2019-05-15T18:29:06-05:00 2018-06-30 861065772 DELOITTE TAX LLP 50 S 6TH ST SUITE 2800 MINNEAPOLIS MN 554021844 990 2017-07-01 363370216 COPLEY VENTURES INC C/O RUSH COPLEY MEDICAL CENTER COPL 6309786200 2000 OGDEN AVENUE AURORA IL 605044206 BRENDA VANWYHE CFO CFO 6309786200 2019-05-15 1 KRISTINA RASMUSSEN P00143920 6123974000 71.195.91.55 2019-05-15 14:50:04 ED P C9ED19D146748CAC02A1A8999E376782BC08CAB7 D6D028B83EC7BAE48696A0FE418AC7215527A94E 2017 2019-02-21 02:37:17Z BARRY FINN 2000 OGDEN AVENUE AURORA IL 605044206 6149504 0 X WWW.RUSHCOPLEY.COM X 1985 IL TO PROVIDE ADVANCED MEDICINE WITH QUALITY OUTCOMES AND EXTRAORDINARY CARE. 3 0 224 0 2872 0 0 0 6228741 6042195 110 4040 -215176 -209857 6013675 5836378 0 0 0 0 2500433 2431300 0 0 0 3908990 4053294 6409423 6484594 -395748 -648216 26853317 27890944 38590301 40276144 -11736984 -12385200 X TO PROVIDE ADVANCED MEDICINE WITH QUALITY OUTCOMES AND EXTRAORDINARY CARE. 0 0 6484594 6042195 COPLEY VENTURES, INC. ("CV") HOLDS TITLE TO PROPERTY FOR RENTAL PURPOSES. CV LEASES AND OPERATES OUTPATIENT CLINICS AND MEDICAL OFFICE BUILDINGS.CV OWNS THE RUSH COPLEY HEALTHPLEX ("HEALTHPLEX"), WHICH IS A HEALTH AND FITNESS CENTER PROVIDING PREVENTIVE MEDICINE AND WELLNESS EDUCATION TO THE GENERAL PUBLIC. THE HEALTHPLEX OFFERS THE LATEST IN EXERCISE EQUIPMENT AND A STAFF OF NATIONALLY RECOGNIZED, CERTIFIED AND DEGREED PROFESSIONALS. THE HEALTHPLEX IS EQUIPPED WITH A THERAPY POOL AND EXERCISE EQUIPMENT TO REHABILITATE PATIENTS RANGING FROM CARDIAC PATIENTS TO PATIENTS WHO HAVE SPORTS INJURIES. THE HEALTHPLEX OFFERS A WIDE VARIETY OF ACTIVITIES TO MEMBERS OF ALL AGES AND ALL FITNESS LEVELS. THE HEALTHPLEX HAS DEVELOPED WELLNESS PROGRAMS AND SUPPORT GROUPS TO HELP MEMBERS ADJUST BOTH MENTALLY AND PHYSICALLY TO DIFFERENT HEALTH PROBLEMS.THE FOLLOWING IS A SAMPLE OF PROGRAMS OFFERED AT THE HEALTHPLEX:CHILDBIRTH AND PARENTING CLASSES, INCLUDING NUTRITION & EXERCISE DURING PREGNANCY, ARE PROVIDED TO EDUCATE THE COMMUNITY AND MAKE THEM AWARE OF OTHER SERVICES PROVIDED BY THE RUSH COPLEY MEDICAL CENTER, INC. AND AFFILIATED ORGANIZATION.WELLNESS PROGRAMS ENCOURAGE PARTICIPANTS TO IMPROVE THEIR HEALTH THROUGH EDUCATION AND ACTIVITIES. RECENT OFFERINGS INCLUDE: CPR, ARTHRITIS FOUNDATION AQUATIC PROGRAM, FIBROMYALGIA, AQUA MULTIPLE SCLEROSIS WATER EXERCISES, SENIOR CITIZENS GOLDEN HEART CLUB, EXERCISE FOR THE BUSINESS & VACATION TRAVELER, AND INJURY PREVENTION FOR THE ATHLETE.THE HEALTHPLEX HAS ALSO ESTABLISHED YOUTH PROGRAMS TO HELP CHILDREN DEVELOP MOTOR SKILLS, WHILE INTRODUCING THEM TO NUTRITION AND INTERDISCIPLINARY STUDIES. THESE PROGRAMS ENCOURAGE DEVELOPMENT OF PERSONAL, SOCIAL, HEALTH, AND WELLNESS SKILLS THAT WILL LEAD TO LIFE-LONG PHYSICAL ACTIVITY. RECENT OFFERINGS INCLUDE: KIDS CARDIO, KIDS FITNESS CLASS, EXERCISE YOUR HEART, HEALTHY OPPORTUNITIES TOGETHER, YOUTH FITNESS ASSESSMENTS, AND KIDS POWER. 