2021-05-14T17:18:16-05:00 2020-06-30 ERNST & YOUNG US LLP 4365 EXECUTIVE DR STE 1600 SAN DIEGO HI 92121 990 2019-07-01 990326099 Kaua'i Medical Clinic % DEBRA TUQUERO KAUA 8082451500 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 CARRIE ANN TSUTSUI VICE PRESIDENT 2021-05-14 true JOCELYNE MILLER P00634378 8585357200 2019 2022-09-23 18:48:47Z JENNIE CHAHANOVICH 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 52913835 false X www.hawaiipacifichealth.org/wilcox X 1967 HI KAUA'I MEDICAL CLINIC IS AN AFFILIATE OF HAWAI'I PACIFIC HEALTH. IT IS A FIVE-LOCATION, MULTI-SPECIALTY CLINIC WHOSE NOT-FOR-PROFIT MISSION IS TO CREATE A HEALTHIER HAWAI'I. 6 2 311 2 0 0 0 932983 46649129 51970360 12848 -19896 0 0 46661977 52883447 0 0 0 0 45962823 28896592 0 0 0 20592153 34332664 66554976 63229256 -19892999 -10345809 19835158 23684775 12903891 13423134 6931267 10261641 X KAUA'I MEDICAL CLINIC IS AN AFFILIATE OF HAWAI'I PACIFIC HEALTH. IT IS A FIVE-LOCATION, MULTI-SPECIALTY CLINIC WHOSE NOT-FOR-PROFIT MISSION IS TO CREATE A HEALTHIER HAWAI'I. false false 57671726 0 51939972 See schedule O 57671726 true false false false false false false true false false true false false true true false false true false false false false false false false false false false false true false false false false false false false false false false false false false true true true false false true X 0 0 311 true false false false false false false false false false false false false X 6 2 false false false false true true true true true false false true true true true true true false true false HI X X DEBRA TUQUERO 8085357284 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 RAYMOND P VARA JR Board of Director, President 2.0 60.1 X X 0 2726020 809070 DAVID OKABE EVP, CFO & Treasurer 1.0 49.0 X 0 1137967 324115 KENNETH B ROBBINS MD EVP (PART YEAR) 3.3 42.2 X 0 1032948 316781 ARTHUR GLADSTONE VP & CNE 0.1 55.6 X 0 986718 300180 STEVEN ROBERTSON EVP & CIO 0.1 49.9 X 0 915110 262340 GAIL LERCH EVP 0.5 50.5 X 0 892670 260449 CHARLES R CHING EVP, GEN COUNSEL & SECRETARY 0.5 39.5 X 0 882738 259467 MELINDA ASHTON MD EVP & CHIEF QUALITY OFFICER 0.1 49.2 X 0 852060 245672 JENNIE CHAHANOVICH CEO 25.0 31.5 X 0 778113 213656 DANIEL JUDD MD Physician 40.0 0.0 X 895499 0 24296 DEREK JOHNSON DO Physician 40.0 0.0 X 786050 0 32339 ANDREW SO DO Physician 40.0 0.0 X 716152 0 31886 SURENDRA RAO MD Physician 40.0 0.0 X 700270 0 32411 ALYSSA CARNEGIE MD Physician 40.0 0.0 X 678344 0 23840 GERI YOUNG MD CMO 40.0 10.5 X 0 533768 70680 GERARD LIVAUDAIS MD EVP 0.1 49.9 X 0 476551 110606 WARREN CHAIKO SVP 1.0 39.0 X 0 386485 115152 DAWN DUNBAR SVP 0.1 44.9 X 0 386847 109851 EARL INOUYE VP & SYSTEM CTRLR (PART YEAR) 1.0 47.0 X 0 362232 91604 SUSAN MASUMOTO-NONAKA VP 0.5 39.5 X 0 357929 84899 JAY MURPHY Board of Director 40.0 0.0 X 403358 0 32339 BRANDT FARIAS SVP & Chief Marketing Officer 0.1 62.9 X 0 310735 87182 MICHAEL ROBINSON VP 0.2 49.8 X 0 310671 80378 THOMAS HEMINGWAY Board of Director 40.0 0.0 X 328852 0 32696 LORRIE-ANN LUKE VP 0.5 41.0 X 0 250632 84149 DAVID STUMBAUGH VP 1.5 38.5 X 0 254650 79874 ROBERT WOTRING II MD Board of Director, Chair 40.0 0.0 X X 288002 0 18471 KATIE SHIGEMITSU Compliance Officer 0.5 39.5 X 0 213670 36268 MARK MAGELSSEN MD Former OFFICER 40.0 0.0 X 206939 0 20411 ALAN ITO Information Security Officer 0.1 39.9 X 0 191773 32146 JESSICA LEWIS Assistant Corporate Secretary 2.5 37.5 X 0 160085 38697 CARRIE ANN TSUTSUI VP & Controller 0.1 47.9 X 0 168392 