2022-10-20T08:30:33-05:00 2021-12-31 135381590 BDO USA LLP 200 OTTAWA AVE NW SUITE 300 GRAND RAPIDS MI 49503 990 2021-01-01 382018957 Total Health Care Inc TOTA 3138712000 3011 W Grand Blvd 1600 Detroit MI 48202 NICK GATES SVP, FINANCE 6164648144 2022-10-20 false NICK GATES 999009999 JACOB COOK P01240455 6167747000 2021 2022-09-23 18:48:47Z NICK GATES 3011 W Grand Blvd 1600 Detroit MI 48202 180321159 false X WWW.THCMI.COM X 1973 MI TO IMPROVE HEALTH, INSPIRE HOPE, AND SAVE LIVES. 5 0 0 0 0 0 0 0 189475002 180291278 164294 29881 0 0 189639296 180321159 0 0 156435860 143704895 0 0 0 0 0 24187031 14299708 180622891 158004603 9016405 22316556 91380990 80244042 47513244 14187747 43867746 66056295 TOTAL HEALTH CARE, INC. IS COMMITTED TO EXCELLENCE IN HEALTH CARE DELIVERY IN THE STATE OF MICHIGAN AND THE ASSURANCE THAT ITS MEMBERS HAVE ACCESS TO AND RECEIVE HIGH QUALITY HEALTH CARE AND THE APPROPRIATE PREVENTATIVE SERVICES THAT PROMOTE WELLNESS AND IMPROVED HEALTH STATUS WITHIN THE COMMUNITY. TOTAL HEALTH CARE, INC. SUPPORTS A CONTINUOUS QUALITY IMPROVEMENT PROCESS THAT CONTRIBUTES TO THE OVERALL IMPROVEMENT OF THE MAINSTREAM OF HEALTH CARE DELVIERY IN A COST EFFECTIVE MANNER. TOTAL HEALTH CARE, INC. MAINTAINS AN ORGANIZATIONAL SERVICE PHILOSOPHY OF BEING TOTALLY AVAILABLE AND TOTALLY HELPFUL. false false 143704895 0 180291278 HEALTH MAINTENANCE ORGANIZATION SERVING EXCLUSIVELY A POOR AND INDIGENT POPULATION UNDER THE STATE SPONSORED MEDICAID PROGRAM PROVIDING COMPREHENSIVE MEDICAL SERVICES AND INSURANCE TO APPROXIMATELY 66,807 SUBSCRIBERS SERVED DURING THE YEAR. THE ORGANIZATION ALSO: * ASSISTS WITH COMMUNITY, CHURCH AND EMPLOYER SPONSORED HEALTH FAIRS WHICH INCLUDE MANY HEALTH SCREENINGS. PROVIDES MATERIALS TO ATTENDEES FOR VARIOUS HEALTH CONDITIONS AND DISEASES TO ASSIST IN HEALTHIER LIFESTYLES. * PARTNERS WITH NATIONAL NONPROFIT ORGANIZATIONS TO EDUCATE AND ENROLL MEMBERS IN DISEASE MANAGEMENT PROGRAMS. * PARTNERS WITH LOCAL ORGANIZATIONS TO PROVIDE SOCIAL SUPPORT, RESPITE CARE AND FITNESS PROGRAMS. * CONDUCTED MEMBER OUTREACH TO BOLSTER THE COVID VACCINE AND ASSIST IN SCHEDULING AND TRANSPORTATION TO ADMINISTRATION SITES. * CARE MANAGEMENT SERVICES FOR CHRONIC CONDITION MANAGEMENT. * CONDUCTED HOME VISITS FOR LEAD SCREENING. * CONDUCTED MEMBER OUTREACH TO EDUCTAE PREGNANT MOMS ON THE IMPORTANCE OF PRE AND POSTNATAL CARE. GROUP AND PHYSICIAN OFFICES: * ENCOURAGES SMOKING CESSATION THROUGH VARIOUS MEANS AND PARTICIPATION IN PROGRAMS OFFERED BY THE STATE. PROVIDES PAYMENT FOR MEDICATIONS TO ASSIST IN THE BREAKING OF ADDICTION. * PUBLISHES THE GOOD HEALTH GAZZETTE TO THE MEMBERSHIP AND PHYSICIANSPROMOTING NUTRITION, WEIGHT MANAGEMENT, HEALTH SCREENINGS AND OTHER HEALTH RELATED ARTICLES. * EDUCATES EXPECTANT MOTHERS RELATED TO THEIR PREGNANCY AND THE CARE AND DEVELOPMENT OF THEIR NEWBORN. * ENCOURAGES PARTICIPATION IN A SUPERVISED WEIGHT MANAGEMENTPROGRAM FOR ADULTS AND ADOLESCENTS. * COVERED VIRTUAL CARE FOR BOTH PHYSICAL AND BEHAVIORAL HEALTH CARE SERVICES. 