Attach to Form 990 or Form 990-EZ.
Go to
www.irs.gov/Form990 for the latest information.
| (i) Name of supported organization | (ii) EIN | (iii) Type of organization (described on lines 1- 10 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 |
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Calendar year (or fiscal year beginning in) ![]() |
(a) 2014 | (b) 2015 | (c) 2016 | (d) 2017 | (e) 2018 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") .. | ||||||
| 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) 2014 | (b) 2015 | (c) 2016 | (d) 2017 | (e) 2018 | (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) 2014 | (b) 2015 | (c) 2016 | (d) 2017 | (e) 2018 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | 90,231 | 156,013 | 228,978 | 275,863 | 17,109 | 768,194 |
| 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 | 554,028,832 | 665,162,378 | 672,402,050 | 655,882,835 | 168,324,726 | 2,715,800,821 |
| 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 | 554,119,063 | 665,318,391 | 672,631,028 | 656,158,698 | 168,341,835 | 2,716,569,015 |
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons | 0 | |||||
| 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. | 0 | |||||
| c | Add lines 7a and 7b.. | 0 | |||||
| 8 | Public support. (Subtract line 7c from line 6.) | 2,716,569,015 | |||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2014 | (b) 2015 | (c) 2016 | (d) 2017 | (e) 2018 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | 554,119,063 | 665,318,391 | 672,631,028 | 656,158,698 | 168,341,835 | 2,716,569,015 |
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | 721,632 | 1,116,972 | 1,078,875 | 1,816,600 | 314,988 | 5,049,067 |
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | ||||||
| c | Add lines 10a and 10b. | 721,632 | 1,116,972 | 1,078,875 | 1,816,600 | 314,988 | 5,049,067 |
| 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.).. | 554,840,695 | 666,435,363 | 673,709,903 | 657,975,298 | 168,656,823 | 2,721,618,082 |
| 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 2018 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-2018 |
(iii) Distributable Amount for 2018 |
|
|---|---|---|---|---|
|
1
Distributable amount for 2018 from Section C, line 6 |
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|
2
Underdistributions, if any, for years prior to 2018 (reasonable cause required-- explain in Part VI). See instructions. |
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| 3 Excess distributions carryover, if any, to 2018: | ||||
| a From 2013....... | ||||
| b From 2014....... | ||||
| c From 2015....... | ||||
| d From 2016....... | ||||
| e From 2017....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2018 distributable amount | ||||
|
i
Carryover from 2013 not applied (see instructions) |
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| j Remainder. Subtract lines 3g, 3h, and 3i from 3f. | ||||
