2016-08-10T16:19:48-05:00 2015-12-31 861065772 DELOITTE TAX LLP TWO JERICHO PLAZA JERICHO NY 11753 990 2015-01-01 113153422 NEW YORK STATE CATHOLIC HEALTH PLANINC NEWY 7183936403 95-25 QUEENS BOULEVARD REGO PARK NY 113744510 PATRICK J FRAWLEY PRESIDENT & CEO 7183936403 2016-08-02 1 CHRISTINE KAWECKI P00743140 5169187000 2016-08-10 2015 2016-12-15 16:53:06Z FIDELIS CARE NEW YORK PATRICK J FRAWLEY 95-25 QUEENS BOULEVARD REGO PARK NY 113744510 7206499264 0 X WWW.FIDELISCARE.ORG X 1993 NY SEE SCHEDULE O. 19 19 3380 0 0 0 196215 470690 5282714979 6463087126 21647808 23275108 201752 6741364 5304760754 6493574288 3565309 4967568 4758014894 5881025777 169288472 217170211 0 0 0 102149659 138632362 5033018334 6241795918 271742420 251778370 2199606728 2655764792 979578494 1220675396 1220028234 1435089396 X SEE SCHEDULE O 1 1 4556232690 3907883 5065450680 MEDICAID MANAGED CARE PROGRAM IS A NEW YORK STATE PROGRAM ADMINISTEREDBY FIDELIS THAT PROVIDES FREE COMPREHENSIVE HEALTH COVERAGE FORELIGIBLE INDIVIDUALS AND FAMILIES WHO ARE RESIDENTS OF NEW YORK STATEAND HAVE LOW INCOME AND LIMITED RESOURCES.THE NEW YORK STATE DEPARTMENT OF HEALTH ESTABLISHES ELIGIBILITYCRITERIA WITH REGARD TO INCOME (IN RELATION TO A PERCENTAGE OF THEFEDERAL POVERTY LEVEL), RESIDENCY, RESOURCES, AGE, AND IMMIGRATIONSTATUS, AMONG OTHER FACTORS, AND ELIGIBILITY FOR THE PROGRAM ISDETERMINED BASED ON INCOME, RESOURCES, AND FAMILY SIZE. 524390028 139198 495363073 MEDICARE ADVANTAGE PROGRAM IS A PROGRAM AVAILABLE TO ADULTS AGED 65 ANDOVER WHO ARE ELIGIBLE UNDER MEDICARE. BENEFICIARIES MAY CHOOSE TO USEPRIVATE PAY OPTIONS, ESTABLISH MEDICAL SAVINGS ACCOUNTS, USE MANAGEDCARE PLANS SUCH AS FIDELIS, OR JOIN PROVIDER-SPONSORED PLAN. 410404829 36471 462374750 FIDELIS CARE AT HOME IS A MEDICAID LONG-TERM CARE CAPITATED PROGRAMWITH THE NEW YORK STATE DEPARTMENT OF HEALTH WHICH PROVIDES AN ARRAY OFHOME, COMMUNITY, AND INSTITUTIONALLY BASED, LONG-TERM CARE SERVICES TOPERSONS WHO ARE ELIGIBLE FOR MEDICAID AND WHO HAVE BEEN CERTIFIED ASAPPROPRIATE CANDIDATES FOR NURSING HOME PLACEMENT. 394965798 884016 446639987 OTHER PROGRAMS ADMINISTERED BY THE PLAN INCLUDE THE CHILD HEALTH PLUSPROGRAM, MEDICARE/MEDICAID DUAL ADVANTAGE PROGRAM, MEDICAID ADVANTAGE PLUS PROGRAM, HEALTH BENEFIT EXCHANGE PROGRAM, FIDA PROGRAM AND HARP PROGRAM. CHILD HEALTH PLUS PROGRAM IS A PROGRAM THAT COVERS UNINSURED CHILDREN UNDER THE AGE OF 19, WHO ARE RESIDENTS OF NEW YORK STATE AND ARE NOT ELIGIBLE FOR MEDICAID.MEDICARE/MEDICAID DUAL ADVANTAGE IS A PROGRAM FOR THOSE WHO MEETELIGIBILITY REQUIREMENTS FOR BOTH MEDICARE AND MEDICAID AND AREENROLLED IN BOTH PROGRAMS.MEDICAID ADVANTAGE PLUS IS A FULL-RISK MANAGED LONG-TERM CARE PROGRAMFOR INDIVIDUALS 18 YEARS OF AGE AND OLDER WITH MEDICARE AND MEDICAIDCOVERAGE WHO HAVE A CHRONIC ILLNESS OR DISABILITY. MEMBERS MUST BE INNEED OF LONG-TERM CARE SERVICES AND MAY NEED CARE TYPICALLY GIVEN IN ANURSING HOME. HEALTH BENEFIT EXCHANGE IS A PROGRAM PROVIDING HEALTHCOVERAGE TO INDIVIDUALS UNDER THE HEALTH CARE REFORM ACT.FIDA PROGRAM IS A PLAN DESIGNED TO PROVIDE MANAGED CARE TO INDIVIDUALS WHO HAVE BOTH MEDICARE AND MEDICAID. THE FIDA PLAN ALLOWS THE INDIVIDUAL'S MEDICARE AND MEDICAID BENEFITS TO BE COVERED AND MANAGED UNDER ONE PLAN, INCLUDING LONG-TERM CARE NEEDS, SUPPORTS AND PRESCRIPTION DRUGS. FIDELIS IMPLEMENTED THE FIDA PROGRAM EFFECTIVE JANUARY 1, 2015.HARP PROGRAM IS A MEDICAID PROGRAM THAT PROVIDES CARE MANAGEMENT SERVICES TO INDIVIDUALS ELIGIBLE FOR MEDICAID REQUIRING BEHAVIORAL HEALTH SERVICES. FIDELIS IMPLEMENTED THE HARP PROGRAM EFFECTIVE OCTOBER 1, 2015. 