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
MEMORIAL HEALTH SERVICES
Employer identification number
95-1643381
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)
No
(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)
LONG BEACH MEMORIAL MEDICAL CENTER
953527031
03
Yes
Yes
Yes
0
(2)
SADDLEBACK MEMORIAL MEDICAL CENTER
952585792
03
Yes
Yes
Yes
0
(3)
ANAHEIM MEMORIAL MEDICAL CENTER
951966746
09
Yes
Yes
Yes
0
(4)
ORANGE COAST MEMORIAL MEDICAL CENTER
330687414
03
Yes
Yes
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
MEMORIAL HEALTH SERVICES
Employer identification number
95-1643381
Identifier
Return Reference
Explanation
PROGRAM SERVICE ACCOMPLISHMENTS
FORM 990, PART III, LINE 4
MEMORIALCARE HEALTH SYSTEM IS A NOT-FOR-PROFIT INTEGRATED DELIVERY SYSTEM, WHICH INCLUDES LONG BEACH MEMORIAL MEDICAL CENTER (INCLUDING COMMUNITY HOSPITAL OF LONG BEACH), MILLER CHILDREN'S MEDICAL CENTER, ORANGE COAST MEMORIAL MEDICAL CENTER, SADDLEBACK MEMORIAL MEDICAL CENTER IN LAGUNA HILLS AND SAN CLEMENTE, MEMORIALCARE IMAGING CENTER - SAN CLEMENTE, AND MEMORIALCARE MEDICAL FOUNDATION. THE MEMORIALCARE HEALTH SYSTEM OPERATES 1,537 LICENSED PATIENT BEDS. FOR FY2011, THE SYSTEM'S HOSPITALS RECORDED 305,481 PATIENT DAYS, 67,974 PATIENT DISCHARGES, 37,127 SURGERIES, 9,505 BABIES DELIVERED, 169,406 EMERGENCY DEPARTMENT VISITS, AND 57,464 HOME HEALTH VISITS. MEMORIALCARE HAS GAINED WIDESPREAD RECOGNITION FOR ITS UNIQUE APPROACH TO HEALTH CARE. MEMORIALCARE HEALTH SYSTEM IS LISTED AMOUNG THE TOP 20 PERCENT OF HEALTH SYSTEMS NATIONWIDE BY THOMSON REUTERS. THE ORGANIZATION HAS ALSO BEEN IDENTIFIED AS ONE OF THE TOP INTEGRATED SYSTEMS IN AMERICA (VERISPAN TOP 100), A LEADING HOSPITAL ORGANIZATION FOR TECHNOLOGY (MOST WIRED HOSPITALS), ONE OF THE BEST GOVERNED HOSPITAL SYSTEMS IN THE U.S. (THE GOVERNANCE INSTITUTE) AND FOR HAVING THE TOP LEADERSHIP TEAM IN THE COUNTRY (HEALTHLEADERS). IN ADDITION, MEMORIALCARE HEALTH SYSTEM WAS HONORED AS ONE OF THE TOP 25 BEST HEALTH SYSTEMS FOR OVERALL CARE AND HEART ATTACK, HEART FAILURE AND SURGICAL CARE BY TOTAL BENCHMARK SOLUTION'S ANNUAL COMPETITION. MEMORIALCARE'S PRIMARY PROGRAM SERVICES ARE FOCUSED ON PATIENT CARE AND ADDRESS OUR CHARITABLE MISSION TO IMPROVE THE HEALTH OF THE COMMUNITIES WE SERVE. MEMORIALCARE AND ITS MEMBER HOSPITALS ARE COMMITTED TO MEETING THE HEALTH CARE NEEDS OF PATIENTS WHO MAY BE UNINSURED OR UNDERINSURED. AS PART OF FULFILLING THIS COMMITMENT, WE PROVIDE MEDICALLY NECESSARY SERVICES, WITHOUT COST OR AT A REDUCED COST, TO PATIENTS WHO QUALIFY BASED ON INCOME. MEMORIALCARE REPORTS COMMUNITY BENEFIT ON A SYSTEM-LEVEL BASIS, THEREFORE, THE COMMUNITY BENEFIT EFFORTS REPORTED IN THIS REPORT REPRESENT THE ENTIRE SYSTEM. THE COMMUNITY BENEFIT THAT MEMORIALCARE PROVIDES INCLUDES CHARITY CARE FREE OR DISCOUNTED HEALTH SERVICES, MEDICAID (MEDI-CAL) SHORTFALL, UNREIMBURSED COSTS OF GOVERNMENT-SPONSORED HEALTH PROGRAMS, HEALTH PROFESSIONS EDUCATION, SUBSIDIZED HEALTH SERVICES, AND COMMUNITY BUILDING ACTIVITIES.
