2018-05-15T19:57:10-05:00 2017-06-30 861065772 DELOITTE TAX LLP 50 S 6TH ST SUITE 2800 MINNEAPOLIS MN 554021844 990 2016-07-01 363193787 RUSH-COPLEY MEDICAL CENTER INC RUSH 6309786200 2000 OGDEN AVENUE AURORA IL 605044206 BRENDA VAN WYHE CFO 6309786200 2018-05-15 1 KRISTINA RASMUSSEN P00143920 6123974000 2016 2022-09-23 18:48:47Z BARRY FINN 2000 OGDEN AVENUE AURORA IL 605044206 0 0 X WWW.RUSHCOPLEY.COM X 1998 IL TO PROVIDE ADVANCED MEDICINE WITH QUALITY OUTCOMES AND EXTRAORDINARY CARE. 18 15 0 16 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 74680 79573 74680 79573 -74680 -79573 93095370 101787873 19916753 28688829 73178617 73099044 X THE MISSION OF RUSH-COPLEY IS TO PROVIDE ADVANCED MEDICINE WITH QUALITY OUTCOMES AND EXTRAORDINARY CARE. 0 0 RUSH-COPLEY MEDICAL CENTER, INC. ("RCMC") IS THE SOLE CORPORATE MEMBER OF COPLEY MEMORIAL HOSPITAL, INC. ("CMH"), RUSH-COPLEY MEDICAL GROUP, NFP ("RCMG"), COPLEY VENTURES, INC. ("CV"), AND RUSH-COPLEY FOUNDATION ("RCF").IN 1987, RCMC ENTERED INTO AN AFFILIATION AGREEMENT (THE "AGREEMENT") WITH RUSH UNIVERSITY MEDICAL CENTER ("RUMC"), AN ACADEMIC MEDICAL CENTER IN CHICAGO, ILLINOIS, FOR THE PURPOSE OF CREATING A REGIONAL DELIVERY SYSTEM TO IMPROVE THE MEDICAL, CAPITAL, AND MANAGEMENT RESOURCES AVAILABLE TO CMH AND RCMC IN THEIR MARKET AREAS. RUSH/COPLEY HEALTH CARE SYSTEM, INC. WAS FORMED THROUGH THE AGREEMENT AND IS THE SOLE CORPORATE MEMBER OF RCMC.RCMC SERVES AS A PARENT SUPPORTING ORGANIZATION FOR OTHER ORGANIZATIONS IN THE HEALTH SYSTEM, HELPING TO FACILITATE THE PROVISION OF HEALTHCARE TO THE COMMUNITY. THE PURPOSES FOR WHICH RCMC IS ORGANIZED ARE: 1. TO ESTABLISH, ACQUIRE, SUPPORT, ERECT, MAINTAIN, CONTROL, OWN AND EQUIP HEALTHCARE PROVIDERS AND INSTITUTIONS, INCLUDING, WITHOUT LIMITING THE FOREGOING, HOSPITALS, NURSING HOMES, SKILLED NURSING FACILITIES, INTERMEDIATE CARE FACILITIES AND AMBULATORY CARE CENTERS; TO CONDUCT, SPONSOR, SUPPORT, PROMOTE, DEVELOP, OWN AND OPERATE CHARITABLE, EDUCATIONAL, SCIENTIFIC AND SCHOLASTIC PROGRAMS AND ACTIVITIES; AND OTHER ACTIVITIES AND PROGRAMS ANCILLARY TO AND IN SUPPORT OF THE FOREGOING;2. TO FOSTER, PROMOTE, SUPPORT, DEVELOP, ENCOURAGE, MAINTAIN, RECEIVE AND ACCEPT FUNDS, GIFTS, AND CONTRIBUTIONS FOR AND ON BEHALF OF SUCH ACTIVITIES;3. TO ESTABLISH, CONDUCT, SPONSOR, ACQUIRE, OWN, MAINTAIN AND OPERATE SUCH OTHER ENTITIES AND ACTIVITIES WHICH, IN THE OPINION OF THE BOARD OF DIRECTORS AND AT ITS DISCRETION, WILL SUPPORT THE FOREGOING;4. EXCLUSIVELY FOR THE BENEFIT OF AND TO CARRY OUT SOME OR ALL OF THE PURPOSES OF ORGANIZATIONS DESCRIBED IN EITHER SECTION 509(A)(1) OR 509(A)(2) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, OR ANY SUBSEQUENT LAW OF THE UNITED STATES.IN NO INSTANCE, HOWEVER, WILL RCMC ENGAGE IN THE PRACTICE OF MEDICINE, PSYCHIATRY OR PSYCHOLOGY. 