Attach to Form 990 or Form 990-EZ.
See separate instructions.| (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)
SPECTRUM HEALTH UNITED |
381358412 | 3 | Yes | 0 | |||||
| (2)
SPECTRUM HEALTH KELSEY |
381297435 | 3 | No | 0 | |||||
| Total | 0 | ||||||||
| Calendar year(or fiscal year beginning in) | (a) 2007 | (b) 2008 | (c) 2009 | (d) 2010 | (e) 2011 | (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. | ||||||
| Calendar year(or fiscal year beginning in) | (a) 2007 | (b) 2008 | (c) 2009 | (d) 2010 | (e) 2011 | (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). | ||||||






| Calendar year(or fiscal year beginning in) | (a) 2007 | (b) 2008 | (c) 2009 | (d) 2010 | (e) 2011 | (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.) | ||||||
| Calendar year (or fiscal year beginning in) | (a) 2007 | (b) 2008 | (c) 2009 | (d) 2010 | (e) 2011 | (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.). | ||||||




| Facts And Circumstances Test |
|---|
| Explanation |
|---|
| SUPPORTED ORGANIZATIONS, SCHEDULE A, PART I, LINE 11H(VII), IT WAS NOTED ON THE 2009 FORM 990 THAT THE ORGANIZATION'S ARTICLES OF INCORPORATION WERE BEING REVISED TO INCLUDE ALL OF THE ORGANIZATIONS LISTED IN PART I, LINE 11(H) AND THE REVISIONS WERE TO BE SUBMITTED TO THE BOARD OF DIRECTORS FOR APPROVAL PRIOR TO JUNE 30, 2011. DURING REVIEW OF THE ORGANIZATION'S ARTICLES OF INCORPORATION, IT WAS DETERMINED THAT GREATER EFFICIENCIES COULD BE CREATED BY MERGING THE ORGANIZATION INTO SPECTRUM HEALTH UNITED. THE MERGER WAS APPROVED BY THE SPECTRUM HEALTH HOSPITALS GOVERNING BOARD AND WAS COMPLETED FEBRUARY 1ST, 2012. FOR THIS REASON, THE ARTICLES OF INCORPORATION HAVE NOT BEEN REVISED AND THEY DO NOT NAME ALL OF THE ORGANIZATIONS LISTED IN PART I, LINE 11(H). AMBULATORY UNITED IS A SUPPORTING ORGANIZATION TO SPECTRUM HEALTH UNITED AND SPECTRUM HEALTH KELSEY. THE PURPOSES OF THIS ORGANIZATION, AS DEFINED IN THE ARTICLES OF INCORPORATION, ARE AS FOLLOWS: THE PURPOSES FOR WHICH THE CORPORATION IS ORGANIZED ARE EXCLUSIVELY CHARITABLE, RELIGIOUS, SCIENTIFIC, LITERARY OR EDUCATIONAL WITHIN THE MEANING OF SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS IT MAY BE AMENDED FROM TIME TO TIME, OR COMPARABLE PROVISIONS OF SUBSEQUENT LEGISLATION (THE "INTERNAL REVENUE CODE"), AND IN FURTHERANCE OF THESE PURPOSES, THE CORPORATION SHALL BE ORGANIZED AND OPERATED AS FOLLOWS: A. TO EMPLOY OR CONTRACT WITH DOCTORS OF MEDICINE, DULY LICENSED UNDER HE LAWS OF THE STATE OF MICHIGAN, TO ENABLE THEM TO PROVIDE THEIR PROFESSIONAL SERVICES AS AN INTEGRATED GROUP PRACTICE, TOWARD THE OBJECTIVE OF STRIVING TO PROVIDE HIGH QUALITY, COST EFFICIENT AND EFFECTIVE CARE TO