394965798 884016 446639987 5885993345 1 1 0 1 0 0 0 0 0 0 1 1 0 1 1 0 0 1 0 0 0 0 0 0 0 0 0 1 1 1 0 0 0 0 0 0 0 1 0 0 0 0 0 1 1 1 0 0 1 15917 0 1 3380 1 0 0 0 0 0 0 0 0 0 0 X 19 19 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X ANNE C KONTOPOULOS 7183936403 95-25 QUEENS BLVD REGO PARK NY 113744510 X KARL P ADLER MD DIRECTOR 1.00 X 0 0 0 JACK BALINSKY DIRECTOR 1.00 X 0 0 0 M WILLIAM BENEDETTO DIRECTOR 1.00 X 0 0 0 SR PATRICIA BURKARD DIRECTOR/SECRETARY 1.00 X X 0 0 0 JAMES M CORRIGAN DIRECTOR 1.00 X 0 0 0 REV JOHN COUGHLIN DIRECTOR 1.00 X 0 0 0 THOMAS F DOODIAN DIRECTOR 1.00 X 0 0 0 REV DONALD J HARRINGTON CM CHAIRMAN OF THE BOARD 1.00 X X 0 0 0 JOHN J HURLEY DIRECTOR 1.00 X 0 0 0 THOMAS L KELLY DIRECTOR 1.00 X 0 0 0 REV LEO J O'DONOVAN DIRECTOR 1.00 X 0 0 0 GINO J PAZZAGLINI DIRECTOR/VICE CHAIRMAN 1.00 X X 0 0 0 REV MONSIGNOR ALAN J PLACA DIRECTOR 1.00 X 0 0 0 JOHN RYDZEWSKI DIRECTOR 1.00 X 0 0 0 JOSEPH SLAVIK DIRECTOR 1.00 X 0 0 0 MARY THOMPSON DIRECTOR 1.00 X 0 0 0 MICHAEL J TOOLEY DIRECTOR 1.00 X 0 0 0 FRANK J THOMAS MD DIRECTOR 1.00 X 0 0 0 JOHN A WERWAISS DIRECTOR/TREASURER 1.00 X X 0 0 0 PATRICK J FRAWLEY PRESIDENT & CEO 37.50 X 3648607 0 133441 THOMAS HALLORAN CHIEF FINANCIAL OFFICER 33.75 3.75 X 589405 66623 285250 DAVID THOMAS EVP & COO 34.70 2.80 X 1374654 59468 76105 SANJIV SHAH MD CHIEF MEDICAL OFFICER 32.80 4.70 X 486473 69923 214569 PAMELA HASSEN CHIEF MARKETING OFFICER 37.50 X 436018 0 236830 MARTIN KREBS CHIEF INFORMATION OFFICER 37.50 X 472546 0 191275 SANTO RUSSO CHIEF LEGAL OFFICER 33.75 3.75 X 408313 46474 192781 THOMAS BROWN CHIEF ADMINISTRATIVE OFFICER 37.50 X 490005 0 148497 7906021 242488 1478748 311 0 1 0 IHT SERVICES LLCCOTIVITI DOMESTIC HOLD 50 DANBURY ROAD WILTON CT 06897 MEDICAL CLAIMS REVIEW 7987747 TEKSYSTEMS INC 7437 RACE ROAD HANOVER MD 21076 TEMPORARY SUPPORT/PLACEMENT FEES 4095189 HEALTH MANAGEMENT SYSTEMS INC PO BOX 27151 NEW YORK NY 10087 COORDINATION OF BENEFITS REVIEW 3890100 AARETE LLC 8574 SOLUTION CENTER CHICAGO IL 606778005 CONSULTING SERVICES/COST SAVINGS 3632918 PERSONAL COMPUTERS INC 703 WASHINGTON STREET BUFFALO NY 14203 IT SERVICES 2467463 44 10000 294709 165981 470690 MEDICAID 524114 5065450680 5065450680 MEDICARE ADVANTAGE 524114 495363073 495363073 FIDELIS CARE AT HOME 524114 462374750 462374750 HEALTH BEN. EXCHANGE 524114 205105424 205105424 CHILD HEALTH PLUS 524114 151312324 151312324 83480875 83480875 6463087126 16525457 16525457 719674627 712924976 6749651 6749651 6749651 VBP QIP ADMIN FEES 524298 6752347 6752347 PURCHASE REBATES 524298 77380 77380 EQUITY IN SALUS ADMINI 900099 -133632 -133632 45269 45269 6741364 6493574288 6469828490 0 23275108 4768322 4768322 199246 199246 5881025777 5881025777 6306131 6306131 166786097 166786097 5298152 5298152 26537899 26537899 12241932 12241932 612984 612984 775700 775700 75233 75233 885403 885403 15396936 15396936 15252641 15252641 2753508 2753508 13678297 13678297 9873443 9873443 3685540 3685540 544785 544785 897726 897726 21166208 21166208 868851 868851 CLAIMS PROCESSING 16571514 16571514 POSTAGE & SHIPPING 7070370 7070370 PRINTING & PUBLICATIONS 5071761 5071761 TELEPHONE EXPENSE 4328745 4328745 19122717 19122717 6241795918 5885993345 355802573 0 41167982 7694651 907141291 1123306889 243776681 241180947 74508175 78315016 144453892 92485223 34333181 51968669 527869989 584254162 131276298 204833154 412046 281421 16022278 15849777 223098807 348080106 2199606728 2655764792 131979295 141935224 6693172 15177996 840906027 1063562176 979578494 1220675396 X 1219380960 1434465387 647274 624009 1220028234 1435089396 2199606728 2655764792 251778370 -36717208 0 X 0 1 X 1 1 1 X 537543 270351 353245 196215 470690 1828044 2401477190 3273848371 4086015198 5282714979 6463087126 21507142864 2402014733 3274118722 4086368443 5282911194 6463557816 21508970908 0 0 0 21508970908 7022612 9356791 11866741 18001330 16525457 62772931 7022612 9356791 11866741 18001330 16525457 62772931 296626 239217 153519 209418 6741364 7640144 2409333971 3283714730 4098388703 5301121942 6486824637 21579383983 0.99670 0.99690 0.00290 0.00310 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 0 0 1 75233 75233 0 PART II-B, LINE 1: FIDELIS IS A MEMBER OF CERTAIN ASSOCIATIONS, TO WHICH IT PAYS ANNUAL DUES. A PORTION OF THOSE DUES ARE DETERMINED TO BE EXPENDITURES FOR LOBBYING PURPOSES. IN 2015, THAT PORTION WAS $75,233. 