2016-11-09T14:55:44-06:00 2015-12-31 381357951 PLANTE & MORAN PLLC 10 S Riverside Plaza 9th Floor Chicago IL 60606 990 2015-01-01 410847713 AMERICAN BOARD OF MEDICAL SPECIALTIES AMER 3124362600 353 NORTH CLARK STREET No 1400 CHICAGO IL 60654 Lois Margaret Nora MD JD MBA PRESIDENT & CEO 3124362600 2016-10-31 1 Lu Ann Trapp P01506476 3122071040 2016-10-31 2015 2017-02-10 21:41:12Z Lois Margaret Nora MD J 353 NORTH CLARK STREET No 1400 CHICAGO IL 60654 18216786 0 X WWW.ABMS.ORG X 1935 IL The mission of the American Board of Medical Specialties (ABMS) is to serve the public and the medical profession by improving the quality of health care through setting professional standards for lifelong certification in partnership with Member Boards. 33 32 81 153 0 0 0 0 18128145 17881794 430771 334992 0 0 18558916 18216786 1338000 0 0 0 8434066 9329607 0 0 0 8723487 8598369 18495553 17927976 63363 288810 22460249 22762759 5717108 6087245 16743141 16675514 The mission of the American Board of Medical Specialties (ABMS) is to serve the public and the medical profession by improving the quality of health care through setting professional standards for lifelong certification in partnership with Member Boards. 0 0 ABMS is a leader in setting standards for Board Certification and Maintenance of Certification across 122 medical specialties and subspecialties. ABMS assists its 24 Member Boards in their efforts to develop and implement educational and professional standards for the evaluation, assessment and certification of physician specialists. In the US, ABMS Member Boards certify more than 800,000 physicians and scientists. ABMS and its Subsidiary, ABMS Singapore LLC (ABMS-S) jointly develop and maintain physician assessment for medical specialists practicing in Singapore. ABMS communicates information about Board Certification, Maintenance of Certification, and their related Standards to Member Boards, Physician Diplomates, medical professionals, organizations and the general public. These communications address the value of ABMS Board Certification as a structured professional development framework for physicians and as a marker of trust for the patients and the public. CertificationMatters.org, an ABMS website, also provides information about board certification. Anyone can access this site to determine if a physician is board-certified by an ABMS member board. ABMS DIRECTLY, AND THROUGH ITS SUBSIDIARY, ABMS SOLUTIONS, LLC, DEVELOPS AND PROVIDES PRODUCTS AND SERVICES FOR VERIFYING THE BOARD CERTIFICATION AND MAINTENANCE OF CERTIFICATION (MOC) OF PHYSICIANS IN THE UNITED STATES TO A VARIETY OF ORGANIZATIONS. ADDITIONALLY, CertificationMatters.org, an ABMS website, can be used free of charge by the public to use these services to verify physician certification by an ABMS member board. 0 0 0 1 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 1 43 0 1 81 1 0 0 0 0 1 1 0 X 33 32 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X Jennifer Fronek 3124362694 353 NORTH CLARK STREET STE 1400 CHICAGO IL 60654 X Valerie M Parisi MD MPH MBA Chair 4.00 1.00 X X 12500 0 0 John C Moorhead MD MS FACEP Chair Elect 4.00 0.50 X X 25000 0 0 Robert H Miller MD Secretary-Treasurer 4.00 0.50 X X 12500 0 0 Thomas E Norris MD FAAFP DABFM Immediate Past Chair 4.00 1.00 X X 0 0 0 Lois Margaret Nora MD JD MBA President & Chief Executive Officer 46.00 4.00 X X 727960 0 46094 Miriam G Blitzer PhD Member 1.00 0.10 X 0 0 0 Jo Buyske MD Member 1.00 0.10 X 0 0 0 Michael L Carius MD Member 1.00 0.10 X 0 0 0 John G Clarkson MD Member 1.00 0.10 X 0 0 0 Daniel J Cole MD Member 1.00 0.10 X 0 0 0 Joanna R Fair MD PhD Member 1.00 0.10 X 0 0 0 Bruce Gantz MD Member 1.00 0.10 X 0 0 0 Larry C Gilstrap III MD Member 1.00 0.10 X 0 0 0 Larry A Green MD Member 1.00 0.10 X 0 0 0 Anne-Marie Irani MD Member 1.00 0.10 X 0 0 0 Valerie P Jackson MD Member 1.00 0.10 X 0 0 0 Rebecca L Johnson MD Member 1.00 0.10 X 0 0 0 Gerald H Jordan MD Member 1.00 0.10 X 0 0 0 Denece O Kesler MD MPH Member 1.00 0.10 X 0 0 0 Lynn O Langdon MS Member 1.00 0.10 X 0 0 0 Gail A McGuinness MD Member 1.00 0.10 X 0 0 0 Walter H Merrill MD Member 1.00 0.10 X 0 0 0 R Barrett Noone MD Member 1.00 0.10 X 0 0 0 Tae Sung Park MD Member 1.00 0.10 X 0 0 0 Terrance D Peabody MD Member 1.00 0.10 X 0 0 0 