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
VANTAGE POINT INC DBA SOUTHPOINT PSYCHOLOGIC GROUP & BEHAVIORAL PATHWAYS
Employer identification number
20-0194682
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) 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.") .
6,000
33,333
39,333
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......
958,091
734,544
588,829
5,887
2,287,351
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.
964,091
734,544
588,829
39,220
2,326,684
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
0
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.
0
c
Add lines 7a and 7b..
0
8
Public Support (Subtract line 7c from line 6.)
2,326,684
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...
964,091
734,544
588,829
39,220
2,326,684
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
4,376
1,835
314
6,525
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c
Add lines 10a and 10b.
4,376
1,835
314
6,525
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.)
75
100
3,750
3,925
13
Total support (Add lines 9, 10c, 11 and 12.).
968,542
736,479
592,893
39,220
2,337,134
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
99.550 %
16
Public support percentage from 2009 Schedule A, Part III, line 15
...............
16
99.200 %
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2010 (line 10c column (f) divided by line 13 column (f))
......
17
0.280 %
18
Investment income percentage from 2009 Schedule A, Part III, line 17
.............
18
0.370 %
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
VANTAGE POINT INC DBA SOUTHPOINT PSYCHOLOGIC GROUP & BEHAVIORAL PATHWAYS
Employer identification number
20-0194682
Identifier
Return Reference
Explanation
FORM 990, PART VI, SECTION A, LINE 6
THE SOLE MEMBER OF THE ORGANIZATION IS CENTERSTONE OF AMERICA, AN INDIANA NONPROFIT CORPORATION.
FORM 990, PART VI, SECTION A, LINE 7A
THE SOLE MEMBER SHALL BE ENTITLED TO APPOINT AT LEAST ONE BOARD DIRECTOR AS SPECIFIED IN THE BYLAWS OF THE CORPORATION.
FORM 990, PART VI, SECTION A, LINE 7B
THE FOLLOWING DECISIONS ARE TO BE RATIFIED BY THE SOLE MEMBER PRIOR TO ACTION: FORMATION OR ACQUISITION OF LEGAL ENTITIES BY THE CORPORATION; AMENDMENT OF THE CHARTER OR BYLAWS OF THE CORPORATION; APPROVAL, ACCEPTANCE, AMENDMENT OR TERMINATION OF CONTRACTS OF THE CORPORATION TO PROVIDE SERVICES OUTSIDE THE HISTORICAL LINES OF BUSINESS OR SERVICES ENGAGED IN BY THE CORPORATION; AND ADOPTION AND AMENDMENT OF THE STATEMENT OF THE MISSION OF THE CORPORATION.
FORM 990, PART VI, SECTION B, LINE 11
THE PROCESS OF REVIEWING THE FORM 990 ENTAILS A DETAILED REVIEW OF THE FORM 990 BY THE ORGANIZATION'S CHIEF EXECUTIVE OFFICER, CHIEF ADMINISTRATIVE OFFICER, CORPORATE CONTROLLER AND THE BOARD OF CENTERSTONE OF AMERICA. THE FORM 990 INCLUDING REQUESTED SCHEDULES, AS ULTIMATELY FILED WITH THE IRS, ARE PROVIDED ELECTRONICALLY TO EACH VOTING MEMBER OF THE ORGANIZATION'S GOVERNING BODY PRIOR TO FILING.
FORM 990, PART VI, SECTION B, LINE 12C
THE WRITTEN CONFLICT OF INTEREST POLICY OF THE BOARD OF DIRECTORS IS REGULARLY AND CONSISTENTLY MONITORED AND COMPLIANCE ENFORCED BY THE BOARD CHAIRPERSON. THE WRITTEN CONFLICT OF INTEREST POLICY WHICH APPLIES TO ALL STAFF IS CONTAINED IN THE HUMAN RESOURCE POLICIES. ALL STAFF MUST CONFIRM THEY HAVE READ AND UNDERSTAND ALL POLICIES. A SELF DISCLOSURE FROM COVERED PERSONS IS REQUIRED ON ANY POTENTIAL CONFLICTS OF INTEREST.
