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
St Joseph Health Ministries Foundation
Employer identification number
23-2605579
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)
Catholic Health Initiatives
470617373
09
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
St Joseph Health Ministries Foundation
Employer identification number
23-2605579
Identifier
Return Reference
Explanation
Statement of Program service accomplishments
Form 990, Part III, Q. 4a
St. Joseph Health Ministries Foundation ("SJHMF") was incorporated in 1990. It is a 501(c)(3) tax-exempt organization whose sole purpose, since July 2000, is to solicit, receive, maintain and distribute funds and other assets and apply the income and principal thereof exclusively for the charitable and educational activities of St. Joseph Health Ministries and its related subsidiaries. St. Joseph Health Ministries and its subsidiaries operate exclusively to support and benefit Catholic Health Initiatives, insofar as their purpose includes the continuation of the tradition of Catholic health care in the Lancaster Pennsylvania community. SJHMF's staff and 11-member Board of Directors raise funds through annual giving, major gifts, planned giving, a special event and corporate/foundation grants. The dollars that are raised are currently used to help fund the operation of the Brush.Brush.Smile! oral health program and other outreach initiatives that affect the health of children in need within Lancaster County. In FY11 SJHMF raised $139 thousand. At the same time, it disbursed $150 thousand back into the community through its support of St. Joseph Health Ministries and its related subsidiaries' nonprofit community health care services. Over the past 11 years SJHMF has generated contributions totaling $4.1 million. It has disbursed $2.3 million back into the community and it currently maintains reserve assets of approximately $9.7 million.
Executive Committee Composition and Authority
Form 990, Part VI, Q. 1a
Pursuant to Section 8.6 of the Bylaws of St. Joseph Health Ministries Foundation, the executive committee is comprised of the Chairperson of the Board, the Vice Chairperson of the Board, the President and Executive Director of the Corporation, and the President and Executive Director of the Corporate Member, each of whom shall serve as an ex officio voting member of the Executive Committee, and to the extent possible one member of a participating congregation or other religious institute of the Roman Catholic Church appointed by the Board of Directors. Each individual appointed to the Executive Committee shall serve for a term of one year or until his or her successor is duly appointed by the Board of Directors. Pursuant to Section 8.1 of the Corporation's bylaws, committees, such as the executive committee, that are granted the authority to act on behalf of the board of directors may include only directors of the corporation. Further, pursuant to Section 8.6 of the Corporation's bylaws, the executive committee has and may exercise such powers as may be delegated to it by the board of directors. The Executive Committee also possesses the power to transact routine business of the corporation in the interim period between regularly scheduled meetings of the board of directors.
Change in Governing Documents
Form 990, Part VI, Q. 4
St. Joseph Health Ministries Foundation merged with its parent company, St. Joseph Health Ministries as of the end of fiscal year 2011. All assets were distributed upon dissolution on June 30, 2011. St. Joseph Health Ministries will continue the purpose of St. Joseph Health Ministries Foundation through fundraising efforts.
Organization's Corporate Members/ Stockholders
Form 990, Part VI, Q. 6
According to the bylaws of St. Joseph Health Ministries Foundation, the entity's sole member of the corporation is St. Joseph Health Ministries, a Pennsylvania nonprofit Corporation.
Members/Stockholders Electing Governing Body
Form 990, Part VI, Q. 7a
According to the bylaws of St. Joseph Health Ministries Foundation, St. Joseph Health Ministries, the sole corporate member, has the power to appoint (subject to the approval of Catholic Health initiatives, the parent corporation) remove or replace the members of the board of directors. Members of the board may be removed at any time, with or without cause, by the parent corporation.
