2014-05-13T10:51:13-05:00 2013-06-30 232932984 PARENTEBEARD LLC 1650 MARKET STREET SUITE 4500 PHILADELPHIA PA 19103 990 2012-07-01 251865142 HOLY SPIRIT HEALTH SYSTEM HOLY 7177632130 503 NORTH 21ST STREET CAMP HILL PA 17011 SISTER ROMAINE NIEMEYER SCC 7177632130 2014-05-05 1 JULIUS C GREEN CPA JD P00350393 2159720701 2012 2015-11-30 17:44:51Z SISTER ROMAINE NIEMEYER 503 NORTH 21ST STREET CAMP HILL PA 17011 20635767 0 X WWW.HSH.ORG X 1999 PA TO PROVIDE RESOURCES FOR THE RESTORATION AND MAINTENANCE OF HEALTH AND THE PREVENTION OF DISEASE. 11 11 11 2 0 0 17568706 16986697 0 0 146814 767850 883792 1197891 18599312 18952438 17106420 16687833 0 0 774467 790581 78520 56099 56099 382146 575641 18341553 18110154 257759 842284 11722559 12612355 251111 318747 11471448 12293608 X HOLY SPIRIT HEALTH SYSTEM IS A COMMUNITY CATHOLIC HEALTH SYSTEM SPONSORED BY THE SISTERS OF CHRISTIAN CHARITY TO CARRY OUT THE HEALING MINISTRY OF JESUS CHRIST TO ALL IN NEED. WE PROVIDE HIGH QUALITY, COST-EFFECTIVE HEALTH SERVICES IN A CARING, PATIENT-FOCUSED ENVIRONMENT TO DEVELOP HEALTHY COMMUNITIES IN THE GREATER HARRISBURG AREA AND SOUTH CENTRAL PENNSYLVANIA. 0 0 17887504 16687833 SUPPORTED AND CARRIED OUT THE MISSION OF, AND IDENTIFIED WITH THE ETHICAL PRINCIPLES OF THE ROMAN CATHOLIC CHURCH TO PROVIDE RESOURCES FOR THE RESTORATION AND MAINTENANCE OF HEALTH AND THE PREVENTION OF DISEASE.HOLY SPIRIT HEALTH SYSTEM PROVIDES FINANCIAL SUPPORT TO ITS CONTROLLED ENTITIES TO ALLOW THESE ENTITIES TO CARRY ON WITH THEIR EXEMPT PURPOSES OF PROVIDING AFFORDABLE HEALTHCARE AND MEDICAL SERVICES TO RESIDENTS OF CAMP HILL PENNSYLVANIA AND SURROUNDING COMMUNITIES. 17887504 1 1 0 0 0 0 0 0 0 0 1 1 0 1 0 1 0 1 0 0 0 0 0 1 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 1 6 0 1 11 1 0 0 0 0 0 1 1 0 0 0 0 X 11 11 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 PA X SISTER ROMAINE NIEMEYER SCC 7177632130 503 NORTH 21ST STREET CAMP HILL PA 17011 NILES BENN ESQ 1.00 X 0 0 0 BRUCE J BROWN 1.00 X X 0 0 0 ROBERT DIETZ 1.00 X X 0 0 0 SR ROMAINE NIEMEYER SCC 1.00 39.00 X X 0 0 0 SR MARY JOSEPH SCHULTZ SCC 1.00 X 0 0 0 SR JOAN DANIEL HEALY SCC 1.00 X 0 0 0 ELIZABETH BERGEY MD 1.00 X 0 0 0 LEON FEINERMAN 1.00 X 0 0 0 SR MARY MARK SMITH SCC 1.00 X 0 0 0 WILLIAM KEEN 1.00 X 0 0 0 LAWRENCE KLUGER 1.00 X 0 0 0 SUE STUART 40.00 X 133787 0 12974 AMI ZUMKHAWALA-COOK 40.00 X 118695 0 6430 252482 0 19404 2 0 0 0 PARENTEBEARD 1650 MARKET STREET SUITE 4500 PHILADELPHIA PA 19103 AUDIT 108850 1 111649 16200000 675048 16986697 169088 169088 2220529 