2018-11-15T17:54:35-06:00 2017-12-31 271728945 PKF O'CONNOR DAVIES LLP 300 TICE BOULEVARD SUITE 315 WOODCLIFF LAKE NJ 07677 990 2017-01-01 320041186 VALLEY PHYSICIAN SERVICES INC VALL 2014478000 223 NORTH VAN DIEN AVE RIDGEWOOD NJ 07450 MARC GOLDSTEIN PRESIDENT 2014478000 2018-11-15 1 EDWARD G O'CONNOR P00434443 2017129800 2018-11-15 47.19.39.42 2018-11-15 15:52:39 ES P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 CA72600D86868BB63E6792AE27374A61CFC4C663 2017 2019-02-21 02:37:17Z MARC GOLDSTEIN 223 NORTH VAN DIEN AVE RIDGEWOOD NJ 07450 3082269 0 X WWW.VALLEYHEALTH.COM X 2002 NJ ON 1/1/17, VALLEY PHYSICIAN SERVICES, INC. ASSIGNED THEIR NEW JERSEY PHYSICIAN CONTRACTS TO VALLEY PHYSICIAN SERVICES, P.C. WHICH IS ONE OF THE CAPTIVE CORPORATIONS OF VALLEY PHYSICIAN SERVICES, INC. WHOSE SOLE MEMBER IS THE VALLEY HOSPITAL, INC. EFFECTIVE WITH THE ASSIGNMENT OF THESE CONTRACTS, VALLEY PHYSICIAN SERVICES, INC. BECAME A MANAGEMENT SERVICES CORPORATION PROVIDING SERVICES TO THE PROFESSIONAL CORPORATIONS. 11 9 804 25 0 0 0 0 106491173 2933230 524 0 16624506 149039 123116203 3082269 0 0 0 0 143504100 38655727 0 0 0 43475275 39721960 186979375 78377687 -63863172 -75295418 44862590 34494591 30610334 10602399 14252256 23892192 X TO PROVIDE MANAGEMENT SERVICES TO THE FOLLOWING PROFESSIONAL CORPORATIONS: VALLEY PHYSICIAN SERVICES, P.C., VALLEY MEDICAL SERVICES, P.C. , AND VALLEY PHYSICIAN SERVICES, NY, P.C. 0 1 62934591 2933230 ON 1/1/17, VALLEY PHYSICIAN SERVICES, INC. ASSIGNED THEIR NEW JERSEY PHYSICIAN CONTRACTS TO VALLEY PHYSICIAN SERVICES, P.C. WHICH IS ONE OF THE CAPTIVE CORPORATIONS OF VALLEY PHYSICIAN SERVICES, INC. WHOSE SOLE MEMBER IS THE VALLEY HOSPITAL, INC. EFFECTIVE WITH THE ASSIGNMENT OF THESE CONTRACTS, VALLEY PHYSICIAN SERVICES, INC. BECAME A MANAGEMENT SERVICES CORPORATION PROVIDING SERVICES TO THE PROFESSIONAL CORPORATIONS VALLEY PHYSICIAN SERVICES, P.C., VALLEY MEDICAL SERVICES, P.C. AND VALLEY MEDICAL SERVICES NY, P.C. 62934591 1 0 0 0 0 0 0 0 0 0 1 0 0 1 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 0 1 0 0 0 1 110 0 804 1 0 0 0 0 0 0 0 0 0 0 X 11 9 0 0 1 0 1 1 1 1 1 0 0 0 1 1 1 1 1 1 1 0 NJ X MARIETTA STONE 2012916391 15 ESSEX ROAD PARAMUS NJ 07652 ROBERT E FINK CHAIRMAN THRU 3/17, TRUSTEE 0.50 0.50 X X 0 0 0 JEFFREY S TUCKER CHAIRMAN 0.50 0.50 X X 0 0 0 RIMA KOPELMAN MD VICE CHAIRMAN 0.50 0.50 X X 0 0 0 MARIA SCIBETTA MD VICE CHAIRMAN 0.50 0.50 X X 0 0 0 STEVEN SILVERSTEIN SECRETARY/ TREASURER 0.50 0.50 X X 0 0 0 WARREN F COOKE ESQ TRUSTEE 0.50 0.50 X 0 0 0 JOHN KANDRAVY ESQ TRUSTEE 0.50 0.50 X 0 0 0 SUNEET MITTAL MD TRUSTEE 0.50 40.00 X 0 926606 40562 THOMAS RAKOWSKI MD TRUSTEE 0.50 0.50 X 0 0 0 AUDREY MEYERS EX-OFFICIO TRUSTEE 0.50 40.00 X 0 3479003 47458 MICHELLE HASSON TRUSTEE 0.50 0.50 X 0 0 0 ELLIOTT S LICHTSTEIN MD TRUSTEE 0.50 0.50 X 0 0 0 ANDREW SNYDER MD TRUSTEE 0.50 