Cleveland Clinic Health System Obligated Group - FMSbonds.com

GovernanceThe Cleveland Clinic is the sole member of CCHS-East Region (which owns and operates Euclid, Hillcrest,Huron and South Pointe Hospitals) and CCHS-Western Region (which is the parent of Fairview and Lutheran), andis the sole regular member of Marymount, and has substantial control of the facilities, finances and operations ofthose entities through certain reserve powers, direct representation on each entity’s Board of Trustees and othergovernance controls. Each of CCHS-East Region, CCHS-Western Region, Fairview, Lutheran and Marymount isan Ohio nonprofit corporation and a Tax-Exempt Organization. CCHS-Western Region is not a member of theObligated Group; each of the others is a member of the Obligated Group.C. FLORIDACleveland Clinic Health System operations in southeast Florida consist of clinical and hospital servicesprovided, and medical education and research conducted, at the Weston Clinic and the Weston Hospital located inWeston, Broward County, Florida. The Weston Clinic is owned and operated by Florida Clinic, which is a memberof the Obligated Group. The Weston Hospital is owned and operated by CCF Florida Hospital Corporation, whosesole member is the Cleveland Clinic, but which is not a member of the Obligated Group.Florida ClinicFlorida Clinic is a Florida nonprofit corporation and Tax-Exempt Organization. The Cleveland Clinic isFlorida Clinic’s sole member. Florida Clinic’s Articles of Incorporation provide certain reserve powers to theCleveland Clinic as its sole member, including approval of changes to the Articles of Incorporation and Bylaws.The Board of Trustees of Florida Clinic is currently comprised of six trustees, all of whom (including ClevelandClinic’s Chief Executive Officer and Chief of Staff) are also members of the Executive Committee of ClevelandClinic’s Board of Trustees. The Board of Trustees is empowered with all of the powers and duties necessary orappropriate for the administration of the affairs of Florida Clinic and may do all acts as are not by law or by theArticles of Incorporation or the Bylaws directed to be exercised by the members. Certain corporate officers of theCleveland Clinic are also corporate officers of Florida Clinic.Weston Clinic. Weston Clinic is a 190,000 square foot outpatient facility and educational building openedin July 2001, located on a 42-acre campus that includes the Weston Hospital, a medical office building, researchfacilities, a medical library and facilities for graduate medical education. This facility was built to replace theFlorida Clinic’s original operations in Fort Lauderdale. The Weston Clinic has approximately 150 physicians onstaff covering 45 different specialties and subspecialties.D. MARKET DYNAMICSNortheast OhioCompetition. In addition to the Cleveland Clinic Health System, there are numerous other healthcareproviders in northeast Ohio, including University Hospitals, Summa Health System, MetroHealth Medical Center,Akron General Health System, UHHS/CSAHS, Inc.-Cuyahoga, Lake Hospital System, Community Health Partnersand other community and regional hospitals. The largest of these other northeast Ohio healthcare providers isUniversity Hospitals. According to its website, University Hospitals is a broad-based healthcare system servingpatients throughout northeastern Ohio. Its primary hospital facility is the 801-bed University Hospitals CaseMedical Center, which includes Rainbow Babies and Children’s Hospital, Ireland Cancer Center and MacDonaldWomen’s Hospital and is the primary affiliate and teaching hospital of the CWRU School of Medicine. UniversityHospitals has announced plans for the expansion of its main campus on the east side of Cleveland that will include a200-bed cancer hospital, an expanded emergency department and a new neonatal intensive care unit. It has alsoannounced plans to construct a state-of-the-art Suburban Center for Health in the eastern suburbs of Cleveland thatwill include a 200 bed hospital, ambulatory surgery center, and physician offices.A-17