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? |
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|---|---|---|---|---|---|---|---|---|---|
| Yes | No | Yes | No | Yes | No | ||||
| (1)
BRAINERD MEDICAL CENTER INC |
371532148 | 03 | Yes | 0 | |||||
| (2)
ST JOSEPH'S MEDICAL CENTER |
410695602 | 03 | Yes | 0 | |||||
| Total | 0 | ||||||||
| 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.). | ||||||




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Attach to Form 990 or 990-EZ.| Identifier | Return Reference | Explanation |
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| Form 990, Part III Line 4 a | Program service accomplishments: Brainerd Lakes Integrated Health System dba Essentia Health Central is organized and operated exclusively for charitable and educational purposes exclusively for the benefit of, to support the functions of, and to assist in carrying out the purposes of Brainerd Medical Center, Inc. dba Essentia Health Brainerd Specialty Clinic and St. Joseph's Medical Center dba Essentia Health St. Joseph's Medical Center, both Minnesota nonprofit corporations. In particular, Essentia Health Central shall oversee the operation of a medical clinic and a hospital that provide inpatient, outpatient, professional and other health care services, including charitable care to persons unable to pay. As supported organizations of Essentia Health Central, all program services are reported on Essentia Health Brainerd Specialty Clinic and Essentia Health St. Joseph's Medical Center Form 990's. Essentia Health Central does not have any revenues or expenses not already reported under Essentia Health Brainerd Specialty Clinic and Essentia Health St. Joseph's Medical Center. Essentia Health Brainerd Specialty Clinic and Essentia Health St. Joseph's Medical Center employ approximately 1,070 full time equivalents. The hospital had a total of 162 licensed beds which provided for over 22,000 hospital patient days and over 36,000 outpatient visits during the fiscal year ended June 30, 2012. The clinic had over 189,000 encounters during the same time period. Essentia Health Brainerd Specialty Clinic and Essentia Health St. Joseph's Medical Center provided over $1.1 million in charity care as well as an additional $6 million in discounts to uninsured patients during the fiscal year ended June 30, 2012. Further community benefits provided during the fiscal year include education and workforce development of over $243,000, community services of over $77,000, and cash & in-kind donations of over $126,000. | |
| 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 Essentia Health Central 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 Essentia Health Central's governing body. | |
| Form 990, Part VI, Line 7b | MEMBERS WITH RIGHT TO APPROVE GOVERNING BODY DECISION: Essentia Health Central 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 Essentia Health Central's management and governing body on April 2nd, 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. Essentia Health Central's Interim Chief Financial Officer 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 Essentia Health Central's President was 2010. The compensation committee of Essentia Health Central's Board of Directors is authorized to fulfill the Board's responsibilities regarding executive compensation consistent with Essentia Health Central's mission, values and tax-exempt status, and the compensation committee's charter. The compensation committee meets at least 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 Health Central's executive officers and medical staff. The compensation committee engages qualified independent compensation advisors and provide objective and impartial comparative data and to express opinions on the total compensation reasonableness. The 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 executives' compensation, the compensation committee will obtain and rely upon appropriate data as to comparability of the proposed compensation or adjustments. The compensation committee will adequately document the basis for its determination concurrently with making those determinations. The compensation committee minutes will include: The terms of the approved compensation and the date approved; the compensation committee members present during the review, discussion, and approval of the proposed compensation; identification of the comparability data obtained and relied upon by the compensation and how the data was obtained; any actions by a member of the compensation committee having a conflict of interest; and documentation of the basis for the determination. The year this process was last undertaken for Essentia Health Central's Chief Nursing Officer and Chief Medical Officer, Essentia Health St. Joseph's Medical Center's President, and Essentia Health Brainerd Specialty Clinic's Administrator was 2007. | |
| Form 990, Part VI, Line 19 | Availability of governing documents, conflict of interest policy, & financial statements to the public: Essentia Health Central makes its governing documents, conflict of interest policy, and financial statements available to the public upon request. Essentia Health Central 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: Sister Beverly Horn: approximately 3 hours Robert McLean: approximately 7 hours Chuck Albrecht: approximately 4 hours James Kraft: approximately 2 hour James Dehen, MD is employed by Essentia Health Specialty Clinic. 100% of his time is spent furthering the purpose of Essentia Health Central and related organizations. Troy Duininck, MD is employed by Essentia Health Specialty Clinic. 100% of his time is spent furthering the purpose of Essentia Health Central and related organizations. Peter Dunphy, MD is employed by Essentia Health Specialty Clinic. 100% of his time is spent furthering the purpose of Essentia Health Central and related organizations. James Freeman, MD is employed by Essentia Health Specialty Clinic. 100% of his time is spent furthering the purpose of Essentia Health Central and related organizations. Mark Gray, MD is employed by Essentia Health Specialty Clinic. 100% of his time is spent furthering the purpose of Essentia Health Central and related organizations. 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 Ryan, DPM is employed by Essentia Health Specialty Clinic. 100% of his time is spent furthering the purpose of Essentia Health Central 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. Jani Wiebolt is employed as Essentia Health St. Joseph's Medical Center's President. 100% of her time is spent furthering the purpose of Essentia Health Central and related organizations. Patricia DeLong is employed by Essentia Health St. Joseph's Medical Center as Chief Nursing Officer. 100% of her time is spent furthering the purpose of Essentia Health Central and related organizations. William Palmer is employed by Essentia Health Specialty Clinic. 100% of his time is spent furthering the purpose of Essentia Health Central and related organizations. David Boran, MD is employed by Essentia Health Specialty Clinic. 100% of his time is spent furthering the purpose of Essentia Health Central and related organizations. |
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