Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
HARVARD PILGRIM HEALTH CARE FOUNDATION INC
Employer identification number
04-2708004
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% 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). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) a person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the the supported organization?
................
11g(i)
Yes
(ii)
a family member of a person described in (i) above?
......................
11g(ii)
No
(iii)
a 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
No
h
Provide the following information about the supported organization(s).
(i) Name of supported organization
(ii) EIN
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))
(iv) Is the organization in col. (i) listed in your governing document?
(v) Did you notify the organization in col. (i) of your support?
(vi) Is the organization in col. (i) organized in the U.S.?
(vii) Amount of support?
Yes
No
Yes
No
Yes
No
(1)
HARVARD PILGRIM HEALTH CARE INC
042452600
09
Yes
0
Total
0
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 2
Part II
Support Schedule for Organizations Described in IRC 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
4
Total. Add lines 1 through 3..
5
The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included
on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6
Public Support. Subtract line 5 from line 4.
Section B. Total Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
7
Amounts from line 4..
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
10
Other income. (Explain in Part IV.) Do not include gain or loss from the sale of capital assets..
11
Total support (Add lines 7 through 10).
12
Gross receipts from related activities, etc. (See instructions.)
..................
12
13
First Five Years
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here..........................................
Section C. Computation of Public Support Percentage
14
Public Support Percentage for 2010 (line 6 column (f) divided by line 11 column (f))
.........
14
15
Public Support Percentage for 2009 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2010.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
......................
b
33 1/3% support test—2009.
If the organization did not check the box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2010.
If the organization did not check a box on line 13, 16a, or 16b and line 14
is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported
organization
..................................................
b
10%-facts-and-circumstances test—2009.
If the organization did not check a box on line 13, 16a, 16b, or 17a and line
15 is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported organization
..............................................
18
Private Foundation
If the organization did not check a box on line 13, 16a, 16b, 17a or 17b, check this box and see
instructions
...................................................
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 3
Part III
Support Schedule for Organizations Described in IRC 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2
Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
4
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5
The value of services or facilities furnished by a governmental unit to the organization without charge..
6
Total. Add lines 1 through 5.
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
b
Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c
Add lines 7a and 7b..
8
Public Support (Subtract line 7c from line 6.)
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
9
Amounts from line 6...
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c
Add lines 10a and 10b.
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
13
Total support (Add lines 9, 10c, 11 and 12.).
14
First Five Years
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public Support Percentage for 2010 (line 8 column (f) divided by line 13 column (f))
.........
15
16
Public support percentage from 2009 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2010 (line 10c column (f) divided by line 13 column (f))
......
17
18
Investment income percentage from 2009 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2010.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3% and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
..........
b
33 1/3% support tests—2009.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
....
20
Private Foundation
If the organization did not check a box on line 14, 19a or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 4
Part IV
Supplemental Information.
Supplemental Information. Complete this part to provide the explanation required by Part II, line 10; Part II, line 17a or 17b; or Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
Schedule A (Form 990 or 990-EZ) 2010
Additional Data
Software ID:
Software Version:
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
HARVARD PILGRIM HEALTH CARE FOUNDATION INC
Employer identification number
04-2708004
Identifier
Return Reference
Explanation
PART I, LINE 6:
THE FOUNDATION'S VOLUNTEERS INCLUDE UNCOMPENSATED DIRECTORS WHO SERVE ON A VOLUNTARY BASIS.
PART VI, LINE 2:
BUSINESS RELATIONSHIP - THE FOLLOWING INDIVIDUALS SERVE ON THE BOARDS OF ONE OR MORE FOR PROFIT ORGANIZATIONS RELATED TO THE FOUNDATION: LAURA S. PEABODY - PRESIDENT AND DIRECTOR JAMES W. DUCHARME - TREASURER (UNTIL SEPTEMBER 23, 2010) MICHELLE CLAYMAN - TREASURER (AS OF SEPTEMBER 23, 2010)
PART VI, LINE 6:
HARVARD PILGRIM HEALTH CARE, INC. IS THE PARENT AND SOLE MEMBER OF THE FOUNDATION.