DESCRIBE THE PROCESS USED BY MANAGEMENT &/OR GOVERNING BODY TO REVIEW 990
FORM 990, PART VI, LINE 11B
THE 990 WAS PREPARED BY THE ACCOUNTING DEPARTMENT WITH INFORMATION GATHERED FROM LEGAL AND UPPER MANAGEMENT. THE 990 WAS REVIEWED BY THE CONTROLLERS OF EACH FACILITY AND THE CFO. THE 990 FOR MEMORIAL HEALTH SERVICES (MHS) IS TAKEN BEFORE THE MHS BOARD BY THE MHS CFO WHO REVIEWS IT WITH THEM PRIOR TO RELEASE TO THE IRS.
DESCRIPTION OF PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS OF INTEREST
FORM 990, PART VI, LINE 12C
THE GENERAL COUNSEL'S OFFICE ANNUALLY SURVEYS EACH DIRECTOR AND OFFICER AND REQUIRES AFFIRMATION THAT THE CONFLICT OF INTEREST POLICY HAS BEEN READ AND UNDERSTOOD. THE RESULTS OF THE SURVEY ARE REPORTED TO THE GOVERNANCE COMMITTEE, WHICH IS RESPONSIBLE FOR GOVERNANCE OVERSIGHT AND NOMINATIONS. CONFLICTS ARE EVALUATED FOR BEING OCCASIONAL OR DISABLING IN NATURE. THE GENERAL COUNSEL MAKES THE INITIAL EVALUATION AND ADVISES THE GOVERNANCE COMMITTEE IN ITS DELIBERATIONS. WHEN AN OCCASIONAL CONFLICT IS IDENTIFIED, THE GENERAL COUNSEL ADVISES THE SUBJECT DIRECTOR AND GOVERNANCE IN A "REBUTTABLE PRESUMPTION" TYPE PROCESS. SHOULD A DISABLING CONFLICT BE IDENTIFIED, THE DIRECTOR RESIGNS OR IS REMOVED UPON THE RECOMMENDATION OF THE GENERAL COUNSEL, GOVERNANCE COMMITTEE AND BOARD. IN ADDITION, AN ANNUAL NOTICE IS SENT BY EMAIL TO EACH EMPLOYEE HAVING EMAIL REGARDING THE ACCEPTANCE OF GIFTS.
ADOPTION OF WHISTLEBLOWER POLICY
FORM 990, PART VI, LINE 13
WHILE MHS HAS A WHISTLEBLOWER POLICY IN PLACE, THE POLICY HAD NOT BEEN FORMALLY APPROVED BY THE BOARD, OR A COMMITTEE OF THE BOARD, BY JUNE 30, 2011. THE POLICY WILL BE ADOPTED BY THE BOARD BEFORE JUNE 30, 2012.
ADOPTION OF DOCUMENT RETENTION AND DESTRUCTION POLICY
FORM 990, PART VI, LINE 14
WHILE MHS HAS A DOCUMENT RETENTION AND DESTRUCTION POLICY IN PLACE, THE POLICY HAD NOT BEEN FORMALLY APPROVED BY THE BOARD, OR A COMMITTEE OF THE BOARD, BY JUNE 30, 2011. THE POLICY WILL BE ADOPTED BY THE BOARD BEFORE JUNE 30, 2012.
PROCESS USED TO DETERMINE COMPENSATION
FORM 990, PART VI, LINES 15A & 15B
VP'S AND ABOVE (INCLUSIVE OF CEO'S) COMPENSATION IS REVIEWED BY AN EXTERNAL CONSULTANT WITH FINAL REVIEW AND APPROVAL BY THE MHS BOARD OF DIRECTORS AND THEIR OUTSIDE COUNSEL. ALL MARKET DATA IS OBTAINED FROM THIRD PARTY SURVEY SOURCES. MARKET DATA REVIEWS ARE CONSISTENTLY COMPLETED ON AN ANNUAL BASIS. REVIEW OF MANAGERS, PROGRAM DIRECTOR, DIRECTORS AND EXECUTIVE DIRECTORS COMPENSATION IS CONDUCTED BY MHS COMPENSATION MANAGER IN CONJUNCTION WITH THE COMPENSATION VALUE ADDED TEAM. FINAL APPROVAL IS OBTAINED FROM THE MHS COO AND MHS SVP PEOPLE & CULTURE/LEGAL. MANAGEMENT WAS REVIEWED ON JANUARY 27, 2011 AND EXECUTIVES WERE REVIEWED AND APPROVED BY THE COMPENSATION COMMITTEE OCTOBER 24, 2011. THE PROCESS OF DETERMINING COMPENSATION IS DOCUMENTED IN THE MINUTES OF THE MEMORIAL HEALTH SERVICES BOARD.