0.50 X 0 0 0 MARC R GOLDSTEIN PRESIDENT, VALLEY MEDICAL GROUP 40.00 0.50 X 758276 0 31471 JEAN FLANAGAN CHIEF OPERATING OFFICER 40.00 0.50 X 266755 0 47107 MARYANN KEPPLE CFO 40.00 0.50 X 379223 0 10414 LAURIE C DEBENEDETTO BOARD SECRETARY 40.00 0.50 X 93306 0 17414 HAROLD MC DONALD DIRECTOR, VALLEY MEDICAL 40.00 X 202070 0 40609 CAROL PERSLEY MANAGER REGIONAL SPECIALTY 40.00 X 140718 0 15247 MARY AIOSA DIRECTOR CLINICAL SERVICES 40.00 X 134767 0 27545 LOURDES HIDALGO-GATO REGIONAL PRACTICE MANAGER 40.00 X 132670 0 31612 LAUREN ROSAZZA DIRECTOR, PROVIDER TALENT 40.00 X 127298 0 4450 2235083 4405609 313889 19 0 1 0 PRIORITY HEALTHCARE DIST DBA CURASCRIPT PO BOX 978510 DALLAS TX 753978510 MEDICAL SUPPLIES AND SERVICES 4515389 ATHENA HEALTH INC PO BOX 415615 BOSTON MA 022415615 MEDICAL SERVICES 4474044 PHOENIX MEDICAL CONSTRUCTION 681 CHESTNUT ST UNION NJ 07083 MEDICAL CONSTRUCTION 3070484 MCKESSON MEDICAL-SURGICAL INC PO BOX 634404 CINCINNATI OH 452634404 MEDICAL SUPPLIES AND SERVICES 2195227 TORCON INC 214 EAST GROVE STREET WESTFIELD NJ 07091 CONSTRUCTION 745097 7 PATIENT SERVICE REVENU 624100 2933230 2933230 2933230 OTHER INCOME 624100 130326 130326 INCOME FROM VALLEY HOS 624100 18713 18713 149039 3082269 2933230 0 149039 1603967 1360364 243603 25542281 21663025 3879256 1130250 958592 171658 7905509 6704853 1200656 2473720 2098022 375698 1500 1500 45850 45850 7565173 7565173 85058 85058 1840952 649294 1191658 848782 848782 9776088 9776088 51082 51082 77845 77845 5573811 5573811 244603 244603 CLINICAL SUPPLIES 9492385 9492385 BAD DEBT EXPENSE 2422192 2422192 TEMPORARY HELP 803674 803674 UNIFORMS, LAUNDRY AND L 279982 279982 612983 612983 78377687 62934591 15443096 0 3438368 63699 120544 12048836 1346742 119079 110522 346751 314177 38552332 16464410 16718395 22087922 3850715 3117245 8219902 7454284 44862590 34494591 28352536 7857461 367750 2257798 2377188 30610334 10602399 X 14252256 23892192 14252256 23892192 44862590 34494591 X -75295418 84935354 X X 0 1 X 1 0 X 43646815 50490181 74820953 106491173 2933230 278382352 43646815 50490181 74820953 106491173 2933230 278382352 0 0 0 278382352 524 524 524 524 5535103 9241499 12162180 16624506 149039 43712327 49181918 59731680 86983133 123116203 3082269 322095203 0.86430 0.87000 0.00000 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: OTHER INCOME FROM VMG - 2013 AMOUNT: $ 1,260,000. INCOME FROM VALLEY HOSPITAL - 2013 AMOUNT: $ 4,275,103. 2014 AMOUNT: $ 8,329,498. 2015 AMOUNT: $ 11,347,905. 2016 AMOUNT: $ 16,143,605. 2017 AMOUNT: $ 130,326. OTHER INCOME - 2014 AMOUNT: $ 912,001. 2015 AMOUNT: $ 814,275. 2016 AMOUNT: $ 480,901. 2017 AMOUNT: $ 18,713. 