2016-05-16T16:02:48-05:00 2015-06-30 383133790 ANDREWS HOOPER PAVLIK PLC 5300 GRATIOT RD SAGINAW MI 486386035 990 2014-07-01 382459948 MIDMICHIGAN HEALTH MIDM 9898393181 4000 WELLNESS DRIVE MIDLAND MI 48670 FRANCINE M PADGETT SR. VP & TREASURER 9898393181 2016-05-16 true LAURA M EBEL P00184232 9894975300 2016-05-16 2014 2016-08-17 19:52:53Z DIANE POSTLER-SLATTERY 4000 WELLNESS DRIVE MIDLAND MI 48670 87840923 false X WWW.MIDMICHIGAN.ORG X 1982 MI TO PROVIDE EXCELLENT HEALTH SERVICES TO IMPROVE THE QUALITY OF LIFE FOR PEOPLE IN OUR COMMUNITIES. 16 13 349 15 519060 466154 149509 12358 55716847 56878690 19960135 5644498 2916272 2474707 78742763 65010253 256089 177512 0 25375156 29531495 0 0 37735941 34291948 63367186 64000955 15375577 1009298 766943881 779013976 75812488 112595290 691131393 666418686 TO PROVIDE EXCELLENT HEALTH SERVICES TO IMPROVE THE QUALITY OF LIFE FOR PEOPLE IN OUR COMMUNITIES. false false 43045685 177512 56870093 THE HOLDING COMPANY PROVIDES ASSISTANCE TO OUR VARIOUS AFFILIATES IN ORDER TO IMPROVE THE QUALITY OF CARE AND PROVIDE SERVICES AT THE LOWEST POSSIBLE COST. EXPERTISE AT THE HOLDING COMPANY LEVEL INCLUDES STRATEGIC PLANNING, TREASURY, INFORMATION RESOURCES, HUMAN RESOURCES, INTERNAL AUDIT, FINANCE, MATERIALS MANAGEMENT AND RISK MANAGEMENT. 43045685 true false false false false false false false false false true true true false true false false true false false false false false false false false false true false true false false false false false false true false false false false false true true true true true false true X 344 1 true 349 true true true true CJ false false false false false false false false X 16 13 true false false false true true true true true false true true true true true true true true true true true true MI X FM PADGETT SR VP TREASURER 9898393181 4000 WELLNESS DR MIDLAND MI 48670 X DIANE POSTLER-SLATTERY PRESIDENT & 50.00 0.00 X X 818581 0 174843 MARGUERITTE KUHN MD DIRECTOR 2.00 50.00 X 0 149440 3305 ERIC BLACKHURST DIRECTOR 2.00 X 0 0 0 JOAN DAVID DIRECTOR 2.00 X 0 0 0 BOBBIE ARNOLD CHAIR 2.00 X 0 0 0 SARA WASSENAAR DDS DIRECTOR 2.00 X 0 0 0 GLENN SMITH VICE CHAIR 2.00 X 0 0 0 BOB DENOOYER DIRECTOR 2.00 X 0 0 0 CARL SCHWIND DIRECTOR 2.00 X 0 0 0 DON SHEETS DIRECTOR 2.00 X 0 0 0 BILL WEIDEMAN DIRECTOR 2.00 X 0 0 0 DENNIS DUNLAP DIRECTOR 2.00 X 0 0 0 DAVID SPAHLINGER MD DIRECTOR 2.00 X 0 0 0 DOUG STRONG DIRECTOR 2.00 X 0 0 0 JENNE VELASQUEZ DDS DIRECTOR 2.00 X 0 0 0 JIM WHEELER DIRECTOR 2.00 X 0 0 0 GREGORY ROGERS EXEC VICE PR 50.00 0.00 X 1110447 0 174955 FRANCINE PADGETT SVP, CFO & T 50.00 0.00 X 669226 0 148306 DONNA RAPP SVP & SECRET 50.00 X 551573 0 119663 BRIAN RODGERS SENIOR VICE 50.00 0.00 X 507937 0 102418 GREG GHILARDI VP HUMAN RES 50.00 X 295809 0 75840 LYDIA WATSON PINNEY MD CHIEF MEDICA 50.00 X 377872 0 26134 MARK SANTAMARIA PRESIDENT - 50.00 0.00 X 362050 0 59836 DANIEL WALTZ VP