2018-05-15T11:24:32-05:00 2017-06-30 KPMG LLP 550 S Hope St Suite 1500 Los Angeles CA 90071 990 2016-07-01 330265266 CHILDREN'S HEALTHCARE OF CALIFORNIA % DONALD NOBLE CHIL 7149973000 1201 West La Veta Avenue Orange CA 92868 KERRI RUPPERT SCHILLER CFO/Assistant Secret 7149973000 2018-05-14 true Valerie J Ball P00178114 2139724000 2018-05-14 167.68.102.5 95488420181355000007 2018-05-15 P A0860E513D9F00B64F7B29C08F14C6487599BA93 AFC1CABF2724952AFBFC3879A4882118A11459E7 2016 2021-01-29 14:40:06Z KIMBERLY C CRIPE 1201 West La Veta Avenue ORANGE CA 92868 88294152 false X www.choc.org X 1986 CA THE RECEIPT OF DISTRIBUTIONS & GRANTS TO MAKE DISTRIBUTIONS & GRANTS TO CHILDREN'S HOSPITAL OF ORANGE COUNTY AND TO AFFILIATED EXEMPT ORGS. FOR FURTHERANCE OF THEIR OBJECTIVES. 7 6 5 0 -266038 -269390 37500000 21500000 1999992 1600163 3502450 6640009 0 0 43002442 29740172 14337000 0 0 0 2352465 2784748 0 0 663375 4090352 3848986 20779817 6633734 22222625 23106438 160895965 193605761 1353764 2553793 159542201 191051968 X THE PRIMARY EXEMPT PURPOSE OF CHILDREN'S HEALTHCARE OF CALIFORNIA INCLUDES WITHOUT LIMITATION THE RECEIPT OF DISTRIBUTIONS AND GRANTS FOR THE MAKING OF DISTRIBUTIONS AND GRANTS TO CHILDREN'S HOSPITAL OF ORANGE COUNTY (CHOC) AND TO AFFILIATED EXEMPT ORGANIZATIONS IN THE FURTHERANCE OF THEIR CHARITABLE OBJECTIVES AND PURPOSES. THESE AFFILIATED ORGANIZATIONS INCLUDE: CHILDREN'S HOSPITAL OF ORANGE COUNTY CHILDREN'S HOSPITAL AT MISSION CHOC FOUNDATION CRC REAL ESTATE CORPORATION false false 5638673 0 1600163 CHILDREN'S HEALTHCARE OF CALIFORNIA (CHC) SUPPORTS THE MISSION OF CHILDREN'S HOSPITAL OF ORANGE COUNTY (CHOC) AND CHILDREN'S HOSPITAL AT MISSION (CCMH). CHOC AND CCMH PROVIDE PEDIATRIC SERVICES TO CHILDREN IN ORANGE COUNTY AND ITS SURROUNDING AREA. THE ACTIVITIES OF CHC HELP TO OFFSET SERVICES TO INDIGENT FAMILIES AND PROVIDE CURRENT STATE OF THE ART MEDICAL EQUIPMENT AND FACILITIES. DURING THE YEAR, THERE WERE 69,633 DAYS OF INPATIENT CARE; 105,156 EMERGENCY ROOM VISITS(INCLUDING PEDIATRIC TRAUMA VISITS); 12,675 SURGERIES; 561,623 OUTPATIENT VISITS AND 262,429 CLINIC VISITS PROVIDED BY CHOC AND CCMH. OUR CALIFORNIA MEDICAL FOUNDATION PROVIDED 350,307 PEDIATRIC SUBSPECIALTY SERVICE ENCOUNTERS, AS WELL AS 188,395 PRIMARY CARE VISITS TO PATIENTS THROUGHOUT ORANGE COUNTY AND BEYOND. 5638673 true true false false false false false false false false false false false false 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 false true true true false false true X 8 0 true 5 true true true false false false false false false false false false X 7 6 false false true false false false false true true false false true true true true true true true true false CA X DONALD NOBLE 7145094038 1201 WEST LA VETA AVENUE ORANGE CA 92868 KIMBERLY C CRIPE DIRECTOR/PRESIDENT 2.5 37.5 X X 1529296 0 81880 David Dukes Chair 2.0 5.5 X X 0 0 0 Marshall Rowen MD Director/Vice Chair 2.5 4.0 X X 0 0 0 Sam Auriemma Director 1.0 3.0 X 0 0 0 Janet T Davidson Director 2.0 3.5 X 0 0 0 Jeff Elghanayan Director 1.0 3.5 X 0 0 0 Douglas McCombs Director (thru 12/16) 1.0 3.0 X 0 0 0 Thomas Tierney Director (thru 12/16) 0.5 2.0 X 0 0 0 Matthew Gerlach EVP/COO 1.0 39.0 X 1006436 0 198040 Kerri Ruppert Schiller CFO/Assistant Secretary 6.0 34.0 X 832951 0 73542 Jay Gabriel Secretary 0.5 39.5 X 0 624706 93634 Elaine Bauer Chief Strategy Officer 3.0 37.0 X 263076 0 180936 Shahab Dadjou SVP & Chief Strategy Officer 4.0 36.0 X 306625 0 0 3938384 624706 628032 5 false true false KPMG LLP PO BOX 120939 DALLAS TX 753120939 Accounting/audit 881944 CHARTIS GROUP LLC Department 5925 CAROL STREAM IL 601225925 Strategic planning 343695 BAKER AND HOSTETLER LLP PO BOX 70189 CLEVELAND OH 441900189 Legal 329418 PAUL HASTINGS LLP PO Box 894803 LOS ANGELES CA 901894803 LEGAL 132444 ELAINE BAUER 575 Woodhills Estate Dr ELLISVILLE MO 63021 Consulting 129043 7 21500000 21500000 MANAGEMENT SERVICES 621990 1600163 1600163 1600163 2921586 -266038 3187624 0 0 0 0 0 0 62272403 58553980 3718423 3718423 3718423 0 0 0 0 0 0 0 0 0 0 29740172 1600163 -266038 6906047 0 0 0 