17694620 8476518 9218102 17841896 7987892 9854004 3015816 3015816 22087922 SECURITY DEPOSITS 269302 ASSETS HELD BY RELATED ORGANIZATION 7184982 7454284 DUE TO AFFILIATES 12053 ESTIMATED THIRD-PARTY PAYER SETTLEMENT 2365135 2377188 X 204889909 204229832 204229832 660077 2422192 2422192 3082269 215559232 139603737 139603737 75955495 2422192 2422192 78377687 PART X, LINE 2: VMG RECOGNIZES THE EFFECT OF INCOME TAX POSITIONS ONLY IF THOSE POSITIONS ARE MORE LIKELY THAN NOT TO BE SUSTAINED. MANAGEMENT HAS DETERMINED THAT VMG HAD NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE FINANCIAL STATEMENT RECOGNITION OR DISCLOSURE. THE ENTITIES INCLUDED IN VMG ARE NO LONGER SUBJECT TO EXAMINATIONS BY THE APPLICABLE TAXING JURISDICTIONS FOR PERIODS PRIOR TO 2014 TAX YEAR. PART XI, LINE 2D - OTHER ADJUSTMENTS: REVENUE ATTRIBUTABLE TO OTHER ENTITIES 204,229,832. PART XI, LINE 4B - OTHER ADJUSTMENTS: BAD DEBT EXPENSES REPORTED IN PART IX 2,422,192. PART XII, LINE 2D - OTHER ADJUSTMENTS: EXPENSES ATTRIBUTABLE TO OTHER ENTITIES 139,603,737. PART XII, LINE 4B - OTHER ADJUSTMENTS: BAD DEBT EXPENSES REPORTED IN PART IX 2,422,192. X X X X X 0 1 0 0 0 0 0 1 0 SUNEET MITTAL MD TRUSTEE 0 874896 0 50000 0 1710 0 8010 0 32552 0 967168 0 0 AUDREY MEYERS EX-OFFICIO TRUSTEE 0 1020380 0 481941 0 1976682 0 25650 0 21808 0 3526461 0 949749 MARC R GOLDSTEIN PRESIDENT, VALLEY MEDICAL GROUP 428225 0 144075 0 185976 0 9450 0 22021 0 789747 0 0 0 JEAN FLANAGAN CHIEF OPERATING OFFICER 214257 0 38274 0 14224 0 18708 0 28399 0 313862 0 0 0 MARYANN KEPPLE CFO 266303 0 87026 0 25894 0 9341 0 1073 0 389637 0 0 0 HAROLD MC DONALD DIRECTOR, VALLEY MEDICAL 182130 0 18206 0 1734 0 7385 0 33224 0 242679 0 0 0 CAROL PERSLEY MANAGER REGIONAL SPECIALTY 126623 0 12438 0 1657 0 4964 0 10283 0 155965 0 0 0 MARY AIOSA DIRECTOR CLINICAL SERVICES 121417 0 12272 0 1078 0 4945 0 22600 0 162312 0 0 0 LOURDES HIDALGO-GATO REGIONAL PRACTICE MANAGER 123703 0 7895 0 1072 0 3938 0 27674 0 164282 0 0 0 PART I, LINE 4B AUDREY MEYERS AND MARC GOLDSTEIN RECIEVED COMPENSATION OF $1,904,965 AND $100,041 RESPECTIVELY. THESE AMOUNTS REPRESENTED DISTRIBUTION FROM A 457(F) PLAN AND ARE REPORTED ON SCHEDULE J, PART II, COLUMN (B)(III) FOR AUDREY MEYERS AND MARC GOLDSTEIN. PART I, LINE 7 BONUS IS BASED ON PERFORMANCE AND IS DETERMINED BY THE BOARD OF TRUSTEES. BONUS IS TAXABLE AND INCLUDED EACH OF THE RECIPIENT'S FORM W-2. FORM 990, PART III, LINE 3 EFFECTIVE 2017, THE PROGRAM SERVICES PREVIOUSLY OPERATED BY VALLEY PHYSICIAN SERVICES, INC. AND VALLEY MEDICAL SERVICE, INC. WERE TRANSFERRED TO VALLEY PHYSICIAN SERVICES, P.C. AND VALLEY MEDICAL SERVICES, P.C. THIS WAS DONE IN CONNECTION WITH THE REGULATIONS AS PROMULGATED IN THE NEW JERSEY PROFESSIONAL CORPORATION ACT. VALLEY PHYSICIAN SERVICES, INC. BEGAN OPERATING AS A MANAGEMENT SERVICES ORGANIZATION VESTED WITH SOLE RESPONSIBILITY FOR MANAGING THE FOLLOWING PROFESSIONAL CORPORATIONS: VALLEY PHYSICIAN SERVICES, P.C., VALLEY MEDICAL SERVICES, P.C., AND VALLEY PHYSICIAN SERVICES, NY, P.C. FORM 990, PART VI, SECTION A, LINE 4 