2022-08-12T09:04:07-05:00 2021-09-30 861065772 DELOITTE TAX LLP 695 Town Center Drive Suite 1000 Costa Mesa CA 92626 990 2020-10-01 592447553 Bethesda Health Inc BETH 7866627091 2815 S SEACREST BLVD BOYNTON BEACH FL 33435 JANETTE SANCHEZ CORPORATE VP OF FINANCE 2022-08-12 true JANETTE SANCHEZ 999009999 John W Sadoff Jr P00540589 7144367100 2020 2022-09-23 18:48:47Z NELSON LAZO 2815 S SEACREST BLVD BOYNTON BEACH FL 33435 4561247 false X WWW.BETHESDAWEB.COM X 1984 FL BETHESDA HEALTH'S MISSION IS TO OWN AND MANAGE ACTIVITIES DESIGNED DIRECTLY OR INDIRECTLY TO SUPPORT AND FURTHER THE PUBLIC HEALTH, MEDICAL, AND SOCIAL PURPOSES OF ITS AREA OF INFLUENCE. 7 6 18 0 0 0 0 0 20236267 0 7430 9073 2451407 3409421 22695104 3418494 0 0 0 13199692 -342431 0 0 0 10990651 2903156 24190343 2560725 -1495239 857769 51360288 56072747 258687278 262262886 -207326990 -206190139 X SEE SCHEDULE O false true 2133601 SEE SCHEDULE O 2133601 true false false false false false false false false true false false true true true false true false false false false false false false false false false false true false false false false false false false false false false false false true true true false false false true 0 0 18 true false false false false false false false false false false false false X 7 6 false false false false false false false true true false false true true true true true true false false true false X FINANCE DEPARTMENT 7866627000 6855 RED ROAD SUITE 200 CORAL GABLES FL 33143 Fred B Devitt JR ESQ Vice-Chairman - End 07/2021 2.0 8.0 X X 0 0 0 Gregory L Weekes Secretary 2.0 8.0 X X 0 0 0 Marie Bedner Chairman 2.0 8.0 X X 0 0 0 Steven Litinsky MD MBA Member 2.0 12.0 X X 0 0 0 George T Elmore Member 2.0 8.0 X 0 0 0 I Jeffrey Pheterson ESQ Member 2.0 12.0 X 0 0 0 Roberta Stokes Member 2.0 14.0 X 0 0 0 Stormet C Norem Member 2.0 14.0 X 0 0 0 Nelson Lazo CEO 2.0 62.0 X 0 944872 143728 Joanne Aquilina VP of Finance 44.0 8.0 X 498370 0 109768 Tracy Jo Edelstein VP Nursing 45.0 0 X 384589 0 17533 Donna Seymour Controller 45.0 0 X 143837 37262 30316 Gary Lyew-Ayee Human Resource Director 45.0 0 X 112904 0 20771 Leslie V Albright Former AVP IT 45.0 0 X 331279 0 13490 Reginald Laroche AVP MOSMI 45.0 0 X 130870 0 27259 Regina Bellucy Former VP of Human Resources 45.0 0 X 148359 0 0 Roger L Kirk Former CEO 50.0 14.0 X 912134 0 1994 2662341 982134 364859 9 true true false Communications Counselors 7700 N Kendall DR 801 Miami FL 33156 Advertising Services 233474 Convergeone Inc NW 5806 PO BOX 1450 Minneapolis MN 554855806 IT Services 148972 2 0 0 0 0 0 0 4552174 1142753 3409421 0 3409421 3409421 9073 9073 0 9073 9073 0 0 0 0 0 3418494 0 0 3418494 -229384 -194976 -34408 -142211 -120879 -21332 62756 53343 9413 -33592 -28553 -5039 54057 43246 10811 0 -2867 -1147 -1720 795857 636686 159171 6459 5167 1292 567837 454270 113567 950127 760102 190025 14671 11737 2934 Property Taxes 423890 423890 Other Taxes 79134 79134 Medical Supplies 1938 1938 BANK AND SERVICE CHARGES 9912 7930 1982 2141 1713 428 0 2560725 2133601 427124 0 446612 1122130 124471 55332 0 0 0 0 0 326458 78453 41542753 1000275 40759284 40542478 0 0 9703463 14274354 51360288 56072747 3187245 412268 