CIO 50.00 X 302263 0 6586 RAYMOND STOVER PRESIDENT - 50.00 X 274243 0 120247 SCOTT CURRIE VP REVENUE C 50.00 X 230467 0 29107 RICHARD REYNOLDS FORMER PRESI 0.00 0.00 X 138812 0 0 5639280 149440 1041240 48 true true false THREE RIVERS CORPORATION PO BOX 1467 MIDLAND MI 48641 CONSTRUCTION 14650666 MIDLAND EMERGENCY ROOM 2000 DILLOWAY DR MIDLAND MI 48640 ER PHYSICIANS 5930271 CERNER CORP PO BOX 412702 KANSAS CITY MO 641412702 COMP SOFTWARE 5919978 MIDMICHIGAN ANESTHESIOLOGY PO BOX 67000 DEPT 103901 DETROIT MI 48267 PHYSICIAN SERV 2465501 MIDLAND RADIOLOGY ASSOCIATES C/O MELLON BANK DEPT 14195 PALATINE IL 600554195 RADIOLOGY 2139586 90 12358 12358 EXEMPT SUBSIDIARY REVENUE 561000 56878690 56878690 56878690 5126355 2859717 2266638 23348813 22830670 518143 518143 518143 MCCO 900099 1697668 1697668 MIDMICHIGAN HLTH NETWORK LLC 900099 464351 464351 MIDMICHIGAN HLTH NETWORK LLC 900099 160700 160700 151988 54709 97279 2474707 65010253 61596775 519060 2882060 X 177512 177512 4258172 2129086 2129086 17626266 14277736 3348530 2754091 2073702 680389 3490746 2644383 846363 1402220 1051665 350555 680862 680862 207155 155366 51789 167344 167344 18152903 16300293 1852610 14964 11971 2993 926148 694611 231537 849607 637212 212395 75709 56782 18927 166615 83285 83330 162894 162894 10116179 10116179 2771568 2752081 19487 64000955 43045685 20955270 0 4794641 3683947 5334 13664087 10470359 85131927 53197688 35256383 31934239 31360480 32597856 95087418 109385130 585420850 589605710 1354688 1336735 766943881 779013976 19982093 34080333 55830395 78514957 75812488 112595290 X 690945639 666222644 185754 196042 691131393 666418686 766943881 779013976 X 1009298 -347260 -25374745 X false true X true false X X 7 MIDMICHIGAN MEDICAL CENTER - MIDLAND 380833014 3 false 0 0 MIDMICHIGAN MEDICAL CENTER - GRATIOT 381437919 3 false 0 0 MIDMICHIGAN MEDICAL CENTER - CLARE 381518643 3 false 0 0 MIDMICHIGAN MEDICAL CENTER - GLADWIN 386020434 3 false 0 0 MIDMICHIGAN STRATFORD VILLAGE 382623324 9 false 0 0 MIDMICHIGAN GLADWIN PINES 382754875 9 false 0 0 MIDMICHIGAN VISITING NURSE ASSOCIATION 381459397 9 false 0 0 7 0 0 true false false false false false false false false false false false false false false true false PART I, LINE 11H MIDMICHIGAN GLADWIN PINES 38-2754875 9 0 0 MIDMICHIGAN VISITING NURSE ASSOCIATION 38-1459397 9 0 0 SUPPLEMENTAL INFORMATION THE AMOUNT OF SUPPORT PROVIDED TO THE SUPPORTED ORGANIZATIONS IS EQUAL TO THE PROGRAM SERVICE EXPENSE REPORTED ON FORM 990, PART IX. MIDMICHIGAN HEALTH IS LISTED IN THE GOVERNING DOCUMENTS OF EACH OF THE SUPPORTED ORGANIZATIONS AS THE SOLE MEMBER OF THE ORGANIZATION. THE PURPOSE OR PURPOSES FOR WHICH THE CORPORATION IS ORGANIZED ARE AS FOLLOWS: (1) TO OWN, OPERATE, ACQUIRE, ESTABLISH, SPONSOR, DEVELOP AND MAINTAIN HOSPITALS, HEALTH CARE RELATED FACILITIES, HEALTH PROMOTION AND EDUCATION PROGRAMS, AND OTHER ACTIVITES DESIGNED TO PROVIDE