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. Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
BETHESDA INC
Employer identification number
31-1108895
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)
BETHESDA HOSPITAL INC
310537122
3
Yes
Yes
Yes
944,440
Total
944,440
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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 2013 (line 6, column (f) divided by line 11, column (f))
.........
14
15
Public support percentage for 2012 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2013.
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—2012.
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—2013.
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—2012.
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) 2013
Schedule A (Form 990 or 990-EZ) 2013
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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(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 2013 (line 8, column (f) divided by line 13, column (f))
.........
15
16
Public support percentage from 2012 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2013 (line 10c, column (f) divided by line 13, column (f))
......
17
18
Investment income percentage from 2012 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2013.
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—2012.
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) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 4
Part IV
Supplemental Information.
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
Schedule A (Form 990 or 990-EZ) 2013
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.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
BETHESDA INC
Employer identification number
31-1108895
Return Reference
Explanation
FORM 990, PART III, LINE 1
BETHESDA, INC.'S FOCUS IS TO COLLABORATE WITH OR FUND LOCAL PROJECTS THAT CAN PROVIDE LONG-TERM, SYSTEMIC SOLUTIONS THAT IMPROVE HOW HEALTHCARE IS PROVIDED. OUTCOMES WOULD INCLUDE REDUCING HEALTHCARE COSTS AND ENHANCING THE HEALTH OF THE COMMUNITY BY ENABLING PEOPLE TO BECOME MORE ENGAGED IN THEIR OWN HEALTHCARE MANAGEMENT.
FORM 990, PART III, LINE 4A
FOR OVER 100 YEARS, BETHESDA INC., AS PARENT TO BETHESDA HOSPITAL, INC., HAS BEEN A LEADER IN DEVELOPING, SUPPORTING AND PROVIDING COMPREHENSIVE HEALTH CARE SERVICES AND INNOVATIVE SOLUTIONS TO TRANSFORM HOW HEALTH CARE IS DELIVERED IN THE GREATER CINCINNATI COMMUNITY. SINCE 1995, BETHESDA INC. HAS BEEN ONE OF TWO JOINT SPONSORS OF TRIHEALTH, INC., AN INTEGRATED HEALTH DELIVERY NETWORK THAT INCLUDES BETHESDA NORTH HOSPITAL, GOOD SAMARITAN HOSPITAL, HOSPICE OF CINCINNATI, AND OTHER PHYSICIAN, FITNESS AND WELLNESS OFFERINGS, OCCUPATIONAL HEALTH, COMMUNITY OUTREACH, HOME HEALTH AND AMBULATORY SERVICES. IN ADDITION, BETHESDA INC. FOCUSES ON COLLABORATING WITH AND/OR FUNDING LOCAL PROJECTS THAT PROVIDE LONG-TERM, SYSTEMIC SOLUTIONS THAT IMPROVE HOW HEALTH CARE IS PROVIDED IN THE GREATER CINCINNATI AREA. OUTCOMES MAY INCLUDE REDUCING HEALTH CARE COSTS AND ENHANCING THE HEALTH OF THE COMMUNITY BY ENABLING PEOPLE TO BECOME MORE ENGAGED IN THEIR OWN HEALTHCARE MANAGEMENT. FINALLY, BETHESDA, INC. SUPPORTS ITS SUBSIDIARIES BY HELPING THEM ENSURE STRATEGIC ALIGNMENT WITH THE PURPOSE OF ACHIEVING THE OVERALL MISSION TO PROVIDE THE COMMUNITY WITH EXCEPTIONAL HEALTHCARE.
FORM 990, PART VI, SECTION A, LINE 2
JOHN PROUT, WAYNE SHIRCLIFF, STUART DONOVAN, MD, ALAN ALTMAN, MD, CRAIG EISENTROUT, MD, ROBERT L. WALKER, MICHAEL HAVERKAMP, AND MYRTIS POWELL HAVE A "BUSINESS RELATIONSHIP" WITH EACH OTHER BY VIRTUE OF SITTING ON THE BOARD OF BETHESDA HOSPITAL, INC., A SUBSIDIARY OF BETHESDA, INC. AS WELL AS TRIHEALTH, INC., THE GOOD SAMARITAN HOSPITAL OF CINCINNATI, OHIO, AND TRIHEALTH HOSPITAL, INC., ALL AFFILIATED ENTITIES. EDMUND JONES, MD, ED OWENS III, RANCE DUKE, CRAIG EISENTROUT, MD, MYRTIS POWELL, BILL GRAF AND JOHN PROUT HAVE A "BUSINESS RELATIONSHIP" WITH EACH OTHER BY VIRTUE OF SITTING ON THE BOARD OF BETHESDA FOUNDATION, INC., A SUBSIDIARY OF BETHESDA, INC. JOHN PROUT AND MYRTIS POWELL HAVE A "BUSINESS RELATIONSHIP" WITH EACH OTHER BY VIRTUE OF SITTING ON THE BOARD OF THE GOOD SAMARITAN COLLEGE OF NURSING AND HEALTH SCIENCE. JOHN PROUT, DONNA NIENABER, ESQ., CRAIG RUCKER AND CHARLES CROWTHER HAVE A "BUSINESS RELATIONSHIP" WITH EACH OTHER BY VIRTUE OF SITTING ON RELATED ENTITY BOARDS OF TRIHEALTH, INC. AND ITS SUBSIDIARIES AND AFFILIATES AS WELL AS BEING EMPLOYED BY TRIHEALTH, INC. OR ITS AFFILIATES/SUBSIDIARIES. ROBERT L. WALKER AND RANCE DUKE HAVE A "BUSINESS RELATIONSHIP" WITH EACH OTHER.
FORM 990, PART VI, SECTION A, LINE 6
THE MEMBERS OF BETHESDA, INC. ARE DIVIDED INTO TWO CLASSES. CLASS A MEMBERS ARE THOSE INDIVIDUALS CURRENTLY SERVING AS A TRUSTEE FOR BETHESDA, INC. CLASS B MEMBERS, NOT TO EXCEED 125 IN NUMBER, BEGAN WITH THOSE INDIVIDUALS WHO WERE MEMBERS OF BETHESDA, INC. AS OF MAY 25, 1994. CLASS B MEMBERS HAVE A THREE YEAR TERM AND VOTE OTHERS IN IF PROPERLY NOMINATED BY THE CLASS A MEMBERS.
FORM 990, PART VI, SECTION A, LINE 7A
THE MEMBERS OF BETHESDA, INC. ARE DIVIDED INTO TWO CLASSES. CLASS A MEMBERS ARE THOSE INDIVIDUALS CURRENTLY SERVING AS A TRUSTEE FOR BETHESDA, INC. CLASS B MEMBERS, NOT TO EXCEED 125 IN NUMBER, BEGAN WITH THOSE INDIVIDUALS WHO WERE MEMBERS OF BETHESDA, INC. AS OF MAY 25, 1994. CLASS B MEMBERS HAVE A THREE YEAR TERM AND VOTE OTHERS IN IF PROPERLY NOMINATED BY THE CLASS A MEMBERS.
FORM 990, PART VI, SECTION A, LINE 7B
AS THE CURRENT BOARD OF DIRECTORS REPRESENT THE MEMBERS OF BETHESDA, INC. ALL DECISIONS ARE SUBJECT TO APPROVAL BY THE MEMBERS.
FORM 990, PART VI, SECTION B, LINE 11
PRIOR TO FILING, ALL VOTING MEMBERS OF THE BOARD ARE PROVIDED AN ELECTRONIC COPY OF THE FORM 990, WHICH IS PREPARED BY SENIOR MANAGEMENT IN CONSULTATION WITH THE FINANCE AND AUDIT COMMITTEE OF THE BOARD, ALONG WITH THE COMMITTEE'S SUMMARY OF THE FORM 990. SUBSEQUENT TO BOARD REVIEW, THE RETURNS ARE FILED MAKING NON-SUBSTANTIVE CHANGES AS NECESSARY TO EFFECT E-FILING. ANY SUCH NON-SUBSTANTIVE CHANGES ARE NOT SUBMITTED TO THE BOARD.
FORM 990, PART VI, SECTION B, LINE 12C
ALL BOARD MEMBERS ARE REQUIRED TO ANNUALLY DISCLOSE CERTAIN FINANCIAL INTERESTS AND FIDUCIARY RELATIONSHIPS. THE EXECUTIVE COMMITTEE AND CORPORATE COUNSEL REVIEW RESPONSES, CONDUCT FURTHER INVESTIGATION (IF NECESSARY), AND DETERMINE WHEN A CONFLICT EXISTS WITH RESPECT TO A CERTAIN TRANSACTION. IF A CONFLICT EXISTS, THE TRANSACTION IS NOT TO BE ENTERED INTO UNLESS ALTERNATIVES ARE FULLY INVESTIGATED, AND IN THEIR ABSENCE, THE BOARD, WITHOUT THE PARTICIPATION OF THE INTERESTED MEMBER(S), DETERMINES THAT THE TRANSACTION IS IN THE BEST INTEREST OF THE ORGANIZATION. PLANS TO MANAGE THE CONFLICT DURING THE RELATIONSHIP ARE IMPLEMENTED. ALL DISCUSSIONS ARE APPROPRIATELY DOCUMENTED. ALL DIRECTORS AND MANAGERS, WHICH INCLUDE OFFICERS AND KEY EMPLOYEES, ARE REQUIRED TO ANNUALLY DISCLOSE ANY CIRCUMSTANCES, INCLUDING FAMILY AND BUSINESS RELATIONSHIPS, THAT MAY CREATE A CONFLICT OF INTEREST FOR THE ORGANIZATION. THESE RESPONSES ARE REVIEWED AND ACTED UPON BY A CONFLICT OF INTEREST COMMITTEE.
FORM 990, PART VI, SECTION B, LINE 15
IN DETERMINING COMPENSATION OF THE ORGANIZATION'S OFFICERS AND KEY EMPLOYEES, THE ANNUAL PROCESS PERFORMED BY TRIHEALTH, INC. (A RELATED ORGANIZATION WHO PAID THE INDIVIDUALS), INCLUDED: COMPENSATION COMMITTEE; INDEPENDENT COMPENSATION CONSULTANT; COMPENSATION SURVEY OR STUDY; AND, APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE. ADDITIONALLY, ALL DISCUSSIONS AND DECISIONS ARE CONTEMPORANEOUSLY DOCUMENTED.
FORM 990, PART VI, SECTION C, LINE 19
BETHESDA, INC.'S GOVERNING DOCUMENTS, CONFLICTS OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST.
FORM 990, PART VII, SECTION A - AVERAGE HOURS PER WEEK:
THE OFFICERS AND DIRECTORS FOR BETHESDA, INC. THAT SHOW AT LEAST 60 HOURS PER WEEK, EXCLUDING THE VP-TREASURY/INVESTMENT SERVICES, PROVIDE SERVICES TO TRIHEALTH, INC. (A RELATED ORGANIZATION WHO PAID THE INDIVIDUALS) AND ITS SUBSIDIARIES/AFFILIATES ("TRIHEALTH") AS AN ENTIRE SYSTEM. HOURS WORKED, INCLUDING THEIR DUTIES AS OFFICERS AND DIRECTORS OF THE FILING ORGANIZATION, ARE NOT TRACKED ON AN ENTITY BY ENTITY BASIS, THUS THE AVERAGE HOURS PER WEEK DISCLOSED ARE ESTIMATES TO SHOW THAT THE TIME SPENT BY THESE INDIVIDUALS RELATE TO THEM FULFILLING THEIR DUTIES AS FULL-TIME, 60 HOURS-PER-WEEK EMPLOYEES OF TRIHEALTH VERSUS THEIR DUTIES AS OFFICERS AND DIRECTORS OF THE FILING ORGANIZATION. IN ADDITION, THE COMPENSATION REPORTED ON FORM 990, PART VII WAS PAID TO THESE INDIVIDUALS IN FULFILLMENT OF THEIR DUTIES AS EMPLOYEES OF TRIHEALTH. DIRECTORS (AS NOTED WITH A "MED STAFF PRES" REFERENCE) FOR BETHESDA HOSPITAL, INC. SERVE ON THE BOARD IN THEIR CAPACITY AS MEDICAL STAFF PRESIDENT FOR EITHER BETHESDA HOSPITAL, INC. OR THE GOOD SAMARITAN HOSPITAL OF CINCINNATI, OHIO. COMPENSATION SHOWN IS FOR HIS/HER DUTIES AS MEDICAL STAFF PRESIDENT OF THE RESPECTIVE HOSPITAL AND NOT FOR SERVING AS A DIRECTOR.
FORM 990, PART IX, LINE 11G
STRATEGIC CONSULTING: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 212,136. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 212,136. MISCELLANEOUS: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 109,501. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 109,501.
FORM 990, PART XI, LINE 9:
CONTRIBUTED CAPITAL FROM SUBSIDIARY 10,000,000. TRANSFER TO SUBSIDIARY TO FUND COMMUNITY INITIATIVES -2,471,809.
FORM 990, PART XII, LINE 2C
THE FINANCIAL STATEMENTS OF BETHESDA, INC. ARE AUDITED WITH ITS SUBSIDIARIES. BETHESDA, INC. HAS A COMMITTEE THAT ASSUMES THE RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF BOTH ITS AND ITS SUBSIDIARIES FINANCIAL STATEMENTS AS WELL AS THE SELECTION OF THE INDEPENDENT AUDITOR. DURING THE TAX YEAR, THERE WAS NOT A CHANGE IN THE PROCESS OF AUDIT OVERSIGHT AND/OR SELECTION OF AN INDEPENDENT AUDITOR BY BETHESDA, INC.
FORM 990, PART VI, LINE 1A
THE BOARD OF TRUSTEES OF BETHESDA, INC. ("THE CORPORATION"), ESTABLISHED AN EXECUTIVE COMMITTEE WHICH MAY TRANSACT ALL BUSINESS OF THE BOARD IN THE MANAGEMENT OF THE CORPORATION DURING THE PERIOD BETWEEN MEETINGS OF THE BOARD. IT SHALL ACT IN ALL PERSONNEL MATTERS INVOLVING EXECUTIVE PERSONNEL INCLUDING SEARCH, SELECTION, EMPLOYMENT, COMPENSATION, CONTRACTS AND BENEFITS AND IT SHALL ASSIST THE BOARD IN PLANNING AND DEVELOPING ACTIVITIES OR SERVICES TO FURTHER THE PURPOSES OF THE CORPORATION AND TO ASSIST THE COMMUNITY. THE EXECUTIVE COMMITTEE SHALL CONSIST OF THE CHAIRPERSON OF THE BOARD, THE VICE CHAIRPERSON, THE PRESIDENT, SECRETARY AND TREASURER.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.