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
2012
Open to Public Inspection
Name of the organization
CHAPTERS HEALTH SYSTEM INC
Employer identification number
59-2264957
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 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 monetary support
Yes
No
Yes
No
Yes
No
(A)
LIFEPATH HOSPICE INC
205276870
9
Yes
Yes
Yes
0
(B)
GOOD SHEPHERD HOSPICE INC
205276923
9
Yes
Yes
Yes
0
(C)
CHAPTERS HEALTH SENIOR INDEPENDENCE INC
275158323
9
No
Yes
Yes
0
Total
0
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 2
Part II
Support Schedule for Organizations Described in Sections 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) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(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) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(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. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
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 2012 (line 6, column (f) divided by line 11, column (f))
.........
14
15
Public support percentage for 2011 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2012.
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—2011.
If the organization did not check a 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—2012.
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—2011.
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) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 3
Part III
Support Schedule for Organizations Described in Section 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) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(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) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(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 2012 (line 8, column (f) divided by line 13, column (f))
.........
15
16
Public support percentage from 2011 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2012 (line 10c, column (f) divided by line 13, column (f))
......
17
18
Investment income percentage from 2011 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2012.
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—2011.
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) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 4
Part IV
Supplemental Information.
Complete this part to provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
AMOUNT OF SUPPORT, SCHEDULE A, PART I, LINE 11H(VII), CHAPTERS HEALTH SYSTEM, INC. PROVIDES SUPPORT SERVICES TO ITS SUBSIDIARIES AND ITS SUPPORTED ORGANIZATIONS (LIFEPATH HOSPICE, INC., GOOD SHEPHERD HOSPICE, INC. AND CHAPTERS HEALTH SENIOR INDEPENDENCE, INC.) IN THE FORM OF INFORMATION TECHNOLOGY, HUMAN RESOURCES, LEGAL, FUND RAISING, COMPLIANCE, ACCOUNTING, MANAGEMENT OVERSIGNT AND HEALTHCARE PERSONNEL.,
Schedule A (Form 990 or 990-EZ) 2012
Additional Data
Software ID:
12000266
Software Version:
v2012.1.0
-
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.
OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
CHAPTERS HEALTH SYSTEM INC
Employer identification number
59-2264957
Identifier
Return Reference
Explanation
ORGANIZATION'S MISSION
FORM 990, PART III, LINE 1
(CONTINUED FROM PART III) CHS ALSO WORKS TO PROMOTE AN UNDERSTANDING OF THE NEEDS OF PERSONS WITH SERIOUS OR LIFE-LIMITING ILLNESSES AS WELL AS THE NEEDS OF ITS FAMILIES AND CAREGIVERS. CHS PROVIDES SIGNIFICANT MANAGEMENT DUTIES, INCLUDING WITHOUT LIMITATION, FINANCIAL AND ACCOUNTING SERVICES, HUMAN RESOURCES, LEGAL AND MARKETING SERVICES, INFORMATION TECHNOLOGY SERVICES, TO ITS SUBSIDIARIES AND WHOLLY OWNED LLC'S VIA A WRITTEN MANAGEMENT AGREEMENT.
PROGRAM SERVICES
FORM 990, PART III, LINE 4A