16942533 7050933 9891600 12558714 11866516 692198 114952645 73567774 41384871 51968669 FIXED INCOME FUNDS 39576949 F LONG TERM CERTIFICATES OF DEPOSIT 165256205 F 204833154 ASSETS WHOSE USE IS LIMITED (RESTRICTED FUNDS) 275081560 OTHER RECEIVABLES 7707045 PHARMACY RECEIVABLES 65258623 ASSETS WHOSE USE IS LIMITED (RESTRICTED FUNDS)-CURRENT 32878 348080106 CLAIMS PAYABLE 936074856 DUE TO THIRD PARTIES 127035529 CAPITAL LEASE PAYABLE 451791 1063562176 6456990987 -36717208 133907 -36583301 6493574288 0 6493574288 6241929825 133907 133907 6241795918 0 6241795918 PART XI, LINE 2D - OTHER ADJUSTMENTS: EQUITY INVESTMENT IN SALUS ADMINISTRATIVE SERVICES, INC ("SALUS") 133,632. SALUS CONTRIBUTIONS ELIMINATED IN CONSOLIDATION -10,000. SALUS INTEREST INCOME ELIMINATED IN CONSOLIDATION 10,275. PART XII, LINE 2D - OTHER ADJUSTMENTS: EQUITY INVESTMENT IN SALUS ADMINISTRATIVE SERVICES, INC ("SALUS") 133,632. SALUS CONTRIBUTIONS ELIMINATED IN CONSOLIDATION -10,000. SALUS INTEREST INCOME ELIMINATED IN CONSOLIDATION 10,275. 1 AMAUS HEALTH SERVICES AT THE CATHEDRAL 259 E ONONDAGA STREET SYRACUSE NY 13202 611548780 501(C)(3) 28000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. ARCHCARE 205 LEXINGTON AVENUE 3RD FLOOR NEW YORK NY 10016 133896624 501(C)(3) 471000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES COMMUNITY SERVICES ARCHDIOCESE OF NEW YORK 1011 FIRST AVENUE 6TH FLOOR NEW YORK NY 10022 135562185 501(C)(3) 471000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES DIOCESE OF OGDENSBURG 6866 STATE HIGHWAY 37 OGDENSBURG NY 13669 150614025 501(C)(3) 200500 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES FULTON & MONTGOMERY 55 EAST MAIN STREET SUITE 100 JOHNSTOWN NY 12095 141340033 501(C)(3) 6000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES OF BROOKLYN & QUEENS 191 JORALEMON STREET 7TH FLOOR BROOKLYN NY 11201 112047151 501(C)(3) 491460 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES OF FINGER LAKES 94 EXCHANGE STREET GENEVA NY 14456 142005241 501(C)(3) 15000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES OF LIVINGSTON COUNTY 34 EAST STATE STREET MT MORRIS NY 14510 205493091 501(C)(3) 15000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES OF STEUBEN COUNTY 23 LIBERTY STREET BATH NY 14810 300553416 501(C)(3) 15000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES OF THE DIOCESE OF ALBANY 40 NORTH MAIN AVENUE ALBANY NY 12203 141340033 501(C)(3) 382000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES OF THE DIOCESE OF ROCHESTER 1150 BUFFALO ROAD ROCHESTER NY 14624 160743944 501(C)(3) 51595 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES OF THE DIOCESE OF ROCKVILLE CENTRE 90 CHERRY LANE HICKSVILLE NY 11801 111843801 501(C)(3) 381500 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES OF TOMPKINSTIOGA 324 W BUFFALO STREET ITHACA NY 14850 510621633 501(C)(3) 15000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES OF WAYNE COUNTY 1141 EAST UNION STREET NEWARK NY 14513 204649120 501(C)(3) 15000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC CHARITIES RC DIOCESE OF SYRACUSE 240 EAST ONONDAGA STREET/PO BOX511 SYRACUSE NY 13202 150532085 501(C)(3) 321700 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC MEDICAL MISSION BOARD 10 WEST 17TH STREET NEW YORK NY 10011 135602319 501(C)(3) 10000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CATHOLIC MIGRATION SERVICES 191 JORALEMON STREET 4TH FLOOR BROOKLYN NY 11201 112634818 501(C)(3) 368290 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CHARLES B WANG COMMUNITY HEALTH CENTER 268 CANAL STREET NEW YORK NY 10013 132739694 501(C)(3) 10000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. CORTLAND-CHENANGO RURAL SERVICES 2704 LOWER CINCINNATUS RD PO 57 CINCINNATUS NY 13040 455599324 501(C)(3) 15000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. DIOCESE OF OGDENSBURG DEPARTMENT OF EDUCATION CATHOLIC SCHOOLS 100 ELIZABETH STREET OGDENSBURG NY 13669 150532120 501(C)(3) 60000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. DIOCESE