0 2488880 2115548 124444 248888 0 0 46778 39761 2339 4678 187050 158993 9352 18705 62040 52734 3102 6204 1032742 877830 51638 103274 300901 255766 15045 30090 760000 646000 38000 76000 0 0 647833 550658 32392 64783 135542 115211 6777 13554 716724 609215 35836 71673 4863 4133 243 487 0 0 0 11036 9381 551 1104 0 0 0 0 0 209360 177956 10468 20936 LICENSE & TAXES 28485 24212 1424 2849 DUES & SUBSCRIPTIONS 1500 1275 75 150 6633734 5638673 331686 663375 3150980 56127203 39719405 4841603 0 0 0 0 0 0 0 0 0 0 0 0 180176 395611 0 0 112791155 125164613 5003416 6782683 0 0 0 0 50833 294048 160895965 193605761 1094718 2223688 0 0 0 0 0 0 0 0 0 0 0 0 0 0 259046 330105 1353764 2553793 X 51456912 71112454 108085289 119939514 0 0 159542201 191051968 160895965 193605761 23106438 8403329 X false true X true false X X 2 CHILDREN'S HOSPITAL OF ORANGE COUNTY 952321786 3 true 0 4208298 CHILDREN'S HOSPITAL AT MISSION 330528802 3 true 0 1948638 CHOC FOUNDATION 956097416 7 true 0 165843 CRC REAL ESTATE CORPORATION 330612565 3 true 0 310955 4 6633734 false false false false false true false false false false false false false false false true Line 11(h) Column (vii) CHC provided or purchased for the benefit of the Children's Hospital of Orange County and Children's Hospital at Mission various services, facilities, and goods. See form 990 Part IX for further details. The total amount of support listed was for both supported organizations and other related exempt organizations that are an integral part of the Children's Healthcare of California healthcare system and are listed on Form 990 Schedule R. Part IV, Section A, Question 1 CHILDREN'S HEALTHCARE OF CALIFORNIA (CHC) IS THE SOLE MEMBER OF CHILDREN'S HOSPITAL OF ORANGE COUNTY (CHOC) AND CHILDREN'S HOSPITAL AT MISSION (CCHM). THESE ORGANIZATIONS, ALONG WITH THE OTHER EXEMPT ORGANIZATIONS LISTED ON SCHEDULE R, PART II, ARE PART OF THE CHILDREN'S HEALTHCARE OF CALIFORNIA HEALTH SYSTEM. CHC, CHOC, AND CCHM HAVE THE SAME PRESIDENT & CEO; THE SAME CFO, AND THE MAJORITY OF THE DIRECTORS ARE THE SAME FOR ALL THREE ORGANIZATIONS. Part IV, Section A, Question 6 CHC also provides support to the other exempt organizations that are part of the Children's Healthcare of California Health System, CHOC Foundation, CRC Real Estate Corporation, Children's Hospital at Mission and Children's Hospital of Orange County. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 DUE TO RELATED PARTY 330105 330105 X 38143501 8403329 8403329 29740172 29740172 6633734 6633734 6633734 ORGANIZATION'S LIABILITY FOR UNCERTAIN TAX POSITIONS UNDER ASC 740 ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN THE UNITED STATES OF AMERICA REQUIRE THE ORGANIZATION'S MANAGEMENT TO EVALUATE TAX POSITIONS TAKEN BY THE ORGANIZATION AND RECOGNIZE A TAX LIABILITY IF THE ORGANIZATION HAS TAKEN AN UNCERTAIN POSITION THAT MORE LIKELY THAN NOT WOULD NOT BE SUSTAINED UPON EXAMINATION BY THE INTERNAL REVENUE SERVICE. MANAGEMENT HAS ANALYZED TAX POSITIONS TAKEN BY THE ORGANIZATION AND HAS CONCLUDED THAT AS OF JUNE 30, 2017, THERE ARE NO UNCERTAIN POSITIONS TAKEN OR EXPECTED TO BE TAKEN THAT WOULD REQUIRE RECOGNITION OF A LIABILITY OR DISCLOSURE IN THE FINANCIAL STATEMENTS. X X X X false true false false false false false false false KIMBERLY C CRIPE DIRECTOR/PRESIDENT 883801 0 370786 0 274709 0 61495 0 20385 0 1611176 0 46284 0 Matthew Gerlach EVP/COO 504428 0 167413 0 334595 0 181562 0 16478 0 1204476 0 174966 0 Kerri Ruppert Schiller CFO/Assistant Secretary 516920 0 167817 0 148214 0 47660 0 25882 0 906493 0 22838 0 Jay Gabriel Secretary 411755 111028 101923 67728 25906 718340 54574 Elaine Bauer Chief Strategy Officer 68154 0 0 0 194922 0 180231 0 705 0 444012 0 179733 0 Shahab Dadjou SVP & Chief Strategy Officer 0 0 295000 0 11625 0 0 0 0 0 306625 0 0 0 Severance Arrangements, PART I, LINE 4A The organization's personnel listed on form 990 Part VII and Schedule J participate in a separation arrangement that provides for a portion of the employee's annual salary based on their position in the organization. For the senior executive