| 4Distributions for 2018 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2018 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from 4. | ||||
|
5
Remaining underdistributions for years prior to 2018, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions. |
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|
6
Remaining underdistributions for 2018. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions. |
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|
7 Excess distributions carryover to 2019. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a Excess from 2014...... | ||||
| b Excess from 2015..... | ||||
| c Excess from 2016..... | ||||
| d Excess from 2017..... | ||||
| e Excess from 2018..... | ||||
| Facts And Circumstances Test |
|---|
| Return Reference | Explanation |
|---|---|
| PART III, SHORT YEAR EXPLANATION: | THE SUPPORT INFORMATION FOR 2018 COVERS THE PERIOD JANUARY 1 THROUGH MARCH 31, 2018. AS OF APRIL 1, 2018, RELIANT MEDICAL GROUP IS NOT A QUALIFIED PUBLIC CHARITY UNDER IRC 2015(C)(3) AND INELIGIBLE TO FILE AS A TAX-EXEMPT ENTITY AFTER MARCH 31, 2018. |
| Software ID: | |
| Software Version: |
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| STATEMENT 1 - DESCRIPTION OF ORGANIZATION MISSION | FORM 990, PART I, LINE 1 TO PROVIDE COMPASSIONATE AND HIGH-QUALITY HEALTH CARE AND HEALTH EDUCATION TO PATIENTS AND OTHER MEMBERS OF THE COMMUNITY. |
| STATEMENT 2 | FORM 990, PART III, LINE 4A, PROGRAM SERVICE RELIANT MEDICAL GROUP IS A MULTI-SPECIALTY MEDICAL GROUP PRACTICE OF 287 PHYSICIANS AND 262 OTHER PRACTICE CLINICIANS THAT PROVIDES PATIENTS WITH A WIDE RANGE OF MEDICAL AND SURGICAL SERVICES THROUGH A NETWORK OF MORE THAN 31 SITES THROUGHOUT CENTRAL MASSACHUSETTS. THE GROUP'S SERVICES ARE SUPPORTED BY CUTTING-EDGE TECHNOLOGIES AND SERVICE-ORIENTED PROCESSES. THE GROUP PROMOTES THE HEALTH OF THE COMMUNITIES IT SERVES BY PROVIDING CLINICALLY SUPERIOR, INTEGRATED HEALTH CARE SERVICES FOR THE PREVENTION, DIAGNOSIS, AND TREATMENT OF DISEASE. THE GROUP'S SERVICES INCLUDE PROVIDING PATIENTS AND OTHER MEMBERS OF THE COMMUNITY WITH ACCESS TO DISEASE-MANAGEMENT SUPPORT GROUPS, AND HEALTH EDUCATION VIA PHYSICIAN LECTURES AND CONTRIBUTIONS TO THE HEALTH AND FITNESS SECTION OF THE REGION'S LARGEST DAILY NEWSPAPER. MANY OF THE GROUP'S PHYSICIANS ARE HIGHLY ENGAGED IN TEACHING RESIDENTS AND INTERNS IN BOTH HOSPITAL AND OFFICE SETTINGS. ADDITIONALLY, MANY PHYSICIANS AND OTHER EMPLOYEES PARTICIPATE IN RESEARCH ACTIVITIES AIMED AT IMPROVING HEALTH CARE SERVICES FOR THE BENEFIT OF THE WHOLE COMMUNITY. WITH MORE THAN 413,000 ENCOUNTERS, INCLUDING APPROXIMATELY 48,000 MEDICAID AND 106,000 MEDICARE VISITS IN THE THREE MONTHS ENDED MARCH 31, 2018, THE GROUP PROVIDES OVER 100 HEALTH CARE PROGRAMS AND SERVICES AND CARES FOR APPROXIMATELY 385,000 PATIENTS. THE GROUP WAS ONE OF THE FIRST