MEMBERS OF THE COMMUNITY OF EVERY RACE AND CREED. B. TO INVEST THE FUNDS OF THE CORPORATION IN REAL ESTATE, MORTGAGES, STOCKS, BONDS, OR ANY OTHER TYPE OF INVESTMENT, AND TO OWN OR LEASE REAL AND PERSONAL PROPERTY NECESSARY OR DESIRABLE TO ENABLE PHYSICIANS TO RENDER PROFESSIONAL SERVICES TO ALL MEMBERS OF THE COMMUNITY IN NEED OF SUCH SERVICES. C. TO CONTRACT WITH OTHER ORGANIZATIONS, WITH INDIVIDUALS, AND WITH GOVERNMENTAL AGENCIES IN FURTHERANCE OF THE PURPOSES OF THE CORPORATION. D. TO PROVIDE A BENEFIT TO ITS CORPORATE MEMBER, UNITED MEMORIAL HOSPITAL ASSOCIATION, A MICHIGAN NONPROFIT CORPORATION, (THE "MEMBER"), WHICH IS EXEMPT FROM FEDERAL INCOME TAXATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE, TO THE EXTENT PERMITTED UNDER THESE RESTATED ARTICLES OF INCORPORATION, THE BYLAWS OF THE CORPORATION AND THE MICHIGAN NONPROFIT CORPORATION ACT, AS THE SAME MAY BE AMENDED FROM TIME TO TIME (THE "ACT"). E. TO DO SUCH THINGS AND TO PERFORM SUCH ACTS AS THE BOARD OF DIRECTORS OF THE CORPORATION OR THE MEMBER MAY DEEM APPROPRIATE TO ACCOMPLISH THE PURPOSES OF THE CORPORATION. F. TO OTHERWISE OPERATE EXCLUSIVELY FOR CHARITABLE, RELIGIOUS, SCIENTIFIC, LITERARY OR EDUCATIONAL PURPOSES WITHIN THE MEANING OF SECTION 501(C)(3)OF THE INTERNAL REVENUE CODE IN THE COURSE OF WHICH OPERATION: (I) NO PART OF THE NET EARNINGS OF THE CORPORATION SHALL INURE TO THE BENEFIT OF, OR BE DISTRIBUTABLE TO, ITS MEMBER, DIRECTORS, OFFICERS, EMPLOYEES OR OTHER PERSONS, EXCEPT THAT THE CORPORATION SHALL BE AUTHORIZED AND EMPOWERED TO PAY REASONABLE COMPENSATION FOR SERVICES RENDERED AND TO MAKE PAYMENTS AND DISTRIBUTIONS IN FURTHERANCE OF THE PURPOSES SET FORTH HEREIN. (II) NO SUBSTANTIAL PART OF THE ACTIVITIES OF THE CORPORATION SHALL BE THE CARRYING ON OF PROPAGANDA, OR OTHERWISE 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 ANY CANDIDATE FOR PUBLIC OFFICE EXCEPT AS AUTHORIZED UNDER THE INTERNAL REVENUE CODE. (III) NOTWITHSTANDING ANY OTHER PROVISIONS OF THESE RESTATED ARTICLES OF INCORPORATION, THE CORPORATION SHALL NOT CARRY ON ANY OTHER ACTIVITIES NOT PERMITTED TO BE CARRIED ON (A) BY A CORPORATION EXEMPT FROM FEDERAL INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE, OR (B)BY A CORPORATION, CONTRIBUTIONS TO WHICH ARE DEDUCTIBLE UNDER SECTION 170(C)(2) OF THE INTERNAL REVENUE CODE., |
| Software ID: | 11000230 |
| Software Version: | v2011.1.0 |
Attach to Form 990 or 990-EZ.| Identifier | Return Reference | Explanation |
|---|---|---|
| NUMBER OF EMPLOYEES | FORM 990, PART I, LINE 5 | THE ORGANIZATION MAY HAVE INDIRECT EMPLOYEES. COMPENSATION FOR THESE EMPLOYEES IS PAID BY A RELATED ORGANIZATION. AN ALLOCATION OF AMOUNTS PAID FOR INDIRECT EMPLOYEES IS PURSUANT TO A MANAGEMENT SERVICES CONTRACT AND IS INCLUDED ON LINES 5-10 OF PART IX. |
