2014-08-12T16:23:46-05:00 2013-09-30 861065772 Deloitte Tax LLP 424 Church Street Nashville TN 37219 990 2012-10-01 541190771 CARILION CLINIC CARI 5402245112 PO BOX 12385 ROANOKE VA 240252385 Donald Halliwill 5402245112 2014-08-12 1 Francis J Bedard P00752421 6152591811 2012 2015-11-30 17:44:51Z Nancy Howell Agee PO BOX 12385 ROANOKE VA 240252385 36604758 0 X www.carilionclinic.org X 1981 VA See Schedule O.Carilion Clinic is committed to a common purpose of better patient care, better community health, and lower cost. Through our comprehensive network of hospitals, primary and specialty physician practices, and other complementary services, we work together to provide quality care close to home for nearly 1 million Virginians. With an enduring commitment to the health of our region, we also seek to advance care through medical education and research, help our community stay healthy, and inspire our region to grow stronger. 16 11 0 0 1892135 1684990 0 0 1487831 17156350 -1214439 12223231 22660622 7225177 22934014 36604758 252734 257795 0 0 141830 153468 0 0 0 21409659 22267702 21804223 22678965 1129791 13925793 206812166 185508750 131209208 114231404 75602958 71277346 X See Schedule OServes nearly one million people in Virginia through hospitals, outpatient specialty centers and advanced primary care practices. Led by multi-specialty physician teams with a shared philosophy that puts the patient first, Carilion is committed to improving health outcomes for every patient while advancing the quality of care through medical education in the community it serves.Our mission is to improve the health of the communities we serve. 0 0 21017093 257795 17204404 See Schedule O. 21017093 1 0 0 1 0 0 0 0 0 0 1 0 1 0 1 1 0 0 0 0 0 0 0 0 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 1 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 X 16 11 1 1 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 VA X X The Corporation 5402245112 213 S Jefferson St Roanoke VA 24011 R Steve Blanks 2.00 0.00 X 9000 0 0 John Bond 2.00 0.00 X 13500 0 0 J Alexander Boone 2.00 0.00 X 13583 0 0 Abney Boxley III 2.00 0.00 X 12582 0 0 George Cartledge Jr 2.00 0.00 X 14080 0 0 Ronald Evans 2.00 0.00 X 10500 0 0 Victor Iannello 2.00 0.00 X 9441 0 0 Daniel Jones MD 2.00 48.00 X 0 436067 134928 Raymond Smoot Jr PhD 2.00 0.00 X 13075 0 0 James Thompson 2.00 0.00 X 8125 0 0 James Turner Jr 2.00 0.00 X 13641 0 0 William White Sr 2.00 0.00 X 9000 0 0 Danielle Yarber 2.00 0.00 X 12441 0 0 James Hartley 2.00 0.00 X X 14500 0 0 Nancy Howell Agee 2.00 48.00 X X 0 1124997 837490 Jeanne Armentrout 2.00 48.00 X 0 292439 201588 Thomas Denberg MD 2.00 48.00 X 0 0 0 Donald Halliwill 2.00 48.00 X 0 261453 102501 Donald Lorton 2.00 48.00 X 0 756751 353047 Melina Perdue 2.00 48.00 X 0 399309 347954 Briggs Andrews 2.00 48.00 X 0 387488 344297 G Robert Vaughan Jr 2.00 48.00 X 0 234629 107885 R Wayne Gandee MD 0.00 0.00 X 0 689694 59113 Rayburn Thompson 0.00 0.00 X 0 697626 181304 Hugh Thornhill 0.00 0.00 X 0 516527 372036 153468 5796980 3042143 0 1 1 0 ISS Facility Services 18-A Oak Branch Drive Greensboro NC 27407 Janitorial Services 229979 Valley Boiler 1129 Shenandah Avenue Roanoke VA 24017 Building Constructor 202739 Avis Construction Co Inc PO Box 11985 Roanoke VA 24022 Construction Services 167257 Thompson Services Inc 126 Woodside Drive - Suite B Danville VA 24540 Janitorial Services 157778 Allman Landscaping Inc 1630 Jumping Run Drive Goodview VA 24095 Grounds and Moving Services 141289 7 Program Related Investments 900099 17003144 17003144 Interco Mgmt Fee 900099 153206 153206 17156350 12223231 1892135 10331096 7177123 0 7177123 7177123 7177123 Parking Fees 900099 48054 48054 48054 36604758 17204404 1892135 17508219 X 257795 257795 153468 153468 556601 556601 228 228 681000 681000 3039981 2886776 153205 284260 284260 3706 3706 5876387 5876387 3257873 3257873 8210812 8210812 348034 239256 108778 8820 8820 22678965 21017093 1661872 0 12974748 7591435 234092 365298 100000 717570 719821 235168483 74273842 166355637 160894641 14028345 164314 10862368 14148788 1539406 1624453 206812166 185508750 908271 1497080 4504008 20114 8887 96348000 96348000 33932823 11873429 131209208 114231404 X 75602958 71277346 75602958 71277346 206812166 185508750 X 13925793 -18251405 X 0 1 X 1 0 X X X X 0 0 0 Carilion Medical Center 540506332 3 1 1 1 0 Carilion New River Valley Medical Center 540553805 3 1 1 1 0 Carilion Giles Community Hospital 540549603 3 1 1 1 0 Carilion Franklin Memorial Hospital 540480606 3 1 1 1 0 Bedford Memorial Hospital 540566100 3 1 1 1 0 Carilion Stonewall Jackson Hospital 540568001 3 1 1 1 0 Carilion Tazewell Community Hospital 546074580 3 0 1 1 0 7 0 0 0 0 0 0 0 0 0 1 228 228 0 Explanation of Lobbying Activities: Part II-B, Line 1: A portion of dues paid to Virginia Hospital and Healthcare Association is spent on lobbying activities. 