level, the amount is based on years of service up to a maximum number of months. Unpaid severance under the separation agreements for current key employees were reported at their full value in a previous tax year. No payments were made during 2016. Supplemental Nonqualified Retirement Plan Part I, Line 4B The company established a nonqualified deferred compensation plan effective January 1, 2010 in which certain individuals listed on the form 990, Part VII and Schedule J are participants. Under the established Supplemental Executive Retirement Plan (the Plan) or SERP, for each Plan year that begins prior to the participant's cash date, CHOC shall create a new SERP account on its books for the Participant and shall credit to such account at times specified. The participants of the plan are general creditors of the company. The participant's SERP account shall be utilized solely as a device for the measurement and determination of the amounts to be paid to the participant under this plan. The participant is entitled to his/her SERP benefit amount upon the earliest of (1) remaining employed with the Company to the third anniversary of the first day of the Plan Year for which the SERP account was created; (2) remaining employed with the Company to the Participant's 60th birthday; (3) remaining employed with the Company to the date the Participant has both attained at least age 55 and has completed at least 10 years of service; (4) disability; (5) involuntary separation from service without reasonable cause; (6) voluntary separation from service for good reason or (7) death. The following individuals received payments from the Plan during calendar year 2016: Ms. Cripe ($179,253), Ms. Schiller ($87,664), Ms. Bauer ($179,734), Mr. Gerlach ($263,241), and Mr. Gabriel ($54,574). Compensation Footnotes Kimberly C. Cripe is compensated through Children's HealthCare of California (CHC), however, in addition to her responsibilities for CHC, she also serves as an officer of Children's Hospital of Orange County, CHOC Foundation, CRC Real Estate Corporation and Children's Hospital at Mission (all IRC Section 501(c)(3) affiliates). Ms. Cripe devotes approximately 75% of her time each week to Children's Hospital of Orange County responsibilities with the balance of her time being spent on the other related organizations' business affairs. Kerri Ruppert Schiller is compensated through Children's HealthCare of California (CHC), however, in addition to her responsibilities for CHC, she also serves as an officer of Children's Hospital of Orange County, CHOC Foundation, CRC Real Estate Corporation and Children's Hospital at Mission (all IRC Section 501(c)(3) affiliates). Ms. Schiller devotes approximately 60% of her time each week to Children's Hospital of Orange County responsibilities with the balance of her time being spent on the other related organizations' business affairs. Matthew Gerlach IS COMPENSATED THROUGH CHILDREN'S HEALTHCARE OF CALIFORNIA (CHC), HOWEVER, IN ADDITION TO His RESPONSIBILITIES FOR CHC, HE ALSO SERVES AS AN OFFICER OF CHILDREN'S HOSPITAL OF ORANGE COUNTY, CHILDREN'S HOSPITAL AT MISSION AND CRC REAL ESTATE CORPORATION (ALL IRC SECTION 501(C)(3) AFFILIATES). Mr. Gerlach DEVOTES APPROXIMATELY 85% OF His TIME EACH WEEK TO CHILDREN'S HOSPITAL OF ORANGE COUNTY RESPONSIBILITIES WITH THE BALANCE OF His TIME BEING SPENT ON Children's Hospital at Mission's business AFFAIRS. ELAINE BAUER IS COMPENSATED THROUGH CHILDREN'S HEALTHCARE OF CALIFORNIA (CHC), HOWEVER, IN ADDITION TO HER RESPONSIBILITIES FOR CHC, SHE ALSO SERVES AS THE CHIEF STRATEGY OFFICER OF CHILDREN'S HOSPITAL OF ORANGE COUNTY AND CHILDREN'S HOSPITAL AT MISSION (BOTH IRC SECTION 501(C)(3) AFFILIATES). MS. BAUER DEVOTES APPROXIMATELY 80% OF HER TIME EACH WEEK TO CHILDREN'S HOSPITAL OF ORANGE COUNTY AND CHILDREN'S HOSPITAL AT MISSION BUSINESS AFFAIRS. Shahab Dadjou is compensated through Children's Healthcare of California (CHC), However, in addition to his responsibilities for CHC, he also serves as the Chief Strategy Officer of Children's