THE BYLAWS WERE AMENDED ON MAY 23, 2017 SO THAT VALLEY PHYSICIAN SERVICES, INC. WILL OPERATE AS MANAGEMENT SERVICES ORGANIZATIONS VESTED WITH SOLE RESPONSIBILITY FOR MANAGING THE FOLLOWING PROFESSIONAL CORPORATIONS: VALLEY PHYSICIAN SERVICES, P.C., VALLEY MEDICAL SERVICES, P.C., AND VALLEY PHYSICIAN SERVICES, NY, P.C. FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION IS A MEMBERSHIP CORPORATION. THE SOLE MEMBER OF THE ORGANIZATION SHALL BE THE PARENT, THE VALLEY HOSPITAL,INC. FORM 990, PART VI, SECTION A, LINE 7A THE PARENT BOARD SHALL HAVE THE RIGHT TO APPROVE THE SLATE OF NOMINEES FOR TRUSTEES AND/OR TO DETERMINE AND SUBMIT A SUBSTITUTE SLATE OF NOMINEES PURSUANT TO THE PROVISIONS OF SECTION 3.3 OF THE BY-LAWS. FORM 990, PART VI, SECTION A, LINE 7B THE FOLLOWING GOVERNANCE DECISIONS ARE RESERVED AND/OR SUBJECT TO APPROVAL OF THE PARENT BOARD: 1) STRATEGIC ACTIONS 2) MAJOR CORPORATE DECISIONS 3) ANY SINGLE EXPENDITURE GREATER THAN FIVE PERCENT OF THE ANNUAL OPERATING BUDGET 4) SELECTION OF AUDITORS 5) APPOINTMENT AND REMOVAL OF THE CHIEF PHYSICIAN EXECUTIVE/CMO AND THE PRESIDENT OF THE GROUP 6) MAJOR CORPORATE DECISIONS REGARDING THE INCURRENCE OF DEBT IN EXCESS OF FIVE PERCENT OF THE OPERATING BUDGET FORM 990, PART VI, SECTION B, LINE 11B VPS HAS ITS FORM 990 PREPARED BY AN OUTSIDE ACCOUNTING FIRM AND HAS ESTABLISHED THE FOLLOWING REVIEW PROCESS TO ENSURE THAT THE INFORMATION REPORTED IS COMPLETE AND ACCURATE. WHEN THE FROM 990 IS PREPARED, IT IS SUBMITTED TO THE CFO AND FINANCE COMMITTEE FOR REVIEW. ANY COMMENTS ARE SUMMARIZED AND PROVIDED TO CFO. EACH ISSUE IS DOCUMENTED AND ADDRESSED UNTIL THE RETURN IS FINALIZED AND APPROVED BY THE FINANCE COMMITTEE FOR FILING WITH THE INTERNAL REVENUE SERVICE. BEFORE FILING, THE FORM 990 IS MADE AVAILABLE FOR THE BOARD'S REVIEW, BY HARD COPY AND OR ELECTRONIC COPY. FORM 990, PART VI, SECTION B, LINE 12C VALLEY PHYSICIAN SERVICES, INC. HAS A CONFLICT OF INTEREST POLICY THAT APPLIES TO ALL OF THE MEMBERS OF MANAGEMENT AND BOARD MEMBERS. ANNUALLY, THE BOARD MANDATES THAT ALL MEMBERS OF MANAGEMENT AND THE GOVERNING BODY SIGN A CONFLICT OF INTEREST POLICY AND DISCLOSE ANY POTENTIAL OR ACTUAL CONFLICTS OF INTEREST THAT MAY EXIST. LEGAL REVIEWS AND DETERMINES IF CONFLICT OF INTEREST EXISTS. IF A CONFLICT OF INTEREST EXISTS THE ORGANIZATION WILL NOTIFY MEMBERS OF MANAGEMENT OR THE GOVERNING BODY AND INVESTIGATE THE CONFLICT. IF IT IS DETERMINED THAT AN ACTUAL CONFLICT OF INTEREST EXISTS, THE MEMBERS OF MANAGEMENT OR THE GOVERNING BODY WILL BE NOTIFIED IMMEDIATELY AND WILL NOT BE ALLOWED TO VOTE OR BE PART OF ANY DECISIONS ABOUT SUCH TRANSACTIONS. THIS PROCESS IS DOCUMENTED IN THE MINUTES OF THE BOARD MEETINGS. FORM 990, PART VI, SECTION B, LINE 15 VPS HAS ESTABLISHED A POLICY FOR COMPENSATION OF ITS OFFICERS AND TOP MANAGEMENT. THE POLICY MANDATES THAT