Form 9 9 0 Retur Organization Exempt From‘ome Tax Under section 50 (c), 527, or 4947(a)(1) of the Internal Revenue code (except black lung Department of the Treasury benefit trust or private foundation) Open to Public lntemal Revenue Service > The organization may have to use a copy oi this return to satisfy state reporting reqUIrements. Inspection A For the 2007 cale 1dar year, or tax year beginning 10/01 . 2007Land endinl 09/30/2008 B chm Happicabie Please C Name of organization WEST KENDALL BAPTIST HOSPITAL, INC . D Employer Identification number 2:31;? 31:73 c/o BAPTIST HEALTH SOUTH FLORIDA, INC . 52-24384 52 Narn- chaniie “m' Number and street (or P 0. box If mail is not delivered to street address) Room/suite E Telephone number infill-mm Spitz: 6855 RED ROAD 600 (786) 662—7645 Termination Mam. City or town, state or country, and ZIP + 4 am” Cash MAccmai m2.” “m CORAL gyms . FL 3314 3 omeqspecm > 32:23?“ 0 Section 501(c)(3) organizations and 4947(a)(1) nonexempt charitable H and! are not applicable to sectm 527 organizations trusts must attach a completed Schedule A (Form 990 or 990-EZ). H(a) Is “"5 a group return foramhates? D Yes No G Website: D W , BAPTI STH’EALTH _ NET H(b) if "Yes," enter number of affiliates b N/A J Organization type (check only one) > x 501 (c) (3 ) 4 (insert no) I l4947(a)(1) or I l 527 H(c) Are all affiliates Included? Ye; N; ’ l l iit “No." attach a list See instructions 7i Check here X If the organization is not a 509(a)(3) supporting organization and its gross H“) B mhasepammmumfled by an receipts are normaiiy not more than $25,000 A return is not required, but if the organization chooses omanlzation covered byagmup ruling?! lYes x No 1 to file a return, be sure to file a complete return i Group Exemption Number F M Check b IX I If the organization is not reqwred L Gross receipts Add lines 6b, 8b, 9b, and 10b to line 12 > to attach Sch B (Form 990, 990-EZ, or 990-PF) Revenue, Expenses, and Chmes In Net Assets or Fund Balances (Lee the instructions.) 1 Contributions, gifts, grants, and similar amounts received: a Contributions to donor advised funds _ , _ , , , _ _ , _ _ , , , , , 1a b Direct public support (not included on line 1a) , ______, _ , 1 b c indirect public support (not included on line 1a) ______, _ _ _ _ 1 c d Government contributions (grants) (not included on line 1a) _ _ , _ , 1d e Total (add lines 1a through 1d) (cash 3 noncash S ) 1 e 2 Program service revenue including government fees and contracts (from Part VII, line 93) _ _ _ _ _ , _ _ 2 3 Membership dues and assessments ...... 3 4 Interest on savings and temporary cash investments _ _ _ , _ _ _ _ , _ _ _ , , _ _ _ _ _ , _ , _ _ _ 4 5 Dividends and interest from securities _ , _ _ _ , _ , _ _ _ , , _ , , _ _ , ______, _ _ _ _ . 5 6 8 Gross rents ...... Ba b Less‘ rental expenses ...... 5b c Net rental income or (loss). Subtract line 6b from line 6a _ , , _ , , , ______, , , _ , _ . _ _ _ _ 6c E 7 Other investment income (describe F ) 7 E 8 a Gross amount from sales of assets other (A) Securities (B) Other 9‘ than inventory ...... 83 b Less: cost or other basis and sales expenses _ 8 b c Gain or (loss) (attach schedule) , , _ _ , . _ 8c d Net gain or (loss). Combine line 8c, columns (A) and (B) ...... 8d 9 Special events and actIVIties (attach schedule). If any amount is from gaming, check here D |:] 3 Gross revenue (not Including $ of \ contributions reported on line 1b) , . _ _ _ . , _ . _ _ _ _ _ . _ _ _ 9a 3 b Less: direct expenses other than fundraismg expenses I _ . . . _ . . 9 b N c Net income or (loss) from speCIal events. Subtract line 9b from line Ba ...... 9c 63 1 0 a Gross sales of inventory, less returns and allowances _ . _ , _ , , _ 10a ‘N b Low cost or goods sold ...... 10b g c Gross profit or (loss) from sales of inventory (attach schedule). Subtract line 10b from line 10a , . I . _ 10c <3: 1 1 Other revenue (from Part VII, line 103) , , _ _ _ , _ , _ _ _ _ , _ _ , _ _ , _ _ _ _ _ 1 1 C 12 Total revenue. Add lines 1e, 2, 3, 4, 5, 6c, 7, 8d, 9c, 10c, d 11 ...... 12 £73- “ 13 Program services (from line 44, column (8)) _ _ _ _ _ , _ _ _ _ , _ _ , , _ I _ , _ . , 8 13 3 1 4 Management and general (from line 44, column (0)) I _ _ , _ ,tg , , _ _ O _ _ _ _ 14 (C a 1 5 Fundraismg (from line 44. column (D)) ...... Si ...... in. . . 1 5 En?) '3 1 6 Payments to affiliates (attach schedule) _ , , _ , , , _ , , _ _ , , , , _ _ _ _ _ . _ 1 6 H 17 Total expenses. Add lines 16 and 44, column (A) ...... fl ...... 1 7 NONE % 1 8 Excess or (deficit) for the year. Subtract line 17 from line 12 _ , _ _ , _ , . , _ , ,_ , _ , , _ , , , _ , 1 8 NONE 3 1 9 Net assets or fund balances at beginning of year (from line 73, column (A)) _ , , , , _ _ , , , _ _ _ , _ 19 500, 000 . z 20 Other changes in net assets or fund balances (attach explanation) , _ , . , _ , , _ _ _ _ , ‘ _ _ , _ . 20 Z 21 Net assets or fund balances at end of year Combine lines 18, 19, and 20 ...... 21 500, 000 . For Privacy Act and Paperwork Reduction Act Notice, see the separate instructions. Form 990 (2007) #30102000 712v 08/05/2009 17:03:49 V07—8.7 BAP-0287 4 Form 990 (2007) 52’84 52 Page 2 Statement of All organizations must complete column (A). Columns (B), (C). d (D) are requued for section 501(c)(3) and (4) Functional Expenses organizations and section 4947(a)(1) nonexempt charitable trusts but optional for others (See the Instructions)

D° "é’é,”b°é:‘3%,a75%‘,”§f lam??? ”"° (A) Total "3’ $335" ‘°’ $323.3.” (D) Funde'slns 223 Grant: paid from donor advised funds (attach schedule) I x : (cash S noncash s ) maggot"???twee”?-. » Ll 22a * . 2 2 b Other grants and allocations (attach schedule) t (cashs noncashs ) 'c‘n‘é‘éi €23”?‘l“°.'”f‘°."?“°:'9? 9?"‘?'. > L] 22b ~ s 23 Specific assistance to individuals \ ’5 (attach schedule)...... 23 24 Benefits paid to or for members (attach schedule) ...... 24 25a Compensation of current officers, directors, key employees, etc. listed In Part V'A ...... 25a NONE b Compensation of former officers. directors, key employees, etc. listed in Part V-3 ...... 25b 0 Compensation and other distributions, not includ- ed above, to disqualified persons (as defined under section 4958(l)(1)) and persons described in section 4958(c)(3)(B) ...... 25° 26 Salaries and wages of employees not included on lines 25a, b, andc . _ _ _ 26 27 Pension plan contributions not included on lines 25a, b, andc _ _ - ' 27 28 Employee benefits not Included on ""55 253'27 ...... 23 29 Payroll taxes ...... 29 30 Professional fundraising fees _ _ , _ , 30 31 Accounting fees I _ _ _ _ _ I _ _ . I _ 31 32 Legal fees , , , _ _ , _ , , , , _ , _ , 32 33 Supplles ...... 33 34 Telephone ...... 34 35 Postage and shipping _ , , _ _ , _ _ , 35 35 Occupancy ...... 36 37 Equipment rental and maintenance, _ 37 38 Printing and publications _ . _ _ _ _ _ 33 39 Travel ...... 39 40 Conferences, conventions, and meetings . 40 41 interest ...... 41 42 DepreCIation, depletion, etc. (attach schedule) 42 43 Other expenses not covered above (itemize): a ______433 b ______43b c ______43c d ______43d 8 ______43e f ______43f 9 ______£9 44 Total functional expenses. Add lines 22a through 439. (Organizations completing columns (B)-(D), carry these totals to lines 13-15)...... 44 NONE Joint Costs. Check b I__’ if you are following SOP 98-2. Are any jomt costs from a combined educational campaign and fundraising solicnation reported in (B) Program semces? _ _ . _ _ P DYes No If "Yes," enter (i) the aggregate amount of these )omt costs $ , (ii) the amount allocated to Program servrces $ (iii) the amount allocated to Management and general $ , and (iv) the amount allocated to Fundraismg $ JSA Form 990 (2007) 7E1020 1 000

712V 08/05/2009 17:03:49 V07—8.7 BAP-0287 5 Form 990 (2007) 52;.8452 Page 3 Part III Statement of Program Service Accomplishments @ee the instructionsL Form 990 is available for public inspection and, for some people, serves as the primary or sole source of information about a particular organization. How the public perceives an organization In such cases may be determined by the information presented on its return. Therefore. please make sure the return is complete and accurate and fully descnbes, in Part III, the organization's proLrams and accomplishments. What is the organlzation's primary exempt purpose? psigg _S_I_Aqimq: _2______Prog;:r;lnss:rsvice All organizations must describe their exempt purpose achievements in a clear and concise manner. State the number (Requ|redf0r501(c)(3)and of clients served, publications issued, etc. Discuss achievements that are not measurable. (Section 501(c)(3) and (4) (4) 0'95.and4947(a)(1) . . trusts, but optional for organizations and 4947(a)(1) nonexempt charitable trusts must also enter the amount of grants and allocations to others.) omersL a ______

(ér'afifs‘a‘n’d‘a‘llaéaijafis‘i """"""""""""" --)—ll‘tl;is-;mou—nt REIEJEs'rSrEiEEErSEtQ'cEJcE in}; L" [j b ______

(ér'afit‘s'én‘d‘a'lléc‘aiiafis‘s """"""""""" --)-l-fthis-a-rho-u—nt— i'nEIEEe'sErEiEn—Erérfis', Efie‘ci £5"; [3 c ______

(Gr-ant_S_a-n3_a-ll3c:—atians_§ """""""""""" --)_l-ftl'fis—a_n;;u-nt iEiEJéiSrEififiarSri—ts', Erie—c} 3&3“; (“I d ______

(ééEt's'a’nE'a’llSEa'tiSrTs‘E """"""""""""" ‘ ')Tr?h"is_§rfi€u71? fiEIEEé'fErEIErTErSrfig'cfie—ci 3&3}— [—1 e Other program servrces (attach schedule) (Grants and allocations $ ) If this amount includes foreign grants, check hereb I I f Total of Program Service Expenses (should equal line 44, column (B), Program services) , , , , _ , , p Form 990 (2007)

JSA 7E10211000 712V 08/05/2009 17:03:49 V07—8.7 BAP-0287 6 Form 990 (2007) % 52:.g452 age4 WBalance Sheets (See the in uctions.) Note: Where required, attached schedules and amounts within the description (A) (a) column should be for end—of-year amounts only. Beginning of year End of year

45 Cash ~ non-interest-beaiing ...... 4s 46 Savings and temporary cash investments _ _ _ , _ _ _ , , _ _ _ , _ _ _ _ , , _ 46

47a Accounts receivable ______, _ _ _ _ , _ , _ _ 47a b Less: allowance for doubtful accounts _ , _ _ _ _ _ 47b 47c

43a Pledges receivable _ , , , _ _ _ _ , , _ _ _ _ , _ _ 48a b Less' allowance for doubtful accounts ______, 48b 48c 49 Grants receivable ...... 49 50a Receivables from current and former officers, directors, trustees, and key employees (attach schedule)...... 50a b Receivables from other disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) (attach schedule) 50b m 51a Other notes and loans receivable (attach ‘5 schedule) ...... 513 E b Less: allowance for doubtful accounts , _ _ _ _ _ 51 b 51c 52 Inventories for sale or use ...... 52 53 Prepaid expenses and deferred charges ...... 53 54a Investments - publicly-traded securities , ______b 8 Cost E FMV 54a b Investments - other securities (attach schedule), _ _ > Cost FMV 54b 55a investments - land, buildings, and equipment: basis ...... 55a b Less: accumulated depreciation (attach schedule) ...... 55b 55c 56 Investments-other (attach schedule) , . . . . , . _ . . . _ . . _ . . . . _ _ . 56 57a Land, buildings, and equipment basis _ , _ _ _ _ , 57a 24, 577, 648 . b Less: accumulated depreCiation (attach sawdme) , _ , _ , , _ , , _ _ , _ _ _ _ _ , _ _ __ 57b NONE 45,919,578.57c 24,577,648. 58 Other assets, Including program-related investments (describe > ) 58 59 Total assets (must equal line 74) Add lines 45 through 58 ...... 6, 919, 578 . 59 24 , 577, 648 . 60 Accounts payable and accrued expenses , , _ , _ , _ _ _ , , , , , , , _ _ , , 60 61 Grants payable ...... 61 62 Deferred revenue ...... 62 8 63 Loans from officers, directors, trustees, and key employees (attach 2 schedule) ...... 63 E 64a Tax-exempt bond liabilities (attach schedule) ...... STMT. 3. . 44, 360L977 . 64a 5, 883, 512 . -' b Mortgages and other notes payable (attach schedule) ______, _ , _ 64b 65 Other liabilities (describe b STMT 4 ) 4,2 058L601 . 65 18, 194, 136 .

66 Toulflmmnhs.AddhnesSOthmughGS ...... 4§J419,578. 66 24,077,648. Organizations that follow SFAS 117, check here > El and complete lines 67 through 69 and lines 73 and 74. § 67 Unrestricted ...... 500. 000. 67 500. 000. 5 68 Temporarily restricted ...... 68 g 69 Permanently restricted ...... 69 '5; Organizations that do not follow SFAS 117, check here > C] and 3 complete lines 70 through 74. ‘5 70 Capital stock, trust prinCIpaI, or current funds , _ _ , _ _ _ _ _ , _ _ _ _ _ , _ _ 7O .3 71 Paid-in or capital surplus, or land, budding, and equipment fund _ _ , , _ , _ _ 71 3 72 Retained earnings, endowment, accumulated income, or other funds 72 f 73 Total net assets or fund balances. Add lines 67 through 69 or lines 2 70 through 72. (Column (A) must equal line 19 and column (B) must equalline 21) ...... 5% 000. 73 500,000. 74 Total liabilities and net assets/fund balances. Add lines 66 and 73 - - - - - 6, 919, 578 . 74 24, 577, 648 . JSA Form 990 (2007) 7E1030 1 000 712V 08/05/2009 17:03:49 V07—8.7 BAP-0287 7 Form 990 (2007) 4 5 2 a 4 52 the 5 Reconciliation of Revenue per Audited Financial Statements With enue per Return (See the instructions.) a Total revenue, gains, and other support per audited financial statements. . . NOT APPLICABLE . . . . . a b Amounts included on line a but not on Part I, line 12: 1 Net unrealized gains on investments ...... b1 2 Donated services and use of facilities ...... b2 3 Recoveries of prior year grants ...... b3 4 Other (specify): ______b4 Add lines b1 through b4 ...... b c Subtract line b from line a ...... c d Amounts included on Part I, line 12, but not on line a: 1 Investment expenses not included on Part I, line 6b ...... d1 2 Other (specrfy): ______..______d2 Add lines d1 and d2 ...... d e Total revenue (Part I, line 12). Add lines c and d ...... p e Reconciliation of Expenses per Audited Financial Statements With Expenses per Retum a Total expenses and losses per audited financial statements ...... NOT APPLICABLE . . . . . La. b Amounts included on line a but not on Part I, line 17: 1 Donated services and use of facilities ...... b1 2 Prior year adjustments reported on Part I, line 20 ...... 52 3 Losses reported on Part I, line 20 ...... b3 4 Other (specfly): —————————————————————————————————————————— —— ______b4 Add lines b1 through b4 ...... b c Subtract line b from line a ...... c d Amounts included on Part I, line 17, but not on line a: 1 Investment expenses not included on Part I, line 6b ...... d1 2 Other (specify): ——————————————————————————————————————————— —— ______d 2 Add lines d1 and d2 ...... d e Total expenses (Part I, line 17). Add lines c and d ...... p e Current Officers, Directors, Trustees, and Key Employees (List each person who was an officer, director, trustee, or key employee at any time during the year even if they were not compensated.) (§ee the Instructions.) (B) (C) Compensation (DiConlnbllllons lo amplwea (E) Expense account (A) Name and address mic and average hours pe (It not paid, enter bar-em plans Adelured and other allowances week devoflposman -0-.) compensallon plans

SEE STATEMENT 5 NON NONE NONE ______"i

Form 990 (2007)

JSA 7E1040 1 000 712V 08/05/2009 17:03:49 V07—8.7 BAP-0287 8 Form 990 (2007) 52 8 4 52 Pagofi Wrrent Officers, Directors, Trustees, and Key Employees (confinue’; Yes No 753 Enter the total number of officers, directors, and trustees permitted to vote on organization busmess at board meetings ...... p 3

Are any officers, directors, trustees, or key employees listed in Form 990, Part V-A, or highest compensated employees listed in Schedule A, Part I, or highest compensated professional and other independent contractors listed in Schedule A, Part ll-A or "-8, related to each other through family or business relationships? If "Yes," attach a statement that identifies the individuals and explains the relationship(s) ...... 75b x Do any officers, directors, trustees, or key employees listed in Form 990, Part V-A, or highest compensated employees listed in Schedule A, Part I, or highest compensated professional and other independent contractors listed in Schedule A, Part Il-A or "-8, receive compensation from any other organizations, whether tax exempt or taxable, that are related to the organization? See the instructions for the definition of "related organization."...... SEE. STATIWNT .6. . . . > 75c x If "Yes," attach a statement that includes the information described in the instructions. d Does the organization have a written conflict of interest policy? . . - - . . . - ...... 75d x ’ Former Officers, Directors, Trustees, and Key Employees That Received Compensation or Other Benefits (If any former officer, director, trustee, or key employee received compensation or other benefits (described below) during the year, list that person below and enter the amount of compensation or other benefits In the appropriate column. See the instructions.)

(c) compensat'on (D) Contributlom to em “59 (A) Name and address (B) Loans and Advances (if not paid, benefit plans a dale" account and other enter -0—) “"‘P'ml'n" P'W allowances

-0— —0- —0- —0—

______i

Part VI Other Information (See the instructions.) Yes No

76 Did the organization make a change in its activities or methods of conducting activrties’) If "Yes," attach a detailed statement of each change ...... 76 X 77 Were any changes made in the organizing or governing documents but not reported to the IRS? ...... 77 x If "Yes," attach a conformed copy of the changes 78a Did the organization have unrelated busmess gross income of $1,000 or more during the year covered by this return? ...... 733 X b If "Yes," has it filed atax return on Form 990-Tiorthis year? ...... 78b N (A

79 Was there a liqUIdation, dissolution, termination, or substantial contraction during the year? If "Yes," attach a statement ...... 79 X

803 Is the organization related (other than by assomation With a stateWIde or nationwrde organization) through common membership, governing bodies, trustees, officers, etc, to any other exempt or nonexempt organization? ...... 803 X b If "Yes," enter the name of the organization p ______-§TM'I_Z______. ______. s- ______and check whether it isexempt ormnonexempt 81a Enter direct and indirect political expenditures (See line 81 instructions) ...... I81a] NONE b Did the organization file Form 1120-POL for this year? ...... 81b N A Form 990 (2007) JSA

7E1042 1 000 712V 08/05/2009 17:03:49 V07—8.7 BAP—0287 Form 990 (200A 52- 438452 page7 Mower Information (continued’: Yes No 82 a Did the organization receive donated services or the use of materials, equipment, or facilities at no charge or at substantially less than lair rental value? ...... 82a X b If "Yes," you may indicate the value of these items here. Do not include this amount as revenue in Part I or as an expense in Part II. (See Instructions in Part III.) , _ , , , , _ , , , , , , , 82b N A 83a Did the organization comply with the public inspection requirements for returns and exemption applications? _ _ _ o _ I ______83a x b Did the organization comply with the disclosure requirements relating to quid pro quo contributions? _ I ______I _ _ o _ _ _ _ _ 83b N1A 84a Did the organization solicit any contributions or gifts that were not tax deductible? , I _ _ , ______, , _ . . _ _ ' _ I _ _ _ _ _ 84a NZ'A b If "Yes," did the organization include With every solicitation an express statement that such contributions or gitts were not tax deductible? ...... m We 85a 501(c)(4), (5), or (6). Were substantially all dues nondeductible by members? _ , _ _ _ , _ _ _ _ . . I _ o _ _ _ . I _ . _ _ _ _ . . 85a N/h b Did the organization make only in-house lobbying expenditures of $2,000 or less? I _ . _ i I I ‘ ‘ I ______. _ I ' _ _ _ _ _ 85b NZIA If "Yes" was answered to either 85a or 85b, do not complete 85c through 85h below unless the organization received a waiver for proxy tax owed for the prior year. c Dues, assessments, and similar amounts from members _ _ _ I _ . _ . . . . _ . _ . _ _ _ . _ _ _ _ 85c N/A d Section 162(e) lobbying and political expenditures , _ , _ _ , _ _ _ , _ _ _ _ , _ _ _ , _ , _ _ _ _ 85d N/A e Aggregate nondeductible amount of section 6033(e)(1)(A) dues notices _ _ _ , , _ _ _ , _ , _ , , , 85a N/A f Taxable amount of lobbying and political expenditures (line 85d less 85e) _ _ _ _ _ ' ______85f N/A 9 Does the organization elect to pay the section 6033(e) tax on the amount on line 85f? _ _ _ , _ _ _ _ _ , , _ , _ , ______, _ 859 N/ h It section 6033(e)(1)(A) dues notices were sent, does the organization agree to add the amount on line 85f to its reasonable estimate of dues allocable to nondeductible lobbying and political expenditures for the following tax year? _ , , _ . , , 85h N/ A 86 501(c)(7) orgs. Enter: a initiation fees and capital contributions included on line 12 , i I I ______86a N/A b Gross receipts, included on line 12, for public use of club facnities ______, . ______86b N/A 87 501(c)(12) orgs. Enter: a Gross income from members or shareholders _ _ _ . , _ , I , , _ . . , , I 87a N/A b Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) _ _ . _ _ I ______I , _ _ , _ I . , _ _ _ 87b N/A 88 a At any time during the year, did the organization own a 50% or greater interest in a taxable corporation or partnership, or an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? lf "Yes," complete Part IX _ _ . _ _ ' _ . _ _ . _ _ I _ _ _ I ______I _ _ I _ _ _ _ _ . _ _ 88a x b At any time during the year, did the organization, directly or indirectly, own a controlled entity Within the meaning of section 512(b)(13)? If "Yes," complete Part XI . _ _ _ . _ . ______. . _ . I _ . _ _ . _ _ _ I _ _ _ _ . _ _ . _ p 88b X 89 a 501(c)(3) organizations. Enter: Amount of tax imposed on the organization during the year under. section 4911 P N/A ; section 4912 b N/A , section 4955 b NlA b 501(c)(3) and 501(c)(4) orgs. Did the organization engage in any section 4958 excess benefit transaction during the year or did it become aware of an excess benefit transaction from a prior yeai’? If "Yes," attach a statement explaining each transaction ...... 8% X c Enter: Amount of tax imposed on the organization managers or disqualified persons during the year under sections 4912. 4955. and 4958 ...... > ___N.L_A . d Enter Amount of tax on line 89c, above, reimbursed by the organization _ _ _ _ . _ _ _ _ . ______b NZA e All organizations. At any time during the tax year, was the organization a party to a prohibited tax shelter transaction? ...... 89c x f All organizations. Did the organization acquire a direct or indirect interest in any applicable insurance contract? 891‘ x 9 For supporting organizations and sponsoring organizations maintaining donor advised funds. Did the supporting organization, or a fund maintained by a sponsoring organization, have excess business holdings at anytime durmglhe VI“? ...... 899 N/A 90 a List the states with which a copy of this return is filed p b Number of employees employed in the pay period that includes March 12, 2007 (See instructions) _ _ , _ _ I ______| 90b | 0 9 1 a The books are in care of F FINANCE DEPARTMENT Telephone no b 786 662—7645 Located at} 6855 RED ROADJ STE 200 CORAL GABLES, FL ZIP + 4 D 33143

b At any time during the calendar year, did the organization have an interest in or 3 Signature or other authority over Yes No a financial account in a foreign country (such as a bank account, securities account, or other financial account)? _ _ . _ _ . _ . , _ _ _ 91b If "Yes," enter the name of the foreign country b ______See the instructions for exceptions and filing reqUIrements for Form TD F 90-211. Report of Foreign Bank and Financial Accounts. Form 990 (2007)

JSA 7E1041 1000

712V 08/05/2009 17:03:49 VO7—8.7 BAP—0287 10 Form 990 (2007) 52-.8 4 52 figes Other lnfonnation (continued) Yes No c At any time during the calendar year, did the organization maintain an office outside of the United States? , _ _ _ ...[s1c x If "Yes," enter the name of the foreign country b 92 Section 4947(a)(1) nonexempt charitable trusts filing Form 990 In lieu of Form 1041 - Check here , . _ _ . _ _ ...... >Cl and enter the amount of tax-exempt Interest received or accrued during the tax year . . . . p] 92 | N/A MAnalysis of lncome-Producingéctivities (See the instructions.) Note: Enter gross amounts unless otherwise Unrelated business income Excluded by section 512, 513, or 514 (E) indicat' ' ed. (A) (B) (c) Related or (D) exempt function Business code Amount Exclusion coda Amount 93 Program senrice revenue: income

0.060 e t Medicare/Medicaid payments , , _ . . . , . 9 Fees and contracts from government agenCIes , 94 Membership dues and assessments . 95 Interest on ‘ , and r ,cashli 96 Dividends and interest from securities . 97 Net rental income or (loss) from real estate. a debt-financed property b not debt-financed property 98 Net rental Income or (loss) from personal property . . 99 Other investment income ...... 1 00 Gain or (loss) from sales of assets other than inventory 1 01 Net income or (loss) from special events . 1 02 Gross profit or (loss) from sales of inventory , , 1 03 Other revenue: a

NQOU' 104 Subtotal (add columns (B), (D), and (E)) . . 105 Total (add line 104, columns (B), (D), and (E)) Note: Line 105 plus line 1e, Part I, should equal the amount on line 12, Part I. - . Relationship of Activities to the Accomplishment of Exempt Purposes (See the instructions.) Line No. Explain how each actiVIty for which income is reported in column (E) of Part VII contributed importantly to the accomplishment of the V organization's exempt purposes (other than by providing funds for such purposes)

SEE ATTACHED REPORT TO THE COMMUNITY

Part IX Information Regarding Taxable Subsidiaries and Disregarded Entities 'See the instructions.)

