2014-04-29T15:31:56-05:00 2013-06-30 ERNST & YOUNG US LLP 41 S HIGH ST 1100 HUNTINGTON CTR COLUMBUS OH 43215 990 2012-07-01 200360007 Essentia Health % ROBERT NORMAN ESSE 2187868376 502 E 2nd St Suite Duluth MN 55805 Robert Norman 2014-04-21 6142327414 2012 2015-11-30 17:44:51Z Peter Person MD 502 E 2nd St Duluth MN 55805 76882894 false X www.essentiahealth.org X 2003 MN We are called to make a healthy difference in people's lives. 15 8 38 0 -479 -479 978146 0 73839952 79312482 1849953 279702 0 102105 76668051 79694289 231318 390766 0 0 2349470 54170295 0 0 0 57199457 17331076 59780245 71892137 16887806 7802152 128318534 257198745 70276715 185723693 58041819 71475052 X WE ARE CALLED TO MAKE A HEALTHY DIFFERENCE IN PEOPLE'S LIVES. false false 20293798 390766 79312482 See schedule O 20293798 true false false true false false false false false false true true true true true false false true false false true false false false false false false true false true true false false false false false false false false false false false false false false false true true true false false true X 670 0 true 38 true false true CJ false false false false false false false false X 15 8 false false true false false false true true true false false true true true true true true true true false MN X ROBERT NORMAN 2187863178 502 E 2ND ST Duluth MN 55805 Richard Blair 6.0 1.0 X X 40000 0 0 Laura Boehlke-Bray MD 4.0 56.0 X 26500 206647 23410 Terrence Clark MD 2.0 58.0 X 0 201574 42341 Lori Collard 2.0 1.0 X 9572 52793 1559 Joel Haugen MD 3.0 57.0 X 15000 259914 41982 Neal Hessen 4.0 2.0 X 35175 0 0 Sister Kathleen Hofer 3.0 12.0 X X 0 0 0 Walter Leino MD 4.0 0.0 X 25000 0 0 James Seitz 4.0 0.0 X 20750 0 0 Sister Clare Marie Trettel 3.0 0.0 X 0 0 0 Dean Ager 4.0 0.0 X 25000 0 0 James Anderson 3.0 6.0 X X 21000 0 0 Peter Dunphy MD 3.0 37.0 X 15000 330513 27882 Theresa Gunnarson MD 3.0 57.0 X 15000 533929 57725 Michael Sheldon MD 3.0 57.0 X 18375 324783 43288 SISTER LOIS ECKES 2.0 0.0 X 0 0 0 DAVID GADDIE 3.0 10.0 X 33600 0 0 RICHARD ZIEGLER PHD 3.0 57.0 X 15000 0 0 THOMAS RUSS MD 3.0 0.0 X 0 275558 36557 Peter Person MD 58.0 2.0 X 1200462 0 790450 Robert Norman 58.0 2.0 X 545825 0 103540 Gregory Glasner MD 2.0 58.0 X 0 515446 91087 Daniel McGinty 2.0 58.0 X 0 643756 102111 Kevin Pitzer 2.0 58.0 X 0 428704 58714 John Smylie 60.0 0.0 X 673067 0 126341 Michael Mahoney 60.0 0.0 X 256549 0 49794 Teresa O'Toole 60.0 0.0 X 531108 0 81055 Thomas Prusak 2.0 58.0 X 420241 0 73338 David Boran MD 2.0 58.0 X 0 287425 35424 DANIEL NIKCEVICH MD 2.0 58.0 X 0 591992 75433 THOMAS WIIG MD 60.0 0.0 X 314524 0 43994 DENNIS DASSENKO 60.0 0.0 X 341879 0 66637 MICHAEL HEDRIX 0.0 60.0 X 330038 0 63788 KEN GILLES 59.0 1.0 X 250180 0 44966 PATRICIA WANGLER 0.0 60.0 X 243042 0 30112 Carl Heltne MD 0.0 0.0 X 10454 321372 37423 Maribeth Olson 0.0 0.0 X 0 114789 0 Thomas Patnoe MD 0.0 60.0 X 0 540808 92577 Rocklon Chapin 0.0 0.0 X 0 208413 4616 Michael Metcalf 0.0 60.0 X 0 456142 89937 5432341 6294558 2336081 53 true true false EPIC SYSTEMS CORPORATION PO BOX 88314 MILWAUKEE WI 53288 SOFTWARE MAINT SRVCS 6271025 WEATHERBY LOCUMS INC PO BOX 972633 DALLAS TX 75397 PROF STAFFING SRVCS 3671702 JOHNSON WILSON CONSTRUCTOR INC 4431 W MICHIGAN ST DULUTH MN 55816 CONSTRUCTION SERVICE 3667848 OLAF ANDERSON SON PO BOX 2766 FARGO ND 58108 CONSTRUCTION SERVICE 3292966 LAKE SUPERIOR LAUNDRY 1701 N 6TH ST SUPERIOR WI 54880 LAUNDRY SERVICES 2452708 114 0 SUPPORT REVENUE 541610 79312482 79312482 79312482 1641685 -479 1642164 0 0 0 0 0 1449412 -2811395 1449412 2811395 -1361983 -1361983 0 0 0 DERIVATIVE SETTLEMENT 900099 102105 102105 102105 79694289 79312482 -479 382286 390766 390766 0 0 0 4449427 10818 4438609 0 39105021 11409092 27695929 2016705 571835 1444870 5809677 1235972 4573705 2789465 769283 2020182 0 192153 192153 750000 750000 66283 66283 0 289179 289179 6814967 1697505 5117462 1207087 1148304 58783 778129 145814 632315 2531502 2134227 397275 0 19086 19086 1101393 446915 654478 0 411083 192588 218495 2132341 2132341 0 94092 94092 0 PROVISION FOR DOUBTFUL ACCTS 477750 477750 DUES 163008 33767 129241 RECRUITMENT 147281 109105 38176 UBI TAXES -5914 -5914 161656 3721 157935 71892137 20293798 51598339 0 3181787 4392270 34414171 54239220 0 0 818886 7094952 0 0 0 0 0 0 0 0 1048044 1437769 940218 43031 34439 897187 433939 203928 29215617 92603833 58532818 58532818 0 0 638833 37796768 128318534 257198745 37870567 68608455 0 0 0 0 30572760 15028679 0 0 0 0 0 65366777 0 0 1833388 36719782 70276715 185723693 X 58041819 71475052 0 0 0 0 58041819 71475052 128318534 257198745 X 7802152 -2690928 479 8321530 X false true X true false X X X false false false BRAINERD LAKES INTEGRATED HEALTH SYSTEM 371532145 0 true true true 7047747 CRITICAL ACCESS GROUP 261219624 0 true true true 2557095 INNOVIS HEALTH LLC 261175213 03 true true true 17400371 ST MARY'S DULUTH CLINIC HEALTH SYSTEM 411836633 0 true true true 44886924 4 71892137 Essentia Health also supports the tax-exempt subsidiaries of Essentia's supported organizations. SCHEDULE A, LINE 11H, COLUMN (VII) The amount of support includes Essentia Health's functional expenses which are incurred for the benefit of Essentia Health's supported organizations. false true false true false false true 122378 false true 66283 188661 false SCHEDULE C, PART II-B Lobbying Activity Explanation: Essentia Health employs one full-time in-house public policy individual and during 2013 contracted with one consultant firm to monitor state legislative activities of interest and one consultant firm to monitor federal legislative activities of interest dealing fully with Health and Human Services issues. Essentia Health's public policy activities occur on a multi state and national level. Essentia Health public policy activities included in person, telephonic, electronic communication and information relay with legislators and staff, administrative officials, government agencies and departments on both the state and federal levels. The primary issues of interest and concern include: Critical Access Hospital designation Physician and Hospital Services Reimbursement Medicare and Medicaid Reimbursement Policies Disproportionate Share Hospital Funding Sole Community Hospital Status and Funding Graduate Medical Education/Indirect Medical Education Funding Health Information Technology Funding and Privacy Issues State and Federal Health Care Reform including patient protection and affordable care act implementation State and Federal Shared Savings Demonstration Projects Medicare Reimbursement for Rehab Facilities Medicare 340B Prescription Drug Discount Program Nurse Licensure Compact Nurse Staffing Ratios Electronic Medical Record Interoperability Medicare Recovery Audit Contractor Audits (RAC) Health Information Exchange Medical Education and Research Costs (MERC) State Children's Health Insurance Program Workforce Issues Public Health Initiatives Community Benefits Workers Compensation System Reform Tax Exempt Status 10880 1390 9490 929338 41641 887697 897187 POOLED INVESTMENT FUNDS 92603833 F 92603833 INVESTMENT IN TAX-EXEMPT ORG 58532818 F 58532818 DEFERRED DEBT FINANCING COSTS 1093825 DEFERRED COMPENSATION FUND 36035372 RECEIVABLES FROM RELATED ORGS 667571 37796768 0 NON CURRENT SWAP LIABILITY 684410 BENEFIT PLAN LIABILITY 36035372 36719782 Central America and the Caribbean Investments 149782842 Europe (Including Iceland and Greenland) Investments 24396600 Central America and the Caribbean Program Services SELF INDEMNITY 5156744 179336186 179336186 true false true false true false true ST MARY'S MEDICAL CENTER 502 E 2ND ST Duluth MN 55805 410695604 501(c)(3) 130298 Program Support INNOVIS HEALTH LLC 3000 32ND AVE FARGO ND 58103 261175213 501(C)(3) 88964 Program Support THE DULUTH CLINIC LTD 502 E 2ND ST DULUTH MN 55805 410883623 501(c)(3) 100000 Program Support ESSENTIA INSTITUTE OF RURAL HEALTH 502 E 2ND STREET DULUTH MN 55805 271291124 501(C)(3) 60354 Program Support 4 0 Schedule I, Part I, Line 2 Procedures for monitoring grants: Essentia Health's management reviews the grant activity by reviewing and documenting each expenditure request and approving the expense. X X X X X true true false false false false false false false Gregory Glasner MD 0 448125 0 65205 0 2116 0 62680 0 28407 0 606533 0 0 Carl Heltne MD 10454 316836 0 0 0 4536 0 25000 0 12423 10454 358795 0 0 Daniel McGinty 0 396801 0 91977 0 154978 0 65921 0 36190 0 745867 0 87283 Peter Person MD 935299 0 143325 0 121838 0 759825 0 30625 0 1990912 0 109663 0 Robert Norman 421115 0 66529 0 58181 0 71277 0 32263 0 649365 0 54041 0 Kevin Pitzer 0 364000 0 57330 0 7374 0 54360 0 4354 0 487418 0 0 John Smylie 583565 0 74786 0 14716 0 95936 0 30405 0 799408 0 0 0 Laura Boehlke-Bray MD 26500 206088 0 0 0 559 0 20468 0 2942 26500 230057 0 0 Terrence Clark MD 0 199332 0 0 0 2242 0 20482 0 21859 0 243915 0 0 Joel Haugen MD 15000 258919 0 0 0 995 0 22500 0 19482 15000 301896 0 0 Michael Mahoney 212556 0 22995 0 20998 0 27451 0 22343 0 306343 0 19500 0 Teresa O'Toole 416399 0 64577 0 50132 0 68560 0 12495 0 612163 0 43838 0 Thomas Prusak 357612 0 54921 0 7708 0 52135 0 21203 0 493579 0 0 0 David Boran MD 0 281578 0 0 0 5847 0 20000 0 15424 0 322849 0 0 Maribeth Olson 0 0 0 0 0 114789 0 0 0 0 0 114789 0 8949 Thomas Patnoe MD 0 537506 0 0 0 3302 0 65270 0 27307 0 633385 0 0 Rocklon Chapin 0 0 0 0 0 208413 0 0 0 4616 0 213029 0 14674 Peter Dunphy MD 15000 324253 0 0 0 6260 0 20000 0 7882 15000 358395 0 0 Theresa Gunnarson MD 15000 533286 0 0 0 643 0 25000 0 32725 15000 591654 0 0 Michael Sheldon MD 18375 324332 0 0 0 451 0 22500 0 20788 18375 368071 0 0 Michael Metcalf 0 387434 0 61425 0 7283 0 62400 0 27537 0 546079 0 0 DANIEL NIKCEVICH MD 0 589434 0 0 0 2558 0 48529 0 26904 0 667425 0 0 THOMAS RUSS MD 0 274115 0 0 0 1443 0 25000 0 11557 0 312115 0 0 THOMAS WIIG MD 312377 0 0 0 2147 0 25000 0 18994 0 358518 0 0 0 DENNIS DASSENKO 287821 0 45074 0 8984 0 47857 0 18780 0 408516 0 0 0 MICHAEL HEDRIX 259344 0 30536 0 40158 0 32333 0 31455 0 393826 0 35375 0 KEN GILLES 206088 0 16544 0 27548 0 25815 0 19151 0 295146 0 25920 0 PATRICIA WANGLER 187973 0 14896 0 40173 0 22699 0 7413 0 273154 0 36162 0 Schedule J, Part I, Line 4a Severance payment: Former key employee, Maribeth Olson, a former employee of related ORGANIZATION Essentia Health St. Mary's Medical Center, received payment totaling $105,840 in tax year 2012 related to her termination. The termination terms are from May 7, 2011 until May 7, 2012. Ms. Olson will receive pay totaling $302,031 related to her termination. Former key employee, Rocklon Chapin, a former employee of related organization Essentia Health Duluth, received payment totaling $194,400 in tax year 2012 related to his termination. The termination terms are from January 31, 2011 until July 31, 2012. Mr. Chapin will receive pay totaling $501,019 & benefits totaling $10,009 related to his termination. Schedule J, Part I, Line 4b Essentia Health's nonqualified retirement plan is offered to designated Essentia Health executives. There is a minimum two year vesting date or automatically upon reaching retirement age, death, disability or involuntary termination without cause. Benefits are subject to income taxes upon vesting and payable from Essentia Health's general assets. Reported as Other Reportable Compensation in Schedule J, Part II, Column B (iii), the following individuals listed in Form 990, Part VII, Section A, Line 1a received payment of the vested benefit from the supplemental nonqualified retirement plan during the year: Peter Person, MD $109,663 Robert Norman $54,041 Daniel McGinty $87,283 Michael Mahoney $19,500 Teresa O'Toole $43,838 MICHAEL HEDRIX $35,375 KEN GILLES $25,920 PATRICIA WANGLER $36,162 Maribeth Olson $8,949 Rocklon Chapin $14,674 Reported as Retirement and Other Deferred Compensation in Schedule J, Part II, Column C, Essentia Health made contributions, subject to the vesting terms, during the year into the supplemental nonqualified retirement plan on behalf of the following individuals listed in Form 990, Part VII, Section A, Line 1a: Michael Mahoney $2,451 KEN GILLES $2,919 MICHAEL HEDRIX $7,333 PATRICIA WANGLEr $4,334 Teresa O'Toole $43,560 Robert Norman $45,627 Daniel McGinty $40,921 Peter Person, MD $152,338 Gregory Glasner, MD $41,560 Kevin Pitzer $33,240 John Smylie $70,936 Thomas Patnoe, MD $40,270 Thomas Prusak $30,794 Michael Metcalf $37,400 Dan Nikcevich, MD $23,529 Dennis Dassenko $22,857 A CASS COUNTY NORTH DAKOTA 456002205 148047AU7 2010-02-25 59573111 SRS 2008A REOFFERED (SEE PART VI) false false false B WI HEALTH AND EDUCATION FACILITIES AUTHORITY 391337855 97710BSD5 2010-02-25 12854722 SRS 2008B REOFFERED (SEE PART VI) false false false C MN AGRICULTURAL AND ECONOMIC DEVELOPMENT BOARD 416007162 6049202H0 2010-02-25 165717405 SRS 2008C REOFFERED (SEE PART VI) false false false A 0 0 3872252 0 0 0 0 0 0 0 3872252 0 2010 true false true true B 0 0 835557 0 0 0 0 0 0 0 835557 0 2010 true false true true C 396825 0 10771632 0 0 0 123454 0 0 0 10648178 0 2010 true false true true A false false false false 0.00000 0.00000 0.00000 false false 0.00000 false true B false false false false 0.00000 0.00000 0.00000 false false 0.00000 false true C false false false false 0.00000 0.00000 0.00000 false false 0.00000 false true A false false true false false false 0 false 0 false true B false false true false false false 0 false 0 false true C false false true false false false 0 false 0 false true A true B true C true Schedule K 0 Additional information/comments relating to the reporting of liabilities by related organizations: Essentia Health has an Obligated Group created under the Master Indenture which is composed of the following Members: Essentia Health, Critical Access Group, Essentia Health East, Essentia Health St. Joseph's Medical Center, Essentia Health St. Mary's-Detroit Lakes, Essentia Health St. Mary's Medical Center, Essentia Health Duluth, Essentia Health Polinsky Medical Rehabilitation Center, Essentia Health St. Mary's Hospital-Superior, Essentia Health Brainerd Specialty Clinic, Essentia Health Central, St. Mary's Innovis Health, The Duluth Clinic, Ltd. and Essentia Health West (the "Obligated Group Members" or the "Members of the Obligated Group"). The Members of the Obligated Group are jointly and severally obligated on all indebtedness evidenced or secured by Notes issued under the Master Indenture. The Series 2008A reoffered bonds are secured by Notes issued under the Master Indenture. Essentia Health is the conduit borrower of the Series 2008A reoffered bonds and has recorded a portion of the bond liability on its balance sheet. The Obligated Group Members, Essentia Health West, The Duluth Clinic, Ltd., and Essentia Health St. Mary's-Detroit Lakes, are indirect beneficiaries of the Series 2008A reoffered borrowing and have recorded the bond liability on their balance sheets which are consolidated with Essentia Health. The Series 2008B reoffered bonds are secured by Notes issued under the Master Indenture. The Obligated Group Members: The Duluth Clinic, Ltd., Essentia Health and Essentia Health St. Mary's Hospital-Superior are the conduit borrowers of the Series 2008B reoffered bonds. The conduit borrowers, The Duluth Clinic, Ltd. and Essentia Health, have recorded a portion of the bond liability on their balance sheets which are consolidated with Essentia Health. The Obligated Group Members, Essentia Health West and Essentia Health St. Mary's-Detroit Lakes, are indirect beneficiaries of a portion of the Series 2008B reoffered borrowing and have recorded a portion of the bond liability on their balance sheets which are consolidated with Essentia Health. The Series 2008C reoffered bonds are secured by Notes issued under the Master Indenture. The Obligated Group Members: Essentia Health East, Essentia Health St. Joseph's Medical Center, Essentia Health St. Mary's-Detroit Lakes, The Duluth Clinic, Ltd., Essentia Health, and Essentia Health St. Mary's Medical Center, Inc. are the conduit borrowers of the Series 2008C reoffered bonds. The conduit borrowers, Essentia Health St. Mary's-Detroit Lakes, Essentia Health, and The Duluth Clinic, Ltd., have recorded a portion of the bond liability on their balance sheets which are consolidated with Essentia Health. The Obligated Group Member, Essentia Health West is an indirect beneficiary of a portion of the Series 2008C reoffered borrowing and has recorded a portion of the bond liability on its balance sheet which is consolidated with Essentia Health. SCHEDULE K, PART I, COLUMN (F) DESCRIPTION OF PURPOSE: SERIES 2008A REOFFERED: Reoffer Series 2008 A-1 and A-2 bonds issued March 4, 2008 to refinance a portion of the acquisition of certain assets of Essentia Health West in connection with the affiliation of Essentia Health with Essentia Health West. SERIES 2008B REOFFERED: Reoffer Series 2008 B-1 bonds issued March 4, 2008 to refund Series 1999B bonds issued May 18, 1999 for construction projects and equipment purchases in Superior, WI and various Duluth Clinic locations in northwestern Wisconsin. SERIES 2008C REOFFERED: Reoffer Series 2008 C-5 and 2008 C-4A bonds issued March 4, 2008 to refund Series 2004 bonds issued March 19, 2004 for various acquisitions, construction projects, capital improvements and equipment purchases in Duluth, Brainerd, and Detroit Lakes, MN and refund Series 1999A bonds issued May 18, 1999 for various acquisitions, construction projects, capital improvements and equipment purchases in Brainerd, Detroit Lakes and Duluth, MN and various Duluth Clinic sites in northern Minnesota. SCHEDULE K, PART II, LINE 3 Issue Price: Series 2008A Reoffered, Series 2008B Reoffered, AND Series 2008C Reoffered were issued by the Essentia Health Obligated Group. The issue price listed in Essentia Health Schedule K Part I Column (e) represents the Essentia Health Obligated Group's total borrowing. SCHEDULE K, Part II, Lines 3 through 12 Proceeds: Series 2008A Reoffered, Series 2008B Reoffered, AND Series 2008C Reoffered were issued by the Essentia Health Obligated Group. A portion of the Series 2008A Reoffered, Series 2008B Reoffered, AND Series 2008C Reoffered borrowing were allocated to Essentia Health, an Essentia Health Obligated Group Member. The proceeds listed in Essentia Health Schedule K Part II Lines 3 through 12 represent Essentia Health's allocated portion of the proceeds. Form 990, Part I, Line 5 Individuals employed in calendar year 2012: During the fiscal year ended June 30, 2013, employee costs were transferred to Essentia Health from related organizations to better reflect shared service roles. Salary expense reported on Part I, Line 15 reflects 557 full time equivalents. The 38 individuals reported on Part I, Line 5 reflect employees whose Form W-2's were issued by Essentia Health. All other individuals are reported by related organizations under Essentia Health's common pay agent. Form 990, Part III, Line 4 Program service accomplishments: Essentia Health is organized and shall be operated exclusively for charitable, educational, scientific and religious purposes exclusively for the benefit of, to perform the functions of, or to carry out the purposes of Critical Access Group, a Minnesota nonprofit corporation, Brainerd Lakes Integrated Health System dba Essentia Health Central, a Minnesota nonprofit corporation, St. Mary's Duluth Clinic Health System dba Essentia Health East, a Minnesota nonprofit corporation, and Innovis Health dba Essentia Health West, a Delaware limited liability company and in support of Critical Access Group, Essentia Health Central, Essentia Health East, and Essentia Health West and each of the tax-exempt entities identified as supported organizations in their articles of incorporation all of which are organizations described in Section 501(c)(3) of the Internal Revenue Code of 1986. Essentia Health is an integrated health system which supports regional leaders in the development and advancement of business, clinical and financial models for the delivery of high-quality and cost-effective health care. The regional leaders provide integrated health care delivery through their physician group practices, ambulatory and outpatient centers, acute care hospitals and community, rural and critical access hospitals. Essentia Health system includes 16 hospitals, 65 clinics, 8 long-term care facilities, two assisted living facilities, four independent living facilities in Minnesota, Wisconsin, North Dakota, and Idaho with several located in rural areas that have limited access to other healthcare options. In 2013, Essentia Health was accredited as an Accountable Care Organization by the National Committee for Quality Assurance. The legal entities comprising Essentia Health system file separate Form 990's. At fiscal year ended June 30, 2013, Essentia Health system's consolidated total revenue was $1,648,451,000 and consolidated income from operations was $29,410,000. Essentia Health system employs over 10,600 full time equivalents. The hospitals have a total of 1,201 licensed beds which provided over 184,000 hospital patient days and over 530,000 outpatient visits during the fiscal year ended June 30, 2013. The clinics had over 1.5 million encounters during the same time period. During the fiscal year ended June 30, 2013, Essentia Health system provided total community benefits of over $116 million which included costs of providing charity care, costs in excess of Medicaid payments, Medicaid surcharge, MinnesotaCare tax, community services, subsidized health services, education, research, and cash and in-kind donations. Form 990, Part V, Line 1a 1099 Reporting: Vendor payments and Form 1099's were processed through Essentia Health on behalf of certain legal entities comprising Essentia Health system. Form 990, Part V, Line 1c No Gaming (Gambling) Winnings Form 990, Part VI, SECTION A, Line 4 During the fiscal year ended June 30, 2013, the Bylaws of Essentia Health were amended. The amendments modified the composition of Essentia Health's governing body to include up to 7 physician members, at least four of whom are Essentia physicians. Form 990, Part VI, Line 7b Member with right to approve governing body decisions: The Benedictine Sisters Benevolent Association ("BSBA") has certain reserved powers over Essentia Health's Catholic facilities. BSBA's reserved powers are as follows: Mission. Authority to approve the mission, purpose and vision statements for Catholic facilities and entities within the System. Adherence to Ethical and Religious Directives for Catholic Health Care Services (ERDs). Authority to approve the methods, policies and procedures pertaining to the adherence of Catholic facilities and entities within the System to the ERDs, and to require the use of religious symbols, distinguishing elements and prayers. Official Catholic Directory. Authority to request the listing of qualified entities and facilities within the System in The Official Catholic Directory, subject to the approval of applicable Catholic authorities. Catholic Health Association. Authority to require Catholic facilities and entities within the System to join the membership of the Catholic Health Association of the United States. Alienation of Stable Patrimony or Ecclesiastical Goods. Authority to approve alienation of either stable patrimony or other ecclesiastical goods in the System if such goods involved in a specific transaction approved by Essentia Health pursuant to Section 2.8(g) or 2.8(h) of the Affiliation Agreement have a dollar value equal to or greater than 70% of the amount established from time to time that requires approval from the Holy See; provided, however, that it is the intent of the parties that this provision not be applied to restrict or to impede Essentia from acting and making decisions on behalf of the system in the ordinary course of business but be applied to prevent the transfer of substantial assets of Catholic entities within the system to support the secular entities within the system without the prior approval of BSBA. Amendments. Authority to approve any amendments to the Articles of Incorporation or Bylaws of this corporation that would alter the number of Duluth Benedictines or BSBA board of director members serving as members of such entity's board of directors; authority to approve any amendments to the Articles of Incorporation or Bylaws of Essentia's Catholic Subsidiaries which could materially affect such entity's identity as a Catholic institution, including without limitation any amendment that would alter the number of Duluth Benedictines or BSBA board of director members serving as members of such entity's board of directors; and authority to cause Essentia Health to make amendments to the Articles of Incorporation or Bylaws of Essentia's Catholic Subsidiaries, which amendments BSBA in good faith are necessary to preserve such entity's identity as a Catholic institution. Mission Effectiveness. Authority to approve annual plans and evaluations relating to mission effectiveness and chaplaincy for the Catholic facilities and entities within the System. Mergers and Dissolution. Subject to the approval of the Duluth Benedictines, authority to approve a proposed merger, consolidation, liquidation, dissolution, or the disposition of all or substantially all the assets. Form 990, Part VI, Line 11a Form 990 review process: The 2012 Form 990 including all schedules was reviewed by Essentia Health's management and governing body on March 12th, 2014 prior to filing with the Internal Revenue Service. Each current director of the governing body received a copy of the 2012 Form 990. Essentia Health's Chief Financial Officer led the review of the form and schedules and any questions were discussed. Form 990, Part VI, Line 12c Monitoring and enforcing Conflict of Interest policy: Essentia Health's comprehensive conflict of interest program prevents, detects and resolves actual conflicts of interests or the actual or potential appearance of such. Fiduciaries, defined as an Essentia Health board member/trustee, officer, board committee member, senior management employee, or any others considered to be in a position of influence, are covered under Essentia's conflict of interest program. Upon initial appointment, each fiduciary must complete an initial conflict of interest statement and disclosure questionnaire. At the conclusion of each fiscal year, each fiduciary must complete an annual conflict of interest statement and disclosure questionnaire. As needed, a fiduciary will update his/her most recently completed questionnaire each time the fiduciary becomes aware of a financial interest, a potential conflict, or change to any information that the fiduciary previously reported. Essentia Health's Chief Compliance Officer will collect the questionnaires and evaluate the disclosures. If a fiduciary has a potential conflict of interest, the Chief Compliance Officer or designee may request additional information from the fiduciary, the management team, and others. During the evaluation process, the Chief Compliance Officer may also consult with Essentia Health's Board and Audit Committee Chairs, senior management, legal department, or appropriate representatives from Essentia Health. The Chief Compliance Officer reports to the Essentia Health Audit Committee and the Essentia Health Board of Directors any actual or potential conflicts of interest disclosed by the fiduciary, along with recommended actions. The Essentia Health Board of Directors (or designee) will then determine whether to approve the situation or to implement special controls to manage the potential conflict of interest. The Chief Compliance Officer will then officially notify the fiduciary in writing of the board's decision. The decision of whether or not the disclosure constitutes a conflict or not will be at the Essentia Health Board of Director's (or designee) sole discretion, and its concern must be the welfare of Essentia Health and its affiliate(s) and the advancement of its purposes. When the Essentia Health Board of Directors (or designee) considers a Fiduciary's disclosure as a Conflict of Interest, special controls will be identified to manage, eliminate or reduce the likelihood and/or appearance of a conflict arising. Controls may include but are not limited to: A. If the conflict involves an on-going matter or relationship, the Fiduciary must not participate in Board, Board committee or management discussions related to the conflict and must recuse themselves and if appropriate, withdraw, from any Board meeting or portion thereof where the matter is being discussed and during the vote on the potential Conflict of Interest. The Fiduciary may answer questions at the Board's or the Board Committee's request. B. If the conflict involves a specific transaction or decision, the Fiduciary will fully disclose their interest and all related material facts. The Board or committee of the Board will determine whether the contemplated transaction may be authorized as just, fair, and reasonable to Essentia Health or its affiliate(s). If the Board determines a conflict does not exist, the Fiduciary may proceed with the transaction; however, he or she will not be eligible to vote on related issues should they arise. If the Board determines a conflict does exist, the Fiduciary will be notified of the decision regarding whether the contemplated transaction will be authorized as just, fair, and reasonable. Form 990, Part VI, Line 15 A&B Process for determining compensation: The Executive Compensation Committee of Essentia Health's board of directors is authorized to fulfill the board's responsibilities regarding executive compensation consistent with Essentia's mission, values and tax-exempt status, and the Executive Compensation Committee's Charter. The Executive Compensation Committee meets at least twice annually to carry out its responsibilities, which include, but are not limited to, establishing, reviewing and modifying, as appropriate, reasonable compensation and benefits for designated Essentia executives who are officers or key employees of Essentia or any of its affiliates which may be paid by related organizations. The Executive Compensation Committee engages qualified independent compensation advisors to provide objective and impartial comparative data and to express opinions on total compensation reasonableness. The Executive Compensation Committee may request its independent advisors to: monitor comparability data and marketplace trends; make appropriate recommendations regarding salary ranges; and periodically review the market competitiveness of Essentia executive compensation packages. Prior to establishing or adjusting executive compensation, the Executive Compensation Committee will obtain and rely upon appropriate data as to comparability of the proposed compensation or adjustments. The Executive Compensation Committee will adequately document the basis for its determination concurrently with making those determinations. The Executive Compensation Committee minutes will include: the terms of the approved compensation and the date approved; the Executive Compensation Committee members present during the review, discussion and approval of the proposed compensation and those who voted on the proposed compensation; identification of the comparability data obtained and relied upon by the Executive Compensation Committee and how the data was obtained; any actions by a member of the Executive Compensation Committee having a conflict of interest; and documentation of the basis for the determination. The year this process was last undertaken for Essentia's Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, Vice President, Public Policy and Chief Administrative Officer/Chief Legal Officer; East Region's President/Chief Medical Officer and Chief Amdinistrative Officer; West Region's President/Chief Medical Officer and Chief Administrative Officer; and Central Region's President was 2012. Form 990, Part VI, Line 19 Availability of governing documents, conflict of interest policy, and financial statements to the public: Essentia Health makes its governing documents, conflict of interest policy, and financial statements available to the public upon request. Essentia Health is part of Essentia Health's consolidated financial statements which are included in Essentia Health's annual report posted on Essentia Health's web site. Form 990, Part XI, Line 9 Other Changes in Net Assets: The total amount of other changes in net assets includes: Net Asset transfers with related organizations; reallocated income statement items transferred to align with organizational structure: $8,430,808 Net Asset transfers with related organizations; reallocated balance sheet items transferred to align with organizational structure: ($428,940) Release deferred grant revenue from related organization $319,662 Total: $8,321,530 Brainerd Lakes Integrated Health System 2024 S 6th St Brainerd MN 56401 371532145 Support ORG MN 501(c)(3) 11 TYPE II Essentia true Brainerd Medical Center Inc 2024 S 6th St Brainerd MN 56401 371532148 Clinic MN 501(c)(3) 3 BLIHS true Bridges Medical Center 201 9th St W Ada MN 56510 200479568 Clinic/Hosp MN 501(c)(3) 3 Innovis true Clearwater Valley Hospital & Clinics INC 301 Cedar Orofino ID 83544 820497771 Clinic/Hosp ID 501(c)(3) 3 CAG true DL Surgery Center THRU 712 1027 Washington Ave Detroit Lakes MN 56501 263837203 ASC MN 501(c)(3) 3 CAG true Critical Access Group 503 E 3rd St Ste 400 Duluth MN 55805 261219624 SUPPORT ORG MN 501(c)(3) 11 TYPE II Essentia true St Joseph's Medical Center 523 N 3rd St Brainerd MN 56401 410695602 CLINIC/HOSP MN 501(c)(3) 3 BLIHS true St Mary's EMS 1027 Washington Ave Detroit Lakes MN 56501 411805811 EMERG SRVCS MN 501(c)(3) 9 SMRHC true St Mary's Hospital Inc PO Box 137 Cottonwood ID 83522 820226453 CLinic/Hosp ID 501(c)(3) 3 CAG true St Mary's Innovis Health 1027 Washington Ave Detroit Lakes MN 56501 262861321 Clinic MN 501(c)(3) 3 Innovis true St Mary's Regional Health Center 1027 Washington Ave Detroit Lakes MN 56501 411620386 Clinic/Hosp MN 501(c)(3) 3 Innovis true Innovis Health LLC 3000 32ND AVE Fargo ND 58103 261175213 Clinic/Hosp DE 501(c)(3) 3 Essentia true Midwest Medical Equipment & Supply Inc 4418 Haines Rd Duluth MN 55811 411674021 Medical Equip MN 501(c)(3) 9 SMMC true SMDC Medical Center 502 E 2nd St Duluth MN 55805 411878730 Clinic/Hosp MN 501(c)(3) 3 SMDCHS true Pine Medical Center 109 Court Ave S Sandstone MN 55072 411884597 Hospital/Nurs MN 501(c)(3) 3 SMDCHS true Polinsky Medical Rehabilitation Center 530 E 2nd St Duluth MN 55805 410691275 Clinic MN 501(c)(3) 3 SMMC true St Mary's Duluth Clinic Health System 407 E 3rd St Duluth MN 55805 411836633 Support ORG MN 501(c)(3) 11 TYPE II Essentia true St Mary's Hospital of Superior 3500 Tower Ave Superior WI 54880 411811073 Clinic/Hosp WI 501(c)(3) 3 SMMC true St Mary's Medical Center 407 E 3rd St Duluth MN 55805 410695604 Hospital MN 501(c)(3) 3 SMDCHS true The Duluth Clinic Ltd 400 E 3rd St Duluth MN 55805 410883623 Clinic MN 501(c)(3) 3 SMDCHS true First Care Medical Services 900 Hilligoss Blvd SE Fosston MN 56542 410706143 Clinic/Hosp MN 501(c)(3) 3 Innovis true Minnesota Valley Health Center 621 S 4th St Le Sueur MN 56058 410837659 Hospital/Nurs MN 501(c)(3) 3 CAG true Essentia Institute of Rural Health 502 E 2nd St Duluth MN 55805 271291124 Research MN 501(c)(3) 4 Essentia true Essentia Health Foundation 502 E 2nd St Duluth MN 55805 271984704 Foundation MN 501(c)(3) 7 ESSENTIA true Northern Pines Medical Center 5211 Hwy 110 Aurora MN 55705 410841441 Hospital/Nurs MN 501(c)(3) 3 SMDCHS true Graceville Health Center 115 West Second St Graceville MN 56240 410726173 Clinic/Hosp MN 501(c)(3) 3 Innovis true DEER RIVER HEALTHCARE CENTER INC 115 10TH AVE NE DEER RIVER MN 56636 410844574 HOSPITAL/NURS MN 501(c)(3) 3 SMDCHS true PMC-Gateway Imaging LLC 109 Court Ave S Sandstone MN 55072 261634764 Imaging ServiCES MN NA N/A 0 0 0 0.00000 Essentia Health Insurance Services SPC 94 Solaris Ave PO Box 69 Grand Cayman Cayman Islands CJ KY1-1102 000000000 Insurance CJ NA Foreign Corp -3343210 43783840 1.00000 true East Range Clinics Ltd 910 6th Ave N Virginia MN 55792 410909915 Clinics MN NA C CORP 0 0 0.00000 true false true false false false false false false false true true false false false true true true true BRIDGES MEDICAL CENTER L 336128 actual costs BRIDGES MEDICAL CENTER Q 190958 actual costs Brainerd Medical Center Inc L 715420 actual costs Brainerd Medical Center Inc P 176471 actual costs Brainerd Medical Center Inc Q 635858 actual costs CRITICAL ACCESS GROUP L 500000 actual costs CRITICAL ACCESS GROUP p 646134 actual costs CRITICAL ACCESS GROUP Q 247114 actual costs CRITICAL ACCESS GROUP S 2750000 actual costs CLEARWATER VALLEY HOSPITALS & CLINICS INC Q 346217 actual costs DEER RIVER HEALTHCARE CENTER INC L 122646 actual costs DEER RIVER HEALTHCARE CENTER INC Q 152083 actual costs THE DULUTH CLINIC LTD B 100000 actual costs THE DULUTH CLINIC LTD L 7909409 actual costs THE DULUTH CLINIC LTD P 1197059 actual costs THE DULUTH CLINIC LTD Q 1092807 actual costs ESSENTIA HEALTH INSURANCE SERVICES Q 9043959 actual costs ESSENTIA HEALTH INSURANCE SERVICES R 5156744 actual costs ESSENTIA INSTITUTE OF RURAL HEALTH B 60354 actual costs ESSENTIA INSTITUTE OF RURAL HEALTH L 65772 actual costs ESSENTIA INSTITUTE OF RURAL HEALTH P 62900 actual costs ESSENTIA INSTITUTE OF RURAL HEALTH Q 149070 actual costs FIRST CARE MEDICAL SERVICES P 201876 actual costs FIRST CARE MEDICAL SERVICES Q 295730 actual costs GRACEVILLE HEALTH CENTER L 318846 actual costs GRACEVILLE HEALTH CENTER Q 267936 actual costs INNOVIS HEALTH LLC B 88964 actual costs INNOVIS HEALTH LLC L 12198254 actual costs INNOVIS HEALTH LLC P 4264450 actual costs INNOVIS HEALTH LLC Q 6462729 actual costs INNOVIS HEALTH LLC R 190941 actual costs INNOVIS HEALTH LLC S 326485 actual costs MIDWEST MEDICAL EQUIPMENT & SUPPLIES INC L 274700 actual costs MINNESOTA VALLEY HEALTH CENTER INC Q 265207 actual costs NORTHERN PINES MEDICAL CENTER L 326694 actual costs NORTHERN PINES MEDICAL CENTER Q 103529 actual costs PINE MEDICAL CENTER L 589234 actual costs PINE MEDICAL CENTER Q 278348 actual costs POLINSKY MEDICAL REHABILITATION CENTER L 397060 actual costs POLINSKY MEDICAL REHABILITATION CENTER Q 78265 actual costs ST JOSEPH'S MEDICAL CENTER L 6977354 actual costs ST JOSEPH'S MEDICAL CENTER P 319310 actual costs ST JOSEPH'S MEDICAL CENTER Q 1862224 actual costs ST JOSEPH'S MEDICAL CENTER R 88469 actual costs SMDC MEDICAL CENTER L 18189447 actual costs SMDC MEDICAL CENTER P 8572851 actual costs SMDC MEDICAL CENTER Q 20660714 actual costs SMDC MEDICAL CENTER R 320299 actual costs SMDC MEDICAL CENTER S 3046304 actual costs ST MARY'S HOSPITAL Q 382139 actual costs ST MARY'S HOSPITAL OF SUPERIOR L 2020220 actual costs ST MARY'S HOSPITAL OF SUPERIOR P 67900 actual costs ST MARY'S HOSPITAL OF SUPERIOR Q 315673 actual costs ST MARY'S MEDICAL CENTER B 130298 actual costs ST MARY'S MEDICAL CENTER L 16893019 actual costs ST MARY'S MEDICAL CENTER P 4299614 actual costs ST MARY'S MEDICAL CENTER Q 5829473 actual costs ST MARY'S MEDICAL CENTER R 364045 actual costs ST MARY'S MEDICAL CENTER S 112799 actual costs ST MARY'S REGIONAL HEALTH CENTER L 3480743 actual costs ST MARY'S REGIONAL HEALTH CENTER P 538481 actual costs ST MARY'S REGIONAL HEALTH CENTER Q 1743035 actual costs ST MARY'S REGIONAL HEALTH CENTER R 58482 actual costs SCHEDULE R, PART 11, COLUMN (A) Name: The following Essentia Health entities have a doing business as name. Legal Name; Doing Business As Name Brainerd Lakes Integrated Health System; Essentia Health Central Brainerd Medical Center, Inc.; Essentia Health Brainerd Specialty Clinic Bridges Medical Center; Essentia Health Ada Deer River Healthcare Center, Inc.; Essentia Health Deer River First Care Medical Services; Essentia Health Fosston Graceville Health Center; Essentia Health Holy Trinity Hospital Innovis Health, LLC; Essentia Health West Midwest Medical Equipment & Supply Inc.; Essentia Health Medical Equipment and Supplies Northern Pines Medical Center; Essentia Health Northern Pines Pine Medical Center; Essentia Health Sandstone Polinsky Medical Rehabilitation Center; Essentia Health Polinsky Medical Rehabilitation Center SMDC Medical Center; Essentia Health Duluth St. Joseph's Medical Center; Essentia Health St. Joseph's Medical Center St. Mary's Duluth Clinic Health System; Essentia Health East St. Mary's Hospital of Superior; Essentia Health St. Mary's Hospital-Superior St. Mary's Medical Center; Essentia Health St. Mary's Medical Center St. Mary's Regional Health Center; Essentia Health St. Mary's-Detroit Lakes