FORM 990, PART VI, SECTION B, LINE 15A
IN EARLY FEBRUARY OF 2008, ANTICIPATING A PENDING MERGER OF CENTERSTONE WITH THE CENTER FOR BEHAVIORAL HEALTH AND QUINCO MENTAL HEALTH SERVICES, THE CENTERSTONE BOARD OF DIRECTORS ASSIGNED A SPECIAL CEO COMPENSATION COMMITTEE TO COMMISSION A SALARY SURVEY AND RECOMMEND BACK TO THE BOARD ON A NEW CONTRACT CONTINGENT FOR THE CENTERSTONE CEO COGNIZANT OF THE PLAN TO HAVE THE CENTERSTONE CEO SERVE AS THE CEO OF THE POST MERGER ENTERPRISE. THE THREE MEMBER COMMITTEE, CHAIRED BY THE CENTERSTONE BOARD CHAIR, AND CONSISTING OF A RECENTLY RETIRED HEALTH CARE EXECUTIVE AND A PRACTICING ATTORNEY, INITIATED AN EXPLORATION OF CONSULTANTS TO ENGAGE IN THIS ENDEAVOR. AFTER EXAMINING A NUMBER OF POTENTIAL CONSULTANTS, THE COMMITTEE CONTRACTED WITH THE MEYERS GROUP ON MARCH 23, 2008. THE MEYERS GROUP IS A MARYLAND BASED CONSULTING FIRM WITH EXTENSIVE EXPERIENCE IN ASSISTING NOT-FOR-PROFIT COMMUNITY MENTAL HEALTH CENTER BOARD'S WITH BOTH CEO RECRUITMENT AS WELL AS OTHER CEO RELATED BOARD CONSULTATION INCLUDING THE AREA OF NOT-FOR-PROFIT CEO COMPENSATION. THE MEYERS GROUP RECEIVED HIGH MARKS FROM EACH OF THE REFERENCES THE COMMITTEE MEMBERS CONTACTED. IN ADDITION THE MEYERS GROUP WAS ENGAGED BY AND ACCOUNTABLE TO THE BOARD OF DIRECTORS, NOT THE CEO. THE ASSIGNMENT TO THE MEYERS GROUP WAS TO CONDUCT AN ASSESSMENT OF THE BEHAVIORAL HEALTH MARKETPLACE WITH THE EXPRESSED PURPOSE OF UNDERSTANDING THE COMPENSATION ARRANGEMENTS THAT EXIST FOR CEOS OF ORGANIZATIONS THAT MIGHT BE COMPARABLE TO CENTERSTONE. THE FRAMEWORK FOR THIS ASSESSMENT WAS TO BE MINDFUL OF THE FOLLOWING FACTORS IN REVIEWING THE MARKET, AS WELL AS IN THE SUBMISSION OF RECOMMENDATIONS TO THE BOARD AS THEY CONSIDER A COMPENSATION PACKAGE FOR ITS CEO, SHOULD CENTERSTONE'S MERGER PLANS BE EXECUTED. THESE FACTORS WERE: MAINTAINING A FOCUS ON "MISSION-DRIVEN" ORGANIZATIONS IN THE NOT-FOR-PROFIT MARKETPLACE; INSURING THAT THE COMPENSATION ARRANGEMENT IS COMPETITIVE SO AS TO ASSURE A LONG TERM RELATIONSHIP MAY EXIST IF THAT IS THE ON-GOING INTENT OF BOTH PARTIES; INSURING THAT THE AGREEMENT FEELS APPROPRIATE IN TERMS OF ITS "REASONABLENESS" (THAT IS, CAN IT BE SUPPORTED AS BEING APPROPRIATE IN THE EYES OF A PUBLIC REVIEW); INSURING THAT AGREEMENT ALSO BE DESIGNED IN A WAY TO RECOGNIZE THE VERY UNIQUE NATURE OF THE UPCOMING MERGER AND THE EXTRAORDINARY LEADERSHIP THAT HAS BEEN AND WILL CONTINUE TO BE NECESSARY TO LEAD CENTERSTONE OF AMERICA AS IT MOVES FORWARD POST-MERGER. SCOPE OF WORK: THE MEYERS GROUP SOUGHT TO GATHER AS MUCH PERTINENT COMPENSATION INFORMATION