28870 DAVID FOX Privacy Officer 1.5 38.5 X 0 157023 31704 LESLIE CHUN MD EVP 0.1 59.9 X 0 59212 413 SANDI KATO-KLUTKE Board of Director, Vice Chair 0.2 0.0 X X 0 0 0 MIKE MURAKOSHI Board of Director 0.2 0.0 X 0 0 0 SUNSHINE TOPPING SVP 0.5 49.5 X 0 0 0 4508525 13580194 4036038 101 true true false SHIOI CONTRUCTION INC 4011 HALAU ST LIHUE HI 96766 CONSTRUCTION SERVICE 2724603 JC LINEN COMPANY INC PO BOX 963 KILAUEA HI 96754 LINEN SERVICES 215424 VIRTUAL RADIOLOGIC CORPORATION 25983 NETWORK PLACE CHICAGO IL 606731259 RADIOLOGY 212905 CACHE VALLEY ELECTRIC CO PO BOX 405 LOGAN UT 84323 ELECTRICAL 152330 MARC VENTURA AIA LLC 4202 RICE ST STE 102 LIHUE HI 96766 ARCHITECTURAL 151562 8 932983 0 932983 NET PATIENT REVENUE 622110 33660410 33660410 0 0 PREMIUM REVENUE 622110 8556106 8556106 0 0 INTER-ENTITY SERVICE REVENUE 622110 9000720 9000720 0 0 OTHER HEALTH CARE REVENUE 622110 544967 544967 0 0 RENTAL INCOME 900099 145783 145783 0 0 62374 62374 0 0 51970360 10492 10492 0 0 0 0 0 30388 -30388 -30388 -30388 0 0 0 0 0 0 0 0 0 0 52883447 51939972 0 10492 0 0 0 0 0 0 0 0 503942 503942 0 0 103980 103980 0 0 23706974 23005043 701931 0 879309 865957 13352 0 2622203 1927509 694694 0 1080184 1022925 57259 0 0 0 0 0 0 0 0 0 165390 0 165390 0 0 0 0 0 0 0 0 0 0 0 4577316 3471242 1106074 0 887 887 0 0 221201 177945 43256 0 153654 89198 64456 0 0 0 0 0 1238140 1145584 92556 0 170492 164173 6319 0 0 0 0 0 4069 4069 0 0 7086 7086 0 0 0 0 0 0 1060955 1060955 0 0 779933 750817 29116 0 INTER ENTITY PURCH SVCS 20728393 20728393 MEDICAL SUPPLIES 2554837 2552641 2196 CORPORATE ALLOCATION 2414226 0 2414226 0 PHYSICIAN MOVING & RECRUITM 90150 0 90150 0 165935 89380 76555 63229256 57671726 5557530 0 0 176574 1152341 444590 2472985 0 0 2981630 2246475 0 0 0 0 0 0 0 0 0 0 21107208 10484411 9961435 10622797 0 0 0 0 0 0 0 0 6270929 7190177 19835158 23684775 5845581 1591405 0 0 0 0 0 0 0 0 0 0 0 0 0 0 7058310 11831729 12903891 13423134 X 6931267 10261641 0 0 6931267 10261641 19835158 23684775 X -10345809 0 0 0 0 13676183 X false true X true false X 35490 X false 634097 634097 2286705 357654 1929051 8765874 3151658 5614216 9157997 6971110 2186887 262535 3989 258546 10622797 OPERATING LEASE 6546031 DUE FROM GOVERNMENT AGENCIES 258434 OTHER RECEIVABLES 150896 PREPAID & OTHER CURRENT ASSETS 64194 DEPOSITS AND OTHER NON-CURRENT 51130 DUE FROM WILCOX HEALTH FDN 41411 DECORATIVE ARTWORK 35490 DUE FROM HHP 28543 DUE FROM HPH RSRCH INSTITUTE 12000 DUE FROM PIC 1949 DUE FROM PALI MOMI MED CENTER 99 7190177 0 LONG TERM OPERATING LEASE LIAB 6803845 SHORT TRM OPERATING LEASE LIABILITY 503607 DEFERRED PAYROLL TAX 55235 ESCHEAT LIABILITY 17409 DUE TO: 0 HAWAI'I PACIFIC HEALTH MED GROUP 2709455 CMS COVID PAYMENT 1227763 HAWAII PACIFIC HEALTH 300240 STRAUB CLINIC & HOSPITAL 118280 WILCOX MEMORIAL HOSPITAL 53809 KAPI'OLANI MED CTR WOMEN & CHILDREN 29136 KAPI'OLANI HEALTH FOUNDATION 8959 KAPI'OLANI MEDICAL SPECIALISTS 3794 STRAUB FOUNDATION 188 PALI MOMI FOUNDATION 9 11831729 X SCHEDULE D, PART III, LINE 4 KMC'S COLLECTION OF ARTWORK INCLUDES PAINTINGS AND SIMILAR WORKS THAT ARE DISPLAYED IN PUBLIC WAITING/HALLWAY AREAS TO IMPROVE PATIENT EXPERIENCE IN KMC'S FACILITIES. SCHEDULE D, PART X, LINE 2 THE COMPANY HAS NOT RECORDED ANY EXPENSE OR ACCRUED FOR ANY RELATED EXPENSE FOR ANY UNCERTAIN TAX POSITIONS. THE COMPANY'S 2016 THROUGH 2019 TAX YEARS REMAIN SUBJECT TO EXAMINATION FOR FEDERAL INCOME TAX PURPOSES, WHEREAS THE 2015 THROUGH 2019 TAX YEARS REMAIN SUBJECT TO EXAMINATION FOR STATE TAXING