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 18 15 1 0 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 1 1 IL X BRENDA VAN WYHE 6039786200 2000 OGDEN AVE AURORA IL 605044206 THOMAS ALEXANDER DIRECTOR 1.00 2.00 X 0 0 0 TRISH ANEN DIRECTOR 1.00 2.00 X 0 0 0 JAMES BAKA DIRECTOR 1.00 2.00 X 0 0 0 CATI CEDEROTH DIRECTOR 1.00 2.00 X 0 0 0 BRUCE DIENST DIRECTOR 1.00 2.00 X 0 0 0 RICHARD EDELMAN DIRECTOR 1.00 2.00 X 0 0 0 RONALD HEM DIRECTOR 1.00 2.00 X 0 0 0 GARRETT KATULA DO VICE CHIEF OF STAFF/DIRECTOR 1.00 42.00 X 0 330553 38803 STEPHEN KELANIC MD CHIEF OF STAFF/DIRECTOR 1.00 42.00 X 0 395710 36243 HERBERT KNIGHT DIRECTOR 1.00 2.00 X 0 0 0 MARYANNE LOCKLIN DIRECTOR 1.00 2.00 X 0 0 0 DAVE MEAD DIRECTOR 1.00 2.00 X 0 0 0 MARK METZGER CHAIRMAN OF THE BOARD/DIRECTOR 1.00 2.00 X 0 0 0 AVERY MILLER DIRECTOR 1.00 2.00 X 0 0 0 WILLIAM SKOGLUND DIRECTOR 1.00 2.00 X 0 0 0 CHRISTINE SOBEK DIRECTOR 1.00 2.00 X 0 0 0 ANDREW VANEEKEREN DIRECTOR 1.00 2.00 X 0 0 0 BARRY FINN PRESIDENT & CEO/DIRECTOR 1.00 42.00 X X 0 4755526 3574174 RYAN ASMUS VP GENERAL COUNSEL/SECRETARY 1.00 42.00 X 0 390007 77490 BRENDA VAN WYHE SR. VP FINANCE & CFO/TREASURER 1.00 42.00 X 0 460794 81193 0 6332590 3807903 0 0 1 0 0 0 0 0 0 13524 13524 RUSH MEMBERSHIP FEES 66049 66049 79573 0 79573 0 20436 18426 93074934 101769447 93095370 101787873 19916753 28688829 19916753 28688829 X 73178617 73099044 73178617 73099044 93095370 101787873 -79573 0 X X 0 1 X 1 0 X X 3 COPLEY MEDICAL HOSPITAL INC 362170840 3 1 0 0 COPLEY VENTURES INC 363370216 3 1 0 0 RUSH-COPLEY FOUNDATION 363093877 7 1 0 0 3 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 DUE FROM AFFILIATES 101769447 101769447 DUE TO AFFILIATES 28688829 28688829 X PART X, LINE 2: THE INTERNAL REVENUE SERVICE HAS DETERMINED THAT THE CORPORATION, THE HOSPITAL, VENTURES AND THE FOUNDATION ARE QUALIFIED AS TAX-EXEMPT ORGANIZATIONS UNDER INTERNAL REVENUE CODE SECTION 501(C)(3); ACCORDINGLY, INCOME TAXES ARE NOT PROVIDED FOR IN THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS. THE MEDICAL GROUP OPERATES AS A TAXABLE CORPORATION AND ACCOUNTS FOR INCOME TAXES UNDER FINANCIAL ACCOUNTING STANDARDS BOARD (FASB) ACCOUNTING STANDARDS CODIFICATION (ASC) 740. NO PROVISION FOR INCOME TAXES WAS RECORDED FOR 2017 AND 2016 DUE TO OPERATING LOSSES. AS OF JUNE 30, 2017, THE MEDICAL GROUP HAD NET OPERATING LOSS CARRYFORWARDS OF APPROXIMATELY $87,168,000 FOR INCOME TAX PURPOSES THAT ARE AVAILABLE TO OFFSET FUTURE TAXABLE INCOME. IF NOT UTILIZED, THESE CARRYFORWARDS WILL BEGIN TO EXPIRE IN 2019. BASED ON THE UNCERTAIN REALIZATION OF THESE CARRYFORWARDS, A VALUATION ALLOWANCE HAS BEEN RECORDED TO FULLY RESERVE THESE CARRYFORWARDS. 