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 | ||||
| (1)
CLEARWATER VALLEY HOSPITAL & CLINICS INC |
820497771 | 03 | Yes | 1,009,042 | |||||
| (2)
DIVINE MEDICAL SERVICES THRU 10111 |
202773717 | 03 | No | 0 | |||||
| (3)
DL SURGERY CENTER |
263837203 | 03 | No | 6,616 | |||||
| (4)
ST BENEDICT'S FAMILY MEDICAL CENTER THRU 10111 |
820227163 | 03 | Yes | 236,527 | |||||
| (5)
ST MARY'S HOSPITAL & CLINICS INC |
820226453 | 03 | Yes | 1,006,254 | |||||
| (6)
MINNESOTA VALLEY HEALTH CENTER |
410837659 | 03 | Yes | 667,731 | |||||
| Total | 2,926,170 | ||||||||
| 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...... | ||||||
| 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.) | ||||||
| Calendar year (or fiscal year beginning in) | (a) 2007 | (b) 2008 | (c) 2009 | (d) 2010 | (e) 2011 | (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.). | ||||||




| Facts And Circumstances Test |
|---|
| Explanation |
|---|
| Governing Documents: The supported organizations listed in Part I Line 11h that have a "No" box checked are not specifically listed in Critical Access Group's articles of incorporation Article XI. However, Critical Access Group's articles state that Critical Access Group is organized and shall be operated exclusively for charitable, educational, scientific and religious purposes exclusively for the benefit of, to perform the functions of, or to carry out the purposes of the tax-exempt entities identified as supported organizations in their respective articles of incorporation. |
| Amount of Support: The amount of support includes Critical Access Group's functional expenses which are incurred for the benefit of Critical Access Group's supported organizations. |
| Software ID: | |
| Software Version: |
Attach to Form 990 or 990-EZ.| Identifier | Return Reference | Explanation |
|---|---|---|
| Form 990, Part I Line 1 | Organization's mission or most significant activities: Critical Access Group exists to support the highest quality integrated health care in the communities we serve. We carry forward our Benedictine heritage and facilitate Catholic sponsorship where desired. | |
| Form 990, Part III, Line 4 | Program service accomplishments: Critical Access Group is organized and shall be operated exclusively for charitable, education, scientific and religious purposes exclusively for the benefit of, to perform the functions of, or to carry out the purposes of the supported organizations, and of the tax-exempt entities identified as supported organizations in their respective articles of incorporation, all of which are organizations described in Section 501(c)(3) of the Internal Revenue Code of 1986. Critical Access Group exists to support the highest quality integrated health care in the communities served. CRITICAL ACCESS GROUP brings a culture of responsive, enhanced support services to strategically align local hospital and physician practices to deliver integrated community healthcare. CRITICAL ACCESS GROUP is responsible for critical administrative oversight functions to the organizations it supports (the "Supported Organizations"). CRITICAL ACCESS GROUP's Supported Organizations include 4 hospitals and 10 clinics in Minnesota & Idaho (of which 1 hospital and 2 clinics in Idaho were transferred to an unrelated organization) with several located in rural areas that have limited access to other healthcare options. These hospitals and clinics employ over 400 full time equivalents. The hospitals have a total of 72 licensed beds which provided for over 7,300 hospital patient days and over 50,500 outpatient visits during the fiscal year ended June 30, 2012. The clinics had over 47,000 encounters during the same time period. CRITICAL ACCESS GROUP Supported Organizations provided over $440,000 in charity care during the fiscal year ended June 30, 2012. Further community benefits provided by the Supported Organizations during the fiscal year include education and workforce development of over $140,000, subsidized health services of over $21,000, community services of over $203,000, and cash & in-kind donations of over $67,000. | |
| Form 990, Part V, Line 1a | 1099 Reporting: Beginning in 2011, vendor payments and Form 1099's were processed through Essentia Health on behalf of certain supported organizations. Form 990, Part V, Line 1c No gaming (gambling) winnings | |
| Form 990,Part VI, Line 6 | Members of Organization: Essentia Health may elect one or more members of the governing body as described in Schedule O Part VI Line 7a. Essentia Health and Benedictine Sisters Benevolent Association have reserved powers with respect to Critical Access Group as described in Schedule O Part VI Line 7b. | |
| Form 990, Part VI, Line 7a | Member with right to elect governing body: According to its Bylaws, Essentia Health shall appoint and remove Critical Access Group's governing body. | |
