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 | |||||
| (A)
SAINT PETER'S UNIVERSITY HOSPITAL |
221487330 | 3 | Yes | 0 | 0 | |
|
Total 1
|
0 | 0 | ||||
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.") . | ||||||
| 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) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (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) |
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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 | ||
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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 |
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| 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 |
|---|---|
| Schedule A, Part IV, Section D, Question 3 and Section E, Question 2 | As more fully outlined below, Saint Peters Healthcare System Physician Associates, P.C. ("Physician Associates") IS A SUPPORTING ORGANIZATION OF Saint Peters University Hospital ("Hospital"); AN ORGANIZATION RECOGNIZED BY THE INTERNAL REVENUE SERVICE AS A TAX-EXEMPT HOSPITAL UNDER INTERNAL REVENUE CODE ("IRC") 501(C)(3). ALL DECISIONS REGARDING Physician Associates INVESTMENT POLICIES AND USE OF ITS INCOME OR ASSETS ARE MADE by Hospital on behalf of Physician Associates through their relationship. Physician Associates was formed in 2011 as a professional corporation under The Professional Service Corporation Act of New Jersey (Title 14A) to support Hospital by practicing medicine, engaging in medical education and working to improve the welfare of individuals in New Jersey. As described below, Physician Associates constitutes a significant portion of the clinical services physician practice plans of Hospital. Physician Associates is an integral part of Hospitals membership in Saint Peters Healthcare System and Affiliates; a tax-exempt, integrated healthcare delivery system. Saint Peters Healthcare System, Inc. ("System") is the tax-exempt parent of Saint Peters Healthcare System. Physician Associates is controlled by Hospital through System and Physician Associates sole physician shareholder. Due to corporate practice of medicine prohibition rules and regulations in the State of New Jersey, Susan McManus, M.D., an employee of Physician Associates, is the sole shareholder and nominee owner of Physician Associates for the benefit of Hospital. New Jersey corporate practice of medicine prohibition rules and regulations do not permit Hospital to serve as the shareholder of Physician Associates. Control by Hospital of Physician Associates is insured and will continue based on the fact that Dr. McManus is an employee of Physician Associates and a member of Hospitals medical staff. Physician Associates has entered into Administrative Service Agreements with both System and Hospital dated April 1, 2011. These Administrative Agreements were drafted for the purpose of Hospital and System to provide administrative, managerial and support services to Physician Associates. The Administrative Service Agreements, together with Dr. McManus employment at Physician Associates, ensures structural and financial control of Physician Associates by Hospital. Article Second of Physician Associates Amended and Restated Certificate of Incorporation states that Physician Associates