OF ROCHESTER DEPARTMENT OF CATHOLIC SCHOOLS 1150 BUFFALO ROAD ROCHESTER NY 14624 160755765 501(C)(3) 60000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. DIOCESE OF ROCKVILLE CENTRE 50 NORTH PARK AVENUE ROCKVILLE CENTRE NY 115719023 111837437 501(C)(3) 53460 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. FRANCISCAN NORTHSIDE MINISTRIES 812 NORTH SALINA STREET SYRACUSE NY 13208 150532104 501(C)(3) 35000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. FRIENDS OF BASSETT INC ONE ATWELL ROAD COOPERSTOWN NY 13326 237041610 501(C)(3) 10000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. OFFICE OF THE SUPERINTENDENT OF SCHOOLS 1011 FIRST AVENUE NEW YORK NY 10022 510453629 501(C)(3) 90000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. PARISH AND CLERGY SERVICES DIOCESE OF ROCHESTER 1150 BUFFALO ROAD ROCHESTER NY 14624 530196617 501(C)(3) 235105 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. ROMAN CATHOLIC DIOCESE OF BROOKLYN NY 310 PROSPECT PARK WEST BROOKLYN NY 11215 111631807 501(C)(3) 90000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. REFUAH HEALTH CENTER INC 728 MAIN STREET SPRING VALLEY NY 10977 133652555 501(C)(3) 50000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. ROMAN CATHOLIC DIOCESE OF SYRACUSE - CATHOLIC SCHOOL OFFICE 240 EAST ONONDAGA STREET SYRACUSE NY 13202 150625353 501(C)(3) 60000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. SCHOOLS OF THE ROMAN CATHOLIC DIOCESE OF ALBANY 40 NORTH MAIN AVENUE ALBANY NY 12203 141605502 501(C)(3) 38900 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. SAINT ELIZABETH MEDICAL CENTER 2209 GENESEE STREET UTICA NY 13501 150532245 501(C)(3) 7500 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. SAINT JOSEPH'S HOME 950 LINDEN STREET OGDENSBURG NY 13669 150532217 501(C)(3) 69000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. THE ALFRED ESMITH MEMORIAL FOUNDATION 1011 FIRST AVENUE SUITE 1400 NEW YORK NY 10022 131553263 501(C)(3) 127500 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. THE DIOCESE OF BUFFALO 795 MAIN STREET BUFFALO NY 14203 160743984 501(C)(3) 60000 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. THE FOUNDATION FOR ELLIS MEDICINE 1101 NOTT STREET SCHENECTADY NY 12308 141638957 501(C)(3) 7500 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. THE FOUNDATION OF THE ROMAN CATHOLIC DIOCESE OF BUFFALO 795 MAIN STREET 3RD FL BUFFALO NY 14203 161517131 501(C)(3) 403850 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. GRANTS 5000 95-25 QUEENS BOULEVARD REGO PARK NY 113744570 501(C)(3) 27462 CASH SEE PURPOSE OF GRANTS IN SCHEDULE O. 38 0 HEALTHY KIDS FUND 22116 199246 0 CASH PAID N/A PART I, LINE 2: RECIPIENTS OF GRANT AWARDS UNDER THE COMMUNITY GRANT FUND ARE REQUIRED TO PROVIDE PERIODIC UPDATES ON THE ACCOMPLISHMENTS OF THE GRANT AND DISBURSEMENTS. IT IS THE RESPONSIBILITY OF THE GRANT RECIPIENT TO ENSURE THAT THE GRANT IS USED FOR THE PURPOSE(S) STATED IN THE ORIGINAL APPLICATION. FIDELIS MONITORS GRANT USAGE BY CORRESPONDENCE, TELEPHONE OR SITE VISITS. AN EVALUATION OF THE PROJECT IS REQUIRED UPON THE GRANTEE'S COMPLETION. NON-COMPLIANCE WITH THESE GUIDELINES MAY RESULT IN A REQUEST FOR RETURN OF THE FUNDS IN QUESTION OR INELIGIBILITY OF THE ORGANIZATION FOR FUTURE GRANTS FROM FIDELIS. X 1 1 X X X X X 0 1 0 0 0 0 0 1 0 PATRICK J FRAWLEY PRESIDENT & CEO 1195899 0 0 0 2452708 0 18518 0 114923 0 3782048 0 0 0 THOMAS HALLORAN CHIEF FINANCIAL OFFICER 432415 51923 132300 14700 24690 0 240298 1852 39931 3169 869634 71644 0 0 DAVID THOMAS EVP & COO 537547 46418 160950 13050 676157 0 17129 1389 54285 3302 1446068 64159 0 0 SANJIV SHAH MD CHIEF MEDICAL OFFICER 355471 54735 106312 15188 24690 0 181055 2315 27759 3440 695287 75678 0 0 PAMELA HASSEN CHIEF MARKETING OFFICER 313729 0 97500 0 24789 0 212134 0 24696 0 672848 0 0 0 MARTIN KREBS CHIEF INFORMATION OFFICER 347656 0 106500 0 18390 0 153799 0 37476 0 663821 0 0 0 SANTO RUSSO CHIEF LEGAL OFFICER 313771 36424 