DESIGNATE THE MEMBER(S) OF THE MEDICAL GROUP, (III) REQUIRING THAT MEMBERS HAVE AN EMPLOYMENT OR OFFICER ROLE WITH AN ENTITY WITHIN THE ARKANSAS CHILDREN'S HEALTH SYSTEM, AS WELL AS ACTIVE MEDICAL STAFF PRIVILEGES AT ARKANSAS CHILDREN'S HOSPITAL OR ARKANSAS CHILDREN'S NORTHWEST, AND (IV) REQUIRING THE APPROVAL OF ARKANSAS CHILDREN'S FOR ALL NON-CLINICAL MATTERS. FORM 990, PART VI, SECTION A, LINE 7B SEE EXPLANATION AT LINE 7A ABOVE. FORM 990, PART VI, SECTION B, LINE 11B THE DRAFT FORM 990, WHICH IS RECONCILED TO THE INTERNAL FINANCIAL STATEMENTS AND THE ARKANSAS CHILDREN'S, INC. CONSOLIDATED AUDIT REPORT, IS INITIALLY REVIEWED IN DETAIL WITH THE VP OF FINANCIAL OPERATIONS OF ARKANSAS CHILDREN'S, INC. THE DRAFT FORM 990 IS THEN PRESENTED TO THE PRESIDENT OF ARKANSAS CHILDREN'S MEDICAL GROUP FOR REVIEW PRIOR TO FILING. IF THE REVIEW RESULTS IN REVISIONS TO THE FORM 990, THOSE REVISIONS ARE MADE. THE FORM 990 TO BE FILED IS THEN PROVIDED TO THE ENTIRE BOARD PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C ACMG MAINTAINS A CONFLICT OF INTEREST POLICY WHICH PERTAINS TO ITS MEMBERS, MANAGERS AND OFFICERS (COVERED PERSONS). IT STATES THAT SUCH COVERED PERSONS HAVE AN AFFIRMATIVE OBLIGATION TO AVOID WHEREVER POSSIBLE A CONFLICT OF INTEREST (COI) WITH ACMG. THEY MUST DISCHARGE THEIR DUTIES IN GOOD FAITH AND IN A MANNER THEY REASONABLY BELIEVE TO BE IN THE BEST INTERESTS OF ACMG AND IN FURTHERANCE OF AND CONSISTENT WITH ITS SECTION 501(C)(3) TAX-EXEMPT PURPOSES AND STATUS, ESPECIALLY IN REGARD TO TRANSACTIONS WITH ACMG IN WHICH COVERED PERSONS HAVE A DIRECT OR INDIRECT INTEREST. THE POLICY IS INTENDED TO IMPLEMENT AND SUPPLEMENT BUT NOT REPLACE ANY APPLICABLE LAWS GOVERNING CONFLICTS OF INTEREST APPLICABLE TO ACMG. FOLLOWING ARE DETAILS REGARDING MONTITORING AND COMPLIANCE: A. COVERED PERSONS MUST FULLY DISCLOSE ON AN ANNUAL BASIS ALL ACTUAL OR POTENTIAL CONFLICTS OF INTEREST OF WHICH THEY ARE AWARE, INCLUDING ANY PRIVATE INTEREST IN DEALINGS WITH THE PLLC, BY COMPLETING THE CONFLICT OF INTEREST DISCLOSURE STATEMENT. IF THE COVERED PERSON BECOMES AWARE OF AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST FOLLOWING HIS OR HER ANNUAL COMPLETION OF THE COI DISCLOSURE STATEMENT, THE COVERED PERSON MUST DISCLOSE THE CONFLICT IN WRITING TO THE ACMG'S SOLE MEMBER OR, IF THE PLLC IS THEN MANAGED BY ONE OR MORE MANAGERS, THE MANAGERS, WITH A COPY IN EACH CASE TO THE CHIEF COMPLIANCE OFFICER OF ARKANSAS CHILDREN'S, INC., AS SOON AS POSSIBLE. B. DUTY TO DISCLOSE: A COVERED PERSON SHALL DISCLOSE IN WRITING TO THE INDIVIDUALS NOTED ABOVE ANY ACTUAL OR POTENTIAL CONFLICT OF INTEREST WHEN THE SITUATION DEVELOPS, INCLUDING THE FACTS THAT MAKE IT AN ACTUAL OR POTENTIAL CONFLICT. IF AT ANY TIME A SINGLE INDIVIDUAL SERVES AS THE SOLE MEMBER OR SOLE MANAGER OF THE PLLC, SUCH DISCLOSURE SHALL BE MADE TO THE CHIEF COMPLIANCE OFFICER OF ARKANSAS CHILDREN'S, INC. C. DISCLOSURE STATEMENTS: EACH COVERED PERSON SHALL SIGN A