is organized exclusively for charitable, educational and scientific purposes within the meaning of IRC 501(c)(3) including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under IRC 501(c)(3). The Amended and Restated Certificate of Incorporation provides that Physician Associates specific purposes are: - To serve as a physician services component of an integrated healthcare delivery system, and to thereby promote, support, and further the charitable purposes and interests of Saint Peters University Hospital, a nonprofit organization exempt from taxation under IRC 501(c)(3). Pursuant to IRC 509(a)(3), Physician Associates shall be operated for the benefit of, to carry out the purposes of, and to support the Hospital; - To provide high quality medical care as part of and in conjunction with the Hospital and consistent with (i) the Hospitals charitable purposes, (ii) the other purposes of Physician Associates, (iii) the rules and regulations of the New Jersey State Board of Medical Examiners and (iv) the Ethical and Religious Directives for Catholic Healthcare Services; - To provide medical care for all of the sick and injured who present for diagnosis, treatment and care without regard to race, color, creed, sex, age or ability to pay for services; - To establish, maintain, sponsor and promote activities relating to the improvement of human health and provision of care to the sick, injured, or disabled, including educational and/or research programs and other programs designed and carried on to improve the physical, psychological and emotional health and welfare of persons living in the surrounding community; - To staff, operate and manage certain outpatient facilities sponsored by the Hospital, to ensure that these facilities are operated efficiently, provide a high quality of medical care, and operate consistent with the Hospitals charitable purposes; and - To do such acts and carry on such businesses as may be authorized for professional corporations under Section 14:9-5(3) of the New Jersey Business Corporation Act, subject to the limitations of the Act, and to the limitations contained in Physician Associates Bylaws. Physician Associates is a medical practice component of Hospital and provides medical services, medical research and education of Hospital residents and medical students. In its role as a medical practice component of Hospital and as an educator, medical students and medical residents of Hospital receive education and training at Physician Associates through medical rotations. These activities further the charitable purposes of Physician Associates and the charitable purposes of Hospital by providing medically necessary healthcare services to all individuals. Physician Associates was formed to (1) expand Hospitals and, thus, Systems integrated healthcare delivery system throughout primarily Middlesex County, New Jersey, (2) be a seamless extension of Hospitals healthcare services and (3) operate for the convenience of Hospitals patients. Consistent with Hospitals general practice described above, Physician Associates is staffed by its own physicians and leased Hospital employed physicians. Although not required, all physicians employed by Physician Associates have admitting privileges at Hospital. Physician Associates performs a