143704895 false false false false false false false false false false true false false true false true false false false false false false false false false false false false true false false false false false false false false false false false false false true true true false true X 1970 0 true 0 false false false false false false true false X 5 0 true true false false true true false true true false false true true true true true true false false false X SARA MCGLYNN 3132936466 3011 W GRAND BLVD SUITE 1600 DETROIT MI 48202 KIMBERLY L THOMAS SECRETARY, SVP, General Counsel 2.0 48.0 X X 19329 553196 172243 MARY ANNE JONES Treasurer & SVP, Finance - Part Year 2.0 48.0 X X 79049 2262341 185581 NICHOLAS GATES Treasurer, SVP, Finance 2.0 48.0 X X 12730 364331 65160 PRAVEEN THADANI CHAIR, PRESIDENT & CEO 2.0 48.0 X X 36246 1037337 544733 RANDY NAROWITZ VICE CHAIR, SVP - PART YEAR 26.0 24.0 X X 812995 665178 24045 JOYCE CHAN RUSSELL Director, SVP, Government Markets 2.0 48.0 X 11795 337561 24492 KRISTALYNN CAMPBELL Director - Part Year 1.0 0 X 0 3000 0 MARTI LOLLI DIRECTOR - SVP, CONS/GOVT MKT & CMO - Part Year 2.0 48.0 X 3173 90824 4527 Michael Jasperson Director, SVP, Provider Network & Health Plan Ops 2.0 48.0 X 16276 465812 108567 JAMES FORSHEE MD SVP, Chief Medical Officer 2.0 48.0 X 20358 586629 136191 JIANHUA YU SVP, ADVANCED ANALYTICS/CHIEF ACTUARY - Part Year 2.0 48.0 X 19565 559938 168983 MICHAEL KOZIARA Interim SVP, Employer Solutions - Part Year 2.0 48.0 X 22174 634617 140356 Christopher VAN ANTWERP Driector, Health Plan Integration 27.0 23.0 X 137226 112276 34891 MARCIE JOHNSON VP, Operations-Infrastructure 27.0 23.0 X 129628 106059 53128 NOEL UPFALL Medical Director 27.0 23.0 X 160155 131036 31370 SARA MCGLYNN Mgr. Financial Reporting 27.0 23.0 X 86533 70799 26418 SUSAN RYAN Mgr, Network Mgmt & Engagement 27.0 23.0 X 89157 72947 21497 JOAN A BUDDEN FORMER OFFICER 0.0 0.0 X 68245 1953126 0 NICOLE ROUSH Former CFO 0.0 50.0 X 0 336426 31704 1724634 10343433 1773886 0 true true false ELIXIR RX SOLUTIONS LLC 2181 E AURORA RD STE 201 TWINSBURG OH 44807 PHARMACY BENEFITS MANAGEMENT 35919690 HEALTHY MICHIGAN DENTAL 45 E MILWAUKEE AVENUE DETROIT MI 48202 DENTAL SERVICES FOR MEMBERS 2272395 VEYO LLC 10010 N 25TH AVE PHOENIX AZ 85021 NON-EMERGENCY MEDICAL TRANSPORTATION 1808782 BINSON'S MEDICAL EQUIPMENT SUPPLIES 26834 LAWRENCE CENTER LINE MI 48015 MEDICAL EQUIPMENT SUPPLIES 1638248 BEACON HEALTH OPTIONS 1330 AMERIGROUP WAY VIRGINIA BEACH MI 23464 CLINICAL MENTAL HEALTH AND SUBSTANCE USE DISORDER MANAGEMENT 1260375 10 0 MEDICAID CAPITATION 900099 180291278 180291278 0 0 0 0 180291278 29881 29881 0 0 0 0 0 0 0 0 0 180321159 180291278 0 29881 143704895 143704895 224966 224966 71665 71665 12091 0 12091 0 ADMINISTRATIVE EXPENSES 13670566 13670566 OTHER ADMINSTRATIVE COSTS 315207 315207 FILING AND BANK FEES 5213 5213 0 0 0 0 158004603 143704895 14299708 0 44617406 43418600 11828132 2039693 0 0 0 0 0 0 1972251 2063890 32963201 32452772 0 0 269087 91380990 80244042 38698286 12304959 0 8814958 1882788 47513244 14187747 X 43867746 66056295 43867746 66056295 91380990 80244042 X 22316556 -14798 -113209 X false true X true false INVESTMENTS - OTHER 1000310 F INVESTMENT IN SUBSIDIARIES 31452462 C 32452772 UNPAID CLAIM ADJUSTMENT EXPENSES 44980 Pending Dispute Liability 0 ACCURED MEDICAL INCENTIVE POOL AND BONUS AMOUNTS 1837808 1882788 205413404 25092245 25092245 180321159 0 0 180321159 183096848 25092245 25092245 158004603 0 0 158004603 Schedule D, Part XI, Line 2 FIN 48 (ASC 740) Footnote TOTAL HEALTH CARE, INC. CONDUCTS AN ANALYSIS ANNUALLY TO DETERMINE THE ORGANIZATION'S LIABILITY WITH RESPECT TO