FOR THE CARE AND TREATMENT OF THE SICK, INFIRM, AGED, AND DISTRESSED, AND TO FURTHER THE GENERAL HEALTH AND WELL BEING OF THE PUBLIC WITHOUT REGARD TO RACE, COLOR, CREED, SEX, NATIONAL ORIGIN OR ECONOMIC CONDITION. (2) TO DEVELOP AND IMPLEMENT MANAGEMENT SYSTEMS AND POLICIES WHICH WILL CARRY OUT AND CONDUCT THE HEREIN STATED PURPOSES. (3) TO CARRY OUT AND CONDUCT THE HEREIN STATED PURPOSES AND ACTIVITIES DIRECTLY OR THROUGH ONE OR MORE SUBSIDIARY ORGANIZATIONS OR JOINTLY IN CONJUNCTION WITH ONE OR MORE OTHER ORGANIZATIONS ENGAGED IN HEALTH CARE ACTIVITIES FOR MEMBERS OF THE PUBLIC. 2877503 1755845 1121658 80771897 51441843 29330054 1482527 1482527 31934239 OTHER FINANCIAL INVESTMENTS 109385130 F 109385130 MIDMICHIGAN MEDICAL CENTER-MIDLAND 406932785 C MIDMICHIGAN MEDICAL CENTER-GRATIOT 58227878 C MIDMICHIGAN MEDICAL CENTER-GLADWIN 39267722 C MIDMICHIGAN MEDICAL CENTER-CLARE 28072510 C MIDMICHIGAN HEALTH DEVELOPMENT ASSOC 23216731 C MIDMICHIGAN VISITING NURSE ASSOC 17052661 C MIDMICHIGAN PHYSICIANS GROUP 6267290 C MIDMICHIGAN STRATFORD VILLAGE 5556006 C MIDMICHIGAN HEALTH NETWORK 2048127 C MIDMICHIGAN GLADWIN PINES 1917701 C MIDMICHIGAN COLLABORATIVE CARE ORG 926299 C MIDMICHIGAN ASSURANCE GROUP 120000 C REGIONAL DIALYSIS SERVICES C THUMB AREA DIALYSIS C 589605710 ACCRUED PENSION/RETIREMENT BENEFITS 45363416 DEFERRED COMP, SELF INS, OTHER 33151541 78514957 62339314 -347260 2069 -345191 62684505 167344 2158404 2325748 65010253 63835680 2069 2069 63833611 167344 167344 64000955 SCHEDULE D, PAGE 4, PART XI, LINE 2D NET ASSETS RELEASED FROM RESTRICTIONS 2,069 SCHEDULE D, PAGE 4, PART XI, LINE 4B INCOME FROM CONSOLIDATED SUBSIDIARIES 2,158,404 SCHEDULE D, PAGE 4, PART XII, LINE 2D NET ASSETS RELEASED FROM RESTRICTIONS 2,069 true AMERICAN CANCER SOCIETY - MIDMI REGIONAL OFFICE 1111 S HENRY SUITE A BAY CITY MI 48706 131788491 501C3 14500 GENERAL SUPPORT MIDLAND COMMUNITY TENNIS CENTER 900 EAST WACKERLY ST MIDLAND MI 48642 381534400 501C3 6500 GENERAL SUPPORT MIDMICHIGAN COMMUNITY COLLEGE 1375 S CLARE AVENUE HARRISON MI 48625 381812272 501C3 10714 GENERAL SUPPORT MIDLAND AREA CHAMBER OF COMMERCE 300 RODD STREET SUITE 101 MIDLAND MI 48642 380832915 501C6 6200 GENERAL SUPPORT MIDLAND COMMUNITY CENTER 2205 S JEFFERSON AVENUE MIDLAND MI 48640 381534400 501C3 6500 GENERAL SUPPORT DELTA COLLEGE FOUNDATION 1961 DELTA ROAD UNIVERSITY CENTER MI 48710 382274266 501C3 11667 GENERAL SUPPORT MIDMICHIGAN HEALTH INFO ALLIANCE PO BOX 129 ROSCOMMON MI 48653 452133862 501C3 25000 GENERAL SUPPORT 6 1 SCHEDULE I, PAGE 1, PART I, LINE 2 MIDMICHIGAN HEALTH PROVIDES CHARITABLE CONTRIBUTIONS TO THOSE ORGANIZATIONS THAT APPLY AND MEET THE REQUIRED CRITERIA FOR CHARITABLE GIVING. THE MIDMICHIGAN HEALTH COMMUNITY BENEFIT COORDINATOR FOLLOWS UP WITH EACH REQUEST TO ASCERTAIN THAT EACH REQUEST MEETS THE COMMUNITY BENEFIT STANDARDS. NO FUNDS ARE PROVIDED DIRECTLY TO INDIVIDUALS, AND