12753830 12753830 210996645 67921625 143075020 40314 40314 0 7002554 4794402 2208152 4375140 1517501 2857639 160894641 Investment- Carilion Stonewall Jackson Hospital 600000 C Investment- Bedford Memorial Hospital 7870474 C Investment- Carilion Tazewell Community Hospital 5664814 C Investment- Premier 13500 C 14148788 2008 Fixed Swap Unrealized Losses 11698429 Due to Carilion Clinic Foundation 175000 11873429 X Description of Uncertain Tax Positions Under FIN 48: Part X, Line 2: Carilion had no material unrecognized tax benefits and no adjustments to its consolidated financial statements were required as of and for the years ended September 30, 2013 and 2012. Carilion does not expect that unrecognized tax benefits will materially increase within the next 12 months. 1 Ronald McDonald House 2224 S Jefferson Street Roanoke VA 24014 541244769 501(c)(3) 240000 FMV Donated Rent General Support Virginia Rural Health Resources 1314 Peters Creek Road - Suite 230 Roanoke VA 24017 541727204 501(c)(3) 8665 FMV Donated Rent General Support Free Clinic of the New River Valley 219 S Buchanan Street Pearisburg VA 24134 510247098 501(c)(3) 8520 FMV Donated Rent General Support 3 0 Part I, Line 2 The Organization donates funds to other 501(c)(3) charitable organizations with a similar mission. Such organizations also have community boards which oversee the expenditure of such funds. 1 X X X X X 0 1 0 0 0 0 0 1 0 Daniel Jones MD 0 375150 0 53870 0 7047 0 126137 0 8791 0 570995 0 0 Nancy Howell Agee 0 827518 0 297075 0 404 0 827266 0 10224 0 1962487 0 0 Jeanne Armentrout 0 241043 0 40455 0 10941 0 199494 0 2094 0 494027 0 0 Donald Halliwill 0 218246 0 38492 0 4715 0 91348 0 11153 0 363954 0 0 Donald Lorton 0 586044 0 170036 0 671 0 342823 0 10224 0 1109798 0 67752 Melina Perdue 0 337912 0 58467 0 2930 0 339674 0 8280 0 747263 0 0 Briggs Andrews 0 327213 0 56811 0 3464 0 335696 0 8601 0 731785 0 0 G Robert Vaughan Jr 0 192198 0 34369 0 8062 0 96243 0 11642 0 342514 0 0 R Wayne Gandee MD 0 511598 0 169645 0 8451 0 50675 0 8438 0 748807 0 0 Rayburn Thompson 0 0 0 697626 0 0 0 181304 0 0 0 878930 0 529467 Hugh Thornhill 0 0 0 516527 0 0 0 372036 0 0 0 888563 0 516527 Part I, Line 4b Nancy Howell Agee $472,651 Donald Lorton $53,644 Melina Perdue $130,244 Briggs Andrews $119,656 Rayburn Thompson $453,452 Hugh Thornhill $202,629 Part I, Line 7 The organization pays annual bonus compensation to management based on scorecard performance. While the scorecard contains a formula as a basis for determining overall performance, senior managers have discretion to include additional elements in their assessment of managers reporting to them. In addition, for top management, the actual bonus awarded is in the discretion of the Carilion Clinic Compensation Committee, although it is based on the scorecard measures. A VA Small Business Financing Authority 541300845 928101AE4 2008-07-09 97000000 Capital projects, cost of issuance 0 0 0 A 96350000 479138 95870862 2009 0 0 1 1 A 0 0 0 0 1 0 1 A 1 1 1 UBS & Citigroup 33.000000000000 0 0 0 0 1 A 1 Schedule K Part II Bond proceeds All bond issues multiple entities across multiple jurisdictions; therefore, proceeds allocated to multiple hospitals. Form 990, Part III, Line 4a - As the parent company for all Carilion affiliates, Carilion Clinic drives fulfillment of Carilion's mission to improve the health of the communities it serves. Providing leadership and vision, Carilion Clinic oversees a core hospital business that admitted 47,568 patients and provided 222,532 days of care. Carilion's hospitals delivered 4,641 babies, and provided neonatal intensive care support to the region. Carilion administered a comprehensive heart program; stroke and chest pain protocols; oncology programs; psychiatric and rehabilitation units; a network of specialty and primary care physicians to ensure patient access; and diagnostic imaging services including PET, CT, MRI, and mammography. Targeting specific needs of its population, Carilion provided home health services; speech, occupational, and physical therapy; diabetes management; geriatric services; and cardiac and pulmonary rehab programs. Carilion Clinic maintains both a Level I designated trauma center (Carilion Medical Center) serving the western Virginia area and a Level III trauma center (Carilion New River Valley Medical Center) serving its surrounding area. As part of its commitment to trauma response, Carilion sponsors medical air transport helicopters flying 1,445 patients and a ground service providing 23,602 transports during the year. With 148,669 visits, Carilion's emergency departments are a critical component of the health safety net in its service area, acting as a key health provider for a significant number of uninsured patients, who comprise 20% of emergency visits. Carilion Clinic's hospitals supported community screenings and education on chronic disease prevention and management, sponsoring more than 1,300 events touching more than 55,000 people. In furtherance of its mission to improve health, regardless of patient ability to pay, Carilion Clinic provided extensive uncompensated care. Stated at cost, charity, charity-eligible bad debt, and unreimbursed Medicaid costs for the year exceeded $87.2 million. Form 990, Part VI, Section A, line 1 Carilion Clinic has an Executive Committee authorized to act when the Board is not in session. The Executive Committee has 8 members, made up of the Chair of the Board, past Chair of the Board, the CEO and the Chairs of each of the 5 standing committees. The Executive Committee meets during the months the full Board does not meet and can act on behalf of the Board, except it cannot elect directors or take extraordinary actions, such as a sale, merger or dissolution of the corporation. Form 990, Part VI, Section A, line 2 1. Nancy Howell Agee, George B. Cartledge, Jr., Warner Dalhouse, James M. Turner, Jr. and Danielle H. Yarber-business relationship. 2. Nancy Howell Agee, Abney S. Boxley, III and Raymond D. Smoot, Jr. PhDbusiness relationship. 3. Abney S. Boxley, III and James M. Turner, Jr.business relationship. 4. Abney S. Boxley, III and J. Alexander Boonebusiness relationship. Form 990, Part VI, Section A, line 3 Certain management and related services for the organization are provided by the management and employees of Carilion Services, Inc., a related organization and supporting organization of the organization. Form 990, Part VI, Section B, line 11 A draft copy of the Form 990 was provided to the Audit and Compliance Committee of Carilion Clinic in advance of its August meeting and reviewed with Committee members at that meeting. The final Form 990 was emailed or delivered in hard copy to each member of the Board of Directors several days prior to filing and Board members were encouraged to call with any questions they might have. Form 990, Part VI, Section B, line 12c A Conflict of Interest Questionnaire, along with a copy of the Policy, is sent out annually to all officers, directors, and key employees. In addition, such individuals are instructed to inform the organization of potential conflicts which arise during the year. Answers to the Questionnaires are reviewed by the Internal Audit Department. Potential conflicts for officers and key employees are reviewed by an internal Conflict of Interest Committee, which follows up on any potential issues to ensure compliance with all policies of the organization. The answers for Directors are reviewed by the Carilion Clinic Audit and Compliance Committee. In addition, the governing body of the organization is provided with a list of the answers annually to make all Board members aware of potential conflicts in order to ensure compliance with policies on how to handle transactions with Board members that may involve potential conflict situations. Form 990, Part VI, Section B, line 15 Executive compensation is reviewed annually by the Carilion Clinic Compensation Committee. This committee is made up of Board members of Carilion Clinic who do not have a conflict of interest with any of the executives being reviewed. With respect to Carilion Clinic, the Compensation Committee reviews the compensation of the Board of Governors which includes the President and Chief Executive Officer, Executive Vice Presidents, Chief Financial Officer, Chief Medical Officer and Chairs of the Clinical Departments. For the fiscal year covered by this return, the Compensation Committee also used the same process to review the compensation of other Disqualified Individuals, including the Hospital Vice Presidents. This review was performed in October 2012. A similar review was last performed in October 2013. This review included a comprehensive report from an outside compensation consultant specializing in healthcare organizations. The report included a detailed comparison of total compensation and each element thereof, including base salary, bonuses and other cash compensation, and benefits, including deferred and retirement benefits. Compensation was compared to a peer group of organizations similar in size and structure to the organization, which list was reviewed by the Compensation Committee. Detailed minutes of the meetings of the Compensation Committee are kept and approved at the next meeting of the Committee, setting forth the deliberations and decisions regarding the compensation of these executives. In addition, the Compensation Committee annually reviews the compensation plan and philosophy for all vice presidents and senior vice presidents, as well as all employed physicians and physicians in leadership roles. Form 990, Part VI, Section C, line 19 The organization's governing documents, conflict of interest statement and financial statements are not generally available to the public, but are released from time to time upon request. The Articles of Incorporation are available from the Virginia State Corporation Commission. The consolidated audited financial statements of Carilion Clinic and of the Obligated Group are released annually to the local newspaper. Limited financial information is available on our website. Other Fees Form 990, Part IX, line 11g "Other Services": Program service expenses 2,886,776. Management and general expenses 153,205. Fundraising expenses 0. Total expenses 3,039,981. Changes in Net Assets or Fund Balances: Form 990, Part XI, line 9: Transfer to Affiliates -20,473,443. Transfer to Carilion Clinic for effect of pension-related changes 2,222,036. Rounding 2. Carilion Clinic Properties LLC PO Box 12385 Roanoke VA 24025 205231645 Real estate VA 35358030 163759427 Carilion Clinic Carilion Clinic Foundation PO Box 12385 Roanoke VA 24025 541190773 Supporting organization VA 501(c)(3) Line 11a, I N/A 0 Carilion Franklin Memorial Hospital PO Box 12385 Roanoke VA 24025 540480606 Healthcare VA 501(c)(3) Line 3 N/A 0 Carilion Giles Community Hospital PO Box 12385 Roanoke VA 24025 540549603 Healthcare VA 501(c)(3) Line 3 N/A 0 Carilion Medical Center PO Box 12385 Roanoke VA 24025 540506332 Healthcare VA 501(c)(3) Line 3 N/A 0 Carilion New River Valley Medical Center PO Box 12385 Roanoke VA 24025 540553805 Healthcare VA 501(c)(3) Line 3 N/A 0 Carilion Services Inc PO Box 12385 Roanoke VA 24025 541190879 Supporting organization VA 501(c)(3) Line 3 N/A 0 Carilion Stonewall Jackson Hospital PO Box 12385 Roanoke VA 24025 540568001 Healthcare VA 501(c)(3) Line 11a, I N/A 0 Carilion Tazewell Community Hospital PO Box 12385 Roanoke VA 24025 546074580 Healthcare VA 501(c)(3) Line 3 N/A 0 Carilion Clinic Medicare Resources LLC PO Box 12385 Roanoke VA 24025 263729975 Medicare HMO VA Carilion Services Inc C 48876974 18042461 1.00000 0 CHS Inc and Subsidiaries PO Box 12385 Roanoke VA 24025 541725732 Services VA Carilion Services Inc C 164481226 275506897 1.00000 0 1 0 0 1 1 0 0 0 0 1 0 1 1 0 0 0 0 1 0 Carilion Medical Center A 9153356 Cost Carilion New River Valley Medical Center A 33420 Cost Carilion Franklin Memorial Hospital A 62832 Cost Carilion Services Inc A 6689152 Cost Carilion Clinic Medicare Resources LLC A 16652 Cost CHS Inc and Subsidiaries A 4585132 Cost CHS Inc and Subsidiaries M 1223117 cost Carilion Services Inc L 153206 Cost Carilion Services Inc M 710069 Cost Carilion Services Inc R 20473443 Cash