crucial function in Hospitals and, thus, Systems integrated healthcare delivery system in New Jersey. Physician Associates supports Hospital by reaching out into the community and thereby allowing Hospital to deliver its state-of-the-art healthcare services to a larger patient base than it would otherwise be able to reach. This community service, includes, but is not limited to, the physicians of Physician Associates providing speaking engagements to the community at no cost in order to educate the public on various medical and healthcare issues. Physician Associates is a diversified multi-specialty group whose physicians are very active within the community and in assisting Hospital and System. Under current IRS Rules and Regulations, an IRC 509(a)(3) supporting organization must satisfy the following three requirements: 1. Organizational and Operational Tests The organization must be organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported charities ("Organizational and Operational Tests"); 2. Relationship Test The organization must be operated, supervised, or controlled by or in connection with one or more publicly supported charities ("Relationship Test"). 3. Disqualified Persons Test The organization must not be controlled directly or indirectly by any disqualified person ("Disqualified Persons Test"). As outlined herein, Physician Associates satisfies the requirements for IRC 509(a)(3) Type III functionally integrated supporting organization classification. Physician Associates, as a Type III functionally integrated supporting organization of Hospital satisfies the following three requirements for supporting organization classification: 1. The relationship between Physician Associates and Hospital has been both continuous and historic while the activities of Physician Associates and Hospital have been, and will continue to be, extremely closely connected ("Organizational and Operational Tests"); 2. Physician Associates is supervised and controlled in connection with Hospital, a publicly supported charity ("Relationship Test"); through System, and 3. Physician Associates is not controlled directly or indirectly by any disqualified person ("Disqualified Persons Test"). The organizational test is satisfied because there has been a historical and continuous relationship between Physician Associates and Hospital. Physician Associates satisfies the requirements of the operational test by operating exclusively in furtherance of Hospitals charitable purpose. The activities of Physician Associates and Hospital have been and will continue to be extremely closely connected to each other. The relationship test subpart, that the supporting organization be "supervised or controlled in connection with" its supported organization, is also met because Physician Associates is under the direct supervision and control of Hospital, thus ensuring that Physician Associates will remain responsive to Hospital. Lastly, Physician Associates is not controlled by disqualified persons. Physician Associates satisfies the |
| Software ID: | |
| Software Version: |
