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 | ||||
| Total | |||||||||
| 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...... | 2,814 | 2,328,225 | 2,606,735 | 2,247,763 | 7,185,537 | |
| 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. | 2,814 | 2,328,225 | 2,606,735 | 2,247,763 | 7,185,537 | |
| 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.) | 7,185,537 | |||||
| Calendar year (or fiscal year beginning in) | (a) 2007 | (b) 2008 | (c) 2009 | (d) 2010 | (e) 2011 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | 2,814 | 2,328,225 | 2,606,735 | 2,247,763 | 7,185,537 | |
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | 2,521 | 6,525 | 9,046 | |||
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | 0 | |||||
| c | Add lines 10a and 10b. | 2,521 | 6,525 | 9,046 | |||
| 11 | Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on. | 0 | |||||
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.) | 0 | |||||
| 13 | Total support (Add lines 9, 10c, 11 and 12.). | 2,814 | 2,328,225 | 2,609,256 | 2,254,288 | 7,194,583 | |




| Facts And Circumstances Test |
|---|
| Explanation |
|---|
| Software ID: | 11000218 |
| Software Version: | 2011.0.0 |
Attach to Form 990 or 990-EZ.| Identifier | Return Reference | Explanation |
|---|---|---|
| Form 990 Part VI | 6,7 | Virginia Mason Medical Center VMMC is the sole corporate member of Virginia Mason Institute. VMMC as the sole voting member has the following approval rights 1 Election or appointment of the Directors and Officers of the Board of Directors, 2 Removal of Directors and Officers of the Board of Directors, 3 Approval of all long-range plans proposed by the Board of Directors, 4 Approval of the annual capital and operating budgets proposed by the Board of Directors, 5 Approval of the borrowing of funds where the amount is in excess of Five Hundred Thousand Dollars, 6 Approval of the sale, lease, exchange, mortgage, pledge or disposal of all or substantially all of the property and assets, 7 Approval of all amendments to the Articiles of Incoporation or Bylaws and 8 All other rights and powers as specified in the Washington Nonprofit Corporation Act. |
| Form 990 Part VI | 11B | The Audit and Compliance Committee ACC, a committee composed of independent community members of the Medical Center Board of Directors is responsible for oversight of the annual VMI Form 990 preparation process including 1 selection, engagement, and performance of an independent tax preparer, 2 review of the annual draft Form 990 tax return, and 3 recommending the final Form 990 tax return for review to the VMI Board of Directors. At the ACC September meeting, management provides the ACC with an initial draft of the Form 990 and the tax preparer presented an overview of the Form 990 preparation processs. Following the September meeting, the ACC chair updates the VMI Board on the Form 990 preparation. In October, a revised draft of the Form 990 is provided to the ACC Chair for further review and comment. |
| Form 990 Part VI | 11B continued | The final draft Form 990 is reviewed and approved by the ACC in November, followed by VMI Board review of the final Form 990 prior to filing. The final Form 990 tax return is provided to each member of the VMI Board of Directors via electronic delivery by posting on a secure website which allows online view of Board documents. |
| Form 990 Part VI | 12C | The Governance Committee of the VMMC Board has delegated accountability for oversight of the process for disclosure, evaluation and management of conflict of interest involving any member of the VMI Board, executive leadership or key employees Covered Person. Pursuant to the Conflict of Interest Policy, an annual conflict of interest questionnaire is distributed to all Covered Persons. In addition, a Covered Person has an on-going duty to disclose the existence of a conflict of interest at any time an actual or potential conflict arises. |
| Form 990 Part VI | 12C continued | Each Covered Person is required upon appointment and annually thereafter to attest to a statement that affirms that such person has 1 received a copy of the Conflict of Interest Policy, 2 has read and understands the Policy, 3 has agreed to comply with the Policy and 4 understands that Virginia Mason is a charitable organization and that in order to maintain its federal tax exemption must engage primarily in activities that accomplish its tax-exempt purposes. Written disclosures are reviewed by the Governance Committee to determine if an actual or potential conflict of interest exists and if so, how it should be managed. The Governance Committee informs the Covered Person in writing regarding the determination the Conflict of Interest Management Plan. |
