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)
MORTON PLANT HOSPITAL ASSOCIATION INC |
590624462 | 3 | Yes | 0 | 129,966,561 | |
| (B)
ST ANTHONY'S HOSPITAL INC |
592043026 | 3 | Yes | 0 | 60,916,506 | |
| (C)
ST JOSEPH'S HOSPITAL INC |
590774199 | 3 | Yes | 0 | 221,250,737 | |
| (D)
SOUTH FLORIDA BAPTIST HOSPITAL INC |
590594631 | 3 | Yes | 0 | 20,547,266 | |
| (E)
BAYCARE HOME CARE INC |
593582520 | 9 | No | 0 | 11,966,219 | |
| (F)
TRUSTEES OF MEASE HOSPITAL INC |
590855412 | 3 | Yes | 0 | 67,547,223 | |
| (G)
MORTON PLANT MEASE HEALTH SERVICES INC |
592600684 | 9 | No | 0 | 7,778,866 | |
| (H)
BAYCARE BEHAVIORAL HEALTH INC |
591371752 | 7 | No | 0 | 4,273,873 | |
| (I)
BEHAVIORAL HEALTH MANAGEMENT SERVICES INC |
593279573 | 9 | No | 0 | 606,771 | |
| (J)
BAYCARE MEDICAL GROUP INC |
593140335 | 9 | No | 0 | 85,875,152 | |
| (K)
ST ANTHONY'S PROFESSIONAL BUILDINGS AND SERVICES INC |
592018848 | 9 | No | 0 | 2,811,549 | |
| (L)
WINTER HAVEN HOSPITAL INC |
590724462 | 3 | No | 0 | 54,037,015 | |
| (M)
BARTOW REGIONAL MEDICAL CENTER INC |
475387418 | 3 | No | 0 | 12,309,977 | |
| (N)
BAYCARE PASCO INC |
832099849 | 3 | No | 0 | 4,981,572 | |
|
Total 14
|
0 | 684,869,287 | ||||
Calendar year
(or fiscal year beginning in)
![]() |
(a) 2019 | (b) 2020 | (c) 2021 | (d) 2022 | (e) 2023 | (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) 2019 | (b) 2020 | (c) 2021 | (d) 2022 | (e) 2023 | (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) 2019 | (b) 2020 | (c) 2021 | (d) 2022 | (e) 2023 | (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) 2019 | (b) 2020 | (c) 2021 | (d) 2022 | (e) 2023 | (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 on line 10b, whether or not the business is regularly carried on. | ||||||
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) .. | ||||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | ||||||
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Net short-term capital gain | 1 | ||||
| 2 | Recoveries of prior-year distributions | 2 | ||||
| 3 | Other gross income (see instructions) | 3 | ||||
| 4 | Add lines 1 through 3 | 4 | ||||
| 5 | Depreciation and depletion | 5 | ||||
| 6 | Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) | 6 | ||||
| 7 | Other expenses (see instructions) | 7 | ||||
| 8 | Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) | 8 | ||||
| Section B - Minimum Asset Amount | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): | 1 | ||||
| a | Average monthly value of securities | 1a | ||||
| b | Average monthly cash balances | 1b | ||||
| c | Fair market value of other non-exempt-use assets | 1c | ||||
| d | Total (add lines 1a, 1b, and 1c) | 1d | ||||
| e |
Discount claimed for blockage or other factors (explain in detail in Part VI): |
|||||
| 2 | Acquisition indebtedness applicable to non-exempt use assets | 2 | ||||
| 3 | Subtract line 2 from line 1d | 3 | ||||
| 4 | Cash deemed held for exempt use. Enter 0.015 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 0.035 | 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 | 1 | |
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
2 | |
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | 3 | |
| 4 Amounts paid to acquire exempt-use assets | 4 | |
| 5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI) | 5 | |
| 6 Other distributions (describe in Part VI). See instructions | 6 | |
| 7Total annual distributions. Add lines 1 through 6. | 7 | |
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
8 | |
| 9 Distributable amount for 2023 from Section C, line 6 | 9 | |
| 10 Line 8 amount divided by Line 9 amount | 10 | |
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2023 |
(iii) Distributable Amount for 2023 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2023 from Section C, line 6 | ||||
|
2
Underdistributions, if any, for years prior to 2023 (reasonable cause required-- explain in Part VI).