Name, address, aggloElN of corporation, Petcénstgge ct Namre gfldwmes To‘al(%)come [5me ea, partnership, or disregarded entity ownershlp Interest asse s % % % % m Information Regarding Transfers Associated with Personal Benefit Contracts (See the instructions.) (a) Did the organization, during the year, receive any funds, directly or indirectly, to pay premiums on a personal benefit contract? . Yes x No (b) Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? Yes No Note: If "Yes" to (b), file Form 8870 and Form 4720 (see instructions). Form 990 (2007)

JSA 7E1050 1 000

712V 08/05/2009 17:03:49 V07—8.7 BAP—0287 11 Form 990 (2007) ’ 52 8 4 52 Page 9 Information Regarding Transfers To and From Controlled Entities. complete only if the organization is a controlling organization as defined in section 51 2(b)(13). Yes No 106 Did the reporting organization make any transfers to a controlled entity as defined In section 512(b)(13) of the Code? If "Yes," complete the schedule below for each controlled entity. x (A) (B) (o) D Name. address. of each Employer Identification Description of ( ) controlled entity Number transfer Amount of transfer

Totals

Yes No 107 Did the reporting organization receive any transfers from a controlled entity as defined in section 512(b)(13) of the Code? If "Yes," complete the schedule below for each controlled entity. x (A) (B) (C) D Name. address, of each Employer identification Description of ( ) controlled entity Number transfer Amount of transfer

a IIIIIIIIIIIIZ;

b _IZII:II__II__:___I_

c IZZIIIZZZIZIIIZIZ:

Totals

Yes No 108 Did the organization have a binding written contract in effect on August 17, 2006, covering the interest, rents, royalties, and annuities described in question 107 above? x Under pen t s of perjury, I declare that I have e mined this return, including accompanying schedules and statements, and to the best of my knowledge and belief true, correct, and c Iete De ration of parer ( ther than officer) is based on all in rm tion of which preparer has any knowledge Please I 57/3 0 9 8'9" } Si ‘ ' Date T ' Here ’ WENDY W. NLEAL CORP VP FI ANCE Type or print name and title , 03“? ChNECklf Preparers SSN or PTIN (See Gen Inst x) ' Preparers ) O se - 1:2 or . ,1 Siam-s (ah M - Z» W? m’za 3' Use Oniy fi';’;}?e'rfigfygy°u’s DELOITTE TAX LLP 5'” > 86-10657 72 address-andZ'P+4 200 SOUTH ORANGE AVE, STE 1800 Ph°ne "° F 407—246—8200 ORLANDO, FL 32801 Form990 (2007)

JSA 7510511000 712V 08/05/2009 17:03:49 V07—8.7 BAP—0287 12 SCHEDULE A Orga,ation Exempt Under Sectio 1 (c)(3) OMB No 15.35.0047 _ (Exce Private Foundation) and Section 501(e), 501"). so , 501(n), _“ (F°"“ 99° °’ 99° 52) or 4947(a)(1) Nonexempt Charitable Trust . 7 Department of the Treasury Supplementary Information - (See separate Instructions.) lntemal Revenue Semce D MUST be completed by the above organizations and attached to their Form 990 or 990-EZ Name of the Organzafion WEST KENDALL BAPTIST HOSPITAL, INC . “PM” "Wficafim "umber C/O BAPTIST HEALTH SOUTH FLORIDA, INC . 52—2438452 Compensation of the Five Highest Paid Employees Other Than Officers, Directors, and Trustees (See page 1 of the instructions. List each one. if there are none, enter "None.") N me at add or h l d t e ld) Contnbutlons to (a) Expense (a) a an 313:: sgggogmp Wee Pal m0“? p$)£;iadn;:;:drag £233” (c) Compensation employee benefit plans 8- account and other . deferred compensation allowances NONE

Total number of other employees paid over $50,000 . . P NONE Compensation of the Five Highest Paid Independent Contractors for Professional Services (See page 2 ofthe instructions. List each one (whether individuals or firms). If there are none, enter "None.") (a) Name and address ol each Independent contractor paid more than $50,000 (b) Type of semce (c) Compensatlon

Total number of others receiving over $50,000 for protesstonalservrces ...... D NONE Part ll-B Compensation of the Five Highest Paid Independent Contractors for Other Services (List each contractor who performed services other than professional services, whether individuals or firms. if there are none, enter "None." See page 2 of the instructions.) (a) Name and address of each Independent contractor paid more than $50,000 (1’) TYpe of servrce (c) Compensation

Total number of other contractors recean over $50,000 for other servrces ' _ _ _ _ . . _ _ _ _ . ' _ . b NONE For Paperwork Reduction Act Notice, see the Instructions for Form 990 and Form 990-EZ. Schedule A (Form 990 or BSD-E2) 2007

JSA 7E12101000

712V 08/05/2009 17:03:49 V07—8.7 BAP-0287 l3 Schedule A (Form 990 or 990-EZ) 2007 52—2438452 Page 2

m Statements About Activities (See page 2 of the instructions.) Yes No

1 During the year, has the organization attempted to influence national, state, or local legislation, including any attempt to Influence public opinion on a legislative matter or referendum? If "Yes." enter the total expenses paid or incurred in connection With the lobbying actiwties D 3 (Must equal amounts on line 38, PartVl-A,orlinelofPanV|-B)...... 1 X

Organizations that made an electron under section 501(h) by filing Form 5768 must complete Part Vl—A Other organizations checking "Yes" must complete Part Vl-B AND attach a statement giVing a detailed description of thelobbwngachwhes

2 During the year, has the organization, either directly or indirectly, engaged in any of the followmg acts with any 1238:in 3% IETTACHED substantial contributors, trustees, directors, officers, creators, key employees. or members of their families, or With any taxable organization With which any such person is affiliated as an officer, director, trustee, majority owner, or principal benefiCIary? (If the answer to any question 15 "Yes," attach a detailed statement explaining the hansacnons)

SEE POLICY ATTACHED As EXHIBIT A a sme,exchange,orbawngofmopeny?...... Za X

b mmwdmmwmmMWmMmduwm.u...U...H...n...n...n...”..n.. 2b X

SEE POLICY ATTACHED AS EXHIBIT B cFurnishingofgoods,serwces,0rfacilities?...... 2c X

d Payment of compensation (or payment or reimbursement ofexpenses if more than $1,000)? ...... 2d X

e Transferofanypartofitsmcomeorassets? ...... 2e X

3a Did the organization make grants for scholarships, fellowships. student loans. etc? (If "Yes," attach an explanation of how the organization determines that reCipients qualify to receive payments) ...... 33 X

b Did the organization heveasection 403(b) annUity plan for its employees? ...... 3b X

c Did the organization receive or hold an easement for conservation purposes. including easements to preserve open wmememwmmmmhMWmmmN%SNNMmemmmfi"Wafmmwa®MMdmmwmm...... R X

d Did the organization prowde credit counseling, debt management, credit repair, or debt negotiation serVIces? ...... 3d X

I 4a Did the organization maintain any donor adVised funds? If "Yes," complete lines 4b through 49 If "No," complete l hnes4fand4g ...... 43 X l b Did the organization make any taxable distributions under section 4966? ...... 4b i c Did the organization makeadistribution toadonor, donor adVisor. or related person? ...... 4c

d Enter the total number or donor adVised funds owned at the end of the taxyear ...... ’

e mmnmwgwmwmmMmmmmmmdemwmmmemwmmmmmmMumm..u...... ’

f Enter the total number of separate funds or accounts owned at the end of the tax year (excluding donor adVised funds included on line 4d) where donors have the rights to prowde adVIce on the distribution or investment of ammmmmsthMSmammmm ...... V NONE

9 Enter the aggregate value of assets held in all funds or accounts included on line 4f at the end of the tax year ...... ’ NONE

Schedule A (Form 990 or 990-EZ) 2007

JSA 7E12201 000 712V 07/29/2009 09:45:24 V07—8.7 BAP—0287 14 Schedule A (Form 990 or SQO-EZ) 2007 52-2438452 Page3

Reason for Non-Privjoundation Status (See pages 4 throu. of the instructions.)

I certIfy that the organlzation is not a private foundation because It Is: (Please check only ONE applicable box.)

5 E] A church. convention of churches, or association of churches. SectIon 170(b)(1)(A)(I).

6 Cl A school Section 170(b)(1)(A)(Ii). (Also complete Part V.)

7 [:1 A hospital Or a cooperative hospital service organization. Section 170(b)(1)(A)(Iii).

8:] A federal, state, or local government or governmental unit. Section 170(b)(1)(A)(v).

9D A medIcal research organization operated In conjunction with a hospItaI. Section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state b______

10D An organization operated for the benefit of a college or universrty owned or operated by a governmental unIt. Section 170(b)(1)(A)(Iv). (Also complete the Support Schedule in Part lV-A.)

11a An organization that normally weaves a substantial part of Its support from a governmental unit or from the general public. Section 170(b)(1)(A)(vi). (Also complete the Support Schedule in Part IV-A.)

“bl: A community trust. Section 170(b)(1)(A)(vi). (Also complete the Support Schedule in Part lV-A.)

12 [:1 An organizatIon that normally receives: (1) more than 33 1/3’/. of its support from contributIons, membership fees, and gross receipts from actiVIties related to its charitable, etc., functions - subject to certain exceptions, and (2) no more than 33 1/3% of Its support from gross Investment income and unrelated business taxable income (less section 511 tax) from businesses acquIred by the organization after June 30, 1975. See sectIon 509(a)(2). (Also complete the Support Schedule in Part N-A )

13m An organlzation that is not controlled by any disquaIIerd persons (other than foundatIon managers) and otherwise meets the requrrements of section 509(a)(3). Check the box that descnbes the type of supporting organization'

D TYPe' E] Type II E] Type lll - Functionally Integrated [3 Type III - Other

Provide the following information about the supported organizations. (See page 8 of the instructIons.) (a) (b) (c) (d) (a) Name(s) of supported organization(s) Employer Type of Is the supported Amount of identification organization organization listed in support number (EIN) (described in lines the supporting 5 through 12 organization's l above or IRC governing documents? section)

Yes No

Total ...... b

14 l I An organIzation organIzed and operated to test for public safety SectIon 509(a)(4). (See page 8 of the Instructions ) Schedule A (Form 990 or 990-EZ) 2007

JSA 7E1222 1 000 712V 08/05/2009 17:03:49 V07—8.7 BAP—0287 15 Schedule A (Form 990 or 990-EZ) 2007 52—2438452 Page4 Support Schedule (Completfy if you checked a box on line 10, 11, arise ash method of accounting. Note: You may use the worksheet in the ins ctions for converting from the accrual to the cash thod of accounting Calendar year (or fiscal year beginning In) P (a) 2006 @3005 (c)2004 (d) 2003 (e) Total 15 Gifls, grants, and contributions received. (Do not include unusual grants.Seeline 28.) _ _ . _ , 500,000. 500,000_ 16 Membership fees received . , _ , , ...... 17 Gross receipts from admissions, merchandise sold or services performed, or furnishing of facilities in any activity that is related to the organization's charitable, etc., purpose ...... 18 Gros income from interest, dividends, amounts received from payments on securities loans (section 512(a)(5)), rents, royalties, Income from similar sources, and unrelated business taxable income (less section 511 taxes) from businesses acquired by the organization after June 30, 1975 ...... 19 Net income from unrelated business activities not included in line 18 ...... 20 Tax revenues levied for the organization's benefit and either paid to it or expended on its behalf ...... 21 The value of serVices or facilities furnished to the organization by a governmental unit Without charge. Do not include the value of services or facilities generally furnished to the public without charge ...... 22 Other income. Attach a schedule. Do not include gain or (loss) from sale of capital assets 23 Total of lines 151hrough 22 ...... 500$0 . 500, 000 . 24 Line 23 minus lIne17...... 500,000. 500, 000. 25 Enter 1%oiline23 ...... 5, 000. 26 Organizations described on lines 10 or 11: a Enter 2% of amount in column (e), line 24 _ . , _ _ , _ , _ , _ , _ , , p 26a 1(L 000 . bPrepare a list for your records to show the name of and amount contributed by each person (other than a governmental unit or publicly supported organization) whose total gifts for 2003 through 2006 exceeded the amount shown in line 26a. Do not file this list with your return. Enter the total of all these excess amounts P 26b c Total support for section 509(a)(1) test: Enter line 24, column (e) _ _ I . ______. _ ~ _ _ D _ _ _ _ . _ _ p 26c SOOJ 000 . d Add: Amounts from column (e) for lines 18 19 22 25b ...... > 26d 8 WW? SUPPO" (“He 25° mlnus “"9 26“ WE“) ...... > 2603 500. 000 . f Public Lupportjercentage (line 26a (numerator) divided by line 28c (denominator)) ...... F 261' 100 . 0000 % 27 Organizations described on line 12: a For amounts included in lines 15, 16, and 17 that were received from a "disqualified person," prepare a list for your records to show the name of, and total amounts received in each year from, each "disqualified person" Do not file this list with your return. Enter the sum of such amounts for each year NOT APPLICABLE (2006) ______(2005) ______(2004) ______(2003) ______For any amount included in line 17 that was received from each person (other than "disqualified persons"), prepare a list for your records to show the name of, and amount received for each year, that was more than the larger of (1) the amount on line 25 for the year or (2) $5,000. (Include in the list organizations described in lines 5 through 11b, as well as indiViduals.) Do not file this list with your return. After computing the difference between the amount received and the larger amount described in (1) or (2), enter the sum of these differences (the excess amounts) for each year (2006) ______(2005) ______(2004) ______(2003) ______

c Add. Amounts from column (e) for lines. 15 16 17 20 21 ...... > 27c d Add‘ Line 273 total. . . and line 27b total ...... D 27d e Public support (line 27c total minus line 27d total) ...... b 27¢ t Total support for section 509(a)(2) test. Enter amount from line 23, column (e) ...... bl 271' I 9 Public support percentage (line 27a (numerator) divided by line 27f (denominator)) ...... P 27 % h Investment income perceritgage (line 18, column (e) (numeratorfilivided by line 27f (denominator)) ...... h 271-. % 28 Unusual Grants: For an organization described in line 10, 11, or 12 that received any unusual grants during 2003 through 2006, prepare a list for your records to show, for each year, the name of the contributor, the date and amount of the grant, and a brief description of the nature of the grant. Do not file this list with your return. Do not include these grants in line 15 JSA Schedule A (Form 990 or SSO-EZ) 2007 7E1221 1000

712V 08/05/2009 17:03:49 VO7-8.7 BAP—0287 16 Schedule A (Form 990 or QQO-EZ) 2007 52_2 4 3 8 4 52 F599 5 m Private School Questionnaire (See page 9 of the instructions.) NOT APPLICABLE (To be completed ONLY by schools that checked the box on line 6 in Part IV) 29 Does the organization have a racially nondiscriminatory policy toward students by statement in its charter, bylaws, Yes No other governing instrument, or in a resolution of its governing body? _ _ _ . I _ . ______. _ . _ _ _ _ . _ _ _ . 29 30 Does the organization include a statement of its racially nondiscriminatory policy toward students In all its brochures, catalogues, and other written communications with the public dealing with student admissmns, ‘ Pr°973m5- and 5°h°larsmpS7 ...... 30 i 31 Has the organization publicized its racially nondiscriminatory policy through newspaper or broadcast media during the period of solicitation for students, or during the registration period if it has no solicitation program, in a way that makes the policy known to all parts of the general community it serves? ______' _ . . _ _ ‘ . _ _ _ ' _ _ _ 31 if "Yes," please describe; if "No," please explain. (If you need more space, attach a separate statement.)

32 Does the organization maintain the following: a Records indicating the racial composition of the student body, faculty, and administrative staff? _ ' I I _ I _ _ _ I . 32a b Records documenting that scholarships and other financial assistance are awarded on a racially nondiscriminatory n u u u . u n . . o . . u c . . o n u - - . c . - . . . . . n u u n - - n n u - . . - . n a - n a u e n u - . . n . n c Copies of all catalogues, brochures, announcements, and other written communications to the public dealing with student admissions, programs, and scholarships? ______. _ _ _ _ 32c d Copies of all material used by the organization or on its behalf to soliCit contributions? _ _ _ _ I ______. _ 32d

1 If you answered "No" to any of the above, please explain. (If you need more space, attach a separate statement.)

33 Does the organization discriminate by race in any way with respect to:

a StUdentS' "9M5 0" PriV'leQeS? ...... 333

b Admlssmns pondes? ...... 33b

c Employment of faculty or administrative staff? . _ . I I . . _ _ . _ . . _ , _ _ , . _ , . . _ , . . , , , , . , . . _ , 33c

d S°h°'a’$h'Ps °’ “her finanda' aSS'Sta"°e° ...... 33d

‘3 Educatmnal P°"°ie$7 ...... 33°

f use Of fac'lmeS? ...... - ...... - ...... - ......

9 Ath'et'c Pr°9rams7 ...... 33‘!

h Other extracurricular activmes? . . u . . . u ...... u . . . n - - n . . n - . . u n . . . n ...... u . . . . . 33h

34 a Does the organization receive any finanCIal aid or aSSIstance from a governmental agency? . _ _ _ . _ . _ _ _ _ . _ 34a

b Has the organization's right to such aid ever been revoked or suspended? ______. . _ _ . i . _ . ______34b If you answered "Yes" to either 34a or b, please explain using an attached statement.

35 Does the organization certify that it has complied with the applicable reqUirements of sections 4.01 through 4 05 of Rev. Proc. 75—50, 1975-2 C B 5% covering racial nondiscrimination? lf"No," attach an explanation ...... 35 JSA Schedule A (Form 990 or 990-EZ) 2007 7512301000 712V 08/05/2009 17:03:49 V07-8.7 BAP—0287 Schedule A (Form 990 or 990-EZ) 2007 52 8452 Page 6 Lobbying Expenditures lecting Public Charities (See page 11 3% instructions.) (To be completed ONLY by an eligible organization that filed Form 5768) NOT APPLICABLE Check p a I I if the organization belongs to an affiliated group. Check p b r [it you checked "3" and "limited controflrovisions apply. . . . . (a) (b) Limits on Lobbying Expenditures Affiliated group To be completed totals for all electing (The term "expenditures" means amounts paid or incurred.) organizations 36 Total lobbying expenditures to influence public opinion (grassroots lobbying) . _ _ 36 37 Total lobbying expenditures to influence a legislative body (direct lobbying) . _ _ _ 37 38 Total lobbying expenditures (add lines 36 and 37) _ ‘ . _ _ . _ _ . ______38 39 Other exempt Purpose expendflures ...... 39 40 Total exempt purpose expenditures (add lines 38 and 39) ______. _ . i I _ _ 40 41 Lobbying nontaxable amount. Enter the amount from the following table - If the amount on line 40 Is - The lobbying nontaxable amount is - Not over $500,000 _ _ _ . , _ o . _ _ _ _ 20% of the amount on line 40 ______Over $500,000 but not over $1,000,000 _ _ _ $100,000 plus 15% of the excess over $500,000 Over $1,000,000 but not over $1,500,000 I _ $175,000 plus 10% of the excess over $1,000,000 41 Over $1,500,000 but not over $17,000,000 , _ $225,000 plus 5% of the excess over $1,500,000 0V6r517.0°°.°00 ...... $“300-000 ...... 42 Grassroots nontaxable amount (enter 25% of line 41) ______. ______42 43 Subtract line 42 from line 36. Enter -0- if line 42 is more than line 36 _ _ _ _ _ . _ 43 44 Subtract line 41 from line 38. Enter -0- if line 41 is more than line 38 _ _ _ _ _ . _ 44

Caution: If there IS an amount on either line 43 or line 44, you must file Form 4720. 4-Year Averaging Period Under Section 501(h) (Some organizations that made a section 501(h) election do not have to complete all of the five columns below See the Instructions for lines 45 through 50 on page 13 of the instructions.)

Lobbying Expenditures During 4-Year AVeraging Period

Calendar year (or fiscal (a) (b) (c) (d) (6) year beginning in) P 2007 2006 2005 2004 Total Lobbying nontaxable 45 amount Lobbying ceiling amount 48 (150% of line 45(e)) . .

47 Total lobbying expenditures Grassroots nontaxable 48 amount Grassroots ceiling amount 49 (150% of line 48(e)) . . . Grassroots lobbying 50 expenditures ...... Eti/T-ii Lobbying Activity by Nonelecting Public Charities NOT AP PLI CABLE (For reporting only by organizations that did not complete Part Vl-A) (See page 13 of the instructions.) During the year, did the organization attempt to influence national, state or local legislation, including any attempt to influence public opinion on a legislative matter or referendum, through the use of: Yes No Amount a . . . o o . o . o u - n - . . n . u - . n n . . o u - u o u . o . o . u . - . o o o u o n n u o b Paid staff or management (Include compensation in expenses reported on lines c through h ) _ I _ c Media advertisements ...... d Mailings to members, legislators, or the public _ . . . _ I _ _ _ _ . _ _ _ _ _ . _ _ D _ I . . _ _ _ I e Publications, or published or broadcast statements ______. ______, _ _ 1' Grants to other organizations for lobbying purposes _ _ . ______. _ . _ . . _ _ ' . _ _ _ I _ . 9 Direct contact With legislators, their staffs, government offiCIals, or a legislative body _ . _ _ _ _ . _ h Rallies, demonstrations, seminars, conventions, speeches, lectures, or any other means , , , , _ _ l Total lobbying expenditures (Add lines c through h )_ _ _ _ . _ _ , _ . _ . _ I _ _ i _ _ _ _ , , _ _ , If "Yes" to any of the above, also attach a statement givmg a detailed description of the lobbying actIVIties Schedule A (Form 990 or 990-3) 2007

JSA 7E1240 1 000 712V 08/05/2009 17:03:49 V07—8.7 BAP—0287 18 Schedule A (Form 990 or 990-EZL2007 ! 52—2438452 Page7 Information Regarding sfers To and Transactions and Relatio's With Noncharitable EXempt Organizations ( e page 14 of the instructions.) 51 Did the reporting organization directly or indirectly engage in any of the following with any other organization described in section 501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political organizations? a Transfers from the reporting organization to a noncharitable exempt organization of: Yes No 0) Cash ...... 513 (ii) Other assets ...... b Other transactions: (i) Sales or exchanges of assets With a noncharitable exempt organization _ _ . _ I _ _ _ ~ . _ _ _ _ ' . I _ _ _ (il) Purchases of assets from a noncharitable exempt organization ______o _ _ _ _ _ ~ _ _ _ . _ _ _ . . _ ' (Ill) Rental of facilities, equipment, or other assets ______, _ . ______- . . . _ _ _ I _ - (iv) Reimbursement arrangements ...... (v) Loans or loan guarantees ...... (vl) Performance of services or membership or fundraising solicitations _ . _ _ . , _ , . , _ _ _ _ _ , _ _ _ _ _ . c Sharing of facrlities, equipment, mailing lists, other assets, or paid employees I ______. ______' c d If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value of the goods, other assets, or services given by the reporting organization. If the organization received less than fair market value in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received'

(a) (b) (C) (d) Line no. Amount involved Name of noncharitable exempt organization Description of transfers, transactions, and sharing arrangements

52a Is the organization directly or indirectly affiliated With, or related to, one or more tax-exempt organizations described in section 501(c) of the Code (other than section 501(c)(3)) or in section 527? _ , _ _ _ , _ _ . _ b [:1 Yes No b If "Yes " com the fo schedule: (a) (b) (0) Name of organization Type of organization Description of relationship

Schedule A (Form 990 or 990-EZ) 2007

JSA 7E12501OOD 712V 08/05/2009 17:03:49 VO7—8.7 BAP-0287 19 WEST KENDALL BAPTIST HOSPITAL, INC. 52-2438452

FORM 990 - GENERAL EXPLANATION ATTACHMENT

FORM 990, PART IV, LINE 64-A PURPOSE OF TAX EXEMPT BOND LIABILITY

THE PROCEEDS OF THE 2007 BONDS ARE BEING USED FOR THE COSTS OF ACQUIRING, CONSTRUCTING, RENOVATING, REHABILITATING AND EQUIPPING CERTAIN HEALTH CARE FACILITIES OF BHSF, REFUNDING CERTAIN OUTSTANDING BONDS AND PAYING CERTAIN EXPENSES INCURRED IN CONNECTION WITH THE ISSUANCE OF THE 2007 BONDS.

STATEMENT 1

712V 08/05/2009 17:03:49 V07-8.7 BAP-0287 20 WEST KENDALL BAPTIST HOSiTAL, INC. 52-2438452

FORM 990, PART III - ORGANIZATION'S PRIMARY EXEMPT PURPOSE P... _. ..

TO OPERATE AN ACUTE CARE HOSPITAL IN THE UNDERSERVED WEST KENDALL AREA IN MIAMI-DADE COUNTY BY 2011, GROUNDBREAKING FOR THE NEW HOSPITAL BEGAN FALL 2008. THE $190,000,000 FACILITY WILL BE BUILT TO WITHSTAND CATEGORY 5 HURRICANE WINDS. IT WILL HAVE 80 LICENSED ACUTE CARE INPATIENT BEDS AND 54 OUTPATIENT/OBSERVATION BEDS AND WILL BE ABLE TO PROVIDE EMERGENCY SERVICES FOR ADULTS AND CHILDREN, SIZED TO HANDLE OVER 40,000 VISITS.

STATEMENT 2

49199E 712V 08/12/2009 07:31:40 V07—8.7 BAP-0287 20 WEST KENDALL BAPTIST HOSPITAL, NC. 52—2438452

FORM 990, PART IV - TAX-EXEMPT BOND LIABILITIES

BEGINNING ENDING DESCRIPTION BOOK VALUE BOOK VALUE

BONDS PAYABLE ISSUE—2007 4,360,977. 5,883,512. THIRD PARTY PERCENTAGE: 0

TOTALS 4,360,977. 5,883,512.

STATEMENT 3

712V 08/05/2009 17:03:49 V07-8.7 BAP-0287 22 WEST KENDALL BAPTIST HOSPITAL, NC. 52—2438452

FORM 990, PART IV — OTHER LIABILITIES

BEGINNING ENDING DESCRIPTION BOOK VALUE BOOK VALUE

DUE TO TAX EXEMPT PARENT 2,058,601.

TOTALS 2,058,601. 18,194,136.

STATEMENT 4

712V 08/05/2009 17:03:49 V07—8.7 BAP-0287 23 NONE NONE NONE

OTHERAND ALLOWANCES EXPENSEACCT

5STATEMENT

NONE NONE NONE

EMPLOYEETO CONTRIBUTIONS PLANSBENEFIT 24

COMPENSATION

NONETOTALSGRAND

HOURSPERAVERAGEANDTITLE POSITIONDEVOTEDTOWEEK

BAP—0287V07-8.717:03:4908/05/2009712V

2.006855ROADRED 600 2.006855ROADRED 600 33143FLGABLES,CORAL 52—2438452HOSPITAL,INC.BAPTISTKENDALLWEST TRUSTEESANDDIRECTORS,OFFICERS,CURRENT990,V-APARTFORM- ADDRESSANDNAME NONEDIRECTORIIICADMAN,E.GEORGE 2.006855ROADRED 600 33143GABLES,FLCORAL NONEDIRECTORCLEELANDDAVIDREV. 2.006855ROADRED 600 33143FLGABLES,CORAL NONECOOBRACKINWAYNED 33143GABLES,FLCORAL NONECHAIRPERSONALONSOTONY 52-2438452 STATEMENT6

EXPENSEACCT ANDOTHER ALLOWANCES

91.599**11.050 91.599**11,050

CONTRIBUTIONS TOEMPLOYEE BENEFITPLANS**

COMPENSATION*

RELATIONSHIP EIN EXEMPTPARENT

GRANDTOTALS746.350*

INC.65-0267668

WESTKENDALLBAPTISTHOSPITAL.INC. FORM990,PARTV-COMPENSATIONPROVIDEDBYRELATEDORGANIZATION NAMEANDADDRESS DWAYNEBRACKIN746.350* 6855REDROAD,STE600 CORALGABLES,FL33143 BAPTISTHEALTH SOUTHFLORIDA, EXECUTIVECOMPENSATIONDISCIPLINEDANDPOLICYFOLLOWEDAFORMALISTOESTABLISHEXECUTIVECOMPENSATIONLEVELS.ALLI- TRUSTEESSERVEINAVOLUNTARYCAPACITY,ANDARENOTCOMPENSATED. ALLEXECUTIVECOMPENSATIONAPPROVEDBYTHECOMMITTEEWHICHISREVIEWEDANDANNUALLYCOMPRISEDOFINDEPENDENT. UNCOMPENSATEDMEMBERSLEVELSFOREACHEXECUTIVEPOSITIONAREESTABLISHEDOFTHEBOARDTRUSTEES.COMPENSATIONBASEDUPONA PEERGROUPMARKETRECOGNIZEDCOMPENSATIONCONSULTINGSURVEYCONDUCTEDBYANINDEPENDENTNATIONALLYFIRM.THECOMPENSATIONCONSULTING FIRMCOMMITTEECONDUCTINDEPENDENTSALARYISSELECTEDANDENGAGEDDIRECTLYBYTHECOMPENSATIONTOANBENEFITSURVEYOFCOMPARABLE EACHEXECUTIVEORGANIZATIONSTODETERMINECOMPETITIVECOMPENSATIONRANGEFORPOSITION.A TARGETEDTOTHEPOLICYOFEXECUTIVESWITHBASESALARIES50THPERCENTILEBOARDHASBEENCOMPENSATESALARYRANGE,AS TOTALCOMPENSATIONWHICHINCLUDESBASEDETERMINEDBYTHEINDEPENDENTCOMPENSATIONCONSULTINGFIRM.SALARY,BENEFITSINCENTIVEAND (WHICHACTUALPERFORMANCE)TARGETEDATCOMPENSATIONISTOTALLY"ATRISK"DEPENDINGUPONTHE75THPERCENTILEOFESTABLISHED PERFORMANCERANGE.THEATTAINMENTWHICHDEPENDSUPONSUPERIORINCOMPARISONTOCORPORATEOBJECTIVESESTABLISHEDATOFBEGINNING OFTHEFISCALYEARBYCOMPENSATIONCOMMITTEE. IQR$453,462.COMPENSATIONFORTHISCOMPENSATIONWAYNEBRACKININCLUDESABASESALARYOFINDIVIDUALALSOINCLUDEDPAYMENTSD. OFQUALITY,THEFORMALINCENTIVEPLANWHICHREWARDSSUCCESSFULACHIEVEMENTMISSIONCHARITYCARE,ANDFINANCIALCORPORATEOBJECTI. APPROVESPAYMENTSTHEINDEPENDENTCOMPENSATIONCOMMITTEEOFBOARDTRUSTEESALLINCENTIVEINADVANCEBASEDUPONPLAN OBJECTIVESANDACTUALCORPORATERESULTS. CONTRIBUTIONSEMPLOYEEBENEFITPLANS-INCLUDESTHEVALUEOFBENEFITSAVAILABLETOALLFULLTIMEEMPLOYEESBAPTISTHEALTHII FLORIDA,AFFILIATESINCLUDINGRETIREMENTPLANCONTRIBUTIONSANDHEALTH.DENTAL,LIFELONGTERMSOUTHINCITSDISABILITY PLANSALSOINCLUDESTHEVALUEOFDEFERREDCOMPENSATIONINSURANCE.PORTIONCONTRIBUTIONSTOEMPLOYEEBENEFITTHATISCONTINGENTA NON-COMPETEAGREEMENTUPONTERMINATIONEMPLOYMENT.ONFUTUREEMPLOYEEPERFORMANCEFULFILLMENTOFSUBSTANTIALACCORDINGLY,ANDA TOEMPLOYEEBENEFITPLANSMAYNEVERBETHEVALUEOFDEFERREDCOMPENSATIONINCLUDEDCONTRIBUTIONSPAIDEMPLOYEESINCEITINIS CONTINGENTUPONFUTUREPERFORMANCEANDOTHERCONDITIONS.IFWHENSUCHDEFERREDCOMPENSATIONAMOUNTSAREACTUALLYPAIDTHETO ONPARTRESULTINGINREPORTINGTHEVALUEDEFERREDEMPLOYEE,CURRENTTAXLAWREQUIRESREPORTINGPAYMENTSAGAINV,OFCOMPENSATION TWICE0NFORM990. WEST KENDALL BAPTIST HOSETAL, INC. 52-2438452

FORM 990, PART VI - NAMES OF RELATED ORGANIZATIONS

RELATED ORGANIZATION NAME: BAPTIST HEALTH SOUTH FLORIDA FOUNDATION, INC. EXEMPT: X NONEXEMPT:

RELATED ORGANIZATION NAME: BHSF REAL ESTATE FOUNDATION, INC.