| Form 990, Part VI, Line 7b | Members with right to approve governing body decision: Critical Access Group is a subsidiary of Essentia Health, whose Board of Directors has reserved powers with respect to this corporation and its subsidiaries, and all of the other direct and indirect subsidiaries of Essentia Health (collectively, the "System"). Essentia Health's reserved powers are as follows: Strategic and Business Plans. Authority to create, and to approve, the System's strategic and business plans. Mission. Authority to create, and to approve, the mission, purpose and vision statements for all entities in the System by the affirmative vote of at least 67% of the Essentia Health board of directors. Debt. Approval of the incurrence of debt by, and the creation of all mortgages, liens, security interests, or other encumbrances on the assets of, all entities in the System in excess of the single or annual aggregate dollar limits prescribed in writing by the Essentia Health board of directors, and the authority to cause all entities in the System to participate in System borrowing. Governing Instruments. Authority to cause, and to approve, amendments of the articles of incorporation and bylaws of all entities in the System. Mergers and Acquisitions. Authority to cause, and to approve, all mergers, consolidations, and dissolutions of all entities in the System. Affiliations and Joint Ventures. Authority to cause, and to approve, all affiliations, joint ventures and other alliances with third parties of all entities in the System. Transfer of Assets Within the System. Authority to transfer assets, including cash, between and among entities within the System; provided, however, that Essentia Health shall not have authority to require any entity in the System to transfer assets (a) that would cause such entity to be in default of its covenants or obligations under any bond or other financing documents; (b) from the Catholic entities to the secular entities or from the secular entities to the Catholic entities in a manner or to an extent that would cause the Catholic entities to be in violation of the Ethical and Religious Directives for Catholic Health Care Services in the judgment of the local ordinary; or (c) such that money generated by services at secular facilities within the System by procedures that are contrary to the Ethical and Religious Directives for Catholic Health Care Services would be used at the Catholic entities or money generated by Catholic entities would be used in the providing of services contrary to the Ethical and Religious Directives for Catholic Health Care Services at secular facilities within the System. Transfer of Assets Outside the System. Authority to cause, and to approve, the sale, lease or other transfer of assets of all entities in the System to parties outside of the System when the asset's value exceeds the single or annual aggregate dollar limits prescribed in writing by the Essentia Health board of directors. Services. Authority to cause, and to approve, the addition of new services and service locations and the discontinuance of services and service locations within all entities in the System. Budgets. Approval of capital and operating budgets of all entities in the System. Professional Services. Selection of the general legal counsel and external auditors of all entities in the System. Acquisitions. Authority to cause, and to approve, all acquisitions by and formations of entities in the System. Marketing. Authority to implement System-wide marketing and promotional activities. Compliance Plans. Authority to create, and to approve, corporate compliance, safety and risk management plans for entities within the System. Quality Plan. Authority to create, and to approve, the System's quality plan. Non-Budgeted Purchases. Approval of non-budgeted capital purchases and leases in excess of the single or annual aggregate dollar limits prescribed in writing by Essentia Health for entities within the System. Human Resources. Authority to create human resource policies and procedures within the System. Reserved Powers. Authority to create additional Essentia Health reserved powers by the affirmative vote of at least 80% of the Essentia Health board of directors (excluding the Essentia Health CEO); provided, however, that any additional Essentia Health reserved powers shall not contravene or hinder the reserved powers of Benedictine Sisters Benevolent Association. The Benedictine Sisters Benevolent Association ("BSBA") also has certain reserved powers over all Catholic facilities within Essentia Health. BSBA's reserved powers are as follows: Mission. Authority to approve the mission, purpose and vision statements for Catholic facilities and entities within the System. Adherence to Ethical Religious Directives (ERDs). Authority to approve the methods, policies and procedures pertaining to the adherence of Catholic facilities and entities within the