Randall K Roenigk MD Member 1.00 0.10 X 0 0 0 Barbara S Schneidman MD MPH Member 1.00 0.10 X 0 0 0 David J Schoetz Jr MD Member 1.00 0.10 X 0 0 0 Barry S Smith MD Member 1.00 0.10 X 0 0 0 Pamela J Boyers MA PhD Member 1.00 0.10 X 0 0 0 Susan Dentzer Member 1.00 0.10 X 0 0 0 Thomas W Hess JD Member 1.00 0.10 X 0 0 0 Eve Kurtin PharmD MBA Member 1.00 0.10 X 0 0 0 James G Lifton MBA Member 1.00 0.10 X 0 0 0 Laura Skarnulis COO 46.00 4.00 X 314771 0 50435 Yolanda Daniel CFO (6 months) 46.00 4.00 X 160160 0 7446 Jennifer Fronek VP of Finance (3 months) 46.00 4.00 X 40488 0 6798 Mira Irons SVP Academic Affairs 46.00 4.00 X 335183 0 42623 Kathleen Ruff Chief of Staff 46.00 4.00 X 281510 0 35769 John Mandelbaum Chief Legal Officer 46.00 4.00 X 247630 0 46090 Thomas Granatir SVP Policy & Ext. Relations 46.00 4.00 X 234846 0 45028 Jennifer Michael Chief Information Officer 46.00 4.00 X 201628 0 30278 Krista Allbee VP International Programs 46.00 4.00 X 193697 0 31817 David Swanson VP Academic Programs And Services 46.00 4.00 X 292683 0 29678 David Price SVP ABMS REF, Exec. Director. MSPAPO 4.00 46.00 X 230988 0 30991 Richard Waters VP Marketing & Communications 46.00 4.00 X 197000 0 15451 Carol Clothier VP State Health Policy & Public Affairs 46.00 4.00 X 188091 0 27054 Nicholas Smith VP Strategic Implementation 46.00 4.00 X 188030 0 21091 Stephen Miller FORMER CEO 0.00 0.00 X 196898 0 0 4081563 0 466643 23 1 1 0 PRICEWATERHOUSECOOPERS LLP PO Box 75647 Chicago IL 60675 Management Consulting 922479 PUBLIC COMMUNICATION INC One E Wacker Drive Chicago IL 60601 PR Services 446705 NCS PEARSON INC 13036 Collection Center Drive Chicago IL 60693 Computer Consulting 278484 AMERICAN BOARD OF OB & GYNE 2915 Vine Street Dallas TX 75204 Test Development Subcontracting 261376 AMERICAN BOARD OF SURGERY 16147 John F Kennedy Blvd Philadelphia PA 19103 Test Development Subcontracting 231875 10 Dues 900099 7314255 7314255 International Certification Reven 900099 4452522 4452522 Subscriptions 900099 3825436 3825436 License Fees 900099 2289581 2289581 17881794 334992 334992 18216786 11766777 0 6450009 X 2912645 4932652 382710 618489 483111 164538 75180 15000 58908 3259286 575722 297288 531177 840003 516901 1477637 234946 193585 Taxes 335853 REcruitment 22345 17927976 4130933 4144791 2848147 2284668 471977 318341 2848126 2091988 929875 756138 11643339 11873995 2435978 3384826 22460249 22762759 2329264 2701797 2147757 2192233 1240087 1193215 5717108 6087245 X 16743141 16675514 16743141 16675514 22460249 22762759 288810 -356437 0 X 0 1 X 1 0 0 0 1 7238000 15000 5694 20694 60799 -40105 500856 66339 434517 2347270 2025649 321621 756138 Due from related affiliate 2134304 Deferred Compensation plan assets 449930 security deposit 3756 Goodwill 796836 3384826 Deferred Compensation plan 449929 Deferred Rent 743286 1193215 X Part X, Line 2: Accounting guidance requires tax effects from uncertain tax positions to be recognized in the consolidated financial statements only if the position is more likely than not to be sustained if the position was to be challenged by a taxing authority. Management has determined that there are no material uncertain tax positions that require recognition in the consolidated financial statements. ABMS is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. East Asia and the Pacific 0 0 PROGRAM SERVICES DEVELOPMENT OF SPECIALTY CERTIFICATION PROGRAM FOR PHYSICIANS 3833436 0 0 0 0 0 0 3833436 0 3833436 0 0 0 0 0 0 Part I, line 3: THE ORGANIZATION USES THE ACCRUAL METHOD TO ACCOUNT FOR EXPENDITURES. X X 1 1 X X X X X 1 1 0 Lois Margaret Nora MD JD MBA President & Chief Executive Officer 677960 0 50000 0 0 0 35001 0 11093 0 774054 0 0 0 Laura Skarnulis COO 285411 0 29360 0 0 0 35001 0 15434 0 365206 0 0 0 Yolanda Daniel CFO (6 months) 95872 0 0 0 64288 0 2991 0 4455 0 167606 0 0 0 Mira Irons SVP Academic Affairs 317123 0 18060 0 0 0 35000 0 7623 0 377806 0 0 0 Kathleen Ruff Chief of Staff 232300 0 24210 0 25000 0 35001 0 768 0 317279 0 0 0 John Mandelbaum Chief Legal Officer 226380 0 21250 0 0 0 34003 0 12087 0 293720 0 0 0 Thomas Granatir SVP Policy & Ext. Relations 214396 0 20450 0 0 0 32341 0 12687 0 279874 0 0 0 Jennifer Michael Chief Information Officer 191628 0 10000 0 0 0 13419 0 16859 0 231906 0 0 0 Krista Allbee VP