1621767 598762 598762 598762 41946 111649 61562 -19616 -19616 CORPORATE COMPLIANCE REV 900099 598445 598445 RESOURCE DEVELOPMENT 900099 488698 488698 MISSION INTEGRATION 900099 128322 128322 2042 2042 1217507 18952438 0 0 1965741 16687833 16687833 658202 658202 22784 22784 105669 105669 3926 3926 162804 162804 59920 59920 56099 56099 15518 15518 128435 37322 91113 26496 26496 44149 44149 128 128 14274 14274 2549 2549 9563 9563 ANNUAL REPORT 60693 60693 DUES AND SUBSCRIPTIONS 41669 41669 MARKET RESEARCH 3025 3025 DONOR RECOGNITION 1003 1003 5415 5415 18110154 17887504 166551 56099 500 500 923131 582849 54274 65724 30763 13836 19475 16927 6471077 7218761 3622536 3922536 631566 805058 11722559 12612355 166386 266097 84725 52650 251111 318747 X 11471448 12293608 11471448 12293608 11722559 12612355 842284 -20124 0 X 0 1 X 1 0 X X X 0 0 0 SISTERS OF CHRISTIAN CHARITY HEALTH CARE CORPORATION 232322926 1 1 1 0 HOLY SPIRIT HOSPITAL OF THE SISTERS OF CHRISTIAN CHARITY 231512747 3 1 1 1 476715 SPIRIT PHYSICIAN SERVICES INC 251766971 9 1 1 1 16209048 WEST SHORE ADVANCED LIFE SUPPORT SERVICES INC 232463002 7 1 1 0 4 16685763 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 7709 7709 0 23054 6127 16927 16927 PA COMMUNITY HOSPITAL ASSOCIATES INVESTMENT 3922536 C 3922536 DUE FROM AFFILIATES 789725 INTEREST RECEIVABLE 15333 805058 X 2244253 -20124 -16687833 -16707957 18952210 228 228 18952438 1422093 0 1422093 228 16687833 16688061 18110154 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: THE SYSTEM ACCOUNTS FOR UNCERTAINTY IN INCOME TAXES USING A RECOGNITION THRESHOLD OF MORE-LIKELY-THAN-NOT TO BE SUSTAINED UPON EXAMINATION BY THE APPROPRIATE TAXING AUTHORITY. MEASUREMENT OF THE TAX UNCERTAINTY OCCURS IF THE RECOGNITION THRESHOLD IS MET. MANAGEMENT HAS DETERMINED THAT THERE WERE NO TAX UNCERTAINTIES THAT MET THE RECOGNITION THRESHOLD IN 2013 OR 2012. THE SYSTEM'S FEDERAL EXEMPT ORGANIZATION BUSINESS INCOME TAX RETURNS FOR FISCAL YEARS AFTER 2009 REMAIN SUBJECT TO EXAMINATION BY THE IRS. PART XI, LINE 2D - OTHER ADJUSTMENTS: TRANSFERS TO AFFILIATES - NETTED ON FINANCIAL STATEMENTS -16,687,833. PART XII, LINE 4B - OTHER ADJUSTMENTS: TRANSFERS TO AFFILIATES - NETTED ON FINANCIAL STATEMENTS 16,687,833. X X X X X X 1 STEVENS & LEE 111 NORTH 6TH STREET - PO BOX 679 READING PA 19601 FEDERAL AND STATE GRANTS 0 0 30000 0 DELTA DEVELOPMENT GROUP 2000 TECHNOLOGY PARKWAY SUITE 200 MECHANICSBURG PA 17050 GRANT SUPPORT 0 0 18051 0 FARR ASSOCIATES 2485 HOUGHTON LANE MACUNGIE PA 18062 CAMPAIGN ADVISORS 0 0 