EXEMPT: X NONEXEMPT:

RELATED ORGANIZATION NAME: BAPTIST HOSPITAL OF MIAMI, INC.

EXEMPT: X NONEXEMPT:

RELATED ORGANIZATION NAME: SOUTH MIAMI HOSPITAL, INC.

EXEMPT: X NONEXEMPT:

RELATED ORGANIZATION NAME: HOMESTEAD HOSPITAL, INC.

EXEMPT: X NONEXEMPT:

RELATED ORGANIZATION NAME: MARINERS HOSPITAL, INC.

EXEMPT: X NONEXEMPT:

RELATED ORGANIZATION NAME: DOCTORS HOSPITAL, INC.

EXEMPT: X NONEXEMPT:

RELATED ORGANIZATION NAME: BAPTIST OUTPATIENT SERVICES, INC.

EXEMPT: X NONEXEMPT:

RELATED ORGANIZATION NAME: BAPTIST HEALTH ENTERPRISES, INC. & SUBSIDIARIES EXEMPT: NONEXEMPT: X

RELATED ORGANIZATION NAME: BAPTIST HEALTH SOUTH FLORIDA, INC.

EXEMPT: X NONEXEMPT:

RELATED ORGANIZATION NAME: SAMARITAN RISK RETENTION GROUP

EXEMPT: NONEXEMPT: X

STATEMENT

712V 08/05/2009 17 :03:49 V07—8.7 BAP-0287 26 WEST KENDALL BAPTIST HOSéITAL, INC. 52-2438452

FORM 990, PART VI — NAMES OF RELATED ORGANIZATIONS

RELATED ORGANIZATION NAME: PINEAPPLE INSURANCE COMPANY

EXEMPT: NONEXEMPT: X

RELATED ORGANIZATION NAME: AESCULAPIUS INSURANCE COMPANY LTD

EXEMPT : NONEXEMPT : X

STATEMENT 8

712V 08/05/2009 17:03:49 V07-8.7 BAP-0287 27 Amended And Restated l D

'Articles of Incorporation ZUUB‘H‘AY -l pH “4,”, 8

«T h-r ,_ of WEST KENDALL BAPTIST HOSPITAL. INC. (a Not For Profit Corporation)

ARTICLE I - NAME AND ADDRESS

The name of the Corporation shall be WEST KENDALL BAPTIST HOSPITAL, INC. with its principal place of business located at 6855 Red Road, Suite 600, Coral Gables, Florida 33 I43.

ARTICLE II — PURPOSES

The Corporation is organized exclusively for charitable, religious, educational, and scientific purposes within the meaning of' Section 501(c)(3) of the Revenue Code of I986, as amended (the “Code”). To carry out its purposes the Corporation shall provide and promote health care activities.

Notwithstanding any other provision of these Articles of Incorporation, the Corporation shall not carry on any other activities not permitted to be carried on by a corporation exempt from federal income tax under Section 501(c)(3) of the Code (or the corresponding provision of any future United States lntemal Revenue law), or by a corporation contributions to which are deductible under Section 170(c)(2) of the Code (or the corresponding provision of any future United States lntemal Revenue law).

ARTICLE III — MEMBERSHIP

The Corporation shall have not less then three (3) and not more than seventeen (17) Directors, who shall be the members of the Corporation and shall be its Board of Directors (hereafter the “Board”); and may have one or more Directors Emeritus and one or more Chairperson Emeritus who shall not be eligible to vote or serve as officers of the Corporation. The qualifications, terms of office, and the manner in which a Director shall become a Director or be elected and continue in office, and the qualifications and terms of Directors Emeritus and Chairman Emeritus shall be as follows:

(a) mptist Health South Florida. Inc. Directors. The Board of Trustees of Baptist Health South Florida, Inc. shall appoint four Directors, at least one of whom shall be a member of the Board of Trustees of Baptist Health South Florida, Inc. These Directors shall continue in office until their successors are appointed by the Board of Trustees of Baptist Health South Florida, Inc.

(b) President of the Medical Staff. The President of the Medical Staff of the Corporation shall be a Director while serving as President ofthe Medical Staff. lfthe President ofthe Medical Staff shall not agree or is unable to serve as a Director, then the vacancy shall not be filled until a new President ofthe Medical Staff is elected.

(c) West Kendall Baptist Hospital Foundation Chairperson. The Chairperson of the West Kendall Baptist Hospital Foundation of Baptist Health South Florida FoundatiOn, Inc. shall be a 1 Director and shall serve until a successor Chairperson is elected. If the Chairperson shall not agree or is unable to serve as a Director, then the vacancy shall not be filled until a successor Chairperson is elected.

(d) Elected Directors. There shall be not more than eleven Elected Directors. These Directors shall be elected and shall continue in office until the annual meeting of the Corporation of the respective years in which their terms expire and until their successors are elected and take office.

(e) Election of Elected Directors. Elected Directors shall be nominated by a nominating committee comprised of Directors of the Corporation and shall be submitted to the Board of Trustees of Baptist Health South Florida, lnc., for approval. if approved, the nominees may be elected by majority vote of the Board. For the purpose of having the Elected Directors divided into three classes as nearly equal in number as may be, whose terms of office, respectively, shall expire in different years, an Elected Director may be elected for a term to expire on the annual meeting of the Corporation of the year in which the Elected Director is elected, or of either of the next two succeeding years, and shall hold office for the term for which the Elected Director is elected and until the Elected Director is re- elected, or a successor is appointed or elected and takes office.

(0 Term of Office. For the purpose of having the Directors divided into three classes as nearly equal in number as may be, whose terms of office, reSpectively, shall expire in different years. a Director may be elected for a term to expire on the annual meeting of the Corporation of the year in which such Director is elected, or of either of the next two succeeding years, and shall hold office for the term for which such Director is elected and until the DirectOr is re-eleeted or a successor is elected and takes office.

(g) Vacancies. If an Elected Director shall not accept the office or under any circumstances shall cease to be a Director, the vacancy thus created may be filled in accordance with paragraph (a) of this Article III.

(h) Absences from Meetings. If an Elected Director, whether now in office or hereafter elected, shall be absent from three successive meetings of the Board without submitting to the Board satisfactory reasons for the successive absences, such Director shall be deemed to have resigned from and created a vacancy, unless such Director shall be reinstated by the Board at its first meeting after the third successive absence.

(i) Removal. Any Elected Director, whether new in office or hereafter elected, may be removed from ofi‘ice, with or without cause, by majority vote of the entire Board at any regular or special meeting of the Board. Any Director may be removed from office by majority vote of the Board of Trustees of Baptist Health Somh Florida, lnc., with or without cause.

(j) Director Emeritus. Any Director who has served as a Director Emeritus of the Corporation for )0 or more years may be elected by majority vote of the Board as Director Emeritus. A Director Emeritus may, but shall not be required to, attend meetings of the Board.

(k) Chairperson Emeritus. Any Director who has served as a Director of the Corporation for 10 or more years and who has served as Chairperson of the Board may be elected by majority vote of the Board as Chairperson Emeritus. A Chairperson Emeritus may, but shall not be required to, attend meetings ofthe Board. ARTICLE lV - TERM OF EXISTENCE

- The Corporation shall have-perpetual existence. - —:

ARTICLE V - BOARD OF DIRECTORS

Section 1. Governing Body. The Board shall be the governing body of the Corporation and shall, subject to the rights and powers reserved to Baptist Health South Florida, Inc.,manage its affairs and exercise its corporate powers.

Section 2. Quorum. The presence of a majority of the Directors shall be necessary at any meeting of the Board to constitute a quorum to transact business.

Section 3. No Remuneration. No Director shall receive or be entitled to receive from the Corporation any salary or remuneration of any kind, nature or character whatsoever for serving as a Director or as an officer of the Corporation, or for personal services in connection with the acquisition of preperty or material or equipment, or constructing, building or equipping any hospital or hospital unit or school of nursing or any facility or property related thereto, or any other facility or property constructed, otherwise acquired, or owned or operated by the Corporation, but may be reimbursed by the Corporation for actual expenses incurred and authorized by the Board.

Section 4. Repgr’ts. Minutes of the meetings of the Board and the committees of the Board shall be kept. The minutes of the meetings of the Board and the committees of the Board shall be provided to each Director prior to the next regularly scheduled meeting of the Board. The Minutes of the meetings of the Board and such other minutes, reports, records and information of the Corporation as may be requested shall be routinely fumished to the Board of Trustees of Baptist Health South Florida, inc.

Section 5. Restrictions on Authority of Board of Directors. The Board may not, without the prior approval of the Board of Trustees of Baptist Health South Florida, Inc.:

(a) Adopt a plan of dissolution ofthe Corporation;

(b) Authorize the Corporation to engage in, or enter into, any transaction providing for the sale, mortgage or other disposition of all or substantially all of the assets of the Corporation;

(c) Adopt a plan of merger or consolidation of the Corporation with another corporation;

(d) Appoint or remove the independent auditors of the Corporation;

(e) Sell or mortgage any real property owned by the Corporation or acquire any real propeny on behalfofthe Corporation; or

(0 Adopt any annual Operating or capital budget of the Corporation, or approve any changes thereto.

Section 6. Delegation of Borrowing Authority to Baptist Health South Florida, lnc. The right of the Corporation to borrow or incur indebtedness for any single loan or incurrence of indebtedness, and the right of the Corporation to pledge assets of the Corporation to secure such loan or

3 indebtedness, is expressly delegated and reserved to Baptist Health South Florida, Inc. Baptist Health South Florida, lnc. is irrevocably appointed as the agent of the Corporation for the purposes of borrowing on behalf. of the Corporation, for the purposes of authorizing and issuing indebtedness on behalf of or in the name of the Corporation, and for the purposes of pledging assets of the Corporation to secure such borrowing or indebtedness. Baptist Health South Florida, Inc. is expressly authorized to obligate the Corporation on such borrowings and indebtedness, to pledge assets of the Corporation, and to execute and deliver on behalf of the Corporation all documents evidencing such borrowings and indebtedness and pledge of assets. No further authorization, confirmation, resolution or action of any type is required by the Board with respect to such borrowings or indebtedness, or pledge of assets. All persons dealing with Baptist Health South Florida, lnc. in connection with any borrowings or indebtedness incurred by or on behalf of the Corporation through the actions of Baptist Health South Florida, lnc., and any pledge of assets on behalf of the Corporation through the actions of Baptist Health South Florida, lnc., shall be entitled to rely upon the authorization and delegation of rights conferred hereby, and shall not be required to make any inquiry upon the Corporation regarding the authority of Baptist Health South Florida, Inc. to borrow or incur indebtedness, or pledge assets, on behalf of or in the name of the Corporation.

Section 7. Manflement Agreement. The Corporation shall enter into a management agreement with Baptist Health South Florida, lnc. (hereafter the “Management Agreement”) which (i) grants to Baptist Health South Florida, Inc. the right to employ and appoint the Chief Executive Officer, and the senior financial officer of the Corporation; (ii) provides that the Chief Executive Officer of the Corporation, shall have all powers usual and customary for such officer including, but not limited to, the right to appoint officers, the right to hire employees, the right to determine compensation and benefit levels for officers and employees, the right to designate job tasks and responsibilities, and the right to terminate employment; (iii) provides for payment of a management fee to Baptist Health South Florida, lnc., and (iv) provides for reimbursement of costs and expenses incurred by Baptist Health South Florida, Inc. in performing the management and Operational functions as provided in these Articles of Incorporation, in the Bylaws of the Corporation, in the Management Agreement, and pursuant to policies adopted by the Board of Trustees of Baptist Health South Florida, Inc. The Management Agreement shall not be tenninable by the Corporation without the written consent of Baptist Health South Florida, lnc.

Section 8. DirectOrs' Liability. No Director shall be held personally liable or responsible for any action taken or not taken by the Board acting under the provisions of or in the manner authorized by these Articles of Incorporation or the Bylaws of the Corporation, nor for any action taken or not taken by the Board or by any Director in the reasonable belief that the action taken or the failure to act is taken under the provisions of or in the manner authorized by these Articles of Incorporation or the Bylaws of the Corporation. The defense of any legal, equitable or other action, suit or proceeding brought against a Director, either individually or as Director, because or as a result of any action taken or not taken by the Board or by any individual Director, shall be conducted by counsel for the Corporation, unless the action, suit or proceeding is brought by or in behalf of the Corporation.

Section 9. Reimbursement of Directors. To the fullest extent permitted by law, the right of a Director to be indemnified as provided in these Articles of Incorporation shall include the right to be advanced amounts by the Corporation for the reasonable costs and expenses necessary for the Director to defend against an action, suit or proceeding. The Corporation shall have the right to seek repayment of such costs and expenses if the Director is adjudged to have been guilty of gross negligence or willful misconduct in the performance of the Director's duty to the Corporation, or if repayment is otherwise required by law. Section 10. Indemnification of Directors. The Corporation shall, to the fullest extent permitted by law, indemnifl any Director made a party to any action, suit or proceeding whether civil or criminal, against all reasonable costs and expenses (including, but not limited to reasonable attorneys‘ fees, court costs and expenses incurred in the course of attending trials, conferences, depositions, hearings and meetings), judgments, settlements, fines or penalties arising out of a Director’s or the Board’s act or failure to act, provided such act or failure to act is taken under the provisions of or in a manner authorized by these Articles of Incorporation or the Bylaws, or is taken by the Board or a Director in the reasonable belief that the action or the failure to act is taken under the provisions of or in the manner authorized by these Articles of Incorporation or the Bylaws. This right to indemnification shall continue as to a Director who ceaSes to be a Director and shall inure to the benefit of the Director’s personal representative and heirs, and shall apply to any action, suit or proceeding against a Director by reason of the Director being or having been a Director or an officer of the Corporation, or a director, or trustee or officer of any other corporation which the Director served as such at the request of the Corporation. The right to indemnification as provided in these Articles of Incorporation shall not apply to matters as to which a Director is adjudged to have been guilty of gross negligence or willful misconduct in the performance of the Director’s duty to the Corporation, or where such indemnification is prohibited by law.

Section I 1. Additional Indemnification. The Corporation shall, to the extent permitted by law, indemnify any Director made a party to any action, suit or proceeding other than one by or in the right of the Corporation to procure a judgment in its favor, whether civil or criminal, brought to impose a liability or penalty on such Director for an act alleged to have been committed by such Director in the capacity of Director or as an officer of the Corporation, or in the capacity of a director, trustee or officer of any other corporation which such Director served as such at the request of the Corporation, against judgments, fines, amounts paid in settlement and reasonable expenses, including but not limited to attomeys' fees, actually and necessarily incurred as a result of such action, suit or proceeding, or any appeal therein, if such Director acted in good faith in the reasonable belief that such action was in the best interests of the Corporation, and in criminal actions or proceedings, without reasonable ground for belief that such action was unlawful. The termination of any such civil or criminal action suit or proceeding by judgment, settlement, conviction or upon a plea of nolo contendere shall not in itself create a presumption that any Director did not act in good faith in the reasonable belief that such action was in the best interests of the Corporation or that such Director had reasonable ground for belief that such action was unlawful.

ARTICLE VI —- OFFICERS

Section 1. Board Officers. The Board Officers of the Corporation shall be a Chairperson, a Vice Chairperson, a Secretary, one or more Assistant Secretaries as determined by the Board, a Treasurer, and one or more Assistant Treasurers as determined by the Board, each of whom shall be a Director.

Section 2. Election. Such Board Officers shall be elected in October of each year by the Directors in office at the time of the election, and shall take office immediately upon being elected.

Section 3. Term of Office. All such Board Officers shall hold office until the annual meeting of the Corporation and until their successors are elected and take office. Section 4. Other Officers. The Chief Executive Officer, and the senior financial officer of the Corporation shall be appointed by Baptist Health South Fl0rida, lnc., in accordance with the . ..Management Agreement. All other officers wilLbe appointed pursuant to the ManagementAgreement. The recommendations, of the Board will be corrsidered in connection with the appointment of such other ofiicers.

Section 5. Removal of Board Officers. Any Board Officer may be removed from office by majority vote of the Board of Trustees of Baptist Health South Florida, Inc. at any regular or special meeting or, subject to ratification by the Board of Trustees of Baptist Health South Florida, lnc., by majority vote of the entire Board at any regular or special meeting.

Section 6. Removal of Other Officers. Any other officer of the Corporation may be removed from office by the Chief Executive Officer pursuant to the Management Agreement or by majority vote of the Board of Trustees of Baptist Health South Florida, Inc. The recommendations of the Board will be considered in connection with the removal of any such officer from office.

ARTICLE VII - PROPERTY, FUNDS AND INCOME

No part of the property, funds or income of the Corporation shall be distributed to nor shall any part of the net income, if any, of the Corporation inure to the benefit of its numbers, Directors, Board Officers or any other private individual.

ARTICLE VIII - LIQUIDATION OR DISSOLUTION

In the event of the liquidation or dissolution of the Corporation, its property and funds, afier payment or provision for payment of its creditors, shall be distributed for appmved chan’table, scientific and educational purposes most closely approximating those set out in Article II of these Articles of Incorporation, within the meaning of Section 501(c)(3) of the United States Internal Revenue Code, as now in effect or hereafier' amended or supplemented by Acts of Congress and of such pertinent regulations thereunder as heretofore have been or hereafter may be promulgated.

ARTICLE IX - POLITICAL ACTIVITY

No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or othenNiSe attempting to influence legislation, and the Corporation shall not participate in, or intervene in (including the publishing or distribution of statements), any political campaign on behalf of or in opposition to any candidate for public office.

ARTICLE X - BYLAWS

The Bylaws of the Corporation may be amended or rescinded as provided in the Bylaws.

ARTICLE XI - AMENDMENTS

These Articles of Incorporation may be amended, rescinded or added to (i) by majority vote of the entire Board of Trustees of Baptist Health South Florida, Inc. at any regular or special meeting, or (ii) subject to ratification by the Board of Trustees of Baptist Health South Florida, lnc., by majority vote of the entire Board at any regular or special meeting; provided, that written notice of the proposed

6 1 O

amendment or addition shall have been given to every member of the Board and to every member of the Board of Trustees of Baptist Health South Florida, Inc. at least 15 days in advance of the meeting. .Ihe amendment or addition ultimately-adapted- need .not be in the— exact form of the «proposed. ~ amendment or addition but shall relate and be limited to the same subject matter.

-‘"W CERTIFICATE

These—Amended and Restated Articles were duly adoptw by the Board of Directors and Members :afm—mw the Corporation on April 29, 2008, and by the Board of Trustees of Baptist Health South Florida, Inc., on April 29 2008, and the number of votes cast for the Amendments by the Directors and Members of the Corporation and by the Board of Trustees of Baptist Health South Florida, Inc., was sufficient for approval. The Amendments included in the Amended and Restated Articles of Incorporation have been adopted pursuant to Sections 617.1007 (2), 617.1002 and 617.1006, Florida Statutes and there is no discrepancy between the Articles of Incorporation as previously filed and amended and the provisions of these Amended and Restated Articles of Incorporation other than the inclusion of the Amendments adopted pursuant to SectiOns 617.1007 (2), 617.1002 and 617.l006, Florida Statutes.

IN WITNESS WHEREOF, the undersigned Chairman and Secretary of the Board of Directors of the Corporation have executed the Amended and Restated Articles of Incorporation on April 29, 2008, and the undersigned Chairman and Secretary of the Board of Trustees of Baptist Health South Florida, Inc., have executed the Amended and Restated Articles of Incorporation on April 29, 2008, for the purpose of amending and restating the Articles of Incorporation of the Corporation. The undersigned certify that no actions have been taken since the votes of their respective boards to modify or rescind the adoption of the Amended and Restated Articles as provided herein and that said adoption remains in full force and effect.

(CORPORATE II -- . SEAL)

Harri»... EeorgeaE’. Cadman, III, Chairman ofthe Board of \\\": . _ I _ Directors

Attest: Rev. David W. Cleeland, Secretary of the Board of Directors

(CORPORATE . SEANL)

Rev. David W. Cleeland, Chairman of the 80%- of Trustees of Baptist Health South Florida, Inc.

A——~ Attest: fl Peter W. Temling Secretary of the Board of Trustees of Baptist Health South Florida, Inc. STATE or FLORIDA COUNTY—GEMIAMl-DADEI . . _ .W...-_ _ ,__....__.,.,._,-.

The foregoing instrument was acknowledged before me this 29th day of April, 2008, by George E. Cadman, Ill and Rev. David W. Cleeland, the Chairman and Secretary, respectively, of the Board of Directors of West Kendall Baptist Hospital, Inc. They are personally known to me.

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STATE OF FLORIDA COUNTY OF MlAMI-DADE

The foregoing instrument was acknowledged before me this 29th day of April, 2008, by Rev. David W. Cleeland and Peter W. Temling, the Chairman and Secretary, respectively, of the Board of Trustees of Baptist Health South Florida, Inc. They are personally known to me.

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SOn1. da BAPTIST HOSPITAL OF MIAMI - SOUTH MIAMI HOSPITAL ' DOCTORS HOSPITAL BAPTIST CHILDREN'S HOSPITAL - HOMESTEAD HOSPITAL ' MARINERS HOSPITAL J .BAPTIST OUTPATIENT SERVICES - BAPTIST CARDIAC & VASCULAR INSTITUTE «jg;tm . A"; , . 1.213“ ..-u ,~.\ “What’s in a name?.ln our case, part of 'our name tells you exactly what we are all rename about: Health. We began as hospitals whose focus 7.45:“‘1" was to take care of the sick. Now, our 1' . . 5:9: m1ssron encompasses tnore than that: a.“ s, . i “ (I 3.; , We re about keeping people heatlthy. . 5 Through preventionfprograms,education“ 4 g and diagnostic servic‘es, Baptist Héalth is s t more involved in health and well-being 0I 31 of:the South Florida communityfthaniever‘ .37»:fl4 t.- K i.‘ . 1» before. ., , ‘f: . «in .3‘ .. :-.. - v,-“'\. ‘--.4 “7i4 ’ 3:3. One way we reach out loathe eornmuj if} ‘ $3.: V pity/“is tlu‘OugH-Qurdiagnosjtjefiaiigljui‘gen‘Iii-H ‘ . ‘ a ' , ezire centers. We have 'ei

,lszsfited Rhtetaéhbutzséue‘fiillcziifiefihafid:t‘ ” . . . . 5 iiiig-nBaptist‘.Medieal Elaih H Ta'triifanii,'f1”réilz5yvrli_ificfi ‘opened its doors last year. L» I: 4 r, r'I'Constif‘uction has beg‘urf oh a,n1ntlr;l3§;§tist7 Medical Plaza zit Country Walk‘ in South ,

“Bade” ‘ ENE”; 55 ‘ .' i“ lav-“3' ‘ ' t a, ‘ “ ' "d: .— ‘ . ’"Wfi'étfs, m ' 1:399: faith-base? ~.: 52%: r ‘ _ eraeh‘fotit tdafifir gortijiiate neighbors.’Last'yearpwelhveliri :j'i f @3519 (Mr infigaiitable caref We’ve inererised our our? 1 f 13.! ‘~. gifeaphm the uninsured tlifiotigl‘irl 'fstipffdffi‘j‘gflfree‘EIinics. Arid we routinely provide"freE3,_ " v .‘ )~:(él:j‘l§—);Yf~€303[ community—63%]tlizp‘iiogifirnsfsiigifl‘isereenings, seminars an'd'heagthjfajrs.‘ 1;” “7 \‘ I .Wellihow popple tolerate gogi‘pejoiale. hat’s~ery we are dedieated to finding , : ‘ _ wa)1$‘ltqr_overconrer plagues the h‘ealthcarelindustry. We 2 ‘Offérrhlgll pay ahd eieel_l:e7itt}y'opf§ortpnitiesgféiri professional advancement-I'Our Nurse ,_ ~ " ‘S'eholarsj Program'helpsfoio ;thee\'cl_ucalrti‘"olprj§billéfor nursing students whodwfll work forqu "jg; after they graduate}? frgjllifl‘g the best nurses, weiensurc the health _‘ . .. ‘n-“..,—‘ 3 I. . 9’ ~ , “of our orgamzatronfla dietirpatrentsztgij, v r “1'. w» \ .4..J._ (fr4:?“ \ 10f course, hospitals iii-algal} atta‘eeheagrggsf-fiaptist Health, and ours never stop ‘ ‘- - . . . 2- .L _,~_.-‘r~ u -;i n a. v . \ y1. uni-j “ - txir‘npfovmg. The beiutifulsnewuHorfiestead -Ho;sp1tal lS rece’rvmg rave revrews from .~ ~ as. « \. ~ 1.1: Ls ~‘~;.-«'“,:x A. m. . “ ‘éu,1; ;, patients and physicians ‘ngne‘fr‘s Hospital recently Opened its Diabetes Care Center —— w91,5}.. "It 17 ;»the Only=such fzi'cility‘m thle’lfueys: 'South‘MigifniEHeart Center is being renovatedand '.wt-A,1”_. _. ,‘l—"fehlarged And the $1227million.eipanSidustingjenovation of the Baptist Hospital campus _ t{.,,r.! f' ; :will ,be completed latérjtlus‘yea‘r; J ‘ '~, _ ‘1?" ‘ V I’ve mentioned our impzi'ct or)" the community. Through our greening initiative. we are also striving to have less pf—ah impqet onjou'r environment. From an organization— '1 .,. wide energy ‘nianagemerjtfsystem to ‘a( to'more nontoxic Chemicals, we‘re committed to envrronmcntal responsibility. In fact. our new West Kendall Baptist Hospital Will be trap-,mp'mflyk. among the first hospitals in the‘U.S. to apply for Leadership in Energy and Envrronmental '- Design (LEED) certification ‘ ' ' ‘ Every step we take involves keeping people healthy. You might soy health is in our \ DNA. And that's why'it’s in our,iiame./_L ’ ‘ ' 5 "i V mewem..x' 5-v, 4 r" r r t ‘ A 1 ,4}? . .‘ A - ‘ .\ ~ ' g I

J". ‘ . - v, _ Brian E; ‘eeleyi ~ ' u _ x, 1' . ' ‘ t ' L »’- . <‘ ‘. _:"v t K ‘ r. .V‘ , ’ \' - ‘ _ ~-’= l I” r , President and CEO “ I g;— s — . "J‘r‘ ‘ 9:4; I 5

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- * , - i , thcn you’ve been around for a things 5 ’ , ‘- 2! while, people tend to take certain i” l n '2'. ' about you for granted. Your name, for ~ ‘ instance. But when they stop and take n .' 3 ' a fresh look, they often begin to see {1‘ things they may not have noticed before. They see you in a whole new

light. And that can be a refreshing and enlightening experience.