JURISDICTIONS IN WHICH THE COMPANY OPERATES. false true false false false false false false false RAYMOND P VARA JR Board of Director, President 0 1033137 0 1243254 0 449629 0 783086 0 25984 0 3535090 0 1164033 DAVID OKABE EVP, CFO & Treasurer 0 520205 0 406003 0 211759 0 309351 0 14764 0 1462082 0 413043 KENNETH B ROBBINS MD EVP (PART YEAR) 0 477249 0 357670 0 198029 0 301237 0 15544 0 1349729 0 396604 ARTHUR GLADSTONE VP & CNE 0 485457 0 358339 0 142922 0 276552 0 23628 0 1286898 0 364645 STEVEN ROBERTSON EVP & CIO 0 422759 0 339367 0 152984 0 246776 0 15564 0 1177450 0 328662 GAIL LERCH EVP 0 421695 0 308486 0 162489 0 250310 0 10139 0 1153119 0 334634 CHARLES R CHING EVP, GEN COUNSEL & SECRETARY 0 409868 0 297161 0 175709 0 236489 0 22978 0 1142205 0 306902 MELINDA ASHTON MD EVP & CHIEF QUALITY OFFICER 0 439151 0 287410 0 125499 0 230179 0 15493 0 1097732 0 138152 JENNIE CHAHANOVICH CEO 0 358610 0 264221 0 155282 0 201397 0 12259 0 991769 0 269400 DANIEL JUDD MD Physician 852110 0 674 0 42715 0 2800 0 21496 0 919795 0 0 0 DEREK JOHNSON DO Physician 691523 0 46164 0 48363 0 11200 0 21139 0 818389 0 0 0 ANDREW SO DO Physician 664133 0 1677 0 50342 0 11200 0 20686 0 748038 0 0 0 SURENDRA RAO MD Physician 685965 0 1347 0 12958 0 11200 0 21211 0 732681 0 0 0 ALYSSA CARNEGIE MD Physician 626819 0 2327 0 49198 0 11200 0 12640 0 702184 0 0 0 GERI YOUNG MD CMO 0 368612 0 34122 0 131034 0 58086 0 12594 0 604448 0 34570 GERARD LIVAUDAIS MD EVP 0 372457 0 78124 0 25970 0 97910 0 12696 0 587157 0 61076 WARREN CHAIKO SVP 0 253695 0 80480 0 52310 0 89168 0 25984 0 501637 0 67479 DAWN DUNBAR SVP 0 281633 0 71604 0 33610 0 86358 0 23493 0 496698 0 55170 EARL INOUYE VP & SYSTEM CTRLR (PART YEAR) 0 268741 0 51409 0 42082 0 76325 0 15279 0 453836 0 51704 SUSAN MASUMOTO-NONAKA VP 0 263169 0 49921 0 44839 0 74967 0 9932 0 442828 0 49726 JAY MURPHY Board of Director 374924 0 3160 0 25274 0 11200 0 21139 0 435697 0 0 0 BRANDT FARIAS SVP & Chief Marketing Officer 0 225772 0 55675 0 29288 0 77419 0 9763 0 397917 0 53601 MICHAEL ROBINSON VP 0 241022 0 48215 0 21434 0 70610 0 9768 0 391049 0 41364 THOMAS HEMINGWAY Board of Director 270725 0 3251 0 54876 0 11200 0 21496 0 361548 0 0 0 LORRIE-ANN LUKE VP 0 197053 0 37827 0 15752 0 59354 0 24795 0 334781 0 37320 DAVID STUMBAUGH VP 0 200279 0 38164 0 16207 0 57649 0 22225 0 334524 0 25102 ROBERT WOTRING II MD Board of Director, Chair 266163 0 5017 0 16822 0 11171 0 7300 0 306473 0 0 0 KATIE SHIGEMITSU Compliance Officer 0 207349 0 0 0 6321 0 21837 0 14431 0 249938 0 0 MARK MAGELSSEN MD Former OFFICER 186849 0 1347 0 18743 0 7602 0 12809 0 227350 0 0 0 ALAN ITO Information Security Officer 0 176197 0 13027 0 2549 0 18050 0 14096 0 223919 0 0 JESSICA LEWIS Assistant Corporate Secretary 0 160085 0 0 0 0 0 13865 0 24832 0 198782 0 0 CARRIE ANN TSUTSUI VP & Controller 0 155055 0 13337 0 0 0 17786 0 11084 0 197262 0 0 DAVID FOX Privacy Officer 0 152341 0 0 0 4682 0 16130 0 15574 0 188727 0 0 FORM 990, SCHEDULE J, PART I, LINE 3 SUPPLEMENTAL COMPENSATION INFORMATION THE ORGANIZATION'S CHIEF EXECUTIVE OFFICER IS PAID BY ITS TAX EXEMPT PARENT, HAWAI'I PACIFIC HEALTH ('HPH'), AND IS DISCLOSED AS A PERSON PAID BY A RELATED ORGANIZATION. SEE SCHEDULE O, FORM 990, PART VI, LINE 15A FOR THE PROCESS USED BY HPH TO DETERMINE COMPENSATION. FORM 990, SCHEDULE J, PART I, LINE 4B SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN THE RESTORATION PLAN WAS DESIGNED TO RESTORE BENEFITS THAT ARE LOST DUE TO LIMITS IMPOSED BY