Attach to Form 990 or Form 990-EZ.
Go to
www.irs.gov/Form990 for instructions and 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) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (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) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (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) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | 470,690 | 896,865 | 415,749 | 28,798 | 0 | 1,812,102 |
| 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 | 6,469,839,473 | 8,422,090,289 | 9,717,643,812 | 6,144,880,542 | 846,046,910 | 31,600,501,026 |
| 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 | 6,470,310,163 | 8,422,987,154 | 9,718,059,561 | 6,144,909,340 | 846,046,910 | 31,602,313,128 |
| 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.) | 31,602,313,128 | |||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | 6,470,310,163 | 8,422,987,154 | 9,718,059,561 | 6,144,909,340 | 846,046,910 | 31,602,313,128 |
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | 16,525,457 | 21,015,784 | 34,066,417 | 31,458,692 | 6,987,884 | 110,054,234 |
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | ||||||
| c | Add lines 10a and 10b. | 16,525,457 | 21,015,784 | 34,066,417 | 31,458,692 | 6,987,884 | 110,054,234 |
| 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.) .. | -10,983 | 50,142 | 174,164 | 581,642,421 | 9,485,439 | 591,341,183 |
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | 6,486,824,637 | 8,444,053,080 | 9,752,300,142 | 6,758,010,453 | 862,520,233 | 32,303,708,545 |
| 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) |
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| 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): |
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| 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 |
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| 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 2019 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-2019 |
(iii) Distributable Amount for 2019 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2019 from Section C, line 6 | ||||
|
2
Underdistributions, if any, for years prior to 2019 (reasonable cause required-- explain in Part VI). See instructions. |
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| 3 Excess distributions carryover, if any, to 2019: | ||||
| a From 2014....... | ||||
| b From 2015....... | ||||
| c From 2016....... | ||||
| d From 2017....... | ||||
| e From 2018....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2019 distributable amount | ||||
|
i
Carryover from 2014 not applied (see instructions) |
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| j Remainder. Subtract lines 3g, 3h, and 3i from 3f. | ||||
| 4Distributions for 2019 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2019 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from 4. | ||||
