2013-11-11T14:53:03-06:00 2012-12-31 ERNST & YOUNG US LLP 55 IVAN ALLEN JR BLVD SUITE 1000 ATLANTA GA 30308 990 2012-01-01 592593686 St Joseph's Health Care Center Inc % CARL TREMONTI STJO 8138704942 3003 W Dr Martin Luther King Jr Suite Tampa FL 33607 CARL TREMONTI 2013-11-07 4048748300 2012 2016-02-24 21:20:13Z Glenn Waters 3003 W Dr Martin Luther King Tampa FL 33607 631028719 false X www.sjbhealth.org X 1983 FL St. Joseph's Health Care Center will improve the health of all we serve through community-owned health care services that set the standard for high-quality, compassionate care. 19 17 337 18 0 0 0 0 28462816 38494053 35122085 28695498 55679 291661 63640580 67481212 0 0 0 0 14233431 22461367 0 0 0 17576658 23747729 31810089 46209096 31830491 21272116 667180516 313046539 404905613 2920724 262274903 310125815 St. Joseph's Health Care Center will improve the health of all WE SERVE THROUGH COMMUNITY-OWNED HEALTH CARE SERVICES THAT SET THE STANDARD FOR HIGH-QUALITY, COMPASSIONATE CARE. false false 27300860 38785714 Management of long range health objectives and coordination of shared services and borrowings for St. Joseph's Hospital, Inc. and related entities. 27300860 true false false true false false false false false false true false false true true false false true false false false false false false false false false false false true false false false false false false false false false false false false false true true true false false true 63 0 true 337 true false false false false false false false false false false X 19 17 true false false false true true true true true false false true true true true true true true true false X CARL TREMONTI 8138704235 3003 W Dr Martin Luther King Jr Bl Tampa FL 33607 ISAAC MALLAH 45.0 7.0 X X 1338734 0 73467 MARY ARGHITTU 1.0 4.0 X MICHAEL BOOHER 1.0 2.0 X JOHN BORRECA 1.0 3.0 X X DONNA JORDAN 1.0 2.0 X CAROLYN MCMULLEN 1.0 2.0 X DOMENICK REINA 1.0 2.0 X BRUCE RODWELL 1.0 3.0 X X GLADYS SHARKEY 1.0 4.0 X WILLIAM WEST 1.0 3.0 X ALBERT WHITAKER 1.0 2.0 X LEE KIRKMAN 1.0 47.0 X 0 375305 34244 RICK COLON 1.0 2.0 X GENE MARSHALL 1.0 2.0 X WINNIE MARVEL 1.0 2.0 X ERIC OBECK 1.0 3.0 X ROBERT BASKIN 1.0 2.0 X JUDITH LISI 1.0 2.0 X ELAINE SHIMBERG 1.0 2.0 X CATHY YODER 45.0 7.0 X 385511 0 52921 BRENDA BALICKI 1.0 47.0 X 63107 13366 MARK VAALER 45.0 4.0 X 715542 0 33465 LORRAINE LUTTON 45.0 5.0 X 565300 0 68702 KIMBERLY GUY 45.0 4.0 X 452880 0 57789 HENRY CLARKE 45.0 X 607705 0 33781 ARCHANA PUDUR 45.0 X 411558 0 20652 4477230 438412 388387 44 false true false GRESHAM SMITH PARTNERS PO BOX 440029 NASHVILLE TN 37244 architectural Svcs 1006883 PIMCO 840 Newport Center Drive NEWPORT BEACH CA 92660 investment services 438418 Blackstone 345 PARK AVE 28TH FLOOR NEW YORK NY 10154 investment services 430234 PICIS INC PO BOX 34960 SEATTLE WA 981241960 coding services 402264 FIRST CLASS SOLUTIONS INC 11426 DORSETT ROAD MARYLAND HEIGHTS MO 63043 medical coding 373195 27 0 MANAGEMENT FEES 561000 30769706 30769706 HOSPITAL PATIENT CARE 621990 5027307 5027307 MEDICARE/MEDICAID 621990 2697040 2697040 38494053 17872510 17872510 0 0 0 0 0 574370495 563546936 571 10823559 -571 10822988 10822988 0 0 0 OTHER REVENUE 900099 205108 205108 COMMUNITY AFFAIRS 900099 68489 68489 HITECH 900099 18064 18064 291661 67481212 38785714 28695498 0 0 0 0 1433285 1433285 0 17467406 13233407 4233999 1022475 774633 247842 1727536 1308791 418745 810665 711248 99417 0 327122 327122 0 133 133 0 2523307 2523307 2757563 2675122 82441 35037 28384 6653 368483 2285 366198 1044764 1035606 9158 0 819763 816714 3049 153227 153227 0 0 0 0 1997013 1995680 1333 126523 64125 62398 MANAGEMENT FEES 8940031 8940031 MISCELLANEOUS EXPENSES 3100129 3100129 MEDICAL SUPPLIES 1335958 1335927 31 BAD DEBT EXPENSES 218676 218676 46209096 27300860 18908236 0 4652924 6867 0 0 0 0 0 544084 0 0 0 0 0 0 0 178152 730724 593139 43942431 29087101 11699918 14855330 348862723 0 299171932 0 2062295 4159284 0 0 0 292709683 667180516 313046539 2908896 2916437 0 0 0 2352 0 0 0 0 0 0 0 0 0 0 401996717 1935 404905613 2920724 X 262274903 310125815 0 0 0 0 262274903 310125815 667180516 313046539 X 21272116 52986245 -26407449 X false true X true false X X X false false false ST JOSEPH'S HOSPITAL INC 590774199 03 true 27305932 1 27305932 false false false false false false false false true 133 133 false Part II B, Line 1I Dues were paid to the Florida Institure of Certified Public Accountants and a portion of these due were used to conduct lobbying activities. 7817011 7817011 104749 18034 86715 2305199 1547024 758175 27914005 27522044 391961 5801468 5801468 14855330 DEPOSITS 14664 DUE FROM AFFILIATES 292695019 292709683 0 DAYCARE CTR RESOURCE FUND 1935 1935 89302988 52986245 52986245 36316743 31164469 31164469 67481212 12916085 12916085 33293011 33293011 46209096 Schedule D Supplemental Information Schedule D, Part XI, Line 4b Management fees $30,769,706 Investment fees $2,523,307 Change in foundation ($2,128,544) Total $31,164,469 Schedule D, Part XII, Line 4b Management fees $30,769,706 Investment fees $2,523,307 Rounding ($2) Total $33,293,011 false true false false false false false false false ISAAC MALLAH 782636 0 358276 0 197822 0 54394 0 19073 0 1412201 0 0 0 MARK VAALER 437678 0 145194 0 132670 0 12500 0 20965 0 749007 0 8757 0 LORRAINE LUTTON 328377 0 110853 0 126070 0 39337 0 29365 0 634002 0 30870 0 KIMBERLY GUY 303374 0 104097 0 45409 0 35302 0 22487 0 510669 0 0 0 CATHY YODER 253641 0 85067 0 46803 0 35673 0 17248 0 438432 0 0 0 LEE KIRKMAN 0 322353 0 47852 0 5100 0 21610 0 12634 0 409549 0 0 HENRY CLARKE 602410 0 0 0 5295 0 13282 0 20499 0 641486 0 0 0 ARCHANA PUDUR 221589 0 188037 0 1932 0 12500 0 8152 0 432210 0 0 0 Supplemental Compensation Information Schedule J, Part I, Line 3 The filing organization does not use any of the options listed in Schedule J, Part I, Line 3 to establish the compensation of the CEO/Executive Director. However, the related organization, BayCare Health System Inc, uses Compensation committee, Independent compensation consultant, Written employment contract, Compensation survey or study and Approval by the board or compensation committee as a means to establish the CEO's compensation of the filing organization. Supplemental Compensation Information Schedule J, Part I, Line 4b Kimberly Guy - Participated in a supplemental nonqualified deferred compensation plan. She had $38,327 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. She had $22,802 of nonvested benefits accrue during 2012 and her earnings on the plan in 2012 were $10,541. These amounts are included in Part II (C) Retirement and other deferred compensation. The plan made cash distribution of $13,970 in 2012. Lorraine Lutton - Participated in a supplemental nonqualified deferred compensation plan. She had $101,237 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. Her earnings on the plan in 2012 were $14,826. This amount is included in Part II (C) Retirement and other deferred compensation. The plan made cash distribution of $36,901 in 2012. Isaac Mallah - Participated in a supplemental nonqualified deferred compensation plan. He had $139,781 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. His earnings on the plan in 2012 were $12,274. This amount is included in Part II (C) Retirement and other deferred compensation. The plan made cash distribution of $50,950 in 2012. Mark Vaaler - Participated in a supplemental nonqualified deferred compensation plan. He had $101,538 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. His earnings on the plan in 2012 were $20,574. This amount is included in Part II (C) Retirement and other deferred compensation. The plan made cash distribution of $37,010 in 2012. Cathy Yoder - Participated in a supplemental nonqualified deferred compensation plan. She had $36,780 in benefits vest in 2012. This amount is included in Part II (B)(iii) Other compensation. She had $16,435 of nonvested benefits accrue during 2012 and her earnings on the plan in 2012 were $10,720. These amounts are included in Part II (C) Retirement and other deferred compensation. The plan made cash distribution of $13,406 in 2012. Part VI, Line 2 Part VI, Line 2 - Description of Family and Business relationship Cathy Yoder, Isaac Mallah, Elaine Shimberg and Lee Kirkman are Board members and/or officers of the Organization, as well as Board members of a taxable entity, which is an affiliate of the filing Organization. Part VI, Line 6 Description of Clases of Members or Stockholders Catholic Health East (CHE), a Pennsylvania nonprofit corporation is the sole member of St. Joseph's Health Care Center, Inc. Part VI, Line 7a Description of Classes of Persons and the Nature of Their Rights Designation and Election of Trustees. (a) The Regional Minister of the Sponsoring Organization and the President of the Corporation shall serve as ex-officio Trustees of the Corporation ("Ex-Officio Trustees"). (b) All other Trustees shall be appointed by the Board of Directors of Catholic Health East (the "Appointed Trustee") pursuant to the following procedure: (i) The Chairman of the Board of Trustees of the Corporation shall appoint a Nominating Committee of at least three (3) persons; (ii) The Nominating Committee shall receive names of candidates for potential Trustees, present the names to the Board of Trustees of the Corporation; (iii) The Trustees shall review the candidates recommended by the Nominating Committee and submit its recommendations to the Board of Directors of CHE; (iv) The Board of Directors of CHE shall review the recommendations of the Trustees and either appoint the individuals recommended to serve as Trustees or request additional recommendations from the Nominating Committee. PART VI, Line 7b Descr Classes of Persons, Decisions Requiring Appr & Type of Voting Rights The taxpayer is a Participant, as defined in the Second Restated Joint Operating Agreement dated as of May 23, 2006, as amended (the "JOA"). Under the JOA, BayCare health System, Inc. is responsible for the operations of the Participants. The JOA Participants include the taxpayer and other hospitals and non-hospital organizations. Notice of the JOA was previously provided to the Internal Revenue Service by letter dated July 1, 1997. Catholic Health East (CHE) shall reserve to itself in its capacity as the Corporate Member of the Corporation the following two categories of actions: Class I Member Reserved Rights and Class II Member Reserved Rights. A. Class I Member Reserved Rights. 1. Addition, deletion or reconfiguration of services of the Corporation. 2. Establishment of overall capital and operating budgets and strategic plans applicable to the Corporation, including the use of the funds of the Corporation. 3. Exclusive authority to enter into managed care contracts on behalf of the Corporation. 4. Approval of contracts on behalf of the Corporation (but the Class I Member may establish policies from time to time providing that only specific types of contracts or contracts involving obligations in excess of specified levels need to be approved by the Class I Member). 5. Authority to establish fees and charges on behalf of the Corporation. 6. Determination of whether the Corporation should join any networks or alternative or integrated delivery systems. 7. Establishment of employment and other policies applicable to all personnel employed by the Corporation. 8. Approval of the philosophy, mission statement and purposes of the Corporation. 9. Approval of changes in the Articles of Incorporation or in the Bylaws of the Corporation. 10. Approval of the merger, consolidation, dissolution, sale or other transfer of substantially all assets of the Corporation, or other change in corporate form, causing a fundamental reorganization of the Corporation. 11. Approval of the incurrence of indebtedness by the Corporation above certain limits established by the Class I Member. 12. Approval of the establishment of additional affiliates or subsidiaries of the Corporation. 13. Adoption of strategic plans or major changes in programs or services of the Corporation. 14. Approval of the purchase, sale, transfer, or other encumbrance of assets of the Corporation above specified levels established by the Class I Member. B. Class II Member Reserved Rights. 1. Approval of the philosophy, mission statement and purposes of the Corporation. 2. Approval of the merger, consolidation, dissolution, sale or other transfer of substantially all assets of the Corporation, or other change in corporate form, causing a fundamental reorganization of the Corporation. 3. Approval of the closure of a hospital facility of the Corporation. 4. Approval of any sale, long term lease, mortgage, encumbrance or disposition of property of the Corporation constituting an 'alienation' under principles of canon law. 5. Approval of matters relating to the implementation of and compliance with the Ethical and Religious Directives. 6. Change in the name of the hospital facility of the Corporation. 7. Approval of substantive changes in the Articles of Incorporation of the Corporation and these Bylaws provided that prior notice of any change in the Articles of Incorporation of the Corporation or these Bylaws shall be provided to CHE and, if such change, as a result of CHE being a Catholic entity, must be approved by CHE, such change, regardless of whether it is substantive as a matter of civil law, shall be subject to the approval of the Member. 8. With regard to any assets of the Corporation no longer required in the operations of the Corporation, approval of any sale or other disposition of any assets not in the ordinary course which have a value in excess of $3 million, and with regard to all other assets of the Corporation used in the operations of the Corporation, approval of any sale or other disposition of such assets not in the ordinary course (but the foregoing is not intended to limit any transfer of the location of the assets from the Corporation to another entity in connection with a duly authorized reconfiguration of services). Part VI, Line 11b Describe the Process used by Management &/or Governing Body to Review 990 The Form 990 is prepared by the organization and reviewed by the CFO, as well as the organization's paid preparer. A final copy of the Form 990 was reviewed by a subcommittee of the Board of Directors. Prior to filing with the IRS, a final copy of the Form 990 will be made available to the entire Board via a web portal. Part VI, Line 12c Description of Process to Monitor Transactions for Conflicts of Interest St. Joseph's Health Care Center, Inc. has two separate conflict of interest procedures; one that relates to Board members and another that relates to non-board member employees. Both groups are required on an annual basis to complete, sign and file an annual disclosure statement detailing existing or potential conflicts of interests. For Board members, the review of conflicts or potential conflicts occurs at the Board or committee level. After disclosure of the Board Member's or Committee Member's actual or potential conflict, the following procedures for addressing the conflict of interest will be adhered to by each Board and all Committees with Board delegated powers, without exception: 1. The interested Director or Committee member shall leave the Board or Committee meeting while the conflict of interest issue is discussed. 2. The remaining Board or Committee Members shall decide if a conflict of interest exists. 3. If a conflict of interest is deemed to exist: a. The Chairperson of the Board or Committee shall, if appropriate, appoint a disinterested individual or committee to investigate the proposed transaction or arrangement. b. The Board or Committee shall determine whether the BayCare entity can obtain a more advantageous transaction or arrangement with reasonable efforts from an individual or entity that would not give rise to a conflict of interest. c. If a more advantageous transaction or arrangement is not reasonably available, the Board or Committee shall determine whether the transaction or arrangement is in the BayCare entity's best interest, and whether the transaction is fair and reasonable to BayCare. An interested Director or Committee Member shall not vote, participate in, influence or attempt to influence any determination or proceedings. The Director or Committee Member may, however, respond to questions posed by the Board or Committee regarding the contract or transaction. Any such contract or transaction must be authorized by a vote of at least two-thirds (2/3) of the Directors or Committee Members entitled to vote at a meeting at which a quorum was present. Any interested Director or Committee Member may not be counted in determining the existence of a quorum. For employees, the review of conflicts of interest or potential conflicts goes to the Conflict of Interest Determination Committee. This committee consists of BayCare Chief Compliance Officer, the Corporate Responsibility Officers, and the BayCare Vice President of Team Resources. This committee shall determine if an actual conflict exists and any action required to address the conflict of interest situation. Part IV, Lines 15a & 15b Process used for Compensation Review and Approval The organization uses an independent compensation committee, appointed by the Board of Directors. The Compensation Committee's purpose is to provide oversight for the organization's executive compensation program, review and approve compensation and benefits for all "disqualified persons" subject to the Intermediate Sanctions regulations issued under Section 4958 of the Internal Revenue Code (including the Chief Executive Officer, Chief Operating Officer & CFO, other system and entity executives, and other disqualified persons as defined in the Intermediate Sanctions regulations (i.e., voting members of the governing body, family members, former officers)), and establish the compensation philosophy for all other executives. This committee engages nationally recognized compensation consultants to assist them in review of executive compensation. The compensation consultants provide a review of each vice president and above in the system to determine if that employee's compensation is reasonable when compared against market standards. The data reviewed comes from compensation studies that include comparable compensation for similarly qualified persons in functionally comparable positions at similarly situated organizations. The organization keeps contemporaneous minutes of the compensation committees meetings and decisions. External consultants review compensation every other year with the last review occurring in 2011, but the compensation committee regularly monitors compensation and all other procedures are followed annually. Part VI, Line 19 How and If the Governing Documents, Conflict of Interest Policy and Financial Statements are Made Available to the Public St. Joseph's Health Care Center, Inc. does not make its governing documents, conflict of interest policy or financial statements available to the public. Part XI, Line 9 Change in net assets of foundation $2,128,541 Net asset transfer per JOA $15,362,000 Transfer of ownership of affiliates ($15,828,990) Equity transfer ($28,069,000) Total ($26,407,449) St Joseph's Hospital of Tampa Found Inc 3001 W Dr Martin Luther King Jr Bl Tampa FL 33607 591100828 Fundraising FL 501(C)(3) 11C SJHCC true St Joseph's Hospital Inc 3001 W Dr Martin Luther King Jr Bl Tampa FL 33607 590774199 Health srvcs FL 501(C)(3) 3 NA true Franciscan Properties Inc 3001 W Dr Martin Luther King Jr Bl Tampa FL 33607 592822519 Supports SJH FL 501(C)(3) 11B SJHCC true John Knox Village of Tampa Bay Inc 4100 Fletcher Ave Tampa FL 33613 581377711 Retire cmmty FL 501(C)(3) 9 SJHCC true San Damiano Enterprises Inc 3001 W Dr Martin Luther King Jr Bl Tampa FL 33607 592822514 Health invest FL 501(C)(3) 11B SJHCC true South Florida Baptist Hospital Inc 301 N Alexander Street Plant City FL 33563 590594631 Medical srvcs FL 501(C)(3) 3 NA true St Joseph's Ancillary Services Inc 3001 W Dr Martin Luther King Jr Bl Tampa FL 33607 592795925 Health promo FL 501(C)(3) 11B SJHCC true St Joseph's Community Care Inc 3001 W Dr Martin Luther King Jr Tampa FL 33607 593152608 Medical asst FL 501(C)(3) 9 SJHCC true St Joseph's Enterprises Inc 3001 W Dr Martin Luther King Jr Bl Tampa FL 33607 592822516 Health invest FL 501(C)(3) 11B SJHCC true St Anthony's Professional Building & Se 1200 7th Avenue North St Petersburg FL 33705 592018848 Real Estate FL 501(C)(3) 9 SJHCC true Healthpoint Management Services Inc 4902 Eisenhower Blvd Suite 300 Tampa FL 33634 650645457 Billing/Mgmt FL SJHCC C corp 13488228 141878120 1.00000 true Healthpoint Medical Group Inc 4902 Eisenhower Blvd Suite 300 Tampa FL 33634 593244268 Physician Group FL SJHCC C corp 51498189 12017753 1.00000 true St Joseph's Physicians-Healthcenter Org 3001 W Dr Martin Luther King Jr Blv Tampa FL 33607 592820509 Holding Company FL SJ Enterprises C corp -300 1.00000 true St Joseph's Preferred Inc 3001 W Dr Martin Luther King Jr Blv Tampa FL 33607 593055643 Provider network FL SJ Phy-Hlth Org C corp 0 0 1.00000 true true true true true false false false false false true false true true false true false false true true St Joseph's Enterprises Inc a 36171 FMV St Joseph's Ancillary Services Inc b 5246046 FMV San Damiano Enterprises Inc c 12210730 FMV St Joseph's Hospital Inc l 32225741 FMV South Florida Baptist Hospital Inc l 1684934 FMV John Knox Village of Tampa Bay Inc l 234000 FMV Franciscan Properties Inc m 2694123 FMV St Joseph's Enterprises Inc m 680847 FMV St Joseph's Hospital Inc o 122428 FMV St Joseph's Hospital Inc r 2773582 FMV St Joseph's Enterprises Inc r 504900 FMV John Knox Village of Tampa Bay Inc s 609073 FMV St Joseph's Physicians - Healthcenter Org s 474849 FMV