90450 10050 4092 0 147393 1852 40330 3206 596036 51532 0 0 THOMAS BROWN CHIEF ADMINISTRATIVE OFFICER 345695 0 116500 0 27810 0 147129 0 1368 0 638502 0 0 0 PART I, LINE 4B SERP COMPENSATION OF OFFICERS, KEY EMPLOYEES, OR HIGHEST COMPENSATED EMPLOYEES: PATRICK J. FRAWLEY - $2,426,728*; DAVID THOMAS - $651,414* THOMAS HALLORAN - $223,632**; PAMELA HASSEN - $193,616**; SANJIV SHAH - $164,852**; MARTIN KREBS - $135,282**; SANTO RUSSO - $130,727**; THOMAS BROWN - $128,612** *THE ABOVE AMOUNTS INCLUDE GROSS-UP TAXES PAID ON BEHALF OF THE PARTICIPANTS. (LINE 1A) **THESE REPRESENT NON-VESTED SERP BENEFITS PART I, LINE 7 PERFORMANCE-BASED INCENTIVES ARE PAID AS PART OF THE PLAN'S ANNUAL INCENTIVE PROGRAM. THE PRESIDENT & CHIEF EXECUTIVE OFFICER DOES NOT PARTICIPATE IN ANY INCENTIVE PROGRAM. DONOR #1 SUBSTANTIAL CONTRIBUTOR 13658743 BUSINESS TRANSACTION 0 DONOR #3 SUBSTANTIAL CONTRIBUTOR 2467463 BUSINESS TRANSACTION 0 FORM 990, PART I, LINE 1 DESCRIPTION OF ORGANIZATION MISSION: TO PROMOTE HEALTH THROUGH QUALITY, ACCESSIBLE CARE AND SERVICES TO THE COMMUNITY, ESPECIALLY TO THE POOR AND UNDERSERVED; TO PROMOTE HEALTH EDUCATION AND PREVENTATIVE MEDICINE. FORM 990, PART III, LINE 1 DESCRIPTION OF ORGANIZATION MISSION: THE NEW YORK STATE CATHOLIC HEALTH PLAN, INC. ("FIDELIS OR THE "PLAN") STRIVES TO PROMOTE HEALTH THROUGH QUALITY, ACCESSIBLE CARE AND SERVICES FOR ALL; TO JOIN IN PARTNERSHIP WITH HEALTH PROFESSIONALS TO ASSIST THEM IN THEIR HEALING WORK; TO ACT AS A FACILITATOR TO BUILD LINKAGES AND SYSTEMS FOR THE COORDINATION OF CARE AND SERVICES AMONG HEALTHCARE, BEHAVIORAL AND SOCIAL SERVICES, AS WELL AS EDUCATORS AND RELIGIOUS LEADERS, TO ADDRESS THE SPIRITUAL, EMOTIONAL AND PHYSICAL NEEDS OF THOSE WE SERVE; TO ADVOCATE FOR A HEALTH POLICY THAT ACCORDS TRUE DIGNITY AND RESPECT FOR ALL HUMAN PERSONS, ESPECIALLY THE POOR AND UNDERSERVED. AS OF DECEMBER 31, 2015, THE PLAN SERVED AN ENROLLED POPULATION COMPRISED OF BENEFICIARIES OF THE MEDICAL ASSISTANCE PROGRAM ("MEDICAID"), APPROXIMATELY 1,137,000, THE CHILD HEALTH PLUS BENEFICIARIES, APPROXIMATELY 80,400, A PROGRAM FOR LOW INCOME UNINSURED CHILDREN, MEDICARE/DUAL ADVANTAGE PROGRAM BENEFICIARIES, APPROXIMATELY 46,700, A PROGRAM FOR THE ELDERLY, FIDELIS CARE AT HOME MANAGED LONG-TERM CARE PROGRAM BENEFICIARIES, APPROXIMATELY 11,200, A PROGRAM FOR RESIDENTS WHO NEED LONG-TERM CARE SERVICES AND ARE ELIGIBLE FOR MEDICAID, THE NEW YORK HEALTH BENEFIT EXCHANGE PROGRAM ("HEALTH BENEFIT EXCHANGE") BENEFICIARIES, APPROXIMATELY 84,700, A PROGRAM WHICH PROVIDES HEALTH COVERAGE TO INDIVIDUAL MEMBERS UNDER THE PATIENT PROTECTION AND AFFORDABLE CARE ACT AND THE HEALTH CARE AND EDUCATION RECONCILIATION ACT OF 2010 ("HEALTH CARE REFORM ACT"), THE FULLY INTEGRATED DUALS ADVANTAGE PROGRAM ("FIDA") BENEFICIARIES, APPROXIMATELY 300, A PROGRAM THAT BEGAN ON JANUARY 1, 2015 WHICH PROVIDES MANAGED CARE TO INDIVIDUALS WHO HAVE BOTH MEDICARE AND MEDICAID AND HEALTH AND RECOVERY PLAN PROGRAM ("HARP") BENEFICIARIES, APPROXIMATELY 6,000, A PROGRAM THAT BEGAN ON OCTOBER 1, 2015 WHICH PROVIDES CARE MANAGEMENT SERVICES TO INDIVIDUALS ELIGIBLE FOR MEDICAID REQUIRING BEHAVIORAL HEALTH SERVICES. FORM 990, PART III, LINE 2 EFFECTIVE JANUARY 1, 2015, FIDELIS IMPLEMENTED THE FIDA PROGRAM. EFFECTIVE OCTOBER 1, 2015, FIDELIS IMPLEMENTED THE HARP PROGRAM. SEE PART III LINE 4D FOR DETAILS. FORM 990, PART III, LINE 3 THE NEW YORK STATE DEPARTMENT OF HEALTH ENDED THE FAMILY HEALTH PLUS PROGRAM EFFECTIVE DECEMBER 31, 2014. FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION HAS MEMBERS. THE MEMBERSHIP OF THE ORGANIZATION SHALL BE LIMITED TO THE DIOCESAN BISHOPS OF THE STATE AND THE ECCLESIASTICAL PROVINCE OF NEW YORK. FORM 990, PART VI, SECTION A, LINE 7A THE ORGANIZATION IS A MEMBERSHIP CORPORATION UNDER THE NEW YORK NOT-FOR-PROFIT CORPORATION LAW (THE "N-PCL") THE ORGANIZATION'S MEMBERS ELECT ITS BOARD OF DIRECTORS AND, AS MEMBERS OF A NEW YORK NOT-FOR-PROFIT CORPORATION, POSSESS CERTAIN OTHER POWERS UNDER THE