|
5
Remaining underdistributions for years prior to 2019, 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 2019. 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 2020. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a Excess from 2015..... | ||||
| b Excess from 2016..... | ||||
| c Excess from 2017..... | ||||
| d Excess from 2018..... | ||||
| e Excess from 2019..... | ||||
| Facts And Circumstances Test |
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| Return Reference | Explanation |
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| Software ID: | |
| Software Version: |
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| FORM 990, PART III, LINE 3 | ON JULY 2, 2018, UPON REGULATORY APPROVAL, NYSCHP SOLD SUBSTANTIALLY ALL OF ITS OPERATIONS, ASSETS AND LIABILITIES RELATING TO ITS INSURANCE BUSINESS, INCLUDING ITS SUBSIDIARY SALUS ADMINISTRATIVE SERVICES, INC. (SALUS), TO CENTENE CORPORATION (CENTENE) IN ACCORDANCE WITH THE TERMS OF THE ASSET PURCHASE AGREEMENT ("APA") ENTERED INTO IN SEPTEMBER 2017 BY BOTH PARTIES. AS A RESULT OF THE SALE, NYSCHP CEASED CONDUCTING THE FOLLOWING PROGRAMS: THE MEDICAID MANAGED CARE PROGRAM (MEDICAID), CHILD HEALTH PLUS, FIDELIS CARE AT HOME, HEALTH AND RECOVERY PLAN ("HARP") AND THE ESSENTIAL PLAN PROGRAM. NYSCHP'S INDIVIDUAL COMMERCIAL MARKET PRODUCTS (INCLUDING QUALIFIED HEALTH PLANS) AND MEDICARE PRODUCTS (MEDICARE ADVANTAGE, MEDICARE ADVANTAGE D-SNP, MEDICARE ADVANTAGE PLUS, AND MEDICAID ADVANTAGE PLUS) WERE NOT IMMEDIATELY TRANSFERRED TO CENTENE. THE INDIVIDUAL COMMERCIAL MARKET PRODUCTS (INCLUDING QUALIFIED HEALTH PLANS) WERE TRANSFERRED TO CENTENE EFFECTIVE JANUARY 1, 2019 TO ACCOMMODATE THE ANNUAL OPEN ENROLLMENT PERIOD CYCLE FOR ENROLLEES. WITH REGARD TO THE MEDICARE AND MEDICARE-RELATED PRODUCTS, THE NOVATION OR ASSIGNMENT OF THE CONTRACTS RELATED TO THESE PRODUCTS IS SUBJECT TO APPROVAL BY THE CENTERS FOR MEDICARE & MEDICAID SERVICES, WHICH IS EXPECTED TO OCCUR PRIOR TO JANUARY 1, 2021. ACCORDINGLY, CONCURRENTLY WITH THE SALE TO CENTENE, NYSCHP ENTERED INTO REINSURANCE AGREEMENTS WITH HALLMARK LIFE INSURANCE COMPANY, AN AFFILIATE OF CENTENE, TO PROVIDE FOR 100% REINSURANCE OF THE LIABILITIES UNDER THESE PROGRAMS. THE REINSURANCE AGREEMENTS PROVIDE THAT DURING THE TIME BETWEEN CLOSING OF THE SALE AND THE DATE OF TRANSFER OF THE REMAINING BUSINESS, AN EXISTING CENTENE SUBSIDIARY COMPANY, HALLMARK LIFE INSURANCE COMPANY, WILL REINSURE 100% OF THE FINANCIAL LIABILITIES RELATING TO NYSCHP'S MEDICARE BUSINESS (INCLUDING CERTAIN MEDICARE-RELATED PRODUCTS) AND NYSCHP'S INDIVIDUAL PRODUCTS (INCLUDING QUALIFIED HEALTH PLANS) PRODUCTS IN ACCORDANCE WITH THE REINSURANCE AGREEMENTS. IN CONNECTION WITH THE REINSURANCE AGREEMENTS AND IN LIGHT OF THE ASSUMPTION BY CENTENE OF ALL ECONOMIC RISK RELATING TO THE MEDICARE, MEDICARE-RELATED