2020-10-22T14:31:50-05:00 2019-12-31 350921680 CROWE LLP 401 East Las Olas Blvd Suite 1100 Fort Lauderdale FL 333014230 990 2019-01-01 592374556 Morton Plant Mease Health Care Inc MORT 7274627878 300 Pinellas St Clearwater FL 33756 Ron Beamon VP, CFO - BayCare Hospital Div 2020-10-22 true Brittney Kocaj P01320603 9542028600 2019 2021-01-29 14:40:06Z Glenn Waters 2985 Drew Street Clearwater FL 33759 49353662 false X N/A X 1983 FL Morton Plant Mease Health Care, Inc. will improve the health of all we serve through community-owned health care services that set the standard for high-quality, compassionate care. 22 20 409 226 0 0 8120962 10710097 33802641 36569355 1501 -8638 2220416 2082848 44145520 49353662 7850377 10432118 0 0 24417598 25785823 0 0 0 11877612 13144107 44145587 49362048 -67 -8386 487209021 825305759 5620238 6287979 481588783 819017780 Morton Plant Mease Health Care, Inc. will improve the health of all we serve through community-owned health care services that set the standard for high-quality, compassionate care. false false 45396126 10432118 38652203 Morton plant mease health care, inc.'s primary function is to provide support services to various tax-exempt related entities including morton plant hospital association, inc. And trustees of mease hospital, inc. The types of support services provided to these entities include executive management, finance, team resources, education, administration, medical affairs, transcription, Switchboard, clinical research, and social services. 45396126 true true false true false false false false false true false true true false true false true false false false false false false false false false true false true false false false false false false true false false false false false false true true false false false true X 0 0 409 true false false false false false false false false false false false false X 22 20 true false false false false false true true true false false true true true true true true false false false X Janice Polo EVP & CFO 7278208021 2985 Drew Street Clearwater FL 33759 ANDY BURWELL TRUSTEE/TREASURER 1.0 2.0 X X 0 0 0 GAY LANCASTER TRUSTEE/CHAIRMAN 1.0 3.0 X X 0 0 0 GLENN WATERS EX-OFFICIO TRUSTEE/EVP, COO BAYCARE 1.0 63.0 X X 0 1722143 62974 KURT ERICKSON TRUSTEE/VICE CHAIR 1.0 3.0 X X 0 0 0 SUSAN LATVALA TRUSTEE/SECRETARY 1.0 3.0 X X 0 0 0 BENJAMIN DAMSKER TRUSTEE 1.0 2.0 X 0 0 0 CANDACE GLEWEN EX-OFFICIO TRUSTEE 1.0 2.0 X 0 0 0 EARLE COOPER EX-OFFICIO TRUSTEE 1.0 2.0 X 0 0 0 ISAY GULLEY TRUSTEE 1.0 2.0 X 0 0 0 JAMES CANTONIS TRUSTEE/IMM PAST CHAIR 1.0 3.0 X 0 0 0 JORGE NAVAS TRUSTEE 1.0 3.0 X 0 0 0 JUDY PARKER TRUSTEE 1.0 2.0 X 0 0 0 KATIE COLE TRUSTEE 1.0 2.0 X 0 0 0 KEVIN MASON TRUSTEE till Feb 2019 1.0 2.0 X 0 0 0 MARION RICH EX-OFFICIO TRUSTEE 1.0 2.0 X 0 0 0 MICHAEL SZOSTAK EX-OFFICIO TRUSTEE 1.0 2.0 X 25000 0 0 NANCY RIDENOUR TRUSTEE till Feb 2019 1.0 2.0 X 0 0 0 RICHARD RODRIGUEZ EX-OFFICIO TRUSTEE 1.0 2.0 X 0 0 0 RICK CHESLER TRUSTEE 1.0 2.0 X 0 0 0 ROBERT ENTEL EX-OFFICIO TRUSTEE 1.0 2.0 X 0 0 0 ROBERT SHAW TRUSTEE 1.0 2.0 X 0 0 0 TINA TENRET TRUSTEE 1.0 2.0 X 0 0 0 TONJUA WILLIAMS TRUSTEE 1.0 2.0 X 0 0 0 VAKESH RAJANI TRUSTEE 1.0 2.0 X 0 0 0 RONALD BEAMON VP, CFO BAYCARE HOSP DIV 1.0 58.0 X 0 467400 71631 LOUIS GALDIERI SVP MARKET LEADER N PIN/W PSCO 45.0 2.0 X 692309 