IT IS EXPECTED THAT WRITTEN ACKNOWLEDGEMENT FROM THE DONEE IS RECEIVED IN A TIMELY FASHION. X true true X X X X X false true false false false false false true false DIANE POSTLER-SLATTERY PRESIDENT & CEO 618774 190578 9229 153011 21832 993424 MARGUERITTE KUHN MD DIRECTOR 132395 16421 624 2681 624 152745 GREGORY ROGERS EXEC VICE PRES 428074 115830 566543 154301 20654 1285402 553046 FRANCINE PADGETT SVP, CFO & TREASURER 362123 81451 225652 127754 20552 817532 213212 DONNA RAPP SVP & SECRETARY 295023 66264 190286 105349 14314 671236 179587 BRIAN RODGERS SENIOR VICE PRES 291612 66264 150061 83480 18938 610355 135426 GREG GHILARDI VP HUMAN RESOURCES 240403 53324 2082 52971 22869 371649 LYDIA WATSON PINNEY MD CHIEF MEDICAL OFF 305819 70511 1542 5280 20854 404006 MARK SANTAMARIA PRESIDENT - GRATIOT 286130 64013 11907 44010 15826 421886 DANIEL WALTZ VP CIO 237568 52362 12333 5210 1376 308849 RAYMOND STOVER PRESIDENT - GLADWIN 221694 44500 8049 98294 21953 394490 SCOTT CURRIE VP REVENUE CYCLE 193478 34917 2072 23871 5236 259574 RICHARD REYNOLDS FORMER PRESIDENT 138812 138812 138812 SCHEDULE J, PAGE 1, PART I, LINE 1A THE FOLLOWING PERSONS LISTED IN PART VII, SECTION A, RECEIVED PAYMENT OF THE MONTHLY SOCIAL COUNTRY CLUB DUES WHICH APPROXIMATES 163 PER MONTH. MIDMICHIGAN HEALTH HAS TAKEN A CONSERVATIVE POSTURE WITH RESPECT TO ALL PERQUISITES AND ALL PERQUISITES MUST BE JUSTIFIED BY BUSINESS NEED. AMOUNTS RELATED TO THE NON-BUSINESS USE ARE TREATED AS TAXABLE INCOME. GHILARDI, GREG VP HUMAN RESOURCES PADGETT, FRANCINE SVP, CFO & TREASURER POSTLER-SLATTERY, DIANE PRESIDENT & CEO RAPP, DONNA SVP & SECRETARY RODGERS, BRIAN SENIOR VICE PRES ROGERS, GREGORY EXEC VICE PRES STOVER, RAYMOND PRESIDENT - GRATIOT WATSON PINNEY, LYDIA CHIEF MEDICAL OFFICER . . SCHEDULE J, PAGE 1, PART I, LINE 4 GREGORY ROGERS 0 553,046 0 FRANCINE PADGETT 0 213,212 0 DONNA RAPP 0 179,587 0 BRIAN RODGERS 0 135,426 0 RICHARD REYNOLDS 0 18,812 0 SCHEDULE J, PART III THESE PAYMENTS RELATE TO THE NONQUALIFIED SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) AND WERE PAID IN ACCORDANCE WITH THE VESTING OF THE PLAN. THESE PAYMENTS WERE PREVIOUSLY REPORTED IN THE FISCAL YEAR EARNED ON FORM 990 AS DEFERRED COMPENSATION. PART I, LINE 4B REYNOLDS, POSTLER-SLATTERY, ROGERS, PADGETT, RAPP, RODGERS, GHILARDI, CURRIE, STOVER, AND SANTAMARIA ARE PARTICIPANTS IN A 457(F) PLAN. PAYMENTS WERE MADE TO REYNOLDS, ROGERS, PADGETT, RAPP, AND RODGERS IN 2014. THE SERP IS UNFUNDED AND BEGAN ON JANUARY 1, 2009. THE CURRENT PARTICIPANTS OF THE PLAN ARE THOSE WHO HOLD A CORPORATE OFFICE OF VICE PRESIDENT OR ABOVE. EACH PARTICIPANTS ANNUAL AWARD IS A BENEFIT RESTORATION AMOUNT THAT PROVIDES THE ADDITIONAL BENEFITS THAT THE PARTICIPANT DID NOT EARN UNDER THE PENSION PLAN AND 403(B) PLAN DURING A PLAN YEAR BECAUSE OF THE STATUTORY LIMITS. A PARTICIPANT'S ACCOUNT SHALL BE 100% VESTED IF THE PARTICIPANT