0 1 0 0 0 0 0 0 0 GARRETT KATULA DO VICE CHIEF OF STAFF/DIRECTOR 0 231535 0 96504 0 2514 0 10600 0 28203 0 369356 0 0 STEPHEN KELANIC MD CHIEF OF STAFF/DIRECTOR 0 269032 0 123993 0 2685 0 10600 0 25643 0 431953 0 0 BARRY FINN PRESIDENT & CEO/DIRECTOR 0 705318 0 424775 0 3625433 0 10600 0 28979 0 4795105 0 3574174 RYAN ASMUS VP GENERAL COUNSEL/SECRETARY 0 243000 0 125710 0 21297 0 51671 0 25819 0 467497 0 0 BRENDA VAN WYHE SR. VP FINANCE & CFO/TREASURER 0 321808 0 133748 0 5238 0 63812 0 17381 0 541987 0 0 PART I, LINE 3 THE FOLLOWING METHODS ARE USED BY COPLEY MEMORIAL HOSPITAL, INC., A RELATED ORGANIZATION OF RUSH COPLEY MEDICAL CENTER, TO ESTABLISH THE COMPENSATION OF THE ORGANIZATION'S CEO: - COMPENSATION COMMITTEE - INDEPENDENT COMPENSATION CONSULTANT - FORM 990 OF OTHER ORGANIZATIONS - COMPENSATION SURVEY OR STUDY - APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE PART I, LINE 4B SERP PLAN OF CMH: BRENDA VAN WYHE ACCRUED $46,414 AND RYAN ASMUS ACCRUED $35,877. PLEASE NOTE THAT THESE AMOUNTS ARE INCLUDED IN THE AMOUNTS LISTED ON SCHEDULE J, PART II, COLUMN C. THERE IS NO CONSTRUCTIVE RECEIPT OF THESE AMOUNTS BY THE INDIVIDUALS UNTIL THEY ARE PAID OUT AS THEY ARE SUBJECT TO A SUBSTANTIAL RISK OF FORFEITURE. ANY INDIVIDUAL PAYOUTS WOULD BE INCLUDED AS REPORTABLE COMPENSATION ON THE RECIPIENT'S ANNUAL W2 FORM. THERE WAS A PAYOUT OF OF $3,594,452 TO BARRY FINN IN 2016. FORM 990, PART VI, SECTION A, LINE 2 MANY OF THE PERSONS LISTED ON PART VII HAVE A "BUSINESS RELATIONSHIP" WITH EACH OTHER BY VIRTUE OF SITTING ON RELATED RUSH COPLEY MEDICAL CENTER ENTITY BOARDS. BARRY FINN, RCMC PRESIDENT AND CEO/DIRECTOR, AND WILLIAM SKOGLUND, RCMC VICE CHAIRMAN OF THE BOARD/DIRECTOR, HAVE A BUSINESS RELATIONSHIP. BARRY FINN IS A BOARD MEMBER AT OLD SECOND NATIONAL BANK AND WILLIAM SKOGLUND IS THE FORMER CHAIRMAN AND CEO AT OLD SECOND NATIONAL BANK. MR. SKOGLUND DOES NOT SERVE ON COPLEY MEMORIAL HOSPITAL, INC.'S COMPENSATION COMMITTEE AND HAS RECUSED HIMSELF FROM ANY DISCUSSIONS OR VOTES THAT INVOLVE MR. FINN'S SALARY. FORM 990, PART VI, SECTION A, LINE 4 EFFECTIVE ON MARCH 1, 2017, RUSH UNIVERSITY MEDICAL CENTER ("RUMC") AND RUSH-COPLEY MEDICAL CENTER, INC. ("RCMC") COMPLETED THE PROCESS OF REORGANIZING THEIR OPERATIONS UNDER COMMON CORPORATE PARENT, RUSH SYSTEM FOR HEALTH ("RSH"), AN ILLINOIS NOT-FOR-PROFIT CORPORATION