International Programs 185947 0 7750 0 0 0 14910 0 16907 0 225514 0 0 0 David Swanson VP Academic Programs And Services 260183 0 7500 0 25000 0 19613 0 10065 0 322361 0 0 0 David Price SVP ABMS REF, Exec. Director. MSPAPO 192600 0 20680 0 17708 0 30561 0 430 0 261979 0 0 0 Richard Waters VP Marketing & Communications 190000 0 7000 0 0 0 14683 0 768 0 212451 0 0 0 Carol Clothier VP State Health Policy & Public Affa 182466 0 5625 0 0 0 14327 0 12727 0 215145 0 0 0 Nicholas Smith VP Strategic Implementation 180280 0 7750 0 0 0 14306 0 6785 0 209121 0 0 0 Stephen Miller FORMER CEO 0 0 0 0 196898 0 0 0 0 0 196898 0 196898 0 Part I, Line 1a Per the terms of her employment contract, Dr. Nora is entitled to fly first class for organization-related business on flights that are three hours in duration or longer. This is not taxable to her. ABMS Offers to each employee located in the Chicago office of the organization, a subsidy of $50 per month towards dues for the independently-operated health club located in the headquarters' building. The individuals whose compensation is reported on Part VII, Section A of Schedule J are entitled to receive this subsidy under the same terms and conditions as all other Chicago-based employees of the organization. The amount of the subsidy is not reported as taxable compensation to the recipient employees. Part I, Lines 4a-b YOLANDA DANIEL, PRIOR CFO, RECEIVED $60,855 IN COMPENSATION PER THE TERMS OF HER SEPARATION AGREEMENT. A DEFERRED COMPENSATION PLAN EXISTED FOR A FORMER PRESIDENT, STEPHEN H. MILLER. IN ACCORDANCE WITH THE TERMS OF THE AGREEMENT, ABMS DISTRIBUTED $196,898 IN 2015 TO THE FORMER PRESIDENT. FORM 990, PART I, LINE 13 ABMS, with review and approval by the Finance and Audit Committee of the Board of Directors, periodically provides funding support in the form of a grant to the ABMS Research and Education Foundation. Funding support was provided in 2014 and most recently in 2016 for $1.3M. No funding was provided in 2015. Form 990, Part VI, Section A, line 6 There are 3 classes of members, regular members, associate members and public members. Regular members are all the primary and conjoint medical specialty member boards (currently 24) which have been approved by this corporation in accordance with the criteria stipulated in the "essentials for approval of examining boards in medical specialties" as established by this corporation from time to time. Associate members are limited to such organizations interested in graduate medical education or the standards of medical practice as, in the sole opinion of this corporation, can assist it significantly in the attainment of its purposes. Public members are persons elected by the board of directors to bring viewpoints from the general public to the deliberations of the corporation. Form 990, Part VI, Section A, line 7a see description for Part VI, 7b below Form 990, Part VI, Section A, line 7b The Reserved Powers Board, acting for the members, shall have the following specified powers and responsibilities: Determining by a two-third affirmative vote the recognition and approval by the corporation of all primary and conjoint medical specialty boards (thereby also establishing a regular member of the corporation) and of all approved medical subspecialties and the appropriate medical specialty (ies). Electing by simple majority at the annual meeting each year, those officers, committee members and representatives to other organizations requiring election from among persons nominated by the governance committee or from the floor. Approving by a two-thirds affirmative vote all proposed increases (but not decreases) on membership dues of any proposed assessments of the member boards. Approving by a two-thirds affirmative vote all proposed amendments to the corporation's articles of incorporation or to the article III of these bylaws. Resolving by a simple majority affirmative vote (unless a greater majority is required by law or by the bylaws) any disputed substantive and nonprocedural matter before the board of directors which is certified in writing by at least five or more directors for referral to the Reserved Powers Board, which referral shall include the written recommendations of the board of directors on the matter. Approving