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 (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 | |||||
| Total | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2011 | (b) 2012 | (c) 2013 | (d) 2014 | (e) 2015 | (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) 2011 | (b) 2012 | (c) 2013 | (d) 2014 | (e) 2015 | (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) 2011 | (b) 2012 | (c) 2013 | (d) 2014 | (e) 2015 | (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) 2011 | (b) 2012 | (c) 2013 | (d) 2014 | (e) 2015 | (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) |
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| 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 | ||||
| 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 2015 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-2015 |
(iii) Distributable Amount for 2015 |
|
|---|---|---|---|---|
|
1
Distributable amount for 2015 from Section C, line 6 |
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|
2
Underdistributions, if any, for years prior to 2015 (reasonable cause required--see instructions) |
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| 3 Excess distributions carryover, if any, to 2015: | ||||
| a | ||||
| b | ||||
| c | ||||
| d From 2013....... | ||||
| e From 2014....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2015 distributable amount | ||||
|
i
Carryover from 2010 not applied (see instructions) |
||||
| j Remainder. Subtract lines 3g, 3h, and 3i from 3f. | ||||
| 4Distributions for 2015 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2015 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from 4. | ||||
|
5
Remaining underdistributions for years prior to 2015, if any. Subtract lines 3g and 4a from line 2 (if amount greater than zero, see instructions) |
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|
6
Remaining underdistributions for 2015. Subtract lines 3h and 4b from line 1 (if amount greater than zero, see instructions) |
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|
7 Excess distributions carryover to 2016. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a | ||||
| b | ||||
| c Excess from 2013....... | ||||
| d From 2014....... | ||||
| e From 2015....... | ||||
| Facts And Circumstances Test |
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| Return Reference | Explanation |
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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 |
|---|---|
| FORM 990, PART VI, LINE 6 | MEMBERS OR STOCKHOLDERS BHSET HAS TWO CLASSES OF MEMBERS DESIGNATED AS CLASS A AND CLASS B. THE SOLE CLASS A MEMBER OF THE CORPORATION IS SOUTHWEST COMMUNITY HOSPITAL, INC. THE SOLE CLASS B MEMBER OF THE CORPORATION IS MEMORIAL HERMANN HOSPITAL SYSTEM ("MHHS"). FORM 990, PART VI, LINE 7A DESCRIPTION OF CLASSES OF PERSONS AND THE NATURE OF THEIR RIGHTS THERE ARE TWO CLASSES OF MEMBERS DESIGNATED AS CLASS A AND CLASS B. THE SOLE CLASS A MEMBER OF THE CORPORATION IS SOUTHWEST COMMUNITY HOSPITAL, INC., A TEXAS NON-PROFIT CORPORATION. THE SOLE CLASS B MEMBER OF THE CORPORATION IS MHHS. MHHS HAS THE RIGHT TO APPOINT A SINGLE INDIVIDUAL TO THE BOARD OF DIRECTORS BUT HAS NO VOTING, VETO, APPROVAL OR CONSENT RIGHTS AS A MEMBER OF THE CORPORATION OTHER THAN THE RIGHTS THAT ARE EXPRESSLY SET FORTH IN THE ARTICLES OF INCORPORATION OF THE CORPORATION OR THE BYLAWS. THE CLASS A MEMBER DETERMINES THE TOTAL NUMBER OF DIRECTORS. AFTER HAVING RECEIVED NOMINATIONS FROM THE BOARD, AND AFTER CONSIDERING THE NOMINATIONS AS WELL AS OTHER CANDIDATES AT THE DISCRETION OF THE CLASS