0 188865779 5896737 0 0 66634254 255953881 258687278 262262886 X -207326990 -206190139 -207326990 -206190139 51360288 56072747 X 857769 279082 X false true X true true true X X X 4 BETHESDA HOSPITAL INC 592447554 3 true 0 0 BETHESDA HEALTH COMPREHENSIVE IMAGING SERVIC 592771779 9 true 0 0 BETHESDA HOSPITAL FOUNDATION INC 596137805 7 true 0 0 BETHESDA HEALTH OUTPATIENT SERVICES INC 650561263 9 true 0 0 4 0 0 true false false false false false false false false false false false false false false true true true X true true Schedule A, Part IV, Section D, Line 3 Supp. Org. Have Significant Voice In Investment Policies BETHESDA HEALTH INC. IS THE SOLE CORPORATE MEMBER OF THE SUPPORTED ORGANIZATION, AND, AS SUCH, HAS THE RIGHT TO ELECT OR APPROVE CANDIDATES PROPOSED TO BE ELECTED TO THE RESPECTIVE GOVERNING BOARD OF THE SUPPORTED ORGANIZATION. Schedule A, Part IV, Section E, Line 3a Power To Appoint/Elect Majority of Officer/Director/Trustee BETHESDA HEALTH INC. IS THE SOLE CORPORATE MEMBER OF THE SUPPORTED ORGANIZATION, AND, AS SUCH, HAS THE RIGHT TO ELECT, OR, APPROVE CANDIDATES PROPOSED TO BE ELECTED TO, THE RESPECTIVE GOVERNING BOARD OF THE SUPPORTED ORGANIZATION. Schedule A, Part IV, Section E, Line 3b Substantial Direction Over Policies/Programs/Activities BETHESDA HEALTH, INC. IS THE SOLE CORPORATE MEMBER OF THE SUPPORTED ORGANIZATION, AND, AS SUCH, HOLDS CERTAIN RESERVED POWERS OVER THAT ENTITY, INCLUDING THE RIGHT TO ADOPT A PLAN OF DISSOLUTION, AUTHORIZE THE SUPPORTED ORGANIZATION TO ENGAGE IN, OR ENTER INTO, ANY TRANSACTIONS PROVIDING FOR THE SALE, MORTGAGE OR OTHER DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF THE SUPPORTED ORGANIZATION; ADOPT A PLAN OF REORGANIZATION OR THE MERGER OR CONSOLIDATION OF THE SUPPORTED ORGANIZATION WITH ANOTHER ENTITY; ADOPT ANY ANNUAL OR LONG-TERM CAPITAL AND OPERATIONAL BUDGETS AND APPROVE CERTAIN FUNDAMENTAL CORPORATE CHANGES. AS SUCH, BETHESDA HEALTH, INC. EXERCISES A SUBSTANTIAL DEGREE OF DIRECTION OVER POLICIES, PROGRAM, AND ACTIVITIES OF THE SUPPORTED ORGANIZATION. 39132490 39132490 1601799 578977 1022822 170493 72252 98241 137145 57824 79321 500826 291222 209604 40542478 Investment in Affiliate 4612958 Due from Affiliate 7163419 ROU Asset-Real Estate 2497977 14274354 Due to Affiliates 240929819 Supplemental Executive Retirement Liability 2410493 Rent Received in Advance 830950 ROU LT Liability 11099596 Other Liability 503218 Property Tax Liability 179805 255953881 X 4561247 0 0 4561247 -1142753 -1142753 3418494 3703479 0 0 3703479 -1142754 -1142754 2560725 Schedule D, Part X, Line 2 FIN 48 (ASC 740) footnote BHSF, the BHSF Hospitals, Bethesda Health, BOS, BHMG, MCIBH, BRRH, BRRH Hospital, BRRH Home Health, BH Foundation, and BHSF Foundation are not-for-profit corporations and recognized as tax-exempt pursuant to Section 501(c)(3) of the Internal Revenue Code. BHMG affiliated physician practices are single-member LLCs, which are treated as disregarded entities for federal income tax purposes. BHE, BocaCare, BHC, and the Insurance Companies are for-profit entities. BHSF provides for income taxes in accordance with the provisions of FASB ASC 740, Income Taxes ("ASC 740"). As