SECTIONS 401 AND 415 OF THE INTERNAL REVENUE CODE ON COMPENSATION CONSIDERED UNDER SUCH PLANS. AMOUNT PAID OUT DURING THE YEAR BY RELATED ORGANIZATIONS: RAYMOND P. VARA JR. - $173,419 KENNETH B. ROBBINS, MD - $77,851 DAVID OKABE - $72,787 GAIL LERCH - $53,324 ARTHUR GLADSTONE - $52,068 CHARLES R. CHING - $44,640 STEVEN ROBERTSON - $49,104 JENNIE CHAHANOVICH - $28,100 MELINDA ASHTON - $41,490 ANNUAL AND LONG TERM INCENTIVE PLAN THE ANNUAL AND LONG TERM INCENTIVE PLANS ARE AFFORDED TO EXECUTIVES BASED ON ANNUAL AND LONG TERM SYSTEM GOALS THAT ARE NOT BASED ON A PERCENTAGE OF NET EARNINGS. AMOUNT PAID OUT DURING THE YEAR BY RELATED ORGANIZATIONS: RAYMOND P. VARA JR. - $1,093,254 KENNETH B. ROBBINS, M.D. - $357,670 DAVID OKABE - $381,003 GAIL LERCH - $308,486 CHARLES R. CHING - $297,161 STEVEN ROBERTSON - $309,367 ARTHUR GLADSTONE - $358,340 MELINDA ASHTON, M.D. - $262,410 JENNIE CHAHANOVICH - $264,221 EARL INOUYE - $51,409 SUSAN NONAKA - $49,921 WARREN CHAIKO - $65,480 GERI YOUNG, M.D. - $31,427 MICHAEL ROBINSON - $48,215 BRANDT FARIAS - $55,675 LORRIE-ANN LUKE - $37,827 DAVID STUMBAUGH - $38,164 DAWN DUNBAR - $71,604 GERARD LIVAUDAIS - $78,124 FORM 990, PART III, LINE 4A DESCRIPTION OF ORGANIZATION'S MISSION THE KAUA'I MEDICAL CLINIC IS A NOT-FOR-PROFIT MULTI-SPECIALTY CLINIC WHOSE MISSION IS TO CREATE A HEALTHIER HAWAI'I. DESCRIPTION OF PROGRAM SERVICES ESTABLISHED IN 1967, KAUA'I MEDICAL CLINIC HAS PROVIDED THE RESIDENTS AND VISITORS OF KAUA'I WITH PRIMARY AND SPECIALTY CARE FOR MORE THAN 50 YEARS. KAUA'I MEDICAL CLINIC PARTNERS WITH WILCOX MEDICAL CENTER AS PART OF WILCOX HEALTH. KAUA'I MEDICAL CLINIC OFFERS MORE THAN 30 SPECIALTIES AT FIVE LOCATIONS: THE MAIN CLINIC IN LIHU'E, KAUA'I URGENT CARE CLINIC IN LIHU'E, AND THREE SATELLITE CLINICS IN KAPA'A, KOLOA AND ELE'ELE. KAUA'I MEDICAL CLINIC HAS 168 EMPLOYEES AND 98 PHYSICIANS. IN FISCAL YEAR 2020, TOTAL CLINIC ENCOUNTERS WERE 312,247. SPECIALTY UNITS KAUA'I MEDICAL CLINIC IS KAUA'I'S ONLY MULTI-SPECIALTY GROUP. IT PROVIDES CARE IN CARDIOLOGY, FAMILY MEDICINE, GASTROENTEROLOGY, GENERAL MEDICINE, GENERAL SURGERY, HEMATOLOGY, INFECTIOUS DISEASES, INTERNAL MEDICINE, NEUROLOGY, OBSTETRICS AND GYNECOLOGY, ONCOLOGY, ORTHOPEDIC SURGERY, OTOLARYNGOLOGY, PEDIATRICS, PHYSIATRY, PODIATRY AND UROLOGY. THIS RANGE OF SPECIALTIES, MULTIPLE LOCATIONS, AND AFFILIATION WITH HAWAI'I PACIFIC HEALTH SIGNIFICANTLY INCREASES ACCESS TO CARE FOR KAUA'I RESIDENTS AND VISITORS. KAUA'I MEDICAL CLINIC PATIENTS ENJOY EASY APPOINTMENT SCHEDULING, URGENT CARE SERVICES, CHRONIC DISEASE MANAGEMENT, DIABETES CONSULTATION AND EDUCATION, DIAGNOSTIC IMAGING AND FINANCIAL COUNSELING. COMMUNITY KAUA'I MEDICAL CLINIC IS AN ACTIVE COMMUNITY PARTNER. IN FISCAL 2020, ITS HEALTH EDUCATION, PREVENTION PROGRAMS AND SUPPORT GROUPS FOCUSED ON DIABETES, SPORTS MEDICINE, HEART ATTACK/STROKE, WATER SAFETY, INJURY PREVENTION AND HEALTH FAIRS. TOGETHER WITH WILCOX MEDICAL CENTER, THE CLINIC HOSTED OR SPONSORED A VARIETY OF COMMUNITY HEALTH EDUCATION EVENTS, AND STAFF SUPPORTED THEIR COMMUNITY BY PARTICIPATING IN ANNUAL CHARITABLE ENDEAVORS. THESE INCLUDED "HAWAI'I PACIFIC HEALTH GREAT ALOHA RUN," "KIDS FEST," "KAUA'I MARATHON," SEVERAL PHYSICIAN-LED COMMUNITY WALKS, "A HEALTHIER YOU" HEALTH AND LIFESTYLE PROGRAM, "KEIKI BIKE AND SKATEBOARD SAFETY DAY," "BACK TO SCHOOL BASH,"WESTSIDE OHANA DAY." KAUA'I MEDICAL CLINIC TREATS ALL PATIENTS, REGARDLESS OF THEIR ABILITY TO PAY, THUS SERVING (WITH WILCOX MEMORIAL HOSPITAL) AS ONE OF THE