0 50946 ANTHONY SCHUSTER VP,CHIEF MEDICAL OFFICER MEASES 45.0 0 X 492965 0 108218 JEFFERY JENSEN VP,CHIEF MEDICAL OFFICER MORTON PLANT HOSP 45.0 0 X 525836 0 50897 JEFFREY HELD VP,CHIEF MEDICAL OFFICER AMB & CLIN INTEGR 45.0 3.0 X 961501 0 147938 MATTHEW NOVAK PRESIDENT MEASE HOSPITALS 35.0 16.0 X 366834 0 82019 THOMAS DORIA VP, PATIENT SVCS/CNO - WEST 45.0 0 X 462466 0 27231 CARL TREMONTI FORMER VP, CFO BAYCARE HOSP DIV 0.0 52.0 X 0 742494 27347 GLENN GRAZIOSE FORMER KEY, DIRECTOR PHARMACEUTICAL SRVCS 45.0 0 X 268362 0 36374 LISA JOHNSON FORMER VP, PATIENT CARE SVCS 0.0 45.0 X 0 611279 80811 3795273 3543316 746386 41 true true false NUANCE COMMUNICATIONS INC PO BOX 2561 CAROL STREAM IL 601322561 software maintenance 1410948 YES HIM CONSULTING INC 11701 BELCHER RD S LARGO FL 33773 consulting services 1323242 UNITED AUDIT SYSTEMS INC 1924 DANA AVE CINCINNATI OH 45207 coding support services 1310928 SHERI DELUDOS & ASSOCIATES INC 2912 ST CROIX DR CLEARWATER FL 33759 medical services 523710 CERNER PO BOX 412702 KANSAS CITY MO 641412702 Software support 512658 11 10432118 227587 50392 10710097 SUPPORT SERVICES 561000 36516087 36516087 RENTAL INCOME AFFILIATE 531120 53268 53268 0 0 0 0 36569355 -8638 -8638 0 0 0 0 MISC REV 621990 2082848 2082848 0 0 0 0 2082848 49353662 38652203 0 -8638 X 10432118 10432118 692346 692346 19419355 18070796 1348559 1161546 1080884 80662 3232814 3008314 224500 1279762 1210362 69400 27256 27256 140 140 618 618 5837051 5835818 1233 0 20322 20322 932693 932693 699279 699279 376948 376948 213296 -250 213546 307241 307241 750 750 INTERCOMPANY EXP REDIST 2069655 2069655 PURCHASED SERVICES 2030512 1835332 195180 DIETARY 294504 294045 459 DUES & LICENSES 51826 51826 282016 102068 179948 0 49362048 45396126 3965922 0 76235 100 815 0 0 0 33663 19008 20164472 17195455 3069724 2969017 0 104110265 115370554 379918319 706947080 487209021 825305759 5620238 6242494 0 0 0 45485 0 0 5620238 6287979 X 400405780 734785590 81183003 84232190 X 481588783 819017780 487209021 825305759 X -8386 337437383 X false true X true false X X 3 MORTON PLANT HOSPITAL ASSOCIATION INC 590624462 3 true 7465223 17368399 MORTON PLANT MEASE HEALTH SERVICES 592600684 9 true 0 200361 TRUSTEES OF MEASE HOSPITAL INC 590855412 3 true 2975895 11344809 3 10441118 28913569 false false false false false true false false false false false false false false false false Schedule A, Part IV, Section A, Line 1 Supported Orgs Listed By Name PER ITS ARTICLES, THE ORGANIZATION WILL SUPPORT 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 6 Support to other supported orgs MORTON PLANT MEASE HEALTH CARE, INC. PROVIDES SUPPORT TO VARIOUS CHARITABLE ORGANIZATIONS IN ATTEMPT TO FURTHER ITS EXEMPT PURPOSE. SEE SCHEDULE I FOR MORE DETAILS. Schedule A, Part IV, Section C, Line 1 Majority director detail BOTH THE SUPPORTING ORGANIZATION AND THE SUPPORTED ORGANIZATIONS ARE PARTICIPANTS IN A JOINT OPERATING AGREEMENT ("JOA"). THE MANAGEMENT OF THE ORGANIZATIONS PARTICIPATING IN THE JOA IS SUBJECT TO THE TERMS OF THE JOA. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED false true false false false false true 900 false true 618 1518 false Schedule C, Part II-B, Line 1 DETAILED DESCRIPTION OF THE LOBBYING ACTIVITY Line 1b, 1g. Lobbying activities performed by an employee concerning health issues. Line 1i. Dues were paid to American Health Information Management Association, American Academy of Family Physicians, and the Florida Society of Health System Pharmacists. These associations use a portion of their dues to conduct lobbying activities. 