IS EMPLOYED BY MIDMICHIGAN HEALTH ON THE DATE THE FIRST OF THE FOLLOWING VESTING EVENTS OCCUR: ATTAINMENT OF NORMAL RETIREMENT AGE; DEATH; TERMINATION OF EMPLOYMENT BECAUSE OF TOTAL DISABILITY; OR, PROVIDED THEY HAVE BEEN EMPLOYED AT LEAST FIVE YEARS AND THE PARTICIPANT EARNS 75 POINTS. PART I, LINE 7 - NON-FIXED PAYMENTS PROVIDED MIDMICHIGAN HEALTH'S COMPENSATION INCLUDES BOTH BASE AND VARIABLE COMPENSATION (NONFIXED PAYMENTS). IN ACCORDANCE WITH ITS POLICIES, ALL ELEMENTS (BASE, VARIABLE, BENEFITS, AND PERQUISITES) ARE COMPARED TO MARKET AND ARE DETERMINED BY THE INDEPENDENT COMPENSATION COMMITTEE AFTER A REVIEW BY AN INDEPENDENT CONSULTANT, SULLIVAN COTTER, TO ENSURE THAT TOTAL COMPENSATION REMAINS WITHIN ACCEPTABLE GUIDELINES (60% OF MEDIAN). THE COMPENSATION COMMITTEE, WHO IS AUTHORIZED TO ACT ON BEHALF OF THE MIDMICHIGAN HEALTH BOARD OF DIRECTORS, APPROVED COMPENSATION FOR THE MIDMICHIGAN HEALTH CEO, SENIOR EXECUTIVES AND PHYSICIANS. SULLIVAN COTTER ISSUED A COMPREHENSIVE ASSESSMENT IN 2009 AND AGAIN IN 2013. IN ADDITION, AS A PART OF THE PHYSICIAN ENTERPRISE ENGAGEMENT, KAUFMAN HALL ISSUED A SAFE HARBOR LETTER THAT WAS REVIEWED AT THE JUNE 2013 COMPENSATION COMMITTEE MEETING. PART III - OTHER ADDITIONAL INFORMATION ON MAY 8, 2009 MIDMICHIGAN HEALTH'S COMPENSATION COMMITTEE APPROVED ITS FIRST COMPENSATION COMMITTEE CHARTER AND EXECUTIVE COMPENSATION PHILOSOPHY AND STRATEGY. THE BOARD OF DIRECTORS OF MIDMICHIGAN HEALTH APPROVED BOTH THE CHARTER AND THE STRATEGY ON JUNE 8, 2009. MIDMICHIGAN HEALTH ALSO CONTINUES TO UTILIZE AN INDEPENDENT COMPENSATION CONSULTANT TO ASSIST WITH THE GOVERNANCE PROCESS AND TO REVIEW AND REPORT ON ALL SYSTEM LEVEL EXECUTIVES, HOSPITAL LEVEL EXECUTIVES AND SELECTED OTHER EXECUTIVES. MIDMICHIGAN HEALTH HAS TAKEN A CONSERVATIVE POSTURE WITH RESPECT TO ALL PERQUISITES AND ALL PERQUISITES MUST BE JUSTIFIED BY BUSINESS NEED. MIDMICHIGAN HEALTH TARGETS THE BASE SALARY OF ITS EXECUTIVES WITHIN A MARKET COMPETITIVE SALARY RANGE WITH A MIDPOINT APPROXIMATELY EQUAL TO THE 50TH PERCENTILE OF THE BASE SALARY MARKET DATA. MARKET DATA IS OBTAINED NATIONALLY FROM HEALTH SYSTEMS, HOSPITALS AND ORGANIZATIONS OF COMPARABLE SIZE BY SULLIVAN COTTER, AN INDEPENDENT CONSULTANT. NET OPERATING REVENUE IS THE CRITICAL FACTOR UTILIZED TO DETERMINE COMPARABILITY. RICHARD REYNOLDS LEFT MIDMICHIGAN HEALTH IN FEBRUARY, 2013. HIS COMPENSATION DISCLOSED ABOVE REPRESENTS PAYMENT OF DEFERRED COMPENSATION, WHICH WAS REPORTED AS EARNED ON PREVIOUS 990'S IN ADDITION TO HIS SERP PAYMENT OF 18,812 (PART I, LINE 4). SEE ABOVE FOR FURTHER EXPLANATION OF SERP. JERAMIE SODERBERG FAMILY MEMBER 42052 EMPLOYMENT false FORM 990 PART I, LINES 3 & 4 AND PART VI, SECTION A, LINE 1 - ANY BOARD MEMBERS WHO HAVE A FAMILY OR BUSINESS RELATIONSHIP AS LISTED IN SCHEDULE L ARE NOT CONSIDERED TO BE INDEPENDENT. ALL OTHERS WHO ARE NOT INDEPENDENT ARE EMPLOYEES OF THE