2011-02-14T06:24:21-06:00 2010-06-30 SPECTRUM HEALTH 100 MICHIGAN ST NE 498 GRAND RAPIDS MI 495032560 990 2009-07-01 383382353 SPECTRUM HEALTH SYSTEM SPEC 6167747322 100 MICHIGAN AVE NE GRAND RAPIDS MI 49503 MICHAEL P FREED 6167747322 2010-11-15 false 2011-02-14 2009 2016-02-24 21:20:13Z 70925761 false X WWW.SPECTRUM-HEALTH.ORG X 1997 MI TO IMPROVE THE HEALTH OF THE COMMUNITIES WE SERVE. 13 9 341 0 0 11458558 67327945 27496 -190031 4279849 3521951 15765903 70659865 0 0 10066032 35199632 0 0 9538758 49582055 19604790 84781687 -3838887 -14121822 685908927 841726685 796618010 898816518 -110709083 -57089833 TO IMPROVE THE HEALTH OF THE COMMUNITIES WE SERVE. true false 84087693 70591898 COMMON MANAGEMENT AND CENTRALIZED CONTROL OVER THE HEALTH SYSTEM ACTIVITIES CARRIED ON BY SUPPORTED ORGANIZATIONS. 84087693 true false false true false false false false false true false true false false false false false false false false false false false true false false false false false false true true false false false false true true true true false true 0 0 341 true false true CJ false false false false false false false 13 9 true false false false false false false true true false false true true true true true true true true true true X X MR RONALD J KNAUS 6167747771 1840 WEALTHY ST SE MC 498 GRAND RAPIDS MI 49506 RICHARD BREON 50.00 X X 2249338 0 464041 RICHARD DEVOS SR 2.00 X 0 0 0 RICHARD DEVOS JR 2.00 X 0 0 0 DAN GAYDOU 4.00 X X 0 0 0 BRIAN HARRIS 2.00 X 0 0 0 EARL HOLTON 4.00 X X 0 0 0 ROBERT HOOKER 2.00 X 0 0 0 BIRGIT KLOHS 2.00 X 0 0 0 MARK MURRAY 2.00 X 0 0 0 ELIZABETH NICKELS 2.00 X 0 0 0 TIMOTHY O'DONOVAN 4.00 X X 0 0 0 STEPHEN RECHNER MD 2.00 X 0 0 0 ROBERT VAN TUINEN MD 2.00 X 0 0 0 MICHAEL FREED 50.00 X 852061 0 201994 DAVID LEONARD 50.00 X 583792 0 137944 PATRICK OHARE 50.00 X 597467 0 136770 RONALD KNAUS 50.00 X 415058 0 113223 LOWELL BURSCH 50.00 X 1541542 0 116136 JOHN MOSLEY 50.00 X 743371 0 138713 JOHN BYRNES 50.00 X 711976 0 160623 DANIEL OGLESBY 50.00 X 601075 0 129039 NANCY TAIT 50.00 X 457990 0 91839 KENNETH FAWCETT JR X 0 628109 38810 8753670 628109 1729132 47 true true false IMPACT ADVISORS 821 THORNAPPLE DRIVE NAPERVILLE IL 60540 CONSULTING 558422 HALL RENDER KILLIAN HEALTH LYMAN 201 WEST BIG BEAVER RD TROY MI 48084 LEGAL 523884 B D CONSULTING LLC P O BOX 664091 INDIANAPOLIS IN 46266 GOVERNMENT 175361 WARNER NORCORSS JUDD LLP 900 FIFTH THIRD CENTER GRAND RAPIDS MI 49503 LEGAL 164796 DEARBORN ADVISORS LLC PO BOX 664091 INDIANAPOLIS IN 46266 AUDIT 157000 9 MANAGEMENT FEE REVENUE 561000 64820135 64820135 SHARED SERVICES REVENUE 561000 2507810 2507810 67327945 22365 22365 53500 265896 -212396 -212396 -212396 PROFESSIONAL INSURANCE ADJ 561000 3476349 3476349 MISCELLANEOUS INCOME 900099 45602 45602 3521951 70659865 70591898 67967 4697716 4697716 22728201 22728201 7773715 7773715 693994 693994 260750 260750 5531384 5531384 280742 280742 4675149 4675149 10137040 10137040 2305574 2305574 662037 662037 8805 8805 40800 40800 8193533 8193533 ADJ TO INVESTMENT IN SUBS 15199203 15199203 MISCELLANEOUS 1593044 1593044 84781687 84087693 693994 0 7226457 7870520 295399 48339572 44539572 2124056 4658547 51661868 27154140 24507728 557082930 633271884 59349043 66777787 11786869 59805248 685908927 841726685 8989389 20282973 14500000 48500000 773128621 830033545 796618010 898816518 X -110709083 -57089833 -110709083 -57089833 685908927 841726685 X false true true X false X X X false false false SPECTRUM HEALTH HOSPITALS 381360529 3 true true true 10981112 7 12805612 SPECTRUM HEALTH SYSTEM IS THE PARENT ORGANIZATION AND SUPPORTING ORGANIZATION TO THE HEALTH SYSTEM. THE PURPOSES OF THIS ORGANIZATION, AS DEFINED IN THE ARTICLES OF INCORPORATION, ARE AS FOLLOWS: PURPOSES 2.1. THE PURPOSES FOR WHICH THE CORPORATION IS ORGANIZED ARE TO OPERATE FOR THE BENEFIT OF, TO PERFORM THE FUNCTIONS OF AND TO CARRY OUT ALL OF THE PURPOSES OF SPECTRUM HEALTH HOSPITALS; SPECTRUM HEALTH FOUNDATION, SPECTRUM HEALTH CONTINUING CARE, SPECTRUM HEALTH UNITED, REED CITY HOSPITAL CORPORATION, AND SUCH OTHER ORGANIZATIONS(THE "SUPPORTED ORGANIZATIONS") WHICH ARE, FROM TIME TO TIME, CONTROLLED BY THE CORPORATION AND DESCRIBED IN SECTION 501(C)(3) AND EITHER SECTION 509(A)(L) OR SECTION 509(A)(2) OF THE INTERNAL REVENUE CODE OF 1986, OR COMPARABLE PROVISIONS OF SUBSEQUENT LEGISLATION (THE "CODE"), AND, IN FURTHERANCE OF SUCH PURPOSES: 2.1.1. TO FORMULATE AND IMPLEMENT POLICIES AND PROGRAMS DESIGNED TO ENABLE AND/OR CAUSE THE SUPPORTED ORGANIZATIONS TO FUNCTION AS A COORDINATED HEALTH CARE DELIVERY SYSTEM (THE "SYSTEM"), TO PROVIDE DIRECTION AND MANAGEMENT TO THAT SYSTEM, AND TO ACT AND/OR MAKE DECISIONS FOR THE BENEFIT OF SUCH SYSTEM. 2.1.2. TO ESTABLISH AND MAINTAIN, EITHER DIRECTLY, THROUGH SUBSIDIARY ORGANIZATIONS OR IN COOPERATION WITH OTHER ORGANIZATIONS, SUCH FACILITIES AND SERVICES FOR THE CARE OF PERSONS SUFFERING FROM ILLNESS, INJURY OR DISABILITY, THE ELDERLY AND THE INDIGENT AND FOR THE PRESERVATION OF HEALTH AS THE BOARD OF DIRECTORS MAY DETERMINE, INCLUDING, WITHOUT LIMITATION: 2.1.2.1. HOSPITALS FOR THE INPATIENT OR OUTPATIENT CARE OF PERSONS SUFFERING FROM ILLNESS, INJURY AND DISABILITY, FOR THE PREVENTION OF ILLNESS, INJURY AND DISABILITY AND FOR THE MAINTENANCE OF HEALTH. 2.1.2.2. FACILITIES PROVIDING AMBULATORY CARE, NURSING CARE, REHABILITATION AND OTHER SERVICES. 2.1.2.3. OTHER ACTIVITIES AND PROGRAMS DESIGNED AND CARRIED ON TO PROMOTE THE GENERAL HEALTH OF THE COMMUNITY. 2.1.3. TO PROMOTE AND CARRY ON SUCH SCIENTIFIC RESEARCH AS THE BOARD OF DIRECTORS MAY DETERMINE WITH RESPECT TO THE CAUSE, TREATMENT AND PREVENTION OF ILLNESS AND INJURY, THE IMPROVEMENT OF PUBLIC HEALTH AND OTHER MATTERS. 2.1.4. TO PARTICIPATE IN AND TO CARRY ON SUCH ACTIVITIES AS THE BOARD OF DIRECTORS MAY DETERMINE FOR THE EDUCATION OF PHYSICIANS, NURSES, OTHER PROFESSIONAL AND PARAPROFESSIONAL PERSONNEL AND THE PUBLIC ABOUT RENDERING CARE TO THE SICK, INJURED AND DISABLED, ABOUT PREVENTION OF ILLNESS AND INJURY AND ABOUT THE PROMOTION OF HEALTH. 2.1.5. TO CONDUCT ACTIVITIES, EITHER DIRECTLY, THROUGH RELATED OR SUBSIDIARY ORGANIZATIONS OR IN COOPERATION WITH ORGANIZATIONS EXEMPT FROM TAX UNDER SECTION 501(C)(3) OF THE CODE OR COMPARABLE PROVISIONS OF SUBSEQUENT LEGISLATION IN ORDER TO RAISE FUNDS TO FURTHER THE PURPOSES OF THE CORPORATION, SUBJECT, HOWEVER, TO ALL LIMITATIONS ON THE NATURE OR EXTENT OF SUCH ACTIVITIES APPLICABLE, FROM TIME TO TIME, TO ORGANIZATIONS DESCRIBED IN SECTIONS 501(C)(3) AND 509(A)(3) OF THE CODE. 2.1.6. TO ACQUIRE, TO OWN, TO DISPOSE OF AND TO DEAL WITH REAL AND PERSONAL PROPERTY AND INTERESTS THEREIN AND TO APPLY GIFTS, GRANTS, BEQUESTS AND DEVISES AND THE PROCEEDS THEREOF IN FURTHERANCE OF THE PURPOSES OF THE CORPORATION. 2.1.7. TO DEAL WITH AND DISTRIBUTE THE CORPORATION'S INCOME AND ASSETS IN SUCH MANNER AS IN THE JUDGMENT OF THE BOARD OF DIRECTORS WILL BEST PROMOTE ITS OBJECTIVES AND PURPOSES, WITHOUT LIMITATION EXCEPT SUCH, IF ANY, AS MAY BE CONTAINED IN INSTRUMENTS UNDER WHICH SUCH PROPERTY IS CONVEYED TO THE CORPORATION. 2.1.8. TO DO SUCH THINGS AND TO PERFORM SUCH ACTS TO ACCOMPLISH ITS PURPOSES AS ARE PERMITTED BY SECTIONS 501(C)(3) AND 509(A)(3) OF THE CODE, WITH ALL THE POWERS CONFERRED ON NONPROFIT CORPORATIONS BY THE LAWS OF THE STATE OF MICHIGAN. THE AMOUNTS REPORTED IN SCHEDULE A, PART I, LINE 11H, COLUMN (VII) RELATES TO EXPENSES INCURRED BY THE ORGANIZATION ON BEHALF OF THE SUPPORTED ENTITIES (REIMBURSED IN WHOLE OR IN PART THROUGH MANAGEMENT FEES). false false false false true true false false true 9348 true 202996 true 48406 false false 260750 false false false false false SCHEDULE C, PART II-B, LINE 1I SPECTRUM HEALTH SYSTEM EMPLOYED AS PAID MANAGEMENT A GENERAL COUNSEL AND DIRECTOR OF GOVERNMENT AFFAIRS, WHO ARE CHIEFLY RESPONSIBLE FOR GOVERNMENT AFFAIRS ACTIVITIES. OTHER EXECUTIVE STAFF WERE ENGAGED ON A VERY LIMITED BASIS FOR LOBBYING PURPOSES. SPECTRUM HEALTH SYSTEM RETAINED FEDERAL AND STATE LEVEL MULTI-CLIENT LOBBY FIRMS. THE FUNCTION OF THEIR RESPECTIVE DUTIES INVOLVED DIRECT CONTACT WITH LEGISLATORS, THEIR STAFF, GOVERNMENT OFFICIALS, OR A LEGISLATIVE BODY ON NUMEROUS LEGISLATIVE AND REGULATORY ISSUES OF INTEREST TO THE TAXPAYER. DIRECT CONTACT WITH QUALIFYING INDIVIDUALS, INCLUDED SENDING LETTERS, PUBLICATIONS, MAKING PHONE CALLS OR MEETING WITH GOVERNMENT OFFICIALS, THEIR STAFF OR LEGISLATORS. false false false false false false false false false false 3928411 1343760 2584651 3993239 326737 3666502 43740218 25483643 18256575 24507728 INVESTMENT IN AFFILIATES 53605952 C MI PROFESSIONAL INSURANCE EXCHANGE 12238990 C INVESTMENT - MVP FITNESS 932845 C 66777787 RESTRICTED ASSETS 43284570 457 PLAN 9107019 OTHER DUE FROM AFFILIATES 5261127 PREPAID SRVC CNTRCTS-OTHER LT ASSETS 2152532 59805248 DUE TO AFFILIATES 722614670 SWAP MARKET VALUE 75583612 INSURANCE 22235960 OTHER LIABILITIES 9599303 830033545 X X X true true X X X X X true true false false false false false false false RICHARD BREON 946511 1276492 26335 295997 168044 2713379 970982 MICHAEL FREED 495770 335481 20810 133988 68006 1054055 202371 DAVID LEONARD 333248 235343 15201 76813 61131 721736 144289 PATRICK OHARE 327536 256514 13417 82699 54071 734237 166688 RONALD KNAUS 252231 158758 4069 62564 50659 528281 106720 LOWELL BURSCH 354793 990967 195782 59453 56683 1657678 409967 JOHN MOSLEY 342300 385443 15628 85366 53347 882084 292260 JOHN BYRNES 361527 335837 14612 94516 66107 872599 236697 DANIEL OGLESBY 298637 290375 12063 75654 53385 730114 209240 NANCY TAIT 197068 252883 8039 50727 41112 549829 213908 KENNETH FAWCETT JR 434395 193714 17150 21660 666919 SEVERANCE, NONQUALIFIED, AND EQUITY-BASED PAYMENTS SCHEDULE J, PAGE 1, PART I, LINE 4 LOWELL BURSCH 193,624 0 0 OTHER ADDITIONAL INFORMATION SCHEDULE J, PART III SCHEDULE J, PART II, COLUMN B(III) GRANDFATHERED SPLIT-DOLLAR ARRANGEMENTS WERE DISCONTINUED AND AN ELECTION TO LIQUIDATE ACCOUNTS WAS OFFERED TO PARTICIPANTS. WHERE APPLICABLE, THE ONE-TIME LIQUIDATED VALUE OF THESE PLANS ARE INCLUDED AS "REPORTABLE COMPENSATION" IN THE CORE FORM 990, PART VII AND "OTHER REPORTABLE COMPENSATION" IN SCHEDULE J OF THIS TAX RETURN. SCHEDULE J, PART I, LINE 4B THIS QUESTION IS ANSWERED "YES" BECAUSE CERTAIN INDIVIDUALS, WHOSE SALARY AND BENEFITS ARE PAID BY THE REPORTING ORGANIZATION OR A RELATED ORGANIZATION, DO "PARTICIPATE IN" A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN. HOWEVER, NONE OF THESE PARTICIPANTS "RECEIVED PAYMENT FROM" THESE PLANS DURING THE TAX YEAR. SCHEDULE J, PART II, COLUMNS D AND F SPECTRUM HEALTH SYSTEM HAD A LONG-TERM INCENTIVE BONUS PLAN IN PLACE FOR CERTAIN KEY EXECTUTIVE WITH A MEASUREMENT DATE OF JUNE 30, 2009 WHICH ASSESSED PERFORMANCE TARGETS ESTABLISHED FOR THE COMBINATION OF 2007, 2008 AND 2009 FISCAL YEARS. IF APPLICABLE, THE AMOUNT OF THIS LONG-TERM INCENTIVE COMPENSATION PAYMENT IS REPORTED IN FORM 990, PART VII AND SCHEDULE J, PART II, COLUMN D AND F. MS ALLYSON BREON FAMILY 25858 SEE SCHEDULE O false MR RICHARD DEVOS SR FAMILY ON BOD SEE SCHEDULE O false MR RICHARD DEVOS JR FAMILY ON BOD SEE SCHEDULE O false DTE ENERGY BUSINESS 1356878 SEE SCHEDULE O false MS CHERYL FREED FAMILY 56178 SEE SCHEDULE O false MHEALTH INNOVATIONS INC BUSINESS 392200 SEE SCHEDULE O false ANY SIGNIFICANT NEW PROGRAM SERVICES NOT LISTED ON A PRIOR RETURN FORM 990, PAGE 2, PART III, LINE 2 ON JANUARY 1, 2010, TAXPAYER ASSUMED RESPONSIBILITY AND OVERSIGHT FOR TWO LARGE DEPARTMENTS (TECHNOLOGY INFORMATION SOLUTIONS AND THE PROFESSIONAL BILLING OFFICES). PRIOR TO THIS DATE, THESE DEPARTMENTS WERE OPERATED BY SPECTRUM HEALTH HOSPITALS (EIN 38-1360529), A TAX-EXEMPT AND SUPPORTED ORGANIZATION OF THE TAXPAYER. FINANCIAL ACCOUNTS IN FOREIGN COUNTRIES FORM 990, PART V, LINE 4B CAYMAN ISLANDS RELATED PARTY INFORMATION AMONG OFFICERS FORM 990, PAGE 6, PART VI, LINE 2 RICHARD DEVOS, SR RICHARD DEVOS, JR. DIRECTOR DIRECTOR FAMILY MEMBER SERVING ON BOD CLASSES OF MEMBERS OR STOCKHOLDERS FORM 990, PAGE 6, PART VI, LINE 6 THE TAXPAYER IS ORGANIZED ON A NON-STOCK DIRECTORSHIP BASIS WITH NO MEMBERS. ELECTION OF MEMBERS AND THEIR RIGHTS FORM 990, PAGE 6, PART VI, LINE 7A THE SOLE MEMBER(S) (SEE FORM 990, PART VI, LINE 6) OF THE TAXPAYER APPOINTS ALL MEMBERS OF THE BOARD OF DIRECTORS. DECISIONS SUBJECT TO APPROVAL OF MEMBERS FORM 990, PAGE 6, PART VI, LINE 7B THE TAXPAYER IS ORGANIZED ON A NON-STOCK DIRECTORSHIP BASIS WITH NO MEMBERS. ORGANIZATION'S PROCESS USED TO REVIEW FORM 990 FORM 990, PAGE 6, PART VI, LINE 11 A COPY OF THE FORM 990 IS PROVIDED TO THE BOARD OF DIRECTORS PRIOR TO FILING. THE REVIEW PROCESS FOR THIS FORM 990 IS AS FOLLOWS: 1. PREPARATION OF THE RETURN IS SUPERVISED AND REVIEWED BY THE ORGANIZATION'S CORPORATE TAX MANAGER. 2. A SECOND REVIEW IS PERFORMED BY AN EXTERNAL CPA FIRM WITH EXPERTISE IN TAX-EXEMPT RETURN PREPARATION. 3. THE RETURN IS REVIEWED BY THE ORGANIZATION'S FINANCE AND LEGAL DEPARTMENTS (INCLUDING THE VICE PRESIDENT OF FINANCE OR CHIEF FINANCIAL OFFICER) AND SHARED WITH THE MEMBERS OF THE BOARD OF DIRECTORS. 4. THE ORGANIZATION'S VICE PRESIDENT OF FINANCE OR CHIEF FINANCIAL OFFICER REVIEWS COMMENTS OR QUESTIONS RECEIVED BY MEMBERS OF THE BOARD OF DIRECTORS, IF ANY, TO ADDRESS OR TO INCORPORATE, AS APPROPRIATE, INTO THE RETURN PRIOR TO FILING. ENFORCEMENT OF CONFLICTS POLICY FORM 990, PAGE 6, PART VI, LINE 12C BOARD OF DIRECTORS 1.CONFLICTS OF INTEREST MUST BE DISCLOSED, BOTH VIA A DISCLOSURE FORM PROCESS AS WELL AS VERBALLY AT A BOARD MEETING PRIOR TO DISCUSSION OF ANY AGENDA ITEM WITH REGARD TO WHICH A BOARD MEMBER HAS A CONFLICT. 2.A PERSON HAVING A FINANCIAL INTEREST IN A PROPOSED TRANSACTION OR ARRANGEMENT MAY MAKE A PRESENTATION AT A MEETING OF THE BOARD OF DIRECTORS OR COMMITTEE CONSIDERING THAT TRANSACTION OR ARRANGEMENT, BUT AFTER THAT PRESENTATION HE OR SHE SHALL LEAVE THE MEETING DURING DISCUSSION AND VOTING ON THAT PROPOSED TRANSACTION OR ARRANGEMENT. THE PERSON HAVING THE FINANCIAL INTEREST SHALL NOT BE COUNTED IN DETERMINING WHETHER A QUORUM IS PRESENT. 3.THE CHAIRPERSON OF THE BOARD OF DIRECTORS OR COMMITTEE SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE (INCLUDING OUTSIDE ADVISORS) TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT, AND TO ADVISE WHETHER THE PROPOSED TRANSACTION OR ARRANGEMENT IS IN TAXPAYERS'S BEST INTEREST. 4.THE BOARD OF DIRECTORS OR COMMITTEE SHALL EXERCISE DUE DILIGENCE TO DETERMINE WHETHER TAXPAYER CAN, WITH REASONABLE EFFORTS, OBTAIN A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. 5.IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY ATTAINABLE UNDER CIRCUMSTANCES THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST, THE BOARD OF DIRECTORS OR COMMITTEE SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS AND MEMBERS WHETHER THE PROPOSED TRANSACTION OR ARRANGEMENT IS IN TAXPAYERS'S BEST INTEREST AND FOR ITS OWN BENEFIT AND WHETHER THE TRANSACTION IS FAIR AND REASONABLE TO TAXPAYER, AND SHALL MAKE ITS DECISION AS TO WHETHER TO ENTER INTO THE TRANSACTION OR ARRANGEMENT IN CONFORMITY WITH SUCH DETERMINATION. 6.THE MINUTES OF THE MEETINGS OF THE BOARD OF DIRECTORS AND ALL SPECTRUM HEALTH COMMITTEES SHALL SET FORTH: A)THE NAMES OF THE PERSONS WHO DISCLOSED A FINANCIAL INTEREST IN A PROPOSED TRANSACTION OR ARRANGEMENT INVOLVING SPECTRUM HEALTH OR ANY OF ITS SUBSIDIARIES AND THE NATURE OF THE FINANCIAL INTEREST; AND B)THE NAMES OF THE PERSONS WHO WERE PRESENT FOR DISCUSSIONS AND VOTES RELATING TO SUCH TRANSACTION OR ARRANGEMENT, INCLUDING ANY DISCUSSION OF ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT, AND A RECORD OF ANY VOTES TAKEN IN CONNECTION WITH THAT MATTER. THE VOTES OF INDIVIDUAL MEMBERS NEED NOT BE RECORDED UNLESS OTHERWISE DIRECTED BY THE BOARD OF DIRECTORS OR COMMITTEE MANAGEMENT 1.EACH MEMBER OF THE MANAGEMENT TEAM SHALL COMPLETE A CONFLICT OF INTEREST DISCLOSURE FORM UPON ACCEPTANCE OF AN EMPLOYMENT OFFER AND AT ANY POINT THEREAFTER IF A NEW POTENTIAL CONFLICT OF INTEREST HAS ARISEN. THE CONFLICT OF INTEREST DISCLOSURE FORM SHOULD BE FULLY COMPLETED AND SIGNED. IF THE STAFF MEMBER DISCLOSES ANY POTENTIAL CONFLICT OF INTEREST, THE FORM SHALL BE SUBMITTED IMMEDIATELY TO THE SYSTEM'S ORGANIZATIONAL INTEGRITY DEPARTMENT. A COPY OF THE COMPLETED FORM SHOULD BE MAINTAINED IN THE STAFF MEMBER'S PERSONNEL FILE. 2.EACH MEMBER OF THE MANAGEMENT TEAM SHALL COMPLETE AN ELECTRONIC CONFLICT OF INTEREST DISCLOSURE FORM ON AN ANNUAL BASIS. THE CONFLICT OF INTEREST DISCLOSURE FORM SHOULD BE COMPLETED AND ELECTRONICALLY SIGNED WITHIN THE GIVEN TIMEFRAME. THE SYSTEM'S ORGANIZATIONAL INTEGRITY DEPARTMENT WILL MANAGE THE ANNUAL PROCESS AND WILL MAINTAIN ELECTRONIC COPIES OF THE COMPLETED FORMS. 3.THE SYSTEM'S ORGANIZATIONAL INTEGRITY DEPARTMENT SHALL REVIEW EACH FORM THAT IS SUBMITTED. ADDITIONAL INFORMATION WILL BE GATHERED AS NEEDED. WHETHER ANY ITEMS DISCLOSED MAY BE PERCEIVED AS AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST WILL BE REVIEWED. IN ADDITION, STEPS THAT CAN BE TAKEN TO REDUCE THE RISK OF A CONFLICT OF INTEREST WILL BE IDENTIFIED. 4.IF THE SYSTEM'S ORGANIZATIONAL INTEGRITY DEPARTMENT BELIEVES THAT A DISCLOSURE HAS BEEN MADE THAT COMPRISES AN ACTUAL OR PERCEIVED CONFLICT OF INTEREST, THE SYSTEM CONFLICT OF INTEREST COMMITTEE OR MEMBERS THEREOF WILL BE CONSULTED AS NEEDED. THE STAFF MEMBER'S SUPERVISOR AND/OR HUMAN RESOURCES GENERALIST MAY BE CONSULTED AS WELL. REASONABLE STEPS SHOULD BE TAKEN AS NEEDED TO MINIMIZE THE RISK OF A CONFLICT OF INTEREST. A WRITTEN MEMO SUMMARIZING THESE STEPS SHOULD BE SENT TO THE STAFF MEMBER'S SUPERVISOR AND BE MAINTAINED IN THE STAFF MEMBER'S FILE. COMPENSATION PROCESS FOR TOP OFFICIAL FORM 990, PAGE 6, PART VI, LINE 15A SPECTRUM HEALTH SYSTEM PROCESS FOR ESTABLISHING EXECUTIVE COMPENSATION THE SPECTRUM HEALTH BOARD OF DIRECTORS (EXECUTIVE COMMITTEE) USES THE FOLLOWING PROCESS FOR DETERMINING COMPENSATION OF EXECUTIVES AT ALL ENTITIES: LABOR MARKET DATA REFLECTING COMPARABLE ORGANIZATIONS AND JOBS (PREPARED BY INDEPENDENT FIRMS) ARE RELIED UPON. COMPETITIVE ASSESSMENT REPORTS ARE PROVIDED IN ADVANCE OF EXECUTIVE COMMITTEE MEETINGS. THE COMPETITIVE ASSESSMENT REPORT IS PREPARED BY A NATIONALLY KNOWN INDEPENDENT EXECUTIVE COMPENSATION FIRM AND, FOR FY 2010 (7/1/09-6/30/10), WAS BASED ON THE FOLLOWING INDEPENDENT SURVEYS OF HEALTH CARE EXECUTIVES AT COMPARABLE HEALTH SYSTEMS: SULLIVAN, COTTER AND ASSOCIATES, INC.: 2009 SURVEY OF MANAGER AND EXECUTIVE COMPENSATION IN HOSPITALS AND HEALTH SYSTEMS INTEGRATED HEALTHCARE STRATEGIES: 2009 HEALTHCARE EXECUTIVE COMPENSATION SURVEY MERCER HUMAN RESOURCES CONSULTING: 2009 INTEGRATED HEALTH NETWORKS COMPENSATION SURVEY WATSON WYATT DATA SERVICES: 2009/2010 HOSPITAL AND HEALTHCARE MANAGEMENT COMPENSATION REPORT THESE SOURCES ARE CONSISTENT WITH THOSE USED IN LAST YEAR'S ANALYSIS. COMPENSATION ADJUSTMENTS ARE APPROVED BY INDEPENDENT EXECUTIVE COMMITTEE MEMBERS, CONSISTENT WITH THE SPECTRUM HEALTH COMPENSATION PHILOSOPHY DESCRIBED BELOW. MINUTES OF COMMITTEE DISCUSSIONS AND DECISIONS ARE PREPARED TO MEMORIALIZE EXECUTIVE COMMITTEE DECISIONS BASED UPON THE ABOVE DATA. CASH COMPENSATION DATA RELIED UPON BY THE EXECUTIVE COMMITTEE ARE NATIONAL BENCHMARKS AND REFLECT THE COMPENSATION PAID TO EXECUTIVES IN COMPARABLE JOBS IN COMPARABLY-SIZED HEALTHCARE ORGANIZATIONS. SPECTRUM HEALTH RECRUITS NATIONALLY FOR ITS EXECUTIVES. BENEFIT DATA REFLECTS NATIONAL HEALTHCARE MARKET PRACTICES. GEOGRAPHIC PAY DIFFERENTIAL AND COST OF LIVING DATA INDICATE CONSISTENCY WITH NATIONAL DATA. THIS PROCESS IS INTENDED TO ASSIST SPECTRUM HEALTH IN QUALIFYING FOR THE REBUTTABLE PRESUMPTION OF REASONABLENESS (INTERMEDIATE SANCTIONS REGULATIONS) AND THE SPECTRUM HEALTH EXCESS BENEFIT TRANSACTION POLICY FOR THOSE INDIVIDUALS IN THE GROUP WHO ARE DISQUALIFIED PERSONS. THE OPINION SUBMITTED FROM THE THIRD PARTY INDEPENDENT CONSULTING FIRM IS IN ACCORDANCE WITH THE PROVISIONS OF TREASURY REGULATIONS SECTION 53.4958-6(C)(2) AND IS ALSO INTENDED TO SATISFY THE PROFESSIONAL ADVICE REQUIREMENT OF TREASURY REGULATIONS SECTION 53.4958-1(D)(4)(III). COMPENSATION PROCESS FOR OFFICERS FORM 990, PAGE 6, PART VI, LINE 15B SEE EXPLANATION PROVIDED FOR FORM 990, PART VI, LINE 15A. GOVERNING DOCUMENTS DISCLOSURE EXPLANATION FORM 990, PAGE 6, PART VI, LINE 19 THE ORGANIZATION'S ARTICLES OF INCORPORATION HAVE BEEN PROVIDED TO THE STATE OF MICHIGAN AND ARE AVAILABLE TO THE PUBLIC ON THE STATE'S WEBSITE. THE ORGANIZATION'S BYLAWS AND INTERNAL POLICIES ARE GENERALLY NOT MADE AVAILABLE TO THE PUBLIC. THE OVERALL SYSTEM CONSOLIDATED FINANCIAL STATEMENTS ARE PROVIDED AT WWW.SPECTRUM-HEALTH.ORG IN THE SECTION TITLED "ABOUT US." FINANCIAL PERFORMANCE, IS DISCUSSED AT AN ANNUAL PUBLIC MEETING AND POSTED TO WWW.SPECTRUM-HEALTH.ORG ANNUALLY (UNDER THE SECTION TITLED "ABOUT US"). ADDITIONAL INFORMATION SCHEDULE O FORM 990, PART I, LINE 5 AND FORM 990, PART V, LINE 2A TAXPAYER MAY HAVE INDIRECT EMPLOYEES. COMPENSATION FOR THESE EMPLOYEES ARE PAID BY A RELATED ORGANIZATION. AN ALLOCATION OF AMOUNTS PAID FOR INDIRECT EMPLOYEES IS PURSUANT TO A MANAGEMENT SERVICES CONTRACT AND IS INCLUDED ON LINES 5-10 OF PART IX. PART VI, SECTION A, LINE 2 FAMILY AND BUSINESS RELATIONSHIPS AND SCHEDULE L, PART IV - BUSINESS TRANSACTIONS WITH INTERESTED PERSONS MR. RICHARD BREON, CEO, HAS A DAUGHTER-IN-LAW WHO IS EMPLOYED BY THE TAXPAYER. - MR. RICHARD DEVOS, SR. HAS A SON THAT SERVES ON THE BOARD OF DIRECTORS FOR THE TAXPAYER. - MR. RICHARD DEVOS, JR., A MEMBER OF TAXPAYER'S BOARD OF DIRECTORS, HAS A FATHER THAT SERVES ON THE BOARD OF DIRECTORS FOR THIS ORGANIZATION. FURTHERMORE, MR. RICHARD DEVOS, JR. SERVES ON THE BOARD OF DIRECTORS OF SPECTRUM HEALTH FOUNDATION, A RELATED TAX-EXEMPT ENTITY, ALONG WITH HIS SISTER-IN-LAW. - MR. DAVID LEONARD, A NONVOTING OFFICER OF TAXPAYER'S BOARD OF DIRECTORS, SERVES AS THE SECRETARY ON THE BOARD OF DIRECTORS FOR A TAXABLE SUBSIDIARY WHICH HAS A BUSINESS RELATIONSHIP WITH THE TAXPAYER. THE ENTITY WAS FORMED PRIOR TO 6/30/10 BUT DIDN'T HAVE ANY BUSINESS TRANSACTIONS WITH THE TAXPAYER. - MR. MARK MURRAY SERVES ON THE BOARD OF DIRECTORS FOR A UTILITY COMPANY THAT PROVIDES SERVICES TO TAXPAYER AND AFFILIATES. THE AMOUNT REPORTED ON SCHEDULE L REPRESENTS AMOUNTS PAID FOR UTILITIES FROM THE TAXPAYER AND RELATED ORGANIZATIONS. - MR. MICHAEL FREED, CFO, HAS A DAUGHTER WHO IS EMPLOYED BY THE TAXPAYER. - MR. PATRICK O'HARE, A KEY EMPLOYEE OF THE TAXPAYER, SERVES ON THE BOARD OF DIRECTORS FOR A TAXABLE SUBSIDIARY WHICH HAS A BUSINESS RELATIONHSHIP WITH THE TAXPAYER. - THROUGH OUR ANNUAL CONFLICT OF INTEREST AND TAX REPORTING PROCESSES, CERTAIN INDIVIDUALS LISTED IN SCHEDULE L HAVE REPORTED THAT THEY, OR COMPANIES THEY WORK FOR, HAVE BUSINESS OR FAMILY RELATIONSHIPS WITH THE REPORTING ORGANIZATION THAT EXCEED THRESHOLDS PROVIDED IN THE INSTRUCTIONS TO THE FORM 990. IF AN AMOUNT IS NOT LISTED IN SCHEDULE L, A STATEMENT IS PROVIDED ABOVE EXPLAINING THE NATURE OF THE TRANSACTION(S). FORM 990, PART VII CONSISTENT WITH PRIOR YEARS, THE COMPENSATION REPORTED FOR THESE INDIVIDUALS IS NOT FOR SERVICES IN THEIR CAPACITY AS MEMBERS OF THE BOARD OF DIRECTORS BUT FOR SERVICES AS EMPLOYEES OF THE ORGANIZATION OR A RELATED ORGANIZATION. CONSISTENT WITH PRIOR YEARS, COMPENSATION AND BENEFITS ARE REPORTED USING THE MOST RECENT CALENDAR YEAR COMPENSATION DATA. THE COMPENSATION FIGURES REPORTED IN THESE SECTIONS IS FOR THE YEAR ENDED DECEMBER 31, 2009. INDIVIDUALS WITH COMPENSATION REPORTED IN PART VII WORK A COMBINED AVERAGE OF 50 HOURS PER WEEK FOR THE REPORTING ORGANIZATION AND/OR A RELATED TAX-EXEMPT ORGANIZATION. SCHEDULE A, PART I THE TAXPAYER'S ARTICLES OF INCORPORATION ARE CURRENTLY BEING REVISED TO INCLUDE ALL OF THE ORGANIZATIONS LISTED IN LINE (H). THESE REVISIONS WILL BE SUBMITTED TO THE BOARD OF DIRECTORS FOR APPROVAL PRIOR TO JUNE 30, 2011. SCHEDULE R - DIRECT CONTROLLING ENTITY MICHIGAN ASSOCIATION OF CHILDREN'S HOSPITALS IS A NEWLY FORMED INACTIVE ORGANIZATION. THIS ENTITY HASN'T YET APPLIED FOR A FEDERAL EMPLOYER IDENTIFICATION NUMBER. THE FORM 990 LIMITS COLUM (F) TO TEN CHARACTERS AND THEREFORE ACRONYMS ARE USED TO DEFINE THE CONTROLLING ENTITY. THESE ACRONYMS ARE DEFINED AS FOLLOWS: NA - NOT APPLICABLE MMPC - MICHIGAN MEDICAL PATIENT CARE PH - PRIORITY HEALTH SHCC - SPECTRUM HEALTH CONTINUING CARE SHH - SPECTRUM HEALTH HOSPITALS SHI - SPECTRUM HEALTH INNOVATIONS, LLC SHS - SPECTRUM HEALTH SYSTEM SHU - SPECTRUM HEALTH UNITED WMH - WEST MICHIGAN HEART PHMB PROPERTIES LLC PHMB PROPERTIES LLC 1231 EAST BELTLINE NE 1231 EAST BELTLINE NE GRAND RAPIDS MI 49525 382715520 PROP. MGMT MI 5062443 PH PH WEST MICHIGAN CVCT LLC WEST MICHIGAN CVCT LLC 2900 BRADFORD STREET NE 2900 BRADFORD STREET NE GRAND RAPIDS MI 49525 382125186 DORMANT MI WMH WMH MMPC REAL ESTATE LLC MMPC REAL ESTATE LLC 4100 LAKE DR SE STE 300 4100 LAKE DR SE STE 300 GRAND RAPIDS MI 49525 382851295 DORMANT MI MMPC MMPC SPECTRUM HEALTH INNOVATIONS LLC SPECTRUM HEALTH INNOVATIONS LLC 100 MICHIGAN AVE NE 100 MICHIGAN AVE NE GRAND RAPIDS MI 49503 272868213 IP DEVELOP MI SHS SHS SPECTRUM HEALTH SYSTEM SPECTRUM HEALTH SYSTEM 100 MICHIGAN AVE NE 100 MICHIGAN AVE NE GRAND RAPIDS MI 49503 383382353 MANAGEMENT MI 501 11C NA N/A SPECTRUM HEALTH HOSPITALS SPECTRUM HEALTH HOSPITALS 100 MICHIGAN AVE NE 100 MICHIGAN AVE NE GRAND RAPIDS MI 49503 381360529 HEALTHCARE MI 501 3 SHS SHS SPECTRUM HEALTH PRIMARY CARE PTNRS SPECTRUM HEALTH PRIMARY CARE PTNRS 100 MICHIGAN AVE NE 100 MICHIGAN AVE NE GRAND RAPIDS MI 49503 381358164 HEALTHCARE MI 501 3 SHS SHS WEST MICHIGAN REGIONAL LABORATORY WEST MICHIGAN REGIONAL LABORATORY 1726 KNOLLCREST CIRCLE SE 1726 KNOLLCREST CIRCLE SE GRAND RAPIDS MI 49546 383414862 TEACH/RSCH MI 501 9 SHH SHH SH-SM SHARED TECHNOLOGY SERVICES SH-SM SHARED TECHNOLOGY SERVICES 100 MICHIGAN AVE NE 100 MICHIGAN AVE NE GRAND RAPIDS MI 49503 364528474 MED. SVCS MI 501 9 SHH SHH SPECTRUM HEALTH FOUNDATION SPECTRUM HEALTH FOUNDATION 100 MICHIGAN AVE NE 100 MICHIGAN AVE NE GRAND RAPIDS MI 49503 382752328 PHILANTHRO MI 501 7 SHS SHS SPECTRUM HEALTH CONTINUING CARE SPECTRUM HEALTH CONTINUING CARE 750 FULLER AVE NE 750 FULLER AVE NE GRAND RAPIDS MI 49503 383242232 REHAB/CARE MI 501 11B SHS SHS SH CONTINUING CARE CENTER SH CONTINUING CARE CENTER 750 FULLER AVE NE 750 FULLER AVE NE GRAND RAPIDS MI 49503 382415333 REHAB/NRS MI 501 9 SHCC SHCC SH KENT COMMUNITY CAMPUS SH KENT COMMUNITY CAMPUS 750 FULLER AVE NE 750 FULLER AVE NE GRAND RAPIDS MI 49503 383472677 HEALTHCARE MI 501 3 SHCC SHCC SPECTRUM HEALTH WORTH SERVICES SPECTRUM HEALTH WORTH SERVICES 750 FULLER AVE NE 750 FULLER AVE NE GRAND RAPIDS MI 49503 382786617 HEALTHCARE MI 501 9 SHCC SHCC VISITING NURSE SERVICES OF WEST MI VISITING NURSE SERVICES OF WEST MI 750 FULLER AVE NE 750 FULLER AVE NE GRAND RAPIDS MI 49503 381359195 HEALTHCARE MI 501 9 SHCC SHCC PRIORITY HEALTH PRIORITY HEALTH 1231 EAST BELTLINE NE 1231 EAST BELTLINE NE GRAND RAPIDS MI 49525 382715520 HMO MI 501 SHS SHS TRINITY HEALTH PLANS TRINITY HEALTH PLANS 1231 EAST BELTLINE NE 1231 EAST BELTLINE NE GRAND RAPIDS MI 49525 382663747 HMO MGMT MI 501 PH PH PH GOVERNMENT PROGRAMS INC PH GOVERNMENT PROGRAMS INC 1231 EAST BELTLINE NE 1231 EAST BELTLINE NE GRAND RAPIDS MI 49525 320016523 HMO MI 501 9 PH PH SPECTRUM HEALTH UNITED SPECTRUM HEALTH UNITED 615 S BOWER 615 S BOWER GREENVILLE MI 48838 381358412 HEALTHCARE MI 501 3 SHS SHS SH UNITED MEMORIAL FOUNDATION SH UNITED MEMORIAL FOUNDATION 615 S BOWER 615 S BOWER GREENVILLE MI 48838 382990574 PHILANTHRO MI 501 11A SHU SHU AMBULATORY UNITED AMBULATORY UNITED 407 S NELSON 407 S NELSON GREENVILLE MI 48838 383170488 HEALTHCARE MI 501 11A SHU SHU UNITED LIFESTYLES UNITED LIFESTYLES 615 S BOWER 615 S BOWER GREENVILLE MI 48838 383589727 WELLNESS MI 501 3 SHU SHU SPECTRUM HEALTH KELSEY SPECTRUM HEALTH KELSEY 300 N PATTERSON RD 300 N PATTERSON RD REED CITY MI 49677 381297435 HEALTHCARE MI 501 3 SHU SHU REED CITY HOSPITAL CORPORATION REED CITY HOSPITAL CORPORATION 225 N STATE STREET 225 N STATE STREET REED CITY MI 49677 382770076 HEALTHCARE MI 501 3 SHS SHS WEST MICHIGAN IMAGING CENTER WEST MICHIGAN IMAGING CENTER PO BOX 1009 PO BOX 1009 JENISON MI 49428 382730326 HEALTHCARE MI 501 11C SHH SHH NEWAYGO COUNTY GENERAL HOSPITAL ASS NEWAYGO COUNTY GENERAL HOSPITAL ASS 212 S SULLIVAN AVENUE 212 S SULLIVAN AVENUE FREMONT MI 49412 381359517 HEALTHCARE MI 501 3 SHS SHS HELEN DEVOS WOMEN'S AND CHILDREN'S HELEN DEVOS WOMEN'S AND CHILDREN'S 1840 WEALTHY ST SE 1840 WEALTHY ST SE GRAND RAPIDS MI 49506 383264184 MGMT MI SHH SHH C CORP 609249 424826 0.86960 PARTNERSHIP FOR CHILDREN'S HEALTH PARTNERSHIP FOR CHILDREN'S HEALTH 1840 WEALTHY ST SE 1840 WEALTHY ST SE GRAND RAPIDS MI 49506 383364676 MGED CARE MI SHH SHH C CORP 1.00000 THE FRED AND LENA MEIJER HEART CENT THE FRED AND LENA MEIJER HEART CENT 100 MICHIGAN ST NE 100 MICHIGAN ST NE GRAND RAPIDS MI 49503 830464302 MGMT MI SHH SHH C CORP 2365205 1043237 0.98270 HDVC - CHC HDVC - CHC 100 MICHIGAN ST NE 100 MICHIGAN ST NE GRAND RAPIDS MI 49503 383417270 MED. SVCS MI SHH SHH C CORP 388481 9443961 1.00000 CAMPUS TOWNE CENTER CONDO ASSC CAMPUS TOWNE CENTER CONDO ASSC 4868 LAKE MICHIGAN DRIVE 4868 LAKE MICHIGAN DRIVE ALLENDALE MI 49401 382910067 MGMT MI SHH SHH C CORP 19081 20334 0.75000 PRIORITY HEALTH INSURANCE COMPANY PRIORITY HEALTH INSURANCE COMPANY 1231 EAST BELTLINE NE 1231 EAST BELTLINE NE GRAND RAPIDS MI 49525 201529553 INSURANCE MI PH PH C CORP 130757283 41936138 1.00000 PRIORITY HEALTH MANAGED BENEFITS PRIORITY HEALTH MANAGED BENEFITS 1231 EAST BELTLINE NE 1231 EAST BELTLINE NE GRAND RAPIDS MI 49525 383085182 ADMIN MI SHS SHS C CORP 114304478 25950943 1.00000 MONTCALM PRIMARY CARE PHYSICIANS MONTCALM PRIMARY CARE PHYSICIANS 615 S BOWER 615 S BOWER GREENVILLE MI 48838 202544762 MED. SVCS MI SHU SHU C CORP 1.00000 BLODGETT ASSURANCE COMPANY BLODGETT ASSURANCE COMPANY 100 MICHIGAN AVE NE 100 MICHIGAN AVE NE GRAND RAPIDS MI 49503 INSURANCE CJ SHS SHS C CORP 1.00000 MICHIGAN MEDICAL PATIENT CARE MICHIGAN MEDICAL PATIENT CARE 4100 LAKE DR SE STE 300 4100 LAKE DR SE STE 300 GRAND RAPIDS MI 49546 382851295 MEDICAL MI SHS SHS C CORP 160318069 59260928 1.00000 WEST MICHIGAN HEART WEST MICHIGAN HEART 2900 BRADFORD STREET NE 2900 BRADFORD STREET NE GRAND RAPIDS MI 49525 382125186 PHYSICIANS MI SHS SHS C CORP 42634602 9048196 1.00000 MHEALTH INNOVATIONS INC MHEALTH INNOVATIONS INC 425 NORTH MAIN STREET 425 NORTH MAIN STREET ANN ARBOR MI 48104 611613614 PROD DEVL MI SHI SHI C CORP 0.99000 false false false true false false false false false true true true false false false false false true SPECTRUM HEALTH HOSPITALS SPECTRUM HEALTH HOSPITALS K 10981112 REED CITY HOSPITAL CORPORATION REED CITY HOSPITAL CORPORATION K 262500 SPECTRUM HEALTH CONTINUING CARE SPECTRUM HEALTH CONTINUING CARE K 630000 SPECTRUM HEALTH UNITED SPECTRUM HEALTH UNITED K 420000 SPECTRUM HEALTH FOUNDATION SPECTRUM HEALTH FOUNDATION K 12000 SPECTRUM HEALTH PRIMARY CARE PTNRS SPECTRUM HEALTH PRIMARY CARE PTNRS K 500000 PRIORITY HEALTH PRIORITY HEALTH K 101977 VALUE HEALTH PARTNERS VALUE HEALTH PARTNERS K 33848 PRIORITY HEALTH PRIORITY HEALTH D 1992376 SPECTRUM HEALTH HOSPITALS SPECTRUM HEALTH HOSPITALS L 72476756 SPECTRUM HEALTH HOSPITALS SPECTRUM HEALTH HOSPITALS J 339691 SPECTRUM HEALTH HOSPITALS SPECTRUM HEALTH HOSPITALS R 70770629 SPECTRUM HEALTH PRIMARY CARE PTNRS SPECTRUM HEALTH PRIMARY CARE PTNRS K 1773272 MICHIGAN MEDICAL PATIENT CARE MICHIGAN MEDICAL PATIENT CARE K 2708928