Our name 15 Health. It may seem

obvious. But shifting the focus onto that very important word can help others

see our total mission more clearly. For ‘ ~ . '* x a}; ‘ ‘ those who’ve known us for a long time,” A. u- K t t .. ‘ ~ ' 3. be‘likeflrediscovering an old friend. ,‘,.~ 3 5, “it_ . can. . 4 n x , -. > . . ',t ' * R :34”:v Ma‘s.,4 :_. ._.t~n.5,: ‘ w., r :~ -.w .~*., “.3“I'VE_ :4 {93%an a dread this reportvyou 'll 3 ’2}: la". 4’35 " I stur‘iiw‘fit i ' ':. mm 4 r: ‘ y}? see-clearly that,“_health” permeates: y, W: “1.2: i ' ~_‘_."?;y:-:§f , __ w-u .: - t 3‘32,“ g ‘ a 1;.“

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an; A Mission of Health for All

~ Community outreach is a large time arid talents. Last year, we per— Reaching Gut part of what we do. Baptist Health’s formed 21,536 free health screenings, annual Women’s Health Day, Men’s including [7,297 blood pressure/ to Our Health Day and Children's Health cholesterol screenings and 4,239 Day events are among the more than osteoporosis screenings. Many of Community 130 community programs we pro- our neighbors took advantage of vide each year. Baptist Children’s multiple screenings at health fairs Hospital’s Day of Smiles provides and other events. free surgery to needy children who We also support community- have facial deformities and birth based clinics that provide free defects, thanks to doctors, nurses healthcare to neighbors in need: and technicians who donate their the Open Door Health Center in Homestead, the Good News Care Center in Florida City and the Good Health Clinic in Tavemier. We helped establish South Miami Children’s Clinic, and supported the staitup of the Good Samaritan Mobile Clinic, which will travel to the South Dade area to help those in need. And we support the Community Partnership for the Homeless, an organization that helps homeless men, women and children become self-suffiment members of the community.

, ‘ . :Each year, Baptist Health L, if {doctors '_and nurses give free , 5,‘hé_alth"scréenings to children "i-ho‘ping to compete in the ‘ Especial Oly'hipics. V

at Baptist Hospital heard author Mary LoVerde, far left, present "Strategies for a Balanced Life." Health screenings for cholesterol, skin cancer, diabetes, blood pressure, foot problems and osteoporosis were provided, along with mini-lectures, fitness demonstrations and exhibits. A A Halloween-costume clad "Spiderman" tries out a hospital stretcher at Baptist Children’s Health Day.

A Nurses give free blood pressure screen- ings at one of the community programs sponsored by South Miami Heart Center.

<3 Baptist Children's Hospital donates its facilities and staff to perform free surgeries for children in need. Manuel Orlando Hernandez, 11, was one of the youths who received free operations as part of Baptist Children’s Hospital’s Day of Smiles. A Mission of ealth for All

We areaféith-based, not-for- . zation, and by exnanding our .. . 1 Charita'die (are profit organization. That means we presence into more communities are strongly driven to provide across South Florida, we enhance healthcare services and health-related our ability to carry out this impor- education to all members of our tant mission. In 2007, we provided a community — including those who record $162 million of charity care, cannot afford to pay. By remaining up from $121 million the previous financially successful as an organi- year. When you add that to the

In its commitment to b‘gaféoad corporate citizen Health encourages its 1'l,‘0Q0-:plus employees to take part in . . ' ‘z’nl 1— . communlty Improvement protects, ' . "Wk ‘2”.- r' . ‘ ' _ health-related,fundralsers a_nd educationat'éVehts. ‘ 7-: .¢ " “x ‘4. «4 ' r‘ ‘-i.,. Right and_ beltciiWEe‘mpléfyees y.» fQFQH‘abitat for ‘ ha‘mmerg'away'; Humanity. V ‘ .4 ,",..'tc‘

Baptist Health donates life-changing surgery

Raul Garcia lived for 27 years with a cleft lip and palate, a common birth defect usually corrected in infancy or childhood. But growing up poor in Guatemala, Mr. Garcia had no way of getting the help he needed. Two years ago, he joined his older brother in South Florida to work for a construction firm so he could send money home to his family. Plastic surgeon Michael Kelly, M.D., fixed Mr. Garcia's facial clefts, transforming his appearance and reshaping his life. It was part of Baptist’s Day of Smiles, a charity I. y (Ir u"P J1; ‘ A program that gives free surgery to . 5 _ C. i2:. x4 '-- r. I. .3 i.. ., «£1.' young people without the financial “:3 9; ‘4"; means to have their birth defects Raul Garcia, before and and scars corrected. after cleft palate surgery. ‘money.we spend, mic0mmun1ty health programs I:M3 SD99 U p support of numerous health JlPmm5PW nonprofit organi zations, M9 Sd9w nearly $500 mi[lion 1u ZO0L a.u u9m ing qualtty health servi39S 1.0O 1U:0S9 iIt need To enhance our faith based A A free neighborhood medical mi ssion our Congregati onal Health clinic for uni nsured children has (CHAMP) Alliance Ministry Program opened on the grounds of Murray supports more than 60 local congre- Park in South Miaml — the fourth gauons of various faiths by providing free health clinic supported by st Health. screem ngs’ preventtve care and other Bapti health related semces

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<1 At Hands on MiGm! Day, Baptist Health employees spruce up a local V i l i i r.>

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“’T“!t a}= 3 ‘ ' “' 0 - ‘I‘ .‘V‘ _. An'othér‘,way we serve-indiy1d_u-__. _ “technology, including the latest MR1," . "$3333 als in all areas of South Florida is scanners and digital X—ray machines. i ,’ cnv , through the expansion of Baptist Digital technology means clearer i ' : ‘n . *‘1 Outpatient Servrces. Our urgent images and quicker, more accurate 3 care centers, located in most of the results. . 1 Baptist Medical Plazas across We opened Baptist Medical 5. _ ' , , Miami-Dade County, provide Plaza at Miami Lakes in 2006, and ‘ convenient access to patients while Baptist Medical Plaza at Tamiami g. helping to reduce overcrowding in Trail in 2007, bringing the total hospital emergency rooms. In 2007, number of medical plazas to eight. our urgent care centers treated The Baptist Mammography Center 75,392 patients. at Macy’s, The Falls, was honored gig Our outpatient centers also with Press Ganey’s Summit Award g3.” . ' provide diagnostic services and are for outstanding patient satisfaction. ’ “J: equipped with digital imaging

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‘ i Maggie Ramos, R.!§,_ ,tHe veteran nurses who cares for * . ‘ « havpatients. in their ' f’. Baptist Health H§'I'i;i,e'§Care.l- Afiflhe; home health a’éeAnc‘iWras ‘ i ‘ “ named to the 2097 ‘H’Zsrtia; 'Ca'i‘e‘ list, a compilatién. of top- . . - he“): s. _- ‘t».~ d .15, :, liqug— Ity, Medicare-certih- \ agencies. » - e k. t

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4 Baptist Mammography Center at Macy’s, The Falls, earned Press Ganey's Summit Award for outstanding patient satisfaction.

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Wo{ 440W." — Hannah Green . " L1 . . . q I . r..u’“.1 x,“ ,- v, ‘. fir a . 53w} _ 4 yr. ,3 5L“‘1?~ 5 t: , \ I U ,4 my, I ., :glh‘.’ ' no ~ JZA, Hundreds bf )5 {xi-Infernal’iona ‘ people attended 51?? \Eifi- : | ' ‘ “<5 ‘ <2? the grand open- :3 ' J a ing of Baptist ,e enter . I a Medical Plaza at ' :75“ .‘ ' '51"? ‘ : 22.5 Tamiami Trail. V t ' ': - ‘ ~ 3,;‘1‘; ’. More than 12,000people ‘n =5 { 1‘ h _ V I J I 'frgm arpund the; wprld g‘rayeledftg'; W4"$1121? ’girMiami to receivcicareé'a't dnr ‘hds- ‘53.” 19%;”; . ‘53.; , ‘ -- .1, . H "he" 2133‘s, Taking: £1???) 2 .thc -.=.';’J:_"3 L‘ ."mtematlonal_ programamqng“IA. 1.3, .b. if {:l’egrgest 1n the Unned‘fitatcfi. The 7 ._ ’ _».— “2 ~ . . :gntemauonal ,C.cnt_er¥ ha§ \gnjgre .v ‘ , . than 5_0,b1hngnpl_ ernfilqucswhofizruv U w .3 . . . =1: * ~' ‘- 1 ’3?~.‘.~T.” '2', [OYlfiC asastagcecgerwstfeg pfa—fl- \ xi 1 v _ . ,.'.:#‘nJ-.,4: R. f' .hertvay.OU[§:ru1§§lgng{d1y1319‘n ~ ; . :w A .3 ft; .32 v >.., hand—:m—hqndflllth. nn' ~ 1m ‘wprks L __ ll.’ ‘_\ 7“,” ‘1,“ . t F " a u ~ 13: J Li“ '1‘5'5’ "v JVQCarmval, Royal‘Capbbfiean and ;‘ 7" , “3‘' .. .‘x, * _ 1' .1_. . ,>~ Hux-_ J‘s» ? -Jb?_(\.m Nr~~ . \:s~Nc>rweg1an Crmsed‘flnes. 'In‘addlnx‘ m 115.5,. R235“agapn." expeutwes‘fgqrn‘ggmgggugw‘ ' " ' -‘ ' .5» ~ . -. "A. ., , 7 that have ma or eratlons 1n: 4, fin”.I '- « . J :1.“Cpl-e”?~ *1 I‘m-:1?m . ~ $59: ‘1 tln‘Amenca and thkgG . .N ‘ : iii??? ’1’ r. “.2 '3?’ 1 H39 5 ‘, w v Fr t fiserve as an advxsorygboard5,;“53yu a; f0_ 2‘ ‘u5.14: A. . nu: “I; thé International genter “_ | ‘

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. _ .Looking after outcémmunity . .LnquiLion programs. Our cafeterias; - our-satisfies4——-~-<=-———- means more than treating patients. It serve specially designed healthy means valuing the health and well— meals. Are Our being of all our neighbors, including Baptist Health employs more those who work for us. than 11,000 of our neighbors, Neighbors it’s no secret that healthy making us the area’s largest private employees help maintain a healthy employer. For the eighth time, we organization. Our Wellness have been named to Fortune maga— Advantage program helps our zine’s 100 Best Companies to Work employees achieve their personal For list. And Working Mother health goals through a variety of magazine has named us one of the incentives and services, including Top 10 companies in the country for free fitness centers, health screenings working moms, and has enrolled us and innovative weight-loss and in its Hall of Fame. “We are actively encouraged to balance home life and work life. I know that’s rare these days. Baptist Health treats employees like individuals, and I think our patients benefitfrom that.”

Rubby Calle pg,-,4" Cardiac Vascular Sonographer, Homestead Hospital

A Employees whose children attend one of Baptist Health's early learning centers know their children are receiving an invigorating preschool education while they are at work.

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M «lea-W. " — Greg Anderson .4 Qqati$t£ardiucfi V515cular -2 Institute’s staff from the Procedure Care Unit are friends as well as co-workers.

A Exercise physiologist Georgia Saborio completes a fitness assessment on an employee that includes flexibility, strength and endurance tests.

A For the seventh year in a row, Baptist Health had more participants in the Corporate Run than any other company, with 1,692 runners/walkers at the 2007 5K race. The run benefits the Leukemia/Lymphoma Society. 9 . A Healthy fiespect for Our

Aglobal shortage. of nurses. _.on-srte programfiasenrolled 826 - 9 --Recruitment combined With a challenging eco- students, and our off-site program, nomic Situation in the United States available to students in a number of Through — particularly in South Florida right colleges, has served 796. We’ve now — requrres Baptist Health to spent more than $11 million on Innovation make a special effort to hire and tuitions and stipends since we began retain the best nurses. We have the Nurse Scholars program. In expanded our on—srte Nurse Scholars return for their education, graduating program from 80 to 220 particrpants nurses agree to work for Baptist Since its inception in 2002, the Health for three years. Baptist

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rr‘. ‘ty A Evlyne Carlo took advantage of a Baptist Health program to enter a clinical field. Formerly a secretary, she now works at Baptist Hospital’s Emergency Center as a certified nursing assistant. 1 Employees . w];m-ux-

Health also purchaS§g‘an apartment bunldlng to prowdc subsidized housing to nurses who relocate to E Miami And we’ve CSldbllSl‘lCd i relationships with nursmg schools in St. Kins and Jamaica

A Jennifer Brooks, R.N., reacts with delight after being named South Miami Hospital’s Nurse of the Year.

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A Patient satisfaction is important to Baptist Health employees. Ani Matos, manager of radiation oncology at South Miami Hospital, holds the bear prize awarded for highest outpatient satisfaction at the hospital.

4 Deborah Mulvihill, R.N., corporate vice president and chief nursing officer for Baptist Health, far left, works closely with nursing staff.

11 . Health Means Patient Safety

Given the dept “and_._..breadth of. if. Score way abdve the hdspitalSJi§té§I‘.ZI-_._ a ". ' "-Culture‘leiifludlitv our commitment to the health of our in US. News & World Report’s community, it won’t be surpnsing to Honor Roll. learn that quality is a very important Baptist Health hospitals are also commodity at Baptist Health. We’ve top performers in a Medicare project built a culture of quality that extends that rewards hospitals for delivering to every level of our organization. higher quality care in five clinical The US. government compiles areas: heart attack, heart failure, data from patient records to help coronary artery bypass graft, pneu- judge which hospitals achieve the monia, and hip and knee replacement. best results in numerous measures of Baptist, South Miami, Homestead quality. On average, Baptist Health and Manners Hospitals took four of hospitals score more than twice as the top five slots out of 19 Florida high as other hospitals in Miami- hospitals participating in the national Dade and Monroe Counties. And we project. And Baptist, South Miami

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4 Thinh Tran, M.D., Baptist Health corporate vice president and chief quality officer, shares outstanding quality results with staff.

Images from the P advanced 3 Tesla MRI provide Kevin Abrams, M.D., medical director of neuroradiology and MRI at Baptist Hospital, with a detailed look at the brain. and Quality Cée

and'Doetors HospitalSMCIE recently: ‘. “Gaol g: 6 6,"; M6; ' . LII -. ‘ recognized by the American College , ,, i of Surgeons for results in a national W — Publius Syrus 1 improvement program for surgery. 1 We participate voluntarily in the 3 federal govemment’s Hospital 1 Quality Initiative. It’s the largest l effort to produce consumer-friendly information of hospital care across the nation. We also participate in the Florida Hospital Association’s consumer website, wwwflorida- informedpatient. com.

Parents whose premature p. or ill infants need special care are experiencing more privacy, thanks to new private "womb rooms” at Baptist Children's , ~( A Hospital’s expanded Level III r' ‘Hhfiu‘flf «I, t. - 'Q‘ NICU. an avg-gt: (a — as3, ,3“ _.mg>— E‘ 3a.:A£,A.a»_m3_lnv\ 1'. News

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A Providing quality care for patients includes offering the latest technology. Sergio Gonzalez-Arias, M.D., right, medical director of Baptist Hospital’s Neuroscience Center, implants an artificial cervical spine disk to relieve pain and restore the normal range of motion. 13 . Health Meafis Patient Safety

_ It’s a pretty sound approach: _ . ___--1;if£:Guar.d.is one example of this .The " Safe and Sound“;- Patient safety goes hand-in-hand $8 million critical care monitoring .1 ‘xh with a culture of quality. Patients put system uses high—tech communica- Il L a great deal of trust in us, and we tion technology to link our intensive work hard to earn that trust. care patients with doctors and nurses h".‘ One way to establish a reputa- at a central command center in Doral. want-m; tion for patient safety is to invest in All Baptist Health hospitals are now a .. (F-fi‘: innovative technology. eICU equipped with elCU LifeGuard It’s

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A Surgeons at South Miami Hospital get a helping hand — and four extra arms — from the da Vinci Surgical System, a robot used in minimally invasive operations. From left: Darren Bruck, M.D.; Nicholas Lambrou, M.D.; Mark Dylewski, M.D.; Ricardo Estape, M.D.; and Avelino Pifion, M.D.

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alevelnof security that costs‘us $4 million a year to operate, but patients don’t pay an extra dime for it. We’ve also embraced a new robotic technology called da Vinci. The revolutionary da Vinci robot is being used to help doctors at South Miami Hospital perform gynecological surgery, prostate surgery —— even A Baptist Cardiac & Vascular Institute physicians share their ground- less invasive thoracic surgery — with breaking research and outcomes with doctors from around the world by precision than before. And greater transmitting live cases to major medical meetings. less invasive surgery means less trauma l to patients.

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A South Miami Heart Center provides hi 9 h-tech care for patients with cardiac problems.

A Charles Augustus ll, M.D., chief of obstetrics and i replace equipment. The MRI at Doctors Hospital is a gynecology at Homestead Hospital, checks a newborn. state-ol-the-art unit. . A Héalthflouth Florida,

Community by Community

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Baptist Hospital has long been quality and image. Baptist Hospital one of South Florida's most respected was the first hospital in Florida to be medical centers. The campus houses designated a Magnet Hospital for Baptist Children’s Hospital and Nursing Excellence. Our $122 Baptist Cardiac & Vascular Institute. million expansion and renovation Baptist received the Consumer project continues. A new, advanced Choice Award from National emergency center and bed tower will Research Corporation as the hospital open in late 2008. best overall r.«.4,-—. in Miami with the

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Baptist Cardiac & Vascular Institute, recognized internationally fog its pioneering work in less ’ifirffifivasiive treatments, celebrated its ' thliignniversary in 2007. To add to V relebrations, Baptist Cardiac & Vascular Institute Founder and ,—r‘ ‘t'lxledical Director Barry T. Katzen, __ ‘.D., was honored with the Gold \k‘ffifl"rgMieda‘l Award from the Cardiovascular and Radiological Society of Europe — the first time that an American has earned the European Society’s top honor. He was also awarded the prestigious Career Achievement Award at the 2007 Transcatheter l’y ‘1 r. .4" Therapeutics Conference in *—min-nor;« Washington, DC. —— one of the A Barry T. Katzen, M.D., is recog- most important cardiovascular nized worldwide for his work in cardiovascular care. meetings in the world. Baptist Children’s Hospital made worldwide news in 2007 when Amillia Taylor was born there. Baby Amillia is the youngest baby ever to survive — born after only 21 weeks and six days in the womb. The med- ical team that treated Amillia gained ABC’s global recognition, including {‘1‘ Good Morning America and World anr‘b‘JJJIlqtjfi,4:'«,r. _ News Tonight, CNN, CBS’S Early ta a Show and Evening News, Telemundo, Univision, and NBC’s Today Show and Nightly News, among others.

It took a large and specialized D team at Baptist Children's Hospital to care for Amillia Taylor; who weighed about 10 ounces at birth. Today, she is a thriving toddler.

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Community by Community

South Miami Hospital opened its Miami is the only nongovernmental doors in 1960 as a small suburban hospital in Miami-Dade County to hospital. As the community has be designated an Accredited Chest is also ‘ ' grown, so has South Miami Pain Center. South Miami Hospital. It is the home of the newly designated as a Magnet Hospital for consolidated and renovated South Nursing Excellence. Its weight-loss Miami Heart Center, which includes surgery and addiction treatment the new Heart Rhythm Center and programs are highly regarded, as is 24-hour Heart Attack Unit. South the Center for Women and Infants.

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4 South Miami Heart Center’s cardiac rehabilitation program helps patients reach optimum health after a heart attack or heart surgery. \._n.t o ? Baptist Health t South Florida Foundation BAPTIST HOSPITAL OF MIAMI - SOUTH MIAMI HOSPITAL ' DOCTORS HOSPITAL BAPTIST CHILDREN'S HOSPITAL ' HOMESTEAD HOSPITAL ' MAILINERS HOSPITAL .1- BAPTIST OUTPATIEN’I' SERVICES ' BAPTIST CARDIAC O. VASCULAR INSTITUTE

During 2006 and 2007, Baptist Health Foundation successfully continued ; K" ’ its mission of supporting and expanding, through philanthropy, the “margin 2* of excellence” so anxiously coveted by our six hospitals. In total, we received gifts of almost $25 million to support this cause. One of the more noteworthy gifts that made up that total was $650,000 from Stuart Miller and the Lennar Foundation, along with Susan and Jim carr. This allowed us to open the 1...:31...... 355;A—\A South Miami Children's Clinic, which serves an underprivileged section of that City. The Decade Charitable Lead Annuity Trust contributed nearly $500,000 to an endowment supporting the Child Development Center at ‘1: South Hospital. This same trust gave another $250,000 to support the new and expanded, Baptist Hospital Emergency Center. ‘

.zl'naddition,‘5William Coolt,;throu‘gh his foundation, contributed ~ '$_2~1‘inilliqn to establish an endowed chair in suppbrt of Dr. Barry Katzen, ‘ ‘ . medical director of‘Bap‘ti'st Cardiac @‘lYaScularilnstitute: The Homestead ‘ Hospital Foundationha's been conducting a multiyear‘capital campaign to I I‘d-2:334;U.{.‘—L_:~——E~u'.-.—...ru‘ “support brand-new, all-digital hospital, which opened in May 2007. Of the that; $6 million that beEn raised, a very signifing gift of $500,000 r icainegif‘rom'the‘Willifih L‘osner Family‘in honor offWillizim’s'father, Max ‘ Also, noteworthyfga gift from the NASCAR_ Foundation, 542.3233M- " .yvhicli supports‘thesspeifliatrics’Children’sgunit at Homestead Hospital.

.',..34.r . 9‘. The Founders Society hja's‘becorne the most significant vehicle for ' donations in‘iou'r history. Startéid in 1999, it now includes almost 500 members who‘shaye given $50,000,0’r‘ino‘r‘e. We have added l88f~members in the past I K > i a Sat.L-...5 (w A significant part of this came from an arrangement we made with theMedigal Center at chan Reef, which gave us an outright donation of $800,000, plus 75:,new Founder 5 inefdber‘s. Those‘donationswere directed—primarily to three'of our hospitals: Homestead ~ ‘ 4-1‘7‘, 1,“. Hdspital, Mariners Hospital and Baptist Hospital. ‘ ‘ "'_.. The role that our volunteer board'members playis very significant. Our staff numbers than 25, but we have almost lOO volunteer board members, voting and honorary. Their “Cavali— ’ .lfewer contacts in their respective communities are obviously much greater than those our staff t , alone could reach, and this is most critical to the success our Foundation has enjoyed. We & Vascular rL32..44‘.. have separate volunteer boards at each of our hospitals and at Baptist Cardiac Institute. Their sole purpose is ,to support those hospitals philanthropically.

We close this report not only by thanking them profusely, but also by thanking every -a..W.-....~..My._ one of our donors who has made this report possib

g/Wéééw % Bill R. Tillett Robert G. Baal l Chairman of the Board Chief Executive Officer

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isms-15.5“;1—»‘4—-a 1H_~'v~::/it ‘k‘ L wwwsw—um .s. gamma-v, K6onors Doylene and W am Losner contributed $500,000 to the Homestead Hospital Capital Campaign. yumn‘h‘mfl‘w,»n,.‘wvi \ ; SP4 . . 958:3}:‘Wuaru-tt : .424: Ange-21.34 Manges, _ >41 A Baptist Hospital CEO Bo Boulenger, Cook M Baptist Cardiac & Vascular Institute Medical Director Barry T. Cook, W , , Katzen, M.D., and Baptist Health CEO Brian E. Keeley celebrate the $2 million gift from Cook Medical to the Institute. The donation estab- lished the Barry T. Katzen Medical Director Endowment Fund, designed LI to recognize Dr. Katzen's work in cardiovascular care and ensure that 3‘ the Institute's high-quality care and clinical research will continue.

4 i . Foundation Board members and donors Jim and Susan Carr flank D , ~ - Tina Carroll-Scott, M.D., medical director of South Miami Children's ,’ _ _ Clinic. In addition to other financial gifts, the Carrs contributed i _ funds to make the build-out of the clinic possible. The clinic offers , free care for uninsured children in South Miami. g,

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J V v , L .i \ El. {3 Net Assets, Beginning of Year . . . . fr...... v. . . $64,132,864. . 370,797,580 3 3, Total funds raised ...... 1”. is .2. . . . 10,572,095 . . . .11,897,300 Investment income — net ...... j . . . . . 3,231,751. . . . . 7,594,327 r‘. \ ,4, Operating expenses ...... : ...... (2,501,249) . . . (2,694,564) Other ...... (55,387) ...... (47,302) ,7: Provision for and write—off of temporarily restricted pledges ...... (7,993,345) i ‘j Contributions to affiliates ...... (4,582,494) . . . (7,427,028) 1 Increase in net assets ...... 6,664,716. . . . . 1,329,388 3

Net Assets, End of Year ...... $70,797,580. . . $72,126,968

Assets ...... $74,785,281. . . $76,257,386 ;

Liabilities and Net Assets: ‘ Liabilities ...... $3,987,701 . . . . $4,130,418 ; Net assets ...... 70,797,580. . . . 72,126,968 5,

Total Liabilities and Net Assets ...... $74,785,281. . . $76,257,386 .

‘ 158 s i, :‘ffl .23 .m‘ssfifou—vzr = ‘. - n r»: .75“. “45:16:...” .." t r , .1115!» .L'--- v.»»'t__a:.v is.) "M’- u-r‘v‘ hwy/"1v ~ «w "T." '7 Baptist Health South Florida Founda.extends its sincere gratitude to the following (1!. who have generously supported Baptist, South Miami, Baptist Children 's, Doctors, Homestead and Mariners Hospitals, Baptist Cardiac & Vascular Institute and Baptist Outpatient Services in their eflrorts to provide quality healthcare services to the South Florida community.