CLINIC-TYPE ORGANIZATIONS TO ENTER INTO MEDICARE AND MEDICAID MANAGED CARE CONTRACTS, AND HAS ONE OF THE LARGEST PANELS OF SUCH PATIENTS IN MASSACHUSETTS. THE GROUP ALSO PROVIDED APPROXIMATELY $900,000 IN UNCOMPENSATED CARE IN THE THREE MONTHS ENDED MARCH 31, 2018. EACH YEAR THE GROUP SUPPORTS A WIDE RANGE OF NON-PROFIT ENDEAVORS, INCLUDING EVENTS THAT RAISE FUNDS FOR THE ONGOING RESEARCH AND TREATMENT OF MAJOR DISEASES (I.E., HEART WALK, RELAY FOR LIFE, NATIONAL CANCER SURVIVORS' DAY, ETC.), AS WELL AS COMMUNITY-BASED CULTURAL AND FAMILY-CENTERED ACTIVITIES THROUGHOUT THE GROUP'S SERVICE AREA. RELIANT MEDICAL GROUP CONTINUES TO BE RECOGNIZED BOTH LOCALLY AND NATIONALLY FOR ITS EXCELLENCE OVER THE PAST YEAR. IN 2017, RELIANT WAS PRESENTED WITH THE BOSTON BUSINESS JOURNAL'S "BEST PLACES TO WORK" AWARD FOR THE FOURTH STRAIGHT YEAR. RELIANT WAS ALSO NAMED TO THE 2017 EDITION OF BECKER'S HOSPITAL REVIEW'S PRESTIGIOUS "150 GREAT PLACES TO WORK IN HEALTHCARE" LIST. DURING 2017, THE BOSTON GLOBE ALSO HONORED RELIANT MEDICAL GROUP IN THEIR ANNUAL TOP PLACES TO WORK AWARD - THE FIFTH STRAIGHT YEAR THE ORGANIZATION HAS RECEIVED THIS SPECIAL HONOR. ALL OF THIS RECOGNITION IS A TESTAMENT THAT RELIANT MEDICAL GROUP IS JUST AS COMMITTED TO ITS EMPLOYEES AS IT IS TO ITS PATIENTS. |
| FORM 990, PART VI, SECTION A, LINE 1 | THE BYLAWS IN EFFECT THROUGH MARCH 31, 2018 STATE THAT AN EXECUTIVE COMMITTEE WILL BE FORMED AND BE COMPRISED OF THREE MEMBER TRUSTEES AND TWO COMMUNITY TRUSTEES. THE COMMITTEE "SHALL POSSESS AND MAY EXERCISE ALL THE POWERS AND FUNCTIONS OF THE BOARD OF TRUSTEES IN THE MANAGEMENT AND DIRECTION OF THE AFFAIRS OF THE CORPORATION" WITH A NUMBER OF EXCEPTIONS. ALTHOUGH THE COMMITTEE HAS AUTHORITY AS LISTED ABOVE, IT HAS STATED TO THE BOARD THAT "IT IS PRIMARILY TO SUPPORT CEO AND WILL TRY TO AVOID ANY DECISION MAKING" IN BETWEEN BOARD MEETINGS. |
| FORM 990, PART VI, SECTION A, LINE 2 | MICHAEL COOPER MD, TAREK ELSWAY MD, AND SEEMA NARAVANE MD HAD A BUSINESS RELATIONSHIP SINCE THEY SERVED JOINTLY ON THE BOARD OF ASPECTUS, INC. |
| FORM 990, PART VI, SECTION A, LINE 4 | THE BY-LAWS OF RELIANT MEDICAL GROUP, INC. ("RMG") WERE AMENDED AND RESTATED, EFFECTIVE AT THE CLOSE OF BUSINESS MARCH 31, 2018, THE DATE ON WHICH THE TRANSACTION DESCRIBED IN SCHEDULE O, CHANGE IN ORGANIZATION STRUCTURE, WAS EFFECTIVE. |
| FORM 990, PART VI, SECTION A, LINE 6 | EMPLOYED MDS, ODS, DPMS AND OPTOMETRISTS ARE ELIGIBLE TO BECOME VOTING MEMBERS OF THE ORGANIZATION. THEY MUST BE EMPLOYED FOR 2 FULL YEARS AND MEET SPECIFIC ELIGIBILITY CRITERIA PRIOR TO BEING APPROVED BY MEDICAL LEADERSHIP. POTENTIAL MEMBERS ARE THEN PLACED ON A BALLOT AND MUST RECEIVE A MAJORITY VOTE OF THE MEMBERS IN ATTENDANCE AT A MEETING CALLED FOR SUCH PURPOSE. EFFECTIVE UPON COMPLETION OF THE TRANSACTION DESCRIBED IN SCHEDULE O - CHANGE IN ORGANIZATION STRUCTURE, RELIANT SHALL HAVE A SOLE MEMBER WHO IS APPOINTED EITHER BY OPTUMCARE OR OPTUMCARE-APPOINTED DIRECTORS. |