(CONTINUED FROM PART III) CHAPTERS HEALTH SYSTEM PROVIDES SIGNIFICANT MANAGEMENT DUTIES, INCLUDING WITHOUT LIMITATION, FINANCIAL AND ACCOUNTING SERVICES, HUMAN RESOURCES, LEGAL AND MARKETING SERVICES, INFORMATION TECHNOLOGY SERVICES, TO ITS SUBSIDIARIES AND WHOLLY OWNED LLC'S VIA A WRITTEN MANAGEMENT AGREEMENT. THE AMOUNT OF THESE SERVICES IS REFLECTED IN THE STATEMENT OF REVENUE AS SHARED SERVICES REVENUE AND MANAGEMENT FEE INCOME. B. LIFEPATH HOSPICE, INC. LIFEPATH HOSPICE IS A MEDICARE-CERTIFIED AGENCY THAT PROVIDES END-OF-LIFE CARE IN HILLSBOROUGH COUNTY, FLORIDA. IN 2012, LIFEPATH HOSPICE SERVED 7,598 PATIENTS IN ITS COMMUNITY. LIFEPATH HOSPICE PROFESSIONALS CARED FOR 69.2% OF ALL PEOPLE WHO DIED IN HILLSBOROUGH COUNTY IN 2012. (THIS FIGURE ALSO TAKES INTO ACCOUNT SUDDEN DEATHS, ACCIDENTS, HOMICIDES AND SUICIDES.) THE COMPANY HAS 1,083 TRAINED VOLUNTEERS WHOSE DONATED TIME IS VALUED AT $1,683,211. LIFEPATH HOSPICE PROVIDED $2,676,000 IN CHARITY CARE IN 2012. C. GOOD SHEPHERD HOSPICE, INC. GOOD SHEPHERD HOSPICE IS A MEDICARE-CERTIFIED AGENCY THAT PROVIDES END-OF-LIFE CARE IN POLK, HIGHLANDS AND HARDEE COUNTIES IN FLORIDA. IN 2012, GOOD SHEPHERD HOSPICE SERVED 4,088 PATIENTS IN ITS COMMUNITIES. GOOD SHEPHERD HOSPICE PROFESSIONALS CARED FOR 46.0% OF ALL PEOPLE WHO DIED IN POLK, HIGHLANDS AND HARDEE COUNTIES IN 2012. (THIS FIGURE ALSO TAKES INTO ACCOUNT SUDDEN DEATHS, ACCIDENTS, HOMICIDES AND SUICIDES.) THE COMPANY HAS 457 TRAINED VOLUNTEERS WHOSE DONATED TIME IS VALUED AT $670,411. GOOD SHEPHERD HOSPICE PROVIDED $1,456,000 IN CHARITY CARE IN 2012. D. CHAPTERS HEALTH PALLIATIVE CARE, LLC CHAPTERS HEALTH PALLIATIVE CARE PROVIDES PAIN AND PALLIATIVE CARE CONSULTS IN HOSPITALS AND OTHER FACILITIES IN HILLSBOROUGH AND POLK COUNTIES. IN 2012, CHAPTERS HEALTH PALLIATIVE CARE PROVIDED 5,502 PATIENT VISITS, WHICH INCLUDED 1,538 NEW PALLIATIVE CARE CONSULTS AT THREE HOSPITALS AND THREE NURSING HOME/REHABILITATION CENTERS. E. CHAPTERS HEALTH PHARMACY, LLC CHAPTERS HEALTH PHARMACY IS A NOT-FOR-PROFIT SUBSIDIARY THAT PROVIDES MEDICATIONS FOR THE PATIENTS OF LIFEPATH HOSPICE AND GOOD SHEPHERD HOSPICE. CHAPTERS HEALTH PHARMACY IMPROVED STAFF EFFICIENCY WITH ELECTRONIC MEDICATION ORDERS, FILLING 156,801 PRESCRIPTIONS IN 2012. CHAPTERS HEALTH PHARMACY PROVIDES FREE DELIVERY OF MEDICATIONS FOR HOSPICE PATIENTS, AT A COST OF MORE THAN $886,166. F. CHAPTERS HEALTH STAFFING, LLC CHAPTERS HEALTH SYSTEM ESTABLISHED A NOT-FOR-PROFIT SUBSIDIARY, CHAPTERS HEALTH STAFFING, LLC, IN 2009. CHAPTERS HEALTH STAFFING OPERATES A LICENSED HEALTH CARE SERVICES POOL. THIS COMPANY PROVIDES TEMPORARY STAFFING OF HEALTHCARE PERSONNEL TO OTHER CHAPTERS HEALTH SYSTEM SUBSIDIARIES AND ENABLES CHAPTERS HEALTH SYSTEM TO CENTRALIZE THE MANAGEMENT OF CLINICAL STAFF WHOSE DUTIES CROSS BETWEEN MULTIPLE SUBSIDIARIES. CHAPTERS HEALTH STAFFING STAFF INCLUDES PHYSICIANS, NURSES, RESPIRATORY THERAPISTS AND MANAGERS FOR THE ONCOLOGY PROGRAM, MEDICAL STAFF AND INFUSION SERVICES. G. CHAPTERS HEALTH SYSTEM DEVELOPMENT DEPARTMENT THE CHAPTERS HEALTH SYSTEM DEVELOPMENT DEPARTMENT IS THE FUNDRAISING ENTITY FOR LIFEPATH HOSPICE AND GOOD SHEPHERD HOSPICE. THROUGH COMMUNITY EVENTS AND FUNDRAISING ACTIVITIES, THE DEVELOPMENT DEPARTMENT RAISES FUNDS TO SUPPORT THE UNFUNDED PROGRAMS OF LIFEPATH HOSPICE AND GOOD SHEPHERD HOSPICE, WHICH INCLUDE CHARITY CARE, COMMUNITY GRIEF SUPPORT AND MEDICAL STUDENT EDUCATION. IN 2012, A TOTAL OF 18,002 DONORS CONTRIBUTED $4,176,347 TO THE CHAPTERS HEATH SYSTEM DEVELOPMENT DEPARTMENT THROUGH CAPITAL CAMPAIGNS, MEMORIALS, REALIZED PLANNED GIFTS, SPECIAL EVENTS AND OTHER GIFTS. H. CHAPTERS SENIOR INDEPENDENCE, INC. CHAPTERS SENIOR INDEPENDENCE, INC IS A NOT FOR PROFIT CORPORATION FORMED IN 2011. CHAPTERS SENIOR INDEPENDENCE'S MISSION IS TO PROVIDE SERVICES FOR THE SUPPORT AND CARE OF FRAIL ELDERLY PERSONS. CHAPTERS SENIOR INDEPENDENCE WILL PROVIDE THE AFOREMENTIONED SERVICES THROUGH CHAPTERS HEALTH PACE (PACE) AND CHAPTERS NURSING HOME DIVERSION (HOME DIVERSION). PACE PROVIDES COMPLETE HEALTH CARE SOLUTIONS FOR SENIORS WHO WANT TO REMAIN INDEPENDENT. HOME DIVERSION PROVIDES CASE MANAGEMENT SERVICES TO EVALUATE AND COORDINATE VARIOUS SERVICES THAT ARE INDISPENSIBLE TO ELDERLY PERSONS.