AND INDIVIDUAL COMMERCIAL PRODUCTS, NYSCHP ALSO ENTERED INTO A MANAGEMENT AGREEMENT WITH THE CENTENE AFFILIATES SALUS ADMINISTRATIVE SERVICES, INC., CENTENE MANAGEMENT COMPANY, LLC, AND CENTENE COMPANY OF NEW YORK WHEREBY THE CENTENE AFFILIATES WOULD ASSUME ALL ADMINISTRATIVE AND OPERATIONAL RESPONSIBILITY FOR THESE PRODUCTS UNTIL THEY ARE FINALLY TRANSITIONED TO CENTENE. FORM 990, PART VI, SECTION A, LINE 2: WILLIAM E. WHISTON, A DIRECTOR OF NYSCHP, IS THE CHIEF FINANCIAL OFFICER OF THE ARCHDIOCESE OF NEW YORK. THE ARCHBISHOP OF NEW YORK SERVES AS THE PRESIDENT OF THE MEMBERSHIP OF NYSCHP. |
| FORM 990, PART VI, SECTION A, LINE 3 | PURSUANT TO A TRANSITION SERVICES AGREEMENT ("TSA") EXECUTED BETWEEN CENTENE MANAGEMENT COMPANY, LLC ("CMC") AND NEW YORK STATE CATHOLIC HEALTH PLAN, INC. ("NYSCHP"), DATED JULY 2, 2018, CMC AGREED TO PROVIDE CERTAIN SERVICES TO NYSCHP THAT ARE SPECIFICALLY SET FORTH IN SCHEDULE A OF THE TSA. THE SERVICES INCLUDED INFORMATION TECHNOLOGY; HUMAN RESOURCES; ACCOUNTING; FINANCE; TREASURY; AUDITS; LEGAL; COMPLIANCE; TAX; INTERNAL REVENUE SERVICE FILINGS AND LOGISTICS; OPERATIONS, AND SOURCING. UNDER THE TERMS OF THE TSA, CMC ALONE WAS REIMBURSED FOR ANY SERVICES THAT CMC PERSONNEL PROVIDED TO NYSCHP PURSUANT TO THE COST SCHEDULE SET FORTH IN SCHEDULE A OF THE TSA. THUS, NO CURRENT OR FORMER OFFICERS, DIRECTORS, TRUSTEES, KEY EMPLOYEES, AND HIGHEST COMPENSATED EMPLOYEES (HEREINAFTER, COLLECTIVELY, THE "EMPLOYEES") LISTED IN PART VII, SECTION A OF FORM 990 RECEIVED ANY COMPENSATION FROM NYSCHP FOR THE SERVICES ANY OF THE EMPLOYEES PROVIDED TO NYSCHP. MOREOVER, NONE OF THE EMPLOYEES LISTED IN PART VII, SECTION A OF FORM 990 RECEIVED COMPENSATION FROM CMC FOR THE SERVICES PROVIDED TO NYSCHP. IN ADDITION, PURSUANT TO A MANAGEMENT SERVICES AGREEMENT ("MSA") EXECUTED BETWEEN NYSCHP, CMC, SALUS ADMINISTRATIVE SERVICES ("SALUS") AND CENTENE COMPANY OF NEW YORK LLC ("CCNY"), DATED AS OF JULY 1, 2018, CMC, CCNY AND SALUS AGREED TO ASSUME RESPONSIBILITY FOR THE OPERATIONS OF NYSCHP'S INDIVIDUAL COMMERCIAL PRODUCTS AND MEDICARE PRODUCTS UNTIL THEY WERE TRANSITIONED TO CENTENE. THE SCOPE OF MANAGEMENT AND ADMINISTRATIVE SERVICES PROVIDED UNDER THE MSA INCLUDES, AMONG OTHER THINGS: UTILIZATION REVIEW SERVICES; PERSONNEL SERVICES; CLAIMS ADMINISTRATION; QUALITY ASSURANCE; BILLING AND COLLECTIONS; MARKETING; FINANCIAL SYSTEMS AND SERVICES; AND ACTUARIAL SERVICES. UNDER THE TERMS OF THE MSA, CMC ALONE WAS REIMBURSED FOR SERVICES PROVIDED BY CMC, SALUS AND CCNY TO NYSCHP PURSUANT TO THE "PER MEMBER PER MONTH" SCHEDULE SET FORTH IN THE MSA. |
| FORM 990, PART VI, SECTION A, LINE 6 | THE ORGANIZATION HAS MEMBERS. THE MEMBERSHIP OF THE ORGANIZATION SHALL BE LIMITED TO THE DIOCESAN BISHOPS OF THE STATE AND THE ECCLESIASTICAL PROVINCE OF NEW YORK. |