AND AFFILIATE OF RUMC AND COPLEY. IN ORDER TO FULLY EFFECTUATE THIS REORGANIZATION, RUMC AND COPLEY AMENDED THEIR GOVERNING DOCUMENTS TO MAKE RSH THEIR SOLE CORPORATE MEMBER AND HOLD CERTAIN RESERVED POWERS OVER RUMC AND COPLEY. FORM 990, PART VI, SECTION A, LINE 6 RUSH SYSTEM FOR HEALTH ("RSH") IS THE SOLE CORPORATE MEMBER OF RUSH-COPLEY MEDICAL CENTER, INC. ("RCMC"). FORM 990, PART VI, SECTION A, LINE 7A AS THE SOLE CORPORATE MEMBER OF RCMC, RSH OBTAINED THE RESERVED POWER TO APPROVE THE APPOINTMENT OF MEMBERS TO THE RCMC BOARD OF DIRECTORS, THE ORGANIZATION'S GOVERNING BODY (THE "RCMC BOARD"). FORM 990, PART VI, SECTION A, LINE 7B AS THE SOLE CORPORATE MEMBER OF RCMC AND RUSH UNIVERSITY MEDICAL CENTER ("RUMC"), AND THE PARENT ENTITY OF THE RUSH SYSTEM, RSH HOLDS CERTAIN RESERVED POWERS OVER RCMC AND RUMC IN ORDER TO ENSURE A UNIFORM VISION AND STRATEGY ACROSS THE RUSH SYSTEM. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 TAX RETURN IS PREPARED BY OUR EXTERNAL TAX ADVISOR WITH DATA PROVIDED BY OUR ORGANIZATION. A DRAFT OF THE FORM 990 IS PROVIDED TO MANAGEMENT FOR REVIEW AND COMMENT. THE BOARD OF DIRECTORS IS PROVIDED WITH AN APPROVED COPY OF THE FORM 990 BEFORE IT IS FILED. FORM 990, PART VI, SECTION B, LINE 12C ANNUALLY, OFFICERS AND DIRECTORS OF RUSH-COPLEY MEDICAL CENTER ARE REQUIRED TO DISCLOSE INTERESTS THAT COULD GIVE RISE TO CONFLICTS. THE CONFLICT OF INTEREST STATEMENTS ARE SUBMITTED AND REVIEWED BY THE CHIEF COMPLIANCE OFFICER AND THE AUDIT AND CORPORATE INTEGRITY COMMITTEE OF THE BOARD. THOSE KEY PERSONNEL WITH CONFLICTS ARE ADVISED TO RECUSE THEMSELVES FROM PARTICIPATING IN DECISION MAKING RELATED TO THE CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 THE CEO/VPS OF THE ORGANIZATION AND KEY SENIOR MANAGEMENT ARE COMPENSATED BY CMH. CMH FOLLOWS A COMPENSATION APPROVAL PROCEDURE ANNUALLY THAT INVOLVES APPROVAL OF PROPOSED AND FINAL COMPENSATION ARRANGEMENTS BY ITS COMPENSATION COMMITTEE AND FULL BOARD OF DIRECTORS USING COMPARABILITY DATA, AS WELL AS CONTEMPORANEOUS DOCUMENTATION OF COMPENSATION DECISIONS IN MINUTES. FORM 990, PART VI, SECTION C, LINE 19 FORM 990 IS AVAILABLE UPON REQUEST. THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS OR CONFLICT OF INTEREST POLICY AVAILABLE TO THE PUBLIC. COPIES OF THE FINANCIAL STATEMENTS (WHETHER OR NOT AUDITED) ARE PROVIDED UPON REASONABLE REQUEST, SUCH AS FOR A BANK LOAN OR TO A BOND RATING AGENCY. THE FINANCIAL STATEMENTS ARE ALSO AVAILABLE ON THE ATTORNEY GENERAL'S WEBSITE. FORM 990, PART XII, LINE 2A & B ALTHOUGH THE ORGANIZATION DOES NOT RECEIVE STAND ALONE GAAP FINANCIAL STATEMENTS, IT