Attach to Form 990 or Form 990-EZ.
Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
| (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 listed in your governing document? | (v) Amount of monetary support (see instructions) | (vi) Amount of other support (see instructions) | |
|---|---|---|---|---|---|---|
| Yes | No | |||||
| (A)
Baylor University Medical Center |
751837454 | Yes | 0 | 0 | ||
| (B)
Scott & White Memorial Hospital |
741166904 | Yes | 0 | 0 | ||
| (C)
All Saints Health Foundation |
751947007 | Yes | 0 | 0 | ||
| (D)
Baylor All Saints Medical Center |
751008430 | Yes | 0 | 0 | ||
| (E)
Baylor Health Care System Foundation |
751606705 | Yes | 0 | 0 | ||
| (F)
Baylor Institute for Rehabilitation at Gaston Episcopal Hospital |
751037226 | Yes | 0 | 0 | ||
| (G)
Baylor Regional Medical Center at Grapevine |
751777119 | Yes | 0 | 0 | ||
| (H)
Baylor Medical Center at Irving |
752586857 | Yes | 0 | 0 | ||
| (I)
Baylor Regional Medical Center at Plano |
820551704 | Yes | 0 | 0 | ||
| (J)
Baylor Medical Center at Waxahachie |
751844139 | Yes | 0 | 0 | ||
| (K)
Baylor Medical Centers at Garland and McKinney |
751037591 | Yes | 0 | 0 | ||
| (L)
Baylor Research Institute |
751921898 | Yes | 0 | 0 | ||
| (M)
Baylor Specialty Health Centers |
751765385 | Yes | 0 | 0 | ||
| (N)
HealthTexas Provider Network |
752536818 | Yes | 0 | 0 | ||
| (O)
Hillcrest Baptist Medical Center |
741161944 | Yes | 0 | 0 | ||
| (P)
Irving Healthcare Foundation |
751570933 | Yes | 0 | 0 | ||
| (Q)
Scott & White Clinic |
742958277 | Yes | 0 | 0 | ||
| (R)
Scott & White Continuing Care Hospital |
202850920 | Yes | 0 | 0 | ||
| (S)
Scott & White EMS Inc |
753242749 | Yes | 0 | 0 | ||
| (T)
Scott & White Foundation-Brenham |
742460815 | Yes | 0 | 0 | ||
| (U)
Scott & White Healthcare Foundation |
273513154 | Yes | 0 | 0 | ||
| (V)
Scott & White Hospital-College Station |
274434451 | Yes | 0 | 0 | ||
| (W)
Scott & White Hospital-Llano |
273026151 | Yes | 0 | 0 | ||
| (X)
Scott & White Hospital-Marble Falls |
464007700 | Yes | 0 | 0 | ||
| (Y)
Scott & White Hospital-Round Rock |
203749695 | Yes | 0 | 0 | ||
| (Z)
Scott & White Hospital-Taylor |
741595711 | Yes | 0 | 0 | ||
| (AA)
Scott & White Hospital-Brenham |
742519752 | Yes | 0 | 0 | ||
| (AB)
Baylor Medical Center at Carrollton |
454510252 | No | 0 | 0 | ||
Total 28
|
0 | |||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (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) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (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 VI.).. | ||||||
| 11 | Total support Add lines 7 through 10. | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (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) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (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 VI.) .. | ||||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | ||||||
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Net short-term capital gain | 1 | ||||
| 2 | Recoveries of prior-year distributions | 2 | ||||
| 3 | Other gross income (see instructions) | 3 | ||||
| 4 | Add lines 1 through 3 | 4 | ||||
| 5 | Depreciation and depletion | 5 | ||||
| 6 | Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) | 6 | ||||
| 7 | Other expenses (see instructions) | 7 | ||||
| 8 | Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) | 8 | ||||
| Section B - Minimum Asset Amount | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): | 1 | ||||
| a | Average monthly value of securities | 1a | ||||
| b | Average monthly cash balances | 1b | ||||
| c | Fair market value of other non-exempt-use assets | 1c | ||||
| d | Total (add lines 1a, 1b, and 1c) | 1d | ||||
| e | Discount claimed for blockage or other factors (explain in detail in Part VI): | |||||
| 2 | Acquisition indebtedness applicable to non-exempt use assets | 2 | ||||
| 3 | Subtract line 2 from line 1d | 3 | ||||
| 4 | Cash deemed held for exempt use. Enter 1-1/2% of line 3 (for greater amount, see instructions). | 4 | ||||
| 5 | Net value of non-exempt-use assets (subtract line 4 from line 3) | 5 | ||||
| 6 | Multiply line 5 by .035 | 6 | ||||
| 7 | Recoveries of prior-year distributions | 7 | ||||
| 8 | Minimum Asset Amount (add line 7 to line 6) | 8 | ||||
| Section C - Distributable Amount | Current Year | |||||
| 1 | Adjusted net income for prior year (from Section A, line 8, Column A) | 1 | ||||
| 2 | Enter 85% of line 1 | 2 | ||||
| 3 | Minimum asset amount for prior year (from Section B, line 8, Column A) | 3 | ||||
| 4 | Enter greater of line 2 or line 3 | 4 | ||||
| 5 | Income tax imposed in prior year | 5 | ||||
| 6 | Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) | 6 | ||||
| 7 | Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions) | |||||
| Section D - Distributions | Current Year | |
|---|---|---|
| 1 Amounts paid to supported organizations to accomplish exempt purposes | ||
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
||
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | ||
| 4 Amounts paid to acquire exempt-use assets | ||
| 5 Qualified set-aside amounts (prior IRS approval required) | ||
| 6 Other distributions (describe in Part VI). See instructions | ||
| 7Total annual distributions. Add lines 1 through 6. | ||
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
||
| 9 Distributable amount for 2014 from Section C, line 6 | ||
| 10 Line 8 amount divided by Line 9 amount | ||
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2014 |
(iii) Distributable Amount for 2014 |
|
|---|---|---|---|---|
|
1
Distributable amount for 2014 from Section C, line 6 |
||||
|
2
Underdistributions, if any, for years prior to 2014 (reasonable cause required--see instructions) |
||||
| 3 Excess distributions carryover, if any, to 2014: | ||||
| a From 2009.......X | ||||
| b From 2010.......X | ||||
| c From 2011.......X | ||||
| d From 2012.......X | ||||
| e From 2013....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2014 distributable amount | ||||
|
i
Carryover from 2009 not applied (see instructions) |
||||
| j Remainder. Subtract lines 3g, 3h, and 3i from 3f. | ||||
| 4Distributions for 2014 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2014 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from 4. | ||||
|
5
Remaining underdistributions for years prior to 2014, if any. Subtract lines 3g and 4a from line 2 (if amount greater than zero, see instructions) |
||||
|
6
Remaining underdistributions for 2014. Subtract lines 3h and 4b from line 1 (if amount greater than zero, see instructions) |
||||
|
7 Excess distributions carryover to 2015. Add lines 3j and 4c. |
||||
| 8 Breakdown of line 7: | ||||
| a From 2010.......X | ||||
| b From 2011.......X | ||||
| c From 2012.......X | ||||
| d From 2013....... | ||||
| e From 2014....... | ||||
| Facts And Circumstances Test |
|---|
| Return Reference | Explanation |
|---|---|
| Part I, Line 11g, Column VI | The organization provides financial, human resources, legal, information technology, management, advisory and other services to the supported organizations listed in Part I, Line 11g(i). |
| Part IV, Section A, Question 1 | All of the supported organizations are listed by name in the organization's governing documents except for Baylor Medical Center at Carrollton. Baylor Medical Center at Carrollton (FEIN 45-4510252) was added to the list of supported organizations during the tax year. Baylor Medical Center at Carrollton is a newly formed nonprofit corporation exempt from taxation under Code Section 501(c)(3) and has received a determination status as a publicly supported organization under Code Section 509(a)(1). The organization's certificate of formation provides for the addition of future affiliated hospitals and healthcare delivery organizations that are owned and/or controlled by the organization and that are publicly supported organizations under Code Section 509(a)(1) or Code Section 509(a)(2). |
| Part IV, Section A, Question 5a | Baylor Medical Center at Carrollton (FEIN 45-4510252) was added to the list of supported organizations during the tax year. Baylor Medical Center at Carrollton is a newly formed nonprofit corporation exempt from taxation under Code Section 501(c)(3) and has received a determination status as a publicly supported organization under Code Section 509(a)(1). The organization's certificate of formation provides for the addition of future affiliated hospitals and healthcare delivery organizations that are owned and/or controlled by the organization and that are publicly supported organizations under Code Section 509(a)(1) or Code Section 509(a)(2). |
| Part IV, Section C, Question 1 | The organization is supervised or controlled in connection with the supported organizations named and/or designated by class in the organization's certificate of formation. Baylor Scott & White Holdings (FEIN 46-3130985) is the organization's parent and sole corporate member and has the ultimate managerial responsibility over the organization and all other affiliates that comprise the Baylor Scott & White Health integrated health care delivery system. The Baylor Scott & White Holdings' Board of Trustees, which elects and removes directors of the organization, will exercise ultimate supervisory authority and governance over the entire system. Baylor Scott & White Holdings has been delegated the authority, duty and responsibility for the affairs of the organization and its affiliates, including among others, the power to exercise the reserved powers over the organization and its subsidiary corporations. |
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Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at| Return Reference | Explanation |
|---|---|
| Part I, Question 4 & Part VI, Question 1B, Number of Indep. Bd. Members: | The organization's board members are employee's of BSW Holdings, the organization's sole member, or a related tax exempt organization. Therefore, the organization's board would not be deemed independent according to the definition of independence in the Form 990 instructions. However, BSW Holdings appoints the organization's board members to fulfill the mission and charitable purpose of the organization. BSW Holdings' governing body is, and would be deemed independent under the said instructions, because it is comprised of a majority of independent community representatives that provide leadership and governance to BSW Holdings and its affiliated tax exempt entities to ensure it is meeting its charitable purpose. |
| Part V, Question 1a and 2a: | In October 2013, Baylor Health Care System (BHCS) and Scott & White Healthcare (SWHC) combined into one new integrated health care delivery system (System). BHCS and SWHC formed Baylor Scott & White Holdings (BSW Holdings) and Baylor Scott & White Health (BSWH) in connection with their combination. BSW Holdings is the sole member of both BHCS and SWHC and serves as the new parent organization for the System and has control and substantial reserved powers over all of BHCS and SWHC material affiliates. Additionally, BSWH was formed to serve as the new service company of the system and provides centralized administrative and management services to the System. During the tax year, certain operations and employees were moved from the legacy parent organizations (BHCS and SWHC) to BSW Holdings and/or BSWH as part of these integration efforts. During this integration, employees of BHCS, SWHC and/or other affiliates were moved and/or transitioned to BSW Holdings or BSWH. However, due to timing of year ends and integration of payroll systems the employee's wages and payroll tax filings were reported under the federal tax identification numbers of BHCS, SWHC or another wholly controlled affiliate under a common paymaster, common agent and/or other transition services arrangement. Therefore, BSW Holdings and BSWH did not have any amounts to report in Part V, Line 1a or 2a for the calendar year ending within the tax year. |
| Form 990, Part VI, Section A, line 6 | Members or Stockholders: The organization is a Texas nonprofit membership organization in which BSW Holdings, a tax-exempt, Texas nonprofit corporation, is the sole member. |
| Form 990, Part VI, Section A, line 7a | Election of members of governing body by members, stockholders, or other persons: The sole member, BSW Holdings, elects and removes the members of the governing body. |
| Form 990, Part VI, Section A, line 7b | Governing body decisions subject to approval: All rights and powers are reserved to the sole member, BSW Holdings, except only those rights and powers expressly set forth in the bylaws, required by state or federal law, or to meet the requirements and standards promulgated by Joint Commission. For example, the member's reserved rights and powers include, without limitation, approval of the organization's articles of incorporation and bylaws and amendments thereto, appointment and removal of members of the organization's governing body, approval of dissolutions and mergers, and other similar decisions over the organization. |
| Form 990, Part VI, Section B, line 11 | Process used to review the Form 990: The Form 990 is prepared and reviewed by the BSWH tax department. During the return preparation process the tax department works with other functional areas including finance, accounting, treasury, legal, human resources, and corporate compliance for advice, information and assistance to prepare a complete and accurate return. Upon completion, the Form 990 is reviewed by the organization's President, financial officer and/or other key officers. A complete final copy of the return is provided to the organization's governing body prior to filing with the IRS. |
| Form 990, Part VI, Section B, line 12c | Process used to monitor and enforce compliance with the organization's conflict of interest policy: Persons with an actual or perceived ability to influence the organization have the duty to disclose annually and otherwise promptly as potential conflicts are identified, any familial, professional or financial relationships with entities or individuals that do, or seek to do business with the organization or that compete with the organization. These individuals include the organization's officers, governing body, management, physicians with administrative services agreements and other key personnel who interact with outside organizations or businesses on behalf of the organization. The BSW Holdings Board of Trustees Audit and Compliance Committee and the BSW Holdings Corporate Compliance Committee review all relevant disclosures submitted by these individuals to determine whether a conflict of interest exists and to determine an appropriate resolution, if necessary. Any individual with a perceived or potential conflict is prohibited from voting or participating in the decision making process regarding such transaction with that individual. |
| Form 990, Part VI, Section B, line 15 | Process for determining compensation: The organization, a controlled affiliate of BSW Holdings, recognizes that those chosen to lead the organization are vital to its ongoing success and growth. Thus, it must attract, retain and engage the highest quality officers and key employees to lead the organization and help the organization maintain its national reputation for achieving high targets for medical quality, patient safety, and patient satisfaction. A significant portion of the organization's officers and key employees' total compensation is based on significant performance achievements. This strategy places a greater emphasis on the importance of the organization achieving targeted improvements in the areas of people, quality, patient satisfaction and financial stewardship, annually. Total executive compensation is part of an integrated talent management strategy developed by the BSW Holdings' Board of Trustees and its Compensation and Governance Committee (C&G Committee) to attract, motivate, and retain the best leadership resources for the organization. Executive compensation is determined pursuant to guidelines outlined in the intermediate sanction rules under IRC Section 4958 including taking steps to meet the rebuttable presumption standard of reasonableness under Treasury Regulation 53.4958-6, as summarized below. When making compensation decisions, the organization compares itself to similar-sized, and structured businesses including other integrated health care service systems and other similar-sized organizations, both locally and nationally. The BSW Holdings' Board of Trustees and C&G Committee, on behalf of the organization, works directly with an independent compensation expert(s) to identify reasonable and competitive market rates as well as provide an annual review of the total compensation of the system's top management officials and key employees. For the organization's officers or key employees that don't meet the threshold for annual review by the C&G Committee of the new combined BSWH System have been through a similar process by the one of the legacy parent board's (BHCS or SWHC) compensation committees in a prior year. The C&G Committee is made up of members of the BSW Holdings' Board of Trustees, who are independent, community volunteers guided by the information provided by the independent compensation expert(s), the C&G Committee approves and recommends to the BSW Holdings' Board of Trustees salary increases, earned incentives, and/or benefit offerings for the organization's President, other officers and/or key employees to be comparable to similar organizations for similar services and/or positions. Furthermore, the C&G Committee is charged with the responsibility of reviewing annually the major elements of the executive compensation program to assure designs remain consistent with the business needs, market practices, and compensation philosophy. As part of the decision making process, the C&G Committee will often meet in executive session to discuss and review recommendations made by the independent compensation expert(s). During the executive session no officer or key employee whose compensation is being reviewed is present during these discussions. All decisions are contemporaneously documented in the C&G Committee minutes which are timely reviewed and approved by the C&G Committee. |
| Form 990, Part VI, Section C, line 19 | Process for making governing documents, conflict of interest policy, & financial statements available to the public: The organization's articles of incorporation and amendments thereto are made available to the public by the filing of those documents with the Texas Secretary of State. Also, the organization is included within the combined financial statements of BSW Holdings that are made available to the public by the posting of those documents through DAC Bond. The organization's other governing documents and conflicts of interest policy are not made available to the public. |
| Form 990, Part IX, line 11g | Contract Labor : Program service expenses 19,817,847. Management and general expenses 0. Fundraising expenses 0. Total expenses 19,817,847. Other Purchased Services : Program service expenses 96,878,010. Management and general expenses 0. Fundraising expenses 0. Total expenses 96,878,010. Repairs & Maintenance : Program service expenses 33,975,711. Management and general expenses 0. Fundraising expenses 0. Total expenses 33,975,711. Professional Fees : Program service expenses 38,987,410. Management and general expenses 0. Fundraising expenses 0. Total expenses 38,987,410. |
| Form 990, Part XI, line 9: | Distribution from Tax Exempt Subsidiary 284,038,100. |
| Supplemental Information, Section 6038 Statement: | Disclosure Statement Related to Forms 5471, Information Return of U.S. Persons with Respect to Certain Foreign Corporations, Filed on Behalf of the Taxpayer: In accordance with IRC Section 6038 and the constructive ownership rules of IRC Sections 958(a) and (b), the taxpayer is required to file Forms 5471, Information Return of U.S. Persons with Respect to Certain Foreign Corporations, with respect to certain controlled foreign corporations (CFCs) including Baylor Scott & White Assurance SPC. These filing requirements are or will be satisfied through the filing of Form 5471 for this CFC by the U.S. taxpayer identified below who has the same filing requirement. Taxpayer Name: Baylor University Medical Center Taxpayer Address: 2001 Bryan Street Suite 2200 Dallas, TX 75201 Taxpayer Identification Number of U.S. tax return with which the Forms 5471 were or will be filed: 75-1837454 IRS Service Center where U.S. tax return was or will be filed: Ogden |
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