COMMUNITY'S SAFETY NET PROVIDERS OF HEALTH CARE. IN FISCAL YEAR 2020, KAUA'I MEDICAL CLINIC PROVIDED $2,836,325 WORTH OF CARE TO PATIENTS WHO WERE UNINSURED OR UNABLE TO PAY FOR THEIR CARE, AS WELL AS OTHER COMMUNITY BENEFITS. FORM 990,PART V, LINE 1A HAWAI'I PACIFIC HEALTH (HPH), THE ORGANIZATION'S TAX EXEMPT PARENT, PAYS ALL VENDORS. THEREFORE, HPH ISSUES FORM 1099S UNDER ITS TAX ID. FORM 990, PART VI, LINE 6 MEMBERS OR STOCKHOLDERS HAWAI'I PACIFIC HEALTH IS THE SOLE MEMBER WHO HAS THE RIGHT TO PARTICIPATE IN THE ORGANIZATION'S GOVERNANCE WITH THE RIGHT TO ELECT THE MEMBERS OF THE GOVERNING BODY AND/OR APPROVE SIGNIFICANT DECISIONS OF THE GOVERNING BODY. FORM 990, PART VI, LINE 7A POWER TO ELECT AND TO APPOINT MEMBERS HAWAI'I PACIFIC HEALTH IS THE SOLE MEMBER AND HAS THE POWER TO APPROVE THE ELECTION OF MEMBERS OF THE GOVERNING BODY. HAWAI'I PACIFIC HEALTH, AS MEMBER, ALSO HAS THE POWER TO ELECT ONE OR MORE EX OFFICIO VOTING MEMBERS OF THE GOVERNING BODY. FORM 990, PART VI, LINE 7B DECISIONS RESERVED TO MEMBERS OR STOCKHOLDERS THE MEMBER SHALL HAVE THE EXCLUSIVE POWER TO TAKE AND DIRECT THE FOLLOWING ACTIONS OF THE CORPORATION: (1) NOMINATE CANDIDATES TO THE BOARD FOR THE FOLLOWING POSITIONS: THE PRESIDENT/CHIEF EXECUTIVE OFFICER, TREASURER, SECRETARY, EXECUTIVE VICE-PRESIDENT/CHIEF FINANCIAL OFFICER, OTHER EXECUTIVE VICE-PRESIDENTS, SENIOR VICE-PRESIDENTS, ASSISTANT SECRETARIES, AND ALL VICE-PRESIDENTS EXCEPT THE OPERATING UNIT VICE-PRESIDENTS, AS SUCH TERM IS DEFINED IN THE BYLAWS; (2) DELEGATE MANAGEMENT AUTHORITIES FROM THE BOARD TO OFFICERS OR COMMITTEES OF THE CORPORATION IN ACCORDANCE WITH A DELEGATED AUTHORITIES MATRIX ADOPTED BY THE MEMBER BOARD; (3) AMEND THE BYLAWS; (4) DETERMINE AND EFFECT THE CORPORATION'S PARTICIPATION IN ALL LONG TERM FINANCING TRANSACTIONS WHICH ARE IN EXCESS OF ONE (1)YEAR AND/OR FOR ONE MILLION DOLLARS ($1,000,000) OR MORE; (5) SELECT BANKS, TRUST COMPANIES, OR OTHER DEPOSITORIES TO WHICH THE CORPORATION'S FUNDS SHALL BE DEPOSITED; (6) DIRECT, MANAGE AND CONTROL THE CUSTODY, ADVISORY SERVICE AND ASSET MANAGEMENT OF THE FINANCIAL ASSETS OF THE CORPORATION; (7) EFFECT INTER-CORPORATE TRANSFERS BY AND BETWEEN THE CORPORATION AND ANY AFFILIATE; (8) DEVELOP AND IMPLEMENT THE GENERAL POLICIES REGARDING THE CORPORATION'S PHYSICIAN AND EXECUTIVE COMPENSATION AND BENEFIT PLANS; (9) FORM A NEW CORPORATION, LIMITED LIABILITY COMPANY, OR PARTNERSHIP OR OTHER ORGANIZATION THAT IS OWNED SOLELY BY THE CORPORATION; (10) EXCEPT AS OTHERWISE PROVIDED IN THE BYLAWS OR AS REQUIRED BY THE LAW OF THE STATE OF HAWAI'I, SELL, LEASE OR OTHERWISE TRANSFER FIFTY PERCENT (50%) OR MORE OF THE THEN CURRENT AMOUNT, AS REPORTED UNDER GENERALLY ACCEPTED ACCOUNTING PRINCIPLES, OF THE TOTAL ASSETS HELD BY WILCOX MEMORIAL HOSPITAL, KAUA'I MEDICAL CLINIC AND WILCOX HEALTH FOUNDATION (THE WILCOX AFFILIATES); (11) EXCEPT AS PROVIDED IN THE BYLAWS OR AS REQUIRED BY THE LAWS OF THE STATE OF HAWAI'I, SELL, LEASE OR TRANSFER OF OPERATIONS OR ACTIVITIES OF THE WILCOX AFFILIATES WHICH GENERATE FIFTY PERCENT (50%) OR MORE OF THE TOTAL NET REVENUES, AS REPORTED UNDER GENERALLY ACCEPTED ACCOUNTING PRINCIPLES, OF THE WILCOX AFFILIATES DURING THE PRIOR FISCAL YEAR; (12) CLOSE THE CLINICAL FACILITIES OWNED AND OPERATED BY THE CORPORATION; PROVIDED, THAT, AFTER THE EFFECTIVE DATE OF THE BYLAWS, ANY ELIMINATION OF A CLINICAL SERVICE PROVIDED BY THE CORPORATION MUST ALSO BE APPROVED BY THE BOARD; (13) CONVERT THE CLINIC OWNED AND OPERATED BY THE CORPORATION