System to the ERDs, and to require the use of religious symbols, distinguishing elements and prayers. Official Catholic Directory. Authority to request the listing of qualified entities and facilities within the System in The Official Catholic Directory, subject to the approval of applicable Catholic authorities. Catholic Health Association. Authority to require Catholic facilities and entities within the System to join the membership of the Catholic Health Association of the United States. Alienation of Stable Patrimony or Ecclesiastical Goods. Authority to approve alienation of either stable patrimony or other ecclesiastical goods in the System if such goods involved in a specific transaction approved by Essentia Health pursuant to Section 2.8(g) or 2.8(h) of the Affiliation Agreement have a dollar value equal to or greater than 70% of the amount established from time to time that requires approval from the Holy See. Amendments. Authority to approve any amendments to the Articles of Incorporation or Bylaws of this corporation that would alter the number of Benedictine Sisters of St. Scholastica Monastery of Duluth or Benedictine Sisters Benevolent Association board of director members serving as members of this corporation's board of directors; authority to approve any amendments to the Articles of Incorporation or Bylaws of the Supported Organizations, as well as the Catholic Subsidiaries (as defined in the Affiliation Agreement), which could materially affect such entity's identity as a Catholic institution, including without limitation any amendment that would alter the number of Benedictine Sisters of St. Scholastica Monastery of Duluth or Benedictine Sisters Benevolent Association board of director members serving as members of such entity's board of directors; and authority to cause Essentia Health to make amendments to the Articles of Incorporation or Bylaws of the Supported Organizations, as well as the Catholic Subsidiaries, which amendments Benedictine Sisters Benevolent Association in good faith are necessary to preserve such entity's identity as a Catholic institution. Mission Effectiveness. Authority to approve annual plans and evaluations relating to mission effectiveness and chaplaincy for the Catholic facilities and entities within the System. Mergers and Dissolution. Subject to the approval of the Benedictine Sisters of St. Scholastica Monastery of Duluth, authority to approve a proposed merger, consolidation, liquidation, dissolution, or the disposition of all or substantially all the assets. | |
| Form 990, Part VI, Line 11a | Form 990 review process: The 2011 Form 990 including all schedules was reviewed by Critical Access Group's management and governing body on April 4th, 2013 prior to filing with the Internal Revenue Service. Each current director of the governing body received a final copy of the 2011 Form 990. Critical Access Group's Vice President, System Accounting led the review of the form and schedules and any questions were discussed. | |
| Form 990, Part VI, Line 12c | Monitoring and enforcing Conflict of Interest policy: Interested persons annually disclose relationships which might lead to a conflict of interest by completing a conflict of interest disclosure form. Interested persons include any person in a position to exercise substantial influence over the organization. It includes but is not limited to any director, officer, management, employee, or committee member of Essentia Health or any of its affiliates. Essentia is responsible for the annual distribution of conflict of interest forms and review of disclosures for the governing bodies of Essentia and Essentia Operating Members and for senior management employees of Essentia. Transactions with parties with whom a conflict of interest exists may be undertaken only if all of the following are observed: the conflict of interest is fully disclosed; the interested person with the conflict of interest doesn't participate in the approval of such transactions; if practical or appropriate, a competitive bid or comparable valuation is obtained; and the board or committee of the board has determined that the transaction is in the best interest of the organization. Disclosure by any interested person other than a board or committee member should be made to the Chief Executive Officer (or if she/he is the one with the conflict, then to the board chair), who will bring the matter to the attention of the board or an appropriate committee of the board. Disclosure involving board or committee members should be made to the board chair (or if she/he is the one with the conflict, then to the board vice chair), who will bring these matters to the board or an appropriate committee of the board. The board or committee of the board will determine whether a conflict exists and if so, whether the contemplated transaction may be authorized as just, fair, and reasonable to Essentia or its affiliate(s). The decision of the board or a duly constituted committee of the board on these matters will be at its sole discretion, and its concern must be the welfare of Essentia and its affiliate(s) and the advancement of its purposes. The decision of the board is final. If the board determines a conflict does not exist, the interested person may proceed with the transaction; however, he/she will not be eligible to vote on related issues should they arise. If the board determines a conflict does exist, the interested person will be notified of the decision regarding whether the contemplated transaction will be authorized as just, fair, and reasonable. | |
