2011-11-15T16:00:38-06:00 2010-12-31 O'CONNOR DAVIES MUNNS & DOBBINS LLP 500 MAMARONECK AVENUE HARRISON NY 10528 990 2010-01-01 133598842 ST VINCENT DE PAUL RESIDENCE STVI 6466334700 900 INTERVALE AVENUE BRONX NY 10459 ANNMARIE COVONE 6466334700 2011-11-15 1 GARRETT HIGGINS 9143818900 2011-11-14 2010 2016-03-07 17:11:31Z SAN VICENTE DE PAUL SKILLED NURSING KARL P ADLER 205 LEXINGTON AVENUE - 2ND FLOOR NEW YORK NY 10016 36641947 0 0928 X WWW.ARCHCARE.ORG X 1990 NY LOCATED IN THE BRONX, ARCHCARE AT ST. VINCENT DE PAUL IS A 200-BED HEALTHCARE FACILITY AND A 24 REGISTRANT ADULT DAY HEALTH CARE PROGRAM SPECIALIZING IN THE NEEDS OF THE FRAIL AND ELDERLY COMMUNITY. THOSE IN NEED OF SHORT-TERM REHABILITATION WHEN TRANSITIONING FROM HOSPITAL TO HOME FIND A COMPLETE STAFF OF CERTIFIED AND HIGHLY-QUALIFIED PHYSICAL, OCCUPATIONAL, AND SPEECH THERAPISTS AT THE RESIDENCE. A SPECIAL UNIT IS DEDICATED TO SERVING THOSE NEEDING INTENSIVE REHABILITATIVE SERVICES FOR A SHORT PERIOD BEFORE RETURNING TO THEIR HOMES.THE SIX-STORY MEDITERRANEAN STYLE BUILDING IS CONNECTED TO A PRIVATE GARDEN THAT OFFERS A PLEASANT SETTING FOR FAMILY VISITS, AND THE CULTURE OF THE RESIDENCE, ITS BILINGUAL STAFF, ETHNIC FOOD AND SPECIAL EVENTS ALL REFLECT THE INFLUENCE OF ITS SURROUNDING COMMUNITY. RECREATION AND SOCIAL ACTIVITIES ARE AN ESSENTIAL PART OF DAILY LIFE HERE AND THESE PROGRAMS ARE TAILORED FOR BOTH LARGE AND SMALL GROUPS, AND WHEN REQUIRED, FOR INDIVIDUAL NEEDS. 23 23 279 56 0 0 1682 13160269 23296576 21191403 4921 -2557 9171 12757 23312350 34361872 0 0 0 0 13772497 13617916 0 0 6615 10346208 10015083 24118705 23632999 -806355 10728873 15411764 16308129 22408620 12455295 -6996856 3852834 X THE NURSING HOME IS DEVOTED TO CARING FOR THE SICK AND DISABLED WITH COMPASSION IN THE TRADITION OF CATHOLIC HEALTH CARE. IT SEEKS TO DELIVER HIGH QUALITY CARE, TO TREAT ALL PATIENTS WITH DIGNITY, AND TO PROVIDE A CARING ENVIRONMENT FOR PATIENTS AT THE NURSING HOME. AS A PARTICIPATING MEMBER OF THE CATHOLIC HEALTH CARE SYSTEM, THE NURSING HOME IS ALSO COMMITTED TO FURTHERING THE SYSTEM'S ABILITY TO PROMOTE HIGH QUALITY CARE, TO ENHANCE ITS SERVICES, AND TO OPERATE EFFECTIVELY AS A HEALTH CARE SYSTEM. 0 1 20619082 20973409 CARE SERVICES AT ST. VINCENT DE PAUL INCLUDE: 24-HOUR SKILLED NURSING SERVICES; SHORT-TERM REHABILITATION SERVICES INCLUDING SPEECH, PHYSICAL AND OCCUPATIONAL THERAPY; CLINICAL AND PHYSICIAN SERVICES INCLUDING CONSULTING PHYSICIANS FOR DENTAL, OPHTHALMOLOGY, AND PODIATRY; LABORATORY SERVICES; RELIGIOUS SERVICES; RECREATION THERAPY; RADIOLOGY SERVICES; NUTRITION SERVICES; IV THERAPY; PAIN MANAGEMENT; HOSPICE; AND FAMILY AND RESIDENT COUNCILS.IN 2010, THE FACILITY PROVIDED 69,674 DAYS OF SKILLED NURSING CARE TO OVER 537 PATIENTS. 