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
2011
Open to Public Inspection
Name of the organization
RML HEALTH PROVIDERS LIMITED PARTNERSHIP
Employer identification number
36-4113692
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)
(ii)
a family member of a person described in (i) above?
......................
11g(ii)
(iii)
a 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
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
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2011
Schedule A (Form 990 or 990-EZ) 2011
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) 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.
Section B. Total Support
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).
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—2011.
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—2010.
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—2011.
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—2010.
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) 2011
Schedule A (Form 990 or 990-EZ) 2011
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) 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.)
Section B. Total Support
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.).
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 2011 (line 8 column (f) divided by line 13 column (f))
.........
15
16
Public support percentage from 2010 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2011 (line 10c column (f) divided by line 13 column (f))
......
17
18
Investment income percentage from 2010 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2011.
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—2010.
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) 2011
Schedule A (Form 990 or 990-EZ) 2011
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) 2011
Additional Data
Software ID:
11000230
Software Version:
v2011.1.0
-
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.
JOHN D. BROFMAN, MD; RICHARD A. PETRAK, MD; MARK L. GOODE, MD AND SEJAL THAKER, MD. - BUSINESS RELATIONSHIP
Classes of members or stockholders
Form 990, Part VI, Section A, Line 6
RML HEALTH PROVIDERS, LP ("RML"), AN IRC 501(C)(3) ORGANIZATION, IS ORGANIZED AS A PARTNERSHIP UNDER ILLINOIS STATE LAW. RML HAS TWO EQUAL LIMITED PARTNERS, ADVOCATE HEALTH AND HOSPITALS CORPORATION AND LOYOLA UNIVERSITY MEDICAL CENTER; EACH LIMITED PARTNER IS ALSO AN IRC 501(C)(3) ORGANIZATION AND HAS A 49.5% INTEREST IN RML. RML'S GENERAL PARTNER IS RMLHP CORPORATION; THE GENERAL PARTNER IS ALSO AN IRC 501(C)(3) ORGANIZATION AND HAS A 1% INTEREST IN RML.
Members or stockholders electing members of governing body
Form 990, Part VI, Section A, Line 7a
EACH OF RML'S LIMITED PARTNERS (ADVOCATE HEALTH AND HOSPITALS CORPORATION AND LOYOLA UNIVERSITY MEDICAL CENTER) ELECTS AND DESIGNATES TWO OF THE FOUR MEMBERS OF THE GOVERNING BODY.
Decisions requiring approval by members or stockholders
Form 990, Part VI, Section A, Line 7b