ORGANIZATION OR A RELATED ORGANIZATION LISTED IN SCHEDULE R AND ARE COMPENSATED AT MARKET VALUE FOR THE SERVICES PROVIDED TO THAT ORGANIZATION. THIS FORM 990 TAX RETURN INCLUDES DATA FROM MIDMICHIGAN COLLABORATIVE CARE ORGANIZATION. ALL LINES LEFT BLANK ARE NOT APPLICABLE TO THE ORGANIZATION. FORM 990, PART V, LINE 4B CAYMAN ISLANDS, OTHER COUNTRY FORM 990, PART VI LINE 2 - THE FOLLOWING OFFICERS AND DIRECTORS HAVE BUSINESS RELATIONSHIPS THROUGH A FOR-PROFIT ENTITY DUE TO THE SMALL SIZE AND LIMITED RESOURCES OF OUR COMMUNITY: BOBBIE ARNOLD, ERIC BLACKHURST, BILL WEIDEMAN AND DON SHEETS. FORM 990, PAGE 6, PART VI, LINE 6 THE CORPORATION HAS TWO MEMBER CLASSES. ONE MEMBER CLASS CONSISTS SOLELY OF MICHIGAN HEALTH CORPORATION (MHC) AND HOLDS A ONE-TENTH OF ONE PERCENT (0.1%) MEMBERSHIP INTEREST IN MIDMICHIGAN HEALTH. THE OTHER MEMBER CLASS CONSISTS OF THE MEMBERS OF THE MIDMICHIGAN HEALTH DIRECTOR CLASS AND HOLDS A 99.9% MEMBERSHIP INTEREST. MHC EXISTS AS THE SOLE MEMBER OF THE MHC MEMBER CLASS. THE MIDMICHIGAN HEALTH MEMBER CLASS IS COMPOSED OF THE INDIVIDUALS WHO ARE MEMBERS OF THE MIDMICHIGAN HEALTH DIRECTOR CLASS. THE PROPERTY, BUSINESS, AND AFFIARS OF MIDMICHIGAN HEALTH ARE MANAGED BY THE BOARD OF DIRECTORS. THE BOARD OF DIRECTORS MAY EXERCISE ALL OF THE POWER AND AUTHORITY OF THE ORGANIZATION IN SUCH A MANNER AND TO SUCH EXTENT AS THE BOARD OF DIRECTORS SHALL DETERMINE AND DECIDE, EXCEPT AS SPECIFICALLY PROVIDED IN THE LAWS OF THE STATE OF MICHIGAN, THE ARTICLES OF INCORPORATION, AND/OR THE BYLAWS OF MIDMICHIGAN HEALTH. THE BOARD OF DIRECTORS SHALL HAVE TWO DIRECTOR CLASSES, THE FIRST CONSISTING OF THOSE DIRECTORS NOMINATED BY THE MHC MEMBER CLASS AND THE SECOND CONSISTING OF THE DIRECTORS NOMINATED BY THE MIDMICHIGAN HEALTH MEMBER CLASS. THE BOARD OF DIRECTORS ("BOARD") SHALL CONSIST OF NOT LESS THAN 16 PERSONS. THE BOARD CURRENTLY MEETS AT LEAST 8 TIMES A YEAR. ACTIONS BY WRITTEN CONSENT ARE PERMITTED BUT SUCH CONSENT MUST BE UNANIMOUS. ALL OTHER ACTIONS MAY BE TAKEN BY A MAJORITY OF THE TOTAL NUMBER OF DIRECTORS PRESENT ASSUMING A QUORUM. FORM 990, PAGE 6, PART VI, LINE 7A THE MHC DIRECTORS HOLD OFFICE FOR SUCCESSIVE THREE YEAR TERMS, WITHOUT TERM LIMITS, UNTIL A SUCCESSOR IS APPOINTED AND QUALIFIED. MIDMICHIGAN DIRECTORS HOLD OFFICE FOR A TERM OF ONE YEAR AND UNTIL HIS OR HER SUCCESSOR IS SELECTED AND QUALIFIED. NO MIDMICHIGAN DIRECTOR EXCEPT FOR THE CHIEF EXECUTIVE OFFICER SHALL SERVE MORE THAN NINE CONSECUTIVE ONE-YEAR TERMS. AT LEAST 60 DAYS PRIOR TO THE ANNUAL MEETING, THE CHAIR OF THE GOVERNANCE AND NOMINATING COMMITTEE PREPARES A LIST OF NOMINEES FOR ELECTION TO THE BOARD OF DIRECTORS AND SUBMITS THE LIST TO THE MEMBERS OF THE MIDMICHIGAN HEALTH MEMBER CLASS AT THE ANNUAL MEETING. ONLY MEMBERS OF THE MIDMICHIGAN HEALTH MEMBER CLASS ARE VESTED WITH THE POWER TO ELECT MIDMICHIGAN HEALTH DIRECTORS. PROVISIONS EXIST TO OBTAIN ADDITIONAL