174830 217994 THE ADULT DAY HEALTH CARE PROGRAM SERVES THE ELDERLY WHO NEED ASSISTANCE IN MAINTAINING THEIR INDEPENDENCE AND CONNECTION TO THE COMMUNITY AND WHO WOULD OTHERWISE BE HOME ALONE. TRANSPORTATION TO AND FROM THE CENTER IS PROVIDED, AND PARTICIPANTS RECEIVE NUTRITIOUS MEALS AND A VARIETY OF REHABILITATIVE SERVICES. MOST IMPORTANTLY, THEY TAKE AN ACTIVE ROLE IN A FULL SCHEDULE OF SOCIAL ACTIVITIES THAT SERVE TO PREVENT ISOLATION AND DISCONNECTION. THIS PROGRAM WAS DISCONTINUED IN 2010. 20793912 1 1 0 0 0 0 0 1 0 1 0 0 1 1 1 1 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 29 0 1 279 1 0 0 0 0 0 1 1 0 0 0 0 X 23 23 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X X ANNMARIE COVONE 6466334702 205 LEXINGTON AVENUE - 2ND FLOOR NEW YORK NY 10016 X KARL P ADLER 1.00 X X 0 0 0 MANFRED ALTSTADT 1.00 X 0 0 0 MSGR WILLIAM BELFORD 1.00 X 0 0 0 WALTER M CADETTE 1.00 X 0 0 0 JOHN T DUNLAP 1.00 X 0 0 0 MSGR CHARLES J FAHEY 1.00 X 0 0 0 THOMAS J FAHEY JR MD 1.00 X 0 0 0 BERNARD P GAWLEY 1.00 X 0 0 0 RORY KELLEHER 1.00 X 0 0 0 JOHN MARINELLI 1.00 X 0 0 0 THOMAS M O'BRIEN 1.00 X X 0 0 0 SISTER PATRICIA RAWDON 1.00 X 0 0 0 FRANCIS J SERBAROLI ESQ 1.00 X 0 0 0 JOAN M SQUIRES 1.00 X 0 0 0 DOMINICK M STANZIONE 1.00 X 0 0 0 BISHOP DENNIS SULLIVAN 1.00 X 0 0 0 GT SWEENEY 1.00 X 0 0 0 SISTER ANTHONY VEILLEUX 1.00 X 0 0 0 ROGER G WEAVING 1.00 X 0 0 0 JAMES E INTRONE 0.10 X X 0 795861 8935 JOSEPH P ANDERSON 1.00 X 0 0 0 ERIC P FELDMANN 1.00 X 0 0 0 MSGR GREGORY A MUSTACIUOLO 1.00 X 0 0 0 KATHRYN ROONEY 1.00 X 0 0 0 ANNMARIE COVONE 0.10 X 0 408658 22051 DOUGLAS SANSTED 1.00 X 0 0 0 SCOTT P LA RUE 0.10 X 0 437709 22051 MILAGROS SANTIAGO 37.50 X 231270 0 7729 MONICA E MCGIBBON 37.50 X 136476 0 22719 BARBARA KIRKLAND 37.50 X 115664 0 23504 OPAL WILLIAMS-SIMMS 37.50 X 121512 0 21085 PAULINE STONE 37.50 X 103554 0 37442 708476 1642228 165516 5 0 1 0 ACCESS CAPITAL INC 405 PARK AVENUE 16TH FLOOR NEW YORK NY 10022 STAFFING AGENCY 242963 REHAB ALTERNATIVES PLLC 75 REMITTANCE DRIVE SUITE 6240 CHICAGO IL 60675 STAFFING AGENCY 212867 TUTTLE AGENCY DIVISION PO BOX 29774 NEW YORK NY 10087 STAFFING AGENCY 183277 WHITE GLOVE PLACEMENT INC 85 BARTLETT STREET BROOKLYN NY 11206 STAFFING AGENCY 179334 SECURITAS SECURITY SERVICES PO BOX 403412 ATLANTA GA 30384 SECURITY AGENCY 150891 7 12574 13132695 15000 13160269 MEDICAID 623000 15939388 15939388 MEDICARE 623000 3877833 3877833 PRIVATE PAY 623000 1033004 1033004 OTHER PATIENT REVENUE 623000 341178 341178 21191403 17935 17935 81690 76819 4871 4871 4871 2170904 2191396 -20492 -20492 -20492 14750 12574 11860 2890 2890 REBATES 900099 2451 2451 CAFETERIA/VENDING MACH 900099 1722 1722 OTHER INCOME 900099 823 823 4996 34361872 21191403 0 10200 244927 244927 9227334 9163444 63890 736926 713515 23411 2622028 