| FORM 990, PART VI, SECTION A, LINE 7A | PER THE BYLAWS IN EFFECT THROUGH MARCH 31, 2018, CURRENT VOTING MEMBERS OF THE ORGANIZATION NOMINATE OTHER VOTING MEMBERS FOR ELECTION TO OPEN BOARD SEATS EACH YEAR. NOMINEES MAY ACCEPT OR DECLINE THE NOMINATION; THOSE WHO ACCEPT ARE PLACED ON A WRITTEN BALLOT AND ELECTED BY A MAJORITY VOTE OF MEMBERS AT EACH ANNUAL MEETING OF THE ORGANIZATION. |
| FORM 990, PART VI, SECTION A, LINE 7B | THE BYLAWS IN EFFECT THROUGH MARCH 31, 2018 PROVIDED THAT ANY RECOMMENDED CHANGES TO THE ORGANIZATION'S ARTICLES OR BYLAWS MUST BE APPROVED BY A MAJORITY VOTE OF EXISTING VOTING MEMBERS, IN ADDITION TO ANY MERGER OR CONSOLIDATION WITH ANOTHER ENTITY. |
| FORM 990, PART VI, SECTION B, LINE 11B | THE BOARD OF TRUSTEES RESIGNED ON MARCH 31, 2018, IN CONJUNCTION WITH THE TRANSACTION DESCRIBED IN THE NEXT PARAGRAPH. RELIANT MEDICAL ENGAGED AN OUTSIDE TAX/ACCOUNTING FIRM TO ASSIST IN THE PREPARATION AND REVIEW OF ITS 2018 FORM 990. STAFF OF THE SUCCESSOR ORGANIZATION, CONSISTING OF FORMER RELIANT MEDICAL GROUP STAFF MEMBERS, INCLUDING ITS CONTROLLER, DIRECTOR OF COMPENSATION AND CORPORATE PARALEGAL WORKED IN CONCERT WITH THE OUTSIDE FIRM TO COMPLETE THE TAX FORM. EFFECTIVE AT THE CLOSE OF BUSINESS MARCH 31, 2018, PURSUANT TO VARIOUS DEFINITIVE AGREEMENTS, INCLUDING A UNIT PURCHASE AND SALE AGREEMENT DATED NOVEMBER 22, 2017 BY AND AMONG COLLABORATIVE CARE HOLDINGS, LLC D/B/A OPTUMCARE, A DELAWARE LIMITED LIABILITY COMPANY ("OPTUMCARE"), RELIANT MEDICAL, AND RELIANT MSO, LLC, A DELAWARE LIMITED LIABILITY COMPANY ("RELIANT MSO"), RELIANT MEDICAL CONTRIBUTED SUBSTANTIALLY ALL OF ITS ASSETS AND OPERATIONS TO RELIANT MSO, A WHOLLY-OWNED SUBSIDIARY OF RELIANT MEDICAL, AND THEN TRANSFERRED ALL OF ITS MEMBERSHIP INTERESTS IN RELIANT MSO TO OPTUMCARE, ALL IN CONSIDERATION FOR AMOUNTS PAID DIRECTLY TO THE RELIANT FOUNDATION AT THE CLOSING (REQUIRED BY MASSACHUSETTS LAW APPLICABLE TO CHARITABLE CORPORATIONS) AND CERTAIN POST-CLOSING CAPITAL COMMITMENTS FROM OPTUMCARE TO RELIANT MEDICAL. |
| FORM 990, PART VI, SECTION B, LINE 12C | MONITORING ANNUALLY, EACH TRUSTEE, THE ORGANIZATION'S CEO, AND MEMBERS OF SENIOR MANAGEMENT COMPLETES AND SUBMITS A CONFLICT OF INTEREST (COI) DISCLOSURE STATEMENT. STATEMENTS ARE REVIEWED AS FOLLOWS: THE CEO'S COI IS REVIEWED BY THE CHAIRMAN OF THE BOARD WITH COPY TO EXTERNAL CORPORATE COUNSEL; THE CHAIRMAN'S COI IS REVIEWED BY THE CEO WITH A COPY TO EXTERNAL CORPORATE COUNSEL; INDEPENDENT TRUSTEES' COI'S ARE REVIEWED BY THE CHAIRMAN OR THE CEO WITH COPIES TO EXTERNAL CORPORATE COUNSEL; PHYSICIAN TRUSTEES & SENIOR MANAGEMENT'S COI'S ARE REVIEWED BY THE CHAIRMAN OF AUDIT/ COMPLIANCE COMMITTEE OR THE CEO WITH COPIES OF POTENTIAL CONFLICTS COMMUNICATED TO THE CEO AND EXTERNAL CORPORATE COUNSEL. AFTER REVIEW, COIS ARE FILED AND MAINTAINED BY THE