PART VI, LINE 7A:
HARVARD PILGRIM HEALTH CARE, INC. (HPHC, INC.) IS THE SOLE MEMBER OF THE FOUNDATION. THE HPHC, INC. BOARD OF DIRECTORS AT ITS ANNUAL MEETING RATIFIES THE SLATE OF ELECTED FOUNDATION DIRECTORS WHEN IT ELECTS THE DIRECTORS OF ITS SUBSIDIARIES. ANY VACANCY IN THE FOUNDATION'S BOARD OF DIRECTORS MAY BE FILLED BY THE HPHC, INC. BOARD OF DIRECTORS OR BY THE MAJORITY OF THE FOUNDATION DIRECTORS THEN IN OFFICE.
PART VI, LINE 7B:
THE FOUNDATION'S BYLAWS SET FORTH RESERVED POWERS OF THE SOLE MEMBER, HPHC, INC., WHICH INCLUDE THE POWER TO APPROVE CERTAIN ACTIONS, SUCH AS ANY AMENDMENT TO THE FOUNDATION'S ARTICLES OF ORGANIZATION OR BYLAWS; THE MERGER, CONSOLIDATION OR DISSOLUTION OF THE FOUNDATION; AND THE SALE, LEASE, TRANSFER OR OTHER DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE FOUNDATION'S ASSETS.
PART VI, LINE 11B:
ONCE THE FOUNDATION'S FORM 990 IS COMPLETED WITH THE ASSISTANCE OF ITS OUTSIDE TAX ACCOUNTANTS, IT IS FIRST REVIEWED BY HARVARD PILGRIM'S INTERNAL MANAGEMENT AND THEN BY HARVARD PILGRIM'S AUDIT COMMITTEE CHAIRPERSON (AN INDEPENDENT MEMBER OF THE BOARD OF DIRECTORS OF HARVARD PILGRIM HEALTH CARE, INC.). THE COMPLETED FORM 990 IS PROVIDED TO ALL MEMBERS OF THE HPHC, INC. BOARD OF DIRECTORS AS WELL AS THE FOUNDATION BOARD OF DIRECTORS PRIOR TO THE FORM BEING FILED WITH THE IRS.
PART VI, LINE 12C:
THE FOUNDATION'S DIRECTORS, OFFICERS, AND KEY EMPLOYEE ARE SUBJECT TO HARVARD PILGRIM HEALTH CARE'S CODE OF CONDUCT WHICH INCLUDES A CONFLICTS OF INTEREST POLICY. THE CONFLICTS OF INTEREST POLICY REQUIRES DIRECTORS, OFFICERS, AND THE KEY EMPLOYEE TO DISCLOSE ON AN ONGOING BASIS THE OCCURRENCE OF ANY SITUATION WHEN THEIR OUTSIDE ACTIVITIES, PERSONAL INTERESTS OR RELATIONSHIPS MIGHT INFLUENCE, OR APPEAR TO INFLUENCE, THEIR ABILITY TO MAKE OBJECTIVE DECISIONS IN THE COURSE OF PERFORMING THEIR JOB RESPONSIBILITIES, HINDER OR DISTRACT FROM THE PERFORMANCE OF THEIR JOB RESPONSIBILITIES, ARE PREJUDICIAL TO THE LEGITIMATE INTERESTS OF THE FOUNDATION, OR CAUSES THE USE OF THE FOUNDATION RESOURCES FOR OTHER THAN FOUNDATION PURPOSES. IN ADDITION TO BEING SUBJECT TO THE FOUNDATION'S CONFLICTS OF INTEREST POLICY, THE FOUNDATION'S BOARD OF DIRECTORS ARE ANNUALLY REQUIRED TO COMPLETE AND SIGN A CONFLICTS OF INTEREST DISCLOSURE FORM, WHICH IS REPORTED TO THE BOARD OF DIRECTORS IN ACCORDANCE WITH THE DISCLOSURE AND REVIEW PROCESS SET FORTH IN THE FOUNDATION'S BYLAWS. IN ADDITION, THE FOUNDATION'S KEY EMPLOYEE MAKES DECISIONS