2545048 76980 786701 761709 24992 1101224 1101224 35562 35562 41196 41196 1502657 1470518 28139 4000 4012 1397 2615 1629446 1513938 115508 56561 56561 1278561 1251228 27333 7320 4651 2669 101515 47364 54151 784978 761064 23914 409971 409971 PURCHASED & CONTRACTED 1236863 1208415 28448 NYS CASH RECEIPT ASSESS 777028 777028 BAD DEBT 572082 572082 WRITE OFF OF UNAMORTIZE 434485 434485 OTHER DIRECT EXPENSES 41622 3908 37714 23632999 20793912 2832472 6615 562012 290859 204923 177692 1316385 4384659 5477305 64863 70913 118446 133111 23809070 16387528 7941813 7421542 2135048 1420322 15411764 16308129 5327735 6336909 11785000 204923 177692 5090962 5940694 22408620 12455295 X -6996856 3852834 -6996856 3852834 15411764 16308129 X 10728873 120817 X X 0 1 1 X 0 X 35529 5104 206836 1682 13160269 13409420 19401196 20083653 20389452 23296576 20988159 104159036 19436725 20088757 20596288 23298258 34148428 117568456 0 0 0 117568456 144310 178074 74846 17951 99625 514806 144310 178074 74846 17951 99625 514806 28835 34801 30909 9171 4996 108712 19609870 20301632 20702043 23325380 34253049 118191974 0.99470 0.99350 0.00440 0.00520 X SCHEDULE A, PART II, LINE 12, EXPLANATION OF OTHER INCOME: MISCELLANEOUS INCOME CAFETERIA / VENDING MACHINES BEAUTY SHOP REBATES RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 135000 135000 21149916 14538782 6611134 2376976 1848746 528230 147178 147178 7421542 DUE FROM THIRD PARTY PAYORS 1324258 OTHER RECEIVABLE 22004 DUE FROM RELATED PARTIES 62092 OTHER ASSETS 11968 1420322 ASSET RETIREMENT OBLIGATION 40000 CAPITAL LEASE OBLIGATION 52566 DUE TO RELATED PARTIES 4576720 DUE TO THIRD-PARTY PAYORS 708554 ACCRUED PENSION LIABILITY 562854 5940694 34361872 23632999 10728873 120817 120817 10849690 34432076 76819 76819 34355257 6615 6615 34361872 23703203 76819 76819 23626384 6615 6615 23632999 PART IV, LINE 2B: RESIDENTS' FUNDS ARE HELD BY THE RESIDENCE ON BEHALF OF THE RESIDENTS. SUCH FUNDS REPRESENT ALLOWANCES RECEIVED BY RESIDENTS AS WELL AS OTHER RESIDENTS' FUNDS DEPOSITED WITH THE RESIDENCE FOR SAFEKEEPING. THESE FUNDS ARE DISBURSED BY THE RESIDENCE AT THE REQUEST OF, OR ON BEHALF OF, RESIDENTS FOR THEIR PERSONAL USE. DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: THE RESIDENCE RECOGNIZES THE EFFECT OF INCOME TAX POSITIONS ONLY IF THOSE POSITIONS ARE MORE LIKELY THAN NOT OF BEING SUSTAINED. MANAGEMENT HAS DETERMINED THAT THE RESIDENCE HAD NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE FINANCIAL STATEMENT RECOGNITION OR DISCLOSURE. THE RESIDENCE IS NO LONGER SUBJECT TO AUDITS BY THE APPLICABLE TAXING JURISDICTIONS FOR PERIODS PRIOR TO DECEMBER 31, 2007. PART XI, LINE 8 - OTHER ADJUSTMENTS: PENSION LIABILITY ADJUSTMENT 99,942. EQUITY TRANSFER FROM AFFILIATE 20,875. PART XII, LINE 2D - OTHER