COMPENSATION FOR ITS OFFICERS AND TOP MANAGEMENT, BE ANNUALLY REVIEWED BY THE EXECUTIVE COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES FREE OF ANY MEMBERS WITH CONFLICTS OF INTEREST RELATED THERETO. THE COMMITTEE DETERMINES THAT THE EXECUTIVES ARE BEING PAID AN APPROPRIATE LEVEL OF COMPENSATION BY USING COMPARATIVE DATA FOR SIMILARLY QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY SITUATED ORGANIZATIONS. COMPENSATION DECISION ON THE AMOUNT OF COMPENSATION PAID AND TERM IS ADEQUATELY DOCUMENTED IN A CONTEMPORANEOUSLY WRITTEN FORMAT. THIS PROCESS WAS LAST UNDERTAKEN IN 2016. FORM 990, PART VI, SECTION C, LINE 19 VPS MAKES ITS FORM 990, FINANCIAL STATEMENTS, FORM 1023, CONFLICT OF INTEREST POLICY AND GOVERNING DOCUMENTS AVAILABLE UPON WRITTEN REQUEST AT 223 NORTH VAN DIEN AVE, RIDGEWOOD, NJ 07450 OR BY CALLING THE ORGANIZATION DIRECTLY AT 201-447-8000. FORM 990, PART XI, LINE 9: STRATEGIC FUNDING FROM VALLEY HOSPITAL 73,113,817. INCOME FROM INVESTMENT IN ACO -42,241. CHANGE IN PRIOR YEAR ALLOWANCE AND REIMBURSEMENT ESTIMATES 1,519. CAPITAL STRATEGIC FUNDING FROM VALLEY HOSPITAL 9,191,717. CHANGE IN ASSETS HELD AT VALLEY HOSPITAL FOUNDATION 811,870. TRANSFERS TO VPS NY 1,858,672. FORM 990, PART XI, LINE 2C THE AUDIT COMMITTEE IS RESPONSIBLE FOR SELECTING AN INDEPENDENT ACCOUNTANT AND FOR OVERSIGNT OF THE AUDIT. THE VALLEY HOSPITAL INC 223 NORTH VAN DIEN AVE RIDGEWOOD NJ 07450 221487307 PROVIDE HEALTHCARE PROGRAMS AND SERVICES TO ALL NJ 501(C)(3) LINE 3 VALLEY HEALTH SYSTEM INC 0 VALLEY HEALTH SYSTEM INC 223 NORTH VAN DIEN AVE RIDGEWOOD NJ 07450 222922016 PROVIDE MANAGEMENT AND PLANNING SERVICES FOR ITS MEMBERS NJ 501(C)(3) LINE 3 N/A 0 VALLEY MEDICAL SERVICES INC 223 NORTH VAN DIEN AVE RIDGEWOOD NJ 07450 223260998 PROVIDES MANAGEMENT AND VARIED CONSULTING SERVICES NJ 501(C)(3) LINE 10 THE VALLEY HOSPITAL INC 0 VALLEY HOME CARE INC 15 ESSEX ROAD PARAMUS NJ 07652 223208480 PROVIDE HOME CARE AND HOSPICE SERVICES TO RESIDENTS OF NORTHERN NJ NJ 501(C)(3) LINE 10 VALLEY HEALTH SYSTEM INC 0 THE VALLEY HOSPITAL FOUNDATION INC 223 NORTH VAN DIEN AVE RIDGEWOOD NJ 07450 222324554 SOLICITS, RECEIVES AND APPLIES CONTRIBUTIONS FOR THE BENEFIT OF THE HOSPITAL NJ 501(C)(3) LINE 7 VALLEY HEALTH SYSTEM INC 0 VALLEY HEALTH MEDICAL GROUP OF NJPC 15 ESSEX ROAD PARAMUS NJ 07652 223475166 OPERATES URGENT/PRIMARY CARE CLINICS NJ N/A C 0 VALLEY HEALTH MEDICAL GROUP 15 ESSEX ROAD PARAMUS NJ 07652 223475233 OPERATES URGENT/PRIMARY CARE CLINICS NJ VALLEY HEALTH SYSTEM INC C 0 VALLEY PHYSICIAN SERVICE NY PC 15 ESSEX ROAD PARAMUS NJ 07652 453125678 OPERATES URGENT/PRIMARY CARE CLINICS NY N/A C 0 VHS INSURANCE COMPANY LTD 010 MAIN STREET CAYMAN ISLANDS CJ 980408200 PROVIDES PROFESSIONAL, MEDICAL AND COMMERCIAL GENERAL LIABILITY INSURANCE CJ THE VALLEY HOSPITAL INC C 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 1