| Significant changes in program services | Form 990, Part III, Line 3 | AMBULATORY UNITED CEASED TO EXIST AFTER 1/31/2012 AND WAS MERGED INTO SPECTRUM HEALTH UNITED (EIN# 38-1358412) A NONPROFIT CORPORATION AND ITS SOLE MEMBER. |
| ENDOWMENT FUNDS | FORM 990, PART IV, LINE 10 | SPECTRUM HEALTH UNITED MEMORIAL FOUNDATION (38-2990574) HOLDS AN UNRESTRICTED, BOARD DESIGNATED ENDOWMENT TO BE USED FOR THE BENEFIT OF SPECTRUM HEALTH UNITED (38-1358412), SPECTRUM HEALTH KELSEY (38-1297435), AMBULATORY UNITED (38-3170488), AND UNITED LIFESTYLES (38-3589727). THE ENDOWMENT FUND IS PROPERLY REPORTED ON SCHEDULE D, PART V OF SPECTRUM HEALTH UNITED MEMORIAL FOUNDATIONS FORM 990. |
| Classes of members or stockholders | Form 990, Part VI, Section A, Line 6 | THE ORGANIZATION HAS ONE MEMBER(S)/STOCKHOLDER(S) AS FOLLOWS: - SPECTRUM HEALTH UNITED (F/K/A UNITED MEMORIAL HOSPITAL ASSOCIATION) (EIN 38-1358412), A MICHIGAN NONPROFIT CORPORATION. |
| Members or stockholders electing members of governing body | Form 990, Part VI, Section A, Line 7a | THE SOLE MEMBER(S) (SEE FORM 990, PART VI, LINE 6) OF THE ORGANIZATION APPOINTS ALL MEMBERS OF THE BOARD OF DIRECTORS. |
| Decisions requiring approval by members or stockholders | Form 990, Part VI, Section A, Line 7b | UNLESS OTHERWISE NOTED BELOW, THE SOLE MEMBER(S) (SEE FORM 990, PART VI, LINE 6) OF THE ORGANIZATION HAS THE RESERVED POWERS SET FORTH BELOW, AND SHALL NOT BE DEEMED AUTHORIZED UNLESS AND UNTIL APPROVED BY THE SOLE MEMBER(S): - AMENDMENT OF THE ARTICLES OF INCORPORATION OR BYLAWS OF THE ORGANIZATION, EXCEPT AS OTHERWISE PROVIDED IN THE BYLAWS; - ELECTION AND/OR REMOVAL OF THE MEMBERS AND THE PRESIDENT OF THE ORGANIZATION'S BOARD OF DIRECTORS; - ADOPTION OF THE ORGANIZATION'S STRATEGIC PLANS; - ADOPTION OF THE ORGANIZATION'S ANNUAL OPERATING AND CAPITAL BUDGETS, AND ANY AMENDMENTS TO SUCH BUDGETS; - ALL CAPITAL EXPENDITURES BY THE ORGANIZATION IN EXCESS OF A CERTAIN PRESET SPENDING LIMIT; - ALL BORROWINGS OR GUARANTEES OF INDEBTEDNESS BY THE ORGANIZATION (OR ANY ENTITY CONTROLLED BY THE ORGANIZATION); - ALL LENDING BY THE ORGANIZATION; - ANY DECISION TO PURSUE CERTAIN ADVOCACY INITIATIVES OR POSITIONS AT THE STATE OR FEDERAL LEVEL; - THE ORGANIZATION'S INVESTMENTS OF CASH AND/OR RESERVES, WHETHER ON AN INDIVIDUAL BASIS OR AS PART OF A POOLED INVESTMENT STRATEGY; - ANY MERGER OR CONSOLIDATION OF THE ORGANIZATION (OR ANY ENTITY CONTROLLED BY THE ORGANIZATION), OR ANY OTHER CHANGE IN OWNERSHIP PERCENTAGES, CONTROL, OR CAPITAL STRUCTURE OF THE ORGANIZATION (OR ANY ENTITY CONTROLLED BY THE