See instructions. |
||||
| 3 Excess distributions carryover, if any, to 2023: | ||||
| a From 2018....... | ||||
| b From 2019....... | ||||
| c From 2020....... | ||||
| d From 2021....... | ||||
| e From 2022....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2023 distributable amount | ||||
|
i
Carryover from 2018 not applied (see instructions) |
||||
| j Remainder. Subtract lines 3g, 3h, and 3i from line 3f. | ||||
| 4Distributions for 2023 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2023 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from line 4. | ||||
|
5
Remaining underdistributions for years prior to 2023, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions. |
||||
|
6
Remaining underdistributions for 2023. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions. |
||||
|
7 Excess distributions carryover to 2024. Add lines 3j and 4c. |
||||
| 8 Breakdown of line 7: | ||||
| a Excess from 2019..... | ||||
| b Excess from 2020..... | ||||
| c Excess from 2021..... | ||||
| d Excess from 2022..... | ||||
| e Excess from 2023..... | ||||
| Facts And Circumstances Test |
|---|
| Return Reference | Explanation |
|---|---|
| Schedule A, Part IV, Section A, Line 1 Supported Orgs Listed By Name | PER ITS ARTICLES, THE ORGANIZATION WILL SUPPORT organizations specifically listed (see Part I, Line 12g) and OTHER ORGANIZATIONS DESCRIBED IN SECTION 509(A)(1) OR (2) OF THE INTERNAL REVENUE CODE, AS MAY BE SPECIFIED FROM TIME TO TIME. |
| Schedule A, Part IV, Section A, Line 5a Added, Substituted, or Removed Sup. Org. | The following entity was added as a supported organization in 2023: Name: BAYCARE PASCO, INC. (doing business as BAYCARE HOSPITAL WESLEY CHAPEL) EIN: 83-2099849 Type of organization: Section 509(a)(1) and section 170(b)(1)(A)(iii) PER ITS ARTICLES, the purposes of BAYCARE HEALTH SYSTEM, INC ("BCHS") include operating for the benefit of, to perform the functions of, and to carry out the purposes of organizations described in Section 509(a)(1) or (2) of the Code, as may be specified from time to time. The added supported organization, BAYCARE PASCO, INC., is not named in the governing documents of BCHS; however, it is an organization described in section 509(a)(1) of the Code and therefore falls within the supported organization classes designated in the Articles of Incorporation of BCHS. The governing documents of BAYCARE PASCO, INC. name BCHS as the sole member. |
| Schedule A, Part IV, Section A, Line 6 Support to other supported orgs | PER ITS ARTICLES, BAYCARE HEALTH SYSTEM, INC PROVIDES SUPPORT TO VARIOUS CHARITABLE ORGANIZATIONS TO FURTHER ITS EXEMPT PURPOSE. SEE SCHEDULE I FOR MORE DETAIL. THESE CONTRIBUTIONS ARE MADE AT THE BAYCARE HEALTH SYSTEM LEVEL RATHER THAN THE INDIVIDUAL HOSPITAL LEVEL AS A WAY TO COORDINATE THE GIVING. BAYCARE HEALTH SYSTEM'S SUPPORTED ORGANIZATIONS ARE FULLY AWARE OF THIS ACTIVITY. THESE AMOUNTS ARE DE MINIMIS WITH RESPECT TO BAYCARE HEALTH SYSTEM'S TOTAL ACTIVITIES AND TOTAL SUPPORT PROVIDED. |