INTO A FACILITY NO LONGER OFFERING MEDICAL SERVICES; PROVIDED, THAT, AFTER THE EFFECTIVE DATE OF THE BYLAWS, ANY ELIMINATION OF A CLINICAL SERVICE PROVIDED BY THE CORPORATION MUST ALSO BE APPROVED BY THE BOARD; (14) AFTER CONSULTING WITH THE BOARD, REMOVE THE PRESIDENT/CHIEF EXECUTIVE OFFICER, EXECUTIVE VICE-PRESIDENT/CHIEF FINANCIAL OFFICER, TREASURER, SECRETARY, OTHER EXECUTIVE VICE-PRESIDENTS, SENIOR VICE-PRESIDENTS, ASSISTANT SECRETARIES, AND ALL VICE-PRESIDENTS EXCEPT THE OPERATING UNIT VICE-PRESIDENTS; PROVIDED, HOWEVER, THAT TO REMOVE OR TERMINATE THE PRESIDENT/CHIEF EXECUTIVE OFFICER WILL REQUIRE THE PRESIDENT/CHIEF EXECUTIVE OFFICER OF THE MEMBER TO FULLY COLLABORATE AND CONSULT WITH THE BOARD AND SEEK THE BOARD'S ADVANCE CONSENT FOR SUCH REMOVAL OR TERMINATION. IF THE BOARD DOES NOT CONCUR WITH THE PROPOSED REMOVAL OR TERMINATION OF THE PRESIDENT/CHIEF EXECUTIVE OFFICER, SUCH REMOVAL OR TERMINATION WILL REQUIRE THE APPROVAL OF A MAJORITY OF THE MEMBERS ON THE MEMBER BOARD; (15) AFTER CONSULTING WITH THE BOARD, DEVELOP AND PROMULGATE THE CORPORATE GOALS AND THE LONG RANGE AND STRATEGIC PLANS OF THE CORPORATION; AND (16) AFTER CONSULTING WITH THE BOARD, DEVELOP AND IMPLEMENT THE ANNUAL CAPITAL, OPERATING, AND CASH FLOW BUDGETS. THE CORPORATION SHALL NOT TAKE THE FOLLOWING ACTIONS WITHOUT FIRST OBTAINING MEMBER BOARD APPROVAL: (1) ADD ANY DIRECTOR TO THE BOARD; (2) REMOVE ANY DIRECTOR FROM THE BOARD; (3) AMEND THE ARTICLES; (4) ENTER INTO ANY UNBUDGETED CONTRACTS ON BEHALF OF THE CORPORATION WHICH REQUIRE ANNUAL PAYMENTS ON BEHALF OF THE CORPORATION EXCEEDING ONE MILLION DOLLARS ($1,000,000) IN VALUE; (5) ACQUIRE ASSETS WORTH OVER ONE MILLION DOLLARS ($1,000,000); (6) ACQUIRE SHARES IN ANOTHER CORPORATION; (7) SELL, LEASE OR OTHERWISE TRANSFER FIFTY PERCENT (50%) OR MORE OF THE THEN CURRENT AMOUNT, AS REPORTED UNDER GENERALLY ACCEPTED ACCOUNTING PRINCIPLES, OF THE TOTAL ASSETS HELD BY THE WILCOX AFFILIATES; (8) SELL, LEASE, EXCHANGE OR DISPOSE OF FIFTY PERCENT (50%) OR MORE OF THE ROPERTY AND ASSETS HELD BY THE CORPORATION TO ANY ENTITY THAT IS NOT AN AFFILIATE; (9) SELL, LEASE OR TRANSFER OF OPERATIONS OR ACTIVITIES OF THE WILCOX AFFILIATES WHICH GENERATE FIFTY PERCENT (50%) OR MORE OF THE TOTAL NET REVENUES, AS REPORTED UNDER GENERALLY ACCEPTED ACCOUNTING PRINCIPLES, OF THE WILCOX AFFILIATES DURING THE PRIOR FISCAL YEAR; (10) MERGE THE CORPORATION WITH ANY ENTITY; (11) DISSOLVE OR LIQUIDATE THE CORPORATION; (12) ISSUE THE CORPORATION'S MEMBERSHIP TO ANYONE OTHER THAN THE MEMBER; (13) FORM A JOINT VENTURE OR OTHER BUSINESS RELATIONSHIP (OTHER THAN THE ORDINARY COURSE OF BUSINESS CONTRACTS) BETWEEN THE CORPORATION AND ANY PERSON OR ENTITY; AND (14) DEVELOP A NEW LINE OF BUSINESS OR A NEW SERVICE. FORM 990, PART VI, LINE 11B PROCESS USED TO REVIEW THE FORM 990 VARIOUS SCHEDULES OF THE 990 ARE PREPARED PRIMARILY BY STAFF WITHIN THE ACCOUNTING AREA OF THE ORGANIZATION SUCH AS MANAGEMENT OF THE OPERATING UNITS, HR, LEGAL, ETC. DISCLOSURE NARRATIVES ARE WRITTEN AND COMPILED INTERNALLY BASED ON INPUT AND DISCUSSION WITH FINANCIAL ANALYSTS AND THE CHIEF OPERATING OFFICER/EXECUTIVE DIRECTOR OF THE REPORTING ENTITY. THE CHIEF OPERATING OFFICER/EXECUTIVE DIRECTOR OF EACH REPORTING ENTITY REVIEWS AND APPROVES THE DISCLOSURE NARRATIVES WHICH DESCRIBES THE MISSION/PURPOSE AND PROGRAM ACCOMPLISHMENTS OF THEIR ORGANIZATION. SENIOR MANAGEMENT OF THE HEALTH CARE SYSTEM REVIEWS THE 990S OF EACH FILING ORGANIZATION WITHIN THE HEALTH CARE