2015-11-11T07:47:10-06:00 2014-12-31 560747981 DIXON HUGHES GOODMAN LLP PO BOX 973 CHARLESTON SC 29402 990 2014-01-01 570288358 MEDICAL SOCIETY OF SOUTH CAROLINA MEDI 8437891798 69B BARRE STREET CHARLESTON SC 29401 JOHN HOLLOWAY JR CHIEF EXECUTIVE OFFICER 8437891798 2015-11-04 1 P DAVID BOTZIS P00137301 8437226443 2015-11-04 2014 2016-04-25 22:37:26Z JOHN HOLLOWAY JR 69B BARRE STREET CHARLESTON SC 29401 27307139 0 X WWW.MEDSOCIETYSC.COM X 1789 SC TO IMPROVE THE HEALTH OF OUR COMMUNITY THROUGH CLINICAL EXCELLENCE. 14 5 3 5 0 0 24675 26572 0 0 11244154 3054229 2190214 2486483 13459043 5567284 2000376 7030169 0 0 697908 808711 0 0 0 2439230 2635990 5137514 10474870 8321529 -4907586 449013925 450110236 45650466 48856115 403363459 401254121 X THE MEDICAL SOCIETY OF SOUTH CAROLINA IS AN ORGANIZATION OF PHYSICIANS DEDICATED TO IMPROVING THE HEALTH OF OUR COMMUNITY THROUGH CLINICAL EXCELLENCE, SUPPORT AND PARTICIPATION IN ROPER SAINT FRANCIS HEALTH CARE AND OTHER ENDEAVORS, WITH GOOD STEWARDSHIP OF THE SOCIETY'S FINANCIAL AND HUMAN RESOURCES, WHILE ADHERING TO THE HIGHEST ETHICAL STANDARDS AS EXEMPLIFIED BY THE HIPPOCRATIC TRADITION. 0 0 9916173 7030169 INCOME IS DESIGNATED FOR THE CONTINUING SUPPORT OF THE CAREALLIANCE HEALTH SERVICE'S MISSION IN THE COMMUNITY. THE MEDICAL SOCIETY OF SC PARTICIPATES IN GRANT MAKING PROGRAMS IN THE COMMUNITY IN COORDINATION WITH THE HOSPITAL SYSTEM WHICH PROVIDE FUNDING TO BE USED TOWARDS EDUCATION IN THE MEDICAL FIELD. IN ADDITION, THE MEDICAL SOCIETY PROVIDES FUNDING FOR UPGRADES AND IMPROVEMENTS TO THE HOSPITAL SYSTEM.LASTLY, THE MEDICAL SOCIETY PROCURES AND CONSTRUCTS PROPERTIES WHICH ARE UTILIZED BY THE HOSPITAL SYSTEM TO FURTHER ITS MISSION TO HEAL ALL PEOPLE WITH COMPASSION, FAITH, AND EXCELLENCE 9916173 1 0 0 0 0 0 0 0 0 0 1 0 1 0 1 1 1 0 0 0 0 0 0 0 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 3 0 1 3 1 0 1 OC CJ 0 0 0 0 0 0 0 0 X 14 5 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 SC X DEBRA LEE 8437891798 69 B BARRE STREET CHARLESTON SC 29401 G FREDERICK WORSHAM JR MD IMMEDIATE PAST PRESIDENT 1.00 X 0 0 0 STANLEY M WILSON MD PRESIDENT 1.00 X X 0 572182 49623 PATRICK J KELLY MD VICE PRESIDENT 1.00 X X 0 0 0 WILLIAM C CARTER III MD SECRETARY/TREASURER 1.00 X X 0 17595 0 BRIAN G CUDDY MD DIRECTOR 1.00 X 0 982399 58684 T SCOTT JENNINGS MD DIRECTOR 1.00 X 0 0 0 NORWOOD B HAMILTON MD DIRECTOR 1.00 X 0 600 0 C WILLY SCHWENZFEIER MD DIRECTOR 1.00 X 0 15000 0 SHANON HONNEY MD DIRECTOR 1.00 X 0 220816 19405 IAN Y MARSHALL MD DIRECTOR 1.00 X 0 16600 0 HUGH D DURRENCE MD DIRECTOR 1.00 X 0 0 0 WILLS C GEILS MD DIRECTOR 1.00 X 0 32267 0 MARY THORNLEY EDD DIRECTOR 1.00 X 0 0 0 WALTER D BLESSING JR MD DIRECTOR 