| Schedule A, Part IV, Section B, Line 2 Benefit Of Supp. Org. Other Than The One Operating The Org. | BAYCARE HEALTH SYSTEM, INC. OPERATED FOR THE BENEFIT OF BOTH THE SUPPORTED ORGANIZATIONS WHICH ARE THE MEMBERS OF BAYCARE HEALTH SYSTEM, INC. AND THOSE ORGANIZATIONS THAT ARE CONTROLLED BY THE SUPPORTED ENTITIES AND OPERATE AS PART OF AN INTEGRATED HEALTHCARE DELIVERY SYSTEM THAT FURTHERS THE MEMBER ENTITIES' PURPOSE OF PROVIDING HEALTHCARE IN A CHARITABLE MANNER. |
| Software ID: | 23017437 |
| Software Version: | 2023v5.1 |
| Return Reference | Explanation |
|---|---|
| Form 990, Part III, Line 4a Program Service Accomplishments | BayCare's 16 hospitals are Bartow Regional Medical Center, BayCare Alliant, BayCare Hospital Wesley Chapel, Mease Countryside, Mease Dunedin, Morton Plant, Morton Plant North Bay, St. Anthony's, St. Joseph's, St. Joseph's Children's, St. Joseph's Women's, St. Joseph's-North, St. Joseph's-South, South Florida Baptist, Winter Haven and Winter Haven Women's. (In certain cases, hospital locations with the same tax identification and state license number are listed as one facility on Form 990, Schedule H, consistent with IRS reporting guidelines.) In March 2023, BayCare opened its 16th hospital, BayCare Hospital Wesley Chapel, to serve a rapidly growing area of Pasco County on Florida's gulf coast. BayCare also continued construction of a replacement hospital for South Florida Baptist Hospital in Plant City, with an expected opening in 2024, and announced plans to build a new hospital for St. Joseph's Children's Hospital in Tampa. In April 2023, BayCare made its first move into Manatee County with the opening of a primary care medical office. BayCare is working on plans to build Manatee's first not-for-profit hospital with a projected opening in 2027. BayCare was founded in 1997 after leaders of several of the area's independent, not-for-profit hospitals began discussing ways to ensure that high-quality, not-for-profit health care would remain a viable option for the Tampa Bay community for decades to come. The founding hospitals agreed to sacrifice some of their autonomy to be operated by a new entity, BayCare Health System. With $5.5 billion in operating revenue in 2023, BayCare is now a fully integrated health system dedicated to providing high-quality, compassionate care to all we serve, regardless of their ability to pay. In 2023, BayCare had 4,004 hospital beds, 18 urgent care centers, 4 surgery centers, 15 outpatient imaging facilities, 185 physician practice locations and 20 behavioral health practice locations. BayCare annually generates $10 billion in economic impact in the region and state. BayCare is one of the largest employers in the Tampa Bay area, with 31,993 team members. During 2023, BayCare provided $766 million in benefits for its employees, including $238 million in retirement savings, $208 million in medical insurance, $193 million in paid time off and $70 million in education assistance. In 2023, BayCare was ranked in the top quartile of large U.S. health systems by Fortune/PINC AI based on clinical outcomes, operational efficiency and patient experience. In addition, all 11 of BayCare's eligible acute care hospitals received "A" grades on patient safety from The Leapfrog Group in fall 2023; BayCare hospitals earned numerous five-star ratings on clinical outcomes from Healthgrades; and BayCare