Review of form 990 by governing body
Form 990, Part VI, Section B, Line 11b
CHAPTERS HEALTH SYSTEM, INC. RETAINS AN INDEPENDENT TAX ADVISOR TO ASSIST MANAGEMENT IN THE PREPARATION AND REVIEW OF ITS IRS FORM 990. PRIOR TO FILING THE RETURN, MANAGEMENT AND THE INDEPENDENT TAX ADVISOR REVIEW THE RETURN AND ALL REQUIRED SCHEDULES WITH THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS. THE COMPENSATION COMMITTEE IS COMPOSED OF INDEPENDENT DIRECTORS OF THE COMPANY. UPON COMPLETION OF ITS REVIEW, THE COMPENSATION COMMITTEE RECOMMENDS TO THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS THAT MANAGEMENT BE AUTHORIZED TO SIGN AND FILE THE RETURN. UNDER THE COMPANY'S BYLAWS THE EXECUTIVE COMMITTEE HAS THE AUTHORITY TO TAKE THIS ACTION ON BEHALF OF THE BOARD OF DIRECTORS. A COPY OF THE FORM 990 IS PROVIDED TO THE FULL BOARD PRIOR TO FILING WITH THE IRS AND THE EXECUTIVE COMMITTEE REPORTS ITS ACTIVITIES TO THE BOARD OF DIRECTORS ON A QUARTERLY BASIS.
Conflict of interest policy
Form 990, Part VI, Section B, Line 12c
ANNUALLY, EACH OFFICER, DIRECTOR AND KEY EMPLOYEE SIGNS AN ACKNOWLEDGEMENT AND DISCLOSURE FORM ATTESTING THAT THEY HAVE READ THE CONFLICT OF INTEREST POLICY AND AGREEING TO COMPLY FULLY WITH ITS TERMS AND CONDITIONS DURING THEIR SERVICES WITH CHAPTERS HEALTH SYSTEM, INC. THEY FURTHER AGREE THAT IF, AT ANY TIME SUBSEQUENT TO THE SUBMISSION OF THE DISCLOSURE FORM, THEY BECOME AWARE OF ANY ACTUAL OR POTENTIAL CONFLICT OF INTEREST OR THE INFORMATION PREVIOUSLY SUBMITTED BECOMES INACCURATE OR INCOMPLETE, THEY WILL PROMPTLY NOTIFY THE CHS BOARD OF DIRECTORS OR THE PRESIDENT AND CEO OF CHAPTERS HEALTH SYSTEM, INC. DETERMINATION OF AND REMEDIES FOR CONFLICTS OF INTEREST 1. DISCLOSURE. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF HIS OR HER FINANCIAL INTEREST AND MUST BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE DIRECTORS (AND MEMBERS OF COMMITTEES) CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. THE DISCLOSURE SHALL BE MADE AS SOON AS PRACTICABLE FOLLOWING THE REALIZATION BY THE INTERESTED PERSON THAT AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST EXISTS. ORDINARILY, DISCLOSURES BY INTERESTED PERSONS SHOULD BE TO THE CHAIRPERSON OF THE BOARD. WHEN AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST BECOMES APPARENT IN THE COURSE OF A BOARD MEETING (OR COMMITTEE MEETING), THE INTERESTED PERSON SHALL IMMEDIATELY DISCLOSE HIS OR HER FINANCIAL INTEREST AND RELATED MATERIAL FACTS TO THE PRESIDING DIRECTOR OR OFFICER AT SUCH MEETING. 2. DETERMINING WHETHER A CONFLICT OF INTEREST EXISTS. AFTER DISCLOSURE OF THE FINANCIAL INTEREST AND ALL MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, THE INTERESTED PERSON SHALL LEAVE THE BOARD (OR COMMITTEE) MEETING WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE REMAINING BOARD (OR COMMITTEE) MEMBERS SHALL DECIDE IF A CONFLICT OF INTEREST EXISTS. 