2014-05-15T14:52:52-05:00 2013-06-30 ANDREWS HOOPER PAVLIK PLC 5300 GRATIOT RD SAGINAW MI 486386035 990 2012-07-01 382459948 MIDMICHIGAN HEALTH MIDM 9898393181 4000 WELLNESS DRIVE MIDLAND MI 48670 FRANCINE M PADGETT 9898393181 2014-05-15 true LAURA M EBEL 9894975300 2014-05-15 2012 2015-11-30 17:44:51Z DIANE POSTLER-SLATTERY 4000 WELLNESS DRIVE MIDLAND MI 48670 77256790 false X WWW.MIDMICHIGAN.ORG X 1982 MI TO PROVIDE EXCELLENT HEALTH SERVICES TO IMPROVE THE QUALITY OF LIFE FOR PEOPLE IN OUR COMMUNITIES. 16 15 142 15 445795 400215 26051 475 17634451 17617352 24272367 49262603 277230 616547 42210099 67496977 193425 198125 0 10706554 10900390 0 0 10381479 9324023 21281458 20422538 20928641 47074439 646422658 699997713 111177382 73735087 535245276 626262626 TO PROVIDE EXCELLENT HEALTH SERVICES TO IMPROVE THE QUALITY OF LIFE FOR PEOPLE IN OUR COMMUNITIES. false false 13866280 198125 17387099 THE HOLDING COMPANY PROVIDES ASSISTANCE TO OUR VARIOUS AFFILIATES IN ORDER TO IMPROVE THE QUALITY OF CARE AND PROVIDE SERVICES AT THE LOWEST POSSIBLE COST. EXPERTISE AT THE HOLDING COMPANY LEVEL INCLUDES STRATEGIC PLANNING, TREASURY, INFORMATION RESOURCES, HUMAN RESOURCES, INTERNAL AUDIT, FINANCE, MATERIALS MANAGEMENT AND RISK MANAGEMENT. 13866280 true false false true false false false false false false true true true false true false false true false false false false false false false false false true false true false false false false false false true false false false false false true true true true true false true X 45 0 true 142 true true true true CJ false false false false false false false false X 16 15 true false true false true true true true true false true true true true true true true true true true true true MI X FM PADGETT SR VP TREASURER 9898393181 4000 WELLNESS DR MIDLAND MI 48670 X RICHARD REYNOLDS 50.00 X X 1490788 0 335094 DIANE POSTLER-SLATTERY 50.00 X X 48183 0 0 JEFFERY ALLEN MD 2.00 X 0 0 0 ERIC BLACKHURST 2.00 X 0 0 0 JOAN DAVID 2.00 X 0 0 0 NANCY GALLAGHER 2.00 X 0 0 0 BOBBIE ARNOLD 2.00 X 0 0 0 SARA WASSENAAR DDS 2.00 X 0 0 0 WILLIAM HENDERSON 2.00 X 0 0 0 GLENN SMITH 2.00 X 0 0 0 BOB DENOOYER 2.00 X 0 0 0 MARGUERITTE KUHN MD 2.00 X 0 0 0 CARL SCHWIND 2.00 X 0 0 0 RANNY REICKER 2.00 X 0 0 0 RON VERCH 2.00 X 0 0 0 DON SHEETS 2.00 X 0 0 0 BILL WEIDEMAN 2.00 X 0 0 0 GREGORY ROGERS 50.00 X 404477 0 161845 FRANCINE PADGETT 50.00 X 354655 0 108431 DONNA RAPP 50.00 X 317852 0 107258 BRIAN RODGERS 50.00 X 307351 0 90201 LYNN BRUCHHOF 50.00 X 223271 0 32222 GREG GHILARDI 50.00 X 171590 0 38752 MARK SANTAMARIA 50.00 X 276917 0 17294 MICHAEL LARSON 50.00 X 214778 0 9601 CHANDRA MORSE 50.00 X 200303 0 42407 DANIEL SORENSON MD 50.00 X 199313 0 40945 SCOTT CURRIE 50.00 X 197843 0 17322 4407321 1001372 33 false true false CERNER CORP PO BOX 412702 KANSAS CITY MO 641412702 COMPUTER 5804038 KAUFMAN HALL 6024 EASTMAN AVE MIDLAND MI 486402518 CONSULTING 892529 TOWERS WATSON DELAWARE INC 1079 SOLUTIONS CENTER CHICAGO IL 606771000 ACTUARIAL 564482 MIDLAND EMERGENCY RM CORP 2000 DILLOWAY DR MIDLAND MI 48640 ER PHYSICIANS 384687 DELOITTE & TOUCHE LLP 4205 COLLECTION CENTER DR CHICAGO IL 60693 AUDIT 334600 19 475 475 EXEMPT AFFILIATE REVENUE 561000 17387099 17387099 512(B)(17) INCOME 524126 230253 230253 17617352 46333118 45112453 1220665 12689298 9756604 3209 2932694 -3209 2929485 2929485 MCCO 900099 313080 313080 MIDMICHIGAN HLTH NETWORK LLC 900099 199444 199444 EXEMPT JOINT VENTURE REVENUE 900099 24000 24000 80023 16098 63925 616547 67496977 62836632 445795 4214075 X 198125 198125 3639114 1819557 1819557 4780968 4517741 263227 1150577 871701 278876 792133 618715 173418 537598 403199 134399 728939 728939 94038 70529 23509 54200 54200 202571 202571 6487611 5014287 1473324 12384 9908 2476 291424 218609 72815 50048 37620 12428 40955 30716 10239 111146 55573 55573 49641 49641 209333 209333 991733 991733 20422538 13866280 6556258 0 1187795 2079809 1398 950 11509287 16508753 1894401 701898 769382 1192503 22808870 29823430 74659498 76619151 534405968 572619636 1080460 1153481 646422658 699997713 14667567 16126163 96509815 57608924 111177382 73735087 X 535206178 626225031 39098 37595 535245276 626262626 646422658 699997713 X 47074439 3568598 40374313 X false true X true false X X X false false false MIDMICHIGAN MEDICAL CENTER - MIDLAND 380833014 3 false true true 0 MIDMICHIGAN MEDICAL CENTER - GRATIOT 381437919 3 false true true 0 MIDMICHIGAN MEDICAL CENTER - CLARE 381518643 3 false true true 0 MIDMICHIGAN MEDICAL CENTER - GLADWIN 386020434 3 false true true 0 MIDMICHIGAN STRATFORD VILLAGE 382623324 9 false true true 0 MIDMICHIGAN GLADWIN PINES 382754875 9 false true true 0 MIDMICHIGAN REGIONAL IMAGING 352182295 9 false true true 0 MIDMICHIGAN VISITING NURSE ASSOCIATION 381459397 9 false true true 0 MIDMICHIGAN URGENT CARE 205064848 9 false true true 0 9 THE AMOUNT OF SUPPORT PROVIDED TO THE SUPPORTED ORGANIZATIONS IS EQUAL TO THE PROGRAM SERVICE EXPENSE REPORTED ON FORM 990, PART IX. MIDMICHIGAN HEALTH IS LISTED IN THE GOVERNING DOCUMENTS OF EACH OF THE SUPPORTED ORGANIZATIONS AS THE SOLE MEMBER OF THE ORGANIZATION. THE PURPOSE OR PURPOSES FOR WHICH THE CORPORATION IS ORGANIZED ARE AS FOLLOWS: (1) TO OWN, OPERATE, ACQUIRE, ESTABLISH, SPONSOR, DEVELOP AND MAINTAIN HOSPITALS, HEALTH CARE RELATED FACILITIES, HEALTH PROMOTION AND EDUCATION PROGRAMS, AND OTHER ACTIVITES DESIGNED TO PROVIDE FOR THE CARE AND TREATMENT OF THE SICK, INFIRM, AGED, AND DISTRESSED, AND TO FURTHER THE GENERAL HEALTH AND WELL BEING OF THE PUBLIC WITHOUT REGARD TO RACE, COLOR, CREED, SEX, NATIONAL ORIGIN OR ECONOMIC CONDITION. (2) TO DEVELOP AND IMPLEMENT MANAGEMENT SYSTEMS AND POLICIES WHICH WILL CARRY OUT AND CONDUCT THE HEREIN STATED PURPOSES. (3) TO CARRY OUT AND CONDUCT THE HEREIN STATED PURPOSES AND ACTIVITIES DIRECTLY OR THROUGH ONE OR MORE SUBSIDIARY ORGANIZATIONS OR JOINTLY IN CONJUNCTION WITH ONE OR MORE OTHER ORGANIZATIONS ENGAGED IN HEALTH CARE ACTIVITIES FOR MEMBERS OF THE PUBLIC. false false false false false false true 54200 false false 54200 false SCHEDULE C, PART II-B, LINE 1 MIDMICHIGAN HEALTH CONTRACTS WITH THE FREDRICK GROUP TO MONITOR HEALTHCARE LEGISLATION AND EVALUATE THE POTENTIAL IMPACT OF THE LEGISLATION ON OUR HEALTH SYSTEM. 32966 13860 19106 1585462 688038 897424 275973 275973 1192503 OTHER FINANCIAL INVESTMENTS 76619151 F 76619151 MIDMICHIGAN MEDICAL CENTER-MIDLAND 393302756 C MIDMICHIGAN MEDICAL CENTER-GRATIOT 71186412 C MIDMICHIGAN MEDICAL CENTER-GLADWIN 34024784 C MIDMICHIGAN MEDICAL CENTER-CLARE 25441310 C MIDMICHIGAN HEALTH DEVELOPMENT ASSOC 18407418 C MIDMICHIGAN VISITING NURSE ASSOC 16699573 C MIDMICHIGAN REGIONAL IMAGING 4272998 C MIDMICHIGAN STRATFORD VILLAGE 2764188 C MIDMICHIGAN GLADWIN PINES 2523505 C MIDMICHIGAN HEALTH NETWORK 1726284 C MIDMICHIGAN URGENT CARE 827683 C REGIONAL DIALYSIS SERVICES 485385 C MIDMICHIGAN PHYSICIANS GROUP 481605 C MIDMICHIGAN COLLABORATIVE CARE ORG 200562 C THUMB AREA DIALYSIS 155173 C MIDMICHIGAN ASSURANCE GROUP 120000 C ISOMM C 572619636 ACCRUED PENSION/RETIREMENT BENEFITS 30736816 DEFERRED COMP, SELF INS, OTHER 26712108 OTHER 160000 57608924 23877155 3568598 1978 3570576 20306579 202571 46987827 47190398 67496977 18260734 3209 3209 18257525 202571 1962442 2165013 20422538 REVENUE AMOUNTS INCLUDED IN FINANCIALS - OTHER SCHEDULE D, PAGE 4, PART XI, LINE 2D NET ASSETS RELEASED FROM RESTRICTIONS 1,978 REVENUE AMOUNTS INCLUDED ON RETURN - OTHER SCHEDULE D, PAGE 4, PART XI, LINE 4B RECLASSED AFFILIATE EXPENSE 1,962,442 INCOME FROM CONSOLIDATED SUBSIDIARIES 44,798,341 512(B)(17) INCOME 230,253 LOSS ON DISPOSAL -3,209 EXPENSE AMOUNTS INCLUDED IN FINANCIALS - OTHER SCHEDULE D, PAGE 4, PART XII, LINE 2D LOSS ON DISPOSAL 3,209 EXPENSE AMOUNTS INCLUDED ON RETURN - OTHER SCHEDULE D, PAGE 4, PART XII, LINE 4B RECLASSED AFFILIATE EXPENSE 1,962,442 true MIDLAND CENTER FOR THE ARTS 1801 W ST ANDREWS ST MIDLAND MI 48640 386114020 501C3 10000 GENERAL SUPPORT AMERICAN CANCER SOCIETY - MIDMI REGIONAL OFFICE 1111 S HENRY SUITE A BAY CITY MI 48706 131788491 501C3 24500 GENERAL SUPPORT MIDLAND COMMUNITY TENNIS CENTER 900 EAST WACKERLY ST MIDLAND MI 48642 381534400 501C3 6500 GENERAL SUPPORT CENTRAL MICHIGAN UNIVERSITY 1200 S FRANKLIN ST MOUNT PLEASANT MI 48859 386004447 501C3 6250 GENERAL SUPPORT MIDLAND TOMORROW 300 RODD ST SUITE 201 MIDLAND MI 48640 382600199 501C3 10000 GENERAL SUPPORT MIDMICHIGAN COMMUNITY COLLEGE 1375 S CLARE AVENUE HARRISON MI 48625 381812272 501C3 13214 GENERAL SUPPORT MIDMICHIGAN DISTRICT HEALTH DEPT 651 N STATE STREET STE 2 STANTON MI 48888 381808049 501C3 11200 GENERAL SUPPORT FREELAND COMMUNITY SPORTS ASSOCIATION 5690 MIDLAND RD FREELAND MI 48623 204803638 501C3 6100 GENERAL SUPPORT MIDLAND AREA CHAMBER OF COMMERCE 300 RODD STREET SUITE 101 MIDLAND MI 48642 380832915 501C6 6100 GENERAL SUPPORT 9 PROCEDURES FOR MONITORING THE USE OF GRANT FUNDS INSIDE THE UNITED STATES SCHEDULE I, PAGE 1, PART I, LINE 2 MIDMICHIGAN HEALTH PROVIDES CHARITABLE CONTRIBUTIONS TO THOSE ORGANIZATIONS THAT APPLY AND MEET THE REQUIRED CRITERIA FOR CHARITABLE GIVING. THE MIDMICHIGAN HEALTH COMMUNITY BENEFIT COORDINATOR FOLLOWS UP WITH EACH REQUEST TO ASCERTAIN THAT EACH REQUEST MEETS THE COMMUNITY BENEFIT STANDARDS. NO FUNDS ARE PROVIDED DIRECTLY TO INDIVIDUALS AND IT IS EXPECTED THAT WRITTEN ACKNOWLEDGEMENT FROM THE DONEE IS RECEIVED IN A TIMELY FASHION. X true true X X X X X false true false false false false false true false RICHARD REYNOLDS 558629 50000 882159 312473 22621 1825882 425203 GREGORY ROGERS 368729 35748 143800 18045 566322 FRANCINE PADGETT 305957 15000 33698 84095 24336 463086 DONNA RAPP 277354 15000 25498 93285 13973 425110 BRIAN RODGERS 275055 15000 17296 72765 17436 397552 LYNN BRUCHHOF 183184 40087 24740 7482 255493 GREG GHILARDI 162958 8632 18877 19875 210342 MARK SANTAMARIA 208060 60000 8857 3355 13939 294211 MICHAEL LARSON 174041 40000 737 4298 5303 224379 CHANDRA MORSE 186021 10000 4282 37595 4812 242710 DANIEL SORENSON MD 181813 17500 30456 10489 240258 SCOTT CURRIE 179589 10000 8254 11885 5437 215165 FRINGE OR EXPENSE EXPLANATION SCHEDULE J, PAGE 1, PART I, LINE 1A THE FOLLOWING PERSONS LISTED IN PART VII, SECTION A, RECEIVED PAYMENT FOR COUNTRY CLUB DUES. THIS PAYMENT WAS INCLUDED IN TAXABLE WAGES. BRUCHHOF, LYNN - VP HUMAN RESOURCES ROGERS, GREGORY - EXEC VICE PRES PADGETT, FRANCINE - TREASURER RODGERS, BRIAN - SENIOR VICE PRES RAPP, DONNA - SECRETARY MORSE, CHANDRA - VICE PRESIDENT REYNOLDS, RICHARD - PRESIDENT WAGNER, JEFFREY - VICE PRESIDENT LARSON, MICHAEL - CIO - ADMIN CORP NON-FIXED PAYMENTS PROVIDED SCHEDULE J, PAGE 1, PART I, LINE 7 MIDMICHIGAN HEALTH'S COMPENSATION INCLUDES BOTH BASE AND VARIABLE COMPENSATION (NONFIXED PAYMENTS). IN ACCORDANCE WITH ITS POLICIES, ALL ELEMENTS (BASE, VARIABLE, BENEFITS, AND PERQUISITES) ARE COMPARED TO MARKET AND ARE DETERMINED BY THE INDEPENDENT COMPENSATION COMMITTEE AFTER A REVIEW BY AN INDEPENDENT CONSULTANT, SULLIVAN COTTER, TO ENSURE THAT TOTAL COMPENSATION REMAINS WITHIN ACCEPTABLE GUIDELINES (60% OF MEDIAN). THE COMPENSATION COMMITTEE, WHO IS AUTHORIZED TO ACT ON BEHALF OF THE MIDMICHIGAN HEALTH BOARD OF DIRECTORS, APPROVED COMPENSATION FOR THE MIDMICHIGAN HEALTH CEO, SENIOR EXECUTIVES AND PHYSICIANS. SULLIVAN COTTER ISSUED A COMPREHENSIVE ASSESSMENT IN 2009 AND AGAIN IN 2013. IN ADDITION, AS A PART OF THE PHYSICIAN ENTERPRISE ENGAGEMENT, KAUFMAN HALL ISSUED A SAFE HARBOR LETTER THAT WAS REVIEWED AT THE JUNE 2013 COMPENSATION COMMITTEE MEETING. OTHER ADDITIONAL INFORMATION SCHEDULE J, PART III ON MAY 8, 2009 MIDMICHIGAN HEALTH'S COMPENSATION COMMITTEE APPROVED ITS FIRST COMPENSATION COMMITTEE CHARTER AND EXECUTIVE COMPENSATION PHILOSOPHY AND STRATEGY. THE BOARD OF DIRECTORS OF MIDMICHIGAN HEALTH APPROVED BOTH THE CHARTER AND THE STRATEGY ON JUNE 8, 2009. MIDMICHIGAN HEALTH ALSO CONTINUES TO UTILIZE AN INDEPENDENT COMPENSATION CONSULTANT TO ASSIST WITH THE GOVERNANCE PROCESS AND TO REVIEW AND REPORT ON ALL SYSTEM LEVEL EXECUTIVES, HOSPITAL LEVEL EXECUTIVES AND SELECTED OTHER EXECUTIVES. MIDMICHIGAN HEALTH HAS TAKEN A CONSERVATIVE POSTURE WITH RESPECT TO ALL PERQUISITES AND ALL PERQUISITES MUST BE JUSTIFIED BY BUSINESS NEED. MIDMICHIGAN HEALTH TARGETS THE BASE SALARY OF ITS EXECUTIVES WITHIN A MARKET COMPETITIVE SALARY RANGE WITH A MIDPOINT APPROXIMATELY EQUAL TO THE 50TH PERCENTILE OF THE BASE SALARY MARKET DATA. MARKET DATA IS OBTAINED NATIONALLY FROM HEALTH SYSTEMS, HOSPITALS AND ORGANIZATIONS OF COMPARABLE SIZE BY SULLIVAN COTTER, AN INDEPENDENT CONSULTANT. NET OPERATING REVENUE IS THE CRITICAL FACTOR UTILIZED TO DETERMINE COMPARABILITY. PART I, LINE 4B - REYNOLDS, ROGERS, PADGETT, RAPP, RODGERS, POSTLER- SLATTERY, SANTAMARIA, AND BRUCHHOF ARE PARTICIPANTS IN A 457(F) PLAN. THE ONLY PAYMENT MADE IN 2012 WAS TO REYNOLDS WHO HAD VESTED AS OF 1/1/2012 AND RECEIVED THE AMOUNT REQUIRED TO BE PAID OUT ACCORDING TO THE PLAN. THE SERP IS UNFUNDED AND BEGAN ON JANUARY 1, 2009. THE CURRENT PARTICIPANTS OF THE PLAN ARE THOSE WHO HOLD A CORPORATE OFFICE OF VICE PRESIDENT OR ABOVE. EACH PARTICIPANTS ANNUAL AWARD IS A BENEFIT RESTORATION AMOUNT THAT PROVIDES THE ADDITIONAL BENEFITS THAT THE PARTICIPANT DID NOT EARN UNDER THE PENSION PLAN AND 403 (B) PLAN DURING A PLAN YEAR BECAUSE OF THE STATUTORY LIMITS. A PARTICIPANT'S ACCOUNT SHALL BE 100% VESTED IF THE PARTICIPANT IS EMPLOYED BY MIDMICHIGAN HEALTH ON THE DATE THE FIRST OF THE FOLLOWING VESTING EVENTS OCCUR: ATTAINMENT OF NORMAL RETIREMENT AGE; DEATH; TERMINATION OF EMPLOYMENT BECAUSE OF TOTAL DISABILITY; OR PROVIDED THEY HAVE BEEN EMPLOYED AT LEAST FIVE YEARS AND THE PARTICIPANT EARNS 75 POINTS. JERAMIE SODERBERG FAMILY MEMBER 69635 EMPLOYMENT false ADDITIONAL INFORMATION FORM 990 PART I, LINES 3 & 4 AND PART VI, SECTION A, LINE 1 - ANY BOARD MEMBERS WHO HAVE A FAMILY OR BUSINESS RELATIONSHIP AS LISTED IN SCHEDULE L ARE NOT CONSIDERED TO BE INDEPENDENT. ALL OTHERS WHO ARE NOT INDEPENDENT ARE EMPLOYEES OF THE ORGANIZATION OR A RELATED ORGANIZATION LISTED IN SCHEDULE R AND ARE COMPENSATED AT MARKET VALUE FOR THE SERVICES PROVIDED TO THAT ORGANIZATION. ALL LINES LEFT BLANK ARE NOT APPLICABLE TO THE ORGANIZATION. FINANCIAL ACCOUNTS IN FOREIGN COUNTRIES FORM 990, PART V, LINE 4B CAYMAN ISLANDS, OTHER COUNTRY ADDITIONAL INFORMATION FORM 990, PART VI LINE 2 - THE FOLLOWING OFFICERS AND DIRECTORS HAVE BUSINESS RELATIONSHIPS THROUGH ANOTHER FOR-PROFIT ENTITY DUE TO THE SMALL SIZE AND LIMITED RESOURCES OF OUR COMMUNITY: BOBBIE ARNOLD, ERIC BLACKHURST, RICHARD REYNOLDS, AND DON SHEETS. SIGNIFICANT CHANGES TO ORGANIZATIONAL DOCUMENTS FORM 990, PAGE 6, PART VI, LINE 4 ARTICLES XI, XII, AND XIII OF THE ARTICLES OF INCORPORATION WERE DELETED IN THEIR ENTIRETY. ARTICLE II, SECTION 10 WAS AMENDED TO ADD THAT THE CORPORATION IS ORGANIZED AS A NONPROFIT CORPORATION AND SHALL BE OPERATED EXCLUSIVELY FOR CHARITABLE, EDUCATIONAL, OR SCIENTIFIC PURPOSES OR FOR THE PURPOSE OF SUPPORTING AND ENCOURAGING HEALTHCARE SERVICES. IT ADDS THAT THE CORPORATION SHALL NOT CARRY ON ANY ACTIVITIES NOT PERMITTED TO BE CARRIED ON BY TAX-EXEMPT CORPORATIONS UNDER SECTION 501(C)(3). SECTION 11 WAS ADDED TO ARTICLE II, STATING THE PURPOSES OF THE CORPORATION SHALL INCLUDE PROVIDING BENEFIT TO THE MHC MEMBER CLASS AND THAT NOTHING IN ARTICLE II SHOULD BE CONSTRUED TO PROHIBIT THE CORPORATION FROM DISTRIBUTIONS TO ITS MEMBERS. ARTICLE VII WAS AMENDED TO STATE THAT THE CORPORATION IS ORGANIZED ON A MEMBERSHIP BASIS, WITH MORE THAN ONE CLASS OF MEMBERS, AND THE RIGHTS OF THE MEMBERS ARE IN THE BYLAWS OF THE CORPORATION. RESERVED POWERS OF THE MHC MEMBER CLASS SHALL NOT BE AMENDED WITHOUT THE CONSENT OF BOTH MEMBER CLASSES. ARTICLE VIII WAS AMENDED TO STATE THAT THE FINAL CORPORATE AUTHORITY IS VESTED IN THE BOARD OF DIRECTORS. ARTICLE IX WAS AMENDED TO STATE WHEN THE CORPORATION ASSUMES LIABILITY FOR ACTS OR OMISSIONS OF A VOLUNTEER: (A) THE VOLUNTEER WAS ACTING WITHIN THE SCOPE OF AUTHORITY, (B) THE VOLUNTEER WAS ACTING IN GOOD FAITH, (C) THE VOLUNTEER'S CONDUCT WAS NOT GROSSLY NEGLIGENT OR WILLFUL MISCONDUCT, (D) THE VOLUNTEER'S CONDUCT WAS NOT INTENTIONAL TORT, (E) THE VOLUNTEER'S CONDUCT WAS NOT A TORT INVOLVING A MOTOR VEHICLE. ARTICLE X WAS AMENDED TO STATE THAT UPON THE DISSOLUTION OF THE CORPORATION, AFTER PAYING THE LIABILITIES OF THE CORPORATION, THE BOARD OF DIRECTORS WILL DISTRIBUTE ANY REMAINING ASSETS ACCORDING TO THE INTERNAL REVENUE CODE OR TO THE FEDERAL, STATE OR LOCAL GOVERNMENT FOR PUBLIC PURPOSES. ANY ASSETS NOT DISPOSED WILL BE DISPOSED BY THE CIRCUIT FOR THE COUNTY. CLASSES OF MEMBERS OR STOCKHOLDERS FORM 990, PAGE 6, PART VI, LINE 6 THE MEMBERS OF THE CORPORATION SHALL BE AT LEAST 115 NATURAL PERSONS, THE MAJORITY OF WHOM SHALL RESIDE IN MIDLAND COUNTY, MICHIGAN. MEMBERS OF THE CORPORATION SHALL BE DRAWN FROM THE BROAD CROSS SECTION OF THE CITIZENS OF THE COMMUNITIES SERVED BY THE CORPORATION AND ITS AUXILIARY SERVICES AND SUBSIDIARY INSTITUTIONS WITH PARTICULAR EMPHASIS BEING GIVEN TO THOSE INDIVIDUALS WHO HAVE DEMONSTRATED POSITIVE AND CONSTRUCTIVE INTEREST IN THE PURPOSES OF THE CORPORATION AS EXPRESSED IN THE ARTICLES OF INCORPORATION AND BYLAWS AND IN THE PROMOTION OF HEALTH CARE IN THE COMMUNITIES SERVED BY THE CORPORATION. FINAL CORPORATE AUTHORITY NECESSARY OR INCIDENTAL TO THE ADMINISTRATION OF ANY OF THE PURPOSES OF THE CORPORATION SHALL BE VESTED IN THE MEMBERS OF THE CORPORATION, EXCEPT WHERE DELEGATED TO THE BOARD OF DIRECTORS. ELECTION OF MEMBERS AND THEIR RIGHTS FORM 990, PAGE 6, PART VI, LINE 7A AT LEAST 60 DAYS PRIOR TO THE ANNUAL MEETING, THE CHAIRMAN OF THE BOARD OF DIRECTORS WILL APPOINT A NOMINATING COMMITTEE COMPRISED OF AT LEAST TWO MEMBERS OF THE BOARD OF DIRECTORS AND THREE MEMBERS OF THE CORPORATION AT LARGE. THE NOMINATING COMMITTEE SHALL PREPARE A LIST OF NOMINEES FOR ELECTION TO THE BOARD OF DIRECTORS AND SUBMIT THE LIST TO THE MEMBERS AT THE ANNUAL MEETING. THE NOMINATING COMMITTEE SHALL ALSO, AT THE DIRECTION OF THE BOARD, RECOMMEND TO THE MEMBERS OF THE CORPORATION AT THE ANNUAL MEETING, ANY INCREASE OR DECREASE IN THE NUMBER OF DIRECTORS, EX OFFICIO OR NON-EX OFFICIO, TOGETHER WITH A LIST OF NOMINEES FOR THE ADDITIONAL DIRECTORS, IF AN INCREASE IS RECOMMENDED. THE MEMBERS OF THE CORPORATION, AT THE SAME ANNUAL MEETING, SHALL VOTE ON THE RECOMMENDED INCREASE OR DECREASE IN DIRECTORS AND ON THE LIST OF NOMINEES FOR SUCH NEW DIRECTORS. DECISIONS SUBJECT TO APPROVAL OF MEMBERS FORM 990, PAGE 6, PART VI, LINE 7B ONE OF THE PURPOSES OF THE ANNUAL MEETING OF THE CORPORATION SHALL BE THE ELECTION OF A BOARD OF DIRECTORS. THE AMENDMENT OF ARTICLES OF INCORPORATION AND BYLAWS SHALL BE BY A MAJORITY VOTE OF ALL MEMBERS PRESENT AT ANY REGULAR OR SPECIAL MEETING. ALL OTHER BASIC CORPORATE CHANGE MATTERS, INCLUDING BUT NOT LIMITED TO ESTABLISHMENT, MERGER, CONSOLIDATION, ACQUISITION, AFFILIATION, DISSOLUTION, OR TERMINATION OF ANY OF THE CORPORATION'S HEALTH CARE FACILITIES, SHALL ALSO REQUIRE A MAJORITY VOTE OF ALL MEMBERS OF THE CORPORATION. ORGANIZATION'S PROCESS USED TO REVIEW FORM 990 FORM 990, PAGE 6, PART VI, LINE 11B THE FORM 990 INFORMATION IS PREPARED BY THE FINANCE STAFF AT THIS ORGANIZATION. THE INFORMATION IS SUBMITTED FOR REVIEW BY A SENIOR FINANCE STAFF MEMBER AT MIDMICHIGAN HEALTH. THE STAFF MEMBER IN CONSULTATION WITH OUR TAX ACCOUNTANT (A CERTIFIED PUBLIC ACCOUNTING FIRM) REQUESTS ADDITIONAL INFORMATION AND OBTAINS CLARIFICATION. ONCE THE INITIAL REVIEW IS COMPLETE, THE INFORMATION IS SUBMITTED TO OUR TAX PROFESSIONALS AT ANDREWS HOOPER PAVLIK PLC. UPON REVIEW BY THEIR PROFESSIONALS, INCLUDING A PARTNER, INFORMATION IS RETURNED TO MIDMICHIGAN HEALTH FOR ITS FINAL REVIEW. THIS REVIEW INCLUDES A REVIEW BY THE SVP AND TREASURER. ALL COMPENSATION DISCLOSURES ARE REVIEWED WITH THE MIDMICHIGAN HEALTH CEO PRIOR TO FILING. PRIOR TO FILING: THE FORM 990 PART VII AND SCHEDULE J COMPENSATION INFORMATION IS REVIEWED BY THE COMPENSATION COMMITTEE PRIOR TO FILING. FORM 990, INCLUDING ALL SCHEDULES, IS MADE AVAILABLE TO THIS ORGANIZATION'S BOARD OF DIRECTORS IN A SECURE ELECTRONIC FORMAT WITH A SUMMARY OF ALL THE MAJOR CHANGES FROM THE PRIOR YEAR RETURN. QUESTIONS OR CONCERNS ARE ADDRESSED BY THE SVP AND TREASURER. THE QUESTIONS OR CONCERNS OF THESE REVIEWS ARE PRESENTED TO THE MIDMICHIGAN HEALTH BOARD OF DIRECTORS AND THIS ORGANIZATION'S BOARD OF DIRECTORS, IF ANY ARE IDENTIFIED. ENFORCEMENT OF CONFLICTS POLICY FORM 990, PAGE 6, PART VI, LINE 12C THE ORGANIZATION REQUIRES EACH DIRECTOR, OFFICER, KEY EMPLOYEE AND MEMBER OF A COMMITTEE OF THE BOARD ANNUALLY: 1) TO REVIEW THE ORGANIZATION'S CONFLICT OF INTEREST POLICY ("THE POLICY"); 2) TO DISCLOSE ANY POSSIBLE PERSONAL, FAMILIAL, OR BUSINESS RELATIONSHIP THAT REASONABLY COULD GIVE RISE TO A CONFLICT OF INTEREST OR THE APPEARANCE OF A CONFLICT OF INTEREST; AND 3) TO ACKNOWLEDGE BY HIS OR HER SIGNATURE THAT HE OR SHE IS ACTING IN ACCORDANCE WITH THE LETTER AND SPIRIT OF THE POLICY. THE COMPLETED FORMS ARE REVIEWED BY THE MIDMICHIGAN HEALTH SECRETARY AND FILED FOR REFERENCE AS NEEDED. VOTING BOARD MEMBERS WITH CONFLICTS ON SPECIFIC ISSUES ARE ASKED TO LEAVE THE MEETING DURING DISCUSSIONS AND ABSTAIN FROM VOTING ON ANY ISSUE IN WHICH THEY ARE NOT INDEPENDENT. COMPENSATION PROCESS FOR TOP OFFICIAL FORM 990, PAGE 6, PART VI, LINE 15A ALL CEOS AND OPERATING OFFICERS COMPENSATION IS ANNUALLY APPROVED BY AN INDEPENDENT COMPENSATION COMMITTEE OF MIDMICHIGAN HEALTH. THE COMPENSATION IS THEN REVIEWED BY THE BOARD OF DIRECTORS (OR SUBCOMMITTEE THEREOF). FOR DETAILED INFORMATION ON COMPENSATION, PLEASE SEE SCHEDULE J. COMPENSATION PROCESS FOR OFFICERS FORM 990, PAGE 6, PART VI, LINE 15B ALL OFFICERS AND KEY EMPLOYEE COMPENSATION IS REVIEWED ANNUALLY BY THE COMPENSATION COMMITTEE FOR ADHERENCE TO CORPORATE POLICIES. FOR DETAILED INFORMATION ON COMPENSATION, PLEASE SEE SCHEDULE J. GOVERNING DOCUMENTS DISCLOSURE EXPLANATION FORM 990, PAGE 6, PART VI, LINE 19 ALL DOCUMENTS ARE AVAILABLE UPON REQUEST. RELATED ORGANIZATIONS FORM 990, PAGE 7, PART VII NO DIRECTORS RECEIVE PAY FOR THE PURPOSE OF SERVING ON THE BOARD. THEY ARE CONSIDERED TO WORK AN AVERAGE OF 2 HOURS A WEEK ON BOARD-RELATED MATTERS. ALL INDIVIDUALS WITH REPORTABLE COMPENSATION ARE PAID BY EITHER THE REPORTING ORGANIZATION OR A RELATED ORGANIZATION FOR SERVICES RELATED TO A PART-TIME OR FULL-TIME POSITION. AVERAGE HOURS PER WEEK FOR THOSE WITH REPORTABLE COMPENSATION ARE RELATED TO THE AFOREMENTIONED POSITIONS. THOSE PERSONS WITH FULL-TIME POSITIONS ARE ESTIMATED TO WORK AN AVERAGE OF 50 HOURS A WEEK. OTHER FEES FOR SERVICES FORM 990, PART IX, LINE 11G ASSOCIATION DUES & OTHER FEES 1,265,597 1,265,597 0 PURCHASED/CONTRACT SERVICES 3,748,690 207,727 0 MIDMICHIGAN COLLABORATIVE CARE ORG 4000 WELLNESS DRIVE MIDLAND MI 48670 460548987 SUPPORT MI 200562 360562 MIDMI HLTH MIDMICHIGAN MEDICAL CENTER-MIDLAND 4000 WELLNESS DR MIDLAND MI 48670 380833014 HOSPITAL MI 501C3 3 MIDMI HLTH true MIDMICHIGAN MEDICAL CENTER-GRATIOT 300 E WARWICK DR ALMA MI 48801 381437919 HOSPITAL MI 501C3 3 MIDMI HLTH true MIDMICHIGAN MEDICAL CENTER-CLARE 703 NORTH MCEWAN STREET CLARE MI 48617 381518643 HOSPITAL MI 501C3 3 MIDMI HLTH true MIDMICHIGAN MEDICAL CENTER-GLADWIN 515 QUARTER STREET GLADWIN MI 48624 386020434 HOSPITAL MI 501C3 3 MIDMI HLTH true MIDMICHIGAN STRATFORD VILLAGE 2121 ROCKWELL DR MIDLAND MI 48642 382623324 LT CARE MI 501C3 9 MIDMI HLTH true MIDMICHIGAN GLADWIN PINES 449 QUARTER STREET GLADWIN MI 48624 382754875 LT CARE MI 501C3 9 MIDMI HLTH true MIDMI VNA DBA MIDMICHIGAN HOME CARE 3007 N SAGINAW RD MIDLAND MI 48640 381459397 CARE/EQUIP MI 501C3 9 MIDMI HLTH true MIDMICHIGAN PHYSICIANS GROUP 2620 W SUGNET RD MIDLAND MI 48640 383317788 MED OFFICE MI 501C3 11A MIDMI HLTH true MIDMICHIGAN REGIONAL IMAGING 4000 WELLNESS DR MIDLAND MI 48670 352182295 EQUIPMENT MI 501C3 11B MIDMI HLTH true MIDMICHIGAN URGENT CARE 3009 N SAGINAW RD MIDLAND MI 48640 205064848 AMBULATORY MI 501C3 9 MIDMI HLTH true MIDMICHIGAN HEALTH DEV ASSOC 4000 WELLNESS DR MIDLAND MI 48670 382459947 OPERATIONS MI 501C2 MIDMI HLTH true REGIONAL DIALYSIS SERVICES PO BOX 188 ALMA MI 48801 383120704 DIALYSIS MI 501C3 11A MIDMI HLTH true MIDMICHIGAN ASSURANCE GROUP LTD PO BOX 1051 23 LIME TREE BAY AVE GOVERNORS SQUARE BLDG 4 2ND FLOOR GRAND CAYMAN CJ 980585596 INSURANCE CJ MIDMI HLTH C CORP 100 100 1.00000 false false false false true false true false false false false true false false false false false true true true MIDMICHIGAN REGIONAL IMAGING F 5000000 BOOKS RECORDS MIDMICHIGAN MEDICAL CENTER-MIDLAND Q 9624333 BOOKS RECORDS MIDMICHIGAN MEDICAL CENTER-GRATIOT Q 2292718 BOOKS RECORDS MIDMICHIGAN MEDICAL CENTER-CLARE Q 1016133 BOOKS RECORDS MIDMICHIGAN MEDICAL CENTER-GLADWIN Q 720815 BOOKS RECORDS MIDMI VNA DBA MIDMI HOME CARE Q 523552 BOOKS RECORDS MIDMICHIGAN GLADWIN PINES Q 202523 BOOKS RECORDS MIDMICHIGAN STRATFORD VILLAGE Q 189023 BOOKS RECORDS MIDMICHIGAN REGIONAL IMAGING Q 332205 BOOKS RECORDS MIDMICHIGAN PHYSICIANS GROUP Q 588144 BOOKS RECORDS MIDMICHIGAN HDA Q 109240 BOOKS RECORDS REGIONAL DIALYSIS SERVICES F 1452686 BOOKS RECORDS MIDMICHIGAN HDA R 558413 BOOKS RECORDS MIDMICHIGAN REGIONAL IMAGING F 5000000 BOOKS RECORDS MIDMICHIGAN MEDICAL CENTER-MIDLAND Q 9624333 BOOKS RECORDS MIDMICHIGAN MEDICAL CENTER-GRATIOT Q 2292718 BOOKS RECORDS MIDMICHIGAN MEDICAL CENTER-CLARE Q 1016133 BOOKS RECORDS MIDMICHIGAN MEDICAL CENTER-GLADWIN Q 720815 BOOKS RECORDS MIDMI VNA DBA MIDMI HOME CARE Q 523552 BOOKS RECORDS MIDMICHIGAN GLADWIN PINES Q 202523 BOOKS RECORDS MIDMICHIGAN STRATFORD VILLAGE Q 189023 BOOKS RECORDS MIDMICHIGAN REGIONAL IMAGING Q 332205 BOOKS RECORDS MIDMICHIGAN PHYSICIANS GROUP Q 588144 BOOKS RECORDS MIDMICHIGAN HDA Q 109240 BOOKS RECORDS REGIONAL DIALYSIS SERVICES F 1452686 BOOKS RECORDS MIDMICHIGAN HDA R 558413 BOOKS RECORDS MIDMICHIGAN REGIONAL IMAGING F 5000000 BOOKS RECORDS MIDMICHIGAN MEDICAL CENTER-MIDLAND Q 9624333 BOOKS RECORDS MIDMICHIGAN MEDICAL CENTER-GRATIOT Q 2292718 BOOKS RECORDS MIDMICHIGAN MEDICAL CENTER-CLARE Q 1016133 BOOKS RECORDS MIDMICHIGAN MEDICAL CENTER-GLADWIN Q 720815 BOOKS RECORDS MIDMI VNA DBA MIDMI HOME CARE Q 523552 BOOKS RECORDS MIDMICHIGAN GLADWIN PINES Q 202523 BOOKS RECORDS MIDMICHIGAN STRATFORD VILLAGE Q 189023 BOOKS RECORDS MIDMICHIGAN REGIONAL IMAGING Q 332205 BOOKS RECORDS MIDMICHIGAN PHYSICIANS GROUP Q 588144 BOOKS RECORDS MIDMICHIGAN HDA Q 109240 BOOKS RECORDS REGIONAL DIALYSIS SERVICES F 1452686 BOOKS RECORDS MIDMICHIGAN HDA R 558413 BOOKS RECORDS