NOMINATIONS. THE BOARD OF DIRECTORS ELECTS A CHAIR, A VICE-CHAIR, A PRESIDENT, ONE OR MORE VICE- PRESIDENTS, A SECRETARY, AND A TREASURER. NO OFFICER EXCEPT THE CHAIR, VICE-CHAIR, AND PRESIDENT NEED TO BE A MEMBER OF THE BOARD. FORM 990, PAGE 6, PART VI, LINE 7B EACH MEMBER CLASS HAS CERTAIN RESERVE POWERS. THE FOLLOWING ACTIONS REQUIRE THE APPROVAL OF THE MHC MEMBER CLASS AND THE MIDMICHIGAN HEALTH MEMBER CLASS: - TERMINATION OF THE AFFILIATION OTHER THAN AS EXPRESSLY PROVIDED IN THE AFFILIATION AGREEMENT; - DISSOLUTION OF THE CORPORATION; - CHANGES TO THE ARTICLES OF INCORPORATION, BYLAWS, OR OTHER DOCUMENTS OF MIDMICHIGAN HEALTH OR ITS SUBSIDIARIES THAT WOULD AFFECT MHC'S (AND/OR UMHS') RIGHTS OR INTERESTS UNDER THE AFFILIATION AGREEMENT. FORM 990, PAGE 6, PART VI, LINE 11B THE FORM 990 INFORMATION IS PREPARED BY THE FINANCE STAFF AT THIS ORGANIZATION. THE INFORMATION IS SUBMITTED FOR REVIEW BY A SENIOR FINANCE STAFF MEMBER AT MIDMICHIGAN HEALTH. THE STAFF MEMBER IN CONSULTATION WITH OUR TAX ACCOUNTANT (A CERTIFIED PUBLIC ACCOUNTING FIRM) REQUESTS ADDITIONAL INFORMATION AND OBTAINS CLARIFICATION. ONCE THE INITIAL REVIEW IS COMPLETE, THE INFORMATION IS SUBMITTED TO OUR TAX PROFESSIONALS AT ANDREWS HOOPER PAVLIK PLC. UPON REVIEW BY THEIR PROFESSIONALS, INCLUDING A PARTNER, INFORMATION IS RETURNED TO MIDMICHIGAN HEALTH FOR ITS FINAL REVIEW. THIS REVIEW INCLUDES A REVIEW BY THE SVP AND TREASURER. ALL COMPENSATION DISCLOSURES ARE REVIEWED WITH THE MIDMICHIGAN HEALTH CEO PRIOR TO FILING. PRIOR TO FILING: INFORMATION IS REVIEWED BY THE COMPENSATION COMMITTEE PRIOR TO FILING. FORM 990, INCLUDING ALL SCHEDULES, IS MADE AVAILABLE TO THIS ORGANIZATION'S BOARD OF DIRECTORS IN A SECURE ELECTRONIC FORMAT WITH A SUMMARY OF ALL THE MAJOR CHANGES FROM THE PRIOR YEAR RETURN. QUESTIONS OR CONCERNS ARE ADDRESSED BY THE SVP AND TREASURER. THE QUESTIONS OR CONCERNS OF THESE REVIEWS ARE PRESENTED TO THE MIDMICHIGAN HEALTH BOARD OF DIRECTORS AND THIS ORGANIZATION'S BOARD OF DIRECTORS, IF ANY ARE IDENTIFIED. FORM 990, PAGE 6, PART VI, LINE 12C THE ORGANIZATION REQUIRES EACH DIRECTOR, OFFICER, KEY EMPLOYEE AND MEMBER OF A COMMITTEE OF THE BOARD ANNUALLY: 1) TO REVIEW THE ORGANIZATION'S CONFLICT OF INTEREST POLICY ("THE POLICY"); 2) TO DISCLOSE ANY POSSIBLE PERSONAL, FAMILIAL, OR BUSINESS RELATIONSHIP THAT REASONABLY COULD GIVE RISE TO A CONFLICT OF INTEREST OR THE APPEARANCE OF A CONFLICT OF INTEREST; AND 3) TO ACKNOWLEDGE BY HIS OR HER SIGNATURE THAT HE OR SHE IS ACTING IN ACCORDANCE WITH THE LETTER AND SPIRIT OF THE POLICY. THE COMPLETED FORMS ARE REVIEWED BY THE MIDMICHIGAN HEALTH SECRETARY AND FILED FOR REFERENCE AS NEEDED. VOTING BOARD MEMBERS WITH CONFLICTS ON SPECIFIC ISSUES MAY BE ASKED TO LEAVE THE MEETING DURING DISCUSSIONS AND DO ABSTAIN FROM VOTING ON ANY ISSUE IN WHICH THEY ARE NOT INDEPENDENT. FORM 990, PAGE 6, PART VI, LINE 15A ALL CEOS AND OPERATING