ON BEHALF OF THE ORGANIZATION AND IS IN A POSITION TO INFLUENCE DECISIONS MADE ON BEHALF OF THE FOUNDATION. THE KEY EMPLOYEE IS SURVEYED ON AN ANNUAL BASIS. THE EMPLOYEE MUST COMPLETE AND SIGN A CONFLICTS OF INTEREST DISCLOSURE FORM AND SUBMIT IT TO THE VICE PRESIDENT OF CORPORATE COMPLIANCE PROGRAMS (COMPLIANCE OFFICER). THESE FORMS ARE THEN REVIEWED BY THE COMPLIANCE OFFICER AND THE ASSOCIATE GENERAL COUNSEL RESPONSIBLE FOR CORPORATE COMPLIANCE & SPECIAL INVESTIGATIONS (COUNSEL). IF A DISCLOSURE OF A CONFLICT OF INTEREST OR POTENTIAL CONFLICT OF INTEREST IS MADE, THE COMPLIANCE OFFICER AND COUNSEL MAKE A DETERMINATION IF SUCH DISCLOSURE IS MATERIAL AND NEEDS TO BE MANAGED, MITIGATED OR ELIMINATED. AS A GENERAL RULE, CONFLICTS OF INTEREST ARE NOT PERMITTED. HOWEVER, IN CERTAIN AREAS, IF THE CONFLICT IS NOT MATERIAL AND IS PROMPTLY AND FULLY DISCLOSED AND IS APPROVED BY THE COMPLIANCE OFFICER, A WAIVER OF THE CONFLICT MAY BE GRANTED AND APPROPRIATE STEPS WILL BE TAKEN TO MITIGATE THE CONFLICT.
PART VI, LINE 15:
THE FOUNDATION DOES NOT COMPENSATE ITS PRESIDENT, OFFICERS, AND KEY EMPLOYEE. THE COMPENSATION REPORTED FOR THESE INDIVIDUALS ARE PAID BY HARVARD PILGRIM HEALTH CARE, INC. (HPHC, INC.), A RELATED ORGANIZATION OF THE FOUNDATION. THEREFORE, THEIR COMPENSATION AND BENEFITS ARE DETERMINED BY HPHC, INC.
PART VI, LINE 19:
THE FOUNDATION FURNISHES ITS GOVERNING DOCUMENTS, FINANCIAL STATEMENTS, AND CONFLICTS OF INTEREST POLICY TO THE PUBLIC UPON REQUEST.
PART VII, SECTION B, LINE 1:
ANY INDEPENDENT CONTRACTORS ARE RETAINED BY THE PARENT COMPANY, HARVARD PILGRIM HEALTH CARE, INC.
PART XI, LINE 5:
OTHER CHANGES IN NET ASSETS: UNREALIZED GAIN ON INVESTMENTS $57,445; TOTAL PART XI, LINE 5 $57,445.
HOURS DEVOTED FOR RELATED ORGANIZATION
FORM 990 PART VII
NAME:LAURA S. PEABODY TITLE:PRESIDENT/CHAIR HOURS:50
HOURS DEVOTED FOR RELATED ORGANIZATION
FORM 990 PART VII
NAME:JOSEPH F. O'DONNELL TITLE:DIRECTOR (AS OF 3/11/10) HOURS:3
HOURS DEVOTED FOR RELATED ORGANIZATION
FORM 990 PART VII
NAME:JOHN H. BUDD, ESQ TITLE:DIRECTOR (UNTIL 3/11/10) HOURS:5
HOURS DEVOTED FOR RELATED ORGANIZATION
FORM 990 PART VII
NAME:MICHELLE CLAYMAN TITLE:TREASURER (AS OF 9/23/10) HOURS:50
HOURS DEVOTED FOR RELATED ORGANIZATION
FORM 990 PART VII
NAME:JAMES W. DUCHARME TITLE:CFO/TREASURER (UNTIL 9/23/10) HOURS:50
HOURS DEVOTED FOR RELATED ORGANIZATION
FORM 990 PART VII
NAME:THOMAS MALONEY TITLE:CLERK HOURS:50
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.