DOES RECEIVE ON AN ANNUAL BASIS FROM INDEPENDENT AUDITORS CONSOLIDATED ENTITY GAAP FINANCIAL STATEMENTS (AUDITED) FOR IT AND ITS AFFILIATES. COPLEY MEMORIAL HOSPITAL INC 2000 OGDEN AVENUE AURORA IL 60504 362170840 HOSPITAL IL 501(C)(3) SCHEDULE A, LINE 3 RUSH-COPLEY MEDICAL CENTER INC 1 RUSH-COPLEY FOUNDATION 2000 OGDEN AVENUE AURORA IL 60504 363093877 GRANTS TO CHARITABLE ORGANIZATIONS IL 501(C)(3) SCHEDULE A, LINE 7 RUSH-COPLEY MEDICAL CENTER INC 1 COPLEY VENTURES INC 2000 OGDEN AVENUE AURORA IL 60504 363370216 RENTAL PROP., INFIRMARY CARE, AND HEALTHPLEX FITNESS CENTER IL 501(C)(3) SCHEDULE A, LINE 3 RUSH-COPLEY MEDICAL CENTER INC 1 RUSHCOPLEY HEALTH CARE SYSTEM INC 2000 OGDEN AVENUE AURORA IL 60504 363584043 BRIDGE BOARD RCMC & RUMC IL 501(C)(3) SCHEDULE A, LINE 11A N/A 0 RUSH UNIVERSITY MEDICAL CENTER 1700 WEST VAN BUREN STREET CHICAGO IL 60612 362174823 HEALTHCARE IL 501(C)(3) SCHEDULE A, LINE 3 RUSH SYSTEM FOR HEALTH 0 RUSH SYSTEM FOR HEALTH 1725 W HARRISON STREET CHICAGO IL 60612 364046278 HEALTHCARE IL 501(C)(3) SCHEDULE A, LINE 12C N/A 0 RUSH OAK PARK HOSPITAL INC 520 S MAPLE AVE OAK PARK IL 60304 362183812 HEALTHCARE IL 501(C)(3) SCHEDULE A, LINE 3 1 CIRCLE IMAGING PARTNERS LP 1725 W HARRISON STREET CHICAGO IL 60612 363539382 OPERATION IMAGING IL N/A RUSH SURGICENTER AT THE PROFESSIONAL BUILDING LP 1725 W HARRISON STREET CHICAGO IL 60612 363853026 SURGERY CENTER IL N/A GUARDIAN HEALTH TECHNOLOGIES LLC 1653 W CONGRESS PARKWAY CHICAGO IL 60612 362174823 ANALYTICS SOFTWARE LICENSE HOLDER IL N/A YORKVILLE PHYSICAL THERAPY & SPORTS MEDICINE CENTER LLC 2000 OGDEN AVENUE AURORA IL 60504 364236345 PHYSICAL THERAPY & SPORTS MEDICINE IL N/A RUSH COPLEY CARDIOVASCULAR CONSULTANTS LLC 2000 OGDEN AVENUE AURORA IL 60504 273234201 CARDIOVASCULAR MEDICINE IL RUSH-COPLEY MEDICAL CENTER INC RELATED -31240 88806 0 0 0.01000 RUSH-COPLEY HOSPITALISTS LLC 2000 OGDEN AVENUE AURORA IL 60504 611787188 MEDICAL SERVICES IL COPLEY MEMORIAL HOSPITAL INC RELATED -9869 7760 0 0 0.01000 RUSH-COPLEY ORTHOPEDICS LLC 2000 OGDEN AVENUE AURORA IL 60504 611801175 MEDICAL SERVICES IL COPLEY MEMORIAL HOSPITAL INC RELATED -1797 120112 0 0 0.01000 RUSH-COPLEY SURGICENTER LLC 2000 OGDEN AVENUE AURORA IL 60504 384012268 MEDICAL SERVICES IL COPLEY MEMORIAL HOSPITAL INC RELATED 5896 171889 0 0 0.01000 RUSH UNIVERSITY MEDICAL CENTER INSURANCE CO LTD PO BOX 1051 GRAND CAYMAN CJ INSURANCE CJ N/A C 0 RUSH COPLEY MEDICAL GROUP NFP 2000 OGDEN AVENUE AURORA IL 60504 363235315 PHYSICIAN PRACTICES IL RUSH-COPLEY MEDICAL CENTER INC C -11130709 22238172 1.00000 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0