3.PROCEDURES FOR ADDRESSING THE CONFLICT OF INTEREST. (A) AN INTERESTED PERSON WHO HAS A CONFLICT OF INTEREST MAY MAKE A PRESENTATION AT THE BOARD (OR COMMITTEE) MEETING, BUT AFTER SUCH PRESENTATION, HE OR SHE SHALL LEAVE THE MEETING DURING THE DISCUSSION OF, AND THE VOTE ON, THE TRANSACTION OR ARRANGEMENT THAT RESULT IN THE CONFLICT OF INTEREST. THE INTERESTED PERSON WHO HAS A CONFLICT OF INTEREST WILL NOT BE COUNTED AS PRESENT FOR DETERMINING A MAJORITY WITH RESPECT TO THE VOTE ON THE TRANSACTION OR ARRANGEMENT THAT RESULTS IN THE CONFLICT OF INTEREST. (B) THE CHAIRPERSON OF THE BOARD (OR COMMITTEE) SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT. (C) AFTER EXERCISING DUE DILIGENCE, THE BOARD (OR COMMITTEE) SHALL DETERMINE WHETHER CHAPTERS HEALTH SYSTEM CAN OBTAIN A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT WITH REASONABLE EFFORTS FROM A PERSON OR BUSINESS ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. (D)IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY ATTAINABLE UNDER CIRCUMSTANCES THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST, THE BOARD (OR COMMITTEE) SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS (OR COMMITTEE MEMBERS) WHETHER THE TRANSACTION OR ARRANGEMENT IS IN CHS'S BEST INTEREST AND FOR ITS OWN BENEFIT AND WHETHER THE TRANSACTION IS FAIR AND REASONABLE TO CHS AND SHALL MAKE ITS DECISION AS TO WHETHER TO ENTER INTO THE TRANSACTION OR ARRANGEMENT IN CONFORMITY WITH SUCH DETERMINATION. VIOLATIONS OF THE CONFLICTS OF INTEREST POLICY (A) IF THE BOARD (OR COMMITTEE) HAS REASONABLE CAUSE TO BELIEVE THAT AN INTERESTED PERSON HAS FAILED TO DISCLOSE ACTUAL OR POSSIBLE CONFLICTS OF INTEREST, IT SHALL INFORM THE INTERESTED PERSON OF THE BASIS FOR SUCH BELIEF AND AFFORD THE INTERESTED PERSON AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. (B) IF, AFTER HEARING THE RESPONSE OF THE INTERESTED PERSON AND MAKING SUCH FURTHER INVESTIGATION AS MAY BE WARRANTED UNDER THE CIRCUMSTANCES, THE BOARD (OR COMMITTEE) DETERMINES THAT THE INTERESTED PERSON HAS IN FACT FAILED TO DISCLOSE AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, IT SHALL TAKE SUCH ACTION AS IT DETERMINES TO BE APPROPRIATE, INCLUDING CORRECTIVE AND DISCIPLINARY ACTION. RECORD OF PROCEEDINGS THE MINUTES OF THE BOARD (AND EACH COMMITTEE) SHALL CONTAIN: 1. THE NAME OF EACH PERSON WHO DISCLOSED OR OTHERWISE WAS FOUND TO HAVE A FINANCIAL INTEREST IN CONNECTION WITH AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, THE NATURE OF THE FINANCIAL INTEREST, ANY ACTION TAKEN TO DETERMINE WHETHER A CONFLICT OF INTEREST WAS PRESENT, AND THE BOARD'S (OR COMMITTEE'S) DECISION AS TO WHETHER A CONFLICT OF INTEREST IN FACT EXISTED. 2. THE NAMES OF THE PERSONS WHO WERE PRESENT FOR DISCUSSIONS AND VOTES RELATING TO THE TRANSACTION OR ARRANGEMENT, THE CONTENT OF THE DISCUSSION, INCLUDING ANY ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT, AND A RECORD OF ANY VOTES TAKEN IN CONNECTION THEREWITH. PERIODIC REVIEWS TO ENSURE THAT CHS OPERATES IN A MANNER CONSISTENT WITH ITS CHARITABLE PURPOSES AND THAT IT DOES NOT ENGAGE IN ACTIVITIES THAT COULD JEOPARDIZE ITS STATUS AS AN ORGANIZATION EXEMPT FROM FEDERAL INCOME TAX, PERIODIC REVIEWS SHALL BE CONDUCTED. CHS MAY, BUT NEED NOT, USE AN OUTSIDE ADVISOR TO CONDUCT A PERIODIC REVIEW. THE PERIODIC REVIEW SHALL INCLUDE, AT A MINIMUM, THE FOLLOWING SUBJECTS: 1. WHETHER COMPENSATION ARRANGEMENTS AND BENEFITS ARE REASONABLE AND ARE THE RESULTS OF ARM'S-LENGTH BARGAINING. 2. WHETHER AGREEMENTS TO PROVIDE HEALTH CARE AND AGREEMENTS WITH OTHER HEALTH CARE PROVIDERS, EMPLOYEES AND THIRD PARTY PAYERS FURTHER CHS'S CHARITABLE PURPOSES AND DO NOT RESULT IN PRIVATE INUREMENT OR IMPERMISSIBLE PRIVATE BENEFIT.