ADJUSTMENTS: RENTAL EXPENSES ALLOCATED TO REVENUE 76,819. PART XII, LINE 4B - OTHER ADJUSTMENTS: INDIRECT SPECIAL EVENT COSTS 6,615. PART XIII, LINE 2D - OTHER ADJUSTMENTS: RENTAL EXPENSES ALLOCATED TO REVENUE 76,819. PART XIII, LINE 4B - OTHER ADJUSTMENTS: INDIRECT SPECIAL EVENT COSTS 6,615. NIGHT OF GUITARS 27324 12574 14750 500 8425 1550 1385 27324 12574 14750 500 8425 1550 1385 11860 2890 X X X X X 1 0 0 0 0 0 0 1 0 JAMES E INTRONE 0 639647 0 30000 0 126214 0 0 0 8935 0 804796 0 0 ANNMARIE COVONE 0 388646 0 11682 0 8330 0 0 0 22051 0 430709 0 0 SCOTT P LA RUE 0 416960 0 12419 0 8330 0 0 0 22051 0 459760 0 0 MILAGROS SANTIAGO 203577 0 19380 0 8313 0 0 0 7729 0 238999 0 0 0 MONICA E MCGIBBON 136476 0 0 0 0 0 9500 0 13219 0 159195 0 0 0 PART I, LINE 4A JAMES INTRONE RECEIVED A SEVERANCE PAYMENT OF $13,893 PAID BY CATHOLIC HEALTH CARE SYSTEM D/B/A ARCHCARE. PART I, LINE 7 THE 2009 BONUSES WERE PAID IN 2010 AND WERE BASED ON A A BOARD APPROVED INCENTIVE PROGRAM. THE INCENTIVE PROGRAM WAS BASED ON MEETING COMPANY FINANCIAL GOALS RELATING TO THE 2009 BUDGET. THE DETERMINED AMOUNT WAS BASED ON THE INDIVIDUALS SALARY. MILAGROS SANTIAGO RECEIVED A BONUS PAYMENT IN 2010. CHANGES IN PROGRAM SERVICES FORM 990, PART III, LINE 3 ST. VINCENT DE PAUL OPERATED A 24 SLOT MEDICAL ADULT DAY HEALTH CARE PROGRAM ON THE BRONX CAMPUS OF ST. VINCENT DE PAUL. THE PROGRAM PROVIDED SERVICES TO MEDICAID RESIDENTS. THE PROGRAM CLOSED IN MARCH 2010 AS PART OF A TRANSFORMATION OF THE CAMPUS. IN SEPTEMBER 2009, ST. VINCENT DE PAUL WAS AWARDED A HEAL 12 GRANT WHICH PROVIDED FUNDING FOR LONG TERM DEBT RETIREMENT AND CLOSE DOWN THE EXPENSES OF THE 200 BED NURSING HOME AND ADULT DAY HEALTH CARE PROGRAM. FORM 990, PART VI, SECTION A, LINE 3 THE ORGANIZATION HAS A MANAGEMENT AGREEMENT FOR CERTAIN ADMINISTRATIVE AND CONSULTING SERVICES WITH CATHOLIC HEALTH CARE SYSTEM D/B/A ARCHCARE. FORM 990, PART VI, SECTION A, LINE 6 THE SOLE "MEMBER" IS CATHOLIC HEALTH CARE SYSTEM D/B/A ARCHCARE. FORM 990, PART VI, SECTION A, LINE 7A THE SOLE "MEMBER" HAS THE RIGHT TO APPOINT AND REMOVE MEMBERS OF THE BOARD OF TRUSTEES, APPOINT THE CHAIRMAN OF THE BOARD, AMEND THE BY-LAWS AND CERTIFICATE OF INCORPORATION AND APPROVE SUBSTANTIAL TRANSACTIONS. FORM 990, PART VI, SECTION A, LINE 7B THE SOLE "MEMBER" HAS THE RIGHT TO AMEND THE BY-LAWS AND CERTIFICATE OF INCORPORATION AND APPROVE SUBSTANTIAL TRANSACTIONS. FORM 990, PART VI, SECTION B, LINE 11 ST. VINCENT DE PAUL RESIDENCE HAS ITS FORM 990 PREPARED BY AN OUTSIDE ACCOUNTING FIRM AND HAS ESTABLISHED THE FOLLOWING REVIEW PROCESS TO ENSURE THAT THE INFORMATION REPORTED IS COMPLETE AND ACCURATE. WHEN THE FORM 990 HAS BEEN PREPARED, REVIEWED BY MANAGEMENT AND IS READY TO BE FILED WITH THE INTERNAL REVENUE SERVICE, IT IS