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| CORE FORM, PART VI, SECTION A; QUESTIONS 1 | ALTHOUGH A MAJORITY OF SAINT PETER'S HEALTHCARE SYSTEM PHYSICIAN ASSOCIATES, P.C.'S VOTING MEMBERS OF THE BOARD ARE NOT INDEPENDENT, UNDER THE INTERNAL REVENUE SERVICE FORM 990 RULES AND REGULATIONS, THE ORGANIZATION IS AN AFFILIATE WITHIN SAINT PETER'S HEALTHCARE SYSTEM, INC. ("SYSTEM"); A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM. SAINT PETER'S HEALTHCARE SYSTEM, INC. IS THE TAX-EXEMPT PARENT OF THE SYSTEM, HAS A BOARD OF TRUSTEES; THE MAJORITY OF WHICH ARE INDEPENDENT. THE SYSTEM'S BOARD HAS THE OVERARCHING DUTY AND RESPONSIBILITY FOR GOVERNING ALL AFFILIATES WITHIN THE SYSTEM TO ENSURE THAT THEY ARE OPERATING IN ACCORDANCE WITH AND SUPPORTING THE SYSTEM'S CHARITABLE MISSION IN PROVIDING MEDICALLY NECESSARY HEALTHCARE SERVICES TO ALL INDIVIDUALS IN A NON-DISCRIMINATORY MANNER REGARDLESS OF RACE, COLOR, CREED, SEX, NATIONAL ORIGIN OR ABILITY TO PAY. |
| CORE FORM, PART VI, SECTION A; QUESTIONS 6 & 7 | SAINT PETER'S UNIVERSITY HOSPITAL ("SPUH") IS THE SOLE MEMBER OF THIS ORGANIZATION WHICH EXISTS THROUGH A PHYSICIAN NOMINEE AGREEMENT DUE TO STATE OF NEW JERSEY CORPORATE PRACTICE OF MEDICINE PROHIBITION RULES AND REGULATIONS. SPUH HAS THE RIGHT TO ELECT THE MEMBERS OF THIS ORGANIZATION'S BOARD OF TRUSTEES AND HAS CERTAIN RESERVED POWERS AS DEFINED IN THIS ORGANIZATION'S BYLAWS. |
| CORE FORM, PART VI, SECTION B; QUESTION 11B | THE ORGANIZATION IS AN AFFILIATE WITHIN SAINT PETER'S HEALTHCARE SYSTEM, INC. AND AFFILIATES; A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM ("SYSTEM"). SAINT PETER'S HEALTHCARE SYSTEM, INC. IS THE TAX-EXEMPT PARENT OF THE SYSTEM. THIS ORGANIZATION'S FEDERAL FORM 990 WAS PROVIDED TO THE SOLE VOTING MEMBER OF ITS GOVERNING BODY PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE ("IRS"). THE SAINT PETER'S HEALTHCARE SYSTEM, INC. AUDIT AND COMPLIANCE COMMITTEE HAS ASSUMED THE RESPONSIBILITY TO OVERSEE AND COORDINATE THE FEDERAL FORM 990 PREPARATION, REVIEW AND FILING PROCESS. AS PART OF THE ORGANIZATION'S FEDERAL FORM 990 TAX RETURN PREPARATION PROCESS THE ORGANIZATION HIRED A PROFESSIONAL CPA FIRM WITH EXPERIENCE AND EXPERTISE IN BOTH HEALTHCARE AND NOT-FOR-PROFIT TAX RETURN PREPARATION TO PREPARE THE FEDERAL FORM 990. THE CPA FIRM'S TAX PROFESSIONALS WORKED CLOSELY WITH THE ORGANIZATION'S FINANCE PERSONNEL AND SYSTEM INDIVIDUALS INCLUDING, BUT NOT LIMITED TO, THE CHIEF FINANCIAL OFFICER, CONTROLLER AND OTHER SYSTEM INDIVIDUALS ("INTERNAL WORKING GROUP") TO OBTAIN THE INFORMATION NEEDED IN ORDER TO PREPARE A COMPLETE AND ACCURATE TAX RETURN. THE CPA FIRM PREPARED A DRAFT FEDERAL FORM 990 AND FURNISHED IT TO THE ORGANIZATION'S INTERNAL WORKING GROUP, FOR REVIEW. THE ORGANIZATION'S INTERNAL WORKING GROUP REVIEWED THE DRAFT FEDERAL FORM 990 AND DISCUSSED QUESTIONS AND COMMENTS WITH THE CPA FIRM. REVISIONS WERE MADE TO THE DRAFT FEDERAL FORM 990 WHERE NECESSARY AND A FINAL DRAFT WAS FURNISHED BY THE CPA FIRM TO THE ORGANIZATION'S INTERNAL WORKING GROUP FOR FINAL REVIEW AND APPROVAL. FOLLOWING THIS APPROVAL, THE FINAL FEDERAL FORM 990 WAS PROVIDED TO EACH VOTING MEMBER OF THE ORGANIZATION'S GOVERNING BODY PRIOR TO FILING WITH THE IRS. |