UNCERTAIN TAX POSITIONS. FOR THE YEAR ENDED DECEMBER 31, 2021 IT WAS DETERMINED THAT THERE WERE NO MATERIAL UNCERTAIN TAX POSITIONS TO DISCLOSE. AS SUCH, THERE WAS NO FOOTNOTE ADDED TO THE AUDITED FINANCIAL STATEMENTS. Schedule D, Part XI, Line 2(d) Other revenues in audited financial statements not in form 990 INSURANCE PROVIDER ASSESSMENT - 25092245 Schedule D, Part XII, Line 2(d) Other expenses in audited financial statements not in form 990 INSURANCE PROVIDER ASSESSMENT - 25092245 true true false false false false false false false JOAN A BUDDEN FORMER OFFICER 1072 30672 33504 958864 33669 963590 0 0 0 0 68245 1953126 18148 519383 KIMBERLY L THOMAS SECRETARY, SVP, General Counsel 14000 400678 5296 151572 33 946 3838 109836 1977 56592 25144 719624 1422 40687 MARY ANNE JONES Treasurer & SVP, Finance - Part Year 9877 282667 62559 1790402 6613 189272 3798 108688 2468 70627 85315 2441656 58034 1660889 NICHOLAS GATES Treasurer, SVP, Finance 9119 260980 3584 102584 27 767 549 15698 1651 47262 14930 427291 1315 37639 RANDY NAROWITZ VICE CHAIR, SVP - PART YEAR 191532 156708 618750 506250 2713 2220 9071 7421 4154 3399 826220 675998 0 0 PRAVEEN THADANI CHAIR, PRESIDENT & CEO 28980 829387 6243 178664 1023 29286 13990 400378 4401 125964 54637 1563679 0 0 Michael Jasperson Director, SVP, Provider Network & Health Plan Ops 11245 321815 4792 137147 239 6850 1559 44606 2107 60295 19942 570713 1092 31262 JOYCE CHAN RUSSELL Director, SVP, Government Markets 3348 95831 1690 48360 6757 193370 0 0 827 23665 12622 361226 0 0 NICOLE ROUSH Former CFO 0 58217 0 94740 0 183469 0 167 0 31537 0 368130 0 29740 MICHAEL KOZIARA Interim SVP, Employer Solutions - Part Year 7051 201804 14726 421440 397 11373 2553 73065 2186 62552 26913 770234 10539 301629 JIANHUA YU SVP, ADVANCED ANALYTICS/CHIEF ACTUARY - Part Year 12964 371016 6527 186794 74 2128 4010 114760 1695 48518 25270 723216 1718 49172 JAMES FORSHEE MD SVP, Chief Medical Officer 14585 421414 5486 157014 287 8201 2319 66359 2279 65234 24956 718222 1410 40364 MARCIE JOHNSON VP, Operations-Infrastructure 128841 105415 0 0 787 644 4222 3454 24999 20453 158849 129966 0 0 SARA MCGLYNN Mgr. Financial Reporting 78005 70799 8250 0 278 0 2952 2415 11578 9473 101063 82687 0 0 SUSAN RYAN Mgr, Network Mgmt & Engagement 73323 59992 15125 12375 709 580 3618 2960 8205 6714 100980 82621 0 0 NOEL UPFALL Medical Director 147592 120757 10450 8550 2113 1729 5868 4801 11386 9315 177409 145152 0 0 Christopher VAN ANTWERP Driector, Health Plan Integration 108268 88583 24749 20249 4209 3444 4517 3696 14673 12005 156416 127977 0 0 Schedule J, Part II, Column (F) DEFERRED COMPENSATION THE 2021 "BONUS & INCENTIVE COMPENSATION" INCLUDES CERTAIN DEFERRED COMPENSATION ARRANGEMENTS THAT WERE REPORTED IN PREVIOUS YEARS BUT PAID IN 2021. THIS RESULTS IN A CERTAIN AMOUNT OF WAGES BEING REPORTED IN THE FORM 990 TWICE. AMOUNTS REPORTED IN PART II COLUMN F REPRESENT COMPENSATION THAT WAS REPORTED IN A PREVIOUS YEAR'S FORM 990 WHILE ALSO BEING REPORTED IN THE CURRENT FORM 990 AS TOTAL COMPENSATION. Schedule J, Part I, Line 3 Arrangement used to establish the top management official's compensation SEE EXPLANATION PROVIDED ON SCHEDULE O FOR FORM 990, PART VI, LINE 15A. Schedule J, Part I, Line 4a Severance or change-of-control payment JOAN BUDDEN - $885,267 MARY ANNE JONES - $189,769 