required under ASC 740, deferred tax assets and liabilities are recognized under the balance sheet approach, which recognizes the future tax effect of temporary differences between the amounts recorded in the financial statements and the tax basis of these amounts. Deferred tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the periods in which the deferred tax assets or liabilities are expected to be realized or settled. Taxes collected from patients, tenants, customers and others, concurrent with specific revenue-producing transactions and subsequently remitted to governmental authorities, are recorded on a net basis and excluded from revenues. As of September 30, 2021 and 2020, BHSF had no material unrecognized tax positions. No material unrecognized tax positions are expected through September 30, 2022. BHSF is periodically audited by federal and state taxing authorities. The outcome of these audits may result in BHSF being assessed taxes in addition to amounts previously paid. Federal returns for fiscal years 2018 through 2020 remain open and subject to examination by the Internal Revenue Service. Schedule D, Part XI, Line 4(b) Other revenues in form 990 not in audited financial statements RENTAL EXPENSE - -1142753 Schedule D, Part XII, Line 4(b) Other expenses in form 990 not in audited financial statements RENTAL EXPENSE - -1142754 X true true true false false false false false false false false Roger L Kirk Former CEO 15726 0 0 0 896408 0 1994 0 0 0 914128 0 0 0 Nelson Lazo CEO 0 531147 0 395744 0 17981 0 116688 0 27039 0 1088599 0 86694 Joanne Aquilina VP of Finance 307559 0 183663 0 7148 0 72925 0 36844 0 608138 0 0 0 Tracy Jo Edelstein VP Nursing 285857 0 91160 0 7571 0 4646 0 12887 0 402121 0 0 0 Regina Bellucy Former VP of Human Resources 68169 0 80190 0 0 0 0 0 0 0 148359 0 80190 0 Donna Seymour Controller 105063 32326 31340 2928 7433 2008 2974 774 20370 6198 167181 44234 0 0 Leslie V Albright Former AVP IT 225191 0 59483 0 46606 0 4361 0 9129 0 344769 0 0 0 Reginald Laroche AVP MOSMI 111838 0 2640 0 16392 0 2736 0 24523 0 158129 0 0 0 Schedule J, Part I, Line 1a Tax indemnification and gross-up payments During 2020, Roger Kirk received tax gross up payments in the amount of $81,912. Such amount was treated as taxable compensation. Schedule J, Part I, Line 3 Arrangement used to establish the top management official's compensation BETHESDA HEALTH, INC. IS CONTROLLED DIRECTLY BY BAPTIST HEALTH SOUTH FLORIDA, INC. ("BHSF"). THE DETERMINATION OF THE COMPENSATION OF THE CEO FOLLOWS THE SAME PROCESS DELINEATED HEREIN. THE BYLAWS OF BETHESDA HEALTH, INC. DELEGATE THE AUTHORITY TO SET EXECUTIVE COMPENSATION TO BHSF. BHSF'S COMPENSATION COMMITTEE IS COMPRISED EXCLUSIVELY OF INDEPENDENT BOARD MEMBERS WHO SERVE VOLUNTARILY WITHOUT ANY REMUNERATION, AND WHO MUST ADHERE TO A STRINGENT CONFLICT OF INTEREST POLICY THAT PRECLUDES THEM OR THEIR FAMILIES FROM DOING BUSINESS WITH BAPTIST HEALTH. THE COMMITTEE IS RESPONSIBLE FOR REVIEWING THE PERFORMANCE AND APPROVING THE COMPENSATION FOR EXECUTIVES. THE TERM "COMPENSATION" INCLUDES SALARIES, BENEFITS AND INCENTIVES. THE COMPENSATION COMMITTEE ANNUALLY ENGAGES A