ASSISTANT CLERK. ENFORCEMENT IF AN INTERESTED INDIVIDUAL PRESENTS AN ITEM AT A BOARD MEETING, HE/SHE IS REQUIRED TO LEAVE THE MEETING DURING DISCUSSION AND VOTING ON ANY TRANSACTION WHICH MAY RESULT IN A CONFLICT. ANY DISCLOSURE OF A FINANCIAL INTEREST OR CONFLICT OF INTEREST MUST BE DETAILED IN THE MEETING MINUTES. WHO IS COVERED THE ORGANIZATION'S CONFLICT OF INTEREST DISCLOSURE STATEMENT COVERS EACH MEMBER OF THE ORGANIZATION'S BOARD OF TRUSTEES, THE CEO AND SENIOR MANAGEMENT. |
| FORM 990, PART VI, SECTION B, LINE 15 | THE COMPENSATION PROGRAMS FOR RELIANT MEDICAL GROUP OFFICERS AND KEY EMPLOYEES AND THE PHYSICIAN COMPENSATION MODELS ARE PREPARED IN COMPLIANCE WITH IRS GUIDELINES. THE PROCESS ESTABLISHED BY THE BOARD OF TRUSTEES ALLOWS FOR THE COMPENSATION COMMITTEE TO HANDLE THE REVIEW AND APPROVAL OF THE COMPENSATION PACKAGE FOR THE CEO, THE EXECUTIVE MANAGEMENT TEAM, ALL PHYSICIANS WHO WILL POTENTIALLY EARN MORE THAN 95% OF THE COMPARABLE LEVEL OF PAY REPORTED IN A NATIONALLY RECOGNIZED COMPENSATION PHYSICIAN SURVEY, STIPENDS FOR MEMBERS OF THE BOARD OF TRUSTEES, AND ANY OTHER MATTERS SO DESIGNATED TO COME BEFORE THE COMMITTEE. THE COMMITTEE MEETS QUARTERLY AND AS NEEDED TO HANDLE ANY MATTER THAT REQUIRES ATTENTION IN A TIMELY MANNER. COMPENSATION DECISIONS BY THE COMMITTEE ARE MADE IN ADVANCE OF IMPLEMENTATION, AND ARE PROPERLY DOCUMENTED ON A TIMELY BASIS IN COMMITTEE MINUTES. THE COMMITTEE USES THE SERVICES OF AN INDEPENDENT, OUTSIDE CONSULTING FIRM TO PROVIDE BACKGROUND INFORMATION AS WELL AS LOCAL AND REGIONAL COMPARISON DATA ON THE AREAS OF OVERSIGHT OF THE COMMITTEE. THE CONSULTANT IS AVAILABLE AT ALL TIMES TO CONSIDER MATTERS WHICH REQUIRE HIS INPUT FOR THE COMMITTEE'S QUESTIONS. THE COMMITTEE CONDUCTS ITS DELIBERATIONS AND REPORTS TO THE FULL BOARD AT EACH MEETING. THE PROCESS WAS LAST COMPLETED IN DECEMBER 2017. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ORGANIZATION'S FINANCIAL STATEMENTS, CONFLICT OF INTEREST POLICY AND GOVERNING DOCUMENTS ARE AVAILABLE UPON REQUEST. |
| FORM 990, PART VII, COMPENSATION OF LISTED PERSONS | BOARD MEMBERS RECEIVE ANNUAL STIPENDS OF $10,000 FOR THEIR ACTIVE ROLE AS A TRUSTEE. THEY ALSO RECEIVE $1,000 PER BOARD MEETING ATTENDED AND $500 PER BOARD APPOINTED COMMITTEE MEETING ATTENDANCE. THE OFFICER WHO SERVES AS VICE CHAIR RECEIVES AN ADDITIONAL $5,000 FOR THEIR ROLE AS AN OFFICER. ALL OTHER COMPENSATION DISCLOSED IS EARNED WHILE PERFORMING NORMAL JOB FUNCTIONS. |
| FORM 990, PART IX, LINE 11G | MEDICAL REFERRAL COSTS (CAPITATION CONTRACTS): PROGRAM SERVICE EXPENSES 82,195,962. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 82,195,962. OTHER: PROGRAM SERVICE EXPENSES 64,444. MANAGEMENT AND GENERAL EXPENSES 197,971. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 262,415. |
| FORM 990, PART XI, LINE 9: | DISPOSITION OF NET ASSETS PURSUANT TO PLAN APPROVED BY MA AGO (SEE SCH. O) -42,253,131. |