| FORM 990, PART VI, SECTION A, LINE 7A | THE ORGANIZATION IS A MEMBERSHIP CORPORATION UNDER THE NEW YORK NOT-FOR-PROFIT CORPORATION LAW (THE "N-PCL"). THE ORGANIZATION'S MEMBERS ELECT ITS BOARD OF DIRECTORS AND, AS MEMBERS OF A NEW YORK NOT-FOR-PROFIT CORPORATION, POSSESS CERTAIN OTHER POWERS UNDER THE N-PCL. FURTHERMORE, THE ORGANIZATION'S BY-LAWS, WHICH ARE FILED WITH THE NEW YORK STATE DEPARTMENT OF HEALTH ("NYSDOH"), DEFINE THE FOLLOWING RESERVED POWERS OF THE MEMBERS: (I) THE INTERPRETATION OF THE ETHICAL AND RELIGIOUS DIRECTIVES FOR CATHOLIC HEALTH CARE SERVICES TO WHICH THE ORGANIZATION, AS A FAITH-BASED ORGANIZATION, IS SUBJECT; (II) APPROVAL OF THE MISSION STATEMENT; (III) STANDING TO ENSURE THE ORGANIZATION'S COMPLIANCE WITH ITS PHILOSOPHY AND MISSION STATEMENT; (IV) APPROVAL OF AMENDMENTS TO THE ORGANIZATION'S CERTIFICATE OF INCORPORATION AND BY-LAWS; (V) APPROVAL OF CERTAIN TRANSACTIONS INVOLVING REAL PROPERTY; (VI) APPROVAL OF CERTAIN ACTIONS BY THE ORGANIZATION WHEN ACTING AS A SHAREHOLDER OR MEMBER OF ANOTHER ENTITY; (VII) APPROVAL OF THE ACCEPTANCE AND ISSUANCE OF SUBVENTIONS; (VIII) APPROVAL OF ANY MERGER, DISSOLUTION OR CONSOLIDATION; (IX) REMOVAL OF DIRECTORS AND CERTAIN OFFICERS OF THE CORPORATION; (X) APPROVAL OF THE ELECTION OF THE CHIEF EXECUTIVE OFFICER; AND (XI) REVIEW OF THE AUDITED FINANCIAL STATEMENTS. CERTAIN OF THESE POWERS ALREADY EXIST BY VIRTUE OF THE N-PCL (I.E., THE POWER TO APPROVE ANY MERGER, DISSOLUTION OR CONSOLIDATION UNDER N-PCL 903(A)(2) & 1002(A)). |
| FORM 990, PART VI, SECTION A, LINE 7B | PLEASE SEE LINE 7A NARRATIVE. |
| FORM 990, PART VI, SECTION B, LINE 11B | A DRAFT OF THE FORM 990 IS PREPARED BY THE ORGANIZATION'S OUTSIDE INDEPENDENT TAX ADVISORS IN COLLABORATION WITH THE ORGANIZATION'S OUTSOURCED EXECUTIVE AND FINANCE PERSONNEL. THE 990 WILL BE REVIEWED BY ITS CEO AND OUTSIDE COUNSEL. THE ORGANIZATION'S BOARD OF DIRECTORS HAS REVIEWED AND ACCEPTED THE DRAFT FORM 990 BEFORE ITS FILING WITH THE IRS. ACCORDINGLY, AFTER THE ORGANIZATION'S MANAGEMENT HAS COMPLETED ITS REVIEW OF THE DRAFT FORM 990, IT IS CIRCULATED IN DRAFT FOR REVIEW, COMMENT AND APPROVAL TO THE MEMBERS OF THE BOARD OF DIRECTORS. ONCE ANY COMMENTS HAVE BEEN INCORPORATED AND THE FORM 990 HAS BEEN ACCEPTED BY THE BOARD OF DIRECTORS. |
| FORM 990, PART VI, SECTION B, LINE 12C | ANNUALLY, THE ORGANIZATION'S OFFICERS, DIRECTORS AND SENIOR EXECUTIVES ARE PROVIDED WITH A COPY OF THE CONFLICTS OF INTEREST POLICY AND AN ACKNOWLEDGEMENT FORM. THESE INDIVIDUALS ARE INSTRUCTED TO SIGN AND RETURN THE FORM, (A) TO ACKNOWLEDGE THAT THEY HAVE REVIEWED THE POLICY AND (B) TO DISCLOSE ANY CONFLICTS OR POTENTIAL CONFLICTS. THE CONFLICTS OF INTEREST POLICY DEFINES "DISCLOSABLE INTERESTS", I.E., THOSE INTERESTS THAT AN INDIVIDUAL COVERED BY THE POLICY MUST HAVE IN ANOTHER ENTITY IN ORDER FOR A TRANSACTION BETWEEN THE ORGANIZATION AND THAT ENTITY TO BE COVERED BY THE POLICY. THE POLICY ALSO DEFINES THE TYPES OF TRANSACTIONS