CHAIRMAN’S CIRCLE Pharmed Group Mana Carrula & German Leiva Mr. & Mrs Yerby Barker $5,000,000 and above Philips Medical Systems The Carl & Edith Lindner Family Shelia & Rodney Barreto Baptist Hospital of Hazel M Ross (The‘N‘icholas Lites Foundation,“ _ , James W BarrOW, M-D-cmn I Au‘nhary" ' 2‘ T. ' SunTmst Bairk‘ of Miami. NA. .Inc. __ - . Sarah Bartolomeo, . .. . . Victor E. Clarke Tommy & Michelle Torbert Mr. & Mrs. Joseph E. Lombardo in memory of my husband, Philip J. Scuueri, in memory of Carmen Valicenti Trust Lopez-Camera Family Vincent Bartolomeo Carleen & Linda Scutien Dr. John T. MacDonald Kalrnan & lrma Bass L. Austin & Marta Weeks CENTURY CLUB Foundation Sylvra & Carlos Batista $100,000—$249,999 Mariners Hospital Auiuliary Wendell & Carolyn Beard PRESIDENT‘S CIRCLE AIG VALIC Financial Kathy & Donald V. Mariutto Dan & Trish Bell $1,000,000-$4,999,999 American Airlines Gale Young McBride Drs James F. & Susan V. Benenatr James & Susan Carr Larry Andrews Joanne] McGregor Debrah Bennett Cook Group, Inc. The Fay P. Aronson Trust Mead Fanuly Foundation Kemn & Peter Bermont Decade Charitable Lead Annurty Arthur Vining Davrs Foundation Men’ill Lynch Robert & Fran Benin Trust AT&'I‘ MGE Architects Jeanne & David Berwrnd Sr. Baron & Baroness Guy de Leon & Muriel Aydelotte Estate of Evelyn Mitchell Claire S. Betz Gunzburg Oscar & Ana Barbara Peter & Yiska Moser William D Biggs Robert & Barbara Gintel Bellsouth Telecommunications. Ed & Adrienne Mulvey Marsh & Mary Blackburn The Mary Hillman Jennings Inc. Fred W. Newcomb & John & Stacy Bolduc Foundation Maryanne & James Bokor Norma V Ryder John & Marlene Boll Gloria Vasta Lewrs Bovrs Lend Lease Nonhem Tmst Bank of Florida Joseph Bolton & Alison Miller The Ware Foundation Pat & John Brockway Z John & Sarah Nyitray Joy & Rod Borden Jr. Barbara A Calev. Pollack & Rosen, P.A. Teena Borek ARTHUR VINING DAVIS in memory of my husband, Prager. Simon & Company Jim & Joan Boruszak CLUB Stephen V. Calev Premier Commercial Realty. Inc. Eleanor & James Bott $500,000-$999,999 Canadian Airlines lntemauonal, Prrde Homes William A & Betty J. Bourke Batchelor Foundation Ltd. ProAssurance Corporation Wayne & Shaida Brackrn Bernard & Ellen Costello Carmval Cruise Lines, Inc. Regions Bank The Martin & Maria Bradley Critical Care Newborn Services Catlin Saxon Evans Fink Kolski Ruth & Albert Rosenberg Farruly Paul J DtMare Foundation & Romanez, PA Rotary Club of Homestead Harold & Mona Brewer Homestead Hospital Auxrliary Coastal Construction Group Charitable Foundation Arthur & Nancy Broll William & Doylene Losner Richard P. Cole. Esq. Royal Caribbean International & Davrd Brown . Heinz & Marianne Luedeking Robert B. Cole, Esq Celebrity Cruises Victor & Tracey Brown The Marmot Foundation Paul & Barbara Collins, Ryder System, Inc. Davrd & Donna Buchwald Ocean Reef Medical Center in honor of Margaret, Marti & Drs. Joel & Randy Schenkman Robert & Rose Buchwald Foundation Courtney I.E & Betty Anne Schilling Paul & Natalie Buckthal Radiology Assoerates of South Community Bank of Flonda Siemens Health Servrces/ Siemens Al & Sandee Burger Florida, P.A. Comprehensrve Pathology Med-Lab/Siemens Enterprise Jim & Mita Burke South Miami Hospital Associates Assocrates Networks Rishi M. Burke South Miami Hospital Volunteers Cordis Corporation Sodexho Health Care Servrces Robert & Rhonda Burstein Leslie E. Tassell George & Anna Mae Comgan Paul & Jodie Soulé George, II]. & Cathy Butler James Warrington, M D Cunard Line Limited South Florida Emergency George C , Jr., & Myra Butler Delortte & Touche PhySiCians, P.A Tom & Vivran Cabrerizo . . \ TOWER CLUB Allen & Diane de Olazarra Standard Pacrfic of South Florida, Ann C. Campbell .r: };$25_0,000-$499,999 Willis H. du Pont Inc George Campbell ffMarlene Alejandre-Femandez & Eastern Medical Courier Omar E. Slang Farruly Fernando & Mana Campos t Marlene V. Alejandre-Trarna Horatio B Ebert Charitable Steams Weaver Miller Werssler Amada Camera-Lopez "u Richard T. Alger, in memory of Foundation Alhadefi” & Sitterson. P.A Carmen & Gerardo Capo Dorothy & Mason Alger Farrmont Homes, Inc. Susre & Bill Tillett Maria & Ricardo Carbonell {Bank of America Prrvate Bank Falk, Waas, Hernandez. Cortina, Liz Whitney Tippett Foundation, B & Donald Carlin ‘Cardinal Health Medical Products Solomon & Bonner, P.A Inc. Tom Carlos, Carlos Famrly Trust 1 & Services First National Bank Tn-City Electric Company, Inc The Caro Farruly Bob & Jodi Dickinson of South Miami The Wallack Fanuly Foundation Pedro & Maria Garcra Carrillo The Dunspaugh-Dalton Doug & Sue Gallagher Wicker, Srruth, O’Hara, McCoy. Dick & Jackie Carroll Foundation, Inc. Drs. Joan & Paul Gluck Graham & Ford, P.A. Gerald & Janet Case {HEthicon Endo—Surgery Mana Morales & Sergio M Cynthia & Philip Wolman Dr & Mrs. John M. Cassel, ' The Farther Family Foundation Gonzalez-Anas, M D Juan & Nancy Wong in memory of Alvin Cassel “ Gerhard & Helene Fritzsche Mr & Mrs. William A. Gray Ray & Michelle Castellanos ‘ r"Walter & Barbara Hanck Greenberg Traung FOUNDERS SOCIETY Roberto & Gladys Cayon Health Foundation Jlll & Allen Greenwald (Established May 1999) Rosre & Mauricto Cayon of South Florida James & Kathy Hams Noel & Elizabeth Agurlera Patncro & Marcela Cervantes The Hellenkamp Family Agustin & Rosrel Herran Jerry & Liliana Aguure Valerie & Vincent Chang Jasam Foundation Ollie Ladd Hill Dr. Mano & Cira Almeida The CianCiolo Farruly Dorothea & Robert Q Keasbey Elaine & Gerald Hirsch Manuel & Geraldine Anel Carmen Ramon Cisneros _-The Lennar Foundation International Air Leases, Inc. Ray & Frednca Applebaum Ella Cisneros :Lennar Homes Jack Jelsema Peggy & Joseph Armaly Mary & Dexter D. Coflin Jr. ‘. Medical Gurld of South Miami Estate of Lottie Juara George & Roma Aronofi Davrd L & Nancy M. Cohn ' Hospital The Harry Kapp Memorial Fund Sergio & Marlene Artigues Geoffrey Cole & Jeanine Miami Cardiology Group Dr. Suzanne & Mr Bnan E The Eduardo & Yolanda Atienza Goodstein—Cole, in honor of Miccosukee Tribe of Indians of Keeley Fanuly Joseph Ostroski, MD. Florida Kelly Foundation, Inc. Bob & Ruth Baal Michael B. Collins, M D 'Henry L. & Kathryn Mills Chanty Kendall Anesthesia Associates Claudine & Fred Bacher Chris & Lisa Coors 1’ . Foundation Ethel & W. George Kennedy William & Irma Baldwin Jose A Costa III, in honor of _. 1 NASCAR Foundation Family Foundation Torn Bales & Connie Ryan Carlos Gama-Velez Peacock Foundation, Inc. Buddy S Klein Alfredo & Chandra Balsera Manelena & Tony Costa Robert D. Costello J.cks Nancy & Melvin C .enstem, Ricth Sherin & J. William & Nora Costello Kathleen & Nathan B Hirsch. the Manny & Ruthy Cohen Brigitta Hellenkamp—Shen'n Kevm & Lynn Crowe M.D Foundation Pete & Suzy Shields Alfonso & Blanche Cueto Betty & Roberto Horwrtz H. Barclay & Annette Morley Steve & Cue Shiver Peter & Gay Cummings Stanley & Karen Hubbard Joseph & Gail Moss Masoud & Mana Shojaee Stephen & Arlyn Cypen Arless & Douglas Hudson Paul & Margaret Mouttet Frank & Shirley Shumway Tom & Sally Davidson Lee & Barbara Huntley Patncia B. Mull Smart & Harper Sibley Jean McAnhur DaVis 'Ihe Hurlburt Family Foundation Robert & Suzanne Mullane Charles J & Mary Simons ‘ Rolando & Julissa Delgado ' Jacque Hiittoe , " i ' .Carl & BohTtie Muller Adelaide Skoglund & William i? ' ‘ ‘ Robert B. Demano Tnist Jacob Fanuly Foundation Leslie & Thomas Murphy Jr Maria Elena & Jose IgnaCio Smith Becky & Bill Dickinson Barbara M. Jacobs Albert & Jane Nahmad Ira Sochet The DiRico Family Donald & Lola Jacobson Robert & Carol Namoff Jean & William Soman James & Samantha Dorsy Lane & Macarena Jones H. Richard Nateman, M.D Neil & Heather Sosler George & Clover Earl Thomas & Joanne Jones Abe & Christina Ng Arlene & Jerry Spero John & Margaret Edwards George & Amy Joseph Peter & Ginny Nicholas Peter & Electra Spillis Harold & Lisa Eisenacher Jerry Joseph & Bonme Van Fleet Bradley & Gail Noyes PR. & Marcia Steinfunh Ron & Nanette Elenbaas Gilbert S. Kahn Man'ietta & Philip W. Orth James P. & Inge Strode John Esslinger & PatnCia Stanley Susan & Larry Kahn Osborne & Paula Owens AJ & Margie Suarez Colleen & Ricth Fain Dr. Barry & Judith Katzen Michael Pacm, M.D., & Professor Dr. Soma & Leonard Talanco Virginia & Richard M Fairbanks Richard & PatrICia Kazmaier Amy D. Ronner Dr. & Mrs. Albert R. Tano Scott & Mary Farmer Jack & Linda Kendall Katherine & Roberto Padron Rene & Alice Taylor Dr Theodore & Elaine Feldrnan Kathryn M. & Thomas E Kipp Judy & Francis Paige Stephen & Ann Taylor George & Janice Fenner Margaret Kitchings Barbara & Ross Parker Steven & Joan Techet Rafael & Cristina Fernandez Michael & Manna Klein Alberto & Maria Parlade W Peter & Kersti Tending, Shannan & Salvatore Finocchiaro William & Anne Klopman Lisa & Omar Pasalodos, M.D in honor of our parents & Family Rudy J Kranys Johanna Paterson Dr. & Mrs. Walter H. Thiede Russell & Christina Fisher Sherry Kranys Lourdes & Jim Perez Graham & Joanne Thomas Antonio & Isabel Fraga Donald H Krasner & Fifi Fields Dr. & Mrs. Jorge E. Perez Henry & PatriCia Tie Shue Mario & Stacy Frati R. Kirk Landon Mr. & Mrs. Lewis W. Peters Arthur W. 'I'ifford Darroll French Michael Lattemer & Family Dr. & Mrs. Edward F. Phillips Barbara E. Towner & Hugh Rava & J. Arturo Fndman, M D Paige Lattemer & Jefliey Jenkins Tatiana & Sergio Pino Laumeister Carlos M. & ViVian Garcia The Kenneth Lattman Foundation Ramon E. & Cristina Poo Suzte & Nick TriVisonno Eduardo, Jr., & Aiadelys Garcia Whitney & Kamna Lavene Dr. Jose Portuondo Ronald K. 'Itirner Family Eduardo, Sr, & Ana GarCia Ralph Lawson & Children Russ & Cathy Post Daniel & Anna Valdes Hector & Claire Garcia Patnck & Cynthia Lee Claudia & Alan Potamkin Jorge A & Judith Valdes Jose & Elizabeth Garcia Cynthia & lra Leesfield Dr. Alex & Kelli Powell I Julie & Jose Valle Jose M. GarCia & Michelle Jack & Paula Levme Miguel & Lezlie Poyastro Alejandro & Norma Varas Coffey—Carma Felix & Soma Lima Juan & Carmen Prado Andres & Ileana Varas fOrlando & Momque Garc1a Joseph & Georgann LoBue Gordon & Marjorie Present Agustin & Mercedes Veitia 3.0rlando, Jr., & Lissette Garcia Joseph & Lolita LoBue Jim & Pam Puente Osvaldo & Nancy Vento ‘ Paul & Maria GarCia Samuel & Sandie LoBue David & Sheila Qumt Karen & Donald C. Waite, [II James & Joan Gardner John & Jean Loomos GUillermo & Lisette Quirch Michael & Janis Walsh Leonard Genet & Dale Goodman George & Bibiana Lopez IgnaCio & Lelia Quirch Jefi Weiner Irving & Joan Getz Carlos & Marta Lopez-Camera Mariana Qutrch Morton D Weiner Jody Ann Ghanem Harold & Florence Lowenstein Mauricio & Monica Qu1rch Warren & Jill Weiser \ Augusto & Elizabeth Gil Claudia & Alan Luedeking, Karen Raben, M.D , & Weiser Family Foundation, Inc. Richard & Debra Lynn Ginsberg in honor of our parents Andrea Pemick Peter & Kris Wenzel Paka J Gleber Heinz Josef Luedeking Ramon & Ana Lauda Rasco The Israel, Rose, Henry & Robert Walter & Rosalie Goldberg Sandra T Lynn Charlen & Robert E Regan Wiener Charitable Foundation, Victoria & Alan Goldstein Bruce Wirtz MacArthur Dr Terry & Marcia Reisman Inc \Orlando & Elena Gomez Barry & Pam MacEwan Margaret Buck Reynolds D Webster & Marie Williams vCarlos E. & Maria Genzalez Jose Luts & Alison Machado Mindy & Bob Rich James & ViVian Williams Luts M. & Virginia Gonzalez LUis & Ana Machado, Kelly & Andrew Richardson Norman & Judy Willis (Tony & Alina Gonzalez in honor of Maria Machado William E. Riemer, M.D Samantha & William W. Wilson, [I] iMatthew & Eva Gorson Mariano & Carolina Mac1as Juan & Ophelia Roca E. Carlton Wilton Jr. Maureen & K Lawrence Gragg Patrick E & Candace Malloy Daniel & SOI’UB Rodriguez Robert & Ellen Dunford Wolfe. :Nancy & Herschel V. Green Eugene & Simone Mariutto Eduardo P. & Linda Rodriguez Trustee of the Cclia A Reetz 'Jane & Richard Green Daniel Marks E. Charles & Mana Rogers Trust Gary & Sheila Gregory Charlie & Maite Martinez Sue Rosen Bernard & JeSSie Wolfson .‘Armando & Maria Guerra The Emilio F & Mariana Wayne & Evelyn Rosen John & Lucy Yanopoulos 'Jorge & Bettina Guena Martinez Family Audrey & H.J. Ross Harold & Mary Yoh Rosa Mana & Jorge L Guerra Jorge & Aleyda Mas Jamce C & Raymond A Ross Jr The Anne & Henry Zarrow Victoria & Rafael Gumot, M D Mike & Helena Maseda Leonard A. Roudner, M.D. Foundation Bettina & Roger Gunderson Daniel S McBride Joyce Rudolph Dr Gerald Zemel Leif & Ava Gunderson Robert, Jr, & Barbara Carlos & Olga Saladrigas Richard & Susan Zinn Henry & Damans Haegele, McClements Miguel & Belkis Salgueiro Frank & Nancy Zorniger in honor of Rosalina & Derek & luliAnne McDowell Gonzalo & Nancy Sanabria Abel Escobar Jane & William McGinley Fedenco & Elisa Sanchez luring represems cumulative Ed & Barbara Hajim Dynis & Angel Medina Jr. Jose M Sanchez Famdy Foundation givmg through December 3, 2007. jPaul Hanna Carol & Reynaldo Melendi Ralph & Lourdes Sanchez Ronald & Nancy Hamngton Lincoln & America Mendez Thomas & Sally Savage Our apologies for any error or J. Robert Harris Jr. Tomas & Mercy Mesa Jack & Miriam Schenlorian onussion due to printer's deadline Freda Hartfield The Lenore & Hank Meyer Jeannie & Ronald Schiavone Simon & Michele Hassme Family Elizabeth Schmier Baptist Health South Florida wHelen & Mark Hauser, M.D. Duncan & Margaret Miller Jeffrey Schmier Foundation Wishes to thank the ,' -_Frank & Inge Hawkins Richard & Margo Miller Patty & Jeffrey Schocket Baptist, Homestead and Manners \ :~Reinaldo & Alina Hernandez Joseph & Jannette Milton Anthony & Tammy Seijas Auxflianes for their continued Javier & Gina Hemandez-Lichtl Paul & Adrranne Mittentag David & Lily Serviansky support We recognize their -Jose A. Herran Family — Manuel & Lourdes Modror'io Alfredo & Gloria Sesana endless efforts and applaud their Oscar Hevia. M.D., & Fainin Brenda & Dormngo Moreu'a Emery & Jill Sheer tireless resolve

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71‘ C41' ‘A Doctors Hospital in historic Coral International University. The hospi- Gables is at the heart of one of the tal’s Gamma Knife team developed most vibrant communities in South the first program in Florida. Gamma Florida. Doctors’ nationally recog- Knife is a sophisticated, computer- :: ' nized Center for Orthopedics and guided technology that uses laser- 1‘ 1 Sports Medicine serves the Florida thin gamma rays to target tumors. M ‘x ' ‘ Marlins, Florida Panthers and the The team serves patients from all Miami Heat, as well as teams from over the nation and abroad. the University of Miami and Florida

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A Pro athletes from across the United States come to Doctors Hospital to be treated by the physician pros at the Center for Orthopedics and Sports Medicine. Seated is Dr. John Uribe, team physician for the Florida Panthers and the University of Miami. Standing (from left) are Drs. John Zviiac, team physician for the Tampa Bay Buccaneers; Keith Hechtman, Florida International University team physician; and Harlan Selesnick, team physician for the Miami Heat.

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M 441w». " — Mohandas Gandhi

19 Flori da ' A Healthy'SOmh 7 .3it?t

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Li. to g Homestead Hospital is a bri ght nal hospi tal was built in 1940 The H Ir esteud new gem In a Slerural setting, wrth new Homestead Hospital, which the latest technology, medical-surgical opened i n May 2007, is the fi I'SI Ul’lllSy all private rooms, a 24-hour hospital to be burlt i n Miami-Dade v Emergency Center and Chi ldren S County i n 30 years. And 79 percent 7 Emergency Room The comfortable of Homestead 5 quality measures are ‘_ new Birthing Suttes welcome more i n the top 10 percent nationally 4.1»i: than 1 y300 babi es a year The origi- M--If»y.

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West Kendall Baptist Hospital services, maternity care and emergency will be located in the l60—acre services for adults and children. Kendall Town Center development at Projected to open in 201 1, West Kendall Kendall Drive and SW 162 Avenue. Baptist Hospital will be one of the first The 130-bed facrlity will provide hospitals in the US. to apply for inpatient care for adult medical- Leadership in Energy and Environ- surgical patients, outpatient diagnostic mental Design (LEED) certification.

.ll- t s, ‘z‘Jf-aF‘ ilk-s :E‘. r i. ,gflrsV. 1%?nga t..-. _ _ It I ~ I M ~ . w- 5,‘ frag“\‘ r 1. , . . A'l‘ - 1 $4.“... - ,.

Mariners Hospital 15 truly the best an intensive care unit, a renowned of both worlds: a modern hOSpital in hyperbaric medicine department and a friendly island community. Mariners a 24-hour Emergency Center. In a has been a patient—oriented hospital recent physician survey, an impressive since it opened in 1959. It’s also the 100 percent of physicians who home of a new Diabetes Care Center responded at Manners said they — the only one in the Keys. Mariners would recommend the hospital. Hospital has a medical-surgical unit,

A Mariners Hospital has t e only hospital-based hyperbaric chamber in the Florida Keys. The technology is used to treat patients with dive iniuries, carbon monoxide poisoning and wounds that won't heal. 21 Green is the color of our corpo- practices, such as the collection of rate logo. We think it’s a great color rainwater in retention ponds for use for a healthcare organization that in irrigation. We use indigenous, is rooted in beautiful South Florida. water-saving foliage for landscaping. But there’s more to it than that Baptist Health is also planning to Green is also our approach to the monitor air intake and exhaust to environment. determine how to make the most Just as we are committed to efficient use of air conditioning. We providing high—quality healthcare, also plan to monitor peak hour usage we also are intent on setting high of electricity and, where possible, standards to protect our environment. shift work flow to more “energy- Baptist Health 15 taking a leadership friendly" periods. role by committing to environmen- Our greening initiative will w r»- . tallxresponSIble, energy—efficrent [encompass every aspect of our day- 4* _ r :3 lifi . \ (“has : .. of our. L: tquayI): K- x operations,. from the use fligélgmdnda , . ‘. $.11," function' Of .all - I v}; " u. dryers instead of towels to the -- w 14.5543“! ?* hand 2461111963“...~V<“ ‘ u. “" l“~. Effigy-13.3 ~333;,1'3urchase Lgfighe {sustainable desrgn of gas-electric hybrid and .tl‘t’ \'-’-“"-:-i K ,' 7 : 3,“.9 . srrgicllude, a range of ‘innoyatnfe ' flexible fuel vehicles. “"75- .rfr’"1., r"- .

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100 BEST Fothhe eighth time; Baptist Health was named to COMPANIES 8 "aware—s Fortune magazine’s list of “100 Best Companies TO WORK Fora TK-‘ ‘ to Work For.” 91-“ For the seventh time, Baptist Health was named '\.R—i, among the “100 Most “fired Hospitals/Health Systems in the US.” by Hospital and Health Networks magazine, the journal of the American Hospital Association. Working Mother magazine chose Baptist Health as one of the “Top 10 Companies for Working Mothers.” We’ve been named one of the 100 Best 14 times. We are now enrolled in its Hall of Fame. Di ‘ . Baptist Health was named among the Top Five 100 BEST go Non-profit Companies for Female Executives by CBMPAMES the National Association of Female Executives. Total Benchmark Solutions, a national clinical benchmarking company, gave Baptist Health its Top 25 Health System Quality Award. For its outstanding leadership in sustainability and environmental business practices, Baptist Health received the inaugural 2007 Diamond Award in the Go Green category from the Coral Gables Chamber of Commerce. Baptist Hospital received the Studer Group’s “Firestarter” Award in 2008, the group’s highest honor for outstanding patient care. For the 12th consecutive year, Baptist Hospital received the National Research Corporation’s “Consumer Choice Award” as the most preferred hospital in Miami. Baptist Hospital and South Miami Hospital were named “Best of the Best Places to Give Birth” by South Florida Parenting magazine in 2007. Baptist Hospital and South Miami Hospital were the only two hospitals in Miami-Dade named to this Hall of Fame list. In recognition of nursing excellence, Baptist Hospital was named for the third consecutive time a “Magnet Hospital” by the American Nurses Assoc1ation. South Miami Hospital is also designated a “Magnet Hospital” through 2008. The Beacon Counctl recognized Homestead Hospital With the 2008 Healthcare Services Award for the hospital’s significant contribution to the diversification of Miami— Dade County’s economy. The National Business Group on Health gave Baptist Health the Best Employers for Healthy Lifestyles Platinum Award. This is the fourth con- secutive year we have been honored for our Wellness Advantage initiative. Baptist Health’s digital mammography services received the 2006 Excellence in Healthcare Award from South Florida Business Journal in the community—based program category.

23 Statistics

Summary of Patient Services

Admissions 66,1 19 67,569

P—_-fl—I:at1;nthda-y—s—wwM M " ' _ 361,747 ' 351,866

Intensive care days (cardiac and pediatric) 28,413 28,944

Neonatal intensive care days 17,308 18,233

Average length of stay 5.47 5.21 _

r ‘ I ‘5' Births, ‘ ' g 9,692 _ 10,144 "'

:_ #8; Days of nursery care - ‘ 1 ,;, ., V. _I t r 23,411 24,550

Total surgical cases I A: If r u " I 40,756 41,566

’1: ‘7 ‘ Emergency center Visits 1’ u I - _177,77—6 _ m

Urgent care center visits \ 8 ~ 66,274 75,392

» r jr-vqmn—gée}. 1161115 “235—. M 3,453, W “165,356” “"_"—»L‘“"'_'_1§0,§92 M' n

_ __ I _ _ 4,289 4,016

A;Pharmaceuticaldosesdispensed " _ i, L A 11,347,980 1 13,482,251

* ‘ Laboratory tests,“ ‘ 4 ‘ '5 " 3,944,310 4,349,369

filmagin‘g {356631165 ‘ '- in . x . 891,843 _ 957,367 ‘

7 Physical and occupational therapy treatriients $5. _‘ ‘ 5 i, ‘4 388,919 390,757

I Licensed _ 1,465 1,472

Routine medical/surgical 1,190 1,200

—’~—161§651v825:e (includes—cardiac and pediatric) — mm“- “ "HM—fl —"1()—6_ m- "— ufl-h— ___109 U ‘

Neonatal intensive care (Level II) 45 45

Neonatal intensive care (Level III) 7 14

wwiiehgbliiigtiéh mflmwmw’” ' " 69‘ ‘ ' M m " ' "56“

Substance abuse 48 48

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Medical staff 1,879 1,928

“~w-‘l—3111616ygs— ~ww~~m—v _ "—— “M—«— u— "mm . fl‘ 11,257 — m- - _ I 1,615 K

\ Full-Lime equivalent employees 9,746 10,016

" -_ Community Benefit Highlights (in tho'usgiqdé)

f; ,‘éharity care and‘unéompensated; se'rviees $396,253 $482,370

‘ :85 Educational pfo’érams, free he’filthca‘re sefeenings , and medleal edgcéfion j I 4,393 4,680

A 5, Physieia? paymefiis for igdggehtl care I, 5,067 9,456 l P13316161ch _ ' "’32 u ' 5,965 “MM—h WW2-34—5fl—m

Fl'5'1'1’da Ipdigent care-{Fund «.7- - ‘- 15,455 17,011 '

‘ "i " “IE ~ é ‘- 1,5, $424,133 ,- $516,462 A

I ‘ eratingjevegjdé ‘H ‘ $1,517,563 $1,717,430 F7315:

_' ,,_-E§épenses incurggdjfo; the care 61? 1361:6151; ~. ‘ “W ._ m “1,435,696~ MW “1,537,563”-

, 11601116 from oé‘er‘quns U 82,467 129,868

I ,3, _:Investrnenf1nc_5me\ and utfiéé’lricted don‘étions _ 54,156 —— 48,225

;‘ Available fdr inves‘tmen‘i‘in future eommunity healthéare needs " ‘ $ 136,623 $ 178,093 Baptist Health South Florida

Board of Trustees

Echairmarl thé.l3;(_vl}1rd \ R vtiDa‘vi'd W.\_Cle‘e‘lz_‘ind ~ ‘l’residefit and QE'O Keeley:

Chief Dperating Officer ‘ (2:13“.4. .7,. “ D.-‘Way“ne -l_3rackin \ Ia": Ofl'icer n. fighter Financial Fm'gg:u. i‘ ‘xER‘alphl‘E. Lawson ‘ ,z—wv \kb .. Officer» $3.'d'Cli‘iIél' Administrative ‘ ‘3—Ge‘érge W. Foyo

'13:“97:4:in" I ' ‘ ‘1. A From left: George W. Foyo, D. Wa‘yri'é‘Brackin, Rev. David W. Cleéldnd,‘ a. E. Keeley and Ralph E. Lawsori » ‘ ' ’2\ Brian

"n Ithstees .Rev. Dr. Marcos A. Ramos ‘ ‘ Tony Alonso Herbert H. Greene, M D. George P. Hanh Aida Shafer vernal-,04-:_ ~Calvin H. Babcock A. Hershoff, Esq. Ronald A. Shuffield q... Wendell R. Beard Jay Roberta Stokes George E. Cadman III Charles M. Hood III W. Peter Temling 'j. James Carr Rev. Dr. Gary Johnson Rev. Tom Thompson Rev. William L. Chambers III . Norman M. Kenyon, M.D. Bill R. Tillett A Rev. David W. Cleeland Rev. Richard Ledgister J. Scott Weston George M. Comgan Rev. Wilner Maxy Rev. Dr. William W. White 1 William Dickinson I. Paul D. May ‘ The Hon. Robert L. Dubé -' a ' Arva Moore Parks McCabe Baptist Health South Florida

Foundation

- ‘ Cflief'ExeeatiV'e oni‘céii » — — Robert G. Baal

Executive Committee Bill R. Tillett, Chair Rudy Kranys Mita Burke " _ Maria Camila Leiva I James Carr .1 Oniar‘Pasalodos, M.D._ ' Vii _mniam Dickinson 1 Paul s. Soulé ;_ ‘ ‘ \:Paul A. Gluck, M.D. William W. Wilson 1115;; James W. Harris :- Philip Wolman ' '

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:- , James can _ Goniaio Sanabria _George Kakouns Emery B. Sheer L: ‘ George F. Knox I, Miriam Lopez ‘9’ Arva Moore Parks McCabe L Martha Pantin .' - 51'1 Omar Pasaiodos,‘ MD. _ - . . Luis Quintero, M.D. ; ‘ Ramon E. Rasco, Esq. m} .. {22? “1’3”. _ y 3 Ronald A. Shuffield ‘ _V a? - .

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Chairman of théBofid, 5 _ ’5: 1' - - ‘ ' Limp 3 ' Rev. William LChamb §III ' Medical Staff Préi‘iide'nt \ 3i“ Theodore AxEyaliéz‘MD. ‘~ I, . ‘.d.{3:.g§‘r‘..f 1.. Chief Executir'e Olliéer :7 Geraldj mm,“,y * William M. Dugnette g ‘ - \s Thepdb‘r’‘efA. glans, M‘.D._ _CLirtis;Gra‘y:_~_‘ M :1 a f T Homestead Hospital l "Barbara Hajn .iv‘i ‘< Board of Directprg ‘ ' Karma L‘ .Cliamliers T11, Rev. William L. Sandy 2‘ Chair : Johanna Paterson —: |. ‘ ‘3‘" Wendell R. Beard Steve Shiver .lr. l “2 ‘George E. Cadman llI ‘Rene Taylo‘r Willie Carpenter George R. Tershakoliec,‘ Theodore A. Evans, MD. 5 Maria C. Garza ‘ 3 Herbert H. Greene, MD. CL David E. Hallstrand, M.D. g. Barbara Hanck ‘{II 2/1}‘a Ramon F. Oyarzun new?" z. ah» n) -o .-.,i Steven S. Sapp .: William W. Wilson 111

A From left: William M. Duquette, Theodore A. Evans, M.D., and Rev. William L. Chambers Ill

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0.5%“? Brown _ ' t P 'l’atricia Mllll \_ i3; 5 .\ {mam Digkmsm“ L Dennis RainWater, M.D. Edj' ‘Wllllam Gllbert Jr. A i ‘

‘Gerald HIFSCh Betty Anne Sc‘liilling Charles M" Hood HI Patricia Stanley David Johnson Stanley Margulies, M.D. Joy C. Martin Dennis Rainwater, MD. VICharlen Regan —~~‘I.E. Schilling L‘{a x

A From left: Nelson Lazo, Jay A. Hershoff, Esq., and Dennis Rainwater, M.D.