2139012 2139012 1080239 803041 277198 0 0 0 16836896 16392414 444482 108325 0 108325 2969017 INVESTMENT IN BPP 23264 F INVESTMENT IN FNDT NET ASSETS 115347290 F 115370554 DEPOSITS 120 DUE FROM AFFILIATES 706946960 706947080 0 X 14965940 13924635 13924635 1041305 48312357 48312357 49353662 1049691 0 0 1049691 48312357 48312357 49362048 Schedule D, Part X, Line 2 FIN 48 (ASC 740) footnote MANAGEMENT BELIEVES THAT ALL TAX POSITIONS TAKEN WITH RESPECT TO EXEMPT STATUS ISSUES AND UBTI ISSUES, IF EXAMINED BY THE IRS WITH FULL KNOWLEDGE OF ALL MATERIAL FACTS, ARE MORE LIKELY THAN NOT TO BE SUSTAINED. THEREFORE, THE FULL BENEFITS OF THE TAX POSITIONS TAKEN ARE RECOGNIZED IN THE FINANCIAL STATEMENTS. Schedule D, Part XI, Line 2(d) Other revenues in audited financial statements not in form 990 CHANGE IN FOUNDATION EARNINGS - 13924635 Schedule D, Part XI, Line 4(b) Other revenues in form 990 not in audited financial statements GRANTS - 1364152 MANAGEMENT FEES - 36516087 CONTRIBUTIONS RECORDED IN NET ASSETS - 10432118 Schedule D, Part XII, Line 4(b) Other expenses in form 990 not in audited financial statements CONTRIBUTIONS IN NET ASSETS - 10432118 GRANTS - 1364152 MANAGEMENT FEES - 36516087 true MORTON PLANT HOSPITAL ASSOCIATION INC 300 PINELLAS STREET CLEARWATER FL 33756 590624462 501(C)(3) 7456223 HOSPITAL SUPPORT TRUSTEES OF MEASE HOSPITAL INC 601 MAIN STREET DUNEDIN FL 36498 590855412 501(C)(3) 2975895 HOSPITAL SUPPORT 2 0 Schedule I, Part I, Line 2 Procedures for monitoring use of grant funds. MORTON PLANT MEASE HEALTH CARE, INC. IS COMMITTED TO ASSISTING NON-PROFIT ORGANIZATIONS WHOSE FOCUS IS TO IMPROVE THE HEALTH AND WELLNESS OF THE COMMUNITIES WE SERVE. EACH CASH DONATION REQUEST IS REVIEWED BY MORTON PLANT MEASE HEALTH CARE, INC.'S SENIOR MANAGEMENT TEAM TO DETERMINE WHETHER THE ORGANIZATION IS ONE WE WANT TO DONATE TO, BASED ON THE ORGANIZATION'S MISSION, NON-PROFIT STATUS, AND USAGE OF FUNDS. ONCE APPROVED, WE REQUIRE PROPER DOCUMENTATION FROM THE ORGANIZATION OF ITS NONPROFIT STATUS, AND AS NEEDED, FOLLOW-UP WITH THE ORGANIZATION TO ENSURE THE ACTIVITY OCCURRED. true true false false false false false false false GLENN WATERS EX-OFFICIO TRUSTEE/EVP, COO BAYCARE 0 955203 0 441696 0 325244 0 20330 0 42644 0 1785117 0 56588 CARL TREMONTI FORMER VP, CFO BAYCARE HOSP DIV 0 416544 0 138632 0 187318 0 14165 0 13182 0 769841 0 67134 LISA JOHNSON FORMER VP, PATIENT CARE SVCS 0 377730 0 146156 0 87393 0 46144 0 34667 0 692090 0 0 GLENN GRAZIOSE FORMER KEY, DIRECTOR PHARMACEUTICAL SRVCS 230030 0 31675 0 6657 0 12738 0 23636 0 304736 0 0 0 RONALD BEAMON VP, CFO BAYCARE HOSP DIV 0 369649 0 80805 0 16946 0 43556 0 28075 0 539031 0 0 LOUIS GALDIERI SVP MARKET LEADER N PIN/W PSCO 409553 0 122350 0 160406 0 20298 0 30648 0 743255 0 59968 0 JEFFREY HELD VP,CHIEF MEDICAL OFFICER AMB & CLIN INTEGR 171787 0 108766 0 680948 0 130671 0 17267 0 1109439 0 194095 0 MATTHEW NOVAK PRESIDENT MEASE HOSPITALS 270928 0 81686 0 14220 0 58938 0 23081 0 448853 0 0 0 THOMAS DORIA VP, PATIENT SVCS/CNO - WEST 268631 0 79920 