CONFLICT OF INTEREST DISCLOSURE STATEMENT UPON THE COVERED PERSON'S ACQUISITION OF MEMBERSHIP INTERESTS IN ACMG, ELECTION TO THE BOARD OF MANAGERS OR ELECTION AS AN OFFICER OF ACMG, AS APPLICABLE. EACH COVERED PERSON ALSO SHALL SIGN A CONFLICT OF INTEREST DISCLOSURE STATEMENT ANNUALLY, AS NOTED ABOVE. IF AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST DEVELOPS AFTER THE COVERED PERSON'S INITIAL AND ANNUAL STATEMENTS ARE SIGNED, THE COVERED PERSON SHALL SIGN A NEW CONFLICT OF INTEREST DISCLOSURE STATEMENT IMMEDIATELY TO DISCLOSE THE NEW SITUATION OR TRANSACTION. ALL SUCH DISCLOSURE STATEMENTS SHALL BE PROVIDED TO THE INDIVIDUALS NOTED ABOVE. D. REVIEW OF CONFLICT OF INTEREST DISCLOSURE STATEMENTS: CONFLICT OF INTEREST DISCLOSURE STATEMENTS OR DECLARED CONFLICTS WILL BE REVIEWED BY THE SOLE MEMBER OF ACMG OR, THE MANAGER(S), IF APPLICABLE. AT ANY TIME DURING WHICH A SINGLE INDIVIDUAL SERVES AS THE SOLE MEMBER OR SOLE MANAGER OF THE PLLC, THE CHIEF COMPLIANCE OFFICER OF ARKANSAS CHILDREN'S, INC. SHALL ALSO BE PROVIDED WITH, AND SHALL REVIEW, ALL CONFLICT OF INTEREST DISCLOSURE STATEMENTS OR DECLARED CONFLICTS. E. CONFLICT OF INTEREST TRANSACTIONS PROCESS: REVIEW WILL RESULT IN ONE OF THE FOLLOWING ACTIONS BY (WHICH, IF BY THE BOARD OF MANAGERS (IF ANY), SHALL BE BY AT LEAST MAJORITY VOTE): (1) DETERMINED NOT TO BE A CONFLICT; (2) CONFLICT IS ACCEPTED; OR (3) CONFLICT IS NOT ACCEPTED AND THE COVERED PERSON WILL NEED TO ABSTAIN FROM PARTICIPATION IN DELIBERATION OR VOTING ON THE CONFLICTED MATTER. AT ANY TIME DURING WHICH A SINGLE INDIVIDUAL SERVES AS THE SOLE MEMBER OR SOLE MANAGER OF THE PLLC, THE CHIEF COMPLIANCE OFFICER OF ARKANSAS CHILDREN'S, INC., SHALL CONDUCT SUCH REVIEW AND MAKE SUCH DETERMINATION. F. MINUTES RECORDING COMPLIANCE: CONFLICT DISCLOSURES, FACTS AND ACTIONS WILL BE DOCUMENTED IN THE APPROPRIATE MINUTES OR OTHER RECORDS OF THE PLLC. G. FAILURE TO DISCLOSE: IF THE SOLE MEMBER OR MANAGER(S), REASONABLY BELIEVE(S) THAT A COVERED PERSON HAS NOT DISCLOSED AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST, SUCH PERSON(S) SHALL INFORM THAT COVERED PERSON AND AFFORD THE COVERED PERSON AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. IF THE SOLE MEMBER OR MANAGER(S) DETERMINES THAT THE COVERED PERSON HAS FAILED TO DISCLOSE AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST, THEY WILL TAKE APPROPRIATE CORRECTIVE ACTION, INCLUDING, IF NECESSARY, REFERRING THE MATTER TO THE FULL BOARD FOR ACTION, WHICH MAY INCLUDE CONSIDERATION OF REMOVING A MANAGER FROM THE BOARD. AT ANY TIME DURING WHICH A SINGLE INDIVIDUAL SERVES AS THE SOLE MEMBER AND MANAGER OF THE PLLC, THE FOREGOING ACTIONS MAY BE TAKEN BY THE CHIEF COMPLIANCE OFFICER OF ARKANSAS CHILDREN'S, INC. H. CLINICAL MATTERS: NOTWITHSTANDING ANY OTHER PROVISION OF THE POLICY, IF A CONFLICT OF INTEREST BY A COVERED PERSON RELATES TO A MEDICAL OR CLINICAL PROFESSIONAL MATTER, SUCH CONFLICT OF INTEREST MUST BE DISCLOSED TO AND RESOLVED SOLELY BY ONE OR MORE INDEPENDENT PHYSICIANS LICENSED TO PRACTICE MEDICINE IN THE STATE OF ARKANSAS APPOINTED BY ACMG. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION FOR ANY ACMG EXECUTIVE OR SENIOR OFFICER (PRESIDENT; EXECUTIVE VICE PRESIDENT; SENIOR VICE PRESIDENT) WHO IS NOT A CONTRACTED UAMS EMPLOYEE IS REVIEWED BY THE ARKANSAS CHILDREN'S HUMAN RESOURCES AND COMPENSATION COMMITTEE WHICH IS ESTABLISHED THROUGH THE BYLAWS OF ARKANSAS CHILDREN'S, INC. THE COMMITTEE HAS THE FULL AUTHORITY AND SPECIFIC RESPONSIBILITY FOR REVIEWING AND APPROVING EXECUTIVE COMPENSATION PRACTICES AS IT RELATES TO BASE SALARY, INCENTIVE COMPENSATION AND TOTAL REMUNERATION TARGETS. THE COMMITTEE HAS SPECIFIC RESPONSIBILITY FOR DETERMINING COMPENSATION FOR THE HEALTH SYSTEM PRESIDENT/CEO AND FOR APPROVAL OF RECOMMENDATIONS MADE BY THE CEO FOR POSITIONS DEEMED AS "DISQUALIFIED PERSONS" UNDER SECTION 4958 OF THE CODE. THE POLICIES AND PROGRAMS REVIEWED AND APPROVED BY THE COMMITTEE SHALL BE DESIGNED TO ENSURE THAT THE CORPORATION AND ITS AFFILIATES REMAIN COMPETITIVE AND REASONABLE RELATIVE TO THE COMPENSATION AND TOTAL REMUNERATION OF SIMILARLY SITUATED HEALTH SYSTEMS LOCALLY AND NATIONALLY, AND TO PERMIT THE CORPORATION AND SUCH AFFILIATES TO ATTRACT AND RETAIN SUPERIOR EXECUTIVES IN FURTHERANCE OF THE CORPORATION'S AND AFFILIATES PURPOSES. IN ITS PROCESS, THE COMMITTEE SHALL OBTAIN AND MUST RELY UPON APPROPRIATE DATA AS TO COMPARABILITY PRIOR TO MAKING ITS DETERMINATION OF REASONABLENESS WITH RESPECT TO THE COMPENSATION ARRANGEMENTS OF DISQUALIFIED PERSONS. APPROPRIATE DATA INCLUDES, BUT IS NOT LIMITED TO, COMPENSATION LEVELS PAID BY SIMILARLY SITUATED ORGANIZATIONS, BOTH TAXABLE AND TAX-EXEMPT, FOR FUNCTIONALLY COMPARABLE POSITIONS, CURRENT COMPENSATION SURVEYS COMPILED BY INDEPENDENT FIRMS; THE COMMITTEE MAY RELY UPON OPINIONS OF QUALIFIED LEGAL, ACCOUNTING, VALUATION AND EXECUTIVE COMPENSATION EXPERTS. CONTEMPORANEOUSLY WITH MAKING ITS DETERMINATION OF REASONABLENESS WITH RESPECT TO THE COMPENSATION ARRANGEMENT OF THE CEO AND DISQUALIFIED PERSONS, THE COMMITTEE SHALL DOCUMENT IN ITS MINUTES THE BASIS FOR ITS DECISIONS. A VERBAL REPORT IS PROVIDED TO THE BOARD BY THE CHAIR OF THE COMMITTEE. MINUTES ARE AVAILABLE FOR REVIEW UPON BOARD MEMBER REQUEST TO THE BOARD CHAIR. COMPENSATION FOR ANY ARKANSAS CHILDREN'S MEDICAL GROUP PHYSICIAN OR PROVIDER IS REVIEWED BY THE ARKANSAS CHILDREN'S MEDICAL GROUP EXECUTIVE COMMITTEE. THROUGH THE ACMG POLICY ON COMPENSATION ARRANGEMENTS WITH PHYSICIANS, THE EXECUTIVE COMMITTEE HAS THE FULL AUTHORITY AND SPECIFIC RESPONSIBILITY FOR REVIEWING AND APPROVING COMPENSATION POLICIES, BASE SALARY AND INCENTIVE COMPENSATION LEVELS, AND OTHER BENEFIT PLANS FOR EMPLOYED PHYSICIANS. THIS POLICY IS INTENDED TO ENSURE THAT COMPENSATION ARRANGEMENTS WITH PHYSICIANS ARE MADE IN ACCORDANCE WITH A STANDARDIZED PROCESS, AND TO ENSURE COMPLIANCE WITH ALL APPLICABLE FEDERAL AND STATE LAWS, INCLUDING