N-PCL. FURTHERMORE, THE ORGANIZATION'S BY-LAWS, WHICH ARE FILED WITH THE NEW YORK STATE DEPARTMENT OF HEALTH ("NYSDOH"), DEFINE THE FOLLOWING RESERVED POWERS OF THE MEMBERS: (I) THE INTERPRETATION OF THE ETHICAL AND RELIGIOUS DIRECTIVES FOR CATHOLIC HEALTH CARE SERVICES TO WHICH THE ORGANIZATION, AS A FAITH-BASED ORGANIZATION, IS SUBJECT; (II) APPROVAL OF THE MISSION STATEMENT; (III) STANDING TO ENSURE THE ORGANIZATION'S COMPLIANCE WITH ITS PHILOSOPHY AND MISSION STATEMENT; (IV) APPROVAL OF AMENDMENTS TO THE ORGANIZATION'S CERTIFICATE OF INCORPORATION AND BY-LAWS; (V) APPROVAL OF CERTAIN TRANSACTIONS INVOLVING REAL PROPERTY; (VI) APPROVAL OF CERTAIN ACTIONS BY THE ORGANIZATION WHEN ACTING AS A SHAREHOLDER OR MEMBER OF ANOTHER ENTITY; (VII) APPROVAL OF THE ACCEPTANCE AND ISSUANCE OF SUBVENTIONS; (VIII) APPROVAL OF ANY MERGER, DISSOLUTION OR CONSOLIDATION, (IX) REMOVAL OF DIRECTORS AND CERTAIN OFFICERS OF THE CORPORATION; (X) APPROVAL OF THE ELECTION OF THE PRESIDENT & CHIEF EXECUTIVE OFFICER, AND (XI) REVIEW OF THE AUDITED FINANCIAL STATEMENTS. CERTAIN OF THESE POWERS ALREADY EXIST BY VIRTUE OF THE N-PCL (E.G., THE POWER TO APPROVE ANY MERGER, DISSOLUTION OR CONSOLIDATION UNDER N-PCL 903(A)(2) & 1002(A)). FORM 990, PART VI, SECTION A, LINE 7B PLEASE SEE LINE 11 NARRATIVE. FORM 990, PART VI, SECTION B, LINE 11 A DRAFT OF THE FORM 990 PREPARED BY THE ORGANIZATION'S FINANCE DEPARTMENT IS REVIEWED BY THE ORGANIZATION'S CHIEF FINANCIAL OFFICER, ASSISTANT VICE PRESIDENT FOR FINANCE AND CHIEF LEGAL OFFICER, IN COLLABORATION WITH THE ORGANIZATION'S OUTSIDE INDEPENDENT TAX ADVISORS. THEREAFTER, THE ORGANIZATION'S PRESIDENT & CHIEF EXECUTIVE OFFICER AND EXECUTIVE VICE PRESIDENT & CHIEF OPERATING OFFICER REVIEW THE DRAFT FORM 990 WITH CHIEF FINANCIAL OFFICER, ASSISTANT VICE PRESIDENT FOR FINANCE AND CHIEF LEGAL OFFICER. THE ORGANIZATION'S BOARD OF DIRECTORS HAS AUTHORIZED THE EXECUTIVE COMMITTEE OF THE BOARD TO REVIEW AND ACCEPT THE DRAFT FORM 990 BEFORE ITS FILING WITH THE IRS. ACCORDINGLY, AFTER THE ORGANIZATION'S MANAGEMENT HAS COMPLETED ITS REVIEW OF THE DRAFT FORM 990, IT IS CIRCULATED IN DRAFT FOR REVIEW, COMMENT AND APPROVAL TO THE MEMBERS OF THE EXECUTIVE COMMITTEE. ONCE ANY COMMENTS HAVE BEEN INCORPORATED AND THE FORM 990 HAS BEEN ACCEPTED BY THE EXECUTIVE COMMITTEE, A COPY OF THE FORM 990 IS PROVIDED TO EACH MEMBER OF THE BOARD OF DIRECTORS PRIOR TO ITS FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C ANNUALLY, THE ORGANIZATION'S OFFICERS, DIRECTORS AND SENIOR EXECUTIVES ARE PROVIDED WITH A COPY OF THE CONFLICTS OF INTEREST POLICY AND AN ACKNOWLEDGEMENT FORM. THESE INDIVIDUALS ARE INSTRUCTED TO SIGN AND RETURN THE FORM, (A) TO ACKNOWLEDGE THAT THEY HAVE REVIEWED THE POLICY AND (B) TO DISCLOSE ANY CONFLICTS OR POTENTIAL CONFLICTS. THE CONFLICTS OF INTEREST POLICY DEFINES "DISCLOSABLE INTERESTS", I.E., THOSE INTERESTS THAT AN INDIVIDUAL COVERED BY THE POLICY MUST HAVE IN ANOTHER ENTITY IN ORDER FOR A TRANSACTION BETWEEN THE ORGANIZATION AND THAT ENTITY TO BE COVERED BY THE POLICY. THE POLICY ALSO DEFINES THE TYPES OF TRANSACTIONS BETWEEN THE ORGANIZATION AND ANOTHER ENTITY INVOLVING AN INDIVIDUAL COVERED BY THE POLICY THAT IS SUBJECT TO BY THE POLICY. THE POLICY REQUIRES DISCLOSURE TO THE BOARD OF DIRECTORS AND/OR THE EXECUTIVE COMMITTEE BY ANY PERSON WITH A DISCLOSABLE INTEREST IN A TRANSACTION AS DEFINED IN THE POLICY OF ALL CONFLICTS OR POTENTIAL CONFLICTS OF INTEREST. INITIALLY, AFTER THE INTERESTED INDIVIDUAL HAS RECUSED HIMSELF, THE ORGANIZATION'S BOARD OF DIRECTORS OR EXECUTIVE COMMITTEE DETERMINES WHETHER A POTENTIAL CONFLICT OF INTEREST EXISTS. IF A CONFLICT OF INTEREST IS FOUND TO EXIST, THE BOARD OF DIRECTORS OR THE EXECUTIVE COMMITTEE DECIDES WHETHER TO ENTER INTO THE TRANSACTION BASED ON ITS DETERMINATION OF WHETHER (A) A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY ATTAINABLE UNDER CIRCUMSTANCES THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST, (B) THE TRANSACTION OR ARRANGEMENT IS