NATIONALLY-RECOGNIZED, INDEPENDENT CONSULTANT TO CONDUCT COMPENSATION SURVEYS AND TO ADVISE THE BOARD ON COMPENSATION POLICIES. ADDITIONALLY, INCENTIVE COMPENSATION FOR THE CEO WAS APPROVED BY BETHESDA HEALTH, INC.'S BOARD OF TRUSTEES. Schedule J, Part I, Line 4a Severance or change-of-control payment During 2020, Roger Kirk received severance payments in the amount of $568,356. Such amounts were treated as taxable compensation. Form 990, Part III, Line 1 MISSION As part of the Baptist Health network, THE MISSION OF BETHESDA HEALTH, Inc. IS TO PROVIDE THE MANAGEMENT AND SUPPORT SERVICES NECESSARY FOR THE OPERATION OF BETHESDA HOSPITAL, INC. AND AFFILIATED ORGANIZATION, WHICH PROVIDE QUALITY HEALTHCARE SERVICES IN A CARING MANER. BAPTIST HEALTH IS A FAITH-BASED ORGANIZATION GUIDED BY THE SPIRIT OF JESUS CHRIST AND THE JUDEO-CHRISTIAN ETHIC. WE ARE COMMITTED TO MAINTAINING THE HIGHEST STANDARDS OF CLINICAL AND SERVICE EXCELLENCE, ROOTED IN THE UTMOST INTEGRITY AND MORAL PRACTICE. CONSISTENT WITH ITS SPIRITUAL FOUNDATION, BAPTIST HEALTH IS DEDICATED TO PROVIDING HIGH-QUALITY, COST-EFFECTIVE, COMPASSIONATE HEALTHCARE SERVICES TO ALL, REGARDLESS OF RELIGION, CREED, RACE OR NATIONAL ORIGIN, INCLUDING, AS PERMITTED BY ITS RESOURCES, CHARITY CARE TO THOSE IN NEED. Form 990, Part III, Line 4 PROGRAM SERVICE ACCOMPLISHMENTS CONSISTENT WITH Baptist Health's SPIRITUAL FOUNDATION, BETHESDA HEALTH, Inc. IS DEDICATED TO PROVIDING HIGH-QUALITY, COST-EFFECTIVE, COMPASSIONATE HEALTHCARE SERVICES TO ALL, INCLUDING, AS PERMITTED BY OUR RESOURCES, CHARITY CARE TO THOSE IN NEED. DURING THE FISCAL YEAR ENDED SEPTEMBER 30, 2021, BAPTIST HEALTH PROVIDED PATIENT SERVICES TO THE SOUTH FLORIDA AREA WITH 99,464 ADULT ADMISSIONS, 572,443 PATIENT DAYS, AND 441,082 EMERGENCY ROOM VISITS. DURING THAT SAME TIME PERIOD, URGENT CARE VISITS TOTALED 455,598, OUTPATIENT SURGERY CASES totaled 106,991, AND TOTAL OUTPATIENT VISITS WERE 1,954,194 SYSTEM-WIDE. AS OF SEPTEMBER 30, 2021, THE SYSTEM HAD 2,793 LICENSED INPATIENT BEDS COMPRISED OF 2,608 ACUTE CARE BEDS. IN TOTAL, BAPTIST HEALTH PROVIDED MORE THAN $403,000,000 IN COMMUNITY BENEFIT DURING FY2021. WE PROVIDED CHARITY CARE VALUED AT $102,486,347 AS WELL AS $210,913,175 IN UNCOMPENSATED SERVICES. THE ESTIMATED COST OF PROVIDING CHARITY SERVICES AND UNCOMPENSATED SERVICES IS BASED ON RECENT HISTORICAL COST-TO-CHARGE RATIOS FOR CHARITY PATIENTS AND MEDICAID PATIENTS FROM BAPTIST HEALTH'S COST ACCOUNTING SYSTEM, APPLIED TO THE CURRENT PERIOD GROSS UNCOMPENSATED CHARGES ASSOCIATED WITH PROVIDING CARE TO CHARITY AND MEDICAID PATIENTS. BAPTIST HEALTH ALSO CONTRIBUTED $42,737,290 TO THE INDIGENT CARE FUND AND EXPENDED $6,306,604 FOR EDUCATIONAL PROGRAMS, SCREENINGS, CORPORATE SPONSORSHIPS AND DONATIONS. FREE COMMUNITY HEALTH AND WELLNESS PROGRAMS COVERED TOPICS RANGING FROM INSOMNIA AND FOOD SAFETY TO DIABETES AND WEIGHT CONTROL. IN ADDITION, BAPTIST HEALTH PROVIDED FREE SCREENINGS FOR CHOLESTEROL, BLOOD PRESSURE, BODY COMPOSITION AND OSTEOPOROSIS. BAPTIST HEALTH ALSO HELPED THOSE IN NEED OF PRIMARY CARE SERVICES BY DONATING APPROXIMATELY $2,136,000 TO NEIGHBORHOOD NOT-FOR-PROFIT CLINICS, including: THE GOOD NEWS CARE CENTER IN