| Form 990, Part VI, Line 15 A&B | Process for determining compensation: The Executive Compensation Committee of Essentia Health's board of directors is authorized to fulfill the board's responsibilities regarding executive compensation consistent with Essentia's mission, values and tax-exempt status, and the Executive Compensation Committee's Charter. The Executive Compensation Committee meets at least twice annually to carry out its responsibilities, which include, but are not limited to, establishing, reviewing and modifying, as appropriate, reasonable compensation and benefits for Essentia's Chief Executive Officer and his direct reports which are paid by related organizations. The Executive Compensation Committee engages qualified independent compensation advisors to provide objective and impartial comparative data and to express opinions on total compensation reasonableness. The Executive Compensation Committee may request its independent advisors to: monitor comparability data and marketplace trends; make appropriate recommendations regarding salary ranges; and periodically review the market competitiveness of Essentia executive compensation packages. Prior to establishing or adjusting executive compensation, the Executive Compensation Committee will obtain and rely upon appropriate data as to comparability of the proposed compensation or adjustments. The Executive Compensation Committee will adequately document the basis for its determination concurrently with making those determinations. The Executive Compensation Committee minutes will include: the terms of the approved compensation and the date approved; the Executive Compensation Committee members present during the review, discussion and approval of the proposed compensation and those who voted on the proposed compensation; identification of the comparability data obtained and relied upon by the Executive Compensation Committee and how the data was obtained; any actions by a member of the Executive Compensation Committee having a conflict of interest; and documentation of the basis for the determination. The year this process was last undertaken for Critical Access Group's President and CFO was 2010. The purpose of the CRITICAL ACCESS GROUP Compensation Committee (the "Committee") is to determine the reasonableness of and approve the compensation of CRITICAL ACCESS GROUP executives consistent with the CRITICAL ACCESS GROUP and Essentia Health compensation philosophy. The philosophy is to insure that the organization is able to attract, retain and motivate employees as well as provide the opportunity for adjustments to compensation based upon performance. The Committee will consist of members of the CRITICAL ACCESS GROUP Board of Directors who are not CRITICAL ACCESS GROUP employees. The compensation review will include all benefits paid to the CRITICAL ACCESS GROUP executives. The CRITICAL ACCESS GROUP executives to be reviewed will include all senior/executive vice presidents, all vice presidents, all directors and all CRITICAL ACCESS GROUP facility administrators/CEOs. The CRITICAL ACCESS GROUP CEO and CFO compensation will be reviewed and approved by the Essentia Health Board of Directors Compensation Committee. The Committee will meet at least annually to determine the reasonableness of executive compensation as proposed by CRITICAL ACCESS GROUP management consistent with the CRITICAL ACCESS GROUP compensation philosophy and to approve the proposed compensation. CRITICAL ACCESS GROUP management (HR) will (i) monitor trends in the marketplace on an annual basis and, when appropriate, make recommendations to the Committee regarding overall salary range adjustments prior to the annual budgeting process; and (ii) review the market competitiveness of all CRITICAL ACCESS GROUP executive positions at least once every two years. Prior to making its determination, the Committee will obtain and rely upon appropriate data as to comparability. CRITICAL ACCESS GROUP will contract with an outside third party to conduct market pricing analysis for the CRITICAL ACCESS GROUP executives as well as salary range development. The Committee will adequately document the basis for its determination concurrently with making