| CORE FORM, PART VI, SECTION B; QUESTION 12 | THE ORGANIZATION IS AN AFFILIATE WITHIN SAINT PETER'S HEALTHCARE SYSTEM, INC. AND AFFILIATES; A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM ("SYSTEM"). THE ORGANIZATION AND THE SYSTEM REGULARLY MONITOR AND ENFORCE COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY. ANNUALLY ALL MEMBERS OF THE BOARD OF TRUSTEES, OFFICERS AND SENIOR MANAGEMENT PERSONNEL ARE REQUIRED TO REVIEW THE EXISTING CONFLICT OF INTEREST POLICY AND COMPLETE A QUESTIONNAIRE. THE COMPLETED QUESTIONNAIRES ARE RETURNED TO THE ORGANIZATION AND THE SYSTEM'S CHIEF COMPLIANCE OFFICER FOR REVIEW. THEREAFTER, THE CHIEF COMPLIANCE OFFICER PREPARES A SUMMARY OF THE COMPLETED QUESTIONNAIRES WHICH CONTAINS INFORMATION DISCLOSED BY AN INDIVIDUAL ON AN INDIVIDUAL BASIS AND PRESENTS THIS SUMMARY TO THE SYSTEM'S CORPORATE SECRETARY FOR REFERENCE DURING BOARD MEETINGS. |
| CORE FORM, PART VI, SECTION B; QUESTION 15 | THE ORGANIZATION IS AN AFFILIATE WITHIN SAINT PETER'S HEALTHCARE SYSTEM, INC. AND AFFILIATES; A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM ("SYSTEM"), WHICH INCLUDES SAINT PETER'S UNIVERSITY HOSPITAL ("SPUH"). THIS FILING ORGANIZATION ITSELF HAS NO PAID SENIOR MANAGEMENT PERSONNEL RECEIVING COMPENSATION DIRECTLY FROM THIS ORGANIZATION. RATHER, KEY SENIOR MANAGEMENT PERSONNEL ARE EMPLOYED BY SPUH; THE TAX-EXEMPT HOSPITAL WITHIN THE HEALTHCARE SYSTEM. HOWEVER, THE COMPENSATION AND BENEFITS REPORTED ON THIS FORM 990 ARE SHOWN BECAUSE THIS PAID INDIVIDUAL IS ALSO AN OFFICER AND/OR BOARD MEMBER OF THIS ORGANIZATION. SPUH HAS AN EXECUTIVE COMPENSATION COMMITTEE ("COMMITTEE") THAT REVIEWS THE TOTAL COMPENSATION OF SENIOR MANAGEMENT. TOTAL COMPENSATION IS INTENDED TO INCLUDE BOTH CURRENT AND DEFERRED COMPENSATION AND ALL EMPLOYEE BENEFITS, BOTH QUALIFIED AND NON-QUALIFIED. THE COMMITTEE'S REVIEW IS DONE ON AT LEAST AN ANNUAL BASIS AND ENSURES THAT THE "TOTAL COMPENSATION" OF SENIOR MANAGEMENT OF THE ORGANIZATION IS REASONABLE. THE ACTIONS TAKEN BY THE COMMITTEE ENABLE SPUH AND SYSTEM TO RECEIVE THE REBUTTABLE PRESUMPTION OF REASONABLENESS FOR PURPOSES OF INTERNAL REVENUE CODE SECTION 4958 WITH RESPECT TO THE TOTAL COMPENSATION OF CERTAIN MEMBERS OF THE SENIOR MANAGEMENT TEAM. THE THREE FACTORS WHICH MUST BE SATISFIED IN ORDER TO RECEIVE THE REBUTTABLE PRESUMPTION OF REASONABLENESS ARE THE FOLLOWING: 1. THE COMPENSATION ARRANGEMENT IS APPROVED IN ADVANCE BY AN "AUTHORIZED BODY" OF THE APPLICABLE TAX-EXEMPT ORGANIZATION WHICH IS COMPOSED ENTIRELY OF INDIVIDUALS WHO DO NOT HAVE A "CONFLICT OF INTEREST" WITH RESPECT TO THE COMPENSATION ARRANGEMENT; 2. THE AUTHORIZED BODY OBTAINED AND RELIED UPON "APPROPRIATE DATA AS TO COMPARABILITY" PRIOR TO MAKING ITS DETERMINATION; AND 3. THE AUTHORIZED BODY "ADEQUATELY DOCUMENTED THE BASIS FOR ITS DETERMINATION" CONCURRENTLY WITH MAKING THAT DETERMINATION. THE COMMITTEE IS COMPRISED OF MEMBERS OF THE BOARD OF TRUSTEES EACH OF WHO ARE INDEPENDENT AND ARE FREE FROM ANY CONFLICTS OF INTEREST. THE COMMITTEE RELIED UPON APPROPRIATE COMPARABLE DATA; SPECIFICALLY THE COMMITTEE OBTAINED A WRITTEN COMPENSATION STUDY FROM AN INDEPENDENT FIRM WHICH SPECIALIZES IN THE REVIEW OF HOSPITAL AND HEALTHCARE SYSTEM EXECUTIVE COMPENSATION AND BENEFITS THROUGHOUT THE UNITED STATES. THIS STUDY USED COMPARABLE GEOGRAPHIC AND DEMOGRAPHIC MARKET DATA INCLUDING, BUT NOT LIMITED TO, SIMILAR SIZED HOSPITALS, # OF LICENSED BEDS AND NET PATIENT SERVICE REVENUE. THE COMMITTEE ADEQUATELY DOCUMENTED ITS BASIS FOR ITS DETERMINATION. THE ACTIONS OUTLINED ABOVE, WITH RESPECT TO THE COMMITTEE AND THE