ORGANIZATION); - THE CREATION OF ANY ENTITY CONTROLLED, DIRECTLY OR INDIRECTLY, BY THE ORGANIZATION; - THE SALE OR TRANSFER OF MORE THAN TEN PERCENT (10%) OF THE ASSETS OF THE ORGANIZATION (OR ANY ENTITY CONTROLLED BY THE ORGANIZATION) TO ANY PERSON OR ENTITY; - DISSOLUTION OF THE ORGANIZATION; - THE SELECTION, RETENTION, AND OVERSIGHT OF THE OUTSIDE AUDITORS FOR THE ORGANIZATION (OR ANY ENTITY CONTROLLED BY THE ORGANIZATION); AND - IN OTHER CASES WHEN REQUIRED BY LAW OR AS OTHERWISE PROVIDED IN THE BYLAWS. |
| REVIEW BY GOVERNING BOARD | FORM 990, PART VI, LINE 11A | AT THE TIME THIS FILING WAS COMPLETED, THE FILING ORGANIZATION HAD MERGED INTO SPECTRUM HEALTH UNITED (SHU) A RELATED ORGANIZATION. THE BOARD OF DIRECTORS OF SHU HAS THEREFORE ASSUMED THE RESPONSIBILITY OF OVERSIGHT FOR THE FILING ORGANIZATION'S ACTIVITY AND THEREFORE HAS REVIEWED THIS 990 TO APPROPRIATELY MEET THESE REQUIREMENTS. |
| Review of form 990 by governing body | Form 990, Part VI, Section B, Line 11b | A COPY OF THE FORM 990 IS PROVIDED TO THE BOARD OF DIRECTORS PRIOR TO FILING. THE REVIEW PROCESS FOR THIS FORM 990 IS AS FOLLOWS: 1. PREPARATION OF THE RETURN IS SUPERVISED AND REVIEWED BY THE ORGANIZATION'S CORPORATE TAX MANAGER. 2. A SECOND REVIEW IS PERFORMED BY AN EXTERNAL CPA FIRM WITH EXPERTISE IN TAX-EXEMPT RETURN PREPARATION. 3. THE RETURN IS REVIEWED BY THE ORGANIZATION'S FINANCE AND LEGAL DEPARTMENTS (INCLUDING THE VICE PRESIDENT OF FINANCE OR CHIEF FINANCIAL OFFICER) AND SHARED WITH THE MEMBERS OF THE BOARD OF DIRECTORS. 4. THE ORGANIZATON'S VICE PRESIDENT OF FINANCE OR CHIEF FINANCIAL OFFICER REVIEWS COMMENTS OR QUESTIONS RECEIVED BY MEMBERS OF THE BOARD OF DIRECTORS, IF ANY, TO ADDRESS OR TO INCORPORATE, AS APPROPRIATE, INTO THE RETURN PRIOR TO FILING. |
| Conflict of interest policy | Form 990, Part VI, Section B, Line 12c | BOARD OF DIRECTORS 1.CONFLICTS OF INTEREST MUST BE DISCLOSED, BOTH VIA AN ANNUAL ELECTRONIC DISCLOSURE PROCESS AS WELL AS VERBALLY AT A BOARD MEETING PRIOR TO DISCUSSION OF ANY AGENDA ITEM WITH REGARD TO WHICH A BOARD MEMBER HAS A CONFLICT. 2.A PERSON HAVING A FINANCIAL INTEREST IN A PROPOSED TRANSACTION OR ARRANGEMENT MAY MAKE A PRESENTATION AT A MEETING OF THE BOARD OF DIRECTORS OR COMMITTEE CONSIDERING THAT TRANSACTION OR ARRANGEMENT, BUT AFTER THAT PRESENTATION HE OR SHE SHALL LEAVE THE MEETING DURING DISCUSSION AND VOTING ON THAT PROPOSED TRANSACTION OR ARRANGEMENT. THE PERSON HAVING THE FINANCIAL INTEREST SHALL NOT BE COUNTED IN DETERMINING WHETHER A QUORUM IS PRESENT. 3.THE CHAIRPERSON OF THE BOARD OF DIRECTORS OR COMMITTEE SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE (INCLUDING OUTSIDE ADVISORS) TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT, AND TO ADVISE WHETHER THE PROPOSED TRANSACTION OR ARRANGEMENT IS IN SPECTRUM HEALTH'S BEST INTEREST. 