2014-11-14T10:17:26-06:00 2013-12-31 861065772 DELOITTE TAX LLP 200 RENAISSANCE CENTER SUITE 3900 DETROIT MI 482431300 990 2013-01-01 161080163 INDEPENDENT HEALTH ASSOCIATION INC INDE 7166313001 511 FARBER LAKES DRIVE BUFFALO NY 14221 MICHAEL CROPP MD PRESIDENT & CEO 7166313001 2014-11-14 1 LORI BOYCE P00121981 3133963000 2013 2015-11-30 17:44:51Z MICHAEL CROPP MD 511 FARBER LAKES DRIVE BUFFALO NY 14221 1583430574 0 X WWW.INDEPENDENTHEALTH.COM X 1980 NY PROVIDE HEALTH-RELATED PRODUCTS AND SERVICES THAT ENABLE AFFORDABLE ACCESS TO QUALITY HEALTH CARE. 21 15 1166 234 59647584 1070332 0 0 1355311963 1357749152 12788782 10701403 58176913 59650935 1426277658 1428101490 653465 1410901 1254827966 1182143416 105295614 67458262 0 0 0 119294801 119971483 1480071846 1370984062 -53794188 57117428 678726747 738416788 182454368 189108086 496272379 549308702 X WE PROVIDE HEALTH-RELATED PRODUCTS AND SERVICES THAT ENABLE AFFORDABLE ACCESS TO QUALITY HEALTH CARE. 0 0 1218290575 1410901 1357749152 SEE SCHEDULE O.INDEPENDENT HEALTH ASSOCIATION (IHA) COORDINATES THE DELIVERY OF QUALITY HEALTH CARE COVERAGE THROUGH CONTRACTS WITH THE INDIVIDUAL PRACTICE ASSOCIATION OF WESTERN NEW YORK (IPAWNY), A TAXABLE NON-PROFIT, FOR ITS COMMERCIAL AND MEDICARE HMO PRODUCTS WITHIN THE 8 COUNTIES OF WESTERN NEW YORK (WNY). IHA ALSO PROVIDES COVERAGE AND COORDINATES SERVICES TO ITS MEDICAID HMO PRODUCT (WHICH INCLUDES THE FAMILY HEALTH PLUS (FHP) PROGRAM AVAILABLE TO ELIGIBLE RESIDENTS OF ERIE COUNTY AND THE CHILD HEALTH PLUS (CHP) PROGRAM) FOR THE ARRANGEMENT OF PHYSICIAN, HOSPITAL, MEDICALLY NECESSARY HEALTH SERVICES, DIAGNOSTIC AND PREVENTIVE HEALTH SERVICES TO THE COMMUNITIES LOCATED IN ERIE AND NIAGARA COUNTY. HEADQUARTERED IN BUFFALO, INDEPENDENT HEALTH & AFFILIATES BEGAN OPERATIONS IN 1980 AND HAS CONSISTENTLY BEEN RATED AMONG THE TOP HEALTH PLANS IN THE COUNTRY FOR CUSTOMER SERVICE AND MEMBER SATISFACTION. INDEPENDENT HEALTH'S COMPREHENSIVE PORTFOLIO OF PRODUCT AND SERVICE OFFERINGS INCLUDE FULLY INSURED GROUP PRODUCTS, INDIVIDUAL PLANS, MEDICARE ADVANTAGE AND MEDICAID MANAGED CARE PLANS, TRADITIONAL INDEMNITY INSURANCE, CONSUMER-DIRECTED PLANS, AND SELF-FUNDED ADMINISTRATION. INDEPENDENT HEALTH'S SUBSIDIARY COMPANIES INCLUDE PHARMACY BENEFIT DIMENSIONS, RELIANCE RX, AND NOVA HEALTHCARE ADMINISTRATORS, INC. IHA OFFERS ITS MEMBERS HEALTH RISK MANAGEMENT TOOLS INCLUDING AN ONLINE HEALTH RISK ASSESSMENT AND THE USE OF A DATA WAREHOUSE TO ANALYZE AND PREDICT POTENTIAL RISK AND DEVELOP SOLUTIONS TO HELP CONTROL CURRENT AND PREVENT FUTURE PROBLEMS. PROGRAMS FOR COVERED EMPLOYEES AS WELL AS FOR EMPLOYERS HELP THEM MAKE GOOD HEALTH A PART OF THEIR CULTURE. IHA OFFERS A 24-HOUR MEDICAL HELP LINE WITH ACCESS TO A REGISTERED NURSE, CASE MANAGEMENT, DISEASE MANAGEMENT AND HEALTH COACHES. IHA ALSO ESTABLISHED AN ADVANCED PATIENT CENTERED MEDICAL HOME (PCMH) PILOT PROGRAM IN JANUARY 2009. THE PCMH PROGRAM INCLUDED 18 DIVERSE PRIMARY CARE PRACTICES ACROSS WNY, 130 PHYSICIANS AND NEARLY 50,000 IHA MEMBERS. THE PRACTICES WORKED TOWARD IMPROVED QUALITY OF CARE WITH EXPANDED ACCESS TO ALLOW SAME-DAY APPOINTMENTS AND AFTER-HOURS CARE; ENHANCED TECHNOLOGY TO INCLUDE ELECTRONIC MEDICAL RECORDS AND EMAILS WITH PATIENTS; AND A COMPREHENSIVE CARE TEAM FOR THOSE WITH OR AT RISK OF HAVING A CHRONIC CONDITION. ADMINISTRATIVE ASSISTANCE WAS ALSO PROVIDED TO HELP IMPLEMENT NEW OFFICE PROCEDURES. ANOTHER IMPORTANT ASPECT OF THE PCMH MODEL WAS THAT IT INCLUDED MANY OF THE FEDERAL HEALTH CARE REFORM EFFORTS RELATED TO PREVENTION AND WELLNESS THROUGH COORDINATED CARE, EVIDENCED-BASED GUIDELINES TO GAUGE OUTCOMES AND REFORM OF PHYSICIAN PAYMENT TO IMPROVE QUALITY AND EFFICIENCY. IHA DEVOTED TIME AND FINANCIAL RESOURCES THAT ENABLED THE 130 PHYSICIANS IN THIS PROGRAM TO REDESIGN THEIR PRACTICES. IHA ALSO PROVIDED DETAILED MEMBER INFORMATION TO ENABLE OUR PHYSICIANS TO MANAGE CARE OPPORTUNITIES FOR IHA MEMBERS. AT THE END OF THE PILOT IN DECEMBER 2011, THE 18 PRIMARY CARE PRACTICES INVOLVED IN THE PILOT PROGRAM ACHIEVED THE HIGHEST RECOGNITION BY THE NATIONAL COMMITTEE FOR QUALITY ASSURANCE (NCQA). THE PATIENT CENTRIC MODEL IS A VIABLE WAY TO ACHIEVE THE "TRIPLE AIM:" BETTER HEALTH, BETTER CARE AND LOWER COSTS. HEALTH CARE REFORM INITIATIVES ENCOURAGE THIS TYPE OF CARE DELIVERY AND IHA AND THESE PROGRESSIVE PRIMARY CARE PHYSICIAN PRACTICES ARE AT THE FOREFRONT OF WHAT THE NATION WILL BE DOING. IN 2012, IHA EVOLVED ITS SUCCESSFUL PCMH CARE MODEL FOR PRIMARY CARE INTO A MORE COMPREHENSIVE PROGRAM CALLED THE PRIMARY CONNECTION, WHICH OFFICIALLY BEGAN JULY 1, 2012. THE INITIATIVE CONNECTS A STRONG, COLLABORATIVE GROUP OF PRIMARY CARE PHYSICIAN PRACTICES WITH SPECIALISTS AND OTHER HEALTH CARE PROVIDERS. PRACTICES ARE UNDERGOING TRANSFORMATION TO IMPROVE CARE COORDINATION, ACCESS AND AVAILABILITY. THE PRIMARY CONNECTION FOSTERS INTERDEPENDENCY AND INTENSE COLLABORATION AMONG THE PRACTICES TO CREATE AND IMPLEMENT SPECIFIC CARE COORDINATION PROGRAMS (SUCH AS HOSPITAL ALTERNATIVE PROGRAMS, CARE TRANSITION PROGRAMS FROM HOSPITAL TO HOME), DESIGNATED PRACTICE RESOURCES (SUCH AS PHARMACISTS PROVIDING MEDICATION THERAPY MANAGEMENT, IMBEDDED BEHAVIORAL COUNSELORS WITHIN PRACTICES), AND CARE COORDINATION CONTRACTS BETWEEN PRIMARY AND SPECIALTY CARE PHYSICIANS. THE PRIMARY CONNECTION PRACTICES ARE CLOSELY MONITORED FOR PERFORMANCE AND ADHERENCE TO THE TENETS OF THE TRIPLE AIM. THESE PRACTICES ARE REIMBURSED UNDER AN INNOVATIVE HYBRID REIMBURSEMENT METHODOLOGY THAT RETAINS ELEMENTS OF FEE-FOR-SERVICE PAYMENT, BUT INCLUDES A RISK-ADJUSTED POPULATION-BASED CARE COORDINATION FEE AND A SHARED SAVINGS COMPONENT. THE HYBRID PAYMENT SYSTEM ALLOWS PRIMARY CARE PRACTICES TO MORE FULLY UTILIZE ANCILLARY NURSING AND MIDLEVEL STAFF, RECOGNIZES THE PRACTICE'S EFFORTS TO IMPLEMENT E-COMMUNICATION STRATEGIES, AND REWARDS EFFORTS TO WORK COOPERATIVELY AND EFFECTIVELY WITH HOSPITALS AND SPECIALTY PHYSICIANS TO REDUCE MEDICALLY UNNECESSARY SERVICES AND POTENTIALLY AVOIDABLE ADMISSIONS. THIS PROGRESSIVE APPROACH INITIALLY INVOLVED 21 PRACTICES, THEIR 140 PHYSICIANS AND MORE THAN 54,000 PATIENTS AND HAS SINCE GROWN TO 29 PRACTICES AND 189 PHYSICIANS, SERVING 83,892 PATIENTS.AS PART OF IHA'S EFFORTS TO IMPROVE THE QUALITY, ACCESS AND AFFORDABILITY OF HEALTH CARE, THE HEALTH CARE PLAN IS ATTEMPTING TO REDUCE UNNECESSARY EMERGENCY ROOM VISITS AND PREVENT HOSPITAL ADMISSIONS AND READMISSIONS THROUGH VARIOUS INITIATIVES. IHA RECOGNIZES CARE COORDINATION AMONG PHYSICIANS AND OTHER HEALTH PROVIDERS INCLUDING HOSPITALS, NURSING HOMES AND OTHERS IMPROVES EFFICIENCY AND PATIENT OUTCOMES. IHA PROVIDES PRACTICE CARE COORDINATORS (PCC) TO THE 29 PHYSICIAN OFFICES OF THE PRIMARY CONNECTION. THE PCC'S ARE WORKING RIGHT WITHIN PRIMARY CARE PRACTICES AS EXTENDED CASE MANAGERS TO ENSURE THE DELIVERY OF QUALITY, EFFICIENT AND COORDINATED HEALTH CARE SERVICES. USING A TEAM APPROACH WITH THE OFFICE PRACTICES TO OPTIMIZE A MEMBER'S CARE, THE PCC PLANS, COORDINATES AND EVALUATES ALL OPTIONS AND SERVICES AVAILABLE TO DEVELOP AN INDIVIDUALIZED PLAN FOR THE PATIENT.OTHER MEMBERSHIP SERVICES INCLUDE PREVENTIVE CARE WITH ACTIVE PARTICIPATION BY COMMUNITY ORGANIZATIONS IN INITIATIVES SUCH AS THE P2 COLLABORATIVE OF WESTERN NEW YORK (P2), A NOT-FOR-PROFIT DEDICATED TO IMPROVING THE HEALTH OF PEOPLE IN WESTERN NEW YORK. IT DEPENDS ON UNPRECEDENTED COLLABORATION AMONG KEY STAKEHOLDERS AND THE SHARING OF CLINICAL INFORMATION, AS WELL AS THE ADOPTION OF HEALTH INFORMATION TECHNOLOGY AND ELECTRONIC MEDICAL RECORDS, THROUGH ORGANIZATIONS SUCH AS HEALTHELINK.THE IHA HEALTH COACH PROGRAM OFFERS A BROAD RANGE OF SERVICES, INCLUDING EDUCATION AND CARE COORDINATION, TO IMPROVE THE HEALTH OF IHA MEMBERS AND EMPLOYEES. HEALTH COACHES ARE LICENSED REGISTERED NURSES, DIETITIANS, RESPIRATORY THERAPISTS, SOCIAL WORKERS, AND OTHER CERTIFIED HEALTH PROFESSIONALS WHO ENCOURAGE SELF-MANAGEMENT AND EDUCATE MEMBERS ON LIVING A HEALTHY LIFE. THEY PROVIDE PERSONALIZED SERVICES TO HELP MEMBERS MAKE LASTING CHANGES TO ACHIEVE BETTER HEALTH AND WELL-BEING. EXAMPLES OF THEIR SUPPORT INCLUDE HELPING DEVELOP A DIET PLAN TO ASSIST WITH WEIGHT LOSS, ASSISTANCE WITH A SPECIFIC MEDICAL CONDITION OR COMPILING A LIST OF QUESTIONS FOR THE MEMBER TO ASK HIS/HER DOCTOR.OUR HEALTH COACHES AND DISEASE MANAGERS FREQUENTLY ENGAGE IN ON-SITE WORKPLACE WELLNESS ACTIVITIES, SUCH AS EMPLOYEE HEALTH FAIRS. THEY ALSO REGULARLY REACH OUT TO SUPPORT MEMBERS IDENTIFIED AS HAVING A CHRONIC DISEASE OR CARE OPPORTUNITY. IHA IS COMMITTED TO IMPROVING THE QUALITY, ACCESS AND AFFORDABILITY OF HEALTH CARE THROUGH MANY COMMUNITY OUTREACH PROGRAMS. IHA COMMUNITY HEALTH OUTREACH WORKERS (CHOWS) ARE BASED IN THE COMMUNITY, MAKING HOME VISITS TO MEDISOURCE MEMBERS IN NEED THROUGHOUT ERIE AND NIAGARA COUNTIES AND BUILDING RELATIONSHIPS IN TARGETED NEIGHBORHOODS TO PROMOTE HEALTH AND WELLNESS BEHAVIORS AND BELIEFS. CHOWS SPECIFICALLY WORK WITH HIGH-COST MEMBERS OR THOSE WHO INAPPROPRIATELY UTILIZE SERVICES, AS WELL AS HIGH-RISK PATIENTS WHO HAVE UNMANAGED OR END-STAGE CHRONIC DISEASES. THESE DEDICATED WORKERS ALSO PROVIDE CARE COORDINATION SERVICES TO MEMBERS IN NEED OF PREVENTIVE SERVICES, SCREENINGS OR A PRIMARY CARE PROVIDER, AND OFFER SPECIAL OUTREACH PROGRAMS SUCH AS THE MAMMOGRAPHY BUS. CHOWS COLLABORATE WITH IHA'S CASE MANAGEMENT DEPARTMENT TO BRING MEMBERS HOPE AND AN UNDERSTANDING OF COMPLEX ISSUES. 1218290575 0 0 0 0 0 0 0 1 0 1 0 0 1 1 1 1 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 1 0 1 0 0 0 0 0 1 1 1 0 1 173 0 1 1166 1 1 1 1 BD 0 0 0 0 0 0 0 0 X 21 15 1 0 1 0 0 0 0 1 1 1 0 1 1 1 1 1 1 1 1 1 0 NY X MICHAEL J FASO 7166313001 511 FARBER LAKES DRIVE BUFFALO NY 14221 R MARSHALL WINGATE BOARD MEMBER 6.00 0.00 X 31000 0 5833 JOHN N WALSH III BOARD MEMBER 6.00 1.00 X 31000 0 0 BRENDA W MCDUFFIE BOARD MEMBER 6.00 0.00 X 31000 0 5833 STUART H ANGERT SECOND VICE CHAIRPERSON 6.00 1.00 X X 31000 0 1634 JOHN ANTKOWIAK CHAIRPERSON 20.00 1.00 X X 68000 0 5833 FRANK J COLANTUONO BOARD MEMBER 6.00 0.00 X 38000 0 5833 COLLEEN C DIPIRRO BOARD MEMBER 6.00 0.00 X 32913 0 3402 SHAWN COTTON BOARD MEMBER 6.00 0.00 X 31000 0 5833 JOHN J CULKIN BOARD MEMBER 6.00 0.00 X 30000 0 5833 MICHAEL HEIMERL VICE CHAIRPERSON 6.00 0.00 X X 38000 0 5833 DONNA M KELSCH BOARD MEMBER 6.00 0.00 X 38000 0 5833 DONALD ROBINSON BOARD MEMBER 6.00 0.00 X 46925 0 5833 EDWARD STEHLIK BOARD MEMBER 6.00 0.00 X 38000 0 5833 MOISES SUDIT BOARD MEMBER 6.00 0.00 X 38000 0 0 NORA B SULLIVAN SECRETARY 6.00 0.00 X X 31000 0 5833 DUANE J SUNDELL BOARD MEMBER 6.00 0.00 X 30000 0 0 RICHARD T TILLOTSON JR BOARD MEMBER 6.00 0.00 X 30000 0 5833 SYDNEY N WEISS BOARD MEMBER 6.00 0.00 X 38000 0 5833 ANTHONY B MARTINO BOARD MEMBER 6.00 0.00 X 38000 0 5833 RENE F JONES BOARD MEMBER 6.00 0.00 X 0 0 0 MICHAEL W CROPP PRESIDENT & CEO 33.00 17.00 X X 1373657 0 364721 MARK JOHNSON EVP & CFO 33.00 18.00 X 963634 0 510558 CARLEEN A DUNNE GOVT. PRG. COMPLIANCE OFF. 6.00 0.00 X 18094 0 14144 DAWN CAROLINE ODRZYWOLSKI CHIEF COMPLIANCE OFFICER 33.00 13.00 X 92907 0 16370 LAURA TULYK-ROSSI COMPLIANCE OFFICER 11.00 5.00 X 51199 0 3719 JOHN MINEO ESQ SECRETARY, GENERAL COUNSEL 32.00 18.00 X 415343 0 55906 THOMAS J FOELS EVP - CHIEF MED. OFFICER 34.00 28.00 X 534915 0 334615 JOHN R RODGERS EVP - COO 31.00 26.00 X 581122 0 351924 ANN M PENTKOWSKI SVP - CHIEF ACT. & UNDER. 31.00 15.00 X 465957 0 242376 JILL SYRACUSE EVP - CHIEF SERV. OFFICER 34.00 17.00 X 518927 0 342573 LOUIS DISERAFINO CHIEF RISK OFFICER 33.00 16.00 X 337779 0 50471 MICHAEL J FASO SVP - FINANCE & BUS. DEV. 23.00 22.00 X 352994 0 207503 JUDITH ANN FELDMAN SVP - INFORMATION TECH. 37.00 23.00 X 330363 0 153209 NORA K MCGUIRE SVP - CMO 31.00 21.00 X 337157 0 44459 PAMELA MENARD SVP - HEALTHCARE DELIVERY INNOVATION 33.00 52.00 X 293596 0 161744 PATRICIA CLABEAUX SVP - HR & ORGANIZATIONAL DEV. 32.00 16.00 X 246543 0 42125 DAVID W DONOVAN VP - SALES 32.00 19.00 X 361259 0 39102 J BRIAN SAME ASSOC. MED. DIRECTOR 25.00 11.00 X 296672 0 70075 WILLIAM R BASILE VP - ACT/UNDER/INFORM 34.00 19.00 X 286575 0 48442 MARGARET STEFFAN VP - FIN. & TREASURY SRVCS. 24.00 22.00 X 276867 0 160790 THEODORE J BULTER VP - PBM SALES 20.00 17.00 X 268547 0 79131 GORDON B CUMMING FORMER KEY EMPLOYEE 0.00 0.00 X 357247 0 22137 9451192 0 3402792 167 1 1 0 INDIVIDUAL PRACTICE ASSOCIATION OF WNY 511 FARBER LAKES DRIVE BUFFALO NY 14221 MEDICAL & PHARMACY BENEFIT SERVICES 951473760 HEALTHPLEX IPA 333 EARLE OVINGTON BLVD UNIONDALE NY 115533608 DENTAL BENEFITS COMPANY 11515207 COMPUTER TASK GROUP PO BOX 711778 CINCINNATI OH 452711778 PRODUCTION & PROJECT SUPPORT SERVICES 11363417 EYEMED VISION CARE 15274 COLLECTIONS CENTER DRIVE CHICAGO IL 60693 VISION BENEFITS COMPANY 5236658 HEALTHEDGE SOFTWARE INC PO BOX 347589 PITTSBURGH PA 152514589 PRODUCTION & PROJECT SUPPORT SERVICES 4726089 138 PREMIUMS, COB & REINS 524114 1357749152 1357749152 1357749152 11117358 11117358 4375 1024 3351 3351 3351 154910932 1173 154926467 401593 -15535 -400420 -415955 -415955 CONSULTING 541610 59647584 59647584 59647584 1428101490 1357749152 59647584 10704754 1410901 1410901 1182143416 1182143416 10587140 10587140 68986723 10248852 58737871 -28637199 639488 -29276687 11132667 1724092 9408575 5388931 776224 4612707 256836 256836 282108 282108 174000 174000 1000214 1000214 17686624 435495 17251129 5990053 155813 5834240 13854956 353184 13501772 19875588 2446306 17429282 4120469 4120469 292589 49286 243303 51334 14517 36817 25401330 25401330 2771215 1925276 845939 BAD DEBT & CHARITY, GME 14689303 14689303 0 0 FAMILY CHOICE 6737706 0 6737706 0 MISCELLANEOUS 3427613 1278422 2149191 0 NYS ASSESSMENT 1812715 0 1812715 0 1546830 1546830 1370984062 1218290575 152693487 0 24619375 21110394 101490542 133092370 15079818 35633273 158738772 105831089 54417530 52907683 307001651 318379950 601001 2394668 2310667 173122162 174982451 678726747 738416788 73889799 56070581 6098 2915 17184761 25899471 1604472 835294 89769238 106299825 182454368 189108086 X 340663407 380233260 155608972 169075442 0 496272379 549308702 678726747 738416788 X 57117428 -5031105 950000 X 0 1 X 1 1 1 0 1 X 542713 542713 18316583 5585688 12730895 10840847 4200910 6639937 24592234 22509841 2082393 104446395 73534650 30911745 52907683 INVESTMENTS RESTRICTED AS TO USE 64770901 INVESTMENTS IN AFFILIATES 110211550 174982451 BENEFITS PAYABLE 17708488 CAPITATION PAYABLE 80741820 INTERCOMPANY PAYABLE 7849517 106299825 X 1415515922 -5031105 -2226333 -7257438 1422773360 5328130 5328130 1428101490 1396717230 -5328130 -5328130 1402045360 -31061298 -31061298 1370984062 PART IV, LINE 2B: LONG TERM INCENTIVE DEFERRED COMPENSATION PLAN IS OFFERED TO KEY EXECUTIVES. FUTURE PAYMENT IS BASED ON PERFORMANCE AND HISTORICAL COMPENSATION. ASSETS ARE UNDER CUSTODIAL ARRANGEMENT WITH M&T BANK. PART X, LINE 2: INDEPENDENT HEALTH ASSOCIATION & AFFILIATES (THE ASSOCIATION) RECOGNIZED NO LIABILITY FOR UNRECOGNIZED INCOME TAX BENEFITS AT DECEMBER 31, 2013 AND 2012. THE ASSOCIATION DID NOT RECORD INTEREST AND PENALTIES RELATED TO UNRECOGNIZED TAX BENEFITS IN 2013 AND 2012. THE ASSOCIATION IS SUBJECT TO U.S. FEDERAL INCOME TAX AND INCOME TAX IN VARIOUS STATE JURISDICTIONS. AS OF DECEMBER 31, 2013, THE ASSOCIATION'S TAX YEARS FOR 2011, 2012, AND 2013 ARE SUBJECT TO EXAMINATIONS BY FEDERAL TAX AUTHORITIES. PART XI, LINE 2D - OTHER ADJUSTMENTS: BANK CHARGES & INVESTMENT FEES NETTED AGAINST OTHER INCOME -1,350,133. OPERATING GRANT NETTED AGAINST INCOME -876,200. PART XI, LINE 4B - OTHER ADJUSTMENTS: COB REVENUE 565,627. RENTAL EXPENSE INCLUDED ON PART VIII, LINE 6B -1,024. MASON & NYS REINSURANCE 866,991. REINSURANCE ADJUSTMENT 2,688,255. RX REBATE 1,208,281. PART XII, LINE 2D - OTHER ADJUSTMENTS: COB REVENUE -565,627. RENTAL EXPENSE INCLUDED ON PART VIII, LINE 6B 1,024. MASON & NYS REINSURANCE -866,991. REINSURANCE ADJUSTMENT -2,688,255. RX REBATE -1,208,281. PART XII, LINE 4B - OTHER ADJUSTMENTS: BANK CHARGES & INVESTMENT FEES NETTED AGAINST OTHER INCOME 1,350,133. PENSION RELATED CHANGES OTHER THAN NET PERIODIC PENSION COST -33,287,630. OPERATING GRANT NETTED AGAINST INCOME 876,200. ROUNDING -1. CENTRAL AMERICA AND THE CARIBBEAN 0 0 PROGRAM SERVICES REINSURANCE 300162 CENTRAL AMERICA AND THE CARIBBEAN INVESTMENTS 3810000 0 0 0 0 0 0 4110162 0 4110162 1 0 1 0 0 0 1 CATHOLIC HEALTH 2121 MAIN STREET SUITE 300 BUFFALO NY 14214 222565278 501(C)(3) 15000 SPONSORSHIPS NIAGARA FALLS MEMORIAL MEDICAL CENTER 621 TENTH STREET NIAGARA FALLS NY 14302 160743094 501(C)(3) 5000 SPONSORSHIPS THEATRE OF YOUTH 203 ALLEN STREET BUFFALO NY 14201 237286004 501(C)(3) 100000 SPONSORSHIPS SENECA DIABETES FOUNDATION PO BOX 309 IRVING NY 140810309 203214056 501(C)(3) 40000 SPONSORSHIPS SHEA'S PERFORMING ARTS CENTER 646 MAIN STREET BUFFALO NY 142021978 161158412 501(C)(3) 35000 SPONSORSHIPS P2 COLLABORATIVE 6225 SHERIDAN DRIVE WILLIAMSVILLE NY 14221 421604185 501(C)(3) 30000 SPONSORSHIPS BUFFALO NIAGARA PARTNERSHIP PO BOX 53 BUFFALO NY 14205 160365700 501(C)(3) 30000 SPONSORSHIPS BUFFALO URBAN LEAGUE 15 E GENESEE STREET BUFFALO NY 14203 160743940 501(C)(3) 25000 SPONSORSHIPS CANISUS COLLEGE 2001 MAIN STREET BUFFALO NY 14208 160743209 501(C)(3) 20000 SPONSORSHIPS BUFFALO ZOO (ZOOLOGICAL SOCIETY OF BUFFALO INC) 300 PARKSIDE AVENUE BUFFALO NY 14214 160911204 501(C)(3) 20000 SPONSORSHIPS TASTE OF BUFFALO INC 276 GREENWOOD COURT EAST AURORA NY 14052 161390601 501(C)(6) 15500 SPONSORSHIPS CHAUTAUQUA INSTITUTE ONE AMES AVE CHAUTAUQUA NY 14722 160758844 501(C)(3) 15000 SPONSORSHIPS GREEN OPTIONS BUFFALO 640 ELLICOTT ST SUITE 447 BUFFALO NY 14203 272501533 501(C)(3) 15000 SPONSORSHIPS BUFFALO PHILHARMONIC ORCHESTRA 499 FRANKLIN STREET BUFFALO NY 14202 160755739 501(C)(3) 12500 SPONSORSHIPS CATHOLIC CHARITIES OF BUFFALO NEW YORK 741 DELAWARE AVENUE BUFFALO NY 14209 160743251 501(C)(3) 10000 SPONSORSHIPS UNIVERSITY OF BUFFALO FOUNDATION PO BOX 900 BUFFALO NY 142032720 160865182 501(C)(3) 10000 SPONSORSHIPS LEADERSHIP BUFFALO 237 MAIN STREET SUITE 1500 BUFFALO NY 142032720 161363536 501(C)(3) 9150 SPONSORSHIPS LEUKEMIA & LYMPHOMA SOCIETY 1311 MAMARONECK AVENUE SUITE 310 WHITE PLAINS NY 10605 135644916 501(C)(3) 8000 SPONSORSHIPS HERITAGE CENTERS ERIE COUNTY 101 OAK STREET BUFFALO NY 14203 160769044 501(C)(3) 7500 SPONSORSHIPS POLICE ATHLETIC LEAGUE 65 NIAGARA SQUARE 21ST FLOOR BUFFALO NY 14202 161468698 501(C)(3) 7500 SPONSORSHIPS CANISUS COLLEGE ATHLETICS 2001 MAIN STREET BUFFALO NY 14208 160743942 501(C)(3) 6000 SPONSORSHIPS AMERICAN HEART ASSOCIATION 7272 GREENVILLE AVENUE DALLAS TX 75231 135613797 501(C)(3) 5000 SPONSORSHIPS GATEWAY-LONGVIEW INC 10 SYMPHONY CIRCLE BUFFALO NY 14201 160743081 501(C)(3) 5000 SPONSORSHIPS BROTHERS OF MERCY 10570 BERGTOLD ROAD CLARENCE NY 140312198 160746852 501(C)(3) 5000 SPONSORSHIPS OPPORTUNITIES UNLIMITED OF NIAGARA 1555 FACTORY OUTLET BLVD NIAGARA FALLS NY 14304 222221343 501(C)(3) 5000 SPONSORSHIPS INDEPENDENT HEALTH FOUNDATION 777 INTERNATIONAL DRIVE BUFFALO NY 14221 161417199 501(C)(3) 876200 OPERATING GRANT 25 1 PART I, LINE 2: INDEPENDENT HEALTH ASSOCIATION SUPPORTS NON-PROFIT ORGANIZATIONS THAT ARE ALIGNED WITH OUR MISSION TO PROVIDE ACCESS TO AFFORDABLE, QUALITY HEALTH CARE, AND/OR WOULD BENEFIT FROM INDEPENDENT HEALTH'S COMMUNITY LEADERSHIP AND GOODWILL. AMOUNTS ARE RECORDED IN THE GENERAL LEDGER, PRIMARILY UNDER COMMUNITY RELATIONS, AND HARD COPIES OF ALL PAYMENTS ARE KEPT ON FILE (BOTH PAPER AND ELECTRONICALLY). X 1 1 X X X X X X 1 1 0 0 0 0 0 0 0 MICHAEL W CROPP PRESIDENT & CEO 863287 0 499824 0 10546 0 315369 0 49352 0 1738378 0 0 0 MARK JOHNSON EVP & CFO 598707 0 293273 0 71654 0 464134 0 46424 0 1474192 0 0 0 JOHN MINEO ESQ SECRETARY, GENERAL COUNSEL 287707 0 104574 0 23062 0 34232 0 21674 0 471249 0 0 0 THOMAS J FOELS EVP - CHIEF MED. OFFICER 350000 0 150658 0 34257 0 294774 0 39841 0 869530 0 0 0 JOHN R RODGERS EVP - COO 383207 0 188573 0 9342 0 296509 0 55415 0 933046 0 0 0 ANN M PENTKOWSKI SVP - CHIEF ACT. & UNDER. 314512 0 113590 0 37855 0 217128 0 25248 0 708333 0 0 0 JILL SYRACUSE EVP - CHIEF SERV. OFFICER 312207 0 194678 0 12042 0 311193 0 31380 0 861500 0 0 0 LOUIS DISERAFINO CHIEF RISK OFFICER 237550 0 69973 0 30256 0 34732 0 15739 0 388250 0 0 0 MICHAEL J FASO SVP - FINANCE & BUS. DEV. 245050 0 71400 0 36544 0 191967 0 15536 0 560497 0 0 0 JUDITH ANN FELDMAN SVP - INFORMATION TECH. 237082 0 77827 0 15454 0 137062 0 16147 0 483572 0 0 0 NORA K MCGUIRE SVP - CMO 239512 0 77544 0 20101 0 37263 0 7196 0 381616 0 0 0 PAMELA MENARD SVP - HEALTHCARE DELIVERY INNOVATION 219955 0 71306 0 2335 0 154682 0 7062 0 455340 0 0 0 PATRICIA CLABEAUX SVP - HR & ORGANIZATIONAL DEV. 238457 0 5544 0 2542 0 25984 0 16141 0 288668 0 0 0 DAVID W DONOVAN VP - SALES 224004 0 135389 0 1866 0 37438 0 1664 0 400361 0 0 0 J BRIAN SAME ASSOC. MED. DIRECTOR 265212 0 29657 0 1803 0 53743 0 16332 0 366747 0 0 0 WILLIAM R BASILE VP - ACT/UNDER/INFORM 202355 0 51092 0 33128 0 32541 0 15901 0 335017 0 0 0 MARGARET STEFFAN VP - FIN. & TREASURY SRVCS. 187507 0 47139 0 42221 0 144995 0 15795 0 437657 0 0 0 THEODORE J BULTER VP - PBM SALES 139274 0 119314 0 9959 0 65007 0 14124 0 347678 0 0 0 GORDON B CUMMING FORMER KEY EMPLOYEE 0 0 0 0 357247 0 20840 0 1297 0 379384 0 182459 0 PART I, LINE 1A AT THE DISCRETION OF THE CEO, 16 EXECUTIVES (OFFICERS AND KEY EMPLOYEES) RECEIVE A DISCRETIONARY SPENDING ACCOUNT. THESE AMOUNTS ARE A PERCENTAGE OF BASE COMPENSATION AND ARE CAPPED AT SPECIFIC AMOUNTS. ANY REIMBURSEMENT WHICH IS NOT DEDUCTIBLE UNDER IRS REGULATIONS OR ANY UNCLAIMED AMOUNT AT THE END OF THE CALENDAR YEAR IS TREATED AS INCOME AND ADDED TO THE EXECUTIVE'S W-2. $324,928 WAS RECEIVED IN 2013 AND $188,100 WAS REPORTED AS TAXABLE COMPENSATION. PART I, LINE 4A: THE FOLLOWING LISTED PERSONS FROM PART VII, SECTION A RECEIVED SEVERANCE PAYMENTS AS PART OF A SEPARATION AGREEMENT WITH INDEPENDENT HEALTH DURING 2013: GORDON CUMMING - $174,788 LAURA TULYK-ROSSI - $12,989 PART I, LINE 4B: ALL EMPLOYEES AND AMOUNTS LISTED ARE VOLUNTARY DEFERRALS OR COMPANY CONTRIBUTIONS TO A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN ORGANIZED UNDER CODE SECTION 457(F). GORDON CUMMING - $182,459 SEE PART V SEE PART V 497751 SEE PART V 0 SEE PART V SEE PART V 1971702 SEE PART V 0 SEE PART V SEE PART V 544617 SEE PART V 0 SEE PART V SEE PART V 502809 SEE PART V 0 SEE PART V SEE PART V 223919 SEE PART V 0 SEE PART V SEE PART V 370575 SEE PART V 0 SEE PART V SEE PART V 811910 SEE PART V 0 SCH L, PART IV, BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS: (A) NAME OF INTERESTED PERSON: EAST AURORA FAMILY PRACTICE(B) RELATIONSHIP BETWEEN INTERESTED PERSON AND THE ORGANIZATION: PARTNERSHIP MORE THAN 5% OWNED BY SHAWN COTTON, CURRENT BOARD MEMBER(D) DESCRIPTION OF TRANSACTION: INDEPENDENT CONTRACTOR ARRANGEMENT, DELIVERY OF HEALTH CARESCH L, PART IV, BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS:(A) NAME OF INTERESTED PERSON: TONAWANDA PEDIATRICS(B) RELATIONSHIP BETWEEN INTERESTED PERSON AND THE ORGANIZATION: PARTNERSHIP MORE THAN 5% OWNED BY MICHAEL HEIMERL, CURRENT BOARD MEMBER(D) DESCRIPTION OF TRANSACTION: INDEPENDENT CONTRACTOR ARRANGEMENT, DELIVERY OF HEALTH CARESCH L, PART IV, BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS:(A) NAME OF INTERESTED PERSON: WALSH DUFFIELD COMPANIES(B) RELATIONSHIP BETWEEN INTERESTED PERSON AND THE ORGANIZATION: ENTITY INDIRECTLY OWNED BY MORE THAN 35% BY JOHN WALSH, CURRENT BOARD MEMBER(D) DESCRIPTION OF TRANSACTION: BROKER OF IHA PRODUCTSSCH L, PART IV, BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS:(A) NAME OF INTERESTED PERSON: DONALD W. ROBINSON, M.D.(B) RELATIONSHIP BETWEEN INTERESTED PERSON AND THE ORGANIZATION: 100% OWNERSHIP IN MEDICAL PRACTICE BY DR. DONALD ROBINSON, CURRENT BOARD MEMBER(D) DESCRIPTION OF TRANSACTION: INDEPENDENT CONTRACTOR ARRANGEMENT, DELIVERY OF HEALTH CARESCH L, PART IV, BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS:(A) NAME OF INTERESTED PERSON: AMERICA'S HEALTH INSURANCE PLANS(B) RELATIONSHIP BETWEEN INTERESTED PERSON AND THE ORGANIZATION: SHARED BOARD MEMBER, DR. MICHAEL CROPP(D) DESCRIPTION OF TRANSACTION: SERVICE PROVIDER (MEMBERSHIP DUES, LOBBYING ACTIVITIES)SCH L, PART IV, BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS:(A) NAME OF INTERESTED PERSON: NORTHTOWNS MEDICAL GROUP(B) RELATIONSHIP BETWEEN INTERESTED PERSON AND THE ORGANIZATION: PARTNERSHIP MORE THAN 5% OWNED BY EDWARD STEHLIK, CURRENT BOARD MEMBER(D) DESCRIPTION OF TRANSACTION: INDEPENDENT CONTRACTOR ARRANGEMENT, DELIVERY OF HEALTH CARESCH L, PART IV, BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS:(A) NAME OF INTERESTED PERSON: ALDEN PHARMACY INC(B) RELATIONSHIP BETWEEN INTERESTED PERSON AND THE ORGANIZATION: 38% OWNED BY JOHN RODGERS, CURRENT KEY EMPLOYEE(D) DESCRIPTION OF TRANSACTION: INDEPENDENT CONTRACTOR ARRANGEMENT, DELIVERY OF HEALTH CARE PART OF THE AFFORDABLE CARE ACT AND MEDICAID REFORM EFFORTS, HEALTH HOMES ARE COMMUNITY NETWORKS OF PROVIDERS DESIGNATED BY THE STATE TO COORDINATE CARE AND SOCIAL NEEDS FOR MEDICAID MEMBERS WITH CHRONIC CONDITIONS, SUCH AS HIV/AIDS, SERIOUS MENTAL ILLNESS OR MULTIPLE CHRONIC HEALTH PROBLEMS. IHA ASSIGNS MEMBERS TO HEALTH HOMES AND SUPPORTS THESE NETWORKS ADMINISTRATIVELY, BILLING FOR SERVICES RENDERED AND REIMBURSING THEM. HEALTH HOMES ALSO REPORT QUALITY INDICATORS TO IHA. FOR FRAIL ELDERLY MEMBERS AND THEIR CAREGIVERS, THE CAREPARTNERS PROGRAM IS AVAILABLE AT NO ADDITIONAL COST. THIS HOME-BASED PROGRAM FACILITATES THE RIGHT CARE AND LIVING ENVIRONMENT AND IS DESIGNED TO PREVENT EMERGENCY ROOM VISITS AND HOSPITALIZATIONS. THROUGH HOME VISITS AND PHONE CALLS, REGISTERED NURSES AND SOCIAL WORKERS HELP COORDINATE CARE AND OFFER PSYCHO-SOCIAL SUPPORT, INCLUDING LINKING MEMBERS AND CAREGIVERS TO COMMUNITY AND FINANCIAL RESOURCES, ASSESSING THE SAFETY OF THE MEMBER AND HELPING COMPLETE ADVANCE DIRECTIVES IN ACCORDANCE WITH THE MEMBER'S WISHES. MEMBERS ALSO HAVE 24-HOUR ACCESS TO A REGISTERED NURSE THROUGH THIS PROGRAM. IHA OFFERS AN ADDITIONAL LEVEL OF SUPPORT AT NO COST TO MEMBERS FACING SERIOUS ILLNESS AND THEIR FAMILIES THROUGH OUR PALLIATIVE CARE PROGRAM. OUR PALLIATIVE CARE TEAM, WHICH INCLUDES A REGISTERED NURSE, SOCIAL WORKER AND MEDICAL DIRECTOR, PARTNERS WITH THE MEMBER'S PHYSICIAN TO COORDINATE CARE AND REDUCE AVOIDABLE HOSPITAL VISITS AND ADMISSIONS. THE PALLIATIVE CARE PROFESSIONALS HAVE OPEN AND SUPPORTIVE DISCUSSIONS ABOUT TREATMENT CHOICES WITH THE MEMBER AND PROVIDE THE SAME OUTREACH AND SERVICES AS CAREPARTNERS WITH THE GOAL OF HELPING MEMBERS LIVE MORE COMFORTABLY BY MANAGING SYMPTOMS IN ACCORDANCE WITH THEIR HEALTH CARE WISHES TO PROVIDE A BETTER QUALITY OF LIFE. IN ADDITION, IHA HAS QUALITY INCENTIVE PROGRAMS IN PLACE WITH SELECT PROVIDERS IN ORDER TO FACILITATE QUALITY IMPROVEMENT INITIATIVES IN THE COMMUNITY. IT ALSO WORKS WITH THE COMMUNITY OF HEALTH CARE PROVIDERS TO MANAGE AND DEVELOP INNOVATIVE HEALTH CARE SYSTEMS TO PROVIDE AFFORDABLE ACCESS TO COVERAGE AND TO REDUCE MEDICAL EXPENSE WITHIN THE COMMUNITY. SPECIFICALLY, IHA DEVELOPS AND CONDUCTS EXTENSIVE COMMUNITY WELLNESS AND BENEFIT INITIATIVES THAT HELP MEMBERS LEAD HEALTHIER LIVES AND HELP EMPLOYERS CONTROL HEALTH CARE COSTS. INCLUDED AMONG THESE INITIATIVES ARE PREVIOUS COMMUNITY WELLNESS AWARENESS PROGRAMS: PRACTICE EXCELLENCE, THE NATIONALLY RECOGNIZED PAY FOR PERFORMANCE PROGRAM, AND THE IDEALIZED DESIGN OF CLINICAL OFFICE PRACTICE, A MULTI-FACETED APPROACH TO RE-DESIGN PHYSICIAN OFFICES TO BE MORE PATIENT-CENTRIC. IHA ALSO CONTRACTED WITH THE NEW YORK STATE DEPARTMENT OF HEALTH IN A HEALTH CARE REFORM ACT (HCRA) PAY FOR PERFORMANCE DEMONSTRATION PROJECT (P4P) TO SUPPORT REGIONAL EFFORTS TO IMPROVE THE QUALITY OF HEALTH CARE BY DEVELOPING A STANDARDIZED PHYSICIAN PERFORMANCE MEASUREMENT AND REPORTING SYSTEM. THIS GRANT EXPIRED DECEMBER 31, 2009; HOWEVER AT THE END OF THIS GRANT PERIOD THE THREE REGIONAL HEALTH PLANS ENDORSED A CONTINUATION STRATEGY FOR THE QUALITY MEASURES COLLABORATIVE PROGRAM. THE PLANS CONTINUE TO PROVIDE REGULAR DATA EXTRACTS TO P2'S DESIGNATED DATA MANAGEMENT VENDOR, VIPS, WHO PERFORMS DATA AGGREGATION AND ANALYSIS. THE P2 COLLABORATIVE THEN REPORTS THIS PERFORMANCE DATA TO PROVIDERS VIA A SECURE INTERNET BASED PORTAL. EACH PLAN PROVIDES ONGOING FUNDING FOR THE QUALITY MEASURES COLLABORATIVE PROPORTIONATE TO ITS RESPECTIVE MARKET SHARE. THERE IS ALSO THE COMMUNITY ELECTRONIC MEDICAL RECORDS (EMR) PROGRAM THAT INCLUDES THREE REGIONAL HEALTH PLANS OF WNY, WHERE ALL PARTIES AGREED TO CREATE A FUNDING MECHANISM TO PROMOTE THE ADOPTION OF EMR TECHNOLOGIES IN WNY. THE LARGEST PORTION OF THIS FUNDING HAS BEEN ALLOCATED TO A HEAL 10 GRANT AS AN "IN-KIND" CONTRIBUTION TO COMMUNITY EMR'S EFFORTS TO IMPLEMENT EMRS IN PRIMARY CARE PRACTICES UNDER THE MEDICAL HOME CONCEPT WITH A CLINICAL FOCUS ON IMPROVING DIABETES MANAGEMENT. THE REMAINING PORTION OF THE COMMUNITY EMR FUNDING, NOT ALLOCATED TO THE HEAL 10 GRANT, HAS BEEN DEVOTED TOWARD IMPLEMENTATION OF EMRS IN PRIMARY AND SPECIALTY PHYSICIAN OFFICES, PER A MUTUALLY AGREED UPON NEEDS ASSESSMENT. IHA ALSO SUBSIDIZES INDIGENT CARE AND HEALTH CARE INITIATIVES UNDER THE HCRA LAW AND CONTRIBUTES TO A PROFESSIONAL EDUCATION POOL, LARGELY TO FUND GRADUATE MEDICAL EDUCATION EXPENSES. IHA IS ALSO RESPONSIBLE FOR THE COVERED LIVES ASSESSMENT BASED ON THE REGION IN WHICH THE MEMBER RESIDES AND HIS/HER ENROLLMENT STATUS (FAMILY OR INDIVIDUAL). SURCHARGES AND COVERED LIVES REMITTANCES ARE REQUIRED MONTHLY, AND TOTALED APPROXIMATELY $14.7 MILLION DURING 2013. IHA IS THE PRIMARY DEVELOPER OF MY ONLINE RECORD TO ACCESS RESOURCES (MORTAR), A SOFTWARE PROGRAM DESIGNED SPECIFICALLY FOR UNDERSERVED COMMUNITY POPULATIONS TO IDENTIFY HEALTH AND SOCIAL CONCERNS AND THEN ASSIST PEOPLE IN CONNECTING WITH SERVICES TO ADDRESS THESE ISSUES. MORTAR CAPTURES DATA RELATED TO A PERSON'S HEALTH (MEDICATIONS, HEALTH STATUS, FAMILY HISTORY, ETC.) BUT ALSO INCORPORATES LIVING CONDITIONS THAT AFFECT HEALTH, SUCH AS NOT HAVING ELECTRICITY OR LIVING IN AN UNSAFE HOME. THE INITIATIVE RECOGNIZES THE SOCIAL AND ENVIRONMENTAL BARRIERS THESE POPULATIONS OFTEN ENCOUNTER IN ACCESSING HEALTH CARE. MORTAR WORKS TO SUPPORT AN INDIVIDUAL'S NEED FOR OBTAINING A VARIETY OF SERVICES, FROM APPLYING FOR HEALTH INSURANCE AND FINDING A PRIMARY CARE PHYSICIAN TO GETTING INFORMATION AND COUNSEL ON MEDICAL CONDITIONS, NUTRITION AND PRESCRIPTION DRUG USE, AS WELL AS ADDRESSING OTHER SOCIAL DETERMINANTS OF HEALTH, FOR EXAMPLE HEATING SUPPORT AND OBTAINING PERSONAL HYGIENE ITEMS. IHA CONTRIBUTED MORE THAN 688 HOURS OF PERSONNEL SUPPORT TO THIS INITIATIVE AND INVESTED MORE THAN $79,000 AS OF OCTOBER 31, 2013. IT IS OUR HOPE THE PROGRAM WILL PROVIDE SUPPORT TO HEALTH AND HUMAN RESOURCE ORGANIZATIONS, SOCIAL SERVICE AGENCIES, COMMUNITY HEALTH WORKERS, HEALTH CARE PROVIDERS, AND OTHERS, AS WE ATTEMPT TO BRIDGE THE GAP BETWEEN SOCIAL AND MEDICAL PROBLEMS. MORTAR WILL SUPPORT THESE ORGANIZATIONS AS THEY ATTEMPT TO IMPROVE THEIR CLIENTS' LIVES AND ADDRESS SOCIAL PROBLEMS WITH SOCIAL SOLUTIONS, RATHER THAN MEDICAL SOLUTIONS. THERE IS AN EXPECTATION THAT THIS PROGRAM CAN BE BROUGHT TO OTHERS LOCATED IN UNDERSERVED AREAS. IHA'S REDSHIRT VOLUNTEER PROGRAM PROVIDES IHA EMPLOYEES AN OPPORTUNITY TO VOLUNTEER IN THEIR COMMUNITY, WHILE PROMOTING IHA AS A COMPANY WHO IS WILLING TO HELP GIVE BACK TO WNY. REDSHIRT EMPLOYEE VOLUNTEERS PROVIDE THE REDSHIRT TREATMENT TO THE COMMUNITY THROUGH DIRECT EMPLOYEE INTERACTION AND EXHIBIT IHA'S MESSAGE OF QUALITY CARE THROUGHOUT WNY. THE REDSHIRT TREATMENT IS A COMPANY-WIDE COMMITMENT TO DEMONSTRATE OUR CORE VALUES OF BEING PASSIONATE, CARING, RESPECTFUL, COLLABORATIVE AND ACCOUNTABLE. DURING 2013, 220 IHA EMPLOYEES SERVED AS REDSHIRT VOLUNTEERS. IN TOTAL, THESE INDIVIDUALS VOLUNTEERED AT 41 COMMUNITY EVENTS, WHICH REPRESENTED 657 HOURS OF VOLUNTEER TIME. IHA ENCOURAGES ITS MANAGEMENT TEAM AND EMPLOYEES TO SUPPORT THE LOCAL COMMUNITY. TO THIS END, WE ARE PROUD TO SAY 65 OF OUR MANAGEMENT TEAM ARE VOLUNTEERS OR ACTIVE PARTICIPANTS AS DIRECTORS ON COMMUNITY BOARDS. THE IHA EMPLOYEE DRESS DOWN DAY AND MONTH PROGRAM ALLOWS EMPLOYEES TO MAKE A CHARITABLE CONTRIBUTION IN EXCHANGE FOR THE PRIVILEGE OF DRESSING DOWN FOR WORK. THIS PROGRAM HAS RESULTED IN SUBSTANTIAL SUPPORT FOR THE CHARITABLE ORGANIZATIONS IN OUR COMMUNITY AND DEMONSTRATES THE GOODWILL OF IHA EMPLOYEES. THE PROGRAM IS EMPLOYEE-DRIVEN WITH A GOAL TO BROADLY SUPPORT MANY 501(C)(3) ORGANIZATIONS THROUGHOUT WESTERN NEW YORK. IN 2013, IHA RAISED MORE THAN $149,000 FOR NON-PROFIT ORGANIZATIONS IN OUR COMMUNITY. IN ADDITION, IHA EMPLOYEES SUPPORT THE UNITED WAY OF BUFFALO AND ERIE COUNTY'S COMMUNITY CARE CAMPAIGN. THE UNITED WAY OF BUFFALO AND ERIE COUNTY WORKS TO ADVANCE THE COMMON GOOD BY FOCUSING ON WELLNESS, INCOME AND EDUCATION. IT PROMOTES LONG-TERM GOOD HEALTH AND INDEPENDENCE, AND WORKS TO CREATE LONG-LASTING CHANGES THAT WILL IMPROVE THE LIVES OF PEOPLE LIVING IN POVERTY IN ERIE COUNTY. IHA CONDUCTS A MONTH-LONG CAMPAIGN EACH FALL TO RAISE MONEY FOR UNITED WAY. IHA CARES ABOUT MAKING A DIFFERENCE IN THE LIVES OF INDIVIDUALS IN THE COMMUNITIES WE SERVE. THE 2013 - 2014 CAMPAIGN RAISED APPROXIMATELY $94,500. THE COMMUNITY ALSO BENEFITS FROM IHA'S SPONSORSHIPS THAT PROMOTE HEALTH AND WELLNESS. ONE EXAMPLE IS IHA'S COMMITMENT OF SUPPORT TO THEATRE OF YOUTH'S (TOY) HEALTH SERIES, A PROFESSIONAL THEATRE FOR YOUNG AUDIENCES THAT FOCUSES ON HEALTH-RELATED ISSUES IN CHILDREN. THERE IS ALSO A UNIQUE PARTNERSHIP WITH THE YMCA BUFFALO NIAGARA AND IHA THAT INTEGRATES PERSONAL AND FAMILY FITNESS OPPORTUNITIES WITH ON-SITE MEDICAL SERVICES IN A NEW STATE-OF-THE-ART, 92,000-SQUARE-FOOT FACILITY THAT OPENED IN EARLY 2013. IHA HAS PROVIDED $2 MILLION TOWARDS THIS INITIATIVE. THE NEW YMCA HAS AN ON-SITE PRESENCE OFFERING HEALTH AND WELLNESS PROGRAMS INCLUDING CUSTOMIZED FITNESS PROGRAMS TARGETING OBESITY. YMCA BUFFALO NIAGARA AND IHA ALSO TEAMED UP WITH LOCAL PARKS THIS SUMMER TO PROMOTE THE VALUE OF A HEALTHY LIFESTYLE AND ENCOURAGE WESTERN NEW YORK RESIDENTS TO PARTICIPATE IN PHYSICAL ACTIVITY. BETWEEN JUNE 2 AND AUGUST 31, 2013, THE WNY COMMUNITY WAS ABLE TO PARTICIPATE IN FREE 60-MINUTE FITNESS CLASSES WITH YMCA-CERTIFIED INSTRUCTORS AT EIGHT AREA PARKS. IHA AND THE YMCA ALSO DEVELOPED THE FITNESS PROGRAM FITSTART, A STRUCTURED, EVIDENCE-BASED, 12-WEEK EXERCISE PROGRAM DESIGNED AROUND THE CONCEPT OF SMALL GROUP PERSONAL TRAINING (8-10 PARTICIPANTS TO TWO PERSONAL TRAINERS) TO TEACH INDIVIDUALS HOW TO SAFELY AND EFFECTIVELY EXERCISE. PARTICIPANTS LEARN HOW TO DESIGN AN EXERCISE PROGRAM, AS WELL AS DEVELOP A SENSE OF BELONGING AND BUILD RELATIONSHIPS WITH OTHER PARTICIPANTS TO GIVE A FOUNDATION OF SUPPORT TO IMPROVE THEIR HEALTH. THIS COLLABORATIVE EFFORT IS A VISIBLE SHOW OF SUPPORT FOR THE HEALTH OF PEOPLE IN OUR COMMUNITY, AN INITIATIVE THAT IS IN LINE WITH IHA'S EFFORTS TO TRANSFORM HEALTH CARE AND DEVELOP WESTERN NEW YORK AS A HIGH-QUALITY, HIGH-PERFORMING COMMUNITY. IN AN EFFORT TO FURTHER PROMOTE HEALTHIER LIFESTYLES IN OUR COMMUNITY, IHA JOINED FORCES WITH SNYDER CORPORATION AND FITNESS RIDGE WORLDWIDE TO BRING THE BIGGEST LOSER RESORT NIAGARA TO WNY AT THE BEAVER HOLLOW CONFERENCE CENTER IN WYOMING COUNTY. THE RESORT FOCUSES ON EXERCISE, HEALTH NUTRITION AND EDUCATION. THE PROGRAM ENGAGES PARTICIPANTS IN THEIR OWN HEALTH AND GIVES THEM THE TOOLS THEY NEED TO ADOPT LIFESTYLE CHANGES TO STAY HEALTHY AND REDUCE THEIR RISK OF CHRONIC DISEASE LIKE DIABETES AND HEART DISEASE. IHA IS EXPECTED TO PROVIDE $3 MILLION TOWARDS THIS INITIATIVE. THIS INCLUDED $100,000 IN SCHOLARSHIPS PRESENTED IN 2013 TO KEY EMPLOYER GROUPS FOR ONE-WEEK STAYS AND THREE-DAY MINI CAMPS AT THE RESORT. SCHOLARSHIP RECIPIENTS EXPERIENCED A FULL-IMMERSION PROGRAM OF NUTRITION, LIFE COACHING AND FITNESS EDUCATION IN A CONTROLLED AND SUPPORTIVE ENVIRONMENT. THEY ALSO HAD A CHANCE TO TRY A VARIETY OF FITNESS CLASSES TAILORED TO ALL FITNESS LEVELS. ALSO AS PART OF THE PARTNERSHIP WITH BIGGEST LOSER NIAGARA, IHA HOSTED A UNIQUE HEALTH AND WELLNESS FAIR IN OCTOBER 2013 FEATURING DOLVETT QUINCE, TRAINER FROM NBC'S "THE BIGGEST LOSER." IN ADDITION TO A PRESENTATION FROM DOLVETT, THIS EVENT INCLUDED THE CHANCE TO MEET WITH INDEPENDENT HEALTH DIETICIANS AND PARTICIPATE IN EXERCISE STATIONS WITH LOCAL FITNESS INSTRUCTORS TO HELP EDUCATE THE COMMUNITY ON THE ROLE THAT INDIVIDUALS PLAY IN THEIR HEALTH. IHA HAS ALSO JOINED TOGETHER WITH THE BUFFALO MUSEUM OF SCIENCE TO OPEN THE FIRST OF EIGHT PERMANENT SCIENCE STUDIOS AT THE MUSEUM. CALLED "EXPLORE YOU PRESENTED BY INDEPENDENT HEALTH," THE THEMED STUDIO ALLOWS VISITORS TO EXPLORE ANATOMY AND LEARN ABOUT IMPORTANT CHOICES THEY CAN MAKE TO IMPROVE AND MAINTAIN THEIR HEALTH. THE EXHIBIT OPENED IN MARCH OF 2012 AND WILL BE OPEN FOR 10 YEARS. IN CONNECTION TO THE EXHIBIT, IN FEBRUARY 2013 IHA HOSTED AN EXPLORE TOGETHER FREE EVENT FOR PARENTS AND CHILDREN TO LEARN ABOUT HEALTH TOPICS THROUGH INTERACTIVE ACTIVITIES AND PRESENTATIONS. IN APRIL 2013, IHA PRESENTED A SCIENCE CAFE LECTURE TITLED "WHAT'S SO FUNNY ABOUT STRESS," WHICH FOCUSED ON THE EFFECTS STRESS HAS ON ONE'S HEALTH AND PROVIDED TOOLS TO HELP PARTICIPANTS MANAGE STRESS. CONTINUING TO COLLABORATE WITH THE BUFFALO MUSEUM OF SCIENCE, IN SPRING 2013 IHA SPONSORED THE TRAVELING BODY WORLDS VITAL EXHIBIT. BODY WORLDS VITAL IS DESIGNED TO SHOW VISITORS THE ESSENTIALS FOR HUMAN HEALTH AND WELLNESS BY CONTRASTING HEALTHY BODIES TO THOSE THAT HAVE SUCCUMBED TO A HOST OF ILLNESSES AND MEDICAL CONDITIONS. THIS TOPIC ALIGNS WITH IHA'S COMMITMENT TO HELP CREATE A HEALTHIER WNY. THE TRAVELING EXHIBIT WAS ON DISPLAY AT THE BUFFALO MUSEUM OF SCIENCE FROM MAY 31 TO SEPTEMBER 29. IHA FURTHER COLLABORATES WITH THE WESTERN NEW YORK COMMUNITY IN ITS AFFILIATION WITH THE HEALTH SCIENCES CHARTER SCHOOL THAT WAS DEVELOPED TO PROVIDE OPPORTUNITIES FOR HIGH SCHOOL STUDENTS FOR CAREERS IN THE MEDICAL FIELD. WNYHEALTHENET FURTHERS IHA'S COMMITMENT TO REDUCING THE COST OF AND IMPROVING THE QUALITY OF HEALTH CARE IN THE WESTERN NEW YORK COMMUNITY. WNYHEALTHENET OPTIMIZES THE DELIVERY OF PATIENT INFORMATION THAT SPEEDS THE DELIVERY AND ACCURACY OF VITAL ELIGIBILITY, CLAIM STATUS, REFERRAL AND AUTHORIZATION INFORMATION TO THE PROVIDER COMMUNITY, AND WESTERN NEW YORK'S CLINICAL INFORMATION EXCHANGE ("HEALTHELINK") - A 501(C)(3) ORGANIZATION THAT OPERATES AN INFORMATION EXCHANGE TO FACILITATE ACCESS TO CLINICAL INFORMATION AMONG HEALTH CARE PROVIDERS AND HEALTH INSURERS. HEALTHELINK RECENTLY COMPLETED A THREE-YEAR FEDERAL BEACON COMMUNITY GRANT TO SUPPORT THE USE OF HEALTH INFORMATION TECHNOLOGY TO IMPROVE CLINICAL OUTCOMES AND PATIENT SAFETY IN DIABETES CARE MANAGEMENT IN THE WESTERN NEW YORK REGION. HEALTHELINK WAS ONE OF ONLY 17 COMMUNITIES SELECTED BY THE U.S. DEPARTMENT OF HEALTH AND HUMAN SERVICES TO PARTICIPATE IN THE BEACON COMMUNITY PROGRAM AND RECEIVED A $16.1 MILLION FEDERAL GRANT IN 2010. THE GRANT PROVIDED SIGNIFICANT OPPORTUNITIES TO BUILD HEALTH INFORMATION TECHNOLOGY INFRASTRUCTURE, IMPROVE HEALTH, CARE AND COSTS, AND TEST INNOVATIVE APPROACHES. HEALTHELINK WAS ALSO SELECTED BY THE DEPARTMENT OF VETERANS AFFAIRS (VA) TO PARTICIPATE IN THE VIRTUAL LIFETIME ELECTRONIC RECORD (VLER) HEALTH COMMUNITIES PROGRAM, A PILOT PROJECT TO IMPROVE THE DELIVERY OF CARE AND SERVICES TO VETERANS IN BOTH THE PUBLIC AND PRIVATE HEALTH CARE SECTORS THROUGH HEALTH INFORMATION TECHNOLOGY. THE WESTERN NEW YORK REGION IS SETTING AN EXAMPLE FOR THE NATION BY LINKING DOCTORS, HOSPITALS AND OTHER PROVIDERS ELECTRONICALLY TO IMPROVE THE CARE THAT PATIENTS RECEIVE AND HELP AVOID UNNECESSARY COSTS. AS OF NOVEMBER 2013, APPROXIMATELY 3,000 WESTERN NEW YORK PROVIDERS HAVE SIGNED PARTICIPATION AGREEMENTS; MORE THAN 40 DATA SOURCES ARE CONNECTED TO HEALTHELINK, APPROXIMATELY 100 MILLION RESULTS (LAB, RADIOLOGY AND TRANSCRIBED REPORTS), AND MORE THAN 550,000 COMMUNITY-WIDE CONSENTS HAVE BEEN SIGNED BY PATIENTS AUTHORIZING TREATING PHYSICIANS TO ACCESS THEIR ELECTRONIC MEDICAL RECORDS THROUGH HEALTHELINK. IHA HAS PROVIDED ALMOST $8.5 MILLION TO SUPPORT THESE INITIATIVES. IHA COORDINATES THE DELIVERY OF HEALTH CARE SERVICES FOR APPROXIMATELY 179,939 MEMBERS OF IHA'S COMMERCIAL PRODUCTS UNDER ARTICLE 44 OF THE NEW YORK PUBLIC HEALTH LAW, MEDICAID MANAGED CARE PRODUCTS AS ADMINISTERED BY THE STATE OF NEW YORK, AND MEDICARE MANAGED CARE PRODUCTS AS ADMINISTERED BY CMS. THE COMPANY PROVIDES HEALTH BENEFITS AND SERVICES TO INDIVIDUALS IN WESTERN NEW YORK AND THROUGHOUT THE COUNTRY. THE QUALITY OF SERVICES IS EVIDENCED BY IHA BEING NAMED, FOR THE FOURTH CONSECUTIVE YEAR, THE TOP HEALTH INSURANCE PLAN IN THE NEW YORK/NEW JERSEY REGION, ACCORDING TO J.D. POWER AND ASSOCIATES 2013 MEMBER HEALTH INSURANCE PLAN STUDY SM. THE ANNUAL STUDY RANKS MEMBERS' EXPERIENCES IN SEVEN CATEGORIES, INCLUDING COVERAGE AND BENEFITS, INFORMATION AND COMMUNICATION, PROVIDER CHOICE, CUSTOMER SERVICE, CLAIMS PROCESSING, APPROVAL PROCESS AND STATEMENTS. WITHIN THE NEW YORK/NEW JERSEY REGION, IHA ACHIEVED THE HIGHEST MEMBER SATISFACTION SCORES IN EACH OF THE CATEGORIES SURVEYED. THE STUDY, CONDUCTED THROUGH AN ONLINE SURVEY, WAS BASED ON THE RESPONSES OF 32,868 MEMBERS IN 141 HEALTH PLANS THROUGHOUT THE UNITED STATES. FOR THE 16TH CONSECUTIVE YEAR, IHA ALSO RECEIVED THE NATIONAL COMMITTEE FOR QUALITY ASSURANCE'S (NCQA) HIGHEST ACCREDITATION STATUS OF "EXCELLENT" FOR OUR COMMERCIAL HMO/POS AND MEDICARE LINES OF BUSINESS, AS WELL AS THE 2ND HIGHEST ACCREDITATION STATUS OF "COMMENDABLE" FOR OUR COMMERCIAL PPO AND MEDICAID LINES OF BUSINESS. IHA IS AGAIN THE ONLY LOCAL PLAN IN WESTERN NEW YORK TO RECEIVE THIS RECOGNITION, WHICH IS PROOF THAT ITS PROGRAMS AND INITIATIVES TO ACHIEVE IMPROVED PATIENT CARE AND SATISFACTION ARE WORKING. LONG BEFORE THE ENACTMENT OF THE AFFORDABLE CARE ACT (ACA), IHA WAS TAKING STEPS TO TRANSFORM HEALTH CARE IN WESTERN NEW YORK, PROVIDING OUR MEMBERS WITH MANY OF THE QUALITY COVERAGE AND MARKET REFORM PROVISIONS CONTAINED IN THE LAW ($0 COPAY FOR PREVENTIVE SERVICES, AGE-EXTENSION RIDERS UP TO AGE 26, NO LIFETIME LIMITS ON MEMBERS' COVERAGE, AND COMPREHENSIVE INTERNAL AND EXTERNAL REVIEW PROCESSES TO ENSURE OUR MEMBERS RECEIVED NEEDED HEALTH CARE SERVICES). IHA CONTINUES TO LOOK FOR OPPORTUNITIES TO IMPROVE THE QUALITY AND AFFORDABILITY OF HEALTH CARE FOR OUR REGION, AS ACHIEVING HEALTH CARE REFORM WILL REQUIRE COMMUNITY OWNERSHIP, WIDE-RANGING PARTNERSHIPS AND RENEWED COLLABORATION AMONG DIVERSE STAKEHOLDERS. BY FOCUSING ON COLLABORATION AND HEALTH ENGAGEMENT, IHA CAN HELP BUILD A CULTURE OF HEALTH IN OUR REGION. AS A COMMUNITY, WE MUST CONTINUE TO DEVELOP PROGRAMS THAT ENHANCE FITNESS, FOSTER PREVENTION AND ENGAGE PEOPLE IN BETTER HEALTH. THESE EFFORTS WILL HELP PEOPLE MAKE POSITIVE LIFESTYLE CHANGES AND REDUCE CHRONIC DISEASE ESSENTIAL ELEMENTS FOR LOWERING HEALTH CARE COSTS AND IMPROVING THE OVERALL HEALTH STATUS OF OUR COMMUNITY. IHA'S COLLABORATIVE EFFORTS ARE HAVING AN IMPACT. RECENTLY, THE COMMONWEALTH FUND REPORT RANKED BUFFALO 54TH BEST AMONG 306 MEDICARE SERVICE AREAS FOR QUALITY, ACCESSIBILITY AND AFFORDABILITY OF CARE. IHA WAS IN THE TOP 10 PERCENT FOR ACCESS AND AFFORDABILITY AND IN THE TOP QUARTILE FOR PREVENTION, TREATMENT AND OVERALL PERFORMANCE. THIS RANKING IS EVEN MORE IMPRESSIVE GIVEN THAT BUFFALO IS CITED AS THE THIRD-POOREST CITY IN THE U.S. AND THE STUDY REVEALED A STRONG CORRELATION BETWEEN POVERTY AND A POOR SCORE AMONG THE RANKED AREAS. THE REPORT ALSO DEMONSTRATES THAT IMPROVED ACCESS HAS A STRONG CORRELATION TO BETTER CARE AND LOWER COSTS, AND UNDERSCORES THE NEED FOR LOCAL SOLUTIONS AND COLLABORATIVE EFFORTS TO ACHIEVE THESE GOALS. FORM 990, PART VI, SECTION A, LINE 2 MICHAEL CROPP, MARK JOHNSON, JOHN RODGERS, THOMAS J. FOELS, JOHN MINEO, AND MICHAEL FASO HAVE A BUSINESS RELATIONSHIP (BOARD MEMBERS OF A RELATED TAXABLE ENTITY). SIDNEY N. WEISS, R. MARSHALL WINGATE, STUART ANGERT, FRANK COLANTUONO, MICHAEL CROPP, MOISES SUDIT, NORA SULLIVAN, MARK JOHNSON, JOHN RODGERS, JOHN MINEO, AND JOHN ANTKOWIAK HAVE A BUSINESS RELATIONSHIP (BOARD MEMBERS OF A RELATED TAXABLE ENTITY). FRANK COLANTUONO, JAMES COPPOLA, AND THOMAS FOELS HAVE A BUSINESS RELATIONSHIP (BOARD MEMBERS OF A RELATED TAXABLE ENTITY). R. MARSHALL WINGATE, FRANK COLANTUONO, MARK JOHNSON, AND ANN PENTKOWSKI HAVE A BUSINESS RELATIONSHIP (PRIVATE ENTERPRISE). FORM 990, PART VI, SECTION A, LINE 4 EFFECTIVE SEPTEMBER 18, 2013, INDEPENDENT HEALTH ASSOCIATION'S BYLAWS WERE AMENDED FOR THE FOLLOWING CHANGES: 1) EACH OF THE DIRECTORS SHALL SERVE FOR A TERM OF TWO (2) YEARS AND MAY BE RENOMINATED FOR ADDITIONAL TERMS NOT TO EXCEED A TOTAL OF FIVE (5) CONSECUTIVE TERMS; 2) EACH DIRECTOR SHALL BE LIMITED TO FIVE (5) SUCH CONSECUTIVE TERMS; 3) FOUR (4) NOMINEES WILL BE SUBMITTED BY THE BOARD OF DIRECTORS OF INDIVIDUAL PRACTICE ASSOCIATION OF WESTERN NEW YORK, INC. (IPA/WNY) AND THREE (3) IN NUMBER SHALL BE PHYSICIANS NOMINATED BY THE GOVERNANCE AND NOMINATING COMITTEE; AND 4) THE DUTIES AND POWERS OF THE OFFICERS WERE MODIFIED TO REMOVE THE SECOND VICE CHAIRPERSON AND CORRESPONDING SECRETARY, AND THE DUTIES OF THE CHIEF MEDICAL OFFICER AND SECRETARY WERE MODIFIED. FORM 990, PART VI, SECTION A, LINE 9: CARLEEN DUNNE - 58 CARPENTER AVE, BUFFALO, NY 14223 LAURA TULYK-ROSSI - 233 WARDMAN RD, KENMORE, NY 1421 FORM 990, PART VI, SECTION B, LINE 11 FORM 990 WAS REVIEWED WITH THE EXECUTIVE COMMITTEE OF IHA'S BOARD OF DIRECTORS AND THE CHAIRMAN OF THE FINANCE AND AUDIT COMMITTEE. THE FINAL FORM 990 WAS DISTRIBUTED TO THE BOARD OF DIRECTORS AT THE BOARD MEETING PRIOR TO THE FILING OF THE RETURN. FORM 990, PART VI, SECTION B, LINE 12C INDEPENDENT HEALTH ASSOCIATION'S (IHA) CONFLICT OF INTEREST REPORTING POLICY ENCOMPASSES ALL CURRENT IHA OFFICERS AND EMPLOYEES (INCLUDING KEY EMPLOYEES) OF THE ORGANIZATION. THE CEO, CHIEF LEGAL COUNSEL, CORPORATE COMPLIANCE/PRIVACY OFFICER, OR SPECIAL INVESTIGATIONS UNIT MAY MAKE THE DETERMINATION THAT A CONFLICT OF INTEREST EXISTS AND WILL REVIEW THE ACTUAL CONFLICT AS CONFLICTS ARE REPORTED TO THEM. CONFLICTS ARE ALSO IDENTIFIED ANNUALLY WHEN THE SIGNED EMPLOYEE ATTESTATIONS, CONFIDENTIAL QUESTIONNAIRES & PLEDGE OF CONFIDENTIALITY AND CONTINUING DISCLOSURE FORM (FOR BOD MEMBERS) ARE RECEIVED. IF A CONFLICT OF INTEREST IS IDENTIFIED, THE INDIVIDUAL IS PROHIBITED FROM PARTICIPATING IN THE DELIBERATIONS OR DECISIONS RELATED TO THAT TRANSACTION. FORM 990, PART VI, SECTION B, LINE 15 THE GOVERNING BOARD OF DIRECTORS OF INDEPENDENT HEALTH ASSOCIATION, INC. (IHA) APPOINTED A GROUP OF BOARD MEMBERS TO ACT AS THE COMPENSATION COMMITTEE. COMPENSATION OF THE CEO IS SUBJECT TO REVIEW AND APPROVAL BY THE COMPENSATION COMMITTEE AND THE BOD ANNUALLY. ADDITIONALLY, THE RECOMMENDATIONS OF THE CEO PERTAINING TO THE COMPENSATION OF HIS/HER DIRECT REPORTS ARE SUBJECT TO REVIEW AND ADVISEMENT BY THE COMPENSATION COMMITTEE. TO DETERMINE EXECUTIVE COMPENSATION AND INCENTIVE ELIGIBILITY OF THE CEO AND HIS/HER DIRECT REPORTS, THE COMPENSATION COMMITTEE ENGAGES AN INDEPENDENT COMPENSATION CONSULTANT TO REVIEW THE RECOMMENDATIONS AND ANY COMPARABLE DATA (COMPENSATION OF SIMILARLY QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY SIZED ORGANIZATIONS). COMPARABILITY DATA MAY BE OBTAINED VIA THE FORM 990 OF OTHER ORGANIZATIONS AND/OR COMPENSATION SURVEYS OR STUDIES. THE COMPENSATION COMMITTEE, IN DELIBERATIONS WITH THE INDEPENDENT CONSULTANT, DETERMINES THE COMPENSATION AND INCENTIVE FOR THE CEO. THE COMPENSATION COMMITTEE WILL DOCUMENT THE DELIBERATIONS AND DECISIONS REGARDING THE COMPENSATION ARRANGEMENTS. THE BOD WILL THEN RATIFY ALL DECISIONS OF THE COMPENSATION COMMITTEE AT ITS REGULARLY SCHEDULED BOARD MEETING. IHA'S EXECUTIVE COMPENSATION POLICY/PROCESS IS AN ANNUAL PROCESS (LAST PERFORMED IN 2013) AND WAS USED TO ESTABLISH COMPENSATION FOR THE FOLLOWING POSITIONS: EXECUTIVE VICE PRESIDENT - CHIEF FINANCIAL OFFICER; EXECUTIVE VICE PRESIDENT - CHIEF SERVICING OFFICER; EXECUTIVE VICE PRESIDENT - CHIEF OPERATING OFFICER; EXECUTIVE VICE PRESIDENT - CHIEF MEDICAL OFFICER; EXECUTIVE VICE PRESIDENT - CHIEF MARKETING OFFICER; SENIOR VICE PRESIDENT - GENERAL COUNSEL, SENIOR VICE PRESIDENT - HUMAN RESOURCES & ORGANIZATIONAL DEVELOPMENT; VICE PRESIDENT - CHIEF AUDIT EXECUTIVE; AND VICE PRESIDENT - GOVERNMENT AFFAIRS. THE CEO EXCLUDES HIMSELF/HERSELF FROM DELIBERATIONS WHEN DISCUSSING HIS/HER COMPENSATION. FORM 990, PART VI, SECTION C, LINE 19 UPON REQUEST, THE ORGANIZATION WILL MAKE AVAILABLE: A COPY OF ITS 990, ITS AUDITED FINANCIAL STATEMENTS, AND ANY OTHER DOCUMENTS AS REQUIRED. FORM 990, PART XI, LINE 9: DIVIDEND FROM AFFILIATE 950,000. 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