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
CLAYTON COUNTY HOSPITAL AUTHORITY TRUST COMPANY LIABILITY TRUST
Employer identification number
58-2016041
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)
SOUTHERN REGIONAL HEALTH SYSTEM INC
581955423
3
Yes
Yes
Yes
1,345,000
Total
1,345,000
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
CLAYTON COUNTY HOSPITAL AUTHORITY TRUST COMPANY LIABILITY TRUST
Employer identification number
58-2016041
Identifier
Return Reference
Explanation
MANAGEMENT DELEGATED
FORM 990, PAGE 6, PART VI, LINE 3
EFFECTIVE 10/07/08, THE SUPPORTED ORGANIZATION, SOUTHERN REGIONAL HEALTH SYSTEM, INC. ("SRHS"), ENTERED INTO AN AGREEMENT WITH FTI CONSULTING, INC. ("FTI"), AN UNRELATED ORGANIZATION, FOR INTERIM MANAGEMENT AND SUPPORT SERVICES. UNDER THIS AGREEMENT, FTI ASSIGNED THREE EMPLOYEES TO PROVIDE FULL-TIME, ON-SITE SERVICES FOR THE FOLLOWING POSITIONS: CHIEF RESTRUCTURING OFFICER (CRO), VICE PRESIDENT OPERATIONS (VPO), AND CHIEF NURSING OFFICER (CNO). AS PART OF THE SUPPORT SERVICES COMPONENT OF THIS AGREEMENT, A FINANCIAL ADVISOR (FA) WAS ALSO PROVIDED TWO DAYS PER WEEK. AS OF 12/19/08, THE CRO ASSUMED THE ROLE OF CHIEF EXECUTIVE OFFICER (CEO). UNDER THE GUIDANCE AND DIRECTION OF THE BOARD, THE CEO, AS AN INDEPENDENT CONTRACTOR OF SRHS AND AN EMPLOYEE OF FTI, ASSUMED THE RESPONSIBILITY OF OVERSEEING THE DUTIES OF PREVIOUS CHIEF EXECUTIVE OFFICERS OF SRHS. AN AGREEMENT DATED 1/15/09 TRANSITIONED THE VPO TO THE ROLE OF CHIEF OPERATING OFFICER (COO), AND ALSO CHANGED THE FA TO THE ROLE OF CHIEF FINANCIAL OFFICER (CFO). THE COO, UNDER THE DIRECTION OF THE CEO, IS RESPONSIBLE FOR DAY-TO-DAY FUNCTIONING OF SRHS DEPARTMENTS. THE CFO, ALSO UNDER THE DIRECTION OF THE CEO, IS RESPONSIBLE FOR THE FINANCIAL FUNCTIONS OF SRHS, CONSISTENT WITH THE DUTIES GIVEN TO PRIOR CHIEF FINANCIAL OFFICERS OF SRHS. DURING THE LAST HALF OF FY 2010, SRHS BEGAN HIRING PERMANENT EXECUTIVE MANAGEMENT AND WAS ABLE TO HIRE THE CEO ON APRIL 26, 2010. THE FTI ASSIGNED COO AND CNO LEFT THE ORGANIZATION ON APRIL 23, 2010. THE FTI ASSIGNED CFO AND CONTROLLER LEFT THE ORGANIZATION ON JULY 7, 2010. THE PERMANENT CFO, COO, AND CNO WERE HIRED IN FY 2011.
ELECTION OF MEMBERS AND THEIR RIGHTS
FORM 990, PAGE 6, PART VI, LINE 7A
SRHS, THE SUPPORTED ORGANIZATION, APPOINTS THE TRUSTEES AND ELECTS THE OFFICERS OF THE FILING ORGANIZATION.
DECISIONS SUBJECT TO APPROVAL OF MEMBERS
FORM 990, PAGE 6, PART VI, LINE 7B
THE AUTHORITY BOARD'S DECISIONS ARE SUBJECT TO APPROVAL BY THE PARENT BOARD, SOUTHERN REGIONAL HEALTH SYSTEM, INC. THE FOLLOWING ACTIONS ARE SUBJECT TO APPROVAL: EXPENDITURES IN EXCESS OF 2,000,000; ACQUISITION OF OR AFFILIATION WITH, ANY OTHER ENTITY THAT WOULD BE IN CONFLICT WITH A STRATEGIC PLAN OF ANY SRHS ENTITY; AMENDMENT OF GOVERNING DOCUMENTS; FILING FOR BANKRUPTCY; ADOPTION OF ANY BUDGETS; OR THE ACQUISITION, SALE, TRANSFER OR OTHER DISPOSITION OF ANY ASSETS OF THE AUTHORITY.