NICOLE ROUSH - $183,289 Schedule J, Part I, Line 4b Supplemental nonqualified retirement plan $531,531 Joan Budden $41,774 James Forshee $38,995 Nicholas Gates $32,354 Michael Jasperson $1,718,923 Mary Anne Jones $312,168 Michael Koziara $42,534 Marti Lolli $29,740 NICOLE ROUSH $27,770 Megan Schmidt $42,108 Kimberly Thomas $50,889 Jianhua Yu Schedule J, Part I, Line 4b is answered "yes" because individuals, whose salary and benefits are allocated to this organization, do "participate in" a supplemental nonqualified retirement plan. Some individuals received distributions during the year (as reported on this line) whereas others participated in the plan but did not receive distributions. Distributions reported on this line are also included in Schedule J, Part II, Column F as compensation reported in a prior year. The nonqualified retirement plans are an industry standard and are subject to the funding requirements of nonqualified deferred compensation plans under ERISA and federal tax regulations. Form 990, Part IV, Line 12a Audited Financial Statements The organization is audited annually on a stand alone basis and issued financial statements on a stand alone basis which are prepared in accordance with SAP (Statutory Accounting Principles), as required by regulatory authorities. The figures in this Form 990 reconcile to the financial statements prepared under statutory accounting principles as submitted to the State of Michigan and the National Association of Insurance Commissioners (NAIC). Form 990, Part V, Line 2a NUMBER OF EMPLOYEES REPORTED ON FORM W-3. ALL EMPLOYEES OF TOTAL HEALTH CARE INC. WERE EMPLOYED DURING THE YEAR BY BHSH SYSTEM (38-3382353) AND LEASED BACK TO TOTAL HEALTH CARE INC. SALARIES AND WAGES, EMPLOYEE BENEFITS AND PAYROLL TAXES ARE ALLOCATED TO TOTAL HEALTH CARE, INC. VIA A MANAGEMENT FEE. ONLY A PORTION OF THIS COMPENSATION IS ATTRIBUTABLE TO THEIR SERVICES FOR TOTAL HEALTH CARE INC. THE REMAINING SERVICES ARE ATTRIBUTABLE TO RELATED ENTITIES. BHSH SYSTEM FILED ALL APPLICABLE IRS TAX FILINGS INCLUDING FORMS W-2 AND W-3 ON BEHALF OF TOTAL HEALTH CARE, INC. Form 990, Part VI, Line 15a PROCESS TO ESTABLISH COMPENSATION OF TOP MANAGEMENT OFFICIAL The BHSH System Board of Directors (through its Compensation Committee) uses the following process for determining compensation of the top management officials, other officers, and key employees at Total Health Care, Inc. Labor market data reflecting comparable organizations and jobs (prepared by independent firms) are relied upon in setting compensation levels. Competitive assessment reports are provided to the Compensation Committee in advance of meetings. The competitive assessment report is prepared by a nationally known independent executive compensation firm. For Calendar Year 2021 (1/1/21-12/31/21), the following surveys, prepared by independent firms, were the primary sources referenced to obtain market data for the review: * Aon: 2020 Total Compensation Measurement Survey: Financial Services Survey * BDO: 2020 USA Health Insurance Plans Survey * Integrated Healthcare Strategies: 2020 National Healthcare Leadership Compensation Survey * Mercer: 2020 IHN Healthcare Compensation Survey * Mercer: 2020 IHN Health Plan Compensation Survey * Sullivan Cotter Associates: 2020 Manager and Executive Compensation