| CHANGE IN ORGANIZATION STRUCTURE - FINAL FORM 990 | AFTER THE CLOSE OF BUSINESS ON MARCH 31, 2018, RELIANT MEDICAL GROUP, INC. ("RMG") AND ITS AFFILIATE ORGANIZATIONS BECAME PART OF OPTUMCARE. OPTUMCARE IS A NATIONAL, PHYSICIAN-LED, CARE DELIVERY ORGANIZATION COMPRISED OF MULTI-SPECIALTY PHYSICIAN GROUPS, A NATIONAL URGENT CARE PLATFORM, AND A NATIONAL PLATFORM OF OWNED AND MANAGED AMBULATORY SURGERY CENTERS. OPTUMCARE IS BUT ONE DIVISION OF OPTUM, INC., A MULTI-NATIONAL ORGANIZATION THAT IN ADDITION TO CARE DELIVERY AND SERVICES PROVIDED BY ITS OPTUM HEALTH SEGMENT PROVIDES HEALTHCARE ANALYTICS AND PAYMENT SUPPORT SERVICES THROUGH OPTUM INSIGHT, AND PHARMACY BENEFIT MANAGEMENT AND PHARMACY CARE SERVICES THROUGH OPTUMRX. OPTUM IS PART OF UNITED HEALTH GROUP, INC. A PUBLICLY-TRADED ORGANIZATION THAT ALSO INCLUDES A HEALTH INSURANCE AND BENEFITS ORGANIZATION, UNITED HEALTHCARE. TRANSACTION FORMAT RMG IS A MASSACHUSETTS NON-STOCK (I.E. NONPROFIT) CORPORATION THAT PRIOR TO THE OPTUM TRANSACTION WAS RECOGNIZED AS A PUBLIC CHARITY UNDER STATE LAW, AS WELL AS A PUBLIC CHARITY EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C)(3). IN JOINING OPTUM, RMG NO LONGER SATISFIES IRC REQUIREMENTS TO REMAIN A FEDERAL TAX EXEMPT ORGANIZATION. ADDITIONALLY, RMG COULD NO LONGER BE RECOGNIZED AS A CHARITY UNDER MASSACHUSETTS LAW, AND THUS NEEDED TO FORMALLY SEPARATE FROM ITS WHOLLY-OWNED SUBSIDIARY, RELIANT MEDICAL GROUP FOUNDATION, INC. ("FOUNDATION"). HOWEVER, RMG REMAINS A MASSACHUSETTS NON-STOCK CORPORATION, ALBEIT ONE THAT IS NO LONGER A PUBLIC CHARITY UNDER FEDERAL AND STATE LAW. IN ITS REQUEST TO THE OAG FOR APPROVAL OF THE TRANSACTION, RMG COMMITTED TO OPERATING EXCLUSIVELY AND USE PROFITS SOLELY TO FURTHER ITS MEDICAL PURPOSES (G.L. CH. 180, S. 4), TO NOT DISTRIBUTE PROFITS TO PRIVATE PARTIES, AND TO ENGAGE IN FAIR MARKET VALUE CONTRACTING. TO EFFECTUATE THE TRANSACTION WITH OPTUM, A NEW MANAGEMENT SERVICES ORGANIZATION, RELIANT MSO, LLC ("MSO") WAS FORMED. MSO IS WHOLLY-OWNED BY AN OPTUM COMPANY, COLLABORATIVE CARE HOLDINGS, LLC ("CCH"). RMG CONTRIBUTED SUBSTANTIALLY ALL OF ITS ASSETS AND OPERATIONS TO THE MSO. BY WAY OF EXAMPLE, THE CONTRIBUTED ASSETS INCLUDED RMG'S LEASES, VENDOR AND SERVICES AGREEMENTS, PROPERTY AND EQUIPMENT AND TRADE AND SERVICE MARKS. ADDITIONALLY, CERTAIN CLINICAL AND NON-CLINICAL EMPLOYEES THAT HAD BEEN EMPLOYED BY RMG BECAME EMPLOYEES OF THE MSO. RMG RETAINED ALL CONTRACTS WITH THIRD PARTY PAYERS AND SUBSTANTIALLY ALL OF ITS CLINICAL EMPLOYEES. UNDER A LONG-TERM ADMINISTRATIVE SERVICES AGREEMENT, THE MSO PROVIDES A RANGE OF MANAGEMENT, FINANCIAL, AND TECHNICAL SERVICES TO RMG. PAYMENT OF NET PROCEEDS AND SEPARATION FROM RELIANT FOUNDATION AFTER RMG CONTRIBUTED THE ASSETS TO THE MSO, CCH PAID $28.35 MILLION FOR THE CONTRIBUTED RMG ASSETS. HOWEVER, SINCE THIS AMOUNT WOULD HAVE CONSTITUTED CHARITABLE PROCEEDS, AND