FLORIDA CITY, OPEN DOOR HEALTH CENTER IN HOMESTEAD, THE GOOD HEALTH CLINIC IN TAVERNIER, THE CARIDAD CENTER IN BOYNTON BEACH, THE SOUTH MIAMI CHILDREN'S CLINIC IN SOUTH MIAMI, AND CARING FOR Miami Mobile Dental Clinical. BAPTIST HEALTH SPENT $28,663,102 PAYING PHYSICIANS WHO PROVIDE CARE TO OUR COMMUNITY MEMBERS IN NEED. ADDITIONALLY, WE PROVIDED $6,306,604 IN CONTINUING MEDICAL EDUCATION, $4,048,753 IN PALLIATIVE CARE AND CHAPLAINCY CARE, AND $733,067 IN COVID VACCINATION EFFORTS DURING FY2021. BAPTIST HEALTH FULFILLS ITS MISSION TO PROVIDE COMPASSIONATE CARE NOT ONLY BY PROVIDING ASSISTANCE TO THOSE IN FINANCIAL NEED, BUT ALSO BY SUPPORTING SERVICES THAT INCUR OPEARTING LOSSES THAT ARE ESSENTIAL TO THE COMMUNITY. MIAMI CANCER INSTITUTE OFFICIALLY OPENED ITS DOORS IN JANUARY 2017. THE $430 MILLION, 445,000-SQUARE-FOOT FACILITY IS PART OF BAPTIST HEALTH. MIAMI CANCER INSTITUTE HAS BECOME THE THIRD FULL MEMBER, AND THE ONLY MEMBER IN FLORIDA, OF THE MEMORIAL SLOAN KETTERING (MSK) CANCER ALLIANCE, AN INITIATIVE DESIGNED TO COLLABORATIVELY GUIDE COMMUNITY PROVIDERS TOWARD STATE-OF-THE-ART CANCER CARE. MIAMI CANCER INSTITUTE FEATURES A UNIQUE, HYBRID ACADEMIC-COMMUNITY CANCER CENTER MODEL BACKED BY 30 YEARS OF BAPTIST HEALTH'S EXPERTISE IN CANCER CARE. THE FACILITY, LOCATED ON THE BAPTIST HOSPITAL CAMPUS, CONSOLIDATES MANY OUTPATIENT CLINICAL SERVICES, CLINICAL RESEARCH, AND TECHNOLOGY PLATFORMS UNDER ONE ROOF. THE INSTITUTE IS HOME TO ONE OF THE MOST COMPREHENSIVE AND ADVANCED RADIATION ONCOLOGY PROGRAMS IN THE WORLD, INCLUDING SOUTH FLORIDA'S FIRST PROTON THERAPY CENTER, ONE OF UNDER TWO DOZEN PROTON THERAPY CENTERS IN THE NATION, WHICH OPENED IN FALL 2017. THE PRECISION OF PROTON THERAPY ALLOWS DOCTORS TO TARGET CANCER CELLS WITHOUT DAMAGING HEALTHY TISSUE AND VITAL ORGANS. MIAMI CANCER INSTITUTE DRAWS A SIGNIFICANT NUMBER OF PATIENTS FROM OUTSIDE THE UNITED STATES, AS WELL AS LEADING MEDICAL AND BUSINESS PROFESSIONALS TO SOUTH FLORIDA FOR CONFERENCES, SYMPOSIA AND OTHER EVENTS. THE HILTON MIAMI-DADELAND - A 184-ROOM, FULL-SERVICE HOTEL AND CONFERENCE CENTER - OPENED IN EARLY 2019 AND HAS BEEN AN ESSENTIAL COMPONENT TO SERVING OUT-OF-TOWN PATIENTS AND GUESTS VISITING THE CANCER INSTITUTE. IN ADDITION TO THE HEALTH-RELATED BENEFITS LISTED ABOVE, BAPTIST HEALTH ALSO HAS A SIGNIFICANT AND POSITIVE FINANCIAL IMPACT ON OUR COMMUNITY. AS OF FY2021, BAPTIST HEALTH EMPLOYED MORE THAN 23,000 INDIVIDUALS. AS SOUTH FLORIDA'S LARGEST PRIVATE EMPLOYER, BAPTIST HEALTH IS TAKING A LEADERSHIP ROLE BY COMMITTING TO THE ENVIRONMENTALLY RESPONSIBLE, ENERGY-EFFICIENT DESIGN AND FUNCTION OF OUR FACILITIES. THIS COMMITMENT APPLIES TO OUR DAY-TO-DAY OPERATIONS FROM THE SUPPLIES WE PURCHASE TO THE VEHICLES WE USE. IN ACCORDANCE WITH OUR FAITH-BASED MISSION, BAPTIST HEALTH IS COMMITTED TO MAKING A SIGNIFICANT, POSITIVE IMPACT ON THE COMMUNITY IT SERVES. Form 990, Part III, Line 3 Significant changes in program services DURING FY2021, BETHESDA HEALTH, INC. BEGAN CEASING OPERATIONS IN PREPARATION FOR A CORPORATE MERGER THAT TOOK EFFECT IN FY2022. Form 990, Part IV, Line 24a BOND LIABILITIES ALL BOND LIABILITIES ARE REPORTED AT THE PARENT LEVEL, ON