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B tist Health ap outhFlorida , ~-_ : ,S urns: HOSPITAL OF MIAMI I SOUTH MIAMI HOSPITAL ' DOCTORS\ HOSPITAL .u' sAngngfiLLDm-zu'S HOSPITAL HOMESTEAD rHOSPITAL - MARINERS HOSPITAL CARDIAC A: VASCULAR INSTITUTE BAPTIS'r OUfPATIEJ. 1,“.NT SERVICES ' BAPTIST J», \ L- nx ‘ .‘r

u EXHIBIT A POLICY NO: 203.BHSF Baptist Health I r . . . SOllth FlOflda Administrative . ...,urrlst Hosrmu. cu- mun - scum Mum HOSPITAL - Dacron: uosm/r. H a i0 3‘ urrls‘r canuN': HOSPITAL - HOMESTEAD HOSPITAL - Humans HOSPITAL n unlsr OUTPATIENT sanvrcas - urns-r CARDIAC e vAscuun mm-rvrs D epartmental

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SUBMITTED BY: , APPROVED BY: I . Greenleaf Bn'a E. Keel y Corporate Vice Preside t, President an Chief Finance Ex tive 0? APPROVAL DATE: 7/26/05 APPROVED BY:

REVIEW DATE(S): Ralph E. Lawson , Executive \fice President REV'S'ON BANKS)" & Chief Financial Officer

SUBJECT:

Loans to Officers. Directors and Trustees

POLICY STATEMENT:

Baptist Heaith South Florida and each of its affiliates may not make loans or advances to any executive (vice president and above) or to any officer, director or trustee of the Governing Board of BHSF or any affiliate entity. This policy is not intended to preclude a routine travel advance being made to an executive in accordance with BHSF Policy No. 27.

Page 1 EXHIBIT B Baptimealth .licy No.: 27.01.BHSF

South Florida BAPTIST HOSPITAL OF MIAMI ' SOUTH MlAKI HOSPITAL - DOCTORS NOSPITAI. BAPTIST CHILDREN'S HOSPITAL ~ HOMESTEAD HOSPITAL ' MARINBRS HOSPITAL BAPTIST OUTPATIENT SERVICES - BAPTIST CARDIAC A VASCULAR INSTITUTE X Administrative . _ Departmental w _ ~__ [A L z

SUBMITTED BY: W APPROVED BY: ( / 69% TITLE: Wendigv. Greenleaf fl TITLE: \Brié’n' E. Corporate Vice President President and ief Finance Ex e Offlc r

APPROVAL DATE: July 26. 2005 APPROVED BY: 5%; TITLE: Ralph . Lawson Executive Vice President and Chief Financial Officer

REVIEW DATE(S):

REVISION DATE(S):

SUBJECT:

Board Member Travel Policy and Reimbursement Procedure

POLICY STATEMENT:

On occasion it may be necessary for a member of the Governing Board of Baptist Health South Florida and or one of its affiliates (“BHSF”) to travel for BHSF business purposes. These occasions are expected to be rare. A BHSF executive must accompany any Board Member traveling on BHSF business. BHSF will reimburse Board members for reasonable. properly approved and substantiated travel in accordance with BHSF Policy No. 27. BHSF will not reimburse for any expense amounts not actually incurred.

PROCEDURE FOR IMPLEMENTATION:

The appropriate BHSF executive should submit a written request to have a BHSF Board Member accompany him/her on a business-related trip. Such request must clearly outline the business purpose of the trip.

Requests for Board Member travel must be approved in advance by the BHSF President and Chief Executive Officer. BaptisC-Iealth .oiicy No.: 27.02 BHS

South Florida BAPTIST HOSPITAL OF MIAMI - SOUTH MIAMI HOSPITAL ' DOCTORS HOSPITAL BAPTIST CHILDREN'S HOSPITAL QHOMESTEAD fiQSleAL - MAKINERS HOSPITAL BAPTIST OUTPATIBNT SERVICES - BAPTIST CARDIAC l VASCULAR INSTITUTE [:1 Administrative [:1 Departmental

' ‘ f“ ‘ SUBMITTED BY: . 'I-H '_ -::,f. !.4 -v, . APPROVED BY: M ' . ‘ .i - L .. '3. TITLE: Goring Vice President ' TITLE: Executfingice President Financ a d Chief Fin _ncial _ -er

APPROVAL 9/28/98; 12/9/05 APPROVED BY: DATE(S): TITLE:

APPROVED BY' Compensation Committee REVIEW DATE(S): 12/9/05‘ 7/26/05

REVISION DATE(S): 1215/05

SUBJECT:

Executive Air Travel

POLICY STATEMENT:

To promulgate the standard air-travel policy for Baptist Health Executives. "Executives" of Baptist Health South Florida (“BHSF”) are defined as the President/CEO. Executive Vice Presidents, entity Chief Executive Officers, and all Corporate and entity Vice Presidents

PROCEDURES FOR IMPLEMENTATION:

i. Travel of Multiple ExecutiVes BHSF EXecutives should consciously avoid air—travel arrangements when possible where more than two such individuals! are intentionally traveling aboard the same aircraft. This is intended to minimize the possibility. beyond the potentially tragic personal losses involved should an aircraft tragedy occur, where BHSF might be overwhelmed by the simultaneous loss of multiple key Executives. Unless extenuating circumstances-dictate otherWise, Executives should not travel on the same flight together. Under no cichmstances will senior executives (President/CEO, Executive Vice Presidents and entity CEO’s) travel on the same aircraft.

Ii. Upgraded Glass

in accordance with BHSF Travel Policy (27.8HSF), Executives. as with all employees, should routinely travel at the lowest cost airline fare available from a regularly scheduled major carrier at a reasonably convenient time to an appropriate airport. Reservations should routinely be made sufficiently in advance (usually two weeks) whenever possible to secure the most favorable pricing. However, unlike other employees, Executives, due to business reasons, are required to travel more than others, many times to distant locatiOns . .olicy No.2 27.02 BHS

Under very limited circumstances. the Executive may upgrade at Baptist Health's expense to the next higher available class of service (e.g.. business class) These circumstances are generally limited to:

A. if an additional overnight accommodation can be avoided, and the upgraded seat is a cost-effective alternative (e.g., a "red-eye flight“ which enables the executive to sleep during the flight and thereby avoid the cost of an overnight stay).

8. Where flight duration IS in excess of six hours (i.e., cross-country or overseas) and the Executive contemplates working during most of the flight.

All BHSF executives should always be aware of our image and role as a not-for-profit organization, and assure that ‘any such upgrades are used appropriately and discreetly.

Airline Club Membership

Executives who travel more than twelve times per year for business will be eligible for an airline club allowance, not to exceed $500 annually. The receipt from the airline. a credit card receipt or a copy of the canceled check must be submitted with the request for reimbursement. All such reimbursements will be processed through Payroll.

IV. Spouse and Other Accompaniment

Spouse or dependent travel, and any expenses connected thereto. will [Let be paid for or reimbursed by BHSF. POLICY NO.: 27.BHSF Baptist Health O : ' .. - South Florlda .- N . AdmInistrative BAPTIST nosrn'AI. or MIAMI - sour" MIAMI HOSPITAL - Dacron: u‘osm'AI, ' ' ' unm- cuILmuIN': HOSPITAL - HOMESTEAD ROSPlTAL - NARINERS HOSPITAL D IVISIOnaI nuns: ounAnEm :anvrcas - amm- CARDIAC a. VASCqu msn'rura Depa “mental

SUBMITTED BY: APPROVED BY: I

Ralph E. Lawson corporate Vice President. Executive Vice President Finance & Chief Financral Officer APPROVAL DATE: May 22, 2000

REVIEW DATE(S):

REVISION DATE(S): July 26, 2005

SUBJECT:

Travel. Business Meals and Business Entertainment Expense Policy and Reimbursement Procedure

POLICY STATEMENT:

To establish guidelines for cost-effective travel and the timely reimbursement of employee travel, business meals and business entertainment expenses. Baptist Health SOUIh Florida and affiliates (“BHSF”) will reimburse employees for reasonable, properly approved and substantiated travel and business entertainment expenses in accordance with these policy guidelines. BHSF will not reimburse for any expense amounts not actually incurred and not properly documented. Employees traveling, dining and/or entertaining are expected at all times to exercise good judgment to protect the business interests and reputation of Baptist Health

PROCEDURE FOR IMPLEMENTATION:

I. IN TOWN TRAVEL

A. DAY TRIP MEALS

In the case of a day trip away from the employee's usual place of business which does not involve an overnight stay. only lunch expense will be allowable for reimbursement unless the trip extends beyond a reasonable time for an evening meal. This type of expenditure should occur on an infrequent basis and the employee will be reimbursed only for the actual cost of such meals. BHSF will not reimburse for meals if a third party has provided or paid for the meal.

B. TRAVELING BETWEEN BHSF FACILITIES

If attending a meeting, seminar or other event. BHSF will reimburse tolls paid and miles in excess of the miles from your home to your customary place of business. Standardized cost fortravel between BH SF facilities will be based on the miles listed in the chart attached hereto as Appendix A at the lRS mileage rate in effect at the time of travel. The business purpose of the travel must be reported on the reimbursement request.

Employees receiving an automobile allowance benefit will only be reimbursed for parking fees and

Page 1 POLICY NO.: 27.BHSF Baptist Health O O . - _ SOUth FlOHda _ Administrative urns-r HOSPITAL or unur - scum mun HOSPITAL - oocroas hosrrni; Divisional unm- cmwum uosrmu. - “ammo HOSPITAL - mamas uosrmu. unm- ou-mmexr senvrces - urns-r cuuuc a vucuun INSTITUTE Departmental

tolls paid for both in town and inter-facility travel

ll. OUT OF TOWN TRAVEL

A. GENERAL

Travel and entertainment expenses should be incurred only to accomplish an important business purpose and then only if considered reasonable. ordinary and prudent. It is BHSF'S intent that its employees should nelther lose nor gain financially as a result of business travel. Employees who incur travel expenses must carefully consider the value of each intended business trip, use good judgment in incurring reasonable travel expenses, timely report actual expenses and obtain prior approval for items not covered by this policy.

Non-reimbursable and/or excessive travel-related activity expenses will not be reimbursed. Adherence to the requirements of this travel policy In both content and spirit is mandatory. Cases of significant abuse may result in disciplinary action, including termination.

It Is recognized that circumstances out of the control of persons traveling can cause the incurrence of higher than reasonable expenses (e.g., an air fare which Is higher than the lowest air fare available for the flight required due to changed schedules). When these circumstances occur, it is the responsibility of the employee to fully explain and justify the necessity for incurring the higher than normal expense. Reimbursement should not be expected and will not be made for unjustified or undocumented expenses of this nature.

B. APPROVAL

All travel must be pre-approved by the employee's Department Head and/or other appropriate executive. Travel expense reports must be signed by the employee and approved consistent with approval levels specified in Policy No. 211.BHSF. Travel expense reports for all vice presidents and above must be approved by the Corporate Vice President of Finance.

The act of signing and/or approving a travel expense reimbursement request is a representation that the expenses were incarred. are reasonable, adequately documented, serve a legitimate business purpose, and are in full accord with BHSF policies.

C. RECEIPTS REQUIREMENTS

Receipts are required for all expenses incurred regardless of dollar amount with the exception of miscellaneous tips. Certain types of travel-related expenses will require specified documentation as follows:

Page 2 \‘7/ POLICY NO.: 27.BHSF Baptist Health !a e. '. a a South Florida Administrative ‘ HAP'I'ISI'HOSPITAL OF MIAMI ~ SOUTH MIAMI HOSVITAL - DOCTORS HOSPITAL BAPT‘IIT CHILDREN‘I HOSFI‘I’AL o HOMESTEAD HOSPITAL ' MARINE!!! HOSPITAL Divisional BAPTIST OUTPA‘I’IBHT SERVICES - BAPTIST CARDIAC l VASCULAI INSTITUTE Departmental

Exgense item Reguired Documentation

Air Original passenger coupon, copy of travel agency invoice or e—ticket receipt

Hotel Detailed original or intemet folio. plus proof of payment

Car Rental Original rental agreement with proof of payment

Meals and Entertainment Customer charge/credit card copy or cash register receipt for cash items

Other Customer charge/credit card copy or cash register receipt for cash items D. TRAVEL ARRANGEMENTS

1. Designated agency

The agency listed in Appendix B is designated to handle BHSF's travel arrangements. including air. hotel. and car rental reservations. if your trip arrangements necessitate the assistance of a travel agent you must use the designated agency. The information provided to BHSF by this agency assists BHSF to manage its travel and business expense costs more effectively and negotiate better rates. Always identify yourself as a BHSF employee.

Occasionally. group/discounted airfares and hotel rates are arranged through the meeting host. Attendees should use the discounted rates contracted for unless lower rates can be obtained through the designated travel agency.

E. AIR TRAVEL

Reservations for business travel may be made through the designated travel agency. directly through the airlines or online. Employees should book all travel arrangements as early as possible in order to take advantage of every possible discount.

1. Class of service

a. Domestic travel: All employees are expected to book all domestic tickets at the lowest coach or economy fare available that permits travel at reasonable times with reasonable itineraries There is no objection to employees upgrading from a reimbursable class of service to a higher class of service at their own expense. The cost of upgrading (l.e.. the charge to upgrade plus the differential between the lowest coach or economy fare available and any higher fare that is required to upgrade) is a personal expense. All upgrades made will be paid for by the employee at the time of the upgrade and not billed to the BHSF corporate account

Page 3 POLICY no; 27.BHSF Baptist Health ‘ - ~ - South. . , _ Florida Administrative casserzsstrrarsg immanent : massage. ‘ " * - - - -— Divisional BAPTIST OUTIATIENT SERVICES 0 BAPTIST CARDIAC & VASCULAR INSTITUTE

2. Discounted fares

a. When booking flights through the designated travel agency, the agency representative will advise you of alternative flights within two hours before and/or after the desired departure time, penalty air fares, discount options, alternative airports and routings to the cities you have requested. If any of these flights will save $100 or more. the employee is expected to take the less expensive flight. provided he/she will arrive/depart in time for the scheduled business meetings. Employees making their flight arrangements directly are expected to consider alternative flights and airports (e.g., use of the Ft. Lauderdale lntemational Airport as opposed to the Miami lntemational Airport) in order to obtain the best rates. Be aware that discount fares have restrictions. Where discounted fares are available only with penalties for cancellation or change, the probability of cancellation or change should be weighed against the amount of the discount, the size of the penalty, and the likelihood of future use. Last minute changes may disqualify discounted fares. and almost always result in additional costs; however, the discounted fares may still result in savings even after change fees are applied. Please be sure you understand all conditions of the tickets you are purchasing.

b. Saturday night stay over: Ordinarily there is no objection to individuals departing one or two days early (e.g., on a Saturday for a meeting beginning on Monday morning) or staying one or two extra days (e.g., until Sunday after a meeting ending on Friday or Saturday) if by doing so the)7 are able to obtain a discounted alrfare for which they would not otherwise be eligible, and as long as the combined cost of the discounted airfare. and the additional hotel. meal and other allowable expenses is less than the cost of the lowest airfare otherwise available. This option would normally apply to weekend travel, where airlines offer a discounted airfare in connection with a Saturday night stay. (This policy does not imply that individuals may leave one business day early or return one business day late.) Such stay-overs must be pre— approved. BHSF will reimburse the cost of hotel, meal and other expenses relating to arrivals in advance or departures subsequentto a business meeting or function only forthe minimum number of days required to obtain the discounted fare. The cost of hotel, meal and other expenses relating to arrivals prior to the latest arrival date or subsequent to the earliest departure date should be considered personal expenses and such additional days missed from work taken as paid time off, or unpaid time if benefit time is unavailable. The advance departure or extended stay and the estimated savings must be well documented and submitted with the receipts for such travel.

3. Payment of alrfare

Airfare must be paid on a personal credit card for all personal travel by an employee and for family travel. It is preferred that employees also pay for business travel on a personal credit card and submit for reimbursement from BHSF. Ordinarily, requests for reimbursement of airfares should be made only after travel has occurred. However, where purchase is required well in advance, reimbursement may be requested before travel has occurred, but a full accounting for the trip must be submitted upon completion of the business travel.

4. Frequent fiver award programs

a. Employees may use frequent flyer miles or points earned through business travel for personal purposes.

Page 4 POLICY NO.: 27.BHSF Baptist Health

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b. Employee selection of air carrier: Selection of an air carrier will be made in accordance with the lowest airfare guidelines given above. Selection of a specific carrier solely for the purpose of increasing frequent flyer bonuses is prohibited.

c. Membership dues in frequent flyer and similar award programs are personal expenses and will not be reimbursed by BHSF.

Number of emgloyees traveling together

Beyond the obvious tragic personal and family implications, certain combinations of employees flying on the same aircraft at the same time create a significant operational liability for BHSF should these employees be simultaneously injured or killed. When a number of individuals from the same office or functional department are traveling to the same destination. good judgment should limit the number traveling on the same plane.

Excessive baggage

Employees will be reimbursed for excess baggage charges only when traveling with heavy or bulky materials or equipment necessary for business or when the excess baggage consists of company records or property.

Unused air tickets

All unused air tickets must be reported and turned in to the Finance Department at the employee's facility as soon as possible, All unused tickets must be noted on the travel itinerary as unused for the appropriate segment of the itinerary. The travel itinerary along with air receipts are to be attached to the expense report form.

Insurance coverage

The employee will bear the expense or cost of additional airline related insurance coverage purchased.

Lost or stolen airline tickets

Employees are encouraged to purchase electronic tickets which can not be lost or stolen. Immediately upon discovery of a lost/stolen hard—copy ticket, the employee must fill out a lost ticket application at the airline ticket counter. The employee is responsible for the value of lost tickets. BHSF will not absorb the cost of lost tickets including fees charged by the airlines for processing the lost ticket application.

F. LODGING

1. Hotels to be used/corporatelneqotiated rates

When making lodging reservations, employees should refer to the list of hotels maintained by Materials Management offering BHSF employees a corporate rate or access the discounted rate that may be available from the organization they are visiting. If for some reason no rooms are available at these rates, a cost-effective alternative should be ananged.

Page 5 POLICY NO.: 27.BHSF Baptist Health

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if lodging arrangements are being made through the designated travel agency, the representative will obtain for you a corporate rate and/or the lowest rate available at hotels in the area to which you are traveling where a special negotiated rate has not been established. Often times, a seminar's sponsor will anange for package rates at area hotels. Discuss the rates with the designated travel agent who will determine if a better rate can be obtained through them. if not, you may make the hotel arrangements directly with the hotel.

Guaranteed reservation procedures/no-show charges

The designated travel agency representative will guarantee reservations for late arrival by providing the hotel with your personal credit card number. if you are unable to make the trip. call the travel agent representative or the hotel directly before the cancellation time for the hotel in order to cancel your reservation and to avoid paying a no-show penalty. Be sure to obtain your cancellation number.

Should circumstances prevent you from informing the hotel of your change in plans (e.g., flight delayed, missed connections due to airline delay forcing you to stay in another city), contact the travel agency or the hotel directly as soon as possible to inform them of your situation. Failure to contact the hotel. under any circumstances. will generally cause the hotel to bill for one night’s stay. Should this charge be incurred and no corresponding record of change or cancellation by - you be recorded with the hotel or explained in writing by you on your expense report, you will not be reimbursed for the amount billed.

Personal phone calls while travelinq

a. BHSF believes that employees traveling away from home have a need to and should remain in contact with family members. Employees will be reimbursed reasonable costs for personal telephone calls while traveling on business. Employees receiving a cell phone allowance are expected to use their cell phone to make business and/or personal calls while traveling.

b. Airplane Phone Usage - Because of the high cost of phone service often offered on airplanes. use of air phones should be avoided. Employees may use an air phone only if an emergency or critical business issue is involved. All such calls must be fully justified and documented.

0. Employees calling into a BHSF facility should call 1-800-327-2491 to take advantage of this toll-free service.

Health club

For the health and safety of our employees, health club fees not to exceed $12 per day, will be reimbursed for use of a hotel health club when traveling overnight. Personal care services Such as massages, facials and the like are not reimbursable.

Documentation reguired

The detailed hotel invoices and the credit card receipts must be submitted with the expense report. if the employee does not have a credit card. then all appropriate receipts must accompany the expense report.

Page 6 POLICY NO.: 27.BHSF Baptist Health

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Lodging includes only the cost of the room and related taxes. Meal costs included on the hotel bill should be classified as "Meals". Other business expenses included on the hotel bill should be accurately classified. Personal expenses included on the hotel bill should not be submitted for reimbursement.

G. CAR RENTALS

1. Rental car guidelines

Employees may rent a car at their destination when it is less expensive than other transportation modes such as taxis, airport limousines and airport shuttles. The rental vehicle should be thoroughly inspected prior to leaving the rental agencies premises. Any damage must be immediately reported to the rental car agent and noted on the rental car agreement. Employees will be held liable for damages to rental cars.

Responsible Employee Behavior

Employees renting automobiles are expected to exercise good judgment to protect the business interests and reputation of Baptist Health. No employee should rent or drive an automobile unless they possess a valid driver's license and are recognlzed as an authorized driver on the rental car agreement. Employees are strictly prohibited from operating any motor vehicle after consumption of any alcoholic beverage. Employees should not speed or engage in reckless operation of any vehicle. Irresponsible behavior could result in disciplinary action, including termination of employment. Any alcohol related losses (including losses resulting from denial of insurance coverage) or any losses resulting from other irresponsible employee behavior will be the responsibility of the employee and will not be reimbursed to the employee by BHSF.

Compare rates/preferred vendors

Materials Management maintains a list of rental car agencies offering discounts to BHSF employees. Employees making rental car arrangements directly with the‘ rental agency should consult this list to make the most cost effective arrangement. The designated travel agency also maintains a list of preferred car rental agencies for BHSF. The lowest priced automobiles will be booked for you by the designated travel agency in the event the preferred vendor is unable to serve you.

Automobile size limits

When a rental is needed, a small or an intermediate sized car must be reserved by all employees. All upgrades must be documented and approved.

Optional Insurance coverage

When renting an automobile for company business, employees must charge the rental to their personal credit card and should accept the liability insurance coverages that are offered by the rental car company. Any employee renting without liability coverage will be personally responsible for any damage to, or theft of, the rental car. Should a rental car accident occur, employees

Page 7 ' POLICY NO.: 27.BHSF Baptlst Health

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should immediately contact the rental car company, local authorities and BHSF Risk Management.

6. Number of emplcyees traveling together

The guidelines set forth in Section ll.E.5. above apply for traveling in automobiles

7. Documentation reguired

The receipt from the rental car company and any credit card receipts must be submitted with the expense report along with any receipts for gasoline. tolls. parking. or other automobile related items purchased.

H. OTHER TRANSPORTATION

1. Private automobiles

a. Appropriate use and guidelines: In circumstances where the use of a private automobile will be approximately equal to the cost of alternative transportation, a private automobile or rental car may be used at the discretion of the employee. In choosing whether to fly or use alternative transportation. the employee should be cognizant of the number of business hours required to travel via private automobile versus alternative transportation and make the proper business decision.

Reimbursable mileage rate: All business related miles driven will be reimbursed at the published IRS standard mileage rates in effect at the time.

Receipts and mileage loq requirements: There are no receipt requirements for the use of automobiles when using the standard mileage allowance. The automobile mileage rate reimbursement is calculated to cover all expenses of automobile operations for the miles driven. Unless an intemet map and mileage calculation (e.g.. MapQuest) are provided or if mlleage in excess of the calculated miles is submitted for reimbursement, a daily and accurate beginning and ending odometer reading and calculation of miles is required to be reported on the expense report in addition to the date. location. and business purpose of the trip. Tolls and parking expenses are not included in the standard mileage rate and may be added with appropriate documentation. Refer to Section l.B. for reimbursement guidelines for inter-facility travel.

Employees will not be reimbursed for any physical or mechanical repairs to their personal car even if these costs result from business travel.

I. SPOUSE AND OTHER ACCOMPANIMENT

Spouse or dependent travel, and any expenses connected thereto, will [193 be reimbursed or paid f0r by BHSF.

Page 8 \vr POLICY NO.: 27.BHSF I i O - - South Florlda...... ,. .. . _ _. a _ Administrative nmn‘ Hbsrrut. or MIAMI - SOUTH mum Hosrmu. - ooc-rons HOSPITAL ‘ D'visional unrsr curumws HOSPITAL - nouns-ron HOSPITAL - MARINE!“ HoeruL i ' urns-r OUTPATIENT sanvrcss - nmrst CARDIAC l vacuum mnrrure D epartmental

A spouse, family member or other individual may accompany an employee on a business trip at the employee's expense. Airfare and other travel-related expenses for individuals accompanying an employee must be paid on a personal credit card.

J. BUSINESS TRAVEL-RELATED DEPENDENT CARE

Employees will be eligible for dependent care reimbursement when they are required to travel out of town on Baptist Health business. Reimbursementwili be limited to reasonable expenses required for the provision of care outside of normal business hours for dependent children under the age of 18 Reimbursement will be only for those additional care expenses that would not have been otherwise incurred had the employee not been required to travel out of town on Baptist Health business. Amounts paid to spouses. partners or relatives are not reimbursable. The lntemal Revenue Service requires that reimbursement for dependent care expenses be included as taxable income and included with the employee's bi-weekly regular pay.

To be eligible for this reimbursement. the employee's supervisor must approve the employee's eligibility and anticipated additional dependent care expenses in advance of actual travel. Appropriate documentation must be submitted and approved as called for in Section ii. B. of this policy. Appropriate documentation must include the amount paid to the caregiver, name and address of the caregiver, and a signature of the caregiver acknowledging receipt of funds Reimbursement will be limited to $50 per night out of town, not to exceed $250 per week.

K. NON-REIMBURSABLE EXPENSES

The following are examples of items not reimbursed by BHSF:

Luggage and briefcase replacement Airline club dues Frequent traveler award program dues Personal entertainment (movie rentals, city tours, etc.) Traffic fines Parking fines Annual credit card fees Baby—sitting ln-room movies Hair cut Manicure Massage Kennel tees ln-flight movies Car washes Laundry' Dry cleaning‘ Shoe polishing XXXXXNNNNNXfiNNNNNNN Other personal items such as toiletries

Additionally. unreasonably costly expenditures (e.g., expensive wines and liquors; meals at inappropriately expensive restaurants) are not reimbursable.

Page 9 POLICY no: 27.BHSF Baptist Health I . H _ .SouthFlonda . . . . -. . . --Administrative .giifigaé’ifififi‘ii; $311343 :335fi2t2333335“33§ii¢it ‘ ‘ Divtstona" P EMT VlCES-IAPTISTCAIDIACIVAJCULAI INSTITUTE Departmental

' Laundry and/or dry cleaning expenses will be reimbursed if incurred on business trips for which the length of stay is more than five consecutive business days. Receipts and proof of payment must accompany the reimbursement request.

K. CASH TRAVEL ADVANCES

1. Criteria for issuance

Although the need for temporary travel advances is minimized by the use of credit cards, cash advances may be issued when any of the following criteria are met:

a. Out-of-town travel is required where out-of-pocket expenses will exceed $500.

b. Anticipated out-of—pocket expenses are considered excessive for the employee to bear.

2. Pre-trip issuance

Cash travel advances should not be requested unless pre-approved and will not be issued more than two weeks prior to travel occurrence.

3. Settlement

Cash travel advances must be settled with the filing of the travel expense report for the trip for which the cash advance was obtained. When a cash travel advance has been issued, the travel expense report is required to be filed within twenty business days from the completion of the trip Travel advances are subject to payroll deduction if not settled promptly.

No travel advances will be issued until prior travel advances have been settled, unless travel for which a prior advance was issued has not yet occurred or the trips are within twenty business days of each other.

The employee receiving the travel advance is completely responsible for the safe keeping of such funds. Any funds lost will remain a financial obligation of the employee.

Ill. MEALS AND ENTERTAINMENT

A. DEFINITIONS

Business meals: Business meals are those meals consumed by an employee of BHSF and other business persons that have a direct business purpose.