earned 12 Press Ganey awards for extraordinary patient experience based on patient surveys. In the area of workplace honors, BayCare was named to two prestigious national lists: Fortune Best Workplaces in Health Care and PEOPLE Companies that Care. BayCare also made the 2023 Top Workplaces list of the Tampa Bay Times newspaper, an achievement annually since 2015. In 2023, BayCare provided $557 million in total Community Benefit, including $399 million in unreimbursed Medicaid and other income-based programs, $81 million in traditional charity care and $77 million in unbilled community services, all measured in unreimbursed costs. Addressing hunger has been a vital mission for BayCare since 2019, when a Community Health Needs Assessment identified food insecurity as one of the top issues in the Tampa Bay and West Central Florida regions. After a second needs survey in 2022 established that food insecurity was still a pressing issue, BayCare expanded its efforts. During 2023, BayCare contributed major financial support to 42 school-based food pantries operated by BayCare partner Feeding Tampa Bay, providing free food to students, their families and others who live near each school. The pantries served 30,000 households during 2023. BayCare also asks all patients admitted to its 16 hospitals if they are food insecure and offers a "Healing Bag" upon discharge to anyone who answers "yes." The bags contain two to three days of nonperishable food, plus information about food resources near their homes. More than 13,000 Healing Bags were distributed during 2023. Also in 2023, BayCare stepped up on another issue of great concern across Florida and the nation: children's mental health. BayCare brought to the Tampa Bay region "On Our Sleeves," a national movement to address the mental health needs of children. BayCare is making a $250,000 annual investment so parents and caregivers can utilize the program's tools and resources. Twenty-six years after BayCare was created, it is achieving the goal of its founders to preserve access to not-for-profit health care for the communities of Tampa Bay and West Central Florida, and it is fulfilling its Mission as an organization to "improve the health of all we serve through community-owned services that set the standard for high-quality, compassionate care." |
| Form 990, Part VI, Line 1a Delegate broad authority to a committee | The organization has committees with authority to make decisions and/or act in regard to specific matters. The composition and scope of authority for any such committees are described in the organization's governing documents. |
| Form 990, Part VI, Line 6 Classes of members or stockholders | THE CORPORATE MEMBERS OF THE ORGANIZATION ARE MORTON PLANT MEASE HEALTH CARE, INC., TRINITY HEALTH, AND SOUTH FLORIDA BAPTIST HOSPITAL, INC. |
| Form 990, Part VI, Line 7a Members or stockholders electing members of governing body | THE BOARD OF TRUSTEES IS APPOINTED BY THE CORPORATE MEMBERS AS FOLLOWS: MORTON PLANT MEASE HEALTH CARE, INC. APPOINTS NINE MEMBERS, TRINITY HEALTH APPOINTS NINE MEMBERS, AND SOUTH FLORIDA BAPTIST HOSPITAL, INC. APPOINTS TWO MEMBERS. |