0 113915 0 15114 0 12117 0 489697 0 50343 0 JEFFERY JENSEN VP,CHIEF MEDICAL OFFICER MORTON PLANT HOSP 367700 0 86429 0 71707 0 33480 0 17417 0 576733 0 0 0 ANTHONY SCHUSTER VP,CHIEF MEDICAL OFFICER MEASES 364800 0 116645 0 11520 0 85753 0 22465 0 601183 0 0 0 Schedule J, Part I, Line 3 Arrangement used to establish the top management official's compensation The filing organization does not use any of the options listed in Schedule J, Part I, Line 3 to establish the compensation of the CEO/Executive Director. However, the related organization, BayCare Health System Inc, uses Compensation committee, Independent compensation consultant, Written employment contract, Compensation survey or study and Approval by the board or compensation committee as a means to establish the CEO's compensation of the filing organization. Schedule J, Part I, Line 4a Severance or change-of-control payment Jeffrey Held received a severance payment in the amount of $352,789 during 2019. Schedule J, Part I, Line 4b Supplemental nonqualified retirement plan BayCare Health System provides two nonqualified deferred compensation plans to executive level employees: Executive Nonqualified Defined Contribution Plan The plan provides for annual credits of a specified percentage of an eligible participant's eligible compensation paid in a plan year and interest credits. Plan participants vest in increasing percentages based on years of service. Further, a participant shall become fully vested upon the participant's death, total and permanent disability or due to involuntary separation of employment other than for cause, or upon reaching retirement age. Payments made during employment are made for required tax withholding and reduce the participant's account balance. Distribution of the vested account balance occurs upon termination of employment. The plan is frozen for the participants hired after 1.1.2018. Supplemental Executive Retirement Plan The plan provides for annual credits to the participant's company contribution account of a specified percentage of an eligible participant's eligible compensation paid in a plan year and investment income credits. Plan participants vest on January 1 of the fifth Plan Year following the Plan Year for which the contribution was made. Further, a participant shall become fully vested upon the participant's death, total and permanent disability or due to involuntary separation of employment other than for cause, or upon reaching retirement age. Distribution of the vested amounts shall be made no later than the earlier of 90 days following the date the amounts become vested or the March 15th following the Plan Year in which the participant became vested. Amounts accrued, vested and distributed for plan participants are provided below. Glenn Waters - Participated in a supplemental nonqualified deferred compensation plan. He had $286,780 in benefits vest in 2019. This amount is included in Part II (B)(iii) Other Compensation. The plan made cash distribution of $112,848 in 2019. Ronald Beamon - Participated in a supplemental nonqualified deferred compensation plan. He had $31,360 of nonvested benefits accrue during 2019. This amount is included in Part II (C) Retirement and other deferred compensation. Louis Galdieri - Participated in a supplemental