Business Entertainment: Business entertainment expenditures are those legitimate and reasonable meals. beverages and other activities provided in an appropriate location. The expenditure must have been incurred in connection with bona tide and substantial business discussions.

Employees are expected to exercise good judgment when selecting the venue where BHSF business will be conducted. BHSF reserves the right to deny reimbursement for entertainment expenses incurred in unsuitable business settings.

Page 10 Baptist POLICY No.1 27.BHSF

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B. RECEIPT REQUIREMENTS

Receipts are required for all meals and entertainment expenditures. Appropriate and acceptable receipts are original cash receipts and/or customer copies of the credit card charge tickets. Photocopies and tear-tab receipts are not acceptable.

EMPLOYEES DINING TOGETHER

As a general rule, BHSF will not reimburse employees for meals and/or entertainment purchase for other BHSF employees. On those infrequent occasions when an important business purpose is served, it is recommended that the most senlor level employee should pay for such meals. A complete listing of the names of all other BHSF employees whose meals were provided and a description of the business discussions held must be submitted with the expense reimbursement request.

IRS DOCUMENTATION REQUIREMENTS

On any occasion when a meal, beverage and/or entertainment are purchased for employees, customers, and/or persons outside BHSF, the following information must be provided on the expense report:

- The names, titles and company of attendees.

- The specific business topic(s) discussed.

EXpense reports submitted without the above information will not be processed.

ALCOHOLIC BEVERAGES

Excessive provision and/or consumption of alcoholic beverages under any circumstances is not only unhealthy and costly, but also creates a potential liability for BHSF. In all cases, moderation and good judgment should be exercised by all BHSF employees.

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APPENDIX B

Designated Travel Agency:

Express Travel of Miami 395 Alhambra Circle, Suite 301 Coral Gables. Florida 33134

Telephone: (305) 341-1200 (800) 544-1222

Fax: (305) 341—1211

E-mail: www.expresstravelmia.com

Page 13 POLICY NO.: 27.BHSF

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m APPENDIX‘C _. .;_ TRAVELIEDUCATION EXPENSE REIMBURSEMENT REQUEST

lNSTRUCTlONS 1. Complete Part A and obtain appropriate authorization in accordance with established approval levels. 2. Department Head/Manager will keep original and follow-up on completion of Part B 20 business days after trip/program. 3. if payment by BHSF or an advance check to the employee is requested. forward a copy of the approved request form to Accounts Payable. A check will be issued in accordance with established check writing procedures. 4 Vlfithin 20 business days after completion of trip/program, Part B ls to be completed and forwarded to Accounts Payable even if there is no balance to settle. if a balance is due Baptist Health South Florida ("BHSF"). present the completed form to the cashier and receive a receipt for the balance paid. The cashier must fonvard original form and all attachments to Accounts Payable. 5. it is imperative that adequate documentation (original receipts, detailed hotel bills. airline passenger receipts. etc) be a part of this accounting. Please refer to Poll No 27 BHSF fo uidance and documentation re uirements

REQUEST FOR APPROVAL (to be completed PRIOR to travel/education program) ESTIMATED EXPENSES

Employee Name: Airfare: Employee Address: Mileage @40.5¢: Taxi or Other Transportation: Business Phone: Extension: Entity: Hotel: Department Name: Cost Center: Registration: Travel DateS' To: Meals: Method of Travel: Other: Destination (City and State): Total: I ' Reason for Trip: Advance Request:

Submitted By: Date: Approved by Dept. Head/Manager: Date: Approved by Vice President: Date:

ACCOUNTING FOR TRIP (to be completed within 10 business days subsequent to travel/education program)

ACTUAL EXPENSES Airfare: Total Expense: Mileage @40.5¢: Less Advance: Taxi or Other Transportation: Less Amounts Paid. Hotel: Directly by BHSF: Registration: Balance: Meals: Due Employee: Other (explain): Due BHSF: BHSF Receipt No.: Submitted By: Date: Approved by Dept. Head/Manager: Date: Approved by Vice President: Date:

Note: By signing this form, you are representing that to the best oi your knowledge and belief that all expenses submitted for reimbursement on this form were incurred for a legitimate business purpose and in compliance with BHSF policies.

Page 14 .POLICY NO.: 16.BHS Bap CI Administrative South FIOFida Cl Departmental Ilf'l‘V NOI'I'Al 0‘ MIA.“ ' SOUTH MIA!" NOXPII‘AL CIVYH'V (CHI "(IN I NO‘III’A' - “OKYIY'lfl Nolflflt ' “lilkfi‘l NOS'CI'A' .Af'l“ Oll'fl'fl‘ll ‘(l‘K‘il - MIAMICA!011( ‘ Vl‘CUtll (NI'IIUH

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SUBMITTED BY Brian E Keele APPROVED BY THE BAPTIST HEALTH Presrdenl and EXECUTIVE/COMPENSATION COMMITTEE l \cculwe Officer January 27, 2003

APPROVAL DATE July 13 1998 REVIEW DATE(S) January 27.2003 REVISION DATE(S) January 27. 2003

SUBJECT:

Executive Compensation Philosophy

POLICY STATEMENT:

The Board seeks executives of vision and leadership to steer Baptist Health and its affiliates through times of turbulent change in the health care field. The Board expects these executives to provide business preeminence in South Florida and national recognition for quality of services and excellence of programs. The Board expects overall system and. individual affiliate operations to be fiscally sound while meeting their community service and charity care responsibilities as articulated in our mission statement. The Board expects executive integrity and loyalty in the performance of their responsibilities. requires annual declarations identifying any potential conflict of interest and rigorous adherence to the Baptist Health Code of Ethical and Legal Conduct and Compliance Program.

Executive compensation is considered to be the foundation for attraction and retention of executives with the talent, experience and character to meet the above expectations.

The Baptist Health Executive/Compensation Committee. comprised exclusively of outside Board members. is responsible for reviewing the performance and approving the compensation of all executives. The term 'executive' refers to the President. affiliate Chief Executive Officers (CEOs), Executive ch Presidents. and all Vice Presidents within the System, its affiliates and subsidiaries The term “compensation” includes salaries. incentives. benefits and perquisites.

Currently. the Executive/Compensation Committee carefully documents its pay determination to facilitate possible third party review of the reasonableness of them by the use of independent compensation surveys and consultants engaged by and reporting to the Baptist Health Executive/Compensation Committee.

Pagetofa .oucv No: 16.8 HS Baptistfiealth C] Administrative South Florida Cl Departmental CAPIIS' mtfiut (I: tun-u kw"! lulu «out'AL nuns! (ml nllN‘l nolnnl - Noflrlnnn uosnnt - Inlmrtl NOXPllnt I‘I'IIII o‘IVOHI(\I flax-«u - tuna (Alone I. VAKULAQ tunuun

ExeCulwe/Compensation Committee decISlOnS are based 0n the followmg C0nSlderallons

1 Total Compensation Package

Recrurtment and retention ol capable productive executives IS accomplished through desrgn of a total compensation package that prOVIdes superior economic gain for superior performance in comparison to competitor organizations Wllh substantial pay ‘at risk" If performance objectives are not met This IS accomplished by mdexang base salaries to the median (50"I percentile) salary paid by surveyed competitors. but offering executive Incentive plan(s) for specral achievements that wrll provrde total pay at the 75"‘ percentile of the executive‘s peer group Benefits Will also be pegged at the 75‘“ percentile of the executive's peer group

Total compensation is comprised of the following three components 1) base salaries. 2) at risk incentive compensation (short term and long term), and 3) executive benefits and perqutsites Long term incentives. non—compete agreements. and deferred income provisions are designed to create a form of “handcuffs” to retain key executives A standard severance package is available for removal of executives who do not meet the needs of the organization.

Performance Based Salary Increases

One of the key elements of the Baptist Health executive compensation philosophy is “pay for performance". Salary increases are based upon the degree to which each executive achieves his/her performance objectives. Annually. under a Management By Objectives system. each executive agrees to a specific set of individual performance goals tied to corporate objectives which the executive team is committed to achieve during the fiscal year. Individual and group performance against those objectives is reviewed annually after the close of the fiscal year.

Market Based Salary Increases

The Executive/Compensation Committee reviews the "market" value of executive positions annually to assure Baptist Health pay levels are competitive. The Committee is responsible for obtaining executive salary information reflecting the salaries for functionally comparable positions at similar institutions nationwide and within the State of Florida Compensation surveys by nationally recognized independent firms are used. Independent. outside consultants, engaged by and reporting to the Executive/Compensation Committee. may also be' used. . POLICY NO.: 16.BHS B ti t.Health ap S U minis ra ive South Florida expatriate. Cl'fl!’ “Offlfflt flf INA.“ ‘ 100'“ NM“! NUSP‘VAL IKVIIK' CHI! 0“"? MOHQIAI - MONTS'VA" NO‘K?‘I’A( - NAIINFli «OifIlAl nun" MIYPAI'II'\' IFI\ ICE} - MIAMI ((IUIAC ‘ VA‘CUtAl IN‘TI'UIE

The Committee relying on the alorementioned salary survey data and the recommendation ol the President/Chief Executive Ollicei let his Subordinates may approve equity .‘Idllelll‘tGHlS to lung ext-full». salanr:s to competitive levels it purlOIinaiice also warrants their run; mo”

4 No Guaranteed Salary Increases

Although the Executive/Compensation Committee reviews the competitive posrtion of executive salaries annually and the exeCUtwes' performance, there is no guarantee of annual executive salary increases Salary increases depend on the system's and affiliates' ability to pay. the executive‘s current salary in relation to market. the executive's current performance level, and internal pay relationships to peers The Committee. upon the President's recommendation, may award an executive a lump-sun payment as recognition in lieu of an increase In the executive's salary rate or may give no increase

There are no automatic across-the-board/cost-of living salary increases

5 Incentive Plans _

The Executive/Compensation Committee administers two incentive plans: One is based on annual results (The Baptist Health Management Continuous Improvement Incentive Plan); the other (Baptist Health Executive Long Term Incentive Plan) rewards results that are maintained for a longer term. Certain executives. who because of their position control particularly significant .' assets or have a major impact on operations. are selected by the President/Chief Executive Officer and approved by the Executive/Compensation Committee. to participate in one or both incentive plans. These incentive plans are used to focus executive action on pre—determined key “performance thresholds“ and corporate goals that are approved by the ExecufiveICompensation Committee or Board of Trustees. The accomplishment of these goals requires extraordinary effort. commitment and achievement In accomplishing these goals, executives participating in the incentive plan are eligible for an incentive award (based on degree of achievement and determined as a percentage of base salary). The incentive component of the total compensation package is variable and totally 'at risk" depending upon annual and long tenh achievement of the agreed upon goals . . POLICY NO.: 16.BHS U minis ra' e South Florida Cl :padrnentfal IIPIIS' mifll‘lt (If “IAN! - SOUYN MIAMI KOSIHAL IAIYHI CNILOCFK'I «mun: - uaunuun Noifil'AL ' “ICIKFII “Dill'll tau-nu cit-"HIsz snucu - mun CAIOIAC a. VAWULAI mlnwvr

SUBMITTED BY .

Brian E Keele APPROVED BY THE BAPTIST HEALTH Presrdent and \ EXECUTIVE/COMPENSATION COMMITTEE LXCCUIIVC OlllCC‘r January 27. 2003

APPROVAL DATE ' July 13. 1998 REVIEW DATE(S) January 27. 2003 REVISION DATE(S) January 27. 2003

SUBJECT:

Executive Compensation Philosophy

POLICY STATEMENT:

The Board seeks executives of vision and leadership to steer Baptist Health and its affiliates through times of turbulent change in the health care field. The Board expects these executives to provide business preeminence in South Florida and national recognition for quality of services and excellence of programs. The Board expects overall system and individual affiliate operations to be fiscally sound while meeting their community service and charity care responsibilities as articulated in our mission statement. The Board expects executive integrity and loyalty in the performance of their responsibilities. requires annual declarations identifying any potential conflict of interest and rigorous adherence to the Baptist Health Code of Ethical and Legal Conduct and Compliance Program.

Executive compensation is considered to be the foundation for attraction and retention of executives with the talent. experience and character to meet the above eXpectations.

The Baptist Health Executive/Compensation Committee. comprised exclusively of outside Board members. is responsible for reviewing the performance and approving the compensation of all executives. The term 'executive" refers to the President. affiliate Chief Executive Officers (CEOs). Executive Woe Presidents. and all Vice Presidents within the System. its affiliates and subsidiaries. The term “compensation” includes salaries. incentives. benefits and perquisites.

Currently. the Executive/Compensation Committee carefully documents its pay detennlnation to facilitate possible third party review of the reasonableness of them by the use of independent compensation surveys and consultants engaged by and reporting to the Baptist Health Executive/Compensation Committee. . POLICY N0.: 16.BHS Bap C] Administrative South Florida C] Departmental IAHISV NMNIAL or lulu - mum In!“ «ovum. IIVIII' ("NH nuns uoturu I “OKF'YT‘D NO‘VIYAL - NAIUIFII “OiillAl lath" OUVFAYIEK' ICIVICH - «um (Almu' a VA‘CIILAI mlnluu

Executive/Compensation Committee deci5ions are based on the foliowmg conSideralions

1 Total Compensation Package

Recrwlment and retention of capable productive executives is accomplished through desrgn of a total compensation package that prowdes superior economic gain for superior performance in comparison to competitor organizations. With substantial pay ~at risk" if performance objectives are not met This is accomplished by indexing base salaries to the median (50"‘ percentile) salary paid by surveyed competitors, but offering executive incentive plan(s) for spectal achievements that Will prowde total pay at the 75‘h percentile of the executive's peer group Benefits will also be pegged at the 75‘" percentile of the executive's peer group

Total compensation is comprised of the following three components 1) base salaries, 2) at risk incentive compensation (short term and long term). and 3) executive benefits and perquiSites Long term incentives. non-compete agreements. and deferred Income provisions are desrgned to create a form of “handcuffs” to retain key executives A standard severance package is available for removal of executives who do not meet the needs of the organization.

2 Performance Based Salary increases

One of the key elements of the Baptist Health executive compensation philosophy is “pay for performance". Salary increases are based upon the degree to which each executive achieves his/her performance objectives. Annually. under a Management By Objectives system. each executive agrees to a specific set of individual performance goals tied to corporate objectives which the executive team is committed to achieve during the fiscal year. individual and group performance against those objectives is reviewed annually after the close of the fiscal year.

3. Market Based Salary increases

The Executive/Compensation Committee reviews the “market” value of executive positions annually to assure Baptist Health pay levels are competitive. The Committee is responsible for obtaining executive salary information reflecting the salaries for functionally comparable positions at similar institutions nationwide and within the State of Florida. Compensation surveys by nationally recognized independent firms are used. independent. outside consultants, engaged by and reporting to the Executive/Compensation Committee. may also be' used.

Pagezofs O . POLICY NO.'. 16.BHS BaPfiSt C] Administrative South Florida Ci Departmental CAO'IIV Nfllfllkl 0' MIAMI - sou"! NIAlI NOSH‘AL lulu! (ml at"! I NOI'IYAI - uouunu-i “Quint - “AIINFII uoullu can" m-vunrxv surlru - nun" (nun: A “Wt-LA- mn‘iruu

The Committee, relying on the aloremenlioned salary survey dala and the recommendation of the President/Chiel Executive Ofticei tor his Siihordinales may approve c-qmly adiuslinents to hang etc—tutu“. salaiies to competitive levels it pciloimaiice also wairants iheii iele inch

4 No Guaranteed Salary Increases

Although the Executive/Compensation Committee revrews the competitive posuion ol executive salaries annually and the executives‘ performance, there is no guarantee of annual executive salary increases Salary Increases depend on the system's and affiliates' ability to pay. the executive's current salary in relation to market. the executive's current performance level, and internal pay relationships to peers The Committee. upon the President's recommendation. may award an executive a lump-sun payment as recognition in lieu of an increase in the executive's salary rate or may give no increase

There are no automatic across-the-board/cost-of liVing salary increases

5 Incentive Plans

The Executive/Compensation Committee administers two incentive plans: One is based on annual results (The Baptist Health Management Continuous lmprovement incentive Plan). the other (Baptist Health Executive Long Term incentive Plan) rewards results that are maintained for a longer term. Certain executives. who because of their position control particularly significant! assets or have a major impact on operations. are selected by the President/Chief Executive Officer and approved by the Executive/Compensation Committee. to participate in one or both incentive plans. These incentive plans are used to focus executive action on pre-deten'nined key 'perfom'ianoe thresholds“ and corporate goals that are approved by the ExecuflveICompensation Committee or Board of Trustees. The accomplishment of these goals requires extraordinary effort commitment and achievement in accomplishing these goals. executives participating in the incentive plan are eligible for an incentive award (based on degree of achievement and determined as a percentage of base salary). The incentive component of the total compensation package is variable and totally 'at risk" depending upon annual and long term achievement of the agreed upon goals

Pegasus EXHIBIT C Baptlst Mill] . POUCY NO.: 827 South Flonda re Administrative

.xxrgmzizgsw::xa¥:.:ftamarg ‘3 0993mm?" lAf'I'I'S'I’ OIII'PA‘I'IEK'Y SERVICES I IAPTISI’ CARDIAC l VASCULAR INSTITUTE

. SUBMITTED BY‘ REVIEWED BY‘

Karen Brady Ralph Paws?” I Corporate woe president. Executive Vice.PreSIdent Audit and Compliance & Chief Fmancnal Officer

APPROVED BY.

Brian Keeley President & APPROVAL DATE 10/98 Chief Executive Officer

REVIEW DATE(S) 04/02

REVISION DATE(S). 04/02, 02/04, 03/05

SUBJECT: Employee Conflict of Interest

An actual. potential or perceived conflict of interest occurs in those circumstances where an employee‘s judgment could be affected because the employee has a personal interest. other than the receipt of compensation from Baptist Health South Florida, Inc. and its affiliates ("BHSF"), in the outcome of a decision over which the employee has control or influence. For the purposes of this policy, it is presumed that managers have control or influence over any decision affecting a matter for which a manager has responsibility. A manager is an employee with a “department head" or higher designation (an "M" grade employee or higher). A personal interest exists when an employee or a member of his or her family stands to directly or indirectly obtain financial gain as a result of a decision.

This policy is intended for all employees in order that they may understand, identify. manage and appropriately disclose those transactions which could result in an actual. potential or perceived conflict of interest.

POLICY STATEMENT:

In accordance with our Code of Ethics, high ethical standards must be observed in the negotiation and execution of all business activities conducted at, by or with BHSF. Any decisions made by BHSF employees must be made in compliance with applicable laws and regulations, with the best organizational interests of BHSF as the highest priority and without regard to the personal gain or interest of any other person or entity. Likewise, the appearance of any such improper influence on any decisions should be consciously avoided. Employees should also review policy 828 on vendor sponsored travel and policy 829 on the acceptance of honorariums and policy 831 on philanthropic solicitation of vendors.

A potential or perceived conflict of interest may exist irrespective of the intent of the employee. Ba tist Ifialth POLICY NO.: 827

803th Florida . 8 Administrative 3mm HOSHTAL OF MIA!" - SOUTH MIAMI HOSPITAL ' DOCTORS HOSPITAL El Departmental CAPT”? anme HOSPITAL ' Hana-mm HOSPITAL - NARINFJS uasrmu. emu-r OUT'ATIEJIT SBVICES I BAPTIST CARDIAC A VASCULAR INSTITUTE

PROCEDURES:

1 BHSF employees and members of therr families Will not solicit, accept, offer or pay bribes, kickbacks or ' other illegal incentives under any circumstances

BHSF employees and members of their families will not give or receive gifts, other than of nominal value, from or to any person or company doing business with, seeking to do business with, or competing with BHSF. A non-cash gift, discount or entertainment of less than $150 per occurrence, with an annual total value not to exceed $300. to or from the same source, will be considered nominal

BHSF employees and members of their family will not offer or accept cash or cash equivalents (e.g. gift certificates, gift cheques, or other negotiable instruments) in any amount from any person or company doing business With, seeking to do business With or competing with BHSF Any offer of a cash or cash equivalent gift must be reported immediately to your manager.

An employee must disclose their employment, contractual relationship or other financial relationship other than their employment with BHSF (employees must include any other job or independent contractor relationship including the receipt of honorariums).

An employee must disclose the employment, contractual relationship or other financial relationship, of their family members with any business doing business with, seeking to do business with or competing with BHSF.

An employee must disclose if they or their family members hold a Board position or substantial investment in any business doing business with, seeking to do business with or competing with BHSF. For purpose of this policy, a substantial investment is the OWnership of one percent (1%) or more of the outstanding stock of any publicly held corporation or any interest in a privately held corporation.

Managers must review this policy with each member of their staff at least annually. This policy may be reviewed at a regularly scheduled rnservice or departmental meeting or reviewed individually with the employee. if any issues are identified, the conflict of interest disclosure form should be completed by the employee and the manager and sent to the Audit and Compliance Department

The Audit and Compliance Department will review all disclosure forms and investigate as appropriate. Unresolved conflicts Will be taken to the CEO Group for ultimate resolution. All disclosures made by Vice Presidents will be taken to the Skunkworks Group (CEO, CFO and CAO) and disclosures made by an entity CEO or the BHSF CEO. CFO or CAO will be reviewed with the BHSF Ethics Committee of the Board of Trustees for consideration

Disclosure

1. An employee must complete the attached disclosure form as soon as an actual, potential, or perceived conflict of interest an‘ses. The employee should submit this form to his/her manager for completion prior to submitting to the Audit and Compliance Department The responsibility to promptly report such actual or potential conflict rests with the individual employee.

Each manager ("M" grade employee or higher) and member of the Materials Management Department. Construction Management Department and certain members of the food services staff must complete the attached disclosure form at least annually (even in the absence of a potential conflict of interest), have his/her manager complete the form and submit it to the Audit and Compliance Department. All conflicts, even if reported in previous years, should be disclosed annually until there is a change in circumstances.

In the event a potential conflict should arise (other than at the time of the annual disclosure), any employee must immediately complete a disclosure form and submit it to his/her manager. The manager must complete the form and submit to the Audit and Compliance Department . , \f ‘5'}. Baptist Wth POLICY NO.: 827 £015? b 0 'o ' '4... South Florida . ta Administrative nuns: uosrmu. or mm - scum um“ WIT“. - oocrou murmur D Departmental amt amount-s nomm - mama nosm-AL - unmw KOSHTAL atr‘rn‘romru‘lfin‘l SEWICB ' IAM'ISI CAKmAC G VASCUUK INSTITUTE

-- ~~ - Conflict of interest Disclosure Form -..

An employee must complete this form as soon as he/she becomes aware of a situation which may result in an actual, potential or perceived conflict of interest for the employee and/or a member of his/her family '

Members of management ("M" grade employee or higher designation) and members of the Materials Management Department. the Construction Management Department and certain members of the food services staff with negotrating, inventory and/or purchasing responsibilities must complete this form at least annually (even in the absence of a potential conflict of interest).

Managers must review this policy with each member of their staff at least annually if any Issues are identified, the conflict of interest disclosure form must be completed immediately

Please submit this form to your manager for completion prior to submitting to the Audit and Compliance Department. Please note that responding "yes" does not necessarily indicate that you have conflict.

1. Do you work for, or have any financial relationship with, any business or individuals other than your employment with Baptist Health South Florida (BHSF) (please include any otherjob or independent contractor relationships you may have including the receipt of honorariums)?

Yes( ) No( ) lfyes describe.

2. Does any member of your family work for, own or have a financial interest in any company that does business with. is seeking to do business with or competes with BHSF‘or any of its affiliates?

Yes( ) No( ) if yes describe:

3 Do you. or a member of your family, have a substantial investment in any business that does business with, is seeking to do business with or competes with BHSF or any of its affiliates? A substantial investment is either an ownership of one percent (1%) or more of the outstanding stock of any publicly held corporation or any interest in a privately held corporation

Yes( ) No( ) If yes describe:

4. Are you. or any member of your family. a board member of an organization that does business with, is seeking to do business with or competes with BHSF or any of its affiliates?

Yes( ) No( ) if yes describe:

5. Have you. or a member of your family, received any gift, favor, discount or entertainment from any individual or organization that does business with, is seeking to do business with or competes with BHSF or any of its affiliates, which exceeded $150 per occurrence or more than $300 total for the year’?

Yes( ) No( ) If yes describe: Baptist Wth . POLICY N0.: 827

south Flonda E Administrative ur‘rm Hosrmr. of mm: - tom um“ msrmr. - 00am nosrmr. Cl Departmental 3mm cranium Hosan - Homo uosrmu. - mamas swan 3mm OUTPATIENT 5m: - BAPTIST CARDIAC A VASCULAR INSTITUTE

.. 6 Did any company or individual that does business with, is seeking to do business with or competes with BHSF or any of its affiliates offer you a gift of cash or a cash equivalent (9 g. a check; a gift certificate, a'gifl cheque. stock or “ other negotiable instrument) in any amount?

Yes( ) No( ) If yes describe:

7. Did a company doing business with. seeking to do business with or competing with BHSF or any of its affiliates pay for your (or a member of your immediate family's) travel related expenses (e.g air or hotel) or registration fees for any trip you took during the year“?

Yes( ) No( ) If yes describe:

8. Is there anything else that may be perceived as a conflrct of interest?

Yes( ) No( ) If yes describe:

By signing this Disclosure Form, I acknowledge that I have received and read a copy of the Baptist Health South Florrda Employee Conflict of Interest Policy and the Code or Ethics. I acknowledge that I understand the requirements of. and agree to abide by the provisions of the Conflict of Interest Policy and Code of Ethics. I agree to deal honestly. fairly and with integrity in all matters relating to BHSF and its affiliates and will not use my position or knowledge gained therefrom to the detriment of BHSF or to my personal benefit or the benefit of a member of my family or an organization which I have an interest. I agree to promptly report to my manager and the Audit and Compliance Department in writing if there are any changes with regard to the statements made in this Disclosure, or if any circumstances arise which create an actual. potential or perceived conflict of interest.

I understand that any falsification or intentional omissions in this disclosure will result in disciplinary action and possible termination.

The foregoing information is true and accurate to the best of my knowledge

DATED this day of . 20

Name (Please Print) Signature

Position (Job Trtle) Entity Department Name

Manaqer Acknowledqment (An employee's manager must complete for any employee with a disclosure.)

I acknowledge reviewing this employee's Conflict of Interest Disclosure Form and (please check one) (a) I] do not perceive this to be a potential conflict concerning his/her job reaponsibilities or (b) CI perceive this as a potentral conflict which requires further investigation.

Please explain:

Immediate Supervisor Name (Please Print) Immediate Supervisor Signature

PLEASE FORWARD ORIGINAL COMPLETED FORM TO THE AUDIT AND COMPLIANCE DEPARTMENT.

4 Baptist Heafih

South Florida BAPTIST HOSPITAL OF MIAMI - SOUTH MIAMI HOSPITAL - DOCTORS HOSPITAL BAPTIST CHILDREN'S HOSPITAL - HOMESTEAD HOSPITAL - MARINERS HOSPITAL ’ ’ T ‘ ‘ ’ 'BAP‘TIsT‘OUT‘PATIENT SERVICES -' BAP‘TIST CARDIAC &' vA‘s‘COILAR INSTITUTE

CONFLICT OF INTEREST POLICY FOR

BAPTIST HEALTH SOUTH FLORIDA, INC.

AND ITS AFFILIATES

l. PURPOSE

The purpose of this Conflict of Interest Policy is (A) to protect the interests of Baptist Health South Florida, Inc. (“Baptist Health") and its affiliates and subsidiaries (Baptist Health and each affiliate and subsidiary individually referred to as a "Corporation", and collectively referred to as the “Corporations"), when contemplating entering into transactions or arrangements that might benefit (i) the private interest of a board member of a Corporation (or his or her immediate family), (ii) an organization which is controlled by a board member of a Corporation (or his or her immediate family), or (iii) an organization in which a board member of a Corporation (or his or her immediate family) has a material interest, and (B) to protect the interests of the Corporations with regard to competing organizations. The term “board member" refers to the members of the Board of Trustees of Baptist Health, and the members of the Board of Directors of the affiliates and subsidiaries of Baptist Health. The term “board” refers to the Board of Trustees of Baptist Health, and the Board of Directors of the affiliates and subsidiaries of Baptist Health.

The proper governance of the Corporations depends upon board members who give of their time for the benefit of the Corporations. This service carries with it a requirement of loyalty and fidelity to the Corporations It is the responsibility of the members of the boards to govern the affairs of the Corporations with honesty and integrity, exercising their best care, skill and judgment for the benefit of the Corporations. The giving of this service. because of the varied interests and backgrounds of the board members, may on occasion result in an actual, potential or perceived conflict of interest. It is recognized that the appearance of a conflict of interest can be as damaging to the Corporations as actually permitting a conflict of interest to exist.