ELECTRONICALLY SENT TO THE BOARD MEMBERS OF THE ORGANIZATION FOR ANY COMMENTS. ANY COMMENTS ARE THEN GROUPED, SUMMARIZED AND PROVIDED TO THE OUTSIDE ACCOUNTANTS. EACH ISSUE IS DOCUMENTED AND ADDRESSED UNTIL THE RETURN IS FINALIZED AND APPROVED FOR FILING. FORM 990, PART VI, SECTION B, LINE 12C THE POLICY ON CONFLICTS OF INTEREST IS DESIGNED TO PROVIDE GUIDANCE TO ALL MEMBERS OF THE BOARD, THE OFFICERS OF THE ORGANIZATION, AND TO ALL PERSONS EMPLOYED BY THE ORGANIZATION. A BOARD MEMBER OR OFFICER SHALL DISCLOSE ANY CONFLICT OF INTEREST OF WHICH HE OR SHE HAS KNOWLEDGE: (A) PRIOR TO VOTING ON OR OTHERWISE DISCHARGING HIS OR HER DUTIES WITH RESPECT TO ANY MATTER INVOLVING THE CONFLICT WHICH COMES BEFORE THE BOARD OR ANY COMMITTEE OF THE BOARD; (B) PRIOR TO ENTERING INTO ANY CONTRACT OR TRANSACTION INVOLVING THE ORGANIZATION; (C) AS SOON AS POSSIBLE AFTER THE BOARD MEMBER OR OFFICER SHALL LEARN OF A CONFLICT OF INTEREST IN ANY OTHER CONTEXT. DISCLOSURE OF THE MATERIAL FACTS SURROUNDING THE BOARD MEMBER OR OFFICER'S CONFLICT OF INTEREST SHALL BE MADE TO THE SECRETARY OF THE BOARD OF MANAGERS OR, IN THE CASE OF A COMMITTEE, TO THE CHAIRPERSON OF THAT COMMITTEE (WHO SHALL NOTIFY THE SECRETARY). THE SECRETARY OR COMMITTEE CHAIRPERSON SHALL INFORM THE OTHER MEMBERS OF THE BOARD OR COMMITTEES PRIOR TO ANY ACTION THEREON. FAILURE TO DISCLOSE ADEQUATELY A POTENTIAL OR ACTUAL CONFLICT OF INTEREST SHALL CONSTITUTE CAUSE FOR REMOVAL FROM THE BOARD. FOLLOWING RECEIPT OF INFORMATION CONCERNING A CONTRACT OR TRANSACTION INVOLVING A POTENTIAL CONFLICT OF INTEREST, THE BOARD SHALL CONSIDER THE MATERIAL FACTS CONCERNING THE PROPOSED CONTRACT OR TRANSACTION, INCLUDING THE PROCESS BY WHICH THE DECISION WAS MADE TO RECOMMEND ENTERING INTO THE ARRANGEMENT ON THE TERMS PROPOSED. (A) AN INTERESTED PERSON MAY MAKE A PRESENTATION AT THE BOARD OR COMMITTEE MEETING, BUT AFTER SUCH PRESENTATION, HE OR SHE SHALL LEAVE THE MEETING DURING THE DISCUSSION OF, AND VOTE ON, THE TRANSACTION OR ARRANGEMENT THAT RESULTS IN THE CONFLICT OF INTEREST. AN INTERESTED BOARD MEMBER MAY NOT BE COUNTED IN DETERMINING THE PRESENCE OF A QUORUM AT A MEETING OF THE BOARD OR COMMITTEE AT WHICH DISCUSSION OR A VOTE ON THE TRANSACTION OR ARRANGEMENT TAKES PLACE. (B) AN INTERESTED BOARD MEMBER OR OFFICER SHALL NOT USE PERSONAL INFLUENCE WITH REGARD TO THE BOARD'S DETERMINATION THAT A CONFLICT EXISTS OR THE BOARD'S VOTE ON THE MATTER. (C) IF APPROPRIATE, THE CHAIRPERSON SHALL APPOINT A DISINTERESTED PERSON OR A COMMITTEE OF THE BOARD TO CONDUCT AN ASSESSMENT OF FAIR MARKET VALUE FOR A PARTICULAR TRANSACTION, OR TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT. (D) THE BOARD SHALL APPROVE ONLY THOSE CONTRACTS OR TRANSACTIONS IN WHICH THE TERMS ARE FAIR AND REASONABLE TO