Approval of Governing Body Decisions by Members/Stockholders
Form 990, Part VI, Q. 7b
The organization's corporate member is St. Joseph Health Ministries. Pursuant to Section 5.4 of the organization's bylaws, both St. Joseph Health Ministries and Catholic Health Initiatives ("CHI") (St. Joseph Health Ministries sole corporate member) have reserved powers as outlined in the CHI governance matrix. Pursuant to the governance matrix the following rights are held by the St. Joseph Health Ministries Board: - Approve members of the St. Joseph Health Ministries Foundation board - Amendment of the corporate documents of St. Joseph Health Ministries Foundation - Approve removal of a member of the governing body of St. Joseph Health Ministries Foundation - Adoption of long range and strategic plans for St. Joseph Health Ministries Foundation The following rights are reserved to the CHI Board directly or through powers delegated to the CHI Chief Executive Officer: - Substantial change in the mission or philosophy of St. Joseph Health Ministries Foundation - Removal of a member of the governing body of St. Joseph Health Ministries Foundation - Approval of issuance of debt by St. Joseph Health Ministries Foundation - Approval of participation of St. Joseph Health Ministries Foundation in a joint venture - Approval of formation of a new corporation by St. Joseph Health Ministries Foundation - Approval of a merger involving the St. Joseph Health Ministries Foundation - Approval of the sale of all or substantially all of the assets of St. Joseph Health Ministries Foundation - To require the transfer of assets by St. Joseph Health Ministries Foundation to CHI to accomplish CHI's goals and objectives, and to satisfy CHI debts. Pursuant to Section 5.5 of the organization's bylaws, St. Joseph Health Ministries or CHI may, in exercise of their approval powers, grant or withhold approval in whole or in part, or may, in its complete discretion, after consultation with the Board and its President and the Chief Executive Officer of the organization, recommend such other or different actions as it deems appropriate.
Process the Organization uses to review form 990
Form 990, Part VI, Q. 11b
Once the return is prepared, the return is reviewed by the director of financial services and is then reviewed by the President/CEO. The CEO facilitates the return's review with the management team. A copy of the final version of the return is provided electronically to the board members prior to filing with the IRS. Subsequent to review by the board the tax department files the return with the appropriate federal and state agencies, making any non-substantive changes necessary to effect e-filing. Any such changes are not re-submitted to the board.
Procedures for Monitoring and Enforcing the COI Policy
Form 990, Part VI, Q. 12c
The organization's conflict of interest policy requires that each board member complete an annual questionnaire that discloses potential and actual conflicts of interest. Board members are asked to disclose any potential conflicts at each board or committee meeting. If a potential conflict exists, the board or committee determines whether the member should be excluded from voting or discussing that particular matter.
Process for Determining CEO's Compensation
Form 990, Part VI, Q. 15a
The organization had an interim CEO serving in this position July 1, 2010 through October 5, 2010. The organization's interim CEO's compensation was paid by St. Joseph Regional Health Network. The interim CEO's compensation was set by a compensation committee utilizing an independent consultant and comparability studies to determine compensation. The St. Joseph Regional Health Network's board of directors oversees the compensation setting process to ensure reasonableness and compliance with the organization's compensation philosophy. The organization's current CEO's compensation is paid by CHI. CHI has a defined compensation philosophy. Both the executive and non-executive compensation structures and ranges are reviewed annually in comparison to market data. CHI uses The Hay Group as the independent third party to assess executive compensation programs and to ensure the reasonableness of actual salaries and total compensation packages. Compensation of the senior most executives is reviewed annually. The Hay Group reviews both cash and total compensation for overall reasonableness, for adherence to CHI's compensation philosophy, and for comparability to the not-for-profit healthcare market. This independent review is delivered by Hay Group to the HR committee of the CHI Board of Stewardship Trustees annually at their September meeting and minutes are shared with the full board at the December meeting. The last review was September, 2011. In addition, in December 2009, Hay Group completed a comprehensive review of all positions at the level of vice president and above to determine and validate appropriate compensation levels.
Process for Determining Compensation - Officers/Key Employees
Form 990, Part VI, Q. 15b
During the tax year ended 6/30/2011, no officers, directors or trustees received compensation from St. Joseph Health Ministries Foundation. Any executive compensation paid to officers, directors or trustees by related organizations was set by a compensation committee who utilized an independent consultant and comparability studies to determine compensation. Therefore, this question is more appropriately answered N/A.
Public Inspection of Documents
Form 990, Part VI, Q. 19
The organization's financial statements are included in Catholic Health Initiatives' consolidated audited financial statements that are available at www.CatholicHealthInit.org or at www.DACBOND.org. The organization's Conflicts of Interest Policy and organizing documents are not publicly available.
Estimate of Hours
Form 990, Part VII
Compensation reported on Form 990, Part VII was paid to these individuals by related organizations in exchage for the fulfillment of their duties as full-time, 40 hour per week employees.
Other Changes in Net Assets
Form 990, Part XI, Q. 5
Unrealized Gain 1,102,914 Transfer Ownership to SJHM (9,622,787) ----------- Total (8,519,873)
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.