6484594 1 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 1 7 0 1 224 1 1 1 0 0 0 0 0 0 0 0 0 0 X 3 0 1 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 IL X BRENDA VAN WYHE 6309786200 2000 OGDEN AVENUE AURORA IL 605044206 JOHN DIEDERICH DIRECTOR 1.00 40.00 X 0 546495 166993 BARRY FINN PRESIDENT & CEO/DIRECTOR 1.00 42.00 X X 0 1548342 31424 BRENDA VAN WYHE SR. VP FINANCE & CFO/TREASURER 1.00 42.00 X X 0 451921 73852 RYAN ASMUS VP, GENERAL COUNSEL/SECRETARY 1.00 42.00 X 0 369599 68925 ED BUDA EXECUTIVE DIRECTOR/GM (END 3/18) 40.00 0.00 X 0 142671 10814 RON JOHNSON DIRECTOR OF OPS/CONTROLLER 40.00 0.00 X 0 115915 9718 0 3174943 361726 0 0 1 0 IMAGE ONE FACILITY SOLUTIONS 3601 ALGONQUIN RD STE 100 ROLLING MEADOWS IL 60008 HOUSEKEEPING SERVICES 232603 1 HEALTHPLEX REVENUE 713940 4750266 4747394 2872 AFFILIATE RENTAL REV. 531120 1291929 1291929 6042195 40 40 103269 313126 -209857 -209857 -209857 4000 0 4000 4000 4000 5836378 6039323 2872 -205817 2129874 2129874 301426 301426 6692 6692 232714 232714 2425144 2425144 2198 2198 156134 156134 500262 500262 9997 9997 PURCHASED SERVICES 466377 466377 OTHER OPERATING EXPENSE 132708 132708 BANK CHARGE 115979 115979 BAD DEBT 5089 5089 6484594 6484594 0 0 419160 33876 50004 50003 16399 53805 10434 8302 2827011 4239014 38681083 15175139 23530309 23505944 26853317 27890944 967931 971975 3924081 2986350 33698289 36317819 38590301 40276144 X -11736984 -12385200 -11736984 -12385200 26853317 27890944 -648216 0 X X 0 1 X 1 0 X SCHEDULE A, PART I, PUBLIC CHARITY STATUS: COPLEY VENTURES, INC. IS EXEMPT AS A HOSPITAL UNDER INTERNAL REVENUE CODE SECTION 170(B)(1)(A)(III); HOWEVER, IT IS NOT A HOSPITAL AS DEFINED BY FORM 990, SCHEDULE H INSTRUCTIONS. 8647677 8647677 15142870 6799872 8342998 3176236 1985905 1190331 2013207 1710781 302426 9701093 4678581 5022512 23505944 DUE TO AFFILIATES 36185674 LONG TERM DEFERRED RENT OBLIGATION 132145 36317819 X PART X, LINE 2: THE INTERNAL REVENUE SERVICE HAS DETERMINED THAT THE CORPORATION, THE HOSPITAL, VENTURES AND THE FOUNDATION ARE QUALIFIED AS TAX-EXEMPT ORGANIZATIONS UNDER INTERNAL REVENUE CODE SECTION 501(C)(3); ACCORDINGLY, INCOME TAXES ARE NOT PROVIDED FOR IN THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS. THE MEDICAL GROUP OPERATES AS A TAXABLE CORPORATION AND ACCOUNTS FOR INCOME TAXES UNDER FINANCIAL ACCOUNTING STANDARDS BOARD (FASB) ACCOUNTING STANDARDS CODIFICATION (ASC) 740. NO PROVISION FOR INCOME TAXES WAS RECORDED FOR 2018 AND 2017 DUE TO OPERATING LOSSES. AS OF JUNE 30, 2018, THE MEDICAL GROUP HAD NET OPERATING LOSS CARRYFORWARDS OF APPROXIMATELY $116,866,000 FOR INCOME TAX PURPOSES THAT ARE AVAILABLE TO OFFSET FUTURE TAXABLE INCOME. IF NOT UTILIZED, THESE CARRYFORWARDS WILL BEGIN TO EXPIRE IN 2019. BASED ON THE UNCERTAIN REALIZATION OF THESE CARRYFORWARDS, A VALUATION ALLOWANCE HAS BEEN RECORDED TO FULLY RESERVE THESE CARRYFORWARDS. 0 1 0 0 0 0 0 0 0 JOHN DIEDERICH DIRECTOR 0 442975 0 89490 0 14030 0 141455 0 25538 0 713488 0 0 BARRY FINN PRESIDENT & CEO/DIRECTOR 0 739783 0 304470 0 504089 0 5400 0 26024 0 1579766 0 0 BRENDA VAN WYHE SR. VP FINANCE & CFO/TREASURER 0 343863 0 103950 0 4108 0 56642 0 17210 0 525773 0 0 RYAN ASMUS VP, GENERAL COUNSEL/SECRETARY 0 260044 0 89490 0 20065 0 43447 0 25478 0 438524 0 0 ED BUDA EXECUTIVE DIRECTOR/GM (END 3/18) 0 132253 0 9750 0 668 0 2456 0 8358 0 153485 0 0 PART I, LINE 3 COPLEY MEMORIAL HOSPITAL, A RELATED ORGANIZATION OF COPLEY VENTURES, USED THE FOLLOWING METHODS TO DETERMINE THE COMPENSATION OF THE ORGANIZATION'S CEO/EXECUTIVE DIRECTOR: - COMPENSATION COMMITTEE - INDEPENDENT COMPENSATION CONSULTANT - FORM 990 OF OTHER ORGANIZATIONS - COMPENSATION SURVEY OR STUDY - APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE. PART I, LINE 4B CMH OFFERS A SUPPLEMENTAL RETIREMENT PLAN TO CERTAIN EMPLOYEES WHO PARTICIPATE IN THE EXECUTIVE BENEFITS PROGRAM. THERE IS NO CONSTRUCTIVE RECEIPT OF THESE AMOUNTS BY THE INDIVIDUALS UNTIL THEY ARE PAID OUT AS THEY ARE SUBJECT TO A SUBSTANTIAL RISK OF FORFEITURE UNTIL INDIVIDUALS MEET THE REQUIRED VESTING PERIOD. ONCE VESTED, PAYOUTS WOULD BE INCLUDED AS REPORTABLE COMPENSATION ON THE RECIPIENTS ANNUAL FORM W-2. BARRY FINN RECEIVED PAYMENTS IN 2017 OF $474,303. FORM 990, PART VI, SECTION A, LINE 2 ALL OF THE PERSONS LISTED ON PART VII HAVE A "BUSINESS RELATIONSHIP" WITH EACH OTHER BY VIRTUE OF SITTING ON RELATED RUSH COPLEY MEDICAL CENTER ENTITY BOARDS. FORM 990, PART VI, SECTION A, LINE 6 RUSH COPLEY MEDICAL CENTER, INC. ("RCMC") IS THE SOLE CORPORATE MEMBER OF COPLEY MEMORIAL HOSPITAL, INC. ("CMH"), RUSH COPLEY MEDICAL GROUP, NFP ("RCMG"), COPLEY VENTURES, INC. ("CV"), AND RUSH COPLEY FOUNDATION ("RCF"). FORM 990, PART VI, SECTION A, LINE 7A COPLEY VENTURES, INC.'S BOARD OF