AVAIL OF GOV DOCS, CONFLICT OF INTEREST POLICY, & FIN STMTS TO GEN PUBLIC
FORM 990, PART VI, LINE 19
THE GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT MADE AVAILABLE TO THE GENERAL PUBLIC (ITS ARTICLES ARE AVAILABLE FROM THE CALIFORNIA SECRETARY OF STATE). THE FINANCIAL STATEMENTS ARE AVAILABLE TO THE GENERAL PUBLIC UPON REQUEST.
HOURS DEVOTED TO RELATED ORGANIZATIONS
FORM 990, PART VII
BARRY ARBUCKLE IS THE PRESIDENT/CEO OF MEMORIAL HEALTH SERVICES (MHS) AND ANAHEIM MEMORIAL MEDICAL CENTER (AMMC). HE SERVES ON THE BOARD OF LONG BEACH MEMORIAL MEDICAL CENTER (LBMMC), MEMORIALCARE MEDICAL FOUNDATION (MMF), ORANGE COAST MEMORIAL MEDICAL CENTER (OCMMC), AND SADDLEBACK MEMORIAL MEDICAL CENTER (SMMC). HE IS ALSO THE CHAIRMAN OF THE BOARD OF DIRECTORS OF NATIONAL HEALTHCARE SERVICES (NHS), A RELATED FOR-PROFIT ENTITY. HE DEVOTES 50 HOURS PER WEEK TO MHS, 2 HOURS PER WEEK TO LBMMC, NHS, OCMMC, AND SMMC AND 1 HOUR PER WEEK TO MMF. THE COMPENSATION REPORTED ON PART VII AND SCHEDULE J FOR BARRY ARBUCKLE REPRESENTS HIS ENTIRE COMPENSATION. RICHARD GRANIERE IS THE CFO/TREASURER OF MEMORIAL HEALTH SERVICES (MHS) AND ANAHEIM MEMORIAL MEDICAL CENTER (AMMC). WITHIN HIS ROLE AT MHS, HE DEVOTES 51 HOURS PER WEEK TO MHS, 2 HOURS PER WEEK TO LBMMC, MMF, OCMMC, AND SMMC AND 1 HOUR PER WEEK TO AMMC. THE COMPENSATION REPORTED ON PART VII AND SCHEDULE J FOR RICHARD GRANIERE REPRESENTS HIS ENTIRE COMPENSATION. KAREN TESTMAN IS THE SENIOR VICE PRESIDENT OF FINANCIAL OPERATIONS OF MEMORIAL HEALTH SERVICES (MHS) AND ANAHEIM MEMORIAL MEDICAL CENTER (AMMC). WITHIN HER ROLE AT MHS, SHE DEVOTES 51 HOURS PER WEEK TO MHS, 2 HOURS PER WEEK TO LBMMC, MMF, OCMMC, AND SMMC AND 1 HOUR PER WEEK TO AMMC. THE COMPENSATION REPORTED ON PART VII AND SCHEDULE J FOR KAREN TESTMAN REPRESENTS HER ENTIRE COMPENSATION. BRUCE CHANNING, BOARD MEMBER OF MHS, ALSO SERVES ON THE BOARD OF SADDLEBACK MEMORIAL MEDICAL CENTER WHERE HE DEVOTES 2 HOURS PER WEEK AND SADDLEBACK MEMORIAL FOUNDATION WHERE HE DEVOTES 1 HOUR PER WEEK. LARRY JACKSON, BOARD MEMBER OF MHS, ALSO SERVES ON THE BOARD OF LONG BEACH MEMORIAL MEDICAL CENTER WHERE HE DEVOTES 2 HOURS PER WEEK. LARRY LAMBERT, VICE CHAIRMAN AND BOARD MEMBER OF MHS, ALSO SERVES ON THE BOARD OF LONG BEACH MEMORIAL MEDICAL CENTER WHERE HE DEVOTES 2 HOURS PER WEEK. THOMAS COLLINS, BOARD MEMBER OF MHS, ALSO SERVES AS BOARD CHAIRMAN OF MEMORIALCARE MEDICAL FOUNDATION WHERE HE DEVOTES 1 HOUR PER WEEK. THOMAS ROGERS, BOARD MEMBER OF MHS, ALSO SERVES ON THE BOARD OF SADDLEBACK MEMORIAL MEDICAL CENTER WHERE HE DEVOTES 2 HOURS PER WEEK. ROBERT SHACK, BOARD MEMBER OF MHS, ALSO SERVES ON THE BOARD OF ORANGE COAST MEMORIAL MEDICAL CENTER WHERE HE DEVOTES 2 HOURS PER WEEK.
OTHER CHANGES IN NET ASSETS OR FUND BALANCES
FORM 990, PART VII
UNREALIZED GAIN ON INVESTMENTS $66,609,193 EQUITY TRANSFER FROM AMMC $ 8,342,976 CHANGE IN FAIR VALUE OF DERIVATIVES $ 148,855 --------------- TOTAL $75,101,024
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.