1.00 X 0 478814 60023 JOHN M JORDAN CHIEF EXECUTIVE OFFICER 40.00 X 324425 0 29636 JOHN B HOLLOWAY JR PROJECT MANAGER 40.00 X 182477 0 0 506902 2336273 217371 2 0 1 0 0 26572 26572 775837 775837 2486483 0 2486483 2486483 2486483 24018247 21739855 2278392 2278392 2278392 5567284 0 0 5540712 7030169 7030169 324425 259540 64885 251830 251830 205776 164621 41155 26680 21344 5336 49908 49908 90614 90614 128458 82728 45730 51515 42276 9239 14629 14629 316618 316618 412 412 100086 100086 886623 886623 997127 997127 10474870 9916173 558697 0 25316959 38801137 44553495 3749312 41263366 40804183 138190642 138492332 244071880 227757620 171078 4254964 449013925 450110236 26595000 9000000 18246932 39241410 808534 614705 45650466 48856115 X 403363459 401254121 403363459 401254121 449013925 450110236 X -4907586 -1203321 4001569 X X 0 1 X 1 0 X X 4 ROPER HOSPITAL 570828733 3 1 6420270 0 CAREALLIANCE HEALTH SERVICES 570831165 3 1 0 0 BON SECOURS- ST FRANCIS HOSPITAL 571067254 3 1 0 0 ROPER ST FRANCIS MT PLEASANT HOSPITAL 570360499 3 1 0 0 4 6420270 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 X 1 1 PART IV, SECTION E, LINE 2A MSSC PROVIDES SUPPORT TO THE ROPER ST.FRANCIS HEALTHCARE SYSTEM, CONSISTING OF CAREALLIANCE HEALTH SERVICES, ROPER HOSPITAL, INC., BON SECOURS ST.FRANCIS HOSPITAL, ROPER ST.FRANCIS MT.PLEASANT HOSPITAL, ROPER ST.FRANCIS HOSPITAL BERKELEY, ROPER ST.FRANCIS FOUNDATION, AND ROPER ST.FRANCIS PHYSISCIANS NETWORK. THE MISSION OF EACH ORGANIZATION, EXCLUDING THE FOUNDATION, IS TO HEAL ALL PEOPLE WITH COMPASSION, FAITH, AND EXCELLENCE. THE FOUNDATION'S MISSION IS TO ADVANCE THE AFOREMENTIONED MISSION THROUGH PHILANTHROPY. UPON THE CREATION OF CAREALLIANCE HEALTH SERVICES, $15,000,000 WAS TRANSFERED FROM ROPER CAREALLIANCE AND ROPER HOSPITAL TO MSSC. MSSC SEGREGATED THESE FUNDS INTO MULTIPLE ACCOUNTS DESIGNATED AS THE ENDOWMENT FUND. THESE FUNDS WERE TO BE INVESTED AND USED FOR THE SUPPORT OF THE ROPER ST.FRANCIS HEALTHCARE GROUP. AT THE END OF 2014, MSSC HAD MADE VARIOUS CONDITIONAL PROMISES TO PROVIDE FUNDING TOWARDS ROPER ST.FRANCIS CAPITAL PROJECTS TOTALING $9,441,160, OF WHICH $2,383,086 WAS PAID DURING THE YEAR. IN ADDITION, $10,496,447 WAS PLEDGED TOWARDS ELECTRONICS HEALTH RECORDS PROJECTS, $3,103,800 OF WHICH WAS PAID DURING THE YEAR. ADDITIONALLY, MSSC PROVIDED GRANTS TOTALING $384,500 TO THE ROPER ST.FRANCIS FOUNDATION. SAID FUNDS WERE TO BE USED TO ASSIST WITH SALARY AND OPERATIONAL SUPPORT FOR TWO FULL-TIME EMPLOYEES, WHICH WILL ALLOW CLINICAL BIOTECHNOLOGY RESEARCH INSTITUTE OF ROPER HOSPITAL TO "RAMP UP" SUBSTANTIALLY IN THE NEAR TERM AND BECOME SELF-SUSTAINING AT AN ADVANCED RATE, AS WELL AS TO SUPPORT HEARTSAVE AND NEW AED