AS POSSIBLE FROM A VARIETY OF SECTORS IN THE BEHAVIORAL HEALTH MARKETPLACE. THE MEYERS GROUP ALSO SOUGHT TO GATHER INFORMATION ABOUT TOTAL COMPENSATION PACKAGES IN ADDITION TO BASE COMPENSATION AGREEMENTS. THEIR SOURCES OF DATA INCLUDED: EVALUATION OF IRS PUBLIC DOCUMENTS (990S) FOR COMMUNITY MENTAL HEALTH CENTERS (CMHCS) AND OTHER LARGE HUMAN SERVICE PROVIDER SYSTEMS (ADJUSTED FOR 2008 COST OF LIVING CHANGES SINCE MOST 990S AVAILABLE ARE FROM CALENDAR YEAR 2006); CONSIDERATION OF COMPENSATION ARRANGEMENTS DEVELOPED WITH CEOS OF CMHCS THROUGH CONDUCTING PERSONAL INTERVIEWS WITH AS MANY CEOS AS POSSIBLE IN THIS TIME FRAME (THE MEYERS GROUP ACTUALLY CONDUCTED 15 SUCH INTERVIEWS WITH CEOS OF COMPARABLE ORGANIZATIONS); REVIEWING DATA THAT WOULD BE AVAILABLE FOR OTHER MARKET SEGMENTS IN THE BEHAVIORAL HEALTH MARKET, INCLUDING HOSPITALS AND MULTI-STATE PROVIDERS; BASED ON AN ANALYSIS OF THE DATA AVAILABLE THROUGH INTERVIEWS AND PUBLIC DOCUMENTS, AS WELL AS INFORMATION AVAILABLE TO THE MEYERS GROUP AS A RESULT OF ITS PREVIOUS WORK WITH BOARDS OF DIRECTORS OF CMHCS, PROVIDED THE CENTERSTONE BOARD WITH IDEAS TO CONSIDER TO BE ABLE TO OFFER MR. GUTH A COMPREHENSIVE AND COMPETITIVE TOTAL COMPENSATION PACKAGE THAT WILL ASSURE CONTINUITY FOR THE ORGANIZATION. AIDED BY THE MEYERS GROUP REPORT AND BY CORPORATE COUNSEL, THE CEO COMPENSATION COMMITTEE CRAFTED AN AGREEMENT THAT SHOULD THE CEO EARN THE MAXIMUM PERFORMANCE COMPENSATION, WOULD PLACE HIS TOTAL COMPENSATION (INCLUSIVE OF SALARY, GENERAL BENEFITS, AND SPECIAL BENEFITS) AT THE 90% OF CEO TOTAL COMPENSATION FOR NOT-FOR-PROFIT ORGANIZATIONS OF COMPARABLE SIZE AND NATURE. THIS AGREEMENT WAS APPROVED BY THE FULL BOARD OF DIRECTORS OF CENTERSTONE ON MARCH 25, 2008, WAS SUBMITTED TO THE TN ATTORNEY GENERAL FOR REVIEW PENDING THE AFFILIATION, AND WAS REVIEWED IN CLOSED SESSION BY THE CENTERSTONE OF AMERICA BOARD AT ITS FIRST CALLED MEETING ON JUNE 26TH OF 2008. THE CEO'S SALARY HAS NOT BEEN MODIFIED SINCE 2008. THE CEO HAS REDUCED HIS DEFERRED COMPENSATION SINCE 2008 DUE TO THE FINANCIAL DIFFICULTIES OF THE ORGANIZATION.
FORM 990, PART VI, SECTION C, LINE 19
THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE NOT AVAILABLE FOR PUBLIC INSPECTION.
CHANGES IN NET ASSETS OR FUND BALANCES:
FORM 990, PART XI, LINE 5:
PRIOR PERIOD ADJUSTMENTS: -268,077.
OVERSIGHT OF AUDIT
FORM 990, PART XII, LINE 2C
THE BOARD OF DIRECTORS ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF THE FINANCIAL STATEMENTS AND NO PROCESSES HAVE CHANGED FROM PRIOR YEAR.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.