nonqualified deferred compensation plan. He had $146,841 in benefits vest in 2019. This amount is included in Part II (B)(iii) Other compensation. The plan made cash distribution of $57,782 in 2019. Thomas Doria - Participated in a supplemental nonqualified deferred compensation plan. He had $99,408 in benefits vest in 2019. This amount is included in Part II (B)(iii) Other compensation. He became 100% vested in 2019. The plan made cash distribution of $39,117 in 2019. Jeffery Jensen - Participated in a supplemental nonqualified deferred compensation plan. He had $58,506 in benefits vest in 2019. This amount is included in Part II (B)(iii) Other compensation. The plan made cash distribution of $23,022 in 2019. Jeffrey Held - Participated in a supplemental nonqualified deferred compensation plan. He had $263,206 in benefits vest in 2019. This amount is included in Part II (B)(iii) Other compensation. He became 100% vested in 2019. The plan made cash distribution of $103,572 in 2019. Anthony Schuster - Participated in a supplemental nonqualified deferred compensation plan. He had $65,212 of nonvested benefits accrue during 2019. This amount is included in Part II (C) Retirement and other deferred compensation. Matthew Novak - Participated in a supplemental nonqualified deferred compensation plan. He had $43,362 of nonvested benefits accrue during 2019. This amount is included in Part II (C) Retirement and other deferred compensation. Lisa Johnson - Participated in a supplemental nonqualified deferred compensation plan. She had $66,266 in benefits vest in 2019. This amount is included in Part II (B)(iii) Other compensation. The plan made cash distribution of $26,076 in 2019. Carl Tremonti - Participated in a supplemental nonqualified deferred compensation plan. He had $159,463 in benefits vest in 2019. This amount is included in Part II (B)(iii) Other compensation. The plan made cash distribution of $62,749 in 2019. THOMAS DORIA FAMILY MEMBER OF LOUIS GALDIERI 489697 THOMAS DORIA IS A FAMILY MEMBER OF LOUIS GALDIERI, A KEY EMPLOYEE OF THE FILING ORGANIZATION. THOMAS DORIA WAS PAID REASONABLE COMPENSATION AS AN EMPLOYEE OF THE FILING ORGANIZATION. false Form 990, Part V, Line 1a Number in Box 3 of Form 1096 THE TOTAL NUMBER FROM BOX 3 OF FORM 1096 IS REPORTED BY BAYCARE HEALTH SYSTEM, INC, EIN 59-2796965, A RELATED ORGANIZATION THAT PROCESSES FORMS 1099 FOR ITS AFFILIATES. SUCH REPORTING ALIGNS THE FORM 1096, BOX 3 REPORTING TO THE ISSUING EIN. Form 990, Part VI, Line 15a PROCESS FOR DETERMINING COMPENSATION THE FILING ORGANIZATION DOES NOT DIRECTLY COMPENSATE SOME OF ITS TOP MANAGEMENT EMPLOYEES; RATHER COMPENSATION IS PAID BY A RELATED ORGANIZATION THAT FOLLOWS THE COMPENSATION POLICY OF THE 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 COMMITTEES MEETINGS AND DECISIONS. EXTERNAL CONSULTANTS REVIEW COMPENSATION EVERY OTHER YEAR, THE LAST REVIEW OCCURING IN 2019, BUT THE COMPENSATION COMMITTEE REGULARLY MONITORS COMPENSATION AND ALL OTHER PROCEDURES ARE FOLLOWED ANNUALLY. Form 990, Part VI, Line 15b PROCESS FOR DETERMINING COMPENSATION SEE NARRATIVE FOR FORM 990, PART VI, LINE 15A. Form 990, Part VI, Line 2 Family/business relationships amongst interested persons RICHARD RODRIGUEZ - Business relationship, KURT ERICKSON - Business relationship Form 