in Hospitals and Health Systems Survey In addition, three general industry surveys were referenced: * Aon: 2020 Total Compensation Measurement Survey: General Industry * Mercer: 2020 US Executive Remuneration Suite * Willis Towers Watson: 2020 Executive Compensation Survey In addition to the above data sources, the Compensation Committee approved the creation of a custom peer group of high performing integrated health systems to ensure robust data and a relevant comparator universe. The peer group organizations are approved by the Compensation Committee and consists of healthcare systems similar in revenue size, market competitors, high performers, financially stable as indicated by bond rating and that follow a similar strategy (multi-site systems, health plans). Data for the peer group organizations is compiled by the independent executive compensation firm. Compensation adjustments are approved by Compensation Committee members, consistent with the Spectrum Health compensation philosophy described below. Minutes of Committee discussions and decisions are prepared to memorialize Compensation Committee decisions based upon the above data. Cash compensation data relied upon by the Compensation Committee is national and reflects the compensation paid to executives in comparable jobs in comparably sized health care and / or health insurance organizations. Spectrum Health recruits nationally for its executives. Benefits data reflect national health care / health insurance market practices. This process is intended to assist Spectrum Health in qualifying for the rebuttable presumption of reasonableness (Intermediate Sanctions Regulations) and complying with the potential Spectrum Health Excess Benefit Transaction Policy for those individuals in the group who are disqualified persons. The opinion submitted from the third-party independent consulting firm is in accordance with the provisions of Treasury Regulations Section 53.4958-6(c)(2) and is also intended to satisfy the professional advice requirement of Treasury Regulations Section 53.4958-1(d)(4)(iii). Form 990, Part VI, Line 15b PROCESS TO ESTABLISH COMPENSATION OF OTHER OFFICERS OR KEY EMPLOYEES SEE EXPLANATION PROVIDED FOR FORM 990, PART VI, LINE 15A. Form 990, Part VI, Line 2 Family/business relationships amongst interested persons CERTAIN MEMBERS OF THE BOARD OF DIRECTORS AND OFFICERS OF THE ORGANIZATION ALSO SERVE ON THE BOARD OF DIRECTORS AND/OR AS OFFICERS OF RELATED TAXABLE ENTITIES Business relationship - Business relationship Form 990, Part VI, Line 3 Delegation of management duties TOTAL HEALTH CARE, INC. ENTERED INTO AN AGREEMENT WITH PRIORITY HEALTH MANAGED BENEFITS, INC., A WHOLLY OWNED SUBSIDIARY OF BHSH SYSTEM, TO PROVIDE PERSONNEL, OFFICE SPACE, AND SUPPLIES NECESSARY FOR TOTAL HEALTH CARE USA, INC. AND TOTAL HEALTH CARE, INC. TO CARRY OUT BUSINESS OPERATIONS. PRIORITY HEALTH MANAGED BENEFITS, INC. FACILITATES PAYMENT OF MOST MANAGEMENT, OPERATIONAL, AND ADMINISTRATIVE EXPENSES ON BEHALF OF TOTAL HEALTH CARE USA, INC. AND TOTAL HEALTH CARE, INC. Form 990, Part VI, Line 6 Classes of members or stockholders THE SOLE MEMBER IS PRIORITY HEALTH, INC. (EIN 38-2715520), a tax-exempt 501(c)(4) organization. Priority Health controls 100% of the Organization. Form 990, Part VI, Line 7a Members or stockholders electing members of governing body PRIORITY HEALTH, INC., A RELATED 501(C)(4) ORGANIZATION, IS ABLE TO APPOINT THE BOARD OF TOTAL HEALTH CARE, INC. Form 990, Part VI, Line 11b Review of form 990 by governing body The review process for this Form 990 is as follows: 1. Preparation of the return is supervised and reviewed by the organization's Corporate Tax Manager. 