BETWEEN THE ORGANIZATION AND ANOTHER ENTITY INVOLVING AN INDIVIDUAL COVERED BY THE POLICY THAT IS SUBJECT TO BY THE POLICY. THE POLICY REQUIRES DISCLOSURE TO THE BOARD OF DIRECTORS AND/OR THE EXECUTIVE COMMITTEE BY ANY PERSON WITH A DISCLOSABLE INTEREST IN A TRANSACTION AS DEFINED IN THE POLICY OF ALL CONFLICTS OR POTENTIAL CONFLICTS OF INTEREST. INITIALLY, AFTER THE INTERESTED INDIVIDUAL HAS RECUSED HIMSELF, THE ORGANIZATION'S BOARD OF DIRECTORS OR EXECUTIVE COMMITTEE DETERMINES WHETHER A POTENTIAL CONFLICT OF INTEREST EXISTS. IF A CONFLICT OF INTEREST IS FOUND TO EXIST, THE BOARD OF DIRECTORS OR THE EXECUTIVE COMMITTEE DECIDES WHETHER TO ENTER INTO THE TRANSACTION BASED ON ITS DETERMINATION OF WHETHER (A) A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY ATTAINABLE UNDER CIRCUMSTANCES THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST, (B) THE TRANSACTION OR ARRANGEMENT IS IN THE ORGANIZATION'S BEST INTEREST AND FOR ITS OWN BENEFIT AND (C) THE TRANSACTION IS FAIR AND REASONABLE TO THE ORGANIZATION. |
| FORM 990, PART VI, SECTION B, LINE 15 | OUTSIDE COUNSEL FOR THE ORGANIZATION, A NATIONAL LAW FIRM WITH EXPERTISE IN ADVISING TAX-EXEMPT ORGANIZATIONS ON EXCESS BENEFIT TRANSACTIONS LAW, HAS ADVISED NYSCHP AS TO WHICH EMPLOYEES ARE DISQUALIFIED PERSONS WITHIN THE MEANING OF SECTION 4958 OF THE INTERNAL REVENUE CODE. THE ORGANIZATION EMPLOYS A COMPENSATION CONSULTANT FIRM, A NATIONAL HUMAN RESOURCES CONSULTING FIRM WITH EXPERTISE IN ADVISING TAX-EXEMPT ORGANIZATIONS ON EXCESS BENEFIT TRANSACTIONS LAW, TO PREPARE ANNUALLY A DETAILED REPORT ON THE PROPOSED COMPENSATION FOR THE ORGANIZATION'S DISQUALIFIED PERSONS THAT INCLUDES DATA AS TO COMPARABLE COMPENSATION FOR SIMILAR QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY-SITUATED ORGANIZATIONS. THE EXECUTIVE COMMITTEE OF THE ORGANIZATION'S BOARD OF DIRECTORS, WHICH HAS BEEN AUTHORIZED BY THE BOARD TO REVIEW AND APPROVE ALL MATTERS CONCERNING EXECUTIVE COMPENSATION, IS PROVIDED WITH THE COMPENSATION CONSULTANT'S DETAILED EXECUTIVE COMPENSATION REPORT. THE ORGANIZATION MAINTAINS CONTEMPORANEOUS DOCUMENTATION AND RECORD KEEPING WITH RESPECT TO THE DELIBERATIONS AND DECISIONS REGARDING THE COMPENSATION ARRANGEMENTS FOR ALL DISQUALIFIED PERSONS. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ORGANIZATION IS A NEW YORK NOT-FOR-PROFIT CORPORATION. ITS CERTIFICATE OF INCORPORATION IS READILY AVAILABLE TO THE GENERAL PUBLIC FROM THE NEW YORK STATE DEPARTMENT OF STATE UNDER THE NEW YORK FREEDOM OF INFORMATION LAW ("FOIL"). ITS CERTIFICATE OF INCORPORATION AND BY-LAWS ARE ALSO ON FILE WITH THE NYSDOH AND LIKEWISE AVAILABLE TO THE GENERAL PUBLIC UNDER FOIL. |