| Form 990, Part VI, Line 7b Decisions requiring approval by members or stockholders | RESERVED POWERS FOR THE CORPORATE MEMBERS INCLUDED IN THE BYLAWS ARE: SECTION 2. CORPORATE MEMBER RESERVED RIGHTS. THE BUSINESS AND AFFAIRS OF THE CORPORATION SHALL BE MANAGED BY OR UNDER THE DIRECTION OF THE BOARD OF TRUSTEES OF THE CORPORATION EXCEPT AS FOLLOWS: A. CORPORATE MEMBER RESERVED RIGHTS RELATIVE TO THE CORPORATION. THE CORPORATE MEMBERS SHALL HAVE THE RIGHT TO APPROVE THE ACTIONS OF THE BOARD OF TRUSTEES OF THE CORPORATION WITH REGARD TO THE FOLLOWING: 1. FUNDAMENTAL CHANGE IN THE PHILOSOPHY, MISSION STATEMENT OR PURPOSES OF THE CORPORATION. 2. CHANGES IN THE ARTICLES OF INCORPORATION OF THE CORPORATION OR IN THESE AMENDED AND RESTATED BYLAWS. 3. APPROVAL OF AMENDMENTS TO THE JOINT OPERATING AGREEMENT (JOA) PURSUANT TO AND IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THE JOA. 4. APPROVAL OF THE MERGER, CONSOLIDATION, DISSOLUTION, SALE OR OTHER TRANSFER OF SUBSTANTIALLY ALL ASSETS OF THE CORPORATION, OR OTHER CHANGE IN CORPORATE FORM, CAUSING A FUNDAMENTAL REORGANIZATION. 5. APPROVAL OF ADDITIONAL CORPORATE MEMBERS OF THE CORPORATION (AND ANY CORRESPONDING CHANGES IN THE PERCENTAGE INTERESTS OF THE CORPORATE MEMBERS PURSUANT TO AND IN ACCORDANCE WITH THE JOA). 6. APPROVAL OF THE ESTABLISHMENT OF A COMMON OBLIGATED GROUP TO CONSOLIDATE THE INDEBTEDNESS OF THE PARTICIPANTS. B. CORPORATE MEMBER RESERVED RIGHTS RELATIVE TO RESPECTIVE PARTICIPANTS. EACH CORPORATE MEMBER (OR, IN THE CASE OF SOUTH FLORIDA, ITS CORPORATE MEMBERS) WILL HAVE THE RIGHT TO APPROVE THE ACTIONS OF THE BOARD OF TRUSTEES OF THE CORPORATION WITH RESPECT TO THE FOLLOWING MATTERS, AS APPLICABLE: 1. WITH RESPECT TO A CORPORATE MEMBER'S HOSPITAL PARTICIPANT(S): (A) APPROVAL OF THE CLOSURE OF A HOSPITAL FACILITY OF A HOSPITAL PARTICIPANT. (B) CHANGE IN THE NAME OF THE HOSPITAL FACILITY OF THE HOSPITAL PARTICIPANT. (C) APPROVAL OF SUBSTANTIVE CHANGES IN THE ARTICLES OF INCORPORATION AND BYLAWS OF THE HOSPITAL PARTICIPANT (PROVIDED THAT PRIOR NOTICE OF ANY CHANGE IN THE ARTICLES OF INCORPORATION OR BYLAWS OF A TRINITY HEALTH ENTITY SHALL BE PROVIDED TO TRINITY HEALTH AND, IF SUCH CHANGE, AS A RESULT OF TRINITY HEALTH BEING A CATHOLIC ENTITY, MUST BE APPROVED BY THE CORPORATE MEMBERS OF TRINITY HEALTH, SUCH CHANGE, REGARDLESS OF WHETHER IT IS SUBSTANTIVE AS A MATTER OF CIVIL LAW, SHALL BE SUBJECT TO THE APPROVAL OF TRINITY HEALTH). 2. WITH RESPECT TO ALL TRINITY HEALTH ENTITIES: (A) APPROVAL BY TRINITY HEALTH OF ANY SALE, LONG TERM LEASE, MORTGAGE, ENCUMBRANCE, OR DISPOSITION OF PROPERTY OF ANY OF THE TRINITY HEALTH ENTITIES CONSTITUTING AN "ALIENATION" UNDER PRINCIPLES OF CANON LAW. (B) APPROVAL BY TRINITY HEALTH OF MATTERS RELATING TO THE IMPLEMENTATION OF AND COMPLIANCE WITH THE ETHICAL AND RELIGIOUS DIRECTIVES FOR CATHOLIC HEALTH CARE SERVICES, AS THE SAME MAY BE REVISED FROM TIME TO TIME, SUBJECT TO AND IN ACCORDANCE WITH THE JOA. (C) APPROVAL OF SUBSTANTIVE CHANGES IN THE ARTICLES OF INCORPORATION AND BYLAWS OF THE PARTICIPANT (PROVIDED THAT PRIOR NOTICE OF ANY CHANGE IN THE ARTICLES OF INCORPORATION OR BYLAWS OF A TRINITY HEALTH ENTITY SHALL BE PROVIDED TO TRINITY HEALTH AND, IF SUCH CHANGE, AS A RESULT OF TRINITY HEALTH BEING A CATHOLIC ENTITY, MUST BE APPROVED BY THE CORPORATE MEMBERS OF TRINITY HEALTH, SUCH CHANGE, REGARDLESS OF WHETHER IT IS SUBSTANTIVE AS A MATTER OF CIVIL LAW, SHALL BE SUBJECT TO THE APPROVAL OF TRINITY HEALTH). 