990, Part VI, Line 7b Decisions requiring approval by members or stockholders THE TAXPAYER IS A PARTICIPANT, AS DEFINED IN THE SECOND RESTATED JOINT OPERATING AGREEMENT DATED AS OF MAY 23, 2006, AS AMENDED (THE "JOA"). UNDER THE JOA, BAYCARE HEALTH SYSTEM, INC. IS RESPONSIBLE FOR THE OPERATIONS OF THE PARTICIPANTS. THE JOA PARTICIPANTS INCLUDE THE TAXPAYER AND OTHER HOSPITALS AND NON-HOSPITAL ORGANIZATIONS. NOTICE OF THE JOA WAS PREVIOUSLY PROVIDED TO THE INTERNAL REVENUE SERVICE BY LETTER DATED JULY 1, 1997. THE PERSONS SERVING FROM TIME TO TIME AS THE MEMBERS OF THE BOARD OF DIRECTORS OF THE CORPORATION SHALL BE THE CORPORATE MEMBERS OF THE CORPORATION. THE MEMBERS OF THE CORPORATION HAVE THE AUTHORITY TO GRANT AND HAVE GRANTED BAYCARE A PROXY TO EXERCISE THE CLASS I AND CLASS II MEMBERS RESERVED RIGHTS. THE FOLLOWING ARE RESERVED POWERS FOR BOTH THE CLASS I AND CLASS II CORPORATE MEMBERS: A. CLASS I MEMBER RESERVED RIGHTS. (1) ADDITION, DELETION OR RECONFIGURATION OF SERVICES OF THE CORPORATION. (2) ESTABLISHMENT OF OVERALL CAPITAL AND OPERATING BUDGETS AND STRATEGIC PLANS APPLICABLE TO THE CORPORATION, INCLUDING THE USE OF THE FUNDS OF THE CORPORATION. (3) EXCLUSIVE AUTHORITY TO ENTER INTO MANAGED CARE CONTRACTS ON BEHALF OF THE CORPORATION AND ITS SUBSIDIARIES AND AFFILIATES. (4) APPROVAL OF CONTRACTS ON BEHALF OF THE CORPORATION (BUT THE CLASS I MEMBER MAY ESTABLISH POLICIES FROM TIME TO TIME PROVIDING THAT ONLY SPECIFIC TYPES OF CONTRACTS OR CONTRACTS INVOLVING OBLIGATIONS IN EXCESS OF SPECIFIED LEVELS NEED TO BE APPROVED BY THE CLASS I MEMBER). (5) AUTHORITY TO ESTABLISH FEES AND CHARGES ON BEHALF OF THE CORPORATION. (6) DETERMINATION OF WHETHER THE CORPORATION SHOULD JOIN ANY NETWORKS OR ALTERNATIVE OR INTEGRATED DELIVERY SYSTEMS. (7) ESTABLISHMENT OF EMPLOYMENT AND OTHER POLICIES APPLICABLE TO ALL PERSONNEL EMPLOYED BY THE CORPORATION. (8) APPROVAL OF THE PHILOSOPHY, MISSION STATEMENT AND PURPOSES OF THE CORPORATION. (9) APPROVAL OF CHANGES IN THE ARTICLES OF INCORPORATION OR IN THE BYLAWS OF THE CORPORATION. (10) 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 OF THE CORPORATION. (11) APPROVAL OF THE INCURRENCE OF INDEBTEDNESS BY THE CORPORATION ABOVE CERTAIN LIMITS ESTABLISHED BY THE CLASS I MEMBER. (12) APPROVAL OF THE ESTABLISHMENT OF ADDITIONAL AFFILIATES OR SUBSIDIARIES OF THE CORPORATION. (13) ADOPTION OF STRATEGIC PLANS OR MAJOR CHANGES IN PROGRAMS OR SERVICES OF THE CORPORATION. (14) APPROVAL OF THE PURCHASE, SALE, TRANSFER, OR OTHER ENCUMBRANCE OF ASSETS OF THE CORPORATION ABOVE SPECIFIED LEVELS ESTABLISHED BY THE CLASS I MEMBER. B. CLASS II MEMBER RESERVED RIGHTS. (1) APPROVAL OF THE PHILOSOPHY, MISSION STATEMENT AND PURPOSES OF THE CORPORATION. (2) 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 OF THE CORPORATION. (3) WITH REGARD TO ANY ASSETS OF THE CORPORATION NO LONGER REQUIRED IN THE OPERATIONS OF THE CORPORATION, APPROVAL OF ANY SALE OR OTHER DISPOSITION OF ANY ASSETS NOT IN THE ORDINARY COURSE WHICH HAVE A VALUE IN EXCESS OF $3 MILLION, AND WITH REGARD TO ALL OTHER ASSETS OF THE CORPORATION USED IN THE OPERATIONS OF THE CORPORATION, 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 THE CORPORATION TO ANOTHER ENTITY IN CONNECTION WITH A DULY AUTHORIZED RECONFIGURATION OF SERVICES). (4) APPROVAL OF THE CLOSURE OF A HOSPITAL FACILITY OF THE CORPORATION. (5) CHANGE IN THE NAME OF A HOSPITAL FACILITY OF THE CORPORATION. (6) APPROVAL OF SUBSTANTIVE CHANGES IN THE BYLAWS OF THE ARTICLES OF INCORPORATION OF THE CORPORATION. 