The members of the boards of the Corporations also recognize that a conflict of interest may exist when a member of a board is employed by, has control of or has a material interest2 in an organization which does business with a Corporation, is engaged to provide a service to a Corporation which could be performed by other qualified individuals or organizations, or which competes with a Corporation.

II. RELATIONSHIPS CONSTITUTING A CONFLICT

A Voting members of a board of a Corporation and organizations in which they are employed, have control of or have a material interest in, shall not be employed by or engaged to provide services to any of the Corporations (i) in exchange for compensation or (ii) under any

1 The term "control" means having the ability to influence the decrsion making of an organization. 2 The term “material interest" means an interest, whether financial or otherwise, that gives the governing board member the ability to exercise more than an insignificant degree of influence over the decision making of an organization exclusive arrangement for which services are billed directly to patients, to third parties or any of the Corporations. Thi ovision shall not prohibit a mem of the medical staff of a Corporation who serves member of a board of one of the C rations by reason of having been elected as an officer of the medical staff from continuing to provide services or maintain an established business relationship with any of the Corporations, excepting that no new business relationships or benefits shall be permitted. A medical staff officer who is a voting member of a board of a Corporation and who directly or indirectly receives compensation from _a Corporation~ may provide information relating to physician.compensation,- but— shall not participate in discussions ‘reiating to such compensation and shall ifot"i/ote on such matter. Additionally, no member of a board of a Corporation shall be employed by, have control of or have a material interest in an organization that competes with any of the Corporations.

B. The immediate family3 of a voting member of the board of a Corporation, and organizations in which they are employed, have control of or have a material interest in shall not be engaged to do business with or provide services to any of the Corporations, and shall not be employed in a management capacity at any of the Corporations, in exchange for compensation, unless specifically approved by the Board of Trustees of Baptist Health, and then only on the condition that the Board of Trustees of Baptist Health determines that such person or organization has unique expertise or capabilities in the services to be provided and that the compensation to be paid is reasonable for the services to be provided. Additionally, the immediate family of a member of a board of a Corporation shall not be employed by, have control of or have a material interest in an organization that competes with any of the Corporations.

C. Members of the boards of the Corporations shall not accept any gifts, favors, or hospitality that might influence their decision making or actions affecting the Corporations. This shall not, however, restrict the accepting of gifts or favors of nominal value4 which are given as tokens of friendship or recognition, provided, however, that under no circumstances shall board members accept gifts of cash or cash equivalent. The term “cash equivalent" shall include, but not be limited to, checks, money orders, gift certificates, and other negotiable instruments.

D. If a voting member of a board of a Corporation has an actual, potential or perceived conflict of interest that is not expressly prohibited by the provisions of paragraphs A., B. or C above, the Board of Trustees of Baptist Health may determine that the conflict of interest is of a nature such that it may be resolved by having the board member leave the board or committee meeting at which issues relating to the matter that gave rise to the conflict of interest are discussed and/or voted on.

lll. DUTY TO DISCLOSE

A. Each board member shall submit to the President of Baptist Health an annual written declaration in a form approved by the Board of Trustees of Baptist Health, which may require each board member to answer questions regarding actual or potential conflicts of interest, and which shall require each board member to (i) certify that to the best of the board member's knowledge there are no actual, potential or perceived conflicts of interest with regard to any of the Corporations, or (ii) disclose any actual, potential or perceived conflict of interest. Additionally, each board member shall promptly notify the President of Baptist Health in writing upon becoming aware of any actual, potential or perceived conflict of interest. All written declarations and notices shall be reviewed by the Baptist Health Compliance Officer. If, based on such disclosures or notices, or based on any other information that comes to his or her attention, the Baptist Health Compliance Officer determines that an actual, potential or

3 The term “immediate family" means the spouse, parents, step-parents, brothers and sisters, step- brothers and step-sisters, children and step-children, and grandchildren and step-grandchildren of a governing board member, and the parents, brothers and sisters and the children of the brothers and sisters of the spouse. 4 The term “nominal value" means gifts or entertainment with a value of not more than $150, with a combined total value in any calendar year not to exceed $300.

Adopted March 25, 2002. 2 perceived conflict of interest may exist with regard to any board member, the Compliance Officer shall contact the ficted board member to discuss the gr and to determine if there is any additional informa the affected board member wishe provide. The Compliance Officer shall provide to the Baptist Health Ethics Committee (the “Ethics Committee"), copies of declarations and notices where board members have disclosed actual, potential or perceived conflicts of interest, and shall present the information gathered with regard to an actual, potential or perceived conflict of interest to the Ethics Committee at its next regularly scheduled .. meeting or at aspecially called meeting. ..~. -- ~ - f—- - --

IV. DETERMINING WHETHER A CONFLICT EXISTS

A. The Ethics Committee shall review and consider the information relating to any actual or potential conflict of interest. If the Ethics Committee determines that no actual, potential or perceived conflict of interest exists, it shall report its findings to the Board of Trustees of Baptist Health, at its next regularly scheduled meeting. The Board of Trustees of Baptist Health may accept the report of the Ethics Committee, or may remand the matter back to the Ethics Committee for further evaluation. It the Ethics Committee determines that an actual, potential or perceived conflict of interest exists or may exist, or if a matter is remanded to the Ethics Committee by the Board of Trustees of Baptist Health for further evaluation, the Chairperson of the Ethics Committee, or his or her designee, shall contact the affected board member to discuss the actual, potential or perceived conflict of interest and to invite the affected board member to the next meeting of the Ethics Committee.

B. At the next meeting of the Ethics Committee, the members of the Ethics Committee shall discuss with the affected board member the actual, potential or perceived conflict of interest that exists or that may exist, and shall give the affected board member an opportunity to ask questions of and to respond to the members of the Ethics Committee. After having heard the affected board member and considered the relevant information presented, the Chairperson of the Ethics Committee shall cause a written summary of the information presented to the Ethics Committee to be prepared and submitted to the Board of Trustees of Baptist Health at its next regularly scheduled meeting. A copy of the summary shall be provided to the affected board member prior to the meeting of the Board of Trustees which the affected board member is invited to attend. The matter shall be considered by the Board of Trustees of Baptist Health, at its next regularly scheduled meeting, or at such later meeting as the Chairperson of the Board of Trustees may designate, and notice shall be sent inviting the affected board member to the meeting of the Board of Trustees to present any information that may be relevant, and to ask and answer questions. The affected board member, after having been given an opportunity to present information to and ask and answer question of the Board of Trustees, shall be excused and the Board of Trustees shall make a determination as to whether an actual, potential or perceived conflict of interest, or the appearance of a conflict of interest exists.

V. PROCEDURES FOR ADDRESSING A CONFLICT OF INTEREST

A. If the Board of Trustees determines that a conflict of interest does exist, it shall determine the necessary action(s) to be taken to resolve the conflict of interest, and the time frame within which such action(s) is to be taken. Necessary actions may include, but shall not be limited to the following:

(i) requiring the board member to eliminate the conflict of interest or resign from the board, (ii) eliminating the business or other relationship which gives rise to the conflict of interest, (iii) removing the board member from the board, (iv) require that the board member become a non-voting honorary member of the board as a condition of continued membership on the board,

Adopted March 25, 2002. 3 (v) if the provisions of Section II D. above are applicable, requiring the board member to leave the board or com ' e meeting at which issues relating e matter that gave rise to the actual, potential or pe Ived conflict of interest are discusse . d/or voted on, or (vi) requiring that the situation giving rise to the conflict of interest be modified in a manner such that a conflict of interest no longer exists.

The Chairperson of the Board of Trustees of Baptist Health shall cause a written __ “Mstatementof the decision .of the Board of..Trustees to.be prepared and sent-to the affected-~— »board member. If the board member does not take appropriate action to eliminate the' conflict of interest in a manner acceptable to the Board of Trustees within the required period of time, the Board of Trustees may take such action(s) as it deems necessary to address the conflict of interest including, when appropriate, the removal of the affected board member as a board member.

VI. DISTRIBUTION OF CONFLICT OF INTEREST POLICY

A copy of this policy shall be provided to each board member annually and to each potential board member prior to his or her appointment to a board.

Adopted March 25, 2002. 4 % Matilda» LLthLvLL

SOUt OHda . Policy No.: 837.BH BAPTIST HOSPITAL OF MIAMI - SOUTH MIA OSPITAL - DOCTORS HOSPITAL BAPTIST CHILDREN'S HOSPITAL - HOMESTEAD HOSPITAL - MARINERS HOSPITAL BAPTIST OUTPATIENT SERVICES - BAPTIST CARDIAC A VASCULAR INSTITUTE

' 'sbéifii‘fiéo By? ‘ Karen ééd‘réey ' 5 -' ~ "A‘msrzbvecs B'Y} Robert d'akoby TITLE: Corporate Vice Presrdent, TITLE: Corporate Director, Pastoral

Revenue Management Care Services

APPROVAL DATE: APPROVED BY: Ralph E. Lawson TITLE: Executive Vice President

and Chief Financial Officer

REVIEW DATE(S): APPROVED BY: TITLE:

REVISION DATE(S): APPROVED BY: TITLE:

SUBJECT:

Charity Care

POLICY STATEMENT:

In furtherance of its charitable purpose and tax exempt mission, Baptist Health South Florida and each of its wholly-owned hospitals and affiliates ("BHSF") will provide charity care to those individuals in need. BHSF will comply with all federal and state laws, regulations and guidelines governing the provision and recording of charity care. In keeping with effective stewardship, provision for charity care will be budgeted annually.

In order to promote the health and well-being of the community served, individuals with limited financial resources who are unable to access entitlement programs shall be eligible for free or discounted health care services based on established criteria. Eligibility criteria will primarily be based upon the Federal Poverty guidelines and will be updated annually in conjunction with the published updates by the United States Department of Health and Human Services. The eligibility criteria may be revised upward or downward as necessary. The objective of the eligibility criteria under this policy is to allocate charity care resources based upon a patient's ability to pay.

This policy applies to patients with no health insurance or any other payor source (e.g. third party auto insurance. workers compensation. etc.) as these patients do not benefit from discounts negotiated with insurers.

If a determination is made that the patient has the ability to pay all or a portion of the bill. such a determination does not prevent a reassessment of the person's ability to pay at a later date. The need for charity care/financial assistance is to be re-evaluated at the following times: 0 Subsequent rendering of services. 0 Income change, 0 Family size change. or 0 When the last financial evaluation was completed more than six months earlier.

This policy does not apply to services rendered by the South Miami Hospital Addiction Treatment Program (ATP). The ATP shall provide financial assistance under its own, program-specific policy. In addition. this policy does not apply to cosmetic surgery or other procedures that are not medically necessary for the diagnosis or treatment of illness or injury. This policy applies only to facility charges and not physician or other independent company billings.

The allocation of BHSF charity care resources will be limited to elective patients who live in Miami-Dade County and north of mile marker 72 in Monroe County and all emergent and urgent patients. Other applicants with special needs (such as lack of comparable services in their own geography) will be considered on a case by case basis. as budgeted resources permit.

To be considered for charity care, the patient must cooperate to provide the information and documentation Policy No.: 837.BH necessary to apply for other ex.g financial resources that may be available tit. for his or her health care, such as Medicaid. Patients are responsible for completing the required application forms and cooperating fully With the information gathering and assessment process, in order to determine eligibility for charity care. BH financial counselors will be available to assist patients with completion of the application.

The necessity for urgent or emergent medical treatment of any patient will be based on the clinical judgment of the provider. without regardto the financial status of the patient. All patients will be treated with respect, kindness; fairneS’S"and courtesy in attrtude‘,‘mann’erisms and tone 6f voide,‘ regardless of their ability to pay.

Resources are limited and it is necessary to set limits and guidelines. These are not desrgned to turn away or discourage those in need from seeking treatment. They are intended to assure that the resources Baptist Health can afford to devote to its patients are focused on those who are most in need and least able to pay, rather than those who choose not to pay.

PROCEDURES FOR IMPLEMENTATION: 1 Pastoral Care Services will maintain a formal and accessible Program to determine eligibility by means of full financial disclosure and substantiating income documentation, in accordance with Policy 837.BHS Charity Care (in Related Policies section of this manual). 2 Pastoral Care Services will maintain records/files for those patients they process for annual audit.

The following are the levels of charity care under this policy:

Designation Responsible for Eligibility guidelines' Applicable administration (based on federal discount poverty levels [FPL]) State or federally qualified Vice President of Family income of 200% 100% Revenue Management FPL or less (not to exceed $75,000) Special needs financral Vice President of Family income of 200 100% assistance Revenue Management to 300% FPL (not to exceed $75,000)

Family income of 300 70% to 400% FPL (not to exceed $75,000)

Family income of 400 40% to 500% FPL (not to

exceed $75,000)

Financial hardship Director of Pastoral Patients not meeting To be determined on a Care eligibility requirements case by case basis of the state or federally qualified or special needs financial assistance programs or having a balance due under the special needs financial assistance program

‘Note that the federal poverty levels are the base eligibility criteria for this policy. Other financial information such as assets and hospital charges may be considered. Policy No.: 837.BH PROCEDURES FOR IMPLEQVTATION: .

I. Definitions

A. Assets: Assets include immediately available cash and investments such as savings and checking as well as other investments, including retirement or IRA funds, life insurance values, trust accounts, etc. .Assets also include the equityin the primary residence as well as other realestate the patient may have.

B. Charity Care: Health care services that were never expected to result in cash inflows. Charity care results from providing health care services free or at a discount to individuals who meet the established criteria.

C. Charity Care Committee: A committee consisting of the Chief Financial Officer, Vice President of Finance, Vice President of Marketing and Public Relations, Vice President of Revenue Management, Vice President of Managed Care, Director of Patient Financial Services, Director of Registration and Admitting and the Director of Pastoral Care.

D. Disposable Income: Annual family income divided by 12 months, less monthly expenses as requested on the application.

E. Family income: Gross wages, salaries, dividends, interest, Social Security benefits, workers compensation, veterans benefits, training stipends, military allotments, regular support from family members not living in the household, government pensions, private pensions, insurance and annuity payments, income from rents, royalties, estates and trusts.

F. Family: The patient, his/her spouse (including a legal common law spouse) and his/her legal dependents according to the internal Revenue Service rules. Therefore, if the patient claims someone as a dependent on their income tax return. they may be considered a dependent for purposes of the provision of charity care.

G. Medically Indigent: A patient whose medical or hospital bills exceed a specified percentage of the person's annual gross income determined in accordance with the healthcare entity's eligibility system, and who is financially unable to pay the remaining bill. The patient who incurs catastrophic medical expenses is classified as medically indigent when payment would require liquidation of assets critical to living or would cause undue financial hardship to the family support system.

H. Charity Care Guidelines

A. Accounts of medically indigent patients will be considered on a case by case basis by the Director of Patient Financial Services and the Vice President of Revenue Management or their designee.

B. Charity care applications will be considered current for six months or until a change in patient financial status is determined.

C. After the charity adjustment has been computed, the remaining balances will be treated in accordance with Patient Financial Services policies regarding self-pay balances. Payment terms will be established on the basis of disposable income. No interest charges will accrue to the account balance while payments are being made.

D. The Financial Hardship program will not be considered for patients whose bill is less than 10% of their family income.

E. The following will be taken into consideration by Pastoral Care when making a determination as eligibility and amount of assistance under the Financial Hardship program: family income, family expenses, net family cash flow, family assets and liabilities, amount of medical bills and the family's ongoing ability to generate income.

Ill. Program Communication

A. Patient registration areas will provide to all patients a one-page informational handout about the availability of financial assistance, creating awareness for the charity care program and the assistance available. B. All letters and statements to uninsured patients will include a reference to financial assistance . . Policy No.: 837.BH programs.

C. All public information and/or forms regarding the provision of charity care will use languages that are appropriate for the Baptist Health service area.

lV..ldentification of PotentiallyEligible Patients ~ -- . - - ~- - ~-~------—~—--~:—~—

A. Where possible, prior to the registration of the patient, a financial counselor will conduct a preregistration interview with the patient, the guarantor, and/or his/her legal representative. if a preregistration interview is not possible. this interview should be conducted upon registration/admission or as soon as possible thereafter. In the case of an emergency admission, the evaluation of payment alternatives should not take place until the medical care required to stabilize the patient has been provided.

8. identification of potentially eligible patients can take place at any time during the rendering of services or during the collection process.

C. Prior to an account being authorized for the filing of suit, a final review of the account will be conducted and approved by the Director of Patient Financial Services to make sure that no application of charity care was ever received.

D. Those patients who may qualify for financial assistance from a governmental program should be referred to the appropriate program, such as Medicaid, prior to consideration for charity care.

V. Determination of Eligibility

A. All patients identified as potential charity care recipients should be offered the opportunity to apply for charity care. lf this evaluation is not conducted until after the patient leaves the facility, a Patient Financial Services representative will mail a charity care application to the patient for completion. The communication accompanying the application will indicate that a financial counselor is available to assist the patient with the application.

B. The patient should receive and complete a written application and provide all supporting data required to verify eligibility. The determination of eligibility must be a verifiable process and must include at least one of the following pieces of documentation:

I) W-2 withholding forms 2) paycheck stubs 3) income tax returns 4) forms approving or denying unemployment compensation or workers compensation 5) a written verification from public welfare agencies or any governmental agency which can attest to the patient's income status for the past twelve months 6) a Medicaid remittance voucher which reflects that the patient's Medicaid benefits for that Medicaid fiscal year have been exhausted. 7) a witnessed statement signed by the patient or responsible party. The statement shall include an acknowledgment that, in accordance with state law. providing false information to defraud a hospital for the purpose of obtaining goods or services is a misdemeanor in the second degree. For applicants with family income in excess of 300% of the federal poverty levels and for all nonemergent/urgent patients, the documentation provided must be one of items 1 through 6 above

C. In the evaluation of an application for Charity Care for applicants with family income in excess of 300% of the federal poverty levels, a patient's total resources will be taken into account which will include, but not be limited to, analysis of assets, family income and medical expenses. A credit report will be generated for all applicants.

D. A record, paper or electronic, should be maintained documenting the identification of the individual who reviewed and approved or denied application and the date of such decision.

E. Upon completion of the application and submission of appropriate documentation, a financial counselor will document either on the application or on an attached summary: 1) approval or denial; 2) discount level; 3) financial counselor name; 4) date of approval/denial and 5) any special comments/instructions.

F. Accounts where the financial counselor has identified special circumstances that when taken into consideration may affect the patient's eligibility for charity care will be referred to the Director of Pastoral Care for consideration and final determination.

Pastoral Care's review of accounts that do not clearly meet the criteria and the decisions and rationale for those . Policy No.: 837.BH decisions will be documented againtained in the account file.

Vi. Notification of Eligibility Determination

A. Clear guidelines as to the length of time required to review the application and provide a decision to the patient should be provided at the time of application.

A prompt turnaround and a written decision, which provides a reason for denial will be provided, generally within 30 days of receipt of a completed application, except as described at VLC below.

B. Collection activity will be suspended during the consideration of a completed charity care application. Prior to placement with an agency, a note will be entered into the patient's account related to charity care to suspend collection activrty. If the account has been placed with a collection agency, the agency will be notified by telephone to suspend collection efforts until a determination is made. If a charity care determination allows for a percent reduction but leaves the patient with a self pay balance, payment terms will be established on the basis of disposable income.

C. Charity applicatiOns for patient accounts which are pending Medicaid approval will not be processed until Patient Financial Services has received final notification from the Medicaid program or a third party eligibility consultant. lf notification is not received within 120 days from the discharge date, the charity application will be processed. with notification to the patient, generally within the following 30 days (unless there is notification of Medicaid approval during this time).

Vll. Monitoring and Reporting

A. A charity care log from which periodic reports can be developed shall be maintained aside from any other required financial statements.

B. Charity care will be reported annually in the Community Benefit Report. Charity care will be reported using charges.

C. Charity care reported to the State of Florida must meet the state's charity care reporting guidelines. These guidelines are amended periodically. The current eligibility criteria are family income at or below 200% of the federal poverty guidelines or the amount of hospital charges due from the patient must exceed 25% of the patient's annual family income. However, in no case, shall the hospital charges for a patient whose family income exceeds four times the federal guidelines for a family of four be considered charity care for state purposes. Policy No.: 837.BH ATTACHMENT #1 ELIGIBILITY CRITERIA FOR THE BAPTIST HEALTH SOUTH FLORIDA CHA!I1Y CARE PROGRAM Based upon Federal Poverty Guidelines, Gross income levels, 2006.

Family 200% FPL 200 to 300% FPL 300 to 400% FPL 400 to 500% FPL _S_i;e _ (100% ‘ _ (100% discount). - . L70%Vdiscount) (40% discount) ~ » discount)

1 $19,600 $19,601 to $29,400 $29,401 to $39,200 $39,201 to $49,000

2 $26,400 $26,401 to $39,600 $39,601 to $52,800 $52,801 to $66,000

3 $33,200 $33,201 to $49,800 $49,801 to $66,400 $66,401 to $75,000

4 $40,000 $40,001 to $60,000 $60,001 to $75,000 $75,000

5 $46,800 $46,801 to $70,200 $70,201 to $75,000 $75,000

6 $53,600 $53,601 to $75,000 $75,000 $75,000

7 $60,400 $60,401 to $75,000 $75,000 $75,000

8 $67,200 $67,201 to $75,000 $75,000 $75,000

More than 8,add indicated amount for each additional member $6,800 $6,801 to $7,799 Not applicable - would Not applicable - would (not to exceed $75,000 exceed $75,000 exceed $75,000) Form 8 868 App|.tion for Extension of Time T.ile an 15454709 (Rev Amino“) Exempt Organization Return OMB No

Eligfnginpfgvtemzilfiac?” P File a separate application for each return. 0 If you are filing for an Automatic 3-Month Extension, complete only Part I and check this box _ _ _ _ . I I I I _ _ _ _ I _ .p m o If you are filing for an Additional (Not Automatlc) 3-Month Extension, complete only Part II (on page 2 of this form) Do not complete Part/I unless you have already been granted an automatic 3-month extenswn on a preVIously filed Form 8868

“Automatic 3-Month Extension of Time. Only submit original (no copies needed). A corporation required to file Form 990-T and requesting an automatic 6-month extension - check this box and complete D Part I on|y ...... > All other corporations (including 1120-C filers), partnerships, REM/Cs, and trusts must use Form 7004 to request an extenSIon of time to file Income tax retums Electronic Filing (e-file). Generally, you can electronically file Form 8868 if you want a 3-month automatic extenswn of time to file one of the returns noted below (6 months for a corporation reqwred to file Form 990-T) However. you cannot file Form 8868 electronically if (1) you want the additional (not automatic) 3-month exten5ion or (2) you file Forms 990-BL, 6069, or 8870, group returns, or a compOSIte or consolidated From 990-T Instead, you must submit the fully completed and Signed page 2 (Part II) of Form 8868 For more details on the electronic filing of this form, viSit www Irs gov/efile and click on e-fi/e for Chanties & Nonprofits. Type or Name Of Exempt Organization WEST KENDALL BAPTIST HOSPITAL, INC. Employer identification number print c/o BAPTIST HEALTH SOUTH FLORIDA, INC. 524438452 File bythe Number, street, and room or swte no If a P 0 box. 598 InStrUCt'Ons due date for 6855 RED ROAD :IeIIirllgny‘JSLJere City, town or post office, state. and ZIP code For a foreign address. see "151WChons instructions CORAL GABLES, FL 33143 Check type of return to be filed (file a se arate application for each return) Form 990 Form 990-T (corporation) Form 4720 Form 990—BL Form 990-T (sec 401 (a) or 408(a) trust) Form 5227 Form 990—EZ Form 990-T (trust other than above) Form 6069 Form 990-PF Form 1041-A Form 8870

o The books are in the care of > FINANCE DEPARTMENT

Telephone No > 786 662—7538 FAX No > 786 662—7444

0 If the organization does not have an office or place of busmess in the United States, check this box > o If this is for a Group Return, enter the organization‘s four digit Group Exemption Number (GEN) ' ' I l ' ' ' I ' ‘ .If'tfilé Is for the whole group, check this box > E} If it is for part of the group, check this box > and attach a list With the names and Ele of all members the extensmn Will cover 1 i request an automatic 3-month (6 months for a corporation reqmred to file Form 990-T) extensmn of time until 05/15 .2009 Ito file the exempt organization return for the organization named above The extenswn is for the organization's return for

p I calendar year or p tax year beginning 10/01. 2007 , and ending 09/30. 2008

2 If this tax year is for less than 12 months, check reason I: Initial return ‘3 Final return D Change in accounting period

3a If this application is for Form 990-BL, 990-PF, 990-T, 4720, or 6069, enter the tentative tax, less any nonrefundable credits See instructions 3a $ NONE b If this application is for Form 990-PF or 990-T, enter any refundable credits and estimated tax payments made include any prior year overpayment allowed as a credit 3 b $ NONE c Balance Due. Subtract line 3b from line 3a Include your payment With this form, or, if requrred, deposn With FTD coupon or, if requrred, by using EFI'PS (Electronic Federal Tax Payment System) See instructions E $ NONE Caution. If you are gomg to make an electronic fund withdrawal With this Form 8868, see Form 8453—EO and Form 8879-EO for payment instructions For Privacy Act and Paperwork Reduction Act Notice, see Instructions. Form 8868 (Rev 4-2008)

JSA 7F8054 2 000 712V 01/26/2009 16:27:48 V07—8.7 BAP—0287 l Form 8868 (Rev 4.2008) 9 Page 2 o If you are filing for an Additional (Not Automatic) 3-Month Extension, complete only Pa and check this box _ _ . _ _ _ _ _ p Lg Note. Only complete Part ll if you have already been granted an automatic 3-month extension on a previously filed Form 8868 o If you are filing for an Automatic 3-Month Extension, cemlete only Part I (onjage 1). - . Additional (Not Automatic) 3-Month Extension of Time. You must file original and one copy. Type or Name 01' EXemPt OrganizatiOn WEST KENDALL BAPTIST HOSPITAL, I at . Employer identification number prlnt C/O BAPTIST HEALTH SOUTH FLORIDA, INC. 52—2438452 He by the Number, street, and room or swte no. if a PO box, see instructions. For le use only extended due dam for 6855 RED ROAD . . filing the City, town or post office, state, and ZIP code. For a foreign address, see instructions. return See Instructions CORAL GABLESJ FL 33143 Check type of return to be filed (File a separate application for each return)‘ Form 990 Form 990-PF Form 1041-A Form 6069 I Form 990-BL Form 990-T (sec 401(a) or 408(a) trust) Form 4720 Form 8870 Form 990-EZ Form 990-T (trust other than above) Form 5227 STOP! Do not complete Part II it you were not already granted an automatic 3-month extension on a previously filed Form 8868. o The books are in the care of > FINANCE DEPARTMENT Telephone No b 786 662—7538 FAX No > 786 662—7444 0 If the organization does not have an office or place of busmess in the United States, check this box ...... > El 0 If this is for a Group Return, enter the organization's four digit Group Exemption Number (GEN) . If this is for the whole group, check this box _ , _ b I:I. If it is for part of the group, check this box , _ _ > and attach a list with the names and Ele of all members the extension is for 4 I request an additional 3-month extension of time until 08/15/2009 _ 5 For calendar year , or other tax year beginning 10 01 2007 and ending 09/:fi/2008 _ 6 If this tax year is for less than 12 months, check reason' I I Initial return I I Final return L_I Change in accounting period 7 State in detail Why YOU n68d the GX’tenSion INFORMATION NECESSARY TO PREPARE A COMPLETE AND ACCURATE RETURN IS NOT YET AVAILABLE.

8a If this application is for Form 990-BL, 990-PF, 990-T, 4720, or 6069, enter the tentative tax, less any nonrefundable credits. See instructions. 8a 5 NONE b If this application is for Form 990-PF, 990-T, 4720, or 6069, enter any refundable credits and estimated tax payments made. Include any prior year overpayment allowed as a credit and any amount paid previously with Form 8868. 8b 3 NONE c Balance Due. Subtract line 8b from line 8a. Include your payment With this form, or, if reqUired, deposn with FTD coupon or, if reqUIred, by using EFl'PS (Electronic Federal Tax Payment System) See instructions 8c s NONE Signature and Verification Under penalties of perjury, l declare that l have examined this form, including accompanying schedules and statements, and to the best of my knowledge and belief, it is tme, correct, and complete, and that I am authorized to prepare this form

M. Gimme. CPA omit—H0? DELOITTE TAX LLP Form 8868 (Rev 4-2008) 200 SOUTH ORANGE AVENUE, SUITE 1800 ORLANDO, FL 32801-3413

JSA 7F80552000 712V 06/10/2009 08:58:05 V07—8.7 BAP—0287 1