3. WITH RESPECT OF ALL PARTICIPANTS: (A) APPROVAL OF THE PHILOSOPHY, MISSION STATEMENT AND PURPOSES OF THE PARTICIPANT; PROVIDED THAT SUCH PHILOSOPHY, MISSION STATEMENT AND PURPOSES SHALL AT ALL TIMES BE CONSISTENT WITH THE PHILOSOPHY, MISSION STATEMENT AND PURPOSES OF THE CORPORATION AND THE OPERATIONS OF THE JOA. (B) APPROVAL OF THE MERGER, CONSOLIDATION, DISSOLUTION, SALE OR OTHER TRANSFER OF SUBSTANTIALLY ALL ASSETS OF THE PARTICIPANT, OR OTHER CHANGE IN CORPORATE FORM, CAUSING A FUNDAMENTAL REORGANIZATION OF THE PARTICIPANT. THE APPROVALS SET FORTH IN THIS SUBPARAGRAPH (B) SHALL NOT BE DEEMED IN ANY WAY TO DIMINISH THE RIGHTS OF THE CORPORATION WITH REGARD TO THE GOVERNANCE AND MANAGEMENT OF THE NON-HOSPITAL PARTICIPANTS AS DESCRIBED IN THE JOA. (C) SUBJECT TO ARTICLE 111, SECTION 2.8.2 (A), WITH REGARD TO ANY ASSETS OF A PARTICIPANT NO LONGER REQUIRED IN THE OPERATION OF THE JOA, APPROVAL OF ANY SALE OR OTHER DISPOSITION OF ANY ASSETS NOT IN THE ORDINARY COURSE WHICH HAVE A VALUE IN EXCESS OF $5 MILLION, AND WITH REGARD TO ALL OTHER ASSETS OF A PARTICIPANT USED IN THE OPERATION OF THE JOA, APPROVAL OF ANY SALE OR OTHER DISPOSITION OF SUCH ASSETS NOT IN THE ORDINARY COURSE (BUT THE FOREGOING IS NOT INTENDED TO LIMIT ANY TRANSFER OF THE LOCATION OF THE ASSETS FROM ONE PARTICIPANT TO ANOTHER IN CONNECTION WITH A RECONFIGURATION OF SERVICES DULY AUTHORIZED HEREUNDER, INCLUDING UNDER ARTICLE IV, SECTION 2 (IV) BELOW, IF REQUIRED). |
| Form 990, Part VI, Line 11b Review of form 990 by governing body | The form 990 is prepared by the organization and reviewed by the CFO as well as the organization's paid preparer. Prior to filing with the IRS, a final copy of the form 990 is made available to the entire Board. |
| Form 990, Part VI, Line 12c Conflict of interest policy | BAYCARE HEALTH SYSTEM, INC. HAS TWO SEPARATE CONFLICT OF INTEREST PROCEDURES; ONE THAT RELATES TO BOARD MEMBERS AND ANOTHER THAT RELATES TO NON-BOARD MEMBER EMPLOYEES. BOTH GROUPS ARE REQUIRED ON AN ANNUAL BASIS TO COMPLETE, SIGN AND FILE AN ANNUAL DISCLOSURE STATEMENT DETAILING EXISTING OR POTENTIAL CONFLICTS OF INTEREST. DISCLOSURE REQUIREMENTS OF BOARD AND COMMITTEE MEMBERS PRIOR TO ANY AND ALL BOARD OR COMMITTEE MEETINGS, EACH BOARD/COMMITTEE MEMBER SHALL REVIEW THE MEETING AGENDA FOR ANY ACTUAL OR POTENTIAL CONFLICT OF INTEREST. IN THE EVENT AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST ASSOCIATED WITH ANY AGENDA ITEM IS CONCLUDED BY A BOARD COMMITTEE MEMBER AFTER SUCH REVIEW, THE IMPACTED BOARD/COMMITTEE MEMBER SHALL INFORM THE BOARD/COMMITTEE CHAIRPERSON OF THE CONFLICT IN ADVANCE OF THE MEETING. REQUIRED ACTION AFTER DISCLOSURE OF THE BOARD/COMMITTEE MEMBER'S ACTUAL OR POTENTIAL CONFLICT TO THE BOARD/COMMITTEE CHAIRPERSON AS SET FORTH ABOVE, THE FOLLOWING PROCEDURES FOR ADDRESSING THE CONFLICT OF INTEREST WILL BE ADHERED TO BY EACH BOARD AND ALL COMMITTEES WITHOUT EXCEPTION: 1. THE BOARD/COMMITTEE CHAIRPERSON SHALL, UPON DISCLOSURE BY AN IMPACTED BOARD/COMMITTEE