Hospital of Orange County and Children's Hospital at Mission (Both IRC Section 501(c)(3) affiliates). Mr. Dadjou devotes approximately 90% of his time each week to Children's Hospital of Orange County and Children's Hospital at Mission business affairs. During the calendar year ended 12/31/2016 Mr Dadjou received a sign-on bonus when he became an employee of CHOC. He received no base compensation during the year. Changes to Bylaws Form 990, Part VI, Section A, Line 4 Changes to Bylaws included the following below: -The number of authorized Directors Was revised from 10 to between 7 to 11 individuals. -The Board directors used to be pre-determined by position (i.e. the director of CRC Real Estate, the director of CHOC Foundation, UCI Vice Chancellor, etc. all were designated to have board seats). Now, each elected director goes through a nomination and appointment process. The only director defined by position is CHCs President and CEO. -The previous requirement that "1/3 of the number of Directors appointed to the Committee[s]...shall be University Directors" has been removed in conjunction with removing the pre-designated board director positions for UCI. - The Board Committees previously had the right to commit to an expenditure of up to $50,000 in any single transaction or group of related transactions without the prior approval of the board. This authority was removed in its entirety. - The SVP and Chief Strategy Officer was added to the list of officers whose removal or resignation is subject to both CHC's policies and any applicable terms they may have in an employment agreement. This section also clarified that the removal or resignation of any other officer shall consider the terms and conditions set forth in corporations policies in addition to any employment agreement. INFORMATION REGARDING COMMON PAYMASTER form 990, part I, line 5, and Part V, line 2 Children's Hospital of Orange County (CHOC) acts as a common paymaster, issuing forms W-2 and 1099 on behalf of Children's Healthcare of California (CHC). CHC had 5 employees, however because of the common paymaster arrangement, the Forms W-2 were issued under CHOC's employer identification number. PROCESS OF REVIEW FORM 990, PART VI, SECITON B, LINE 11b Prior to filing, the tax return and related schedules are provided to the CHC Executive compensation Committee, an empowered Board committee delegated with this authority. The Chief Financial Officer reviews the report with the committee prior to filing the final return. Prior to the filing of the Form 990 with the Internal Revenue Service, a complete copy of the final Form 990 is also sent electronically to all Board members via Director's Desk, a secure web site that provides a confidential and secure access for all Board materials to our Board members. MONITORING AND ENFORCING COMPLIANCE OF CONFLICT OF INTEREST POLICY FORM 990, PART VI, SECTION B, LINE 12C The Chief Compliance Officer is charged with monitoring proposed or ongoing transactions for conflicts of interest and addressing any potential or actual conflicts. Pursuant to the conflict of interest policy, an annual conflict of interest questionnaire, aimed at determining any family and business relationships and transactions or other transactions that may pose a potential conflict, is distributed to all covered persons (i.e., board members, officers and executive leadership or key employees). Covered persons are required to disclose real or potential conflict at the time when such conflicts arise. When an individual becomes a covered person and annually thereafter, each covered person is required to sign a statement affirming that he/she: (1) has received a copy of the Conflict of Interest Policy and understands said policy; (2) has read the policy and understands said policy; and (3) agrees to comply with all requirements of the policy, including completing the conflict of interest questionnaire. The completed questionnaires are reviewed by the Compliance Officer and any persons with actual or potential conflicts are informed via written