8048 0 56099 PA GOLF OUTING 153595 111649 41946 13768 24347 25280 11935 153595 111649 41946 13768 24347 25280 11935 75330 -33384 1 SPIRIT PHYSICIAN SERVICES INC 503 NORTH 21ST STREET CAMP HILL PA 17011 251766971 501(C)(3) 16209048 CASH N/A PROVIDE FINANCIAL SUPPORT FOR OPERATIONS. HOLY SPIRIT HOSPITAL 503 NORTH 21ST STREET CAMP HILL PA 17011 231512747 501(C)(3) 476715 CASH N/A PROVIDE FINANCIAL SUPPORT FOR OPERATIONS. 2 0 PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: ASSISTANCE IS PROVIDED TO RELATED ENTITIES FOR FINANCIAL SUPPORT. MANAGEMENT OF THE HEALTH SYSTEM OVERSEES THE USE OF FUNDS AT THE AFFILIATED ENTITIES. FORM 990, PART VI, SECTION A, LINE 6 THE SISTERS OF CHRISTIAN CHARITY HEALTH CARE CORPORATION, A PENNSYLVANIA NON-PROFIT CORPORATION, IS THE SOLE MEMBER OF HOLY SPIRIT HEALTH SYSTEM. FORM 990, PART VI, SECTION A, LINE 7A THE CHAIRPERSON OF THE BOARD OF TRUSTEES, SISTERS OF CHRISTIAN CHARITY HEALTH CARE CORPORATION (PARENT), HAS THE POWER TO APPOINT OR REMOVE THE PRESIDENT AND/OR CHIEF EXECUTIVE OFFICER OF THIS CORPORATION. THE PARENT ALSO HAS THE POWER TO ELECT THE DIRECTORS OF THE CORPORATION AND TO APPROVE NOMINEES FOR ELECTED OFFICERS. FORM 990, PART VI, SECTION A, LINE 7B THE GOVERNANCE STRUCTURE OF HOLY SPIRIT HEALTH SYSTEM PROVIDES RESERVED POWERS IN FAVOR OF SISTERS OF CHRISTIAN CHARITY HEALTH CARE CORPORATION (PARENT) AND HOLY SPIRIT HEALTH SYSTEM (THE CORPORATE MEMBER OF ALL SUBSIDIARY CORPORATIONS). THE RESERVED POWERS PERTAIN TO (I) CAPITAL DEBT OR MODIFICATION OF EXISTING CAPITAL DEBT, (II) SALE OR TRANSFER OF ANY LAND OR BUILDING, (III) ACQUISITION OR PURCHASE OF ANY LAND OR BUILDING, (IV) LEASING OUTSIDE OF THE ORDINARY COURSE OF BUSINESS, (V) APPROVAL OF ANY GUARANTEE OF ANY DEBT, (VI) APPROVAL OF ANY MERGER, CONSOLIDATION, ORGANIZATION OR REORGANIZATION, JOINT VENTURE, OR ANY OTHER MODIFICATION OF CORPORATION STRUCTURE OR AFFILIATION, (VII) DISSOLUTION OR TERMINATION OF ANY EXISTING CORPORATION, (VIII) APPOINTMENT OF THE EXTERNAL FISCAL AUDITOR AND (IX) APPOINTMENT OF GENERAL COUNSEL. FORM 990, PART VI, SECTION B, LINE 11 IN ACCORDANCE WITH THE BYLAWS OF HOLY SPIRIT HEALTH SYSTEM, THE FORM 990 WAS PRESENTED TO THE HEALTH SYSTEM'S FINANCE AND AUDIT COMMITTEE BY THE EXTERNAL TAX PREPARERS AND MANAGEMENT. FOLLOWING REVIEW AND APPROVAL BY THE FINANCE AND AUDIT COMMITTEE, THE FORM 990 WAS DISTRIBUTED TO THE BOARD OF DIRECTORS OF EACH CORPORATION BEFORE THE FORM 990 WAS FILED. FORM 990, PART VI, SECTION B, LINE 12C THE HOLY SPIRIT HOSPITAL BYLAWS HAVE A CONFLICT OF INTEREST PROVISION, SPECIFICALLY ARTICLE XII. ARTICLE XII IS APPLICABLE TO "ANY DIRECTOR, OFFICER, OR COMMITTEE MEMBER (TO INCLUDE ANY MEMBER OF HIS OR HER IMMEDIATE FAMILY)" AND DESCRIBES THE NATURE OF A CONFLICT OF INTEREST. IN ADDITION, THERE IS A PROVISION IN ARTICLE XII (SECTION 12.2.1) WHICH SETS FORTH THE METHODOLOGY TO DETERMINE WHETHER A DIRECTOR, OFFICER, OR COMMITTEE MEMBER HAS A CONFLICT OF INTEREST AND THE REQUIREMENTS PERTAINING TO REMOVAL OF THE DIRECTOR, OFFICER, OR COMMITTEE MEMBER WITH THE CONFLICT OF INTEREST FROM THE MEETING, IMPACT ON THE QUORUM, AND VOTING. SECTION 12.2 REQUIRES THAT IF A DIRECTOR, OFFICER, OR COMMITTEE MEMBER IS DETERMINED TO HAVE A CONFLICT OF INTEREST THAT THE INDIVIDUAL CANNOT BE PRESENT AT THE MEETING WHEN THE MATTER IS DISCUSSED OR VOTED UPON. ARTICLE XII ALSO REQUIRES THE BOARD OF DIRECTORS OF HOLY SPIRIT HEALTH SYSTEM TO ADOPT A CONFLICT OF INTEREST POLICY REQUIRING PERIODIC STATEMENTS (AT LEAST ANNUALLY) FROM DIRECTORS, OFFICERS, AND COMMITTEE MEMBERS TO DISCLOSE EXISTING AND POTENTIAL CONFLICTS OF INTEREST. IN ADDITION, THE BOARD IS REQUIRED TO TAKE CORRECTIVE AND DISCIPLINARY ACTION WITH RESPECT TO TRANSGRESSIONS OF THE CONFLICT OF INTEREST POLICY. EACH SUBSIDIARY CORPORATION HAS A COMPARABLE PROVISION IN ITS CURRENT BYLAWS. ALL DIRECTORS, OFFICERS, AND COMMITTEE MEMBERS ARE REQUIRED TO COMPLETE AN ANNUAL STATEMENT DISCLOSING EXISTING OR POTENTIAL CONFLICTS OF INTEREST. THIS ANNUAL DISCLOSURE REQUIREMENT HAS BEEN IN EFFECT FOR ALL CORPORATIONS FOR SEVERAL YEARS. THE HEALTH SYSTEM BOARD OF DIRECTORS ADOPTED A SEPARATE CONFLICT OF INTEREST POLICY ON MARCH 23, 2010. THAT CONFLICT OF INTEREST POLICY IS APPLICABLE TO ALL DIRECTORS, OFFICERS, KEY EMPLOYEES, AND COMMITTEE MEMBERS FOR HOLY SPIRIT HEALTH SYSTEM AND ALL SUBSIDIARY CORPORATIONS. THAT CONFLICT OF INTEREST POLICY ALSO HAS EXPANDED THE ANNUAL DISCLOSURE STATEMENT. IN ADDITION, THE CORPORATE COMPLIANCE PROGRAM FOR HOLY SPIRIT HEALTH SYSTEM PROVIDES A CONFLICT OF INTEREST POLICY WHICH IS SUBSTANTIALLY THE SAME AS THE ONE DESCRIBED ABOVE, EXCEPT THAT POLICY IS APPLICABLE TO ALL EMPLOYEES OF HOLY SPIRIT HEALTH SYSTEM AND ALL SUBSIDIARY CORPORATIONS. IT IS NOT APPLICABLE TO DIRECTORS, OFFICERS, OR COMMITTEE MEMBERS OF HOLY SPIRIT HEALTH SYSTEM OR ANY SUBSIDIARY CORPORATION. CONFLICT OF INTEREST STATEMENTS ARE SIGNED ANNUALLY BY THE BOARD OF DIRECTORS. IF ANY CONFLICT IS REPORTED, IT IS FORWARDED TO LEGAL COUNSEL FOR REVIEW AND OPINION. COMPLIANCE WITH THE POLICY IS MONITORED BY THE ADMINISTRATIVE ASSISTANT. FORM 990, PART VI, SECTION B, LINE 15 HOLY SPIRIT HEALTH SYSTEM RETAINED A CONSULTING FIRM TO REVIEW THE EXECUTIVE COMPENSATION PROGRAM. THE FIRM COLLECTED MARKET DATA FROM VARIOUS SOURCES. THE FIRM COMPARED HOLY SPIRIT HEALTH SYSTEM TO HOSPITALS SIMILAR IN SCOPE AND SCALE AND TRENDED THE DATA BASED ON THE FIRM'S US COMPENSATION PLANNING SURVEY. THE RESULTS AND RECOMMENDATIONS WERE PRESENTED TO THE BOARD. THE FOLLOWING POSITIONS THAT ARE ANALYZED ARE PRESIDENT, SENIOR VP MEDICAL AFFAIRS, SENIOR VP FINANCE, SENIOR VP AND CHIEF OPERATING OFFICER, SENIOR VP CORPORATE AFFAIRS, SENIOR VP OF HUMAN SERVICES, VP PATIENT CARE SERVICES, CHIEF INFORMATION OFFICER, VP RISK MANAGMENT AND SUPPORT SERVICES, VP/COO SPIRIT PHYSICIAN SERVICES, AND VP/COO WEST SHORE ADVANCED LIFE SUPPORT. THE REVIEW AND APPROVAL PROCESS IS DOCUMENTED IN THE MEETING MINUTES OF THE COMPENSATION COMMITTEE. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST. STATEMENT PURSUANT TO SECTION 1.351-3(A): STATEMENT PURSUANT TO SECTION 1.351-3(A) BY HOLY SPIRIT HEALTH SYSTEM 25-1865142 (1) NAME AND EMPLOYER IDENTIFICATION NUMBER OF THE TRANSFEREE CORPORATION: NAME: HOLY SPIRIT HEALTH SYSTEM EIN: 25-1865142 (2) DATE(S) OF TRANSFER(S) OF ASSETS: TRANSFER DATE(S): 01/29/2013 (3) AGGREGATE FAIR MARKET VALUE AND BASIS OR PROPERTY TRANSFERRED: FAIR MARKET VALUE: $300,000 CASH BASIS: $300,000 CASH (4) DATE AND CONTROL NUMBER OF PRIVATE LETTER RULING(S) ISSUED BY THE IRS IN CONNECTION WITH THE EXCHANGE: DATE(S) AND CONTROL NUMBER(S): NONE HOLY SPIRIT HOSPITAL 503 N 21ST STREET CAMP HILL PA 17011 231512747 HEALTHCARE PA 501(C)(3) 3 HOLY SPIRIT HEALTH SYSTEM 1 HOLY SPIRIT CORPORATION 503 N 21ST STREET CAMP HILL PA 17011 232214540 REAL ESTATE PA 501(C)(2) HOLY SPIRIT HEALTH SYSTEM 1 SPIRIT PHYSICIANS SERVICES INC 503 N 21ST STREET CAMP HILL PA 17011 251766971 HEALTHCARE PA 501(C)(3) 9 HOLY SPIRIT HEALTH SYSTEM 1 WEST SHORE ADVANCED LIFE SUPPORT SERVICES INC 503 N 21ST STREET CAMP HILL PA 17011 232463002 HEALTHCARE PA 501(C)(3) 7 HOLY SPIRIT HEALTH SYSTEM 1 SISTERS OF CHRISTIAN CHARITY HEALTH CARE CORPORATION MALLINCKRODT CONVENT MENDHAM NJ 07945 232322926 HEALTHCARE NJ 501(C)(3) 1 N/A 0 HOLY SPIRIT VENTURES INC NORTH 21ST STREET CAMP HILL PA 17011 232407709 MEDICAL SERVICES PA HOLY SPIRIT HEALTH SYSTEM C 2414094 9419065 1.00000 0 0 1 1 0 0 0 0 0 0 0 1 1 0 0 0 0 1 1 1 HOLY SPIRIT HOSPITAL C 16200000 CASH SPIRIT PHYSICIAN SERVICES INC B 16209048 CASH HOLY SPIRIT HOSPITAL B 476715 CASH HOLY SPIRIT HOSPITAL Q 666936 CASH