ESTABLISHMENT OF THE REBUTTABLE PRESUMPTION OF REASONABLENESS, ONLY APPLIES TO CERTAIN SENIOR MANAGEMENT PERSONNEL. THE COMPENSATION AND BENEFITS OF CERTAIN OTHER INDIVIDUALS CONTAINED IN THIS FORM 990 ARE REVIEWED ANNUALLY BY THE PRESIDENT/CHIEF EXECUTIVE OFFICER OF THE SYSTEM WITH ASSISTANCE FROM SPUH'S HUMAN RESOURCES DEPARTMENT IN CONJUNCTION WITH THE INDIVIDUAL'S JOB PERFORMANCE DURING THE YEAR AND IS BASED UPON OTHER OBJECTIVE FACTORS DESIGNED TO ENSURE THAT REASONABLE AND FAIR MARKET VALUE COMPENSATION IS PAID BY SPUH AND SYSTEM. OTHER OBJECTIVE FACTORS INCLUDE MARKET SURVEY DATA FOR COMPARABLE POSITIONS, INDIVIDUAL GOALS AND OBJECTIVES, PERSONNEL REVIEWS, EVALUATIONS, SELF-EVALUATIONS AND PERFORMANCE FEEDBACK MEETINGS. |
| CORE FORM, PART VI, SECTION C; QUESTION 19 | THE ORGANIZATION'S FILED CERTIFICATE OF INCORPORATION AND ANY AMENDMENTS CAN BE OBTAINED AND REVIEWED THROUGH THE STATE OF NEW JERSEY DEPARTMENT OF THE TREASURY. |
| CORE FORM, PART VII AND SCHEDULE J | PART VII AND SCHEDULE J REFLECT CERTAIN BOARD MEMBERS AND OFFICERS RECEIVING COMPENSATION AND BENEFITS FROM THIS ORGANIZATION OR A RELATED ORGANIZATION. PLEASE NOTE THIS REMUNERATION IS FOR SERVICES RENDERED AS A FULL-TIME EMPLOYEE OF THE ORGANIZATION OR THE RELATED ORGANIZATION AND NOT FOR SERVICES RENDERED AS A VOTING MEMBER OR OFFICER OF THIS ORGANIZATION'S BOARD OF TRUSTEES. |
| CORE FORM, PART VII, SECTION A, COLUMN B | THE ORGANIZATION IS AN AFFILIATE WITHIN SAINT PETER'S HEALTHCARE SYSTEM, INC. AND AFFILIATES; A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM ("SYSTEM") WHICH INCLUDES SAINT PETER'S UNIVERSITY HOSPITAL ("SPUH"). THE SYSTEM INCLUDES BOTH FOR-PROFIT AND NOT FOR-PROFIT ORGANIZATIONS. THE ORGANIZATION'S SOLE VOTING MEMEBER, SUSAN A. MCMANUS, M.D., LISTED ON CORE FORM, PART VII AND SCHEDULE J OF THIS FORM 990 IS THE CHIEF MEDICAL OFFICER EMPLOYED BY SPUH AND NOMINEE OWNER OF THIS ORGANIZATION DUE TO CORPORATE PRACTICE OF MEDICINE RULES IN NEW JERSEY. THE HOURS SHOWN FOR DR. MCMANUS REPRESENT THE ESTIMATED HOURS DEVOTED PER WEEK ON BEHALF OF THE SYSTEM, NOT SOLELY THIS ORGANIZATION. |
| CORE FORM, PART XI; LINE 9 | OTHER CHANGES IN NET ASSETS OR FUND BALANCES INCLUDE: - NON-OPERATING NET PERIODIC PENSION COST; ($38,544). |
| CORE FORM, PART XII; QUESTION 2 | THE ORGANIZATION IS AN AFFILIATE WITHIN SAINT PETER'S HEALTHCARE SYSTEM, INC. AND AFFILIATES; A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM ("SYSTEM"). THE SYSTEM'S TAX-EXEMPT PARENT ENTITY IS SAINT PETER'S HEALTHCARE SYSTEM, INC. AN INDEPENDENT CPA FIRM AUDITED THE CONSOLIDATED FINANCIAL STATEMENTS OF SAINT PETER'S HEALTHCARE SYSTEM, INC. AND ALL ENTITIES WITHIN THE SYSTEM FOR THE YEARS ENDED DECEMBER 31, 2019 AND DECEMBER 31, 2018; RESPECTIVELY. THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS CONTAIN CONSOLIDATING SCHEDULES ON AN ENTITY BY ENTITY BASIS. THE INDEPENDENT CPA FIRM ISSUED AN UNMODIFIED OPINION WITH RESPECT TO THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS. THE SAINT PETER'S HEALTHCARE SYSTEM, INC. AUDIT AND COMPLIANCE COMMITTEE HAS ASSUMED RESPONSIBILITY FOR THE OVERSIGHT OF THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS, WHICH INCLUDES THIS ORGANIZATION, AND THE SELECTION OF AN INDEPENDENT AUDITOR. |
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