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 MORTON PLANT MEASE HEALTH CARE, 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 INTERESTS. 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 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 VICE PRESIDENT OF TEAM RESOURCES. 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 19 Required documents available to the public THE ORGANIZATION'S FINANCIAL STATEMENTS ARE INCLUDED IN THE CONSOLIDATED FINANCIAL STATEMENTS OF ITS AFFILIATE, BAYCARE HEALTH SYSTEM, INC. THE CONSOLIDATED FINANCIAL STATEMENTS OF BAYCARE HEALTH SYSTEM, INC. 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 IX, Line 11g Other Fees CONSULTING FEES - Total Expense: 110205, Program Service Expense: 110205, Management and General Expenses: , Fundraising Expenses: ; OTHER OUTSIDE SERVICES - Total Expense: 2071607, Program Service Expense: 2070374, Management and General Expenses: 1233, Fundraising Expenses: ; PHYSICIAN FEES - Total Expense: 186567, Program Service Expense: 186567, Management and General Expenses: , Fundraising Expenses: ; HIM CODING - Total Expense: 3468672, Program Service Expense: 3468672, Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; - Total Expense: , Program Service Expense: , Management and General Expenses: , Fundraising Expenses: ; Form 990, Part XI, Line 9 Other changes in net assets or fund balances CHANGES IN NET ASSETS OF FOUNDATION - 25070668; NET ASSET TRANSFER PER JOA - XXX-XX-XXXX; EQUITY TRANSFER - -3606285; TRUSTEES OF MEASE HOSPITAL INC 601 MAIN STREET DUNEDIN FL 346985848 590855412 HEALTH SRVCS FL 501(c)(3) 3 MPMHC true MORTON PLANT HOSPITAL ASSOCIATION INC 300 PINELLAS STREET CLEARWATER FL 337563804 590624462 HEALTH SRVCS FL 501(c)(3) 3 MPMHC true MORTON PLANT MEASE HEALTH SERVICES INC 8452 118TH AVE N LARGO FL 337735007 592600684 HEALTH SRVCS FL 501(c)(3) 10 MPMHC true MORTON PLANT MEASE HEALTH CARE FOUND 1200 DRUID ROAD SOUTH CLEARWATER FL 337561995 591751535 FUNDRAISING FL 501(c)(3) Type I MPHATOM true GLOBAL HEALTH CARE INC 8452 118TH AVENUE NORTH LARGO FL 337735007 591853449 HEALTH SRVCS FL MPHV C Corporation 1 true MFP INC 628 BYPASS ROAD CLEARWATER FL 337645024 592374569 COLLECTIONS FL MPHV C Corporation 2850841 0 1 true MORTON PLANT HEALTH VENTURES INC 8452 118TH AVENUE NORTH LARGO FL 337735007 592728600 HEALTH SRVCS FL MPMHC C Corporation 0 920140 1 true false true true true false false false false false false true true false false true false true true MORTON PLANT HOSPITAL ASSOCIATION INC B 7456223 FMV TRUSTEES OF MEASE HOSPITAL INC B 2975895 FMV MORTON PLANT MEASE HEALTH CARE FOUNDATION INC C 10432118 FMV MORTON PLANT HOSPITAL ASSOCIATION INC K 169668 FMV MORTON PLANT HOSPITAL ASSOCIATION INC L 24042904 FMV TRUSTEES OF MEASE HOSPITAL INC L 14320704 FMV MORTON PLANT MEASE HEALTH SERVICES INC L 200361 FMV MORTON PLANT HOSPITAL ASSOCIATION INC O 2480754 FMV TRUSTEES OF MEASE HOSPITAL INC O 1008900 FMV MORTON PLANT HOSPITAL ASSOCIATION INC R 22313414 FMV TRUSTEES OF MEASE HOSPITAL INC R 14084773 FMV MORTON PLANT MEASE HEALTH SERVICES INC S 4002809 FMV