4.THE BOARD OF DIRECTORS OR COMMITTEE SHALL EXERCISE DUE DILIGENCE TO DETERMINE WHETHER SPECTRUM HEALTH CAN, WITH REASONABLE EFFORTS, OBTAIN A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. 5.IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY ATTAINABLE UNDER CIRCUMSTANCES THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST, THE BOARD OF DIRECTORS OR COMMITTEE SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS AND MEMBERS WHETHER THE PROPOSED TRANSACTION OR ARRANGEMENT IS IN SPECTRUM HEALTH'S BEST INTEREST AND FOR ITS OWN BENEFIT AND WHETHER THE TRANSACTION IS FAIR AND REASONABLE TO SPECTRUM HEALTH, AND SHALL MAKE ITS DECISION AS TO WHETHER TO ENTER INTO THE TRANSACTION OR ARRANGEMENT IN CONFORMITY WITH SUCH DETERMINATION. 6.THE MINUTES OF THE MEETINGS OF THE BOARD OF DIRECTORS AND ALL SPECTRUM HEALTH COMMITTEES SHALL SET FORTH: A)THE NAMES OF THE PERSONS WHO DISCLOSED A FINANCIAL INTEREST IN A PROPOSED TRANSACTION OR ARRANGEMENT INVOLVING SPECTRUM HEALTH OR ANY OF ITS SUBSIDIARIES AND THE NATURE OF THE FINANCIAL INTEREST; AND B)THE NAMES OF THE PERSONS WHO WERE PRESENT FOR DISCUSSIONS AND VOTES RELATING TO SUCH TRANSACTION OR ARRANGEMENT, INCLUDING ANY DISCUSSION OF ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT, AND A RECORD OF ANY VOTES TAKEN IN CONNECTION WITH THAT MATTER. THE VOTES OF INDIVIDUAL MEMBERS NEED NOT BE RECORDED UNLESS OTHERWISE DIRECTED BY THE BOARD OF DIRECTORS OR COMMITTEE. MANAGEMENT 1. UPON ACCEPTANCE OF AN EMPLOYMENT OFFER, EACH MEMBER OF MANAGEMENT COMPLETES A CONFLICT OF INTEREST DISCLOSURE QUESTIONNAIRE. A COPY OF THE MEMBER OF MANAGEMENT'S DISCLOSURE QUESTIONNAIRE IS SENT TO THE ORGANIZATION'S LEGAL DEPARTMENT AND IS ALSO MAINTAINED BY HUMAN RESOURCES IN THAT PERSON'S PERSONNEL FILE. 2. ANNUALLY, EACH MEMBER OF MANAGEMENT COMPLETES AN ANNUAL CONFLICT OF INTEREST DISCLOSURE QUESTIONNAIRE ELECTRONICALLY. THE DISCLOSURE QUESTIONNAIRE IS REVIEWED BY THE LEGAL AND ORGANIZATIONAL INTEGRITY DEPARTMENTS. 3. THERE IS AN ONGOING REQUIREMENT THAT MEMBERS OF MANAGEMENT COMPLETE ANOTHER DISCLOSURE QUESTIONNAIRE AT ANY POINT DURING HIS/HER EMPLOYMENT WHEN A NEW POTENTIAL CONFLICT OF INTEREST ARISES. IF A MEMBER OF MANAGEMENT COMPLETES A DISCLOSURE QUESTIONNAIRE AS A RESULT OF A NEW POTENTIAL CONFLICT OF INTEREST, THAT DISCLOSURE QUESTIONNAIRE IS SUBMITTED TO THE LEGAL AND ORGANIZATIONAL INTEGRITY DEPARTMENTS FOR REVIEW. 