THE ORGANIZATION AND THE ARRANGEMENTS ARE CONSISTENT WITH THE BEST INTERESTS OF THE ORGANIZATION. THE MINUTES OF THE BOARD AND OF ALL COMMITTEES WITH BOARD DELEGATED POWERS SHALL CONTAIN THE FOLLOWING WITH REGARD TO CONSIDERATION OF ANY MATTER INVOLVING A CONFLICT OF INTEREST: (A) THE NAMES OF THE PERSONS WHO DISCLOSED OR OTHERWISE WERE FOUND TO HAVE A FINANCIAL OR OTHER INTEREST IN CONNECTION WITH AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, THE NATURE OF THE CONFLICT OF INTEREST, ANY ACTION TAKEN TO DETERMINE WHETHER A CONFLICT OF INTEREST WAS PRESENT, AND THE BOARD'S OR COMMITTEE'S DECISION AS TO WHETHER A CONFLICT OF INTEREST IN FACT EXISTED; (B) THE NAMES OF THE PERSONS WHO WERE PRESENT FOR DISCUSSION AND VOTES RELATING TO THE TRANSACTION OR ARRANGEMENT, A SUMMARY OF THE CONTENT OF THE DISCUSSION, INCLUDING CONSIDERATION OF ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT AND THE NATURE OF AND SOURCE OF ANY DATA RELIED UPON IN MAKING AN ASSESSMENT OF FAIR MARKET VALUE, AND A RECORD OF ANY VOTES TAKEN IN CONNECTION THEREWITH; AND (C) IN ANY CASE WHEN THE BOARD APPROVES AN ARRANGEMENT OR TRANSACTION INVOLVING A CONFLICT OF INTEREST, THE MINUTES OF THE MEETING SHALL SET FORTH THE BASIS FOR THE BOARD'S DECISION. AN EMPLOYEE OF THE ORGANIZATION WITH A POTENTIAL CONFLICT OF INTEREST IN A PARTICULAR MATTER SHALL PROMPTLY AND FULLY DISCLOSE THE POTENTIAL CONFLICT TO HIS OR HER SUPERVISOR. THE EMPLOYEE SHALL THEREAFTER REFRAIN FROM PARTICIPATING IN ANY DECISIONS RELATING TO THE MATTER AND FOLLOW THE DIRECTION OF THE SUPERVISOR AS TO HOW THE ORGANIZATION'S DECISIONS WHICH ARE THE SUBJECT OF THE CONFLICT WILL BE DETERMINED. THE EXECUTIVE DIRECTOR OF THE ORGANIZATION SHALL BE RESPONSIBLE FOR DETERMINING THE PROPER WAY FOR THE ORGANIZATION TO HANDLE THE ORGANIZATION'S DECISIONS WHICH INVOLVE UNRESOLVED EMPLOYEE CONFLICTS OF INTEREST. IN MAKING SUCH DETERMINATIONS, THE EXECUTIVE DIRECTOR OF THE ORGANIZATION MAY CONSULT WITH LEGAL COUNSEL, AS APPROPRIATE. THE EXECUTIVE DIRECTOR OF THE ORGANIZATION SHALL REPORT TO THE BOARD AT LEAST ANNUALLY CONCERNING EMPLOYEE CONFLICTS OF INTEREST WHICH HAVE BEEN DISCLOSED AND CONTRACTS AND TRANSACTIONS INVOLVING EMPLOYEE CONFLICTS WHICH THE SECRETARY OF THE ORGANIZATIONS BOARD OF MANAGERS HAS APPROVED. EACH BOARD MEMBER, OFFICER, MEMBER OF A COMMITTEE WITH BOARD DELEGATED POWERS, AND EMPLOYEE OF THE ORGANIZATION SHALL SIGN A STATEMENT WITHIN 30 DAYS OF ASSUMING SUCH RESPONSIBILITY, AND ANNUALLY THEREAFTER, AFFIRMING THAT SUCH PERSON: (A) HAS RECEIVED A COPY OF THE CONFLICT OF INTEREST POLICY; (B) HAS READ AND UNDERSTANDS THE POLICY; (C) HAS AGREED TO COMPLY WITH THE POLICY; AND (D) UNDERSTANDS THAT THE ORGANIZATION CANNOT ENGAGE IN A TRANSACTION OR ENTER INTO A COMPENSATION