SCHEDULE K OF BAPTIST HEALTH SOUTH FLORIDA, INC.'S 2020 FORM 990. Form 990, Part VI, Line 15 PERFORMANCE-BASED EXECUTIVE COMPENSATION THE SOUTH FLORIDA MARKET FOR HIGHLY COMPETENT HEALTHCARE EXECUTIVES REFLECTS A VERY COMPETITIVE ENVIRONMENT FOR QUALIFIED EXECUTIVES. IT IS COMPRISED OF LARGE, NATIONAL, FOR PROFIT CHAINS AND NOT-FOR-PROFIT HOSPITAL SYSTEMS AND STAND-ALONE HOSPITALS. THE BOARD OF TRUSTEES OF BAPTIST HEALTH SOUTH FLORIDA, INC. SEEKS EXECUTIVES OF VISION AND LEADERSHIP TO CARRY OUT THE ORGANIZATION'S FAITH-BASED MISSION OF QUALITY CARE AND COMMUNITY SERVICE. THE BOARD EXPECTS THESE EXECUTIVES TO PROVIDE LEADERSHIP THAT WILL PLACE BAPTIST HEALTH AMONG THE BEST HEALTHCARE SYSTEMS IN THE NATION FOR QUALITY AND EXCELLENCE. THE BOARD EXPECTS EXECUTIVES TO DEMONSTRATE INTEGRITY AND LOYALTY IN THE PERFORMANCE OF THEIR DUTIES AND TO ADHERE TO BAPTIST HEALTH'S CONFLICT OF INTEREST POLICY, EXECUTIVE CODE OF CONDUCT AND ALL COMPLIANCE/ETHICS POLICIES. EXECUTIVE COMPENSATION IS CONSIDERED THE FOUNDATION TO ATTRACT AND RETAIN EXECUTIVES WITH THE TALENT, EXPERIENCE AND CHARACTER TO MEET THESE EXPECTATIONS. THE BYLAWS OF BETHESDA HEALTH DELEGATE THE AUTHORITY TO SET EXECUTIVE COMPENSATION TO BAPTIST HEALTH SOUTH FLORIDA, INC. ("BHSF"). BHSF'S COMPENSATION COMMITTEE IS COMPRISED EXCLUSIVELY OF INDEPENDENT BOARD MEMBERS WHO SERVE VOLUNTARILY WITHOUT ANY REMUNERATION, AND WHO MUST ADHERE TO A STRINGENT CONFLICT OF INTEREST POLICY THAT PRECLUDES THEM OR THEIR FAMILIES FROM DOING BUSINESS WITH BAPTIST HEALTH. THE COMMITTEE IS RESPONSIBLE FOR REVIEWING THE PERFORMANCE AND APPROVING THE COMPENSATION FOR all of the entity's EXECUTIVES. THE TERM "COMPENSATION" INCLUDES SALARIES, BENEFITS AND INCENTIVES. THE COMPENSATION COMMITTEE ANNUALLY ENGAGES A NATIONALLY RECOGNIZED, INDEPENDENT CONSULTANT TO CONDUCT COMPENSATION SURVEYS AND TO ADVISE THE BOARD ON COMPENSATION POLICIES. For further detail regarding the compensation structure, please refer to Schedule J, Part I, Line 3. Form 990, Part VI, Line 11b Review of form 990 by governing body BAPTIST HEALTH MANAGEMENT IS RESPONSIBLE FOR THE ACCURACY AND COMPLETENESS OF THE TAX RETURNS OF BHSF AND ALL OF ITS NONPROFIT, CHARITABLE AFFILIATES. THIS FORM 990 HAS BEEN PREPARED IN CONFORMITY WITH THE INTERNAL REVENUE CODE AND TREASURY REGULATIONS. INDEPENDENT TAX CONSULTANTS AND MEMBERS OF MANAGEMENT HAVE REVIEWED IN DETAIL THE COMPLETED FORM 990. PRIOR TO FILING, THE FORM 990 PREPARATION PROCESS AND THE DOCUMENTS ARE DISCUSSED AT A MEETING OF THE FINANCE & RISK MANAGEMENT COMMITTEE OF THE BOARD OF TRUSTEES AND MADE AVAILABLE ELECTRONICALLY TO ALL MEMBERS OF THE BOARD OF TRUSTEES FOR REVIEW AND COMMENTARY. ADDITIONALLY, THE EXECUTIVE AND COMPENSATION COMMITTEES OF THE BHSF BOARD OF TRUSTEES, COMPOSED OF INDEPENDENT UNCOMPENSATED MEMBERS, REVIEW OTHER PERTINENT AREAS OF THE RETURN AS NEEDED. THE PRESIDENT AND CEO, AS WELL AS THE EXECUTIVE VICE PRESIDENT AND CFO, HEREBY CERTIFY AS TO THE ACCURACY AND COMPLETENESS OF THIS FORM 990. Form 990, Part VI, Line 12c Conflict of interest policy EMPLOYEE CONFLICT OF INTEREST AN ACTUAL, POTENTIAL, OR PERCEIVED CONFLICT OF INTEREST OCCURS IN THOSE CIRCUMSTANCES