2. A second review is performed by an external CPA firm with expertise in tax-exempt return preparation. 3. The return is reviewed by the organization's finance and legal departments (Including the SVP, Finance and SVP, General Counsel) and shared with the members of the finance committee and board of directors. 4. The organization's SVP, Finance reviews comments or questions received from members of the Board of Directors, if any, to address or to incorporate, as appropriate, into the return prior to filing. Form 990, Part VI, Line 12c Conflict of interest policy BOARD OF DIRECTORS 1. Conflicts of interest must be disclosed to other members of the Board of Directors and Board of Directors members must not vote or use personal influence on any matter in which the director has a conflict of interest. 2. A person having a financial interest in a proposed transaction or arrangement may make a presentation at a meeting of the Board of Directors or committee considering that transaction or arrangement, but after that presentation he or she shall leave the meeting during discussion and voting on that proposed transaction or arrangement. The person having the financial interest shall not be counted in determining whether a quorum is present. 3. The chairperson of the Board of Directors or committee shall, if appropriate, appoint a disinterested person or committee (including outside advisors) to investigate alternatives to the proposed transaction or arrangement, and to advise whether the proposed transaction or arrangement is in the organization's best interest. 4. The Board of Directors or committee shall exercise due diligence to determine whether the organization can, with reasonable efforts, obtain a more advantageous transaction or arrangement that would not give rise to a conflict of interest. 5. If a more advantageous transaction or arrangement is not reasonably attainable under circumstances that would not give rise to a conflict of interest, the Board of Directors or committee shall determine by a majority vote of the disinterested directors and members whether the proposed transaction or arrangement is in the organization's best interest and for its own benefit and whether the transaction is fair and reasonable to the organization, and shall make its decision as to whether to enter into the transaction or arrangement in conformity with such determination. 6. The minutes of the meetings of the Board of Directors and all of the organization's committees shall set forth: a) The names of the persons who disclosed a financial interest in a proposed transaction or arrangement involving the organization or any of its subsidiaries and the nature of the financial interest; and b) The names of the persons who were present for discussions and votes relating to such transaction or arrangement, including any discussion of alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection with that matter. The votes of individual members need not be recorded unless otherwise directed by the Board of Directors or committee. 