4. THE LEGAL AND ORGANIZATIONAL INTEGRITY DEPARTMENTS, IN CONSULTATION WITH EXECUTIVE MANAGEMENT, DETERMINE HOW ANY REPORTED CONFLICTS SHOULD BE MANAGED. MANAGEMENT OF A CONFLICT MAY TAKE A VARIETY OF DIFFERENT FORMS FROM IMPLEMENTATION OF A MANAGEMENT PLAN TO REQUIRING THAT THE MEMBER OF MANAGEMENT CEASE THE ACTIVITY CREATING THE CONFLICT OR, IN EXTREME CASES, LEAVE ORGANIZATION'S EMPLOYMENT. MANAGEMENT IS DETERMINED ON AN INDIVIDUAL BASIS BASED UPON THE FACTS AND CIRCUMSTANCES SURROUNDING THE DISCLOSURE. THE PURPOSE OF CONFLICT MANAGEMENT IS TO PROVIDE TRANSPARENCY WITHIN THE ORGANIZATION AND TO ENSURE THAT ORGANIZATION'S EMPLOYEES ARE ALWAYS ACTING IN THE BEST INTEREST OF THE ORGANIZATION. |
| Process used to establish compensation of top management official | Form 990, Part VI, Section B, Line 15a | THE SPECTRUM HEALTH SYSTEM BOARD OF DIRECTORS (THROUGH ITS EXECUTIVE COMMITTEE) USES THE FOLLOWING PROCESS FOR DETERMINING COMPENSATION OF THE TOP MANAGEMENT OFFICIAL, OTHER OFFICERS, AND KEY EMPLOYEES AT AMBULATORY UNITED. LABOR MARKET DATA REFLECTING COMPARABLE ORGANIZATIONS AND JOBS (PREPARED BY INDEPENDENT FIRMS) ARE RELIED UPON. COMPETITIVE ASSESSMENT REPORTS ARE PROVIDED TO THE EXECUTIVE COMMITTEE IN ADVANCE OF MEETINGS. THE COMPETITIVE ASSESSMENT REPORT IS PREPARED BY A NATIONALLY KNOWN INDEPENDENT EXECUTIVE COMPENSATION FIRM AND, FOR FY 2012 (7/1/11-6/30/12), WAS BASED ON THE FOLLOWING INDEPENDENT SURVEYS OF HEALTH CARE EXECUTIVES AT COMPARABLE HEALTH SYSTEMS: * SULLIVAN, COTTER AND ASSOCIATES, INC.: 2011 SURVEY OF MANAGER AND EXECUTIVE COMPENSATION IN HOSPITALS AND HEALTH SYSTEMS * INTEGRATED HEALTHCARE STRATEGIES: 2011 HEALTHCARE EXECUTIVE COMPENSATION SURVEY * MERCER HUMAN RESOURCES CONSULTING: 2011 INTEGRATED HEALTH NETWORKS COMPENSATION SURVEY * TOWERS WATSON DATA SERVICES: 2011/2012 HOSPITAL AND HEALTHCARE MANAGEMENT COMPENSATION REPORT THESE SOURCES ARE CONSISTENT WITH THOSE USED IN LAST YEAR'S ANALYSIS. COMPENSATION ADJUSTMENTS ARE APPROVED BY EXECUTIVE COMMITTEE MEMBERS, CONSISTENT WITH THE SPECTRUM HEALTH COMPENSATION PHILOSOPHY DESCRIBED BELOW. MINUTES OF COMMITTEE DISCUSSIONS AND DECISIONS ARE PREPARED TO MEMORIALIZE EXECUTIVE COMMITTEE DECISIONS BASED UPON THE ABOVE DATA. CASH COMPENSATION DATA RELIED UPON BY THE EXECUTIVE COMMITTEE IS NATIONAL AND REFLECTS THE COMPENSATION PAID TO EXECUTIVES IN COMPARABLE JOBS IN COMPARABLY-SIZED HEALTHCARE ORGANIZATIONS. SPECTRUM HEALTH RECRUITS NATIONALLY FOR ITS EXECUTIVES. BENEFITS DATA REFLECT NATIONAL HEALTHCARE MARKET PRACTICES. GEOGRAPHIC PAY DIFFERENTIAL AND COST OF LIVING DATA INDICATE CONSISTENCY WITH NATIONAL DATA. THIS PROCESS IS INTENDED TO ASSIST SPECTRUM HEALTH IN QUALIFYING FOR THE REBUTTABLE PRESUMPTION OF REASONABLENESS (INTERMEDIATE SANCTIONS REGULATIONS) AND COMPLYING WITH THE POTENTIAL SPECTRUM HEALTH EXCESS BENEFIT TRANSACTION POLICY FOR THOSE INDIVIDUALS IN THE GROUP WHO ARE DISQUALIFIED PERSONS. THE OPINION SUBMITTED FROM THE THIRD PARTY INDEPENDENT CONSULTING FIRM IS IN ACCORDANCE WITH THE PROVISIONS OF TREASURY REGULATIONS SECTION 53.4958-6(C)(2) AND IS ALSO INTENDED TO SATISFY THE PROFESSIONAL ADVICE REQUIREMENT OF TREASURY REGULATIONS SECTION 53.4958-1(D)(4)(III). |