MEMBER, HAVE THE DISCRETION (BASED UPON THE SEVERITY OF THE ACTUAL OR POTENTIAL CONFLICT) TO EXCUSE THE IMPACTED BOARD/COMMITTEE MEMBER FROM THE BOARD/COMMITTEE DISCUSSIONS ON THAT AGENDA ITEM. 2. REGARDLESS OF WHETHER THE IMPACTED BOARD/COMMITTEE MEMBER IS ASKED TO LEAVE THE ROOM DURING THE AGENDA ITEM DISCUSSION, THE BOARD/COMMITTEE CHAIRPERSON SHALL NOTIFY ALL BOARD/COMMITTEE MEMBERS OF THE ACTUAL OR POTENTIAL CONFLICT OF INTEREST SO EVERYONE IS AWARE OF THE SAID CONFLICT BEFORE ANY DISCUSSIONS AND/OR VOTE ON THE MATTER. 3. THE BOARD OR COMMITTEE SHALL DETERMINE WHETHER THE BAYCARE ENTITY CAN OBTAIN A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT WITH REASONABLE EFFORTS FROM AN INDIVIDUAL OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. 4. IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY AVAILABLE, THE BOARD OR COMMITTEE SHALL DETERMINE WHETHER THE TRANSACTION OR ARRANGEMENT IS IN THE BAYCARE ENTITY'S BEST INTEREST AND WHETHER THE TRANSACTION IS FAIR AND REASONABLE TO BAYCARE. AN INTERESTED BOARD/COMMITTEE MEMBER SHALL NOT VOTE, PARTICIPATE IN, INFLUENCE, OR ATTEMPT TO INFLUENCE ANY DETERMINATION OR PROCEEDINGS. AS REQUESTED BY THE BOARD/COMMITTEE CHAIRPERSON, THE INTERESTED BOARD/COMMITTEE MEMBER MAY, HOWEVER, RESPOND TO QUESTIONS POSED BY THE BOARD/COMMITTEE REGARDING THE CONTRACT OR TRANSACTION. ANY SUCH CONTRACT OR TRANSACTION MUST BE AUTHORIZED BY A VOTE OF AT LEAST TWO-THIRDS (2/3) OF THE BOARD/COMMITTEE MEMBERS ENTITLED TO VOTE AT A MEETING AT WHICH A QUORUM WAS PRESENT. ANY INTERESTED BOARD/COMMITTEE MEMBER MAY NOT BE COUNTED IN DETERMINING THE EXISTENCE OF A QUORUM. 5. THE MINUTES OF THE BOARD AND ALL COMMITTEES SHALL REFLECT THE FOLLOWING: A. THE NAME(S) OF THE BOARD/COMMITTEE MEMBER(S) WHO DISCLOSED OR WAS OTHERWISE FOUND TO HAVE AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, THE NATURE OF THE ACTUAL OR POSSIBLE CONFLICT OF INTEREST, ANY ACTION TAKEN TO DETERMINE WHETHER A CONFLICT OF INTEREST WAS PRESENT, AND THE BOARD/COMMITTEE CHAIRPERSON'S DECISION AS TO WHETHER A CONFLICT OF INTEREST, IN FACT, EXISTED. B. THE NAMES OF THE BOARD/COMMITTEE MEMBERS WHO WERE PRESENT FOR DISCUSSIONS AND VOTES RELATING TO THE TRANSACTION OR ARRANGEMENT, THE CONTENT OF THE DISCUSSION, INCLUDING ANY ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT, AND A RECORD OF ANY VOTES TAKEN ON THE SUBJECT AT ISSUE. C. THE INTERESTED BOARD/COMMITTEE MEMBER'S REMOVAL FROM THE ROOM (IF REQUESTED BY THE CHAIRPERSON), EXCLUSION FROM VOTING AND PARTICIPATION IN DISCUSSIONS, AND THE EXISTENCE OF A PROPER QUORUM. FOR EMPLOYEES, THE REVIEW OF CONFLICTS OF INTEREST OR POTENTIAL CONFLICTS GOES TO THE CONFLICT OF INTEREST DETERMINATION COMMITTEE. THIS COMMITTEE CONSISTS OF THE BAYCARE CHIEF COMPLIANCE OFFICER, THE CORPORATE RESPONSIBILITY OFFICERS, AND THE BAYCARE CHIEF TEAM RESOURCES OFFICER. THIS COMMITTEE SHALL DETERMINE IF AN ACTUAL CONFLICT EXISTS AND ANY ACTION REQUIRED TO ADDRESS THE CONFLICT OF INTEREST SITUATION. |