DIRECTORS ARE ELECTED BY THE GOVERNING BOARD OF COPLEY VENTURES, INC.'S SOLE CORPORATE MEMBER, RUSH COPLEY MEDICAL CENTER, INC., AT THE ANNUAL MEETING OF THE GOVERNING BOARD OF RUSH COPLEY MEDICAL CENTER, INC. FORM 990, PART VI, SECTION A, LINE 7B THE PRESIDENT OF COPLEY VENTURES, INC. IS THE CEO OF COPLEY VENTURES, INC.'S SOLE CORPORATE MEMBER, RUSH COPLEY MEDICAL CENTER, INC., AND HAS THE NECESSARY AUTHORITY AND RESPONSIBILITY FOR THE ADMINISTRATION OF THE AFFAIRS OF COPLEY VENTURES, INC. ANY REPEAL OR AMENDMENTS TO THE BYLAWS OR THE ARTICLES OF INCORPORATION OF COPLEY VENTURES, INC. REQUIRES APPROVAL OF COPLEY VENTURES, INC.'S SOLE CORPORATE MEMBER, RUSH COPLEY MEDICAL CENTER, INC. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS PREPARED BY OUR EXTERNAL TAX ADVISOR WITH DATA PROVIDED BY OUR ORGANIZATION. A DRAFT OF THE FORM 990 IS PROVIDED TO MANAGEMENT FOR REVIEW AND COMMENT. THE BOARD OF DIRECTORS IS PROVIDED WITH AN APPROVED COPY OF THE FORM 990 BEFORE IT IS FILED. FORM 990, PART VI, SECTION B, LINE 12C ANNUALLY, OFFICERS AND DIRECTORS OF COPLEY VENTURES ARE REQUIRED TO DISCLOSE INTERESTS THAT COULD GIVE RISE TO CONFLICTS. THE CONFLICT OF INTEREST STATEMENTS ARE SUBMITTED AND REVIEWED BY THE CHIEF COMPLIANCE OFFICER AND THE AUDIT AND CORPORATE INTEGRITY COMMITTEE OF THE BOARD. THOSE KEY PERSONNEL WITH CONFLICTS ARE ADVISED TO RECUSE THEMSELVES FROM PARTICIPATING IN DECISION MAKING RELATED TO THE CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 THE CEO/VPS OF THE ORGANIZATION AND KEY SENIOR MANAGEMENT ARE COMPENSATED BY COPLEY MEMORIAL HOSPITAL. COPLEY MEMORIAL HOSPITAL FOLLOWS A COMPENSATION APPROVAL PROCEDURE ANNUALLY THAT INVOLVES APPROVAL OF PROPOSED AND FINAL COMPENSATION ARRANGEMENTS BY ITS COMPENSATION COMMITTEE AND FULL BOARD OF DIRECTORS USING COMPARABILITY DATA, AS WELL AS CONTEMPORANEOUS DOCUMENTATION OF COMPENSATION DECISIONS IN MINUTES. FORM 990, PART VI, SECTION C, LINE 19 FORM 990 IS AVAILABLE UPON REQUEST. THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS OR CONFLICT OF INTEREST POLICY AVAILABLE TO THE PUBLIC. COPIES OF THE FINANCIAL STATEMENTS (WHETHER OR NOT AUDITED) ARE PROVIDED UPON REASONABLE REQUEST SUCH AS FOR A BANK LOAN OR TO A BOND RATING AGENCY. FORM 990, PART XII LINE 2A&B ALTHOUGH THE ORGANIZATION DOES NOT RECEIVE STAND ALONE GAAP FINANCIAL STATEMENTS IT DOES RECEIVE ON AN ANNUAL BASIS FROM INDEPENDENT AUDITORS CONSOLIDATED ENTITY GAAP FINANCIALS STATEMENTS (AUDITED) FOR ITSELF AND ITS AFFILIATES. 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