RMG NO LONGER QUALIFIED AS A CHARITABLE ORGANIZATION, RMG DISTRIBUTED SUCH FUNDS TO THE FOUNDATION. CONCURRENTLY, THE FOUNDATION AMENDED ITS ARTICLES AND BYLAWS TO SEVER ALL LEGAL TIES TO RMG, AND THE FOUNDATION NOW OPERATES AS A SEPARATE ORGANIZATION CALLED "RELIANT FOUNDATION". IN MASSACHUSETTS THE STATE'S OFFICE OF THE ATTORNEY GENERAL ("OAG") ENFORCES CHARITIES LAW AND THUS WAS REQUIRED TO APPROVE RMG'S TRANSACTION WITH OPTUM AND TO ASSENT TO THE PAYMENT OF THE TRANSACTION SALE PROCEEDS TO THE FOUNDATION. RMG ENGAGED IN EXTENSIVE DISCUSSIONS WITH OAG REGARDING THE TRANSACTION, AND THE OAG CONDUCTED ITS OWN FINANCIAL ANALYSIS AND INVESTIGATION. THE OAG DETERMINED THAT THROUGH THE PURCHASE PRICE AND ADDITIONALLY THROUGH OPTUMCARE'S POST-CLOSING COMMITMENTS OUTLINED IN THE TRANSACTION DOCUMENTS IN EXHIBIT 5, THE TRANSACTION INCLUDED FAIR VALUE IN EXCHANGE FOR RMG'S ASSETS. THE OAG APPROVED THE TRANSACTION SUBJECT TO RMG AND THE FOUNDATION BOTH AGREEING TO CERTAIN CONDITIONS THAT FURTHER CEMENTED THEIR LEGAL SEPARATION (NO GRANTS FROM THE FOUNDATION TO OPTUM, NO BOARD MEMBERSHIPS FOR RMG EMPLOYEES). AFTER RECEIVING APPROVAL FROM THE OAG, RMG RECEIVED FINAL AUTHORIZATION FROM THE MASSACHUSETTS SUPREME JUDICIAL COURT TO PROCEED WITH THE TRANSACTION. |
| SCHEDULE N, PART I, 2(B) AND (D) | EFFECTIVE AT THE CLOSE OF BUSINESS MARCH 31, 2018, PURSUANT TO VARIOUS DEFINITIVE AGREEMENTS, INCLUDING A UNIT PURCHASE AND SALE AGREEMENT DATED NOVEMBER 22, 2017 BY AND AMONG COLLABORATIVE CARE HOLDINGS, LLC D/B/A OPTUMCARE, A DELAWARE LIMITED LIABILITY COMPANY ("OPTUMCARE"), RELIANT MEDICAL, AND RELIANT MSO, LLC, A DELAWARE LIMITED LIABILITY COMPANY ("RELIANT MSO"), RELIANT MEDICAL CONTRIBUTED SUBSTANTIALLY ALL OF ITS ASSETS AND OPERATIONS TO RELIANT MSO, A WHOLLY-OWNED SUBSIDIARY OF RELIANT MEDICAL, AND THEN TRANSFERRED ALL OF ITS MEMBERSHIP INTERESTS IN RELIANT MSO TO OPTUMCARE, ALL IN CONSIDERATION FOR AMOUNTS PAID DIRECTLY TO THE RELIANT FOUNDATION AT THE CLOSING (REQUIRED BY MASSACHUSETTS LAW APPLICABLE TO CHARITABLE CORPORATIONS) AND CERTAIN POST-CLOSING CAPITAL COMMITMENTS FROM OPTUMCARE TO RELIANT MEDICAL. A COMPLETE COPY OF THE COMMONWEALTH OF MASSACHUSETTS SUPREME JUDICIAL COURT DECISION APPROVING THE TRANSACTION IN WHICH RELIANT MEDICAL SOLD SUBSTANTIALLY ALL OF ITS ASSETS AND OPERATIONS TO COLLABORATIVE CARE HOLDINGS, LLC D/B/A OPTUMCARE IS ATTACHED. THE COURT'S APPROVAL AND THE AGO REQUEST DESCRIBES THE PROCESS USED TO DETERMINE FAIR MARKET VALUE. |
| SCHEDULE F, PART IV, FOREIGN FORMS | FORM 5471 IS NOT INCLUDED FOR RELIANT MEDICAL GROUP, INC.'S TAX YEAR JANUARY 1, 2018 TO MARCH 31, 2018 BECAUSE THE TAX YEAR-END OF MASSACHUSETTS ASSURANCE COMPANY, LTD, A CONTROLLED FOREIGN CORPORATION, IS DECEMBER 31, 2018 WHICH YEAR-END DOES NOT END WITH OR WITHIN THE TAX YEAR JANUARY 1, 2018 TO MARCH 31, 2018. |
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