2015-11-04T16:36:01-08:00 2014-12-31 Leaf & Cole LLP 2810 Camino Del Rio South Suite 200 San Diego CA 921083820 990 2014-01-01 462953382 THE CALIFORNIA MEDICAL INNOVATIONS INSTITUTE INC CALI 8582497404 11107 ROSELLE STREET SAN DIEGO CA 92121 Ghassan Kassab President 2015-11-04 true JULIE A FIRL P00085551 6192947200 X 2014 2016-03-07 17:11:31Z X Ghassan Kassab 11107 ROSELLE STREET SAN DIEGO CA 92121 907101 false false X N/A X 2013 CA Bringing together physical and life science researchers, clinicians, engineers, and computational scientists to address the significant health care challenges of vascular disease, heart failure, and metabolic disorders through a multi-scale understanding of organ systems. 5 2 13 0 225000 682101 0 0 907101 0 0 543483 0 0 667666 1211149 -304048 773283 1077331 -304048 The Institute is a scientific research center dedicated to conducting basic and applied research to advance the understanding of human disease and the improvement of human health. The Institute fosters an innovative research environment with a multidisciplinary and collaborative approach to the discovery process - bringing together physical and life science researchers, clinicians, engineers/ and computational scientists to address the significant health care challenges of heart and vascular disease, obesity, and metabolic disorders through a multi-scale understanding of organ systems. Institute researchers have expertise in both experimental and computational disciplines. The former utilize the experimental reductionist approach to dissect the biological system into its molecular, cellular and tissue components. The latter use a computational integrative approach to synthesize the parts using laws of physics and chemistry to understand the whole organ. The Institutes multi-discipline false false 1036862 682101 The Institute has made substantial progress in more fully understanding, and developing a specific therapeutic approach for, the multiple aspects of heart failure. The Institute also made significant progress in the understanding and treatment of vascular disease, including work advancing next generation endografts for treatment of aneurysm to eliminate migration and endoleak, biomaterial tissue constructs to replace arteries or veins, percutaneous prosthetic venous values to treat chronic venous insufficiency and atraumatic clamps. During the year, the research staff at the Institute regularly presented its scientific findings to the public via panels, lectures, publications, and other similar programs. 1036862 true true false false false false false false false false true false false false false false false false false false false false false false false false false false false false false false false false false false true false false false true false false false false false false false false false false true 6 0 true 13 true false false false false false false false false 0 false false false false false false false false false false X 5 2 true false false false false false false true false false false true true true true true true true false false CA X X LIGIA AMEZCUA 8582497404 11107 ROSELLE STREET STE 211 SAN DIEGO CA 92121 Ghassan Kassab President 40.00 0.00 X X 99128 0 2969 JENNY S CHOY MD Secretary 40.00 0.00 X X 50577 0 1011 JOHN FRANGOS PHD CFO 0.00 0.00 X X 0 0 0 Demetri Andrikos JD Director 5.00 0.00 X X 0 0 0 DANIEL P SOUZA Director 0.00 0.00 X X 0 0 0 149705 3980 0 false false false 0 225000 225000 CONTRACT REVENUE 900099 190373 190373 Fees & Contracts Gov Agencies 541990 491728 491728 682101 0 0 0 0 0 0 0 0 0 907101 682101 0 0 0 0 162478 118854 43624 0 327882 320202 7680 0 16994 15052 1942 36129 32001 4128 0 16735 16735 2625 2625 0 0 0 52238 27770 24468 0 10218 8122 2096 27065 27065 0 427904 412174 15730 12879 12879 0 0 0 0 9915 9283 632 1553 1496 57 LAB SUPPLIES & SVCS 61302 61292 10 MINOR EQUIPMENT 18827 18388 439 OTHER EXPENSES 18597 4686 13911 EQUIP RENTAL, REPAIRS & MAINT 7808 7542 266 0 1211149 1036862 174287 0 243154 0 0 361227 0 0 0 0 15074 163744 9916 153828 0 0 0 0 0 0 773283 94299 372632 610400 0 1077331 X -304048 0 -304048 0 773283 -304048 X X false false false X 907101 907101 0 0 907101 907101 152432 754669 0 0 0 907101 X 0.00000 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 163744 9916 153828 153828 3DT HOLDINGS LLC mgmt Operate X 600000 600000 false true true GHASSAN KASSAB Employee OPERATE X 10400 10400 false true true 610400 KASSAB GLOBAL BIOTECH family 323562 RENT OF FACILITY false Form 990, Part VI, Line 2: Description of Business or Family Relationship of Officers, Directors, Et None of the Officers or Directors were related by family. However, two of the Directors had a business relationship with Dr. Kassab, as described below: Director Jenny S. Choy is a researcher at the Institute. Given that the President could control many aspects of her employment status at the Institute, the Institute did not consider Dr. Choy to be independent with respect to transactions involving Dr. Kassab. Director Demetri Andrikos is an employee of 3DT Holdings, LLC, an organization owned in part by Dr. Kassab. Therefore, the Institute did not consider Mr. Andrikos to be independent with respect to transactions involving Dr. Kassab.The Institute was formed in 2013 but did not begin operations until mid-2014. The Board of Directors was not active during the Institutes initial startup period. In early 2015, Jenny Choy, John Frangos, and Daniel P. Souza (none of whom had been actively involved with the Board, but whom were listed as Directors on the Institutes Form 1023) dropped off the Board, and three independent Directors were appointed to the Board of Directors, namely, Phil Himelstein, Darell Krasnoff and Steve Levine. At that time, the independent Directors revisited, approved, and ratified the transactions that had taken place during 2014. Form 990, Part VI, Line 11b: Form 990 Review Process The Form 990 was reviewed and discussed by senior management, the President, the Board of Directors, and outside counsel for the Institute prior to filing. Form 990, Part VI, Line 12c: Explanation of Monitoring and Enforcement of Conflicts The Board of Directors has adopted two written Conflict of Interest Policies. The first policy (the Financial Conflict of Interest Policy) is applicable to Officers and Directors of the Institute. Each Officer and each member of the Board of Directors is required to review and acknowledge their understanding of the Financial Conflict of Interest Policy upon appointment to office or to the board. Officers and Directors are routinely encouraged to bring any and all potential conflicts of interest to the attention of the disinterested board members for review.The second policy (the Research Conflict Policy) is applicable to researchers participating in any of the Institutes federally funded grants. Researchers are required to review the Research Conflict Policy and complete a training program on financial conflicts of interest in research at least every four years. The Institute takes very seriously its obligation to report any financial conflicts of interest to the National Institute of Health and encourages all researchers to fully disclose any and all potential conflicts for review by the independent members of the Board of Directors. To the extent that the independent members of the Board of Directors determine that a significant conflict exists, the following conditions and restrictions could be imposed: public disclosure of the conflict, monitoring of the research by independent reviewers, modification of the research plan or removal of the affected researcher from the research, divestiture of significant financial interests, or severance of the relationship that creates the actual or potential conflicts. Form 990, Part VI, Line 15a: Compensation Review & Approval Process - CEO, Top Management The Presidents compensation was reviewed and approved by the disinterested members of the Board of Directors in 2015, with such approval being retroactive to July 1, 2014. In determining whether the amount of compensation was reasonable, the disinterested members of the Board reviewed and discussed the proposed compensation arrangement and carefully considered the background, education, professional expense, skills and achievements of Dr. Ghassan Kassab, the unique qualities to the Institute to fill the position of President and Chief Scientific Officer, and the reports of compensation levels paid by other similar organizations according to the Economic Institute Report. The disinterested members of the Board also reviewed and relied upon the opinion of counsel that the compensation proposed to be paid to Dr. Kassab was within the range that would be expected for an employee with Dr. Kassabs unique expertise, performing the specified duties for an organization of the size of the Institute. The decision of the Board of Directors was documented in the minutes of the meeting where the compensation was discussed. Dr. Kassab and Demetri Andrikos (who was deemed to be an interested Director with respect to Dr. Kassab), both left the meeting prior to the vote and abstained from the vote. Form 990, Part VI, Line 18: Explanation of Other Means Forms Available For Public Inspection The Institute makes its application and return available to the public upon request. Form 990, Part VI, Line 19: Other Organization Documents Publicly Available The Institute makes its governing documents, conflicts of interest policies, and financial statements available to the public upon request. Form 990, Schedule L, Part II- Loans to and from Interested Persons Upon formation of the Institute, Dr. Kassab loaned $10,400 to the Institute to establish the Institutes bank account. This loan was not formally documented, and no interest was charged. As of December 31, 2015, the loan remained outstanding. This loan has since been repaid, without interest.The Institute also entered into a loan agreement with 3DT Holdings, LLC, an entity owned in part by Dr. Kassab. Such loan was necessary to address the cash flow shortage that the Institute faced as a result of its substantial start-up costs. The terms of the loan agreement were reviewed and approved by the disinterested members of the Board of Directors in 2015, with such approval being retroactive to the origination of the loan in 2014. In determining whether the terms of the loan were reasonable, the disinterested members of the Board reviewed comparability information and considered that the interest charged on the loan is well below the rate that would have been charged by a disinterested third party. The decision of the Board of Directors was documented in the minutes of the meeting where the loan agreement was discussed. Dr. Kassab and Mr. Andrikos both left the meeting prior to the vote and abstained from the vote. Form 990, Schedule L, Part IV Business Transactions Involving Interested PersonsThe Institute has entered into a written lease agreement with Kassab Global Biotech, LLC, an entity owned by Dr. Kassabs siblings. The terms of the lease were reviewed and approved by the disinterested members of the Board of Directors in 2015, with such approval being retroactive to the origination of the lease in 2014. In determining whether the terms of the lease were reasonable, the disinterested members of the Board reviewed and discussed the terms of the lease agreement and comparability information. The decision of the Board of Directors was documented in the minutes of the meeting where the lease agreement was discussed. Dr. Kassab and Mr. Andrikos both left the meeting prior to the vote and abstained from the vote.