| Form 990, Part VI, Line 15a Process to establish compensation of top management official | THE ORGANIZATION USES AN INDEPENDENT COMPENSATION COMMITTEE, APPOINTED BY THE BOARD OF DIRECTORS. THE COMPENSATION COMMITTEE'S PURPOSE IS TO PROVIDE OVERSIGHT FOR THE ORGANIZATION'S EXECUTIVE COMPENSATION PROGRAM, REVIEW AND APPROVE COMPENSATION AND BENEFITS FOR ALL "DISQUALIFIED PERSONS" SUBJECT TO THE INTERMEDIATE SANCTIONS REGULATIONS ISSUED UNDER SECTION 4958 OF THE INTERNAL REVENUE CODE (INCLUDING THE CHIEF EXECUTIVE OFFICER, CHIEF OPERATING OFFICER & CHIEF FINANCIAL OFFICER, OTHER SYSTEM AND ENTITY EXECUTIVES, AND OTHER DISQUALIFIED PERSONS AS DEFINED IN THE INTERMEDIATE SANCTIONS REGULATIONS (I.E., VOTING MEMBERS OF THE GOVERNING BODY, FAMILY MEMBERS, FORMER OFFICERS), AND ESTABLISH THE COMPENSATION PHILOSOPHY FOR ALL OTHER EXECUTIVES. THIS COMMITTEE ENGAGES NATIONALLY RECOGNIZED COMPENSATION CONSULTANTS TO ASSIST THEM IN REVIEW OF EXECUTIVE COMPENSATION. THE COMPENSATION CONSULTANTS PROVIDE A REVIEW OF EACH VICE PRESIDENT AND ABOVE IN THE SYSTEM TO DETERMINE IF THAT EMPLOYEE'S COMPENSATION IS REASONABLE WHEN COMPARED AGAINST MARKET STANDARDS. THE DATA REVIEWED COMES FROM COMPENSATION STUDIES THAT INCLUDE COMPARABLE COMPENSATION FOR SIMILARLY QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY SITUATED ORGANIZATIONS. THE ORGANIZATION KEEPS CONTEMPORANEOUS MINUTES OF THE COMPENSATION COMMITTEE MEETINGS AND DECISIONS. EXTERNAL CONSULTANTS REVIEW COMPENSATION EVERY OTHER YEAR, THE LAST REVIEW OCCURING IN 2023, BUT THE COMPENSATION COMMITTEE REGULARLY MONITORS COMPENSATION AND ALL OTHER PROCEDURES ARE FOLLOWED ANNUALLY. |
| Form 990, Part VI, Line 15b Process to establish compensation of other employees | SEE NARRATIVE FOR PART VI, LINE 15A |
| Form 990, Part VI, Line 19 Required documents available to the public | THE CONSOLIDATED FINANCIAL STATEMENTS OF BAYCARE HEALTH SYSTEM, INC. AND AFFILIATES ARE AVAILABLE THROUGH EMMA FOR BOND INVESTORS. THE ORGANIZATION'S ARTICLES OF INCORPORATION AND AMENDMENTS THERETO ARE MADE AVAILABLE TO THE PUBLIC BY THE FILING OF THOSE DOCUMENTS WITH THE FLORIDA DEPARTMENT OF STATE AND CAN BE LOCATED AT SUNBIZ.ORG. THE ORGANIZATION'S OTHER GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT MADE AVAILABLE TO THE PUBLIC. |
| Form 990, Part VIII, Line 11d Other Miscellaneous Revenue | MISCELLANEOUS - Total Revenue: 4146299, Related or Exempt Function Revenue: 4146299, Unrelated Business Revenue: , Revenue Excluded from Tax Under Sections 512, 513, or 514: ; OTHER - Total Revenue: 343581, Related or Exempt Function Revenue: 111930, Unrelated Business Revenue: 116366, Revenue Excluded from Tax Under Sections 512, 513, or 514: 115285; |
| Form 990, Part XI, Line 9 Other changes in net assets or fund balances | NET ASSET TRANSFER PER JOA - -XXX-XX-XXXX; PAYMENTS TO TRINITY - -2000000; Net DISTRIBUTIONs to Affiliates - 290696; Book-Tax Difference Captive Income - -1619831; GESSLER HARMONIZATION - -2757639; Investment in Northside - 803116; |
| Schedule F, Part I, Line 3 Investments in Europe | THE FIRST LISTED AMOUNT UNDER EUROPE ($313,278,000) REPRESENTS THE MARKET VALUE OF INVESTMENTS, THE SECOND LISTED AMOUNT UNDER EUROPE ($1,520,000) REPRESENTS INVESTMENT RELATED EXPENSE PAID. THE INVESTMENTS ARE REPORTED AT YEAR END MARKET VALUES AND EXPENSES ARE REPORTED AT WHAT WAS ACTUALLY PAID. |
| Software ID: | 23017437 |
| Software Version: | 2023v5.1 |