RML HEALTH PROVIDERS, LP ("RML"), AN IRC 501(C)(3) ORGANIZATION, IS ORGANIZED AS A PARTNERSHIP UNDER ILLINOIS STATE LAW. RML'S GENERAL PARTNER, RMLHP CORPORATION ("RMLHP"), HAS THE FULL, EXCLUSIVE, AND COMPLETE DISCRETION IN THE MANAGEMENT AND CONTROL OF THE BUSINESS AFFAIRS OF RML AND MAKES ALL DECISIONS AFFECTING RML'S BUSINESS AND AFFAIRS. EXCEPT AS OTHERWISE SET FORTH IN THE PARTNERSHIP AGREEMENT, SUBJECT TO AND CONSISTENT WITH THE CHARITABLE PURPOSES OF RML AS PROVIDED IN THE PARTNERSHIP AGREEMENT, RMLHP AS THE GENERAL PARTNER HAS THE RIGHT, POWER, AND AUTHORITY TO DO ON BEHALF OF RML ALL THINGS WHICH IN ITS JUDGMENT ARE NECESSARY, PROPER, OR DESIRABLE TO CARRY OUT ITS DUTIES AND RESPONSIBILITIES, INCLUDING BUT NOT LIMITED TO THE RIGHT, POWER, AND AUTHORITY TO: (A) INCUR ALL REASONABLE EXPENDITURES AND PAY ALL OBLIGATIONS OF THE PARTNERSHIP; (B) EXECUTE ANY AND ALL DOCUMENTS OR INSTRUMENTS OF ANY KIND WHICH THE GENERAL PARTNER MAY DEEM NECESSARY OR APPROPRIATE FOR CARRYING OUT THE PURPOSES OF THE PARTNERSHIP; (C) PURCHASE OR LEASE EQUIPMENT FOR PARTNERSHIP PURPOSES; (D) LEASE ALL OR ANY PORTION OF RML'S PROPERTY FOR ANY PURPOSE AND WITHOUT LIMIT AS TO THE TERM THEREOF, WHETHER OR NOT SUCH TERN (OR ANY RENEWALS THEREOF) MAY EXTEND BEYOND THE DATE OF TERMINATION OF THE PARTNERSHIP AND WHETHER OR NOT THE PORTION SO LEASED IS TO BE OCCUPIED BY THE LESSEE OR, IN TURN SUBLEASED IN WHOLE OR IN PART TO OTHERS; (E) BORROW MONEY FROM INDIVIDUALS, BANK AND OTHER LENDING INSTITUTIONS FOR ANY PARTNERSHIP PURPOSE; (F) PROCURE AND MAINTAIN AT THE EXPENSE OF THE PARTNERSHIP WITH RESPONSIBLE COMPANIES SUCH INSURANCE AS MAY BE AVAILABLE IN SUCH AMOUNTS AND COVERING SUCH RISKS AS ARE APPROPRIATE IN THE JUDGMENT OF THE GENERAL PARTNER; (G) HOLD TITLE TO PARTNERSHIP PROPERTY IN THE NAME OF A TRUSTEE OF NOMINEE CHOSEN BY THE GENERAL PARTNER IF IT SHALL SEEM SUCH APPROPRIATE; (H) RECEIVE AND DISBURSE PROCEEDS FROM THE SALE OF PARTNERSHIP PROPERTIES; SELL THE PARTNERSHIP PROPERTIES FOR AND ON BEHALF OF THE PARTNERSHIP ON SUCH TERMS AND CONDITIONS DEEMED SATISFACTORY TO THE GENERAL PARTNER; AND PAY ALL OBLIGATIONS OF THE PARTNERSHIP; (I) EMPLOY AND DISMISS FROM EMPLOYMENT ANY AND ALL PARTNERSHIP EMPLOYEES, AGENTS, INDEPENDENT CONTRACTORS, ATTORNEYS AND ACCOUNTANTS; (J) SUPERVISE THE PREPARATION AND FILING OF ALL PARTNERSHIP TAX RETURNS AND MAKE ON BEHALF OF THE PARTNERSHIP SUCH TAX ELECTIONS AND DETERMINATIONS AS APPEAR TO THEM APPROPRIATE; (K) PROVIDE OVERSIGHT OF THE OPERATIONS OF AND SERVICES PROVIDED AT THE HOSPITAL; (L) REVIEW ALL MATTERS RELATIVE TO THE GENERAL CARE OF PATIENTS IN THE HOSPITAL; (M) REVIEW RECOMMENDATIONS FROM THE HOSPITAL'S MEDICAL EXECUTIVE COMMITTEE ON CLINICAL PRIVILEGES; APPROVE APPOINTMENTS AND REAPPOINTMENTS TO THE MEDICAL STAFF; AND REVIEW MEDICAL CARE RENDERED TO HOSPITAL PATIENTS; (N) MAKE RECOMMENDATIONS FOR IMPROVEMENT OF PATIENT CARE IN THE HOSPITAL; (O) FORM AND PROVIDE OVERSIGHT TO HOSPITAL COMMITTEES; (P) PROVIDE FOR THE EFFECTIVE FUNCTIONING OF THE HOSPITAL ACTIVITIES RELATED TO PERFORMANCE IMPROVEMENT, RISK MANAGEMENT, FINANCIAL MANAGEMENT, AND PROFESSIONAL GRADUATE EDUCATION WHEN PROVIDED; (Q) PERFORM ANY AND ALL OTHER ACTS OR ACTIVITIES CUSTOMARY OR INCIDENT TO THE OPERATION OF THE HOSPITAL; (R) FACILITATE THE LEASE, SALE OR OTHER DISPOSITION OF THE HOSPITAL. IN ADDITION, RMLHP AS THE GENERAL PARTNER MAY DESIGNATE ONE OR MORE OF ITS AFFILIATES TO CARRY OUT ITS DUTIES AND RESPONSIBILITIES TO THE PARTNERSHIP OR TO RENDER THE PARTNERSHIP SUCH SERVICES AS THE GENERAL PARTNER DEEMS NECESSARY TO CARRY OUT THE PURPOSES OF THE PARTNERSHIP.