7. There is an ongoing requirement that members of the board of directors complete another disclosure questionnaire at any point during his/her tenure on the board of directors when a new potential conflict of interest arises. If a member of the board of directors completes a disclosure questionnaire as a result of a new potential conflict of interest, that disclosure questionnaire is submitted to the legal and compliance departments for review. MANAGEMENT 1. UPON ACCEPTANCE OF AN EMPLOYMENT OFFER, EACH MEMBER OF MANAGEMENT COMPLETES A CONFLICT OF INTEREST DISCLOSURE QUESTIONNAIRE. A COPY OF THE MEMBER OF MANAGEMENT'S DISCLOSURE QUESTIONNAIRE IS SENT TO THE COMPLIANCE DEPARTMENT. A COPY OF THE MEMBER OF MANAGEMENT'S DISCLOSURE IS REVIEWED BY THE COI TEAM AND ESCALATED TO THE COI COMMITTEE IF NECESSARY. 2. ANNUALLY, EACH MEMBER OF MANAGEMENT COMPLETES AN ANNUAL CONFLICT OF INTEREST DISCLOSURE QUESTIONNAIRE ELECTRONICALLY. THE DISCLOSURE QUESTIONNAIRE IS REVIEWED BY THE LEGAL AND COMPLIANCE DEPARTMENTS. 3. THERE IS AN ONGOING REQUIREMENT THAT MEMBERS OF MANAGEMENT COMPLETE ANOTHER DISCLOSURE QUESTIONNAIRE AT ANY POINT DURING HIS/HER EMPLOYMENT WHEN A NEW POTENTIAL CONFLICT OF INTEREST ARISES. IF A MEMBER OF MANAGEMENT COMPLETES A DISCLOSURE QUESTIONNAIRE AS A RESULT OF A NEW POTENTIAL CONFLICT OF INTEREST, THAT DISCLOSURE QUESTIONNAIRE IS SUBMITTED TO THE LEGAL AND COMPLIANCE DEPARTMENTS. 4. THE LEGAL AND COMPLIANCE DEPARTMENTS, IN CONSULTATION WITH EXECUTIVE MANAGEMENT, DETERMINE HOW ANY REPORTED CONFLICTS SHOULD BE MANAGED. MANAGEMENT OF A CONFLICT MAY TAKE A VARIETY OF DIFFERENT FORMS FROM IMPLEMENTATION OF A MANAGEMENT PLAN TO REQUIRING THAT THE MEMBER OF MANAGEMENT CEASE THE ACTIVITY CREATING THE CONFLICT OR, IN EXTREME CASES, LEAVE THE ORGANIZATION'S EMPLOYMENT. MANAGEMENT IS DETERMINED ON AN INDIVIDUAL BASIS BASED UPON THE FACTS AND CIRCUMSTANCES SURROUNDING THE DISCLOSURE. THE PURPOSE OF CONFLICT MANAGEMENT IS TO PROVIDE TRANSPARENCY WITHIN THE ORGANIZATION AND TO ENSURE THAT THE ORGANIZATION'S EMPLOYEES ARE ALWAYS ACTING IN THE BEST INTEREST OF THE ORGANIZATION. Form 990, Part VI, Line 19 Required documents available to the public The organization's Articles of Incorporation and Statutory Financial Statements are on file with the State of Michigan and available to the public on the State's website. All items are also available upon request. Form 990, Part VII, Section A, Line 2 Individuals Compensated more than $100,000 THERE ARE NO INDIVIDUALS REPORTED AS ALL ARE EMPLOYED BY THE PARENT ORGANIZATION BHSH SYSTEM. REFER TO THE DISCLOSURE FOR FORM 990, PART V, LINE 2A FOR FURTHER DETAIL. Form 990, Part XI, Line 9 Other changes in net assets or fund balances INCOME FROM SUBSIDIARY EQUITY INVESTMENT - TOTAL HEALTHCARE USA - -272673; ADJUSTMENT FOR WRITE-OFF OF PAST BAD DEBT ALLOWANCE - 300004; ADJUSTMENT FOR NON-ADMITTED ASSETS - -140540; Form 990, Part XII, Line 2c Audited Financial Statements AS A RESULT OF PRIORITY HEALTH'S ACQUISITION OF TOTAL HEALTH CARE, INC., THE PRIORITY HEALTH FINANCE AND AUDIT COMMITTEE ASSUMED RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT. Form 990, Part XII, Line 2b Audited Financial Statements The organization is audited annually on a