THE FEDERAL PHYSICIAN SELF-REFERRAL LAW ("STARK LAW") AND THE FEDERAL ANTI-KICKBACK STATUTE. THE POLICY ALSO PROMOTES SOUND BUSINESS AND ETHICAL JUDGMENTS IN CONNECTION WITH COMPENSATION ARRANGEMENTS WITH PHYSICIANS. IN ITS PROCESS, THE COMMITTEE OBTAINS AND RELIES UPON APPROPRIATE DATA FROM MULTIPLE BENCHMARK SURVEYS PRIOR TO MAKING ITS DETERMINATION OF REASONABLENESS WITH RESPECT TO THE COMPENSATION ARRANGEMENTS OF PHYSICIANS. FORM 990, PART VI, SECTION C, LINE 18 ARKANSAS CHILDREN'S MEDICAL GROUP'S FORM 990 IS AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART VI, SECTION C, LINE 19 ARKANSAS CHILDREN'S MEDICAL GROUP'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST AS REQUIRED. FORM 990, PART XII, LINE 2C IT IS PART OF THE RESERVED POWERS OF ARKANSAS CHILDREN'S, INC. TO RETAIN, OVERSEE AND TERMINATE INDEPENDENT EXTERNAL AUDITORS TO AUDIT THE FINANCIAL STATEMENTS OF ACH OR OF ANY AFFILIATE. ONE OF THE STANDING COMMITTEES OF ARKANSAS CHILDREN'S, THE FINANCIAL PLANNING AND OVERSIGHT COMMITTEE, SHALL UNDERTAKE THE FOLLOWING DUTIES IN THE AREAS OF FINANCE AND AUDITS: (I) CAUSING TO BE PREPARED, AND SUBMIT TO THE BOARD OF DIRECTORS AT ITS LAST MEETING BEFORE THE END OF THE FISCAL YEAR, THE CAPITAL AND OPERATING BUDGETS OF THE CORPORATION, AS WELL AS THE CAPITAL AND OPERATING BUDGETS OF AFFILIATES; (II) EXAMINING THE MONTHLY FINANCIAL REPORTS OF THE HEALTH SYSTEM; (III) REVIEWING THE INTERNAL AUDITING FUNCTIONS OF THE HEALTH SYSTEM; (IV) ENGAGING AN EXTERNAL AUDIT FIRM, SUBJECT TO APPROVAL BY THE BOARD OF DIRECTORS; (V) REVIEWING WITH THE INDEPENDENT AUDITOR THE SCOPE AND PLANNING OF THE AUDIT PRIOR TO THE COMMENCEMENT OF THE AUDIT, AS WELL AS UPON COMPLETION OF THE AUDIT, REVIEWING AND DISCUSSING WITH THE INDEPENDENT AUDITOR ANY MATERIAL RISKS OR WEAKNESSES IN INTERNAL CONTROLS IDENTIFIED BY THE AUDITOR, ANY RESTRICTIONS ON THE SCOPE OF THE AUDITOR'S ACTIVITIES OR ACCESS TO REQUESTED INFORMATION, ANY SIGNIFICANT DISAGREEMENTS BETWEEN THE AUDITOR AND MANAGEMENT, AND THE ADEQUACY OF THE HEALTH SYSTEM'S ACCOUNTING AND FINANCIAL REPORTING PROCESSES; (VI) ANNUALLY CONSIDERING THE PERFORMANCE AND INDEPENDENCE OF THE INDEPENDENT AUDITOR; (VII) REVIEWING AND REPORTING TO THE BOARD ON THE ANNUAL AUDITED FINANCIAL STATEMENT OF THE HEALTH SYSTEM CERTIFIED BY THE CORPORATION'S CERTIFIED PUBLIC ACCOUNTANTS, TOGETHER WITH SUCH CERTIFIED PUBLIC ACCOUNTANTS' MANAGEMENT LETTER TO THE CORPORATION WHICH THE COMMITTEE SHALL REVIEW AND REPORT ON TO THE BOARD OF DIRECTORS; (VIII) SUGGESTING MEANS TO IMPROVE FISCAL ACCOUNTABILITY AND INTERNAL AUDIT PROCEDURES FOR THOSE AREAS IDENTIFIED AS REQUIRING IMPROVEMENT; (IX) PROVIDING OVERSIGHT FOR THE HEALTH SYSTEM'S CORPORATE COMPLIANCE PROGRAM, INCLUDING CORPORATE ETHICS AND COMPLIANCE WITH LEGAL AND REGULATORY REQUIREMENTS; AND (X) REPORTING ON THE FINANCIAL PLANNING AND OVERSIGHT COMMITTEE'S ACTIVITIES TO THE FULL BOARD. 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