Review of form 990 by governing body
Form 990, Part VI, Section B, Line 11b
UPON COMPLETION OF RML HEALTH PROVIDER, LP'S FORM 990, IT IS REVIEWED BY MANAGEMENT RESPONSIBLE FOR FILING THE RETURN, A GROUP INCLUDING BUT NOT LIMITED TO THE RML'S PRESIDENT/CEO AND THE VP FINANCE/CFO. IT IS THEN PRESENTED BY THE ORGANIZATION'S MANAGEMENT TO RML'S BOARD OF DIRECTORS FOR THEIR REVIEW AT A REGULARLY SCHEDULES BOARD MEETING. AFTER THE BOARD REVIEW, THE RETURN IS THEN FILED WITH THE IRS.
Conflict of interest policy
Form 990, Part VI, Section B, Line 12c
RML HEALTH PROVIDERS, LP, REQUIRES ALL BOARD MEMBERS AND PERSONS OF LEADERSHIP TO ANNUALLY SIGN A STATEMENT IDENTIFYING ANY POTENTIAL CONFLICTS OF INTEREST. THIS STATEMENT THAT SUCH A PERSON HAS RECEIVED A COPY OF THE CONFLICT OF INTEREST POLICY, HAS READ AND UNDERSTANDS THE POLICY, AND HAS AGREED TO COMPLY WITH THE POLICY. THIS POLICY APPLIES TO ALL BOARD MEMBERS AND SENIOR MANAGEMENT. THE ANNUAL STATEMENTS ARE REVIEWED BY THE CHIEF OPERATING OFFICER, WHO IS ALSO THE COMPLIANCE OFFICER. POTENTIAL CONFLICTS OF INTEREST ARE PRESENTED BY THE COMPLIANCE OFFICER TO THE BOARD OF DIRECTORS. AFTER PRESENTATION OF POTENTIAL CONFLICTS, THE INTERESTED PERSON SHALL LEAVE THE BOARD OR COMMITTEE MEETING WHILE THE TRANSACTION IS DISCUSSED AND VOTED UPON; THE REMAINING BOARD MEMBERS MAKE THE DETERMINATION AS TO WHETHER AN ACTUAL CONFLICT OF INTEREST EXISTS. CORRECTIVE OR DISCIPLINARY ACTIONS FOR NON-COMPLIANCE WITH THE CONFLICT OF INTEREST POLICY ARE AT THE DISCRETION OF THE BOARD OF DIRECTORS.
Process used to establish compensation of top management official
Form 990, Part VI, Section B, Line 15a
RML FOLLOWS THE REQUIREMENTS SET FORTH IN THE IRS REBUTTABLE PRESUMPTION OF REASONABLENESS IN DETERMINING COMPENSATION FOR THE CEO. THIS FUNCTION IS PERFORMED BY THE GOVERNING BOARD. THE PROCESS INCLUDES AN ANNUAL REVIEW OF COMPARABILITY DATA, RETENTION OF AN OUTSIDE COMPENSATION CONSULTANT, AND CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION THROUGH DETAILED MINUTES OF THE COMPENSATION COMMITTEE AND FULL BOARD MEETINGS WHERE EXECUTIVE COMPENSATION IS CONSIDERED. THE LAST BI ANNUAL COMPENSATION STUDY WAS PERFORMED IN 2011, WHICH WAS UTILIZED DURING FY12 TO ESTABLISH THE CEO'S COMPENSATION.