stand alone basis and issued financial statements on a stand alone basis which are prepared in accordance with SAP (Statutory Accounting Principles), as required by regulatory authorities. The figures in this Form 990 reconcile to the financial statements prepared under statutory accounting principles as submitted to the State of Michigan and the National Association of Insurance Commissioners (NAIC). BHSH SYSTEM 100 MICHIGAN ST NE GRAND RAPIDS MI 49503 383382353 MANAGEMENT MI 501(c)(3) Type III-FI NA false SPECTRUM HEALTH HOSPITALS 100 MICHIGAN ST NE GRAND RAPIDS MI 49503 381360529 HEALTH CARE MI 501(c)(3) 3 BHSH SYSTEM false SPECTRUM HEALTH PRIMARY CARE PTNRS 1840 WEALTHY STREET SE GRAND RAPIDS MI 49506 381358164 HEALTH CARE MI 501(c)(3) 3 BHSH SYSTEM false SPECTRUM HEALTH FOUNDATION 100 MICHIGAN ST NE GRAND RAPIDS MI 49503 382752328 PHILANTHROPY MI 501(c)(3) 7 BHSH SYSTEM false SPECTRUM HEALTH CONTINUING CARE 750 FULLER AVE NE GRAND RAPIDS MI 49503 383242232 REHAB/CARE MI 501(c)(3) 10 BHSH SYSTEM false TRINITY HEALTH PLANS 1231 EAST BELTLINE NE GRAND RAPIDS MI 49525 382663747 HMO MGMT MI 501(c)(4) PRIORITY HEALTH false PRIORITY HEALTH CHOICE INC 1231 EAST BELTLINE NE GRAND RAPIDS MI 49525 320016523 HMO (MEDICAID) MI 501(c)(3) 10 PRIORITY HEALTH false REED CITY HOSPITAL CORPORATION 300 N PATTERSON RD REED CITY MI 49677 382770076 HEALTH CARE MI 501(c)(3) 3 BHSH SYSTEM false NEWAYGO COUNTY GENERAL HOSPITAL ASSOCIATION 212 S SULLIVAN AVENUE FREMONT MI 49412 381359517 HEALTH CARE MI 501(c)(3) 3 BHSH SYSTEM false ZEELAND COMMUNITY HOSPITAL 8333 FELCH STREET ZEELAND MI 49464 381411184 HEALTH CARE MI 501(c)(3) 3 BHSH SYSTEM false SPECTRUM HEALTH UNITED 615 S BOWER GREENVILLE MI 48838 381358412 HEALTH CARE MI 501(c)(3) 3 BHSH SYSTEM false MECOSTA COUNTY MEDICAL CENTER 605 OAK STREET BIG RAPIDS MI 49307 381368744 HEALTH CARE MI 501(c)(3) 3 BHSH SYSTEM false MEMORIAL MEDICAL CENTER OF WEST MICHIGAN 1 N ATKINSON DR LUDINGTON MI 49431 381359266 HEALTH CARE MI 501(c)(3) 3 BHSH SYSTEM false PENNOCK HOSPITAL 1009 West Green Street Hastings MI 49058 381360562 HEALTH CARE MI 501(c)(3) 3 BHSH SYSTEM false LAKELAND REGIONAL HEALTH SYSTEM INC 1234 NAPIER AVENUE SAINT JOSEPH MI 49085 382609624 HEALTH CARE MI 501(c)(3) 3 BHSH SYSTEM false TOTAL HEALTH CARE USA INC 3011 W GRAND BLVD SUITE 1600 DETROIT MI 48202 383240485 HMO MGMT MI 501(c)(4) Total Health Care Inc true PRIORITY HEALTH 1231 EAST BELTLINE NE GRAND RAPIDS MI 49525 382715520 HMO MI 501(c)(4) BHSH SYSTEM false WEST MICHIGAN ACCOUNTABLE CARE ORGANIZATION LLC 221 MICHIGAN ST NE STE 501 GRAND RAPIDS MI 49503 833153113 ACCOUNTABLE CARE ORGANIZATION MI BHSH SYSTEM Related false false PRIORITY HEALTH INSURANCE COMPANY 1231 EAST BELTLINE NE GRAND RAPIDS MI 49525 201529553 INSURANCE MI PRIORITY HEALTH C Corporation false PRIORITY HEALTH MANAGED BENEFITS 1231 EAST BELTLINE NE GRAND RAPIDS MI 49525 383085182 THIRD PARTY ADMINISTRATOR MI NA C Corporation false WEST MICHIGAN HEART 1840 Wealthy Street GRAND RAPIDS MI 49506 382125186 PHYSICIANS MI NA C Corporation false SPECTRUM HEALTH PHYSICIAN ALLIANCE 100 MICHIGAN AVE NE GRAND RAPIDS MI 49503 371655728 PHYSICIANS MI NA C Corporation false false false false false false false false false false false false false true true true true true true true TOTAL HEALTH CARE USA INC Q 11113774 ACTUAL COSTS