ORGANIZATION'S PROCESS USED TO REVIEW FORM 990
FORM 990, PAGE 6, PART VI, LINE 11B
THE COMPLETED IRS FORM 990 TAX RETURN, ALONG WITH ALL SUPPORTING SCHEDULES, ARE POSTED TO THE SRHS EXTRANET FOR BOARD MEMBER ACCESS AND REVIEW. NOTIFICATION OF THE POSTING IS SENT VIA EMAIL.
ENFORCEMENT OF CONFLICTS POLICY
FORM 990, PAGE 6, PART VI, LINE 12C
THE CONFLICT OF INTEREST POLICY COVERS ALL BOARD MEMBERS AND SENIOR MANAGEMENT. ANY POTENTIAL CONFLICT IS DISCUSSED WITH THE BOARD OF DIRECTORS (ABSENT THE MEMBER WITH THE POTENTIAL CONFLICT). IF IT IS DETERMINED THAT CONFLICT EXISTS, THEN THE BOARD MAY HAVE THE MEMBER EITHER RESIGN, REMOVE THE CONFLICT, OR THEY MOVE FORWARD WITH THE TRANSACTION IF SPECIFIC FACTS ARE PRESENT. IF THE LATTER SITUATION TAKES PLACE, THEN THE MEMBER IS EXCLUDED FROM DISCUSSIONS AND THE VOTE FOR THAT TRANSACTION.
COMPENSATION PROCESS FOR TOP OFFICIAL
FORM 990, PAGE 6, PART VI, LINE 15A
THE COMPENSATION COMMITTEE OF SRHS BOARD OF DIRECTORS AUTHORIZES THE COMPENSATION PACKAGE FOR EXECUTIVES UTILIZING THE VHA GEORGIA SURVEY OF EXECUTIVE COMPENSATION AND OTHER APPROPRIATE SURVEYS. THE SURVEY IS REVIEWED TO ENSURE COMPETITIVE WAGES AND BENEFITS FOR THE CEO.
COMPENSATION PROCESS FOR OFFICERS
FORM 990, PAGE 6, PART VI, LINE 15B
THE COMPENSATION COMMITTEE OF SRHS BOARD OF DIRECTORS AUTHORIZES THE COMPENSATION PACKAGE FOR EXECUTIVES UTILIZING THE VHA GEORGIA SURVEY OF EXECUTIVE COMPENSATION AND OTHER APPROPRIATE SURVEYS. THE SURVEY IS REVIEWED TO ENSURE COMPETITIVE WAGES AND BENEFITS FOR THE CFO AND OTHER OFFICERS AND KEY EMPLOYEES OF THE ORGANIZATION.
GOVERNING DOCUMENTS DISCLOSURE EXPLANATION
FORM 990, PAGE 6, PART VI, LINE 19
THE SOUTHERN REGIONAL HEALTH SYSTEM, INC.'S, THE SUPPORTED ORGANIZATION, BOARD OF DIRECTORS COMPLIES WITH THE OPEN RECORDS LAW. UPON WRITTEN REQUEST, GOVERNING DOCUMENTS DEEMED ACCESSIBLE TO THE PUBLIC UNDER THE LAW, CAN BE VIEWED IN THE OFFICE OF THE PRESIDENT AND CHIEF EXECUTIVE OFFICER.
RELATED ORGANIZATIONS
FORM 990, PAGE 7, PART VII
STEPHEN MAHAN DEVOTES 40 HOURS A WEEK TO THE RELATED ORGANIZATION. LEE BOLES DEVOTES 40 HOURS A WEEK TO THE RELATED ORGANIZATION.
OTHER CHANGES IN NET ASSETS EXPLANATION
FORM 990, PART XI, LINE 5
UNREALIZED GAINS/LOSS ON INVESTMENTS 1,550,318
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.