IN THE ORGANIZATION'S BEST INTEREST AND FOR ITS OWN BENEFIT AND (C) THE TRANSACTION IS FAIR AND REASONABLE TO THE ORGANIZATION. FORM 990, PART VI, SECTION B, LINE 15 OUTSIDE COUNSEL FOR THE ORGANIZATION, A NATIONAL LAW FIRM WITH EXPERTISE IN ADVISING TAX-EXEMPT ORGANIZATIONS ON EXCESS BENEFIT TRANSACTIONS LAW, HAS ADVISED FIDELIS AS TO WHICH EMPLOYEES ARE DISQUALIFIED PERSONS WITHIN THE MEANING OF SECTION 4958 OF THE INTERNAL REVENUE CODE. THE ORGANIZATION EMPLOYS A COMPENSATION CONSULTANT FIRM, A NATIONAL HUMAN RESOURCES CONSULTING FIRM WITH EXPERTISE IN ADVISING TAX-EXEMPT ORGANIZATIONS ON EXCESS BENEFIT TRANSACTIONS LAW, TO PREPARE ANNUALLY A DETAILED REPORT ON THE PROPOSED COMPENSATION FOR THE ORGANIZATION'S DISQUALIFIED PERSONS THAT INCLUDES DATA AS TO COMPARABLE COMPENSATION FOR SIMILAR QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY-SITUATED ORGANIZATIONS. THE EXECUTIVE COMMITTEE OF THE ORGANIZATION'S BOARD OF DIRECTORS, WHICH HAS BEEN AUTHORIZED BY THE BOARD TO REVIEW AND APPROVE ALL MATTERS CONCERNING EXECUTIVE COMPENSATION, IS PROVIDED WITH THE COMPENSATION CONSULTANT'S DETAILED EXECUTIVE COMPENSATION REPORT. THE REVIEW AND APPROVAL OF THE COMPENSATION OF THE ORGANIZATION'S DISQUALIFIED PERSONS IS ACCOMPLISHED IN TWO PHASES: FIRST WITH RESPECT TO THE PRESIDENT & CHIEF EXECUTIVE OFFICER AND THEN WITH RESPECT TO ALL OTHER DISQUALIFIED PERSONS, NAMELY, (I) THE EXECUTIVE VICE PRESIDENT & CHIEF OPERATING OFFICER, (II) THE CHIEF FINANCIAL OFFICER, (III) THE CHIEF LEGAL OFFICER, (IV) THE CHIEF MEDICAL OFFICER, (V) CHIEF MARKETING OFFICER, (VI) CHIEF INFORMATION OFFICER AND (VII) CHIEF ADMINISTRATIVE OFFICER. FIRST, THE AFOREMENTIONED OUTSIDE COUNSEL AND HUMAN RESOURCES CONSULTING FIRM, AT THE INVITATION OF THE EXECUTIVE COMMITTEE, REVIEW WITH THE COMMITTEE THE DETAILED EXECUTIVE COMPENSATION REPORT WITH RESPECT TO THE PRESIDENT & CHIEF EXECUTIVE OFFICER. THE EXECUTIVE COMMITTEE ALSO RETAINS THE SERVICES OF A SECOND HUMAN RESOURCES CONSULTING FIRM TO ASSIST IN ITS EVALUATION OF THE PERFORMANCE OF THE PRESIDENT & CHIEF EXECUTIVE OFFICER. THE FULL REVIEW OF THE COMPENSATION AND PERFORMANCE OF THE PRESIDENT & CHIEF EXECUTIVE OFFICER IS PERFORMED BY THE EXECUTIVE COMMITTEE AT LEAST BI-ANNUALLY. AFTER ESTABLISHING THE COMPENSATION OF THE PRESIDENT & CHIEF EXECUTIVE OFFICER, THE EXECUTIVE COMMITTEE REPORTS ON ITS DELIBERATIONS AND DETERMINATIONS TO THE ORGANIZATION'S BOARD OF DIRECTORS. SECOND, THE EXECUTIVE COMMITTEE REVIEWS THE DETAILED EXECUTIVE COMPENSATION REPORT WITH RESPECT TO THE ORGANIZATION'S OTHER DISQUALIFIED PERSONS WITH THE ASSISTANCE OF THE SAME OUTSIDE COUNSEL AND COMPENSATION CONSULTANTS PARTICIPATING IN THE REVIEW OF THE COMPENSATION OF THE PRESIDENT & CHIEF EXECUTIVE OFFICER. THE EXECUTIVE COMMITTEE DETERMINES WHETHER TO APPROVE THE COMPENSATION ANALYSIS AND CONCLUSIONS CONTAINED IN THE COMPENSATION REPORT WITH RESPECT TO THE ORGANIZATION'S OTHER DISQUALIFIED PERSONS. AFTER CONSULTING WITH OUTSIDE COUNSEL, THE EXECUTIVE COMMITTEE HAS DESIGNATED THE PRESIDENT & CHIEF EXECUTIVE OFFICER TO SERVE AS AN "AUTHORIZED BODY" AS CONTEMPLATED BY THE EXCESS BENEFIT TRANSACTION REGULATIONS FOR THE PURPOSE OF SETTING THE COMPENSATION OF THOSE DISQUALIFIED PERSONS WITHIN AN APPROVED RANGE. THE ORGANIZATION MAINTAINS CONTEMPORANEOUS DOCUMENTATION AND RECORD KEEPING WITH RESPECT TO THE DELIBERATIONS AND DECISIONS REGARDING THE COMPENSATION ARRANGEMENTS FOR ALL DISQUALIFIED PERSONS. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION IS A NEW YORK NOT-FOR-PROFIT CORPORATION. ITS CERTIFICATE OF INCORPORATION IS READILY AVAILABLE TO THE GENERAL PUBLIC FROM THE NEW YORK STATE DEPARTMENT OF STATE UNDER THE NEW YORK FREEDOM OF INFORMATION LAW ("FOIL"). ITS CERTIFICATE OF INCORPORATION AND BY-LAWS ARE ALSO ON FILE WITH THE NYSDOH AND LIKEWISE AVAILABLE TO THE GENERAL PUBLIC UNDER FOIL. THE ORGANIZATION MAKES ITS FINANCIAL STATEMENTS AVAILABLE TO ENROLLEES IN ITS MEDICAID PROGRAM AND TO INDIVIDUALS CONSIDERING BECOMING ENROLLEES BY INCLUDING IN THE MEMBER HANDBOOKS, WHICH ARE PROVIDED TO ENROLLEES AND ARE ACCESSIBLE ON THE ORGANIZATION'S WEB SITE, A STATEMENT THAT THE FINANCIAL STATEMENTS (AS WELL AS OTHER INFORMATION DESCRIBED IN THE HANDBOOKS) ARE AVAILABLE UPON REQUEST BY CALLING A TOLL-FREE NUMBER PROVIDED IN THE HANDBOOKS. FORM 990, PART VII: AVG. HOURS DEVOTED TO RELATED ORG(S) WHEN RELATED COMP IS REPORTED: THE FOLLOWING INDIVIDUALS DEVOTE A PERCENTAGE OF THEIR TIME TO SALUS ADMINISTRATIVE SERVICES, INC. ("SALUS"), A RELATED ORGANIZATION, AS DETAILED BELOW: DAVID THOMAS, EVP & COO - 7.5% THOMAS HALLORAN, CHIEF FINANCIAL OFFICER - 10% SANJIV SHAH, MD, CHIEF MEDICAL OFFICER - 12.5% SANTO RUSSO, CHIEF LEGAL OFFICER - 10% THIS ARRANGEMENT IS COVERED BY AN EMPLOYEE SERVICE AGREEMENT BETWEEN FIDELIS AND SALUS. FORM 990, PART IX, LINE 12 THE ORGANIZATION'S LINE 12, ADVERTISING AND PROMOTION EXPENSES INCLUDE PAYMENTS TO OTHER EXEMPT ORGANIZATIONS IN SUPPORT OF THEIR CHARITABLE PURPOSES, TO BENEFIT THE COMMUNITY, OR IN SPONSORSHIP OF THEIR FUNDRAISING EVENTS. THE EXPENDITURES INCLUDE THE AMOUNTS PAID TO THE FOLLOWING: THANKSGIVING CONTRIBUTION TO NEEDY: $153,933 OTHER CHARITABLE CONTRIBUTION LESS THAN $5,000: $450 FORM 990 SCHEDULE I, PART II COL H: SINCE 2004, THE PURPOSE OF THE FIDELIS CARE COMMUNITY GRANT FUND IS TO OFFER SUPPORT ANNUALLY THROUGH CHARITABLE CONTRIBUTIONS TO SELECTED TAX-EXEMPT NONPROFIT ORGANIZATIONS THAT SHARE SIMILAR MISSIONS AND VALUES OF SERVICE TO LOW-INCOME VULNERABLE INDIVIDUALS. PROPOSALS ARE EVALUATED ON THEIR RELEVANCE TO FIDELIS' MISSION OF CARING FOR THE NEEDS AND CONCERNS OF THE POOR AND MEDICALLY UNDERSERVED IN CONSULTATION WITH FIDELIS' MEMBERS. THE TOTAL AMOUNT TO BE DISTRIBUTED EACH YEAR IS APPROVED BY THE BOARD OF DIRECTORS AND DISTRIBUTED IN ACCORDANCE WITH THE APPROVED BOARD POLICY. IN ADDITION TO THE GRANTS MADE THROUGH ITS COMMUNITY GRANT FUND, FIDELIS PROVIDES SUPPORT THROUGH CHARITABLE CONTRIBUTIONS THROUGH ITS CATHOLIC SCHOOLS GRANT INITIATIVE TO SELECTED CATHOLIC SCHOOLS OR DIOCESAN SCHOOL SYSTEMS IN THEIR EFFORT TO IMPROVE THE HEALTH STATUS OF CHILDREN AND THEIR FAMILIES. LASTLY, FIDELIS MAKES CHARITABLE DONATIONS TO ORGANIZATIONS CLASSIFIED AS TAX-EXEMPT NONPROFIT ORGANIZATIONS UNDER STATE AND FEDERAL LAW THAT WORK WITH FIDELIS TO SUPPORT THE PLAN'S MISSION. NOT APPLICABLE QUESTIONS: TO THE EXTENT THAT A QUESTION ON THE FORM 990 HAS BEEN LEFT BLANK, THE RESPONSE TO THIS QUESTION SHOULD BE NOT APPLICABLE. DUE TO SOFTWARE LIMITATIONS, FIDELIS COULD NOT PROPERLY RESPOND TO THE RESPECTIVE QUESTION AS N/A. SALUS ADMINISTRATIVE SERVICES INC 95-25 QUEENS BOULEVARD REGO PARK NY 11374 550878053 THIRD PARTY ADMINISTRATOR NY FIDELIS CARE NEW YORK C 6812443 63953764 1.00000 1 0 0 1 0 0 0 0 0 0 0 0 1 0 1 1 0 0 0 0 SALUS ADMINISTRATIVE SERVICES INC L 6802168 CASH SALUS ADMINISTRATIVE SERVICES INC N 457750 CASH SALUS ADMINISTRATIVE SERVICES INC O 6398825 CASH SCHEDULE R, PART V SCHEDULE R, PART V RELATED PARTY TRANSACTIONS: FIDELIS REPORTS CERTAIN RELATED PARTY TRANSACTIONS BETWEEN ITSELF AND SALUS ADMINISTRATIVE SERVICES, INC. ("SALUS"), A RELATED PARTY, ON SCHEDULE R, PART V. THE METHODS USED FOR DETERMINING THE AMOUNTS REPORTED DIFFER BASED ON THE TYPE OF TRANSACTION BUT ARE ALL CONTAINED IN WRITTEN CONTRACTS BETWEEN THE TWO PARTIES. SALUS REPORTS A PERFORMANCE OF SERVICES TO FIDELIS. THE WRITTEN AGREEMENT SPECIFIES A FIXED DISPENSING FEE PER PHARMACY CLAIM PROCESSED. THE FEE IS AN ESTIMATE DESIGNED TO COVER DIRECT AND INDIRECT COSTS AS WELL AS A MODEST AMOUNT OF PROFIT. THE AMOUNT IS DEEMED CONSISTENT WITH AN INDEPENDENT THIRD PARTY TRANSACTION. FIDELIS REPORTS A SHARING OF FACILITIES, EQUIPMENT, AND OTHER ASSETS. THE OVERHEAD AND ADMINISTRATIVE COSTS ARE ALLOCATED BASED ON THE SHARE OF FACILITIES AND ASSETS SALUS IS DEEMED TO USE. FIDELIS SHARES PAID EMPLOYEES WITH SALUS. FIDELIS ALLOCATES SALARIES FOR EACH EMPLOYEE BASED ON THE PERCENTAGE OF TOTAL HOURS SPENT PROVIDING SERVICES TO SALUS.