WHERE AN EMPLOYEE'S JUDGEMENT COULD BE AFFECTED BECAUSE THE EMPLOYEE HAS A PERSONAL INTEREST, OTHER THAN THE RECEIPT OF COMPENSATION FROM BAPTIST HEALTH, IN THE OUTCOME OF A DECISION OVER WHICH THE EMPLOYEE HAS CONTROL OR INFLUENCE. FOR THE PURPOSES OF THIS POLICY, IT IS PRESUMED THAT MANAGERS HAVE CONTROL OR INFLUENCE OVER ANY DECISION AFFECTING A MATTER FOR WHICH A MANAGER HAS RESPONSIBILITY. A PERSONAL INTEREST EXISTS WHEN AN EMPLOYEE OR A MEMBER OF HIS OR HER FAMILY STANDS TO DIRECTLY OR INDIRECTLY OBTAIN FINANCIAL GAIN AS A RESULT OF A DECISION. THIS POLICY IS INTENDED FOR ALL EMPLOYEES TO UNDERSTAND, IDENTIFY, MANAGE, AND APPROPRIATELY DISCLOSE THOSE TRANSACTIONS, WHICH COULD RESULT IN AN ACTUAL, POTENTIAL, OR PERCEIVED CONFLICT OF INTEREST. IN ACCORDANCE WITH OUR CODE OF ETHICS, HIGH ETHICAL STANDARDS MUST BE OBSERVED IN THE NEGOTIATION AND EXECUTION OF ALL BUSINESS ACTIVITIES CONDUCTED AT, BY OR WITH BAPTIST HEALTH. ANY DECISIONS MADE BY BAPTIST HEALTH EMPLOYEES MUST BE MADE IN COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS, WITH THE BEST ORGANIZATIONAL INTERESTS OF BAPTIST HEALTH AS THE HIGHEST PRIORITY AND WITHOUT REGARD TO THE PERSONAL GAIN OR INTEREST OF ANY OTHER PERSON OR ENTITY. LIKEWISE, THE APPEARANCE OF ANY SUCH IMPROPER INFLUENCE ON ANY DECISIONS SHOULD BE CONSCIOUSLY AVOIDED. EMPLOYEES SHOULD ALSO ADHERE TO POLICY 828 WHICH PROHIBITS VENDOR SPONSORED TRAVEL, AND POLICY 829 LIMITING ACCEPTANCE OF PERSONAL HONORARIUMS, AND POLICY 831 WHICH PROVIDES LIMITATIONS AND GUIDELINES ON PHILANTHROPIC SOLICITATION OF VENDORS. A POTENTIAL OR PERCEIVED CONFLICT OR INTEREST MAY EXIST IRRESPECTIVE OF THE INTENT OF THE EMPLOYEE. BOARD CONFLICT OF INTEREST Baptist Health has a strong and robust Conflict of Interest policy. The policy is meant to ensure that each member of the Board of Trustees governs the affairs of Baptist Health and its affiliates with honesty and integrity and makes decisions for the benefit of Baptist Health. Board of Trustee members may not be employed by Baptist Health, not engaged to provide services to Baptist Health or any of its affiliates in exchange for cash compensation. Conflict free decision making extends beyond the Board members to include transactions that might benefit (I) the private interest of a member or his or her family (II) an organization controlled by a member of his or her family (III) an organization in which a member or his or her familiar has a material interest. Since the appearance of a conflict of interest may be as damaging to Baptist Health's reputation as actually permitting a conflict to exist, each voting Board member of Baptist Health and its affiliates has a continuing obligation to disclose any potential conflicts. This continuing obligation is supplemented by an annual certification that the Board member is free from actual or potential conflicts of interest. The annual certification is reviewed by the Vice President of Audit and Compliance and the Chief Compliance Officer who reports directly to the Board. Potential conflicts are further reviewed by the Board's Ethics Committee. If a conflict does exist, the conflicted Board member may be required (I) resign from the Board (II) eliminate the relationship, which gives rise to the conflict or (III) recuse himself or herself from all discussions, votes or actions with regard to the matter creating the actual or potential conflict of interest. CONFLICT OF INTEREST POLICY COMPLIANCE ONE OF BAPTIST HEALTH'S GREATEST ASSETS IS THE INTEGRITY OF ITS VOLUNTEER BOARD MEMBERS. ONE WAY TO ASSURE INTEGRITY IS THE ORGANIZATION'S COMMITMENT TO A STRINGENT CONFLICT OF INTEREST POLICY FOR THEIR GOVERNING BOARDS AND MANAGEMENT. AS A PART OF A ROBUST CONFLICT OF INTEREST POLICY, BOARD MEMBERS MUST ANNUALLY COMPLETE A CONFLICT OF INTEREST DECLARATION FORM. THE AUDIT AND COMPLIANCE DEPARTMENT MONITOR TO ENSURE ALL VOTING MEMBERS SUBMIT THE DECLARATION FORM AND PERFORM NECESSARY RESEARCH TO UNDERSTAND IF A POTENTIAL CONFLICT EXISTS. ALL DISCLOSURES AND THE RELATED RESEARCH ARE SUMMARIZED FOR THE ETHICS COMMITTEE OF THE BAPTIST HEALTH SOUTH FLORIDA, INC. BOARD OF TRUSTEES. ANY DISCLOSURES THAT MAY RESULT IN THE APPEARANCE OF A CONFLICT ARE ADDRESSED BY THE COMMITTEE FOR ITS CONSIDERATION AND RESOLUTION. Form 990, Part VI, Line 19 Required documents available to the public DOCUMENTS THAT ARE REQUIRED TO BE OPEN FOR PUBLIC INSPECTION ARE MADE AVAILABLE UPON REQUEST. IN ADDITION, BOTH THE FORM 990 AND AUDITED FINANCIAL STATEMENTS ARE AVAILABLE FOR PUBLIC VIEWING ON THIRD PARTY WEBSITES. THE CONFLICT OF INTEREST POLICY IS AVAILABLE ON WWW.BAPTISTHEALTH.NET. Form 990, Part XI, Line 9 Other changes in net assets or fund balances Equity Transfer - 279082; Form 990, Part V, Line 1A US Informational Returns BAPTIST HEALTH HAS A SYSTEM-WIDE TREASURY POLICY, WHICH RECOGNIZES ITS RESPONSIBILITY TO OVERSEE, MANAGE, AND COORDINATE ALL AFFILIATE OPERATIONS, INCLUDING THE TREASURY FUNCTIONS. BAPTIST HEALTH SOUTH FLORIDA, INC. ("BHSF") SERVES AS THE CENTRALIZED CASH RECEIPT AND DISBURSING AGENT FOR ALL BAPTIST HEALTH ENTITIES. AS SUCH ONLY BHSF ISSUES US INFORMATIONAL RETURNS. Form 990, Part V, Line 2a Employees Reported on Form W-3 BHSF is the appointed pay agent for all of its affiliates. As such only BHSF issues Form W-3. BETHESDA HEALTH QUALITY ALLIANCE LLC 2815 S SEACREST BLVD BOYNTON BEACH FL 33435 820803326 MANAGEMENT COMPANY FL 0 0 BETHESDA HEALTH INC BAPTIST HEALTH SOUTH FLORIDA INC 6855 RED ROAD STE 600 CORAL GABLES FL 33143 650267668 SUPPORT FL 501(c)(3) Type III-FI NA false BAPTIST HOSPITAL OF MIAMI INC 8900 N KENDALL DRIVE MIAMI FL 33176 590910342 HOSPITAL FL 501(c)(3) 3 BHSF false SOUTH MIAMI HOSPITAL INC 6200 SW 73 ST MIAMI FL 33143 590872594 HOSPITAL FL 501(c)(3) 3 BHSF false HOMESTEAD HOSPITAL INC 975 BAPTIST WAY HOMESTEAD FL 33033 650232993 HOSPITAL FL 501(c)(3) 3 BHSF false MARINERS HOSPITAL INC 91500 OVERSEAS HIGHWAY TAVERNIER FL 33070 591987355 HOSPITAL FL 501(c)(3) 3 BHSF false WEST KENDALL BAPTIST HOSPITAL INC 9555 SW 162 AVE MIAMI FL 33196 522438452 HOSPITAL FL 501(c)(3) 3 BHSF false DOCTORS HOSPITAL INC 5000 UNIVERSITY DRIVE CORAL GABLES FL 33146 043775926 HOSPITAL FL 501(c)(3) 3 BHSF false BAPTIST OUTPATIENT SERVICES INC 6855 RED ROAD STE 600 CORAL GABLES FL 33143 562290370 MED. DIAG. 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