by a simple majority affirmative vote the annual budget of the ABMS. Approving, by a two-thirds affirmative vote, all new Associate members of the corporation, upon recommendation of the board of directors. Form 990, Part VI, Section B, line 11 The board retains the services of an independent CPA firm to prepare the organization's Form 990. The independent CPA firm presents the Form 990 to management and the finance and audit committee and the finance and audit committee reviews and approves the Form 990. The finance and audit committee then provides a full copy to all voting members of the board of directors. Form 990, Part VI, Section B, line 12c On an annual basis, Board and Committee members are required to disclose conflicts and dualities of interest in writing. At the beginning of all board and board committee meetings members are required to disclose conflicts of interest and dualities. The minutes of the board and of all board committees shall contain the names of the persons disclosed or otherwise were found to have a financial interest in connection with an actual or potential conflict or duality of interest, the nature of the financial interest, any action taken to determine whether a conflict or duality of interest was present, and the board's or committee's determination as to whether a conflict or duality of interest in fact existed. Form 990, Part VI, Section B, line 15 For the ABMS President and Chief Executive Officer's Compensation 1 Comparability Data from similar not for profit healthcare organizations and institutions is reviewed by the Executive committee of the board of directors. 2 An outside compensation consulting firm advises the Executive Committee of the Board of Directors regarding appropriate compensation and benefits for the President and Chief Executive Officer. 3 Members of the executive committee of the Board of Directors, who are independent, set the compensation for the President and Chief Executive Officer. For Key Employees Compensation for key employees of ABMS is set by the President and Chief Executive Officer. When setting compensation, the President and Chief Executive Officer takes into account comparability data regarding compensation as well as the advice of an outside compensation consulting firm. Form 990, Part VI, Section C, line 19 Certain governing documents are available through applicable governmental agencies; the conflict of interest policy is available upon written request to the organization. Financial Filings are available via government agencies and Guidestar. FORM 990, PART VII, SECTION A - COMPENSATION THE COMPENSATION REPORTED IN PART VII IS THE COMPENSATION PAID BY THE FILING ORGANIZATION ABMS FOR A FULL-TIME POSITION. HOWEVER A PORTION OF THE VARIOUS INDIVIDUAL'S TIME IS DEVOTED TO RELATED ORGANIZATIONS, AMERICAN BOARD OF MEDICAL SPECIALTIES RESEARCH AND EDUCATION FOUNDATION AND THE MULTI-SPECIALTY PORTFOLIO APPROVAL PROGRAM ORGANIZATION. THE FILING ORGANIZATION IS REIMBURSED BY THE AMERICAN BOARD OF MEDICAL SPECIALTIES RESEARCH AND EDUCATION FOUNDATION AND THE MULTI-SPECIALTY PORTFOLIO APPROVAL ORGANIZATION. Form 990, Part IX, line 11g CONSULTANTS 1,161,515. SUBCONTRACTORS 2,097,771. ABMS INTERNATIONAL LLC 353 NORTH CLARK STREET SUITE 1400 Chicago IL 60654 274201101 CERTIFICATION ACTIVITIES OUTSIDE THE U.S. IL 4452522 3411701 ABMS ABMS SINGAPORE LLC 353 NORTH CLARK STREET SUITE 1400 Chicago IL 60654 274201326 CERTIFICATION ACTIVITIES IN SINGAPORE IL 0 0 ABMS INTERNATIONAL LLC ABMS SOLUTIONS LLC 353 NORTH CLARK STREET SUITE 1400 CHICago IL 60654 453952583 providing certification solutions for credentialers IL 3825436 2894832 ABMS American Board of Medical Specialties Research and Education Foundation 353 NORTH CLARK STREET SUITE 1400 CHICAGO IL 60654 237304902 SUPPORTING ABMS'S MISSION THROUGH RESEARCH AND EDUCATION IL 501(c)(3) Line 1 ABMS 1 Multi-Specialty Portfolio Approval Program Organization 353 NORTH CLARK STREET SUITE 1400 CHICAGO IL 60654 465431221 Promoting participation in competency and QI programs by physicians IL 501(c)(3) Line 9 ABMS 1 0 0 0 0 0 0 0 0 0 0 0 1 0 1 1 0 1 0 1 ABMS RESEARCH AND EDUCATION FOUNDATION Q 702005 Audited expense report MULTI-SPECIALTY PORTFOLIO APPROVAL PROGRAM ORGANIZATION Q 437181 AUDITED EXPENSE REPORT