communication. The procedures for addressing any conflict of interest includes but is not limited to the following: (1) the conflicting interest is fully disclosed to the Board of Directors; (2)the interested person responds to factual questions related to the substance of the transaction or arrangement being considered; (3) the person with the conflict of interest is excluded from any discussion or approval of such transaction; (4) alternatives to the proposed transaction are investigated, competitive bids or comparable valuations are obtained; (5) the transaction or action must be approved by a majority of disinterested persons. PROCESS OF DETERMINING COMPENSATION OF THE CEO AND OTHER OFFICERS FORM 990, PART VI, SECTION B, LINE 15 An independent Board Committee of CHC charged with the duties of the compensation committee, whose members are disinterested and independent, is in place with a written compensation committee charter. This Committee annually retains an independent healthcare compensation firm to provide relevant comparability data and other compensation studies. The CEO, officers and executive management salaries and incentives, as well as overall compensation philosophy and policies, are discussed with the independent consultant representatives and the compensation committee members, in person, in closed sessions with no staff members present. This review was last performed in OCTOBER 2016. All comparative salary data, such as annual compensation survey comprising of a peer group of comparably-sized pediatric hospitals, is well documented and there are minutes from these meetings that document the members present and voting, the comparative data used and how it was obtained and the deliberations and decisions of the committee. The results and recommendations from the committee are shared in an executive session with the Board of Directors. DISCLOSURE POLICY FORM 990, PART VI, SECTION C, LINE 19 While federal tax laws do not mandate that the organization's governing documents, conflict of interest policy and financial statements be made available for public inspection, the organization makes its financial statements available upon request. CHILDREN'S HOSPITAL OF ORANGE COUNTY 1201 West La Veta Avenue ORANGE CA 92868 952321786 HEALTH CARE CA 501(C)(3) 3 chc true children's hospital at mission 1201 West La Veta Avenue Orange CA 92868 330528802 HEALTH CARE CA 501(C)(3) 3 chc true CHOC FOUNDATION 1201 West La Veta Avenue ORANGE CA 92868 956097416 Fund Raising CA 501(C)(3) 7 chc true CRC REAL ESTATE CORPORATION 1201 West La Veta Avenue ORANGE CA 92868 330612565 REAL ESTATE CA 501(C)(3) 11 chc true CHOC Thrift Stores Inc 455 S MAIN STREET ORANGE CA 92868 330266422 Fund Raising CA 501(C)(3) 9 chc true Orange County MEDICAL RECIPROCAL INS CO 2999 North 4th Street Suite 250 PHOENIX AZ 85108 201620666 INSURANCE AZ CHOC C CORP 0 0 true false false true true false false false false false false false true false false false false false false false CHILDREN'S HOSPITAL OF ORANGE COUNTY l 1015008 SEE PART VII CHILDREN'S HOSPITAL AT MISSION l 469996 SEE PART VII CHOC FOUNDATION l 40000 SEE PART VII CRC REAL ESTATE l 75000 SEE PART VII CHILDREN'S HOSPITAL AT MISSION C 18000000 SEE PART VII CHILDREN'S HOSPITAL OF ORANGE COUNTY D 265486000 SEE PART VII CRC REAL ESTATE C 3500000 SEE PART VII part v, line 2, column (c) THE METHODS USED BY CHC TO DETERMINE THE VALUE OF THE AMOUNTS LISTED IN SCHEDULE R PART V LINE 2 COLUMN (C) WERE: (C) contributions to related organizations are determined based on the recipient charitable organization's annual operational and capital needs and were approved by CHC's board. (L) Management fees are developed internally by management in conjunction with the annual operating and capital budgets based on resources required by affiliates and supported by time studies, work products and other statistics to support allocations. (D) Loans with related exempt organizations are determined based on the recipient charitable organization's operational needs and are approved by CHC's board.