| FORM 990, PART VII, SECTION B | IN CONNECTION WITH THE REINSURANCE AGREEMENTS ENTERED INTO WITH HALLMARK LIFE INSURANCE COMPANY, NYSCHP ALSO ENTERED INTO A MANAGEMENT AGREEMENT WITH THE CENTENE AFFILIATES SALUS ADMINISTRATIVE SERVICES, INC., CENTENE MANAGEMENT COMPANY, LLC, AND CENTENE COMPANY OF NEW YORK WHEREBY THE CENTENE AFFILIATES AGREED TO ASSUME ALL ADMINISTRATIVE AND OPERATIONAL RESPONSIBILITY FOR THE MEDICARE, MEDICARE-RELATED AND INDIVIDUAL COMMERCIAL PRODUCTS CENTENE ACQUIRED UNDER THE ASSET PURCHASE AGREEMENT UNTIL THEY ARE FINALLY TRANSITIONED TO CENTENE. UNDER THIS ARRANGEMENT, CENTENE MANAGEMENT COMPANY RECEIVES A FEE, ON A CAPITATION BASIS, IN ACCORDANCE WITH THE TERMS OF THE AGREEMENT, WHICH AMOUNTED TO $52,767,908 BETWEEN THE CLOSING AND DECEMBER 31, 2019. GIVEN THAT CENTENE MANAGEMENT COMPANY, LLC IS PROVIDING THESE SERVICES ON A TRANSITIONAL BASIS TO ACCOMMODATE THE STAGGERED GOVERNMENTAL APPROVAL PROCESS WITH RESPECT TO ASSETS CENTENE ACQUIRED AND HAS ASSUMED ALL ECONOMIC RISK, AND GIVEN THAT THE COST OF SERVICES PROVIDED BY CENTENE MANAGEMENT COMPANY, LLC ARE FULLY ASSUMED BY CENTENE UNDER THE REINSURANCE AGREEMENTS WITH HALLMARK LIFE INSURANCE COMPANY, CENTENE MANAGEMENT COMPANY, LLC IS NOT CONSIDERED TO BE AN INDEPENDENT CONTRACTOR OF NYSCHP AND IS THEREFORE NOT LISTED IN PART VII, SECTION B. |
| FORM 990, PART X | THE BEGINNING ASSETS AND LIABILITIES AS REPORTED IN CURRENT FORM 990, PART X HAVE A VARIANCE FROM THE ENDING ASSETS AND LIABILITIES REPORTED IN THE 2018 FORM 990, PART X. THE FINANCIAL STATEMENTS WERE FINALIZED AFTER THE 2018 FEDERAL FORM 990 WAS FILED, AND REFLECTED TWO ADDITIONAL OFFSETTING ADJUSTMENTS TO ASSETS AND LIABILITIES. THE TOTAL NET ASSET ENDING BALANCES, AS REPORTED IN THE 2018 RETURN, AGREE TO THE TOTAL NET ASSET BEGINNING BALANCES REPORTED ON THE 2019 TAX RETURN. |
| FORM 990, PART XI, LINE 9: | TRANSFER OF ASSET -136,581,000. TRANSFER OF CASH -13,903,000. |
| FORM 990, NOT APPLICABLE QUESTIONS | TO THE EXTENT THAT A QUESTION ON THE FORM 990 HAS BEEN LEFT BLANK, THE RESPONSE TO THIS QUESTION SHOULD BE NOT APPLICABLE. DUE TO SOFTWARE LIMITATIONS, NYSCHP COULD NOT PROPERLY RESPOND TO THE RESPECTIVE QUESTION AS N/A. |
| FORM 990, ADDITIONAL DISCLOSURE | NYSCHP ENTERED INTO A SETTLEMENT AGREEMENT AND RELEASE WITH THE MOTHER CABRINI HEALTH FOUNDATION, INC. (THE "FOUNDATION") AND CENTENE DATED AS OF DECEMBER 27, 2019 (THE "SETTLEMENT AGREEMENT"). THE PURPOSE OF THE SETTLEMENT AGREEMENT WAS TO RESOLVE ALL CLAIMS MADE, OR THAT COULD HAVE BEEN MADE, BETWEEN THE PARTIES ARISING OUT OF OR RELATING TO PURCHASE PRICE ADJUSTMENTS CONTEMPLATED BY THE ASSET PURCHASE AGREEMENT ENTERED INTO ON SEPTEMBER 12, 2017 BETWEEN NYSCHP AND CENTENE, AS AMENDED. AS A RESULT OF THE SETTLEMENT AGREEMENT, ON DECEMBER 31, 2019, $29,000,000 WAS DISPERSED TO CENTENE FROM AN ESCROW ESTABLISHED FOR THIS PURPOSE UNDER THE ASSET PURCHASE AGREEMENT. THE REMAINING ESCROWED FUNDS, TOTALING $346,526,168.97, WERE DELIVERED TO THE FOUNDATION AS THE RECIPIENT OF NYSCHP'S REMAINING ASSETS. |
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