SYSTEM. ONCE SENIOR MANAGEMENT HAS COMPLETED ITS REVIEW, THE 990S ARE THEN PROVIDED TO THE GOVERNANCE AND NOMINATING COMMITTEE OF THE HEALTH CARE SYSTEM'S BOARD OF DIRECTORS FOR THEIR REVIEW. THE GOVERNANCE AND NOMINATING COMMITTEE OF THE PARENT ENTITY'S (HAWAI'I PACIFIC HEALTH "HPH") BOARD PROVIDES OVERSIGHT FOR THE 990 REPORTING AND REVIEWS THE 990S FOR EACH ENTITY PRIOR TO FILING. IN ADDITION, THE 990S FOR EACH ENTITY ARE MADE AVAILABLE TO THE BOARD MEMBERS OF EACH SUBSIDIARY UNIT OF HPH AND THE HPH BOARD OF DIRECTORS THROUGH A BOARD MEMBER PORTAL FOR REVIEW PRIOR TO THE FILING OF THE 990. THE 990S WILL BE POSTED TO HPH'S WEB SITE FOR PUBLIC ACCESS AFTER THE FILING OF THE RETURN WITH THE IRS. FORM 990, PART VI, LINE 12C MONITORING & ENFORCEMENT OF COMPLIANCE WITH CONFLICT OF INTEREST POLICY ANNUALLY, EACH DIRECTOR, OFFICER, KEY EMPLOYEE AND MEMBER OF A COMMITTEE WITH BOARD DELEGATED POWERS SHALL ANNUALLY SIGN A STATEMENT WHICH AFFIRMS THAT SUCH PERSON: 1) RECEIVED A COPY OF THE CONFLICT OF INTEREST ("COI") POLICY; 2) HAS READ AND UNDERSTANDS THE POLICY; 3) AGREES TO COMPLY WITH THE POLICY; AND 4) UNDERSTANDS THAT THE ORGANIZATION IS A CHARITABLE ORGANIZATION AND THAT IN ORDER TO MAINTAIN ITS FEDERAL TAX EXEMPTION, THE ORGANIZATION MUST ENGAGE PRIMARILY IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSES. THE IN-HOUSE LEGAL DEPARTMENT DISTRIBUTES THE STATEMENT REQUEST AND REVIEWS THE COI STATEMENTS RETURNED. IDENTIFIED CONFLICTS OF INTEREST ARE PRESENTED TO THE BOARD FOR REVIEW, DELIBERATION AND CONFIRMATION/REFUTATION THAT A CONFLICT OF INTEREST EXISTS. IF A CONFLICT OF INTEREST HAS BEEN FOUND, THE INDIVIDUAL MAY ADDRESS THE BOARD AND EXPLAIN THE TRANSACTION OR ARRANGEMENT CAUSING THE CONFLICT. AFTER THE PRESENTATION, THE INDIVIDUAL IS EXCUSED FROM THE MEETING AND SHALL NOT PARTICIPATE WITH ANY DISCUSSION OR VOTE ON MATTERS PERTAINING TO THE TRANSACTION OR ARRANGEMENT. IN MEETINGS WHERE APPLICATION OF THE COI POLICY OCCURS, THE MEETING MINUTES INCLUDE NATURE OF THE FINANCIAL INTEREST/CONFLICT, NAME(S) OF THE PERSON(S) WITH THE POTENTIAL OR ACTUAL CONFLICT, ANY ACTION TAKEN TO ASSIST IN THE DETERMINATION OF WHETHER A CONFLICT EXISTED, INCLUDING ANY DISCUSSION OF ALTERNATIVE ARRANGEMENTS, THE BOARD'S DECISION(S) REGARDING THE CONFLICT AND NAMES OF PERSON PRESENT IN THE DISCUSSION AND VOTES RELATING TO THE TRANSACTION OR ARRANGEMENT. FORM 990, PART VI, LINE 15 PROCESS OF DETERMINING COMPENSATION THE CEO OF THE ORGANIZATION IS NOT COMPENSATED BY THE FILING ORGANIZATION, BUT RATHER BY THE TAX EXEMPT PARENT HAWAI'I PACIFIC HEALTH ("HPH"). FOLLOWING IS THE PROCESS THAT THE PARENT ORGANIZATION UNDERTAKES TO APPROVE THE CEO'S COMPENSATION. COMPENSATION FOR HAWAI'I PACIFIC HEALTH ("HPH") EXECUTIVES (VICE PRESIDENT AND ABOVE) IS SET BY THE HPH COMPENSATION COMMITTEE, WHICH IS COMPOSED SOLELY OF INDEPENDENT, COMMUNITY-BASED MEMBERS OF THE HPH BOARD OF DIRECTORS. ON AN ANNUAL BASIS, THE HPH BOARD CHAIRPERSON (WHO IS INDEPENDENT) SELECTS A NEUTRAL THIRD PARTY EXECUTIVE COMPENSATION CONSULTANT TO REVIEW THE EXECUTIVES' COMPENSATION AND BENEFITS. THE CONSULTANT PROVIDES A WRITTEN REPORT TO THE COMPENSATION COMMITTEE AT ITS ANNUAL MEETING. INCLUDED IN THE REPORT IS MARKET BASED DATA FROM LIKE ORGANIZATIONS. THE COMPENSATION COMMITTEE MAKES FINAL DECISIONS REGARDING COMPENSATION AND BENEFITS AT THE MEETING AFTER REVIEW AND DISCUSSION OF THE CONSULTANT'S REPORT, AND SUCH DECISIONS ARE DOCUMENTED IN THE COMPENSATION COMMITTEE MEETING MINUTES. COMMUNITY