| Form 990 Part VI | 12C continued | No Covered Person with an actual or potential conflict of interest shall engage in an activity on Virginia Mason Institutes behalf related to the disclosed actual or potential Conflict of Interest unless such activity is permitted by the Conflict of Interest Management Plan or until the Covered Person has undertaken all steps set forth in the Management Plan to manage, reduce or eliminate the conflict. All Covered Persons have a duty to disclose the existence of any actual or potential conflict of interest with respect to meeting agenda items. The Conflict of Interest Policy requires that copies of the Conflict of Interest Questionnaires completed annually by each Covered Person and any Conflict of Interest Management Plan be maintained. |
| Form 990 Part VI | 12C continued | In addition, the minutes of the board and all committees with board-delegated powers shall document the disclosure and resolution of any actual or potential conflict of interest disclosed at such meeting. |
| Form 990 Part VI | 15 | The Compensation and Benefits Committee of the VMMC Board CBC, a committee composed solely of independent directors none of whom have a conflict of interest, is accountable for setting resasonable total compensation packages for each executive, including the VMI Executive Director, officers and key employees Executive consistent with Virginia Masons philosophy and principles. The Board develops and approves annual goals and performance criteria which are used in determining merit increases and variable compensation opportunities for the Executives. The CBC assesses performance against these goals. The CBC selects and engages a qualified independent compensation consultant to review and analyze the total compensation and benefit packages to the Executives. |
| Form 990 Part VI | 15 continued | The CBC as part of its analysis obtains from the compensation consultant appropriate comparability data including total compensation paid by similarly situated for profit and nonprofit health care organizations for positions that are functionally comparable to each of the Executives. With respect to those Executives below the level of Virginia Mason Medical Center Chair/Chief Executive Officer, the CBC requests that the Chair/Chief Executive Officer work with the compensation consultants to formulate a compensation recommendation for each such Executive, consistent with Virginia Masons compensation philosophy and principles. The CBC will consider the signifiicant terms of the agreement with each Executive including the total compensation to be paid and the employees duties and responsibilities. |
| Form 990 Part VI | 15 continued | Consistent with Virginia Masons compensation philosophy and principles, the CBC approves total compensation packages for each of the Executives based on information presented to the CBC, reasonableness and the best interest of Virginia Mason. The CBCs decisions regarding compensation for each Executive are documented in written resolutions and minutes of the CBC. The CBC promptly reports its action to the Board which reports are reflected in the Boards minutes. The Executives that were reviewed in 2011 included the VMI Executive Director, all officers and all key employees. |
| Form 990 Part VI | 19 | The organizations Articles, Bylaws and Conflicts of Interest Policy are made available on its public web site. Financial statements are made available upon request. |
| Form 990 Part VII | 1a Column B | The estimated average hours per week devoted to a related organization are Carolyn Corvi 4 hours, Gary Kaplan 53 hours, Robert Lemon 5 hours, James Orlikoff 4 hours, James Young 4 hours, Suzanne Anderson 52 hours, Sarah Patterson 52 hours, Diane Miller 10 hours, Christopher Backous 0 hours, Robert Mecklenburg 25 hours, Henry Otero 30 hours, Lee Darrow 25 hours, Gordon Sansaver 0 hours. |