OFFICERS COMPENSATION IS ANNUALLY APPROVED BY AN INDEPENDENT COMPENSATION COMMITTEE OF MIDMICHIGAN HEALTH. THE COMPENSATION IS THEN REVIEWED BY THE BOARD OF DIRECTORS (OR SUBCOMMITTEE THEREOF). FOR DETAILED INFORMATION ON COMPENSATION, PLEASE SEE SCHEDULE J. FORM 990, PAGE 6, PART VI, LINE 15B ALL OFFICERS AND KEY EMPLOYEE COMPENSATION IS REVIEWED ANNUALLY BY THE COMPENSATION COMMITTEE FOR ADHERENCE TO CORPORATE POLICIES. FOR DETAILED INFORMATION ON COMPENSATION, PLEASE SEE SCHEDULE J. FORM 990, PAGE 6, PART VI, LINE 19 ALL DOCUMENTS ARE AVAILABLE UPON REQUEST. FORM 990, PAGE 7, PART VII NO DIRECTORS RECEIVE PAY FOR THE PURPOSE OF SERVING ON THE BOARD. THEY ARE CONSIDERED TO WORK AN AVERAGE OF 2 HOURS A WEEK ON BOARD-RELATED MATTERS. ALL INDIVIDUALS WITH REPORTABLE COMPENSATION ARE PAID BY EITHER THE REPORTING ORGANIZATION OR A RELATED ORGANIZATION FOR SERVICES RELATED TO A PART-TIME OR FULL-TIME POSITION. AVERAGE HOURS PER WEEK FOR THOSE WITH REPORTABLE COMPENSATION ARE RELATED TO THE AFOREMENTIONED POSITIONS. THOSE PERSONS WITH FULL-TIME POSITIONS ARE ESTIMATED TO WORK AN AVERAGE OF 50 HOURS A WEEK. FORM 990, PART IX, LINE 11G ASSOCIATION DUES & OTHER FEES 1,040,100 1,040,099 0 PURCHASED/CONTRACT SERVICES 15,260,193 812,511 0 FORM 990, PART XI LINE 9 - OTHER CHANGES IN NET ASSETS MIDMICHIGAN COLLABORATIVE CARE ORG 4000 WELLNESS DRIVE MIDLAND MI 48670 460548987 SUPPORT MI 84393 972438 MIDMI HLTH MIDMICHIGAN MEDICAL CENTER-MIDLAND 4000 WELLNESS DR MIDLAND MI 48670 380833014 HOSPITAL MI 501C3 3 MIDMI HLTH true MIDMICHIGAN MEDICAL CENTER-GRATIOT 300 E WARWICK DR ALMA MI 48801 381437919 HOSPITAL MI 501C3 3 MIDMI HLTH true MIDMICHIGAN MEDICAL CENTER-CLARE 703 NORTH MCEWAN STREET CLARE MI 48617 381518643 HOSPITAL MI 501C3 3 MIDMI HLTH true MIDMICHIGAN MEDICAL CENTER-GLADWIN 515 QUARTER STREET GLADWIN MI 48624 386020434 HOSPITAL MI 501C3 3 MIDMI HLTH true MIDMICHIGAN STRATFORD VILLAGE 2121 ROCKWELL DR MIDLAND MI 48642 382623324 LT CARE MI 501C3 9 MIDMI HLTH true MIDMICHIGAN GLADWIN PINES 449 QUARTER STREET GLADWIN MI 48624 382754875 LT CARE MI 501C3 9 MIDMI HLTH true MIDMI VNA DBA MIDMICHIGAN HOME CARE 3007 N SAGINAW RD MIDLAND MI 48640 381459397 CARE/EQUIP MI 501C3 9 MIDMI HLTH true MIDMICHIGAN PHYSICIANS GROUP 2620 W SUGNET RD MIDLAND MI 48640 383317788 MED OFFICE MI 501C3 11A MIDMI HLTH true MIDMICHIGAN HEALTH DEV ASSOC 4000 WELLNESS DR MIDLAND MI 48670 382459947 OPERATIONS MI 501C2 MIDMI HLTH true REGIONAL DIALYSIS SERVICES PO BOX 188 ALMA MI 48801 383120704 DIALYSIS MI 501C3 11A MIDMI HLTH true MIDMICHIGAN ASSURANCE GROUP LTD PO BOX 1051 23 LIME TREE BAY AVE GOVERNORS SQUARE BLDG 4 2ND FLOOR GEORGE TOWN GRAND CAYMAN CJ 980585596 INSURANCE CJ MIDMI HLTH C CORP 100 100 1.00000 false false true false false false false false false false false false false false false false true true false true MIDMICHIGAN MEDICAL CENTER-MIDLAND P 136369 BOOKS & RