2011-05-12T13:46:05-05:00 2010-06-30 Ernst & Young US LLP 1901 Sixth Avenue North Suite 1200 Birmingham AL 35203 990 2009-07-01 751812652 Baylor Health Care System BAYL 2148204135 2001 Bryan Street No 2200 Dallas TX 752013005 Fred Savelsbergh 2148204135 2011-05-12 1 2052512000 2009 2016-02-24 21:20:13Z Joel Allison 3600 Gaston Ave Ste 150 Dallas TX 75246 494555193 0 X www.BaylorHealth.com X 1981 TX Faith based supporting organization providing services to a network of acute care hospitals and related health care entities that provide patient care, medical education, research and community services. 15 14 2343 0 139614 119245 100806 365964 356574900 369319707 34154179 22525835 5804137 6542194 396634022 398753700 28733001 75937804 0 171694297 183203830 0 0 271179660 259983176 471606958 519124810 -74972936 -120371110 1710207304 1996544365 1877907510 1983872789 -167700206 12671576 Founded as a Christian ministry of healing, Baylor Health Care System exists to serve all people through exemplary health care, education, research and community service. 0 0 400761033 0 355918017 See Schedule OBaylor Health Care System ("BHCS") is a faith based supporting organization formed in 1981 to provide centralized strategic and management services to an integrated health care delivery system ("System"). The System consists of a growing network of acute care hospitals, specialty hospitals, primary care physician centers and practices, rehabilitation clinics, senior health centers, ambulatory surgery centers, short stay hospitals, foundations and other related health care facilities that provide quality patient care, medical education, medical research and other community services to the North Texas Region. BHCS's governing body is comprised of volunteer community representatives that provide leadership and governance to BHCS. The members of the governing body contribute their wisdom, insights, and expertise to ensure BHCS is fulfilling its mission and charitable purpose while providing efficient administrative support services and direction for the System. Founded as a Christian ministry of healing, BHCS exists to serve all people through exemplary health care, education, research and community service. BHCS is committed to offering access to quality health care including providing free or discounted health care to the indigent and underserved population through its affiliated health care providers. As part of its charitable mission the System's nonprofit hospitals provided community benefits (as reported to the Texas Department of State Health Services, and in accordance with the State of Texas statutory methodology) in excess of $496,000,000 which includes the unreimbursed cost of charity care, Medicaid, Medicare, and other community benefits. The System's nonprofit hospitals provided community benefits (as reported on Form 990, Schedule H) in excess of $126,000,000 during the tax year which includes the unreimbursed cost of charity care, Medicaid, and other community benefits, but excludes Medicare. 20822686 0 25366459 See Schedule OBHCS owns and leases various hospital facilities and professional office buildings to controlled affiliates, physicians on the medical staff of affiliated hospitals, and other health care providers. 75937804 75937804 0 See Schedule OAs part of its mission, BHCS provides grants and other assistance to related and/or unrelated nonprofit organizations which are religious, charitable, scientific, or educational in nature, within the meaning of internal revenue code section 501(c)(3), but only when one or more of the following criteria for use of these funds is met: (1)fulfills a need identified by a community needs assessment conducted by BHCS or a third party (such as Community Health Check Up or by the United Way) and adopted as a priority by BHCS's community service advisory council and/or the community benefits committee or (2) serves an under-served community or group of people through medical mission work to improve their health status. Also, BHCS employees have the opportunity to work with many organizations in many communities. BHCS employees often serve on committees and boards of local nonprofit organizations, as well as donate their time to work at health fairs and other community events. 497521523 1 1 0 1 0 0 0 0 0 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 1 0 0 1 598 0 1 2343 1 1 1 1 BD CJ 0 0 0 0 0 0 0 15 14 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X James Pool 2148203479 2001 Bryan Street Suite 2300 Dallas TX 75201 Joel Allison 40.00 X X 1921774 0 353051 W W Bill Aston 3.00 X 0 0 0 Albert Black Jr 3.00 X 255 0 0 E R Dick Brooks 3.00 X 321 0 0 Ron Carter 3.00 X 0 0 0 Nancy Chapman 3.00 X 0 0 0 Dee Finley Jr 3.00 X 0 0 0 Walker Harman 3.00 X 420 0 0 Ed Kinkeade 3.00 X 0 0 0 Roy Lamkin 3.00 X 2144 0 0 Thomas Leppert 3.00 X 0 0 0 Janie Pena 3.00 X 0 0 0 William Pinson 3.00 X 0 0 0 Jim Turner 3.00 X 0 0 0 David Walls 3.00 X 0 0 0 Mark Teresi 40.00 X 45744 0 6031 Mark Amiri 40.00 X 353461 0 53930 William Boyd 40.00 X 818993 0 105650 Gary Brock 40.00 X 1093136 0 203450 Fred Savelsbergh 40.00 X 551862 0 59508 Amy Yeager 40.00 X 309840 0 51680 Paul Convery MD 40.00 X 813267 0 145052 Dianne Grussendorf 40.00 X 348219 0 54077 Keith Holtz 40.00 X 469766 0 59335 Rosemary Luquire 40.00 X 518664 0 68959 John McWhorter 40.00 X 0 727393 136682 Robert Michalski 40.00 X 248040 0 33631 David Muntz 40.00 X 610257 0 71412 Pam Scott 40.00 X 353275 0 51343 Jennifer C Stribling 40.00 X 346341 0 51744 Michael Taylor 40.00 X 821565 0 157484 David Ballard 40.00 X 551676 0 74040 William Roberts 40.00 X 222972 311202 69062 Robert Green 40.00 X 0 0 0 Alan Miller MD 32.00 X 303543 227641 31778 Donald Kennerly MD 40.00 X 502409 0 70943 Michael Mack MD 21.00 X 498748 0 31472 Stan Tatum 40.00 X 405677 0 63782 Ziad Haydar MD 40.00 X 398312 0 63870 Lydia Jumonville 0.00 X 1015908 0 0 Marshal Mills 0.00 X 1081157 0 0 14607746 1266236 2067966 276 1 1 0 MEDCO Construction LLC 2001 Bryan St Ste 2200 Dallas TX 75201 Construction Services 22853984 Hewitt Associates LLC P O Box 95135 Chicago IL 606945135 HR Consulting Serv 11592249 North Texas Healthcare Laundry P O Box 535849 Grand Prairie TX 75053 Laundry Services 6208259 RTKL Associates 8615 Freeport Pkwy Ste 100 Irving TX 75063 Architecture Services 5339313 Hunton & Williams LLP P O Box 840686 Dallas TX 75284 Legal Services 2638953 160 126942 216198 22824 365964 Corporate Services 561000 330060781 330060781 Rent 531120 25366459 25366459 Management Fees 561000 9575535 9575535 Parking 812930 1797240 1797240 Patient Care Revenue 621990 1379356 1379356 1140336 1092425 47911 369319707 19979954 13809920 139614 6030420 6542194 6542194 96073538 2273836 89821042 5980451 6252496 -3706615 2545881 2545881 398753700 381284476 139614 16963646 75937804 75937804 13581548 13581548 72727 72727 146553561 146553561 3780056 3780056 9061768 9061768 10154170 10154170 7359904 7359904 589108 589108 52712 52712 3109519 3109519 85361561 85361561 3824257 3824257 41077731 41077731 7319191 7319191 50558188 50558188 1606459 1606459 975084 975084 3886330 3886330 40992936 40992936 774100 774100 Bus. Lit. Settlement 6000000 6000000 Dues & Memberships 1629437 1629437 Recruiting 1217963 1217963 Special Functions 1071001 1071001 Federal Income Tax 488301 488301 2089394 2089394 519124810 497521523 21603287 0 10440 10540 94740923 53416047 5675347 15376983 347031551 260953428 1957440 2288127 11559047 13594475 536261233 173565886 355323280 362695347 544670685 720016875 184831101 299847263 75374472 3593056 3733560 160814434 189237248 1710207304 1996544365 960716900 1111610717 15814820 15295327 542111982 525854026 51621942 49695538 307641866 281417181 1877907510 1983872789 X -167700206 12327095 0 344481 -167700206 12671576 1710207304 1996544365 X 0 1 1 X 0 X X X 0 0 0 Baylor Research Institute 751921898 04 0 1 1 0 Baylor University Medical Center 751837454 03 1 1 1 0 Baylor Health Care System Foundation 751606705 07 0 1 1 7000000 Baylor Specialty Health Centers 751765385 03 0 1 1 0 Baylor Health Services 751917311 03 0 1 1 0 Baylor Medical Center at Garland 751037591 03 0 1 1 0 Baylor Medical Center at Waxahachie 751844139 03 0 1 1 0 Baylor Institute for Rehabilitation at Gaston Episcopal Hospital 751037226 03 0 1 1 0 Baylor Regional Medical Center at Grapevine 751844139 03 0 1 1 0 Baylor Medical Center at Irving 752586857 03 0 1 1 100000 HealthTexas Provider Network 752536818 03 0 1 1 24964361 Baylor All Saints Medical Center 751008430 03 0 1 1 42678123 All Saints Health Foundation 751947007 07 0 1 1 0 Baylor Regional Medical Center at Plano 820551704 03 0 1 1 0 Southern Sector Health Initiative 263087442 03 0 1 1 0 Irving Healthcare Foundation 751570933 07 0 1 1 0 16 74742484 Schedule A, Part IV, Supplemental Information: Form 990, Schedule A Part I, Line 11h Description of Support Baylor Health Care System is a Type III, supporting organization formed to provide centralized strategic and management services to an integrated health care delivery system ("System"). The System consists of a growing network of acute care hospitals, specialty hospitals, primary care physician centers and practices, rehabilitation clinics, senior health centers, ambulatory surgery centers, short stay hospitals, foundations and other related health care facilities that provide quality patient care, medical education, medical research and other community services to the North Texas Region. These services include, but are not limited to, human resources, marketing and public relations, legal, accounting, treasury, financial planning, insurance and risk management, supply chain management, tax, compliance, managed care contracting, information services, quality and health care improvement, and other related services. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 0 0 0 1 31976 1 100114 0 0 132090 0 Part IV, Supplemental Information: Statement Regarding Legislative Activity Health care policy is critical to all Americans, and Baylor Health Care System ("BHCS") believes that health care providers must participate in forming health care policy by interacting with national, state and local representatives and their staff members to help them better understand the complexities and ramifications of key health care policies including, without limitation, those related to uninsured and indigent patient needs as well as the legislative and regulatory needs to assure the delivery of cost-efficient, quality health care. BHCS has established relationships with persons and industry associations that often communicate BHCS's positions on major health care issues. These contacts may include direct contact, telephone conversations and/or letters. Also, BHCS may attempt to educate the local community on certain legislative initiatives that may impact BHCS' ability to provide quality health care services to the community through direct mailings, media advertising or broadcast statements. The amount of resources (time and money) involved in these activities is insubstantial. BHCS has not intervened in any political campaign. 77440188 77440188 265376981 55702893 209674088 193444064 117862993 75581071 362695347 299847263 F 299847263 BHCS Assets at BHCS Foundation 344481 Bond Issue Costs 7315812 Unexpended Bond Proceeds 12799 Self Insurance Trust 59392451 S/T Security Lending Collateral 122171705 189237248 486001 Self Insurance Liability 55423201 Deferred Post-Retirement Benefits 113149 Deferred Compensation 7921545 Derivative Liability 89299701 Reserve for Tail Coverage 5765568 Security Lending Collateral 120711705 Environmental Liability 1696311 281417181 398753700 519124810 -120371110 -23035023 323777915 300742892 180371782 372364014 -23035023 -3276043 -26311066 398675080 78620 78620 398753700 449070644 -149766 -149766 449220410 69904400 69904400 519124810 Part XI, Line 8 - Other Adjustments: Transfers Between Entities Under Co: XXX-XX-XXXX. Change in Net Assets at BHCS Fdn: 344502. FAS 87 Amortization: 150786. Invest Income (Subpart F): -78620. Part XII, Line 2d - Other Adjustments: Grants Recorded in Other Revenue: -16658. Investment Fees: -3109619. Foundation Funded Operations: -149766. Part XII, Line 4b - Other Adjustments: Invest Income (Subpart F): 78620. Part XIII, Line 2d - Other Adjustments: Foundation Funded Operations: -149766. Part XIII, Line 4b - Other Adjustments: Grants Recorded in Transfers Between Entities Under Common Control: 66778123. Grants Recorded in Other Revenue: 16658. Investment Fees: 3109619. FIN 48 Disclosure The System adopted the provisions of ASC 740 "Income Taxes" on July 1, 2007. As of June 30, 2010 and 2009, the System had gross unrecognized tax benefits (including interest) of $486,000 and $0, respectively. The System does not expect or anticipate a significant change over the next twelve months in the unrecognized tax benefits. The System's entities are no longer subject to U.S. federal, state and local income tax examinations by tax authorities for years prior to 2006. The System has identified Texas as a "major" state taxing jurisdiction. The System recognizes accrued interest and penalties as a component of income tax expense. Accrued interest expense related to unrecognized tax benefits was $34,000 and $0 as of June 30, 2010 and 2009, respectively. Inceases to accrued interest of $34,000 and $0 were reflected on the combined statement of operations for the years ended June 30, 2010 and 2009, respectively. Central America and the Caribbean 0 0 Program Services Captive Board Meetings 13896 Europe 0 0 Program Services Insurance Mtg/CME 30402 North America 0 0 Program Services Mission Trip 2590 South America 0 0 Program Services CME 1179 Europe Investments Central America and the Caribbean Investments 0 0 48067 1 Alzheimer's Association 4144 N Cntrl Expwy Ste 750 Dallas TX 75204 752041194 501(c)(3) 6900 N/A N/A General Support American Cancer Society 8900 Carpenter Freeway Dallas TX 75247 741185665 501(c)(3) 60890 N/A N/A General Support American Diabetes Association-Dallas Area 4100 Alpha Road Ste 100 Dallas TX 75244 131623888 501(c)(3) 14860 N/A N/A General Support American Heart Association Tarrant 2630 West Freeway Ste 250 Fort Worth TX 76102 135613797 501(c)(3) 20900 N/A N/A General Support American Parkinson Disease Association N TX Chapter PO Box 670278 Dallas TX 753670278 131962771 501(c)(3) 20200 N/A N/A General Support American Red Cross - Dallas Chapter 4800 Harry Hines Dallas TX 75235 530196605 501(c)(3) 16140 N/A N/A General Support Arthritis Foundation 4300 MacArthur Ste 245 Dallas TX 752096524 756005144 501(c)(3) 6500 N/A N/A General Support Baptist General Convention of Texas 333 North Washington Dallas TX 752461978 750904042 501(c)(3) 15000 N/A N/A General Support Baptist World Alliance 405 N Washington St Falls Church VA 22046 530204667 501(c)(3) 27500 N/A N/A General Support Baylor Health Care System Foundation 3600 Gaston Ave Ste 100 Dallas TX 75246 751606705 501(c)(3) 7000000 N/A N/A General Support Baylor Health Enterprises 411 N Washington Dallas TX 75246 751997378 N/A 12807 N/A N/A General Support Baylor Medical Center at Irving 1901 N MacArthur Irving TX 75061 752586857 501(c)(3) 100000 N/A N/A General Support Baylor University Louise Herrington School of Nursing 3700 Worth St Dallas TX 75246 741159753 501(c)(3) 39800 N/A N/A General Support Brother Bill's Helping Hand Ministry PO Box 565846 Dallas TX 75356 756027740 501(c)(3) 203041 N/A N/A General Support CC Young 4847 W Lawther Drive 200 Dallas TX 75214 750800694 501(c)(3) 7400 N/A N/A General Support City of Dallas 1500 Marilla Street 5EN Dallas TX 75201 756000508 501(c)(3) 10000 N/A N/A General Support Collin County Community College District Foundation 2200 West University Drive McKinney TX 75071 752235755 501(c)(3) 19040 N/A N/A General Support Coppell Community Development Foundation 509 W Bethel Rd Ste 200 Coppell TX 75019 721615080 501(c)(3) 10000 N/A N/A General Support Council for Life 4516 Lovers Lane 103 Dallas TX 75225 050532415 501(c)(3) 9595 N/A N/A General Support Crystal Charity Ball 30 Highland Park Village Ste 206 Dallas TX 752052791 756035893 501(c)(3) 27050 N/A N/A General Support Dallas Area Interfaith 1104 Lupo Drive Dallas TX 75207 752638966 501(c)(3) 20000 N/A N/A General Support Dallas Baptist University 3000 Mountain Creek Parkway Dallas TX 752119299 756001300 501(c)(3) 10600 N/A N/A General Support Dallas Center for the Performing Arts Foundation Inc 2106 Boll St Dallas TX 75204 752890923 501(c)(3) 9050 N/A N/A General Support Dallas Concilio 400 S Zang Blvd Ste 300 Dallas TX 75208 751770140 501(c)(3) 17500 N/A N/A General Support Dallas Education Foundation 3700 Ross Avenue Dallas TX 75204 205533398 501(c)(3) 11150 N/A N/A General Support Dallas Institute of Humanities and Culture 2719 Routh Street Dallas TX 75201 751721049 501(c)(3) 14700 N/A N/A General Support Dallas Wheelchair Mavericks 1709 Smith Ln Arlington TX 76013 752054018 501(c)(3) 32500 N/A N/A General Support Fellowship of Christian Athletes 1907 Ascension Blvd Ste 300 Arlington TX 76006 440610626 501(c)(3) 7850 N/A N/A General Support Friends of Exall Park PO Box 710206 Dallas TX 75371 364589342 501(c)(3) 7500 N/A N/A General Support Friends of Fair Park PO Box 150248 Dallas TX 75315 752007688 501(c)(3) 6000 N/A N/A General Support Frontiers of Flight Museum 6911 Lemmon Avenue Dallas TX 75209 752244531 501(c)(3) 5092 N/A N/A General Support Grand Prairie ISD Education Foundation 2602 S Beltline Grand Prairie TX 750531170 731697703 501(c)(3) 12200 N/A N/A General Support Grapevine Relief and Community Exchange (GRACE) PO Box 412 Grapevine TX 76099 752195702 501(c)(3) 8950 N/A N/A General Support Grapevine-Colleyville ISD Education Foundation PO Box 292 Grapevine TX 76099 752756537 501(c)(3) 5500 N/A N/A General Support HealthTexas Provider Network 8080 N Cntrl Expwy Ste 1700 Dallas TX 75206 752536818 501(c)(3) 24964361 N/A N/A General Support Helps International 15301 Dallas Parkway Ste 200 Addison TX 75001 751966419 501(c)(3) 15000 N/A N/A General Support Hope Clinic 411 E Jefferson Waxahachie TX 75168 752960314 501(c)(3) 30000 N/A N/A General Support Injury Prevention Center of Greater Dallas PO Box 36067 Dallas TX 75235 752089180 501(c)(3) 50000 N/A N/A General Support Institute for Family Centered Care 7900 Wisconsin Ave 405 Bethesda MD 20814 521777133 501(c)(3) 30000 N/A N/A General Support Irving Schools Foundation 2621 W Airport Freeway Irving TX 75062 752072755 501(c)(3) 22000 N/A N/A General Support Juvenile Diabetes Research Foundation 3840 Hulen Street Ste 601 Fort Worth TX 76107 231907729 501(c)(3) 11750 N/A N/A General Support Lake Joe Pool 10K and Pumpkinfest Inc 2341 S Belt Line Rd Grand Prairie TX 75051 752217580 501(c)(3) 7500 N/A N/A General Support Leukemia & Lymphoma Society 8111 LBJ Freeway Ste 425 Dallas TX 75251 135644916 501(c)(3) 10180 N/A N/A General Support Leukemia AssociationLeukemiaTexas 6060 N Cntrl Expwy Ste 416 Dallas TX 75206 751327679 501(c)(3) 16952 N/A N/A General Support Life Enhancement Association PO Box 7452 Dallas TX 752090452 752806391 501(c)(3) 7500 N/A N/A General Support Living for Zachary PO Box 867671 Plano TX 750867671 800410066 501(c)(3) 10000 N/A N/A General Support March of Dimes North Texas Chapter 12660 Coit Road Ste 200 Dallas TX 752511311 131846366 501(c)(3) 6000 N/A N/A General Support Mother's Milk Bank of North Texas PO Box 12087 Fort Worth TX 76110 331042042 501(c)(3) 12000 N/A N/A General Support National Kidney Foundation 5429 LBJ Freeway Ste 250 Dallas TX 75240 756033760 501(c)(3) 33750 N/A N/A General Support Needhim National Media Outreach Inc 17194 Preston Rd Ste 102 - 252 Dallas TX 75248 752716321 501(c)(3) 8400 N/A N/A General Support New Beginning Center 218 North Tenth Street Garland TX 75040 751884025 501(c)(3) 5585 N/A N/A General Support North Texas Food Bank 4306 Shilling Way Dallas TX 75237 751785357 501(c)(3) 8500 N/A N/A General Support Plano Independent School District Education Foundation 2700 W 15th Street Plano TX 75075 752481906 501(c)(3) 20000 N/A N/A General Support Quality Texas Foundation 1402 Corinth St 2004 Dallas TX 75215 742703727 501(c)(3) 15000 N/A N/A General Support Recovery Resource Council (Tarrant Council on Alcoholism and Drug Abuse) 2700 Airport Freeway Fort Worth TX 76111 756005093 501(c)(3) 8008 N/A N/A General Support Salesmanship Club 400 S Zang Blvd Ste 700 Dallas TX 752086641 861118804 501(c)(3) 19470 N/A N/A General Support Senior Adult Services for Addison Carrollton Coppell & Farmers Branch 1111 W Belt Line 110 Carrollton TX 75006 751840522 501(c)(3) 6280 N/A N/A General Support Susan G Komen Breast Cancer Foundation PO Box 101328 Fort Worth TX 76185 752444724 501(c)(3) 12500 N/A N/A General Support Tarrant Area Food Bank 2600 Cullen Street Fort Worth TX 76107 751822473 501(c)(3) 7900 N/A N/A General Support Tarrant County Academy of Medicine 3855 Tulsa Way Fort Worth TX 76107 751008434 501(c)(3) 7500 N/A N/A General Support Texas Chapter of The American College of Physicians 401 West 15th St Austin TX 78701 751823808 501(c)(3) 6000 N/A N/A General Support Texas Health Institute 8501 N MoPac Expy 420 Austin TX 78759 742237787 501(c)(3) 10000 N/A N/A General Support Texas Medical Association Foundation 401 West 15th St Austin TX 787011680 741078510 501(c)(3) 5700 N/A N/A General Support The Gladney Fund 6300 John Ryan Drive Fort Worth TX 76132 752414153 501(c)(3) 9030 N/A N/A General Support The Junior League of Dallas PO Box 9089 Dallas TX 752093335 751004680 501(c)(3) 12100 N/A N/A General Support The Senior Source 3910 Harry Hines Blvd Dallas TX 75219 751085555 501(c)(3) 49260 N/A N/A General Support United Way of Metropolitan Dallas 1800 North Lamar Dallas TX 75202 756005352 501(c)(3) 10000 N/A N/A General Support UTA School of Nursing 411 South Nedderman Dr Box 19407 Arlington TX 760190407 756000121 501(c)(3) 9840 N/A N/A General Support West Dallas Initiative PO Box 225643 Dallas TX 752225643 752576975 501(c)(3) 5400 N/A N/A General Support Baylor All Saints Medical Center 1400 Eighth Avenue Ft Worth TX 76104 751008430 501(c)(3) 42678123 N/A N/A Forgiveness of Debt 69 1 Procedure for Monitoring Grants in the U.S.: Part I, Line 2: Schedule I, Part I, Line 2: Monitoring Grants & Other Assistance As part of its mission, the organization provides grants and other assistance to related organizations and/or unrelated not-for-profit organizations which are religious, charitable, scientific, or educational in nature, within the meaning of Internal Revenue Code Section 501(c)(3), when the use will further one or more tenets of Baylor's charitable mission and one of the following criteria for use of these funds is met: (1)Fulfills a need identified by a community needs assessment conducted by Baylor Health Care System (BHCS) or a third party (such as Community Health Check Up or by the United Way) and adopted as a priority by BHCS's Community Service Advisory Council, (2) Serves an under-served community or group of people through medical mission work to improve their health status. For related organizations, all grants and other assistance are subject to the policies and procedures set forth by BHCS which ensures all funds are used in accordance with the guidelines set forth above and in accordance with the related organization's exempt purpose. Grants and other assistance provided to unrelated organizations are typically monitored by personal inspection. Examples include providing assistance to entities where the filing organization's employee serves as a Board Member for the recipient organization or through attendance at community events where the filing organization employees work as volunteers or to help coordinate these events. Additionally, the grants and other assistance provided are closely monitored by the Community Benefits Committee which is comprised of the President and Community Board Members. X X X X X X 1 1 X X X X 1 1 0 0 0 0 0 1 0 Joel Allison 942834 0 948382 0 30558 0 323038 0 30013 0 2274825 0 198172 0 Mark Amiri 247753 0 88726 0 16982 0 21387 0 32543 0 407391 0 0 0 William Boyd 518416 0 278851 0 21726 0 71005 0 34645 0 924643 0 0 0 Gary Brock 586471 0 485037 0 21628 0 178496 0 24954 0 1296586 0 76627 0 Fred Savelsbergh 321839 0 212498 0 17525 0 30706 0 28802 0 611370 0 18657 0 Amy Yeager 212538 0 96267 0 1035 0 20997 0 30683 0 361520 0 9520 0 Paul Convery MD 448988 0 342973 0 21306 0 116275 0 28777 0 958319 0 41439 0 Dianne Grussendorf 250363 0 95784 0 2072 0 24751 0 29326 0 402296 0 11941 0 Keith Holtz 277702 0 181738 0 10326 0 25553 0 33782 0 529101 0 6768 0 Rosemary Luquire 319492 0 183642 0 15530 0 37324 0 31635 0 587623 0 20117 0 John McWhorter 0 408936 0 301108 0 17349 0 108205 0 28477 0 864075 0 57320 Robert Michalski 145969 0 37815 0 64256 0 12892 0 20739 0 281671 0 0 0 David Muntz 343443 0 246720 0 20094 0 40242 0 31170 0 681669 0 37023 0 Pam Scott 260885 0 91262 0 1128 0 25209 0 26134 0 404618 0 0 0 Jennifer C Stribling 217991 0 114429 0 13921 0 22651 0 29093 0 398085 0 14211 0 Michael Taylor 462978 0 338977 0 19610 0 124186 0 33298 0 979049 0 37683 0 David Ballard 371885 0 165306 0 14485 0 45361 0 28679 0 625716 0 0 0 William Roberts 67427 261776 153080 37210 2465 12216 6240 31202 4327 27293 233539 369697 0 37210 Alan Miller MD 220284 220284 83259 0 0 7357 0 0 10764 21014 314307 248655 0 0 Donald Kennerly MD 343980 0 154593 0 3836 0 39476 0 31467 0 573352 0 28933 0 Michael Mack MD 498490 0 0 0 258 0 0 0 31472 0 530220 0 0 0 Stan Tatum 288294 0 102245 0 15138 0 32691 0 31091 0 469459 0 0 0 Ziad Haydar MD 296665 0 99940 0 1707 0 31860 0 32010 0 462182 0 0 0 Lydia Jumonville 0 0 0 0 1015908 0 0 0 0 0 1015908 0 0 0 Marshal Mills 0 0 0 0 1081157 0 0 0 0 0 1081157 0 0 0 Part I, Line 1a Travel for companions - The organization reimburses eligible employees and board members certain reasonable travel expenses associated with spousal travel where the spouse's presence is important to the event. These events may include, for example, board meetings, business meetings, and award ceremonies approved by the organization's governing body and/or President. All spousal travel reimbursements are treated as taxable compensation. Fourteen of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year. Part I, Line 1a Tax indemnification and gross up payments - The organization provides tax indemnification where an authorized member of management determines there is justification to reimburse an individual for the tax impact on certain taxable, non-cash benefits provided to them. All tax indemnification payments provided are treated as taxable compensation. Fifteen of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year. Part I, Line 1a Discretionary spending account - The organization provides eligible employees who travel frequently in their personal vehicle an auto expense allowance in lieu of reimbursement for business mileage under the organization's business travel and expense reimbursement policy. All auto expense allowances are treated as taxable compensation. Twelve of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year. Part I, Line 1a Housing allowance or residence of personal use - The organization provides temporary housing to eligible employees under the organization's moving and relocation reimbursement policy. All temporary housing provided to any employee is treated as taxable compensation. One person listed in the Form 990, Part VII, Section A, received this benefit during the tax year. Part I, Line 1a Health or social club dues or initiation fees - The organization may reimburse eligible employees for dues for a health club and/or a social club where there is a bona fide business need for the membership. For example, as part of the organization's promotion of health, the organization will cover a portion of any employees' fitness center club membership dues paid to an affiliated entity that owns and operates a fitness center. All employees are eligible for this benefit. Such reimbursements are treated as taxable compensation to the extent any part of the membership is used for personal use. Six of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year. Part I, Line 1a Personal services (financial planning) - The organization does not proivde benefits such as a maid, chauffer or chef; however, the organization does provide eligible senior officers financial planning benefits as part of their total compensation. All financial planning benefits provided to any individual are treated as taxable compensation. Four of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year. Part I, Line 4a Marshal Mill's employment with the organization terminated during the tax year and he received a severance payment of $981,157. Part I, Line 4b: In order to recruit and retain key employees, the organization offers a supplemental non qualified retirement plan to eligible employees. The plan provides an annual benefit (based on a percentage of compensation) to the employee that is paid to the employee on a future date upon vesting in the plan. The following individual(s) participated in and/or received payments (noted in parenthesis) from the organization's supplemental non qualified retirement plan during the tax year: Amy Yeager ($9,520), David Ballard, M.D., David Muntz ($37,023), Dianne Grussendorf ($11,941), Donald Kennerly, M.D. ($28,933), Fred Savelsbergh ($18,657), Gary Brock ($76,627), Jennifer Coleman Stribling ($14,211), Joel Allison ($198,172), John McWhorter ($57,320), Keith Holtz $(6,768), Mark Amiri, Michael Taylor ($37,683), Pam Scott, Paul Convery, M.D. ($41,439), Rosemary Luiquire ($20,117), Stan Tatum, William Boyd, Ziad Haydar, M.D., Robert Michalski, Mark Teresi and William Roberts ($37,210). Also, certain senior officers, as designated by the organization's governing body, are eligible to participate in a Long Term Incentive Plan that is designed to recognize the senior leaders' value and contribution to the organization as well as align their compensation to the long term strategy of the organization. Performance targets are based upon a percentage of the participant's base salary and are developed by independent third party expert(s) using market competitive data within the guides of reasonableness. The plan is based on organization's three-year performance against its peers, determined based on peer rankings or percentile rankings in quality, patient satisfaction and financial performance. At the end of three years, awards are determined by the organization's governing body for participants. Payouts are partially made in cash and the remainder vests over an additional two year period. The following individual(s) participated in this plan during the tax year: Joel Allison, Gary Brock, John McWhorter, Michael Taylor, and Paul Convery, M.D. Part I, Line 7 The organization has implemented the Performance Award Program to provide a market competitive total cash compensation incentive program that is designed to attract and retain key leaders and establish greater individual accountability and alignment to business performance. Payout targets are based upon a percentage of base pay and are developed by independent third party expert(s) using comparable market competitive data within the bounds of reasonableness and that are reviewed and approved by the governing body. Payout levels are based upon a combination of system, entity, and individual performance using various metrics related to quality, patient satisfaction, employee retention, and financal stewardship. The governing body may approve modifications to annual incentive awards provided under the program consistent with market comparability data. Supplemental Information Part III Supplemental Information: Governing Body Compensation The members of the governing body (except the CEO) serve on a voluntary basis and receive no cash compensation from the organization for these duties as a member of the governing body. Some, but not all, members have received modest benefits incident to their service on the board and/or multiple board committees. These benefits include reimbursement for certain reasonable expenses paid on behalf of the member's spouse while accompanying the member on business travel on behalf of the organization and/or a wellness physical. All such benefits are treated as taxable compensation to the extent required by law and are reported in the Form 990 where applicable. Tarrant Cty Cultural Edu Facilities Finance Corp 043833551 87638QBU2 2009-02-04 211177797 Refunding Iss. - 11/2001, 4/2008 0 0 North Ctrl TX Health Facilities Development Corp 521584653 65854RAA8 2006-06-06 71945000 Refunding Issues from 01/1996 0 0 North Ctrl Tx Health Facilities Development Corp 521584653 65854RAC4 2006-06-06 150000000 Construction of Hospital Facilities 0 0 207650214 3527583 2009 1 0 1 1 71419210 525790 2006 1 0 1 1 156688248 2986962 155701286 2009 0 0 1 1 0 0 1 0 1 0.00000 0.00010 0.00010 1 0 0 1 0 1 0.00000 0.00010 0.00010 1 0 0 1 0 1 0.00000 0.00010 0.00010 1 0 0 0 0 0 0 0 1 0 0 0 0 0 1 0 0 0 0 0 Trinity MC LLC (BMCC) See Schedule O 8869166 Management services 0 Trinity MC LLC (BMCC) See Schedule O 8869166 Management services 0 Trinity MC LLC (BMCC) See Schedule O 8869166 Management services 0 Trinity MC LLC (BMCC) See Schedule O 8869166 Management services 0 Texas Health Ventures Group LLC (THVG) See Schedule O 6846204 Royalty fees and management services 0 Texas Health Ventures Group LLC (THVG) See Schedule O 6846204 Royalty fees and management services 0 Trinity MC LLC (BMCC) See Schedule O 8869166 Management services 0 Baylor Heart & Vascular Center LLP (BHVC) See Schedule O 8181998 Rental of real property and management services 0 Baylor Heart & Vascular Center LLP (BHVC) See Schedule O 8181998 Rental of real property and management services 0 Baylor Heart & Vascular Center LLP (BHVC) See Schedule O 8181998 Rental of real property and management services 0 Texas Heart Hospital of the Southwest LLP (THHSW) See Schedule O 11771113 Rental of real property and management services 0 Texas Heart Hospital of the Southwest LLP (THHSW) See Schedule O 11771113 Rental of real property and management services 0 Texas Heart Hospital of the Southwest LLP (THHSW) See Schedule O 11771113 Rental of real property and management services 0 HealthTexas Provider Network-Gastroenterology Services LLP (BAEC) See Schedule O 131757 Management services 0 Baylor Health Enterprises LP (BHE) See Schedule O 1860719 Purchased Services 0 Baylor Health Enterprises LP (BHE) See Schedule O 7838963 Capital Contribution 0 Baylor Health Network Inc (BHNI) See Schedule O 108747 Management services 0 Form 990, Part VI, Section A, line 2 Family or business relationships: Walker Harman and Jim Turner have a business relationship. Form 990, Part VI, Section B, line 11 Process used to review the Form 990: The Form 990 is prepared and reviewed by BHCS's tax department with assistance from a national public accounting firm. During the return preparation process the tax department works with other functional areas including finance, accounting, treasury, legal, human resources, and corporate compliance for advice, information and assistance to prepare a complete and accurate return. Upon completion, the Form 990 is reviewed by the organization's President, financial officer and/or other key officers. The Form 990 is then reviewed with the organization's governing body and a complete final copy of the return is provided to the organization's governing body prior to filing with the IRS. Form 990, Part VI, Section B, line 12c Process used to monitor and enforce compliance with the organization's conflict of interest policy: Persons with the actual or perceived ability to influence the organization have the duty to disclose annually and otherwise promptly as potential conflicts are identified, any familial, professional or financial relationships with entities or individuals that do, or seek to do business with the organization or that compete with the organization. These individuals include the organization's officers, governing body, management, physicians with administrative services agreements and other key personnel who interact with outside organizations or businesses on behalf of the organization. The BHCS Board of Trustees Audit and Compliance Committee and the BHCS Corporate Compliance Committee review all relevant disclosures submitted by these individuals to determine whether a conflict of interest exists and to determine an appropriate resolution, if necessary. The BHCS Compensation and Governance Committee also reviews all relevant disclosures by individuals serving on BHCS's governing body. Any individual with a perceived or potential conflict is prohibited from voting or participating in the decision making process regarding such transaction with that individual. Form 990, Part VI, Section B, line 15 Process for determining compensation: The organization recognizes that those chosen to lead the organization are vital to its ongoing success and growth. Thus, it must attract, retain and engage the highest quality officers and key employees to lead the organization and help BHCS maintain its national reputation for achieving high targets for medical quality, patient safety, and patient satisfaction. A significant portion of the organization's officers' and key employees' total compensation is based on significant performance achievements. This strategy, known as the Performance Award Program, works to put a greater emphasis on the importance of the organization achieving targeted improvements in the areas of People, Quality, Patient Satisfaction and Financial Stewardship, annually. Total executive compensation is part of an integrated talent management strategy developed by the BHCS Board of Trustees and its Compensation and Governance Committee (Committee) to attract, motivate, and retain the best leadership resources for the organization. Executive compensation is determined pursuant to guidelines outlined in the intermediate sanction rules under IRC Section 4958 including taking steps to meet the rebuttable presumption standard of reasonableness under Treasury Regulation 53.4958-6, as summarized below. When making compensation decisions, the organization compares itself to similar-sized, and structured businesses including other integrated health care service systems and other similar-sized organizations, both locally and nationally. The BHCS Board of Trustees and Committee, on behalf of the organization, work directly with independent compensation expert(s) to identify reasonable and competitive market rates as well as provide an annual review of the total compensation of the organization's top management officials and key employees. The Committee is made up of members of the BHCS Board of Trustees, who are independent, community volunteers. Guided by the information provided by the independent compensation expert(s), the Committee approves and recommends to the BHCS Board of Trustees salary increases, earned incentives, and benefit offerings for the organization's President, other officers and/or key employees to be comparable to similar organizations for similar services and/or positions. Furthermore, the Committee is charged with the responsibility of reviewing annually the major elements of the executive compensation program to assure designs remain consistent with the business needs, market practices, and compensation philosophy. As part of the decision making process, the Committee will often meet in executive session to discuss and review recommendations made by the independent compensation expert(s). During the executive session no officer or key employee whose compensation is being reviewed is present during these discussions. All decisions are contemporaneously documented in the Committee minutes which are timely reviewed and approved by the Committee. Form 990, Part VI, Section C, line 19 Process for making governing documents, conflict of interest policy, & financial statements available to the public: The organization's articles of incorporation and amendments thereto are made available to the public by the filing of those documents with the Texas Secretary of State. Also, the organization's combined financial statements are made available to the public by the posting of those documents through DAC Bond. The organization's other governing documents and conflicts of interest policy are not made available to the public. Form 990, Part VII: Hours devoted to related organizations: John McWhorter serves as an officer of a related organization. He devotes an average of 40 hours per week to the related organization. Alan Miller transferred from a related organization during the year. He worked an average of 40 hours per week for the related organization prior to the transfer. Schedule K, Part II, Line 5: The amount of Part II, Line 5 includes proceeds used for bond issuance costs of $1,093,574 and credit enhancement fees of $1,893,388. Form 990, Schedule L, Part IV, Column B Description of relationships between interested persons and the organization: Roy Lamkin, organization's board member, serves as Chair of the BMCC board. BMCC is a controlled affiliate of the organization. Roy Lamkin was appointed by the organization to serve as a community board representative of BMCC. Paul Convery, MD, organization's CMO, serves as a board member of BMCC. BMCC is a controlled affiliate of the organization. Rosemary Luquire, organization's CNO, serves as a board member of BMCC. BMCC is a controlled affiliate of the organization. Frederick Savelsbergh, organization's CFO, serves as a board member for BMCC. BMCC is a controlled affiliate of the organization. Gary Brock, organization's COO, serves as a board member for THVG. THVG is a controlled affiliate of the organization. Frederick Savelsbergh, organization's CFO, serves as a board member for THVG. THVG is a controlled affiliate of the organization. Michael Taylor, organization's SVP, serves as a board member for BMCC. BMCC is a controlled affiliate of the organization. William Aston, organization's board member, serves as Chair of the BHVC board. BHVC is a controlled affiliate of the organization. Bill Aston was appointed by the organization to serve as a community board representative of BHVC. John McWhorter, organization's SVP, serves as a board member of BHVC. BHVC is a controlled affiliate of the organization. Michael Taylor, organization's SVP, serves as a board member of BHVC. BHVC is a controlled affiliate of the organization. Rosemary Luquire, organization's CNO, serves as a board member of THHSW. THHSW is a controlled affiliate of the organization. Gary Brock, organization's COO, serves as a board member of THHSW. THHSW is a controlled affiliate of the organization. Paul Convery, M.D., organization's CMO, serves as a board member of THHSW. THHSW is a controlled affiliate of the organization. Gary Brock, organization's COO, serves as a board member of BAEC. BAEC is a controlled affiliate of the organization. John McWhorter, organization's SVP, serves as a Board Member of BHE. BHE is a wholly controlled affiliate of organization. John McWhorter, organization's SVP, serves as a Board Member of BHE. BHE is a wholly controlled affiliate of organization. Bill Roberts, organization's SVP, serves as President of BHNI. BHNI is a wholly controlled affiliate of the organization. Form 990, Part I, Line 4 and Part VI, Line 1b: Number of Independent Board Members: Two of the organization's members of the governing body also serve as board members of a related partnership that is controlled by the organization. Based on the Form 990 instructions, this relationship results in a reportable transaction on Schedule L since the organization and the related partnership has entered into business transactions in excess of certain thresholds. These members were appointed by the organization to serve as community board representatives of those related partnerships to ensure the partnership is operated in a charitable manner and in accordance with the organization's tax exempt status. The appointment of these members to serve on the governing body of the related partnership is consistent with IRS guidance such as Revenue Ruling 98-15 and other related rulings requiring the exempt organization to maintain control of partnerships and joint ventures. These board members do not have a financial interest in the organization or the related partnership, do not receive any financial benefit from transactions between the organization and the related partnership, and serve only in a voluntary capacity as an independent community board member. Therefore, these members are reflected as independent board members on Part I, Line 4 and Part VI, Line 1b of the Form 990. 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