A MEMBER, THE CLASS A MEMBER, AT ITS ANNUAL MEETING IN DECEMBER OF EACH YEAR, SHALL ELECT DIRECTORS FOR TERMS COMMENCING ON THE FIRST DAY OF THE NEXT MONTH FOLLOWING THE MONTH IN WHICH SUCH ELECTION OCCURS AND CONTINUING FOR THREE (3) YEARS AND UNTIL THEIR RESPECTIVE SUCCESSORS SHALL HAVE BEEN ELECTED AND QUALIFIED EXCEPT AS PROVIDED IN THE BYLAWS. AT LEAST (50%) OF THE DIRECTORS APPOINTED BY THE CLASS A MEMBER SHALL BE MEMBERS OF THE BAPTIST DENOMINATION. UNLESS PROHIBITED BY LAW. ACTIVE MEMBERS OF THE BEAUMONT HOSPITAL MEDICAL STAFF ARE ELIGIBLE TO BE ELECTED AS DIRECTORS OF THE CORPORATION AND ARE ENTITLED TO THE SAME PRIVILEGES AND SUBJECT TO THE SAME RESPONSIBILITIES IN THE SAME MANNER AS OTHER INDIVIDUALS. FORM 990, PART VI, LINE 7B DESCR CLASSES OF PERSONS, DECS REQUIRING APPR & TYPE OF VOTING RIGHTS THE FOLLOWING ACTIONS WILL REQUIRE THE PRIOR WRITTEN CONSENT OF THE CLASS B MEMBER: (I) THE AMENDMENT OF THE ARTICLES OF INCORPORATION OR THE BYLAWS TO THE EXTENT, AND ONLY TO THE EXTENT, AN AMENDMENT AFFECTS A RIGHT, POWER, OR PRIVILEGE OF THE CLASS B MEMBER. (II) MERGER OR CONSOLIDATION OF THE CORPORATION WITH ANY OTHER ORGANIZATION UNLESS: (A) THE BALANCE OF THE CAPITAL CONTRIBUTIONS OF THE CLASS B MEMBER AND ALL DEBT DESCRIBED IN THE MASTER AGREEMENT AMONG THE CLASS A MEMBER, CLASS B MEMBER AND CORPORATION OWED BY THE CORPORATION TO MHHS WILL BE PAID IN FULL TO MHHS; (B) THE TRANSACTION OCCURS WITH AN AFFILIATE OF THE CLASS A MEMBER; OR (C) THE TRANSACTION IS THE MERGER OF BAPTIST HOSPITAL ORANGE INTO THE CORPORATION. (III) BANKRUPTCY, DISSOLUTION, OR LIQUIDATION OF THE CORPORATION. (IV) TRANSFER, CONVEYANCE, OR ANY OTHER DISPOSITION OF ASSETS IN EXCESS OF $250,000 OTHER THAN IN THE ORDINARY COURSE OF BUSINESS. (V) ANY CONTRIBUTION REQUESTED OF THE CLASS B MEMBER. (VI) INCURRENCE OF DEBT BY THE CORPORATION IN EXCESS OF $500,000 OTHER THAN IN THE ORDINARY COURSE OF BUSINESS. (VII) ANY CHANGE IN THE MEMBERSHIP OF THE CORPORATION, EXCEPT REPLACEMENT OF THE CLASS A MEMBER WITH AN AFFILIATE OF SOUTHWEST COMMUNITY HOSPITAL, INC. OR MHHS (OR ITS SUCCESSOR AUTOMATICALLY CEASING TO BE THE CLASS B MEMBER). (VIII) ANY INTENTIONAL CHANGE IN THE TAX-EXEMPT STATUS OF THE CORPORATION. (IX) THE CORPORATION'S CREATION OF, OR INVESTMENT IN, ANY ORGANIZATION NOT AFFILIATED WITH THE CLASS A MEMBER WHEREBY THE CORPORATION SPENDS OR INVESTS OVER $1,000,000. (X) ANY AMENDMENT TO THE FORMULA FOR DETERMINING THE MANAGEMENT SERVICES FEE SET FORTH IN THE MANAGEMENT AGREEMENT BETWEEN THE CLASS A MEMBER, THE CORPORATION, BAPTIST HOSPITAL, ORANGE, AND Community Hospital CORPORATION. (XI) ANY RETURN OF A MEMBERSHIP CONTRIBUTION, DISTRIBUTION, OR PAYMENT OF ANY OTHER KIND NOT IN THE ORDINARY COURSE OF BUSINESS TO THE MEMBERS OF THE CORPORATION EXCEPT AS PERMITTED UNDER THE MANAGEMENT AGREEMENT BETWEEN THE CLASS A MEMBER AND THE CORPORATION, THE MANAGEMENT AGREEMENT BETWEEN THE CLASS B MEMBER AND THE CORPORATION, THE ARTICLES OF INCORPORATION OR BYLAWS OF THE CORPORATION, OR THE MASTER AGREEMENT BETWEEN THE CLASS A MEMBER, THE CLASS B MEMBER, AND THE CORPORATION. THE POWER TO ALTER, AMEND, OR RESTATE THE ARTICLES OF INCORPORATION OF THE CORPORATION OR TO ALTER, AMEND, OR REPEAL THE BYLAWS OR TO ADOPT NEW BYLAWS IS VESTED SOLELY IN THE CLASS A MEMBER, EXCEPT AS SET FORTH IN THE BYLAWS. ALL POWERS AND DUTIES OF THE CORPORATION ARE RESERVED SOLELY TO THE CLASS A MEMBER EXCEPT AS PROVIDED IN THE BYLAWS AND SPECIFICALLY DELEGATED TO THE CORPORATION'S BOARD OF DIRECTORS BY THE CLASS A MEMBER, AND AS SPECIFICALLY DELEGATED TO PERSONS OR GROUPS OTHER THAN THE CLASS A MEMBERS BY THE