ARRANGEMENT WITH BOARD MEMBERS, OFFICERS, SENIOR STAFF MEMBERS, OR OTHERS IN A POSITION TO EXERCISE SUBSTANTIAL INFLUENCE OVER THE AFFAIRS OF THE ORGANIZATION THAT PROVIDES AN ECONOMIC BENEFIT TO SUCH PERSON IN EXCESS OF THE CONSIDERATION OR SERVICES THAT THE ORGANIZATION RECEIVES IN RETURN. FORM 990, PART VI, SECTION B, LINE 15 THE ORGANIZATION UNDERTAKES A RIGOROUS PROCESS TO ENSURE THAT ITS EXECUTIVE COMPENSATION IS REASONABLE. TOWARD THAT END, THE BOARD OF TRUSTEES HAS A COMPENSATION COMMITTEE OF INDEPENDENT PERSONS THAT HAVE NO PERSONAL INTEREST IN ANY PROPOSED COMPENSATION ARRANGEMENT. IN 2008, THE BOARD ENGAGED AN INDEPENDENT COMPENSATION CONSULTANT WHO CONDUCTED INDEPENDENT RESEARCH AND UTILIZED A WIDE RANGE OF INDUSTRY DATA TO DEVELOP COMPARABILITY OR BENCHMARKING DATA FOR APPROPRIATE LEVELS OF COMPENSATION FOR TOP MANAGEMENT, OFFICERS, AND KEY EMPLOYEES. THE CONSULTANT PROJECTED THE DATA FOR THE FOLLOWING THREE YEARS FOR EACH SALARY LEVEL. THE COMPENSATION COMMITTEE, TAKING THE CONSULTANT'S RECOMMENDATIONS UNDER ADVISEMENT, HELD A MEETING AT WHICH CONTEMPORANEOUS MINUTES WERE KEPT AND AT THAT MEETING DETERMINED TO MAKE RECOMMENDATIONS TO THE BOARD OF TRUSTEES. THE BOARD OF TRUSTEES THEN CONSIDERED AND APPROVED THE RECOMMENDATIONS OF THE COMPENSATION COMMITTEE, WHICH APPROVAL WAS RECORDED IN THE MINUTES OF THE MEETING OF THE BOARD OF TRUSTEES. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE GENERAL PUBLIC UPON REQUEST. THE ORGANIZATION ALSO FILES AN ANNUAL COST REPORT WITH THE NEW YORK STATE DEPARTMENT OF HEALTH WHICH CONTAINS FINANCIAL STATEMENTS AND RELATED NOTE DISCLOSURES, WHICH IS AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART VII, SECTION A THE FOLLOWING ORGANIZATIONS, INCLUDING ST. VINCENT DE PAUL RESIDENCE, HAVE MIRROR BOARDS: CATHOLIC HEALTH CARE FOUNDATION OF THE ARCHDIOCESE OF NEW YORK, INC., ST. TERESA'S NURSING HOME, KATERI RESIDENCE, CATHOLIC HEALTH CARE SYSTEM D/B/A ARCHCARE, CARMEL RICHMOND NURSING HOME INC., FERNCLIFF NURSING HOME COMPANY, INC., MARY MANNING WALSH NURSING HOME COMPANY, AND TERENCE CARDINAL COOKE HEALTH CARE CENTER. AT THE BOARD MEETINGS, ALL OF THE ENTITIES ARE DISCUSSED. ON AVERAGE, THE BOARD MEMBERS SPEND ONE HOUR WORKING ON THESE ORGANIZATIONS. ANNMARIE COVONE, SENIOR VP/CFO, SCOTT P. LA RUE, COO AND JAMES E. INTRONE, THE PRESIDENT AND CEO, EACH SPEND ON AVERAGE .10 HOURS PER WEEK, WORKING ON THE FILING ORGANIZATION AS WELL AS THE RELATED ENTITIES. THEY SPENT 35 HOURS PER WEEK WORKING FOR CATHOLIC HEALTH CARE SYSTEM D/B/A ARCHCARE. THE FOLLOWING BOARD MEMBERS AND OFFICERS OF THE FILING ORGANIZATION ALSO SPENT ON AVERAGE .10 HOURS PER WEEK WORKING ON CATHOLIC MANAGED LONG TERM CARE, INC: KARL P. ADLER MD, FRANCIS J. SERBAROLI ESQ., G.T. SWEENEY, JAMES E. INTRONE, AND ANNMARIE COVONE. MANFRED ALSTAD AND DR. THOMAS FAHEY JR. ARE BOARD MEMBERS OF CALVARY HOSPITAL, AND WORK ON AVERAGE, 2 HOURS A WEEK AT CALVARY. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: PENSION LIABILITY ADJUSTMENT 99,942. EQUITY TRANSFER FROM AFFILIATE 20,875. TOTAL TO FORM 990, PART XI, LINE 5: 120,817. FORM 990, PART XII, LINE 2C THE ORGANIZATION HAS A COMMITTEE THAT ASSUMES RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT. THIS PROCESS DID NOT CHANGE FROM THE PRIOR YEAR. CATHOLIC HEALTH CARE SYSTEM DBA ARCHCARE 205 LEXINGTON AVE - 2ND FL NEW YORK NY 10016 133896624 MGT SVCS FOR HEALTH-RELATED FACILITIES IN THE ARCHDIOCESE NY 501(C)(3) 9 N/A 0 CATHOLIC HEALTH CARE FOUNDATION OF THE ARCHDIOCESE OF NY INC 205 LEXINGTON AVE - 2ND FL NEW YORK NY 10016 134054158 PROVIDE FUNDS TO SUPPORT THE MISSION OF CHCS FACILITIES NY 501(C)(3) 7 N/A 0 FERNCLIFF NURSING HOME COMPANY INC 21 FERNCLIFF DRIVE RHINEBECK NY 12572 141514053 OPERATE SKILLED NURSING FACILITY & ADULT HEALTH CARE PROGRAM NY 501(C)(3) 9 N/A 0 KATERI RESIDENCE 150 RIVERSIDE DRIVE NEW YORK NY 10024 133086309 OPERATE SKILLED NURSING FACILITY & REHABILITATION FACILITY NY 501(C)(3) 9 N/A 0 MARY MANNING WALSH NURSING HOME COMPANY INC 1339 YORK AVENUE NEW YORK NY 100214707 136220617 OPERATE SKILLED NURSING FACILITY & REHABILITATION FACILITY NY 501(C)(3) 9 N/A 0 ST TERESA'S NURSING HOME INC 120 HIGHLAND AVENUE MIDDLETOWN NY 10940 237012219 OPERATE SKILLED NURSING FACILITY & REHABILITATION FACILITY NY 501(C)(3) 9 N/A 0 ST THERESA'S RESIDENCE 30 SOUTH 10TH AVENUE MT VERNON NY 10550 133110063 INTERMEDIATE CARE FACILITY FOR DEVELOPMENTALLY DISABLED NY 501(C)(3) 9 N/A 0 CARMEL RICHMOND NURSING HOME INC 88 OLD TOWN ROAD STATEN ISLAND NY 103044299 132720248 OPERATE SKILLED NURSING FACILITY & REHABILITATION FACILITY NY 501(C)(3) 9 N/A 0 TERENCE CARDINAL COOKE HEALTH CARE CENTER 1249 FIFTH AVENUE NEW YORK NY 10029 133007801 OPERATE SKILLED NURSING FACILITY & OTHER OP & IP SERVICES NY 501(C)(3) 9 N/A 0 CATHOLIC MANAGED LONG TERM CARE INC 205 LEXINGTON AVE - 2ND FL NEW YORK NY 10016 208180809 OPERATE A MANAGED LONG TERM CARE PLAN NY 501(C)(3) 9 N/A 0 CALVARY HOSPITAL INC 1740 EASTCHESTER ROAD BRONX NY 10461 131740274 OPERATE A TAX EXEMPT HOSPITAL NY 501(C)(3) 3 N/A 0 OUR LADY OF MERCY HEALTHCARE SYSTEM INC 205 LEXINGTON AVE - 2ND FL NEW YORK NY 10016 133395946 PROVIDE FUNDS TO SUPPORT THE MISSION OF CHCS FACILITIES NY 501(C)(3) 11 N/A 0 OUR LADY OF MERCY FUND OF NEW YORK NY 205 LEXINGTON AVE - 2ND FL NEW YORK NY 10016 133452084 PROVIDE FUNDS TO SUPPORT THE MISSION OF CHCS FACILITIES NY 501(C)(3) 7 N/A 0 OLM DEVELOPMENT CORPORATION 205 LEXINGTON AVENUE-2ND FLOOR NEW YORK NY 10016 133272992 DEVELOP HOUSING NY N/A C 0 0 0 0 0 0 0 0 1 0 0 1 0 1 1 0 0 1