BASED DIRECTORS OF THE ORGANIZATION ARE NOT COMPENSATED. CERTAIN EMPLOYED PHYSICIANS MAY BE OFFICERS OR AN IDENTIFIED KEY EMPLOYEE OF THE REPORTING OR RELATED ORGANIZATION. PHYSICIAN COMPENSATION IS ALSO HANDLED IN THE SAME MANNER AS EXECUTIVE COMPENSATION, WITH THE HPH COMPENSATION COMMITTEE RECEIVING A REPORT FROM A NEUTRAL CONSULTANT AND FOLLOWING THE SAME PROCESS AS DESCRIBED ABOVE ON AN ANNUAL BASIS. THIS PROCESS WAS COMPLETED ON MARCH 09, 2020 TO REVIEW PHYSICIAN COMPENSATION, AND ON JULY 29, 2020 TO REVIEW EXECUTIVE COMPENSATION. FORM 990, PART VI, LINE 19 PROCESS OF MAKING DOCUMENTS AVAILABLE TO THE PUBLIC THE CONFLICT OF INTEREST POLICY AND STANDARDS OF CONDUCT ARE AVAILABLE ON THE HAWAI'I PACIFIC HEALTH WEBSITE. THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC VIA THE HAWAI'I PACIFIC HEALTH WEBSITE. FORM 990, PART XI, LINE 9 OTHER CHANGES IN NET ASSETS $ 13,676,184 - EQUITY TRANSFERS WITH HPH $( 1)- ROUNDING ________________ $ 13,676,183 - TOTAL KAPI'OLANI MEDICAL CTR WOMEN & CHILDREN 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 990177350 HOSPITAL HI 501(c)(3) 3 HPH true KAPI'OLANI MEDICAL SPECIALISTS 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 990322406 HEALTH CARE HI 501(c)(3) 10 HPH true PALI MOMI FOUNDATION 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 383840327 FUNDRAISING HI 501(c)(3) 7 HPH true PALI MOMI MEDICAL CENTER 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 990274038 HOSPITAL HI 501(c)(3) 3 HPH true PROVIDERS INSURANCE CORPORATION 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 710893000 NFP INSURANCE HI 501(c)(3) 12b,II HPH true STRAUB CLINIC & HOSPITAL 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 912151670 HOSPITAL HI 501(c)(3) 3 HPH true STRAUB FOUNDATION 55 MERCHANT STREET 26TH FLOOR HONOLULU HI 96813 990109350 RESEARCH/EDUC HI 501(c)(3) 7 HPH true WILCOX HEALTH FOUNDATION 3-3420 KUHIO HIGHWAY LIHUE HI 96766 990204242 FUNDRAISING HI 501(c)(3) 7 HPH true WILCOX MEMORIAL HOSPITAL 3-3420 KUHIO HIGHWAY LIHUE HI 96766 990074365 HOSPITAL HI 501(c)(3) 3 HPH true HAWAI'I PACIFIC HEALTH 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 990246363 admin. svcs HI 501(c)(3) 12B,III-FI NA false KAPI'OLANI HEALTH FOUNDATION 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 990246364 FUNDRAISING HI 501(c)(3) 7 HPH true ASC PACIFIC VENTURES LLC 55 MERCHANT ST 27TH FLOOR HONOlulu HI 96813 270540034 AMB. SURG. CTR AL NA HAWAI'I PACIFIC HEALTH PARTNERS INC 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 990318588 HOLDING COMPANY HI NA C Corp HICORD INC 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 990251496 INVESTMENT HI NA C Corp STRAUB PHARMACY INC 55 MERCHANT STREET 24TH FLOOR HONOLULU HI 96813 990145107 INACTIVE HI NA C Corp false false false false false false false false false false false false false false true true true true true KAPI'OLANI MED CTR WOMEN & CHILDREN q 94519 FMV PALI MOMI MEDICAL CENTER r 633000 FMV STRAUB CLINIC & HOSPITAL s 570694 FMV WILCOX MEMORIAL HOSPITAL q 1925473 FMV WILCOX MEMORIAL HOSPITAL s 272645 FMV WILCOX MEMORIAL HOSPITAL p 763378 FMV WILCOX MEMORIAL HOSPITAL r 66134 FMV KAPI'OLANI MEDICAL SPECIALISTS o 1508439 FMV KAPI'OLANI MEDICAL SPECIALISTS q 12518933 FMV KAPI'OLANI MEDICAL SPECIALISTS s 1608882 FMV KAPI'OLANI MEDICAL SPECIALISTS p 53858 FMV PROVIDERS INSURANCE CORPORATION r 730434 FMV SCHEDULE R, PART III ASC PACIFIC VENTURES, LLC EIN: 27-0540034 ADDRESS: 55 MERCHANT ST., 27TH FLOOR HONOLULU, HI 96813