Process used to establish compensation of top management official
Form 990, Part VI, Section B, Line 15a
THE ORGANIZATION ENGAGED AN INDEPENDENT COMPENSATION CONSULTANT TO ASSIST IN ESTABLISHING A COMPENSATION CHARTER THAT DETAILS THE ORGANIZATION'S PROCEDURES FOR SETTING COMPENSATION OF THE CEO AND ALL OTHER OFFICERS AND KEY EMPLOYEES OF THE ORGANIZATION. THE COMPENSATION CHARTER ESTABLISHED THE COMPENSATION COMMITTEE, THE INDEPENDENT BODY RESPONSIBLE FOR ESTABLISHING THE COMPENSATION OF THE CEO AND ALL OTHER OFFICERS AND KEY EMPLOYEES OF THE ORGANIZATION. THE COMPENSATION COMMITTEE RELIES ON A RECENT COMPENSATION STUDY PERFORMED BY AN INDEPENDENT COMPENSATION CONSULTANT, WHICH IS DONE ON AN ANNUAL BASIS, THAT PROVIDES COMPENSATION DATA FOR SIMILARLY QUALIFIED PERSONS IN COMPARABLE ORGANIZATIONS TO SUPPORT ITS DECISION-MAKING PROCESS AND REPORTS ITS ACTIVITIES TO THE BOARD OF DIRECTORS AT THE NEXT REGULARLY SCHEDULED MEETING. THE COMPENSATION COMMITTEE ADEQUATELY DOCUMENTS ITS COMPENSATION DETERMINATIONS IN THE MEETING MINUTES ON A TIMELY BASIS.
Process used to establish compensation of other officers/key employees
Form 990, Part VI, Section B, Line 15b
SEE NARRATIVE FOR PART VI, LINE 15A
Governing documents, conflict of interest policy and financial statements available to the public
Form 990, Part VI, Section C, Line 19
THE ORGANIZATION'S ARTICLES OF INCORPORATION ARE FILED WITH AND VIEWABLE BY THE PUBLIC AT THE OFFICIAL WEBSITE OF THE FLORIDA DEPARTMENT OF STATE, DIVISION OF CORPORATIONS. THE ORGANIZATION'S BYLAWS AND CONFLICT OF INTEREST POLICY ARE NOT MADE AVAILABLE TO THE PUBLIC. UNAUDITED FINANCIAL STATEMENTS OF THE ORGANIZATION ARE FILED AND VIEWABLE BY THE PUBLIC AT THE OFFICIAL WEBSITE OF THE STATE OF FLORIDA, DIVISION OF CONSUMER SERVICES. THE ORGANIZATION IS REQUIRED TO FILE ITS AUDITED CONSOLIDATED FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION WITH ITS ANNUAL MEDICARE COST REPORT. THIS INFORMATION IS SUBJECT TO A PUBLIC RECORDS REQUEST. IN ADDITION, THE ORGANIZATION REPORTS ITS FINANCIAL PERFORMANCE EACH YEAR IN ITS ANNUAL REPORT, COPIES OF WHICH ARE AVAILABLE TO THE PUBLIC UPON REQUEST.
Other changes in net assets or fund balances
Form 990 , Part XI, Line 9
CHANGE IN VALUE OF SPLIT INTEREST AGREEMENT - 42910; CHANGE IN CASH SURRENDER VALUE - -9208;
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.