that determination. The Committee minutes will include: A. The terms of the approved compensation and the date approved; B. The Committee members present during the review, discussion and approval of the proposed compensation and those who voted on the proposed compensation; C. Identification of the comparability data obtained and relied upon by the Committee and how the data was obtained; D. Any actions by a Committee member having a conflict of interest; and E. Documentation of the basis for the determination before the later of the next meeting of the CRITICAL ACCESS GROUP Board of Directors or sixty (60) days after the final actions of the Committee are taken. The CRITICAL ACCESS GROUP Board of Directors will approve the minutes as reasonable, accurate and complete within a reasonable time thereafter. The year this process was last undertaken for CRITICAL ACCESS GROUP's Senior Vice President was 2009. | |
| Form 990, Part VI, Line 19 | Availability of governing documents, conflict of interest policy, and financial statements to the public: Critical Access Group makes its governing documents, conflict of interest policy, and financial statements available to the public upon request. Critical Access Group is part of Essentia Health's consolidated financial statements which are included in Essentia Health's annual report posted on Essentia Health's web site. | |
| Form 990, Part VII, Section A, Line 1a, Column B | Hours devoted to related organizations: The following individuals listed in Form 990, Part VII, Section A, Line 1a also devoted time each week to related organizations: Lori Collard: approximately 2 hours Dan Davis: approximately 2 hours Sister Kathleen Hofer is employed by Essentia Health St. Mary's Medical Center as Essentia Health's Senior Vice President, Benedictine Sponsorship. 100% of her time is spent furthering the purpose of Essentia Health and related organizations. Daniel McGinty is employed by Critical Access Group as Essentia Health's Senior Vice President, Development and Critical Access Group President. 100% of his time is spent furthering the purpose of Essentia Health and related organizations. Robert Norman is employed by Critical Access Group as Essentia Health's Chief Financial Officer. 100% of his time is spent furthering the purpose of Essentia Health and related organizations. Michael Hedrix is employed by Critical Access Group as Critical Access Group Senior Vice President of Operations. 100% of his time is spent furthering the purpose of Critical Access Group and related organizations. Carl Heltne, MD is employed by The Duluth Clinic, Ltd. as Essentia Health's Chief Medical Officer. 100% of his time is spent furthering the purpose of Essentia Health and related organizations. Thomas Prusak is employed by Critical Access Group as Essentia Health Central's President. 100% of his time is spent furthering the purpose of Essentia Health Central and related organizations. Patricia Wangler is employed by Critical Access Group as Essentia Health Fosston's Chief Executive Officer. 100% of her time is spent furthering the purpose of Essentia Health Fosston. Thomas Crook is employed by Critical Access Group as Essentia Health's Vice President, Treasury Services. 100% of his time is spent furthering the purpose of Essentia Health and related organizations. Colleen Meza is employed by Critical Access Group as Clearwater Valley Hospital and Clinics, Inc.'s and St. Mary's Hospital & Clinics, Inc.'s Chief Executive Officer. 100% of her time is spent furthering the purpose of Clearwater Valley Hospital and Clinics, Inc. and St. Mary's Hospital & Clinics, Inc. Traci Morris is employed by Critical Access Group as Essentia Health's Vice President, System Accounting. 100% of her time is spent furthering the purpose of Essentia Health and related organizations. David Boran, MD is employed by Essentia Health Brainerd Specialty Clinic as Essentia Health Central's Chief Medical Officer. 100% of his time is spent furthering the purpose of Essentia Health Central and related organizations. Abigail Ring, MD is employed by Essentia Health West as ESSENTIA HEALTH ST. MARY'S-DETROIT LAKEs Chief Medical Officer. 100% of her time is spent furthering the purpose of ESSENTIA HEALTH ST. MARY'S-DETROIT LAKEs and related organizations. | |
| Form 990, Part IX, Line 24a | Other expenses: The reduction of ($354,390) represents the portion of Critical Access Group's compensation related to Essentia Health, a supporting organization of Critical Access Group, and allocated directly to Essentia. | |
| Form 990, Part XI, Line 5 | Other Changes in Net Assets: The total amount of other changes in net assets includes: Net Asset transfer with related organizations; reallocated Balance Sheet items transferred to align with organizational structure: ($2,078,068) Unrealized loss on trading securities: ($564,759) |
| Software ID: | |
| Software Version: |