| Process used to establish compensation of other officers/key employees | Form 990, Part VI, Section B, Line 15b | SEE EXPLANATION PROVIDED FOR FORM 990, PART VI, LINE 15A |
| Governing documents, conflict of interest policy and financial statements available to the public | Form 990, Part VI, Section C, Line 19 | THE ORGANIZATION'S ARTICLES OF INCORPORATION HAVE BEEN PROVIDED TO THE STATE OF MICHIGAN AND ARE AVAILABLE TO THE PUBLIC ON THE STATE'S WEBSITE. THE ORGANIZATION'S BYLAWS AND INTERNAL POLICIES ARE GENERALLY NOT MADE AVAILABLE TO THE PUBLIC. THE OVERALL SYSTEM CONSOLIDATED FINANCIAL STATEMENTS ARE PROVIDED AT WWW.SPECTRUMHEALTH.ORG IN THE SECTION TITLED "ABOUT US". FINANCIAL PERFORMANCE IS DISCUSSED AT AN ANNUAL PUBLIC MEETING HELD AND POSTED TO WWW.SPECTRUMHEALTH.ORG ANNUALLY (UNDER THE SECTION TITLED "ABOUT US"). |
| Average number of hours devoted per week to related organization | Form 990, Part VII, Section A, Column B | BRIAN BRASSER - 48 PRISCILLA MAHAR - 48 CHRISTINA FREESE-DECKER - 48 DAVID OEHRING - 48 BENNETT WALSTATTER - 4 MARY ANNE JONES - 50 PAUL BONIS - 50 |
| COMPENSATION | FORM 990, PART VII, SECTION A, LINE 1A | CONSISTENT WITH PRIOR YEARS, THE COMPENSATION REPORTED FOR THESE INDIVIDUALS IS NOT FOR SERVICES IN THEIR CAPACITY AS MEMBERS OF THE BOARD OF DIRECTORS BUT FOR SERVICES AS EMPLOYEES OF THE ORGANIZATION OR A RELATED ORGANIZATION. CONSISTENT WITH PRIOR YEARS, COMPENSATION AND BENEFITS ARE REPORTED USING THE MOST RECENT CALENDAR YEAR COMPENSATION DATA. THE COMPENSATION FIGURES REPORTED IN THESE SECTIONS IS FOR THE YEAR ENDED DECEMBER 31, 2011. INDIVIDUALS WITH COMPENSATION REPORTED IN PART VII WORK A COMBINED AVERAGE OF 50 HOURS PER WEEK FOR THE REPORTING ORGANIZATION AND/OR A RELATED TAX-EXEMPT ORGANIZATION. |
| Other changes in net assets or fund balances | Form 990, Part XI, Line 5 | FUND BALANCE TRANSFER TO SPECTRUM HEALTH UNITED (EIN 38-1358412) - 4172655; |
| OVERSIGHT OF THE AUDIT | FORM 990, PART XII, LINE 2C | THE FINANCIAL STATEMENTS OF THE FILING ORGANIZATION WERE AUDITED BY AN INDEPENDENT AUDITOR AS PART OF THE CONSOLIDATED AUDIT OF SPECTRUM HEALTH SYSTEM (EIN 38-3382353). THE OVERSIGHT OF THAT AUDIT IS BEING ASSUMED BY SPECTRUM HEALTH SYSTEM. |
| Software ID: | 11000230 |
| Software Version: | v2011.1.0 |