PROCESS USED TO ESTABLISH COMPENSATION OF OTHER OFFICERS/KEY EMPLOYEES
FORM 990, PART VI, LINE 15B
RML FOLLOWS THE REQUIREMENTS SET FORTH IN THE IRS REBUTTABLE PRESUMPTION OF REASONABLENESS IN DETERMINING COMPENSATION FOR OTHER OFFICERS AND EXECUTIVE LEADERS OF THE CORPORATION. THIS FUNCTION IS PERFORMED BY THE GOVERNING BOARD. THE PROCESS INCLUDES RETENTION OF AN OUTSIDE COMPENSATION CONSULTANT AND CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION THROUGH DETAILED MINUTES OF THE COMPENSATION COMMITTEE AND FULL BOARD MEETINGS WHERE EXECUTIVE COMPENSATION IS CONSIDERED. THE LAST BI ANNUAL COMPENSATION STUDY WAS PERFORMED IN 2011. THE FOLLOWING POSITIONS ARE INCLUDED IN A BI ANNUAL COMPENSATION STUDY CONDUCTED BY AN INDEPENDENT CONSULTANT ENGAGED BY THE BOARD OF DIRECTORS: VP PATIENT CARE SERVICES/CNO; VP HUMAN RESOURCES; VP RISK MANAGEMENT/EXECUTIVE DIRECTOR; VP BUSINESS DEVELOPMENT; CHIEF OPERATING OFFICER; CHIEF INFORMATION OFFICER; AND MEDICAL DIRECTOR.
Governing documents, conflict of interest policy and financial statements available to the public
Form 990, Part VI, Section C, Line 19
AN ORGANIZATION'S GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT REQUIRED DISCLOSURES PURSUANT TO INTERNAL REVENUE CODE (IRC) SECTION 6104. THESE DOCUMENTS ARE NOT AVAILABLE TO THE PUBLIC AT THIS TIME. THE ORGANIZATION'S AUDITED FINANCIAL STATEMENTS ARE AVAILABLE ON THE ILLINOIS ATTORNEY GENERAL'S WEBSITE. AS A HOSPITAL, THE ORGANIZATION'S AUDITED FINANCIAL STATEMENTS ARE ALSO MADE AVAILABLE TO THE PUBLIC AS AN ATTACHMENT TO ITS FORM 990, WHICH IS A REQUIRED DISCLOSURE PURSUANT TO INTERNAL REVENUE CODE (IRC) SECTION 6104.
Average number of hours devoted per week to related organization
Form 990, Part VII, Section A, Column B
DANIEL POST - 2 DOMINICA TALLARICO - 2 SCOTT POWDER - 2 PATRICIA CASSIDY - 2 JAMES R. PRISTER - 2 THOMAS PATER - 2 JAY SIAL - 2
Other changes in net assets or fund balances
Form 990, Part XI, Line 5
NET UNREALIZED GAINS (LOSSES) ON INVESTMENTS - 80402; PENSION-RELATED CHANGES OTHER THAN NET PERIODIC PENSION COST. - 24615; ADVOCATE CAPITAL CONTRIBUTIONS PURSUANT TO AFFILIATION AGREEMENT: FUNDING OF LOSS GUARANTEE - 449957; ADVOCATE CAPITAL CONTRIBUTIONS PURSUANT TO AFFILIATION AGREEMENT: OPERATING AND OTHER FUNDING - 1762761;
COMMITTEE THAT ASSUMES RESPONSIBILITY FOR OVERSIGHT OF AUDIT
FORM 990, PART XII, LINE 2C
THE BOARD OF DIRECTORS OF RMLHP CORPORATION, THE SOLE GENERAL PARTNER OF RML SPECIALTY HOSPITAL, HAS DIRECT RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT INCLUDING THE SELECTION OF INDEPENDENT ACCOUNTANTS WHO PERFORM SUCH AUDITS.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.