UNITS IN SCHOOLS, CHURCHES, STADIUMS AND OTHER PUBLIC PLACE ACROSS BERKELEY, CHARLESTON AND DORCHESTER COUNTIES. PART IV, SECTION E, LINE 2B ALL ACTIVITIES LISTED ABOVE ARE ALL ACTIVITIES WHICH ULTIMATELY FURTHER THE MISSION OF EACH ORGANIZATION UNDER THE ROPER ST.FRANCIS HEALTHCARE SYSTEM. THE MEDICAL SOCIETY HOLDS TITLE TO SEVERAL EXEMPT USE PROPERTIES USED BY THE ROPER HOSPITAL GROUP INCLUDING A DATA CENTER AND A MEDICAL OFFICE BUILDING. THE ROPER GROUP ULTILIZED THE BALANCE SHEET OF THE MEDICAL SOCIETY TO PROCURE AND CONSTRUCT THESE EXEMPT USE PROPERTIES. PART IV, SECTION D, LINE 3 THE BOARD OF DIRECTORS FOR EACH OF THE SUPPORTED ORGANIZATIONS WITHIN THE VERTICALLY INTEGRATED NOT-FOR-PROFIT HEALTH CARE SYSTEM, HEREIN REFERED TO AS ROPER ST.FRANCIS CONSISTS OF 13 TOTAL MEMBERS EACH. 6 OF THE MEMBERS ON EACH BOARD ARE APPOINTED BY THE MEDICAL SOCIETY OF SOUTH CAROLINA AND ALSO SERVE ON THE BOARD OF THE MEDICAL SOCIETY ITSELF. DUE TO THE INTEGRATION OF THE MEDICAL SOCIETY BOARD MEMBERS WITHIN EACH OF THE SUPPORTED ORGANIZATIONS BOARDS, THERE IS A HIGH LEVEL OF COMMUNICATION WHICH OFFERS INSIGHT INTO THE NEEDS OF ALL SUPPORTED ORGANIZATIONS. THE MEDICAL SOCIETY IS THEN ABLE TO MEET THESE NEEDS. 12238094 12238094 29987376 3369635 26617741 2236376 364730 1871646 91649 14947 76702 40804183 CONTRIBUTION RECEIVABLE FROM AFFILIATE 7400000 C INVESTMENTS IN AFFILIATES 220357620 C 227757620 FAIR VALUE OF INTEREST RATE SWAP 614705 614705 X 8365532 4001569 4001569 4363963 1203321 1203321 5567284 10474870 0 10474870 0 10474870 PART X, LINE 2: ALTHOUGH MSSC IS GENERALLY EXEMPT FROM FEDERAL AND STATE INCOME TAXES, IT EVALUATES WHETHER THERE ARE ANY UNCERTAIN TAX POSITIONS THAT FAIL TO MEET THE MORE-LIKELY-THAN-NOT THRESHOLD FOR RECOGNITION IN THE FINANCIAL STATEMENTS. UNCERTAIN TAX POSITIONS MAY INCLUDE THE CHARACTERIZATION OF INCOME, SUCH AS A CHARACTERIZATION OF INCOME AS PASSIVE, A DECISION TO EXCLUDE REPORTING TAXABLE INCOME IN A TAX RETURN, OR A DECISION TO CLASSIFY A TRANSACTION, ENTITY, OR OTHER POSITION IN A TAX RETURN AS TAX EXEMPT. THE TAX BENEFIT FROM AN UNCERTAIN TAX POSITION IS RECOGNIZED WHEN IT IS MORE LIKELY THAN NOT THAT THE POSITION WILL BE SUSTAINED UPON EXAMINATION, INCLUDING RESOLUTIONS OF ANY RELATED APPEALS OR LITIGATION PROCESSES, BASED ON THE TECHNICAL MERITS. MSSC HAD NO UNRECOGNIZED TAX POSITIONS AS OF DECEMBER 31, 2014 AND 2013, AND DOES NOT EXPECT THAT UNRECOGNIZED TAX BENEFITS WILL MATERIALLY INCREASE WITHIN THE NEXT 12 MONTHS. TAX YEARS FROM 2011 THROUGH 2013 ARE SUBJECT TO EXAMINATION BY THE FEDERAL AND STATE TAXING AUTHORITIES. THERE ARE NO INCOME TAX EXAMINATIONS CURRENTLY IN PROCESS. INTEREST AND PENALTIES RELATED TO UNCERTAIN TAX POSITIONS, IF ANY, WOULD BE RECOGNIZED IN THE FINANCIAL STATEMENTS AS INCOME TAX EXPENSE. PART XI, LINE 2D - OTHER ADJUSTMENTS: CHANGE IN FAIR VALUE OF INTEREST RATE SWAP 193,829. SHARE OF EARNING OF AFFILIATE 3,807,740. PART XI, LINE 4B - OTHER ADJUSTMENTS: NET UNREALIZED LOSSES ON INVESTMENTS 1,203,321. 1 BARRIER ISLANDS FREE MEDICAL CLINIC 3226 MAYBANK HIGHWAY JOHNS ISLAND SC 29455 205628911 501(C)(3) 85000 GENERAL OPERATING SUPPORT TO IMPROVE EFFICIENCIES AND OPERATIONS WITHIN THE CLINIC ROPER ST FRANCIS HEALTHCARE FOUNDATION 315 CALHOUN ST 107 CHARLESTON SC 29401 571068509 501(C)(3) 384500 TO ASSIST WITH SALARY AND OPERATIONAL SUPPORT FOR TWO FULL-TIME EMPLOYEES, WHO WILL ALLOW CLINICAL BIOTECHNOLOGY RESEARCH INSTITUTE OF ROPER HOSPITAL TO "RAMP UP" SUBSTANTIALLY IN THE NEAR TERM AND BECOME SELF-SUSTAINING AT AN ADVANCED RATE, AS WELL AS TO SUPPORT HEARTSAVE AND NEW AED UNITS IN SCHOOLS, CHURCHES, STADIUMS AND OTHER PUBLIC PLACE ACROSS BERKELEY, CHARLESTON AND DORCHESTER COUNTIES. ITN CHARLESTON TRIDENT TRANSPORT NETWORK 2150 EAGLE DRIVE BUILDING 100 NORTH CHARLESTON SC 29406 202311192 501(C)(3) 20000 TO SUPPORT TRANSPORTATION SERVICES FOR CLIENTS IN CHARLESTON COUNTY THE ARK-ST LUKE'S LUTHERAN CHURCH 206 CENTRAL AVENUE SUMMERVILLE SC 29483 576034244 501(C)(3) 20000 TO SUSTAIN AND ENHANCE SERVICES THROUGH POWERFUL TOOLS FOR CAREGIVERS WORKSHOPS AND TRAINING PROGRAMS, AS WELL AS, PURCHASE IT'S NEVER TOO LATE TOUCH-SCREEN COMPUTER TECHNOLOGY. ASSOCIATION FOR THE BLIND 1 CARRIAGE LANE BUILDING A CHARLESTON SC 29407 570324912 501(C)(3) 20000 TO ASSIST WITH THE "RE-FOCUS ON ADULTS" EFFORT PALMETTO PROJECT 1031 CHUCK DAWLEY BLVD 5 MT PLEASANT SC 29464 570807801 501(C)(3) 19922 FUNDS WILL ALLOW THE FULL PURCHASE OF A SCHIEX-COMPATABLE DATA COLLECTION AND CLIENT NAVIGATION SOFTWARE, CARESCOPE, WHICH WILL ENABLE THE INTEGRATION OF CLIENT RECORDS FROM THE "HEART & SOUL" CARDIOVASCULAR HEALTH INITIA6TIVE INTO SCIHIEX AND DELIVERED TO CLIENTS' MEDICAL HOMES AMERICAN RED CROSS 2424 CITY HALL LANE NORTH CHARLESTON SC 29406 530196605 501(C)(3) 18889 TO SUPPORT "PREPARE SC: CRISIS MENTAL HEALTH" VOLUNTEERS COURSEWORK AND CLINICAL INSTRUCTION VETERANS ON DECK 67 PRESIDENT STREET CHARLESTON SC 29425 010966185 501(C)(3) 10000 TO SUPPORT COMMUNITY REINTEGRATION PROGRAMMING FOR VETERANS SUFFERING FROM PTSD CAROLINA YOUTH DEVELOPMENT CENTER 5055 LACKAWANNA BLVD CHARLESTON SC 29405 570669877 501(C)(3) 19500 TO FUND A NURSE CASE MANAGER POSITION CRISIS MINISTRIES 573 MEETING STREET CHARLESTON SC 29403 570789483 501(C)(3) 41240 TO PURCHASE NEW FURNITURE AND EQUIPMENT FOR A NEW HEALTH CARE CLINIC CHARLESTON DEVELOPMENT CORPORATION 4045 BRIDGE VIEW DRIVE NORTH CHARLESTON SC 29405 542091009 501(C)(3) 5000 TO SUPPORT THE ADVISORY BOARD'S 2014 COMMUNITY CAMPAIGN, WHOSE FOCUS IS TO RAISE DOLLARS FOR "UNFUNDED" SUPPORTS, SUCH AS RECREATION ITEMS, FURNITURE, EDUCATIONAL MATERIALS, A VARIETY OF PERSONAL CARE ITEMS AND THERAPEUTIC D COR. CAMP RISE ABOVE (SUMMERHOUSE INC) 2385 CROSS TIMBERS DRIVE MT PLEASANT SC 29464 270545990 501(C)(3) 12000 TO PROVIDE OPERATIONAL FUNDING THE CARES CLINIC 1145 SIX MILE ROAD MT PLEASANT SC 29466 576028985 501(C)(3) 17004 TO FUND THE PRODUCTION OF AN ADVERTISING VIDEO AS WELL AS PURCHASE AN I-STAT POINT OF CARE SYSTEM DEE NORTON LOWCOUNTRY CHILDREN'S CENTER 1061 KING STREET CHARLESTON SC 29403 570905724 501(C)(3) 25000 TO FUND CHILD ABUSE TRAINING FOR ESOL (ENGLISH FOR SPEAKERS OF OTHER LANGUAGES) TEACHERS IN ORDER FOR TRAINING, SUPPORT AND CONSULTATION FOR SCHOOL PERSONNEL TO KNOW AND UNDERSTAND APPROPRIATE RESPONSES TO CONCERNS ABOUT CHILD ABUSE. DREAM CENTER CLINIC INC 1104 OYSTER VIEW COURT MT PLEASANT SC 29466 262465766 501(C)(3) 27250 TO EXPAND THE DENTAL CLINIC'S HOURS OF OPERATIONS LOGAN RUTLEDGE CHILDREN'S FOUNDATION PO BOX 2416 MT PLEASANT SC 29465 571128799 501(C)(3) 20000 TO SUPPORT THE LOWCOUNTRY AQUATIC PROJECT SWIMMING "LAPS" CHILDREN IN CRISIS 303 E RICHARDSON AVENUE SUMMERVILLE SC 29483 571078099 501(C)(3) 500000 TO AID WITH THE CONSTRUCTION OF A NEW 6,000 SQUARE FOOT EXPANSION CHARLESTON COUNTY PARK & RECREATION COMMISSION 861 RIVERLAND DRIVE CHARLESTON SC 29412 570513944 501(C)(3) 200000 TO LAUNCH THE ENTIRE "MOVE IT" PROGRAM, WHICH BUILDS ON THE PILOT EFFORTS OF THE "CHARLESTON WELLNESS INITIATIVE" THAT A SELECT GROUP OF ROPER PHYSICIANS TESTED. 18 PART I, LINE 2: GRANTEE SHALL MAKE PERIODIC NARRATIVE REPORTS TO THE SOCIETY, ON THE DATE(S)SPECIFIED IN THE SPECIAL CONDITIONS OF THE GRANT AGREEMENT, SETTING FORTH IN SUFFICIENT DETAIL THE FUND AVAILABLE FOR THE PROJECT OR PROGRAM, ACTUAL EXPENSES INCURRED, ENCUMBRANCES, UNEXPENDED FUND BALANCE, AND OTHER RELEVANT FACTS, AND SHALL RETAIN IN ITS FILES THE SUPPORTING DOCUMENTATION FOR SUCH REPORTS FOR 4 YEARS FOLLOWING COMPLETION OF THE PROJECT OR PROGRAM. THE SOCIETY RESERVES THE RIGHT TO AUDIT OR HAVE AUDITED AT ITS OWN EXPENSE THE RECORDS OF GRANTEE INSOFAR AS SUCH RECORDS RELATED TO THE DISPOSITION OF THE FUNDS APPROPRIATED TO GRANTEE BY THE SOCIETY. X X X X X 0 0 0 0 0 0 0 1 0 STANLEY M WILSON MD PRESIDENT 0 405402 0 158883 0 7897 0 30526 0 19097 0 621805 0 0 BRIAN G CUDDY MD DIRECTOR 0 927760 0 42715 0 11924 0 30526 0 28158 0 1041083 0 0 SHANON HONNEY MD DIRECTOR 0 157202 0 53027 0 10587 0 6689 0 12716 0 240221 0 0 WALTER D BLESSING JR MD DIRECTOR 0 388644 0 79193 0 10977 0 30526 0 29497 0 538837 0 0 JOHN M JORDAN CHIEF EXECUTIVE OFFICER 284425 0 40000 0 0 0 0 15576 0 14060 324425 29636 0 0 JOHN B HOLLOWAY JR PROJECT MANAGER 182477 0 0 0 0 0 0 0 0 0 182477 0 0 0 PART I, LINE 7 JOHN JORDAN'S 2014 COMPENSATION STATEMENT INCLUDES A BONUS OF $40,000. THE DETERMINATION OF THE BONUS AMOUNT WAS DISCRETIONARY. A SOUTH CAROLINA JOBS-ECONOMIC DEVELOPMENT AUTHORITY 570960018 837031RX3 2011-06-02 9000000 TO REFINANCE 2007 SERIES BONDS USED FOR LAND ACQUISITION. 0 0 0 A 9000000 9000000 2007 1 0 1 1 A 0 0 0 0 0 0 0 A 0 0 0 0 1 0 0 0 0 A 0 FORM 990, PART I, LINE 4 THE MEDICAL SOCIETY OF SOUTH CAROLINA'S BOARD CONSISTS MAINLY OF MEDICAL PROFESSIONALS, MOST OF WHICH ARE EMPLOYEED BY OR UNDER CONTRACT WITH THE RELATED ORGANIZATION, ROPER HOSPITAL. THOSE BOARD MEMBERS WHO RECEIVE COMPENSATION FROM THE RELATED ORGANIZATION ARE NOT COMPENSATED FOR THEIR SERVICES AS BOARD MEMBERS OF THE MEDICAL SOCIETY, BUT INSTEAD FOR THEIR MEDICAL SERVICES PROVIDED TO THE HOSPITAL. FORM 990, PART VI, SECTION A, LINE 6 CONSISTENT WITH THE PRIMARY MISSION OF THE SOCIETY, MEMBERSHIP SHALL INCLUDE ONLY THOSE PHYSICIANS WHO ACTIVELY SUPPORT THAT MISSION. INTERNS, RESIDENTS, AND OTHERS IN TRAINING SERVICE SHALL NOT BE ELIGIBLE FOR MEMBERSHIP. PHYSICIANS ON ACTIVE OR COMMUNITY ACTIVE STAFF OF ANY OF THE HOSPITALS IN THE GROUP ARE ELIGIBLE. THE CLASSES OF MEMBERSHIP INCLUDE FULL MEMBERS, HONORARY FELLOWS, SENIOR MEMBERS, AFFILIATE MEMBERS, AND RETIRED MEMBERS. FORM 990, PART VI, SECTION A, LINE 7A NEW DIRECTORS SHALL BE PROPOSED BY PRESENT DIRECTORS OR THE MEMBERSHIP AT LARGE AND ELECTED BY THE MEMBERSHIP AT A REGULAR MEETING OF THE MEMBERSHIP. A FAVORABLE MAJORITY VOTE OF THE MEMBERS PRESENT AND VOTING AT SUCH MEETING SHALL BE NECESSARY TO ELECT A PROPOSED DIRECTOR. FORM 990, PART VI, SECTION A, LINE 7B PURSUANT TO THE POWERS RESERVED TO THE MEMBERSHIP IN THE ARTICLES, THE BOARD SHALL EXERCISE THE SOCIETYS VETO AS A CAREALLIANCE HEALTH SERVICES FOUNDING MEMBER TO DEFEAT ANY RESOLUTION OF THE CAHS BOARD RELATED TO THE DISSOLUTION AND LIQUIDATION OF THE CAHS UNTIL THE MEMBERSHIP BY MAJORITY VOTE HAS APPROVED SUCH RESOLUTION RELATED TO DISSOLUTION AND LIQUIDATION. FORM 990, PART VI, SECTION B, LINE 11 A COPY OF THE 990 WHICH IS PREPARED BY AN INDEPENDENT ACCOUNTANT IS PROVIDED FOR REVIEW BY ALL BOARD MEMBERS AT A REGULARLY SCHEDULED BOARD MEETING PRIOR TO FILING WITH THE IRS. ANY BOARD MEMBERS WHO ARE UNABLE TO ATTEND THE MEETING ARE SENT A COPY OF THE FORM 990 BY CERTIFIED MAIL. FORM 990, PART VI, SECTION B, LINE 12C BOARD MEMBERS ARE REQUIRED TO ANNUALLY COMPLETE A CONFLICT OF INTEREST STATEMENT. ALSO, BOARD MEMBERS ARE INFORMED ANNUALLY OF HOW TO REPORT A POTENTIAL CONFLICT OF INTEREST. IF A CONFLICT OF INTEREST IS DETERMINED TO EXIST, THE BOARD SHALL DETERMINE WHETHER THE SOCIETY CAN OBTAIN A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT WITH REASONABLE EFFORTS FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY ATTAINABALE UNDER CIRCUMSTANCES THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST, THE BOARD OR COMMITTEE SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS WHETHER THE TRANSACTION OR ARRANGEMENT IS IN THE SOCIETY'S BEST INTEREST, FOR ITS OWN BENEFIT, AND WHETHER THE TRANSACTION IS FAIR AND REASONABLE TO THE SOCIETY. FORM 990, PART VI, SECTION B, LINE 15 AN ATTORNEY WAS USED TO DRAW UP AN INDEPENDENT COMPENSATION CONTRACT FOR THE CEO POSITION. THIS CONTRACT IS IN EFFECT FOR THREE YEARS. THERE IS A COMPENSATION COMMITTEE THAT REVIEWS THE COMPENSATION CONTRACT AND THE BOARD APPROVES THE CONTRACT. IN ADDITION, A COMPARABILITY STUDY IS USED TO DETERMINE THE APPROPRIATE COMPENSATION FOR THE ORGANIZATIONS OFFICERS. FORM 990, PART VI, SECTION C, LINE 18 PHOTOCOPIES OF THE FORM 990 ARE AVAILABLE UPON REQUEST AT THE ORGANIZATION'S ADMINISTRATIVE OFFICE. IN ADDITION, RECENT FILINGS OF THE FORM 990 ARE AVAILABLE ONLINE AT WWW.GUIDESTAR.ORG. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION PROVIDES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS UPON REQUEST AT THE ADMINISTRATION OFFICE. FORM 990, PART XI, LINE 9: CHANGE IN FV OF INTEREST RATE SWAP 193,829. SHARE OF EARNINGS OF AFFILIATE 3,807,740. FORM 990, PART XII, LINE 2C: THE OVERSIGHT AND SELECTION PROCESS HAS NOT CHANGED FROM PREVIOUS YEARS. CAREALLIANCE HEALTH SERVICES 315 CALHOUN ST CHARLESTON SC 29401 570831165 HEALTH-GENERAL & REHABILITATIVE SC 501(C)(3) LINE 3 ROPER SAINT FRANCIS HEALTHCARE 0 ROPER HOSPITAL INC 315 CALHOUN STREET 107 CHARLESTON SC 29401 570828733 HEALTHCARE SC 501(C)(3) LINE 3 CAREALLIANCE 0 BON SECOURS ST FRANCIS HOSPITAL 315 CALHOUN STREET 107 CHARLESTON SC 29401 571067254 HEALTHCARE SC 501(C)(3) LINE 3 CAREALLIANCE 0 ROPER ST FRANCIS MT PLEASANT HOSPITAL 315 CALHOUN STREET 107 CHARLESTON SC 29401 570360499 HEALTHCARE SC 501(C)(3) LINE 3 CAREALLIANCE 0 ROPER ST FRANCIS HOSPITAL - BERKELEY 315 CALHOUN STREET 107 CHARLESTON SC 29401 263710229 HEALTHCARE (FUTURE) SC 501(C)(3) LINE 3 CAREALLIANCE 0 ROPER ST FRANCIS PHYSICIANS NETWORK 125 DOUGHTY STREET 760 CHARLESTON SC 29403 262946628 HEALTHCARE SC 501(C)(3) LINE 3 CAREALLIANCE 0 ROPER ST FRANCIS FOUNDATION 315 CALHOUN STREET 107 CHARLESTON SC 29401 571068509 SUPPORTING ORG SC 501(C)(3) LINE 11A, I CAREALLIANCE 0 CAREALLIANCE MEDICAL SERVICES ORGANIZATION 225 DOUGHTY STREET CHARLESTON SC 29403 571012837 INACTIVE SC N/A C 1.00000 0 0 1 0 0 0 0 0 0 0 1 1 0 0 0 1 1 0 1 0