| Form 990 Part VI Section A Line 6,7 Virginia Mason Medical Center VMMC is the sole corporate member of Virginia Mason Institute. VMMC as the sole voting member has the following approval rights 1 Election or appointment of the Directors and Officers of the Board of Directors, 2 Removal of Directors and Officers of the Board of Directors, 3 Approval of all long-range plans proposed by the Board of Directors, 4 Approval of the annual capital and operating budgets proposed by the Board of Directors, 5 Approval of the borrowing of funds where the amount is in excess of Five Hundred Thousand Dollars, 6 Approval of the sale, lease, exchange, mortgage, pledge or disposal of all or substantially all of the property and assets, 7 Approval of all amendments to the Articiles of Incoporation or Bylaws and 8 All other rights and powers as specified in the Washington Nonprofit Corporation Act. Form 990 Part VI Section B Line 11B The Audit and Compliance Committee ACC, a committee composed of independent community members of the Medical Center Board of Directors is responsible for oversight of the annual VMI Form 990 preparation process including 1 selection, engagement, and performance of an independent tax preparer, 2 review of the annual draft Form 990 tax return, and 3 recommending the final Form 990 tax return for review to the VMI Board of Directors. At the ACC September meeting, management provides the ACC with an initial draft of the Form 990 and the tax preparer presented an overview of the Form 990 preparation processs. Following the September meeting, the ACC chair updates the VMI Board on the Form 990 preparation. In October, a revised draft of the Form 990 is provided to the ACC Chair for further review and comment. Form 990 Part VI Section B Line 11B continued The final draft Form 990 is reviewed and approved by the ACC in November, followed by VMI Board review of the final Form 990 prior to filing. The final Form 990 tax return is provided to each member of the VMI Board of Directors via electronic delivery by posting on a secure website which allows online view of Board documents. Form 990 Part VI Section B Line 12C The Governance Committee of the VMMC Board has delegated accountability for oversight of the process for disclosure, evaluation and management of conflict of interest involving any member of the VMI Board, executive leadership or key employees Covered Person. Pursuant to the Conflict of Interest Policy, an annual conflict of interest questionnaire is distributed to all Covered Persons. In addition, a Covered Person has an on-going duty to disclose the existence of a conflict of interest at any time an actual or potential conflict arises. Form 990 Part VI Section B Line 12C continued Each Covered Person is required upon appointment and annually thereafter to attest to a statement that affirms that such person has 1 received a copy of the Conflict of Interest Policy, 2 has read and understands the Policy, 3 has agreed to comply with the Policy and 4 understands that Virginia Mason is a charitable organization and that in order to maintain its federal tax exemption must engage primarily in activities that accomplish its tax-exempt purposes. Written disclosures are reviewed by the Governance Committee to determine if an actual or potential conflict of interest exists and if so, how it should be managed. The Governance Committee informs the Covered Person in writing regarding the determination the Conflict of Interest Management Plan. Form 990 Part VI Section B Line 12C continued No Covered Person with an actual or potential conflict of interest shall engage in an activity on Virginia Mason Institutes behalf related to the disclosed actual or potential Conflict of Interest unless such activity is permitted by the Conflict of Interest Management Plan or until the Covered Person has undertaken all steps set forth in the Management Plan to manage, reduce or eliminate the conflict. All Covered Persons have a duty to disclose the existence of any actual or potential conflict of interest with respect to meeting agenda items. The Conflict of Interest Policy requires that copies of the Conflict of Interest Questionnaires completed annually by each Covered Person and any Conflict of Interest Management Plan be maintained. Form 990 Part VI Section B Line 12C continued In addition, the minutes of the board and all committees with board-delegated powers shall document the disclosure and resolution of any actual or potential conflict of interest disclosed at such meeting. Form 990 Part VI Section B Line 15 The Compensation and Benefits Committee of the VMMC Board CBC, a committee composed solely of independent directors none of whom have a conflict of interest, is accountable for setting resasonable total compensation packages for each executive, including the VMI Executive Director, officers and key employees Executive consistent with Virginia Masons philosophy and principles. The Board develops and approves annual goals and performance criteria which are used in determining merit increases and variable compensation opportunities for the Executives. The CBC assesses performance against these goals. The CBC selects and engages a qualified independent compensation consultant to review and analyze the total compensation and benefit packages to the Executives. Form 990 Part VI Section B Line 15 continued The CBC as part of its analysis obtains from the compensation consultant appropriate comparability data including total compensation paid by similarly situated for profit and nonprofit health care organizations for positions that are functionally comparable to each of the Executives. With respect to those Executives below the level of Virginia Mason Medical Center Chair/Chief Executive Officer, the CBC requests that the Chair/Chief Executive Officer work with the compensation consultants to formulate a compensation recommendation for each such Executive, consistent with Virginia Masons compensation philosophy and principles. The CBC will consider the signifiicant terms of the agreement with each Executive including the total compensation to be paid and the employees duties and responsibilities. Form 990 Part VI Section B Line 15 continued Consistent with Virginia Masons compensation philosophy and principles, the CBC approves total compensation packages for each of the Executives based on information presented to the CBC, reasonableness and the best interest of Virginia Mason. The CBCs decisions regarding compensation for each Executive are documented in written resolutions and minutes of the CBC. The CBC promptly reports its action to the Board which reports are reflected in the Boards minutes. The Executives that were reviewed in 2011 included the VMI Executive Director, all officers and all key employees. Form 990 Part VI Section C Line 19 The organizations Articles, Bylaws and Conflicts of Interest Policy are made available on its public web site. Financial statements are made available upon request. Form 990 Part VII Section A Line 1a Column B The estimated average hours per week devoted to a related organization are Carolyn Corvi 4 hours, Gary Kaplan 53 hours, Robert Lemon 5 hours, James Orlikoff 4 hours, James Young 4 hours, Suzanne Anderson 52 hours, Sarah Patterson 52 hours, Diane Miller 10 hours, Christopher Backous 0 hours, Robert Mecklenburg 25 hours, Henry Otero 30 hours, Lee Darrow 25 hours, Gordon Sansaver 0 hours. |
| Software ID: | 11000218 |
| Software Version: | 2011.0.0 |
|
Affiliated Group Business Name:
Virginia Mason Institute
Address. Either US or Foreign Type:
1100 Ninth Avenue
Seattle, WA98101 EIN:
26-3763656
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
2,003,316
Total Exempt Purpose Expenditures:
2,003,316
Lobbying Nontaxable Amount:
2,183
Grassroots Nontaxable Amount:
546
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|
|
Affiliated Group Business Name:
Virginia Mason Medical Center
Address. Either US or Foreign Type:
1100 Ninth Avenue
Seattle, WA98101 EIN:
91-0565539
Electing Organization Checkbox:
Total Grassroots Lobbying:
122,311
Total Direct Lobbying:
100,000
Total Lobbying Expenditures:
222,311
Other Exempt Purpose Expenditures:
862,824,008
Total Exempt Purpose Expenditures:
863,046,319
Lobbying Nontaxable Amount:
940,568
Grassroots Nontaxable Amount:
235,142
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|
|
Affiliated Group Business Name:
Virginia Mason Health System
Address. Either US or Foreign Type:
1100 Ninth Avenue
Seattle, WA98101 EIN:
91-1351110
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
14,369,012
Total Exempt Purpose Expenditures:
14,369,012
Lobbying Nontaxable Amount:
15,660
Grassroots Nontaxable Amount:
3,915
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|
|
Affiliated Group Business Name:
Benaroya Research Institute at Virginia Mason
Address. Either US or Foreign Type:
1201 Ninth Avenue
Seattle, WA98101 EIN:
91-0653422
Electing Organization Checkbox:
Total Grassroots Lobbying:
0
Total Direct Lobbying:
0
Total Lobbying Expenditures:
0
Other Exempt Purpose Expenditures:
38,161,661
Total Exempt Purpose Expenditures:
38,161,661
Lobbying Nontaxable Amount:
41,589
Grassroots Nontaxable Amount:
10,397
Tot Lobbying Grassroot Minus Non Tx:
0
Tot Lobby Expend Mns Lobbying Non Tx:
0
Share Of Excess Lobbying:
|