BYLAWS OR BY THE LOCAL GOVERNING BODY. WHILE MAINTAINING AUTHORITY TO ACT UNILATERALLY, THE CLASS A MEMBER MAY CONSULT WITH THE CORPORATION'S BOARD OF DIRECTORS BEFORE EXERCISING ITS RIGHTS. FORM 990, PART VI, LINE 11B PROCESS USED BY MANAGEMENT &/OR GOVERNING BODY TO REVIEW 990 THE DETAILED REVIEW OF THE FORM 990 IS CONDUCTED BY THE CFO, CORPORATE CONTROLLER, AND HOSPITAL CONTROLLER, FOLLOWING THE PREPARATION AND REVIEW OF THE RETURN BY THE ORGANIZATION'S PAID PREPARER. AN ELECTRONIC COPY OF THE FINAL FORM 990 IS EMAILED TO EACH BOARD MEMBER PRIOR TO FILING WITH THE IRS. FORM 990, PART VI, LINE 12C DESCRIPTION OF PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS OF INTEREST THE COMPLIANCE OFFICER FOR BAPTIST HOSPITALS OF SOUTHEAST TEXAS MAINTAINS THE CONFLICT OF INTEREST STATEMENTS AND REGULARLY MONITORS THEM AS WELL AS ANY OTHER ACTIVITIES THAT MAY CONSTITUTE A CONFLICT OF INTEREST. THE ORGANIZATION'S PRACTICE IS TO SEND OUT ANNUAL DISCLOSURE QUESTIONNAIRES TO BOARD MEMBERS, SENIOR OFFICERS, AND DIRECTORS OF THE ORGANIZATION. THE RESPONSES ARE TAKEN TO THE AUDIT AND COMPLIANCE COMMITTEE OF BOARD MEMBERS TO DETERMINE IF A CONFLICT OF INTEREST EXISTS. IF THERE IS ANY POSSIBILITY OF FINANCIAL GAIN BY A MEMBER FROM ANY DECISION THAT IS TO BE DELIBERATED ON, THEN THAT MEMBER IS REMOVED FROM THOSE DISCUSSIONS TO ENSURE THAT THE MEMBER WILL NOT TAKE PART IN ANY DELIBERATIONS THAT HE OR SHE MIGHT PERSONALLY GAIN FROM. THE MEMBER OPERATING UNDER A CONFLICT IS PROHIBITED FROM VOTING ON ANY MATTER TO WHICH THE CONFLICT RELATES. FORM 990, PART VI, LINE 15B OFFICES & POSITIONS FOR WHICH PROCESS WAS USED, & YEAR PROCESS WAS BEGUN THE ORGANIZATION'S EXECUTIVES ARE EMPLOYED BY THE PARENT ORGANIZATION, COMMUNITY HOSPITAL CORPORATION (CHC), AND THEREFORE FOLLOW THE COMPENSATION POLICY OF SOUTHWEST COMMUNITY HOSPITAL, ITS CLASS A MEMBER, WHICH IN TURN FOLLOWS THE COMPENSATION POLICY OF CHC. CHC ENGAGED SULLIVAN COTTER TO CONDUCT A COMPETITIVE MARKET ANALYSIS OF THE COMPENSATION OF CHC'S TOP MANAGEMENT OFFICIALS, OFFICERS, DIRECTORS AND KEY EMPLOYEES. SULLIVAN COTTER GATHERED DATA RELATED TO JOB DESCRIPTIONS, SCOPE OF RESPONSIBILITY, AND CURRENT INCUMBENTS' COMPENSATION. SULLIVAN COTTER RECOMMENDED APPROPRIATE COMPARISON DATA AND UTILIZED SURVEY DATA FROM FOUR MAJOR EXECUTIVE COMPENSATION SURVEY PROVIDERS TO PROVIDE MARKET DATA AND EXECUTIVE COMPENSATION RECOMMENDATIONS THAT MEET CHC'S COMPENSATION PHILOSOPHY. SULLIVAN COTTER'S RECOMMENDATIONS WERE PRESENTED TO THE CHC COMPENSATION COMMITTEE OF THE BOARD FOR REVIEW AND APPROVAL. CHC ALSO CONDUCTS PERIODIC REVIEWS OF COMPENSATION TO DETERMINE WHETHER COMPENSATION ARRANGEMENTS AND BENEFITS ARE REASONABLE, BASED ON COMPETENT SURVEY INFORMATION, AND THE RESULT OF ARM'S LENGTH BARGAINING. THIS PROCESS IS PERFORMED EACH YEAR PRIOR TO THE ANNUAL EMPLOYEE EVALUATION PROCESS, WHICH ENDS ON JULY 1ST OF EACH YEAR. FORM 990, PART VI, LINE 19 AVAIL OF GOV DOCS, CONFLICT OF INTEREST POLICY & FIN STMTS TO GEN PUBLIC THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, FINANCIAL STATEMENTS, AND CONFLICT OF INTEREST POLICY AVAILABLE AT ITS BUSINESS OFFICE UPON REQUEST. FORM 990, PART XI, LINE 9 CHANGE IN OWNERSHIP INTEREST - $822,952 CHANGE IN TEMPORARILY RESTRICTED NET ASSETS - $12,575 TOTAL - $835,527 FORM 990, PART XII, QUESTION 2C AUDITED FINANCIAL STATEMENTS THE AUDIT COMMITTEE OF COMMUNITY HOSPITAL CORPORATION, WHICH IS THE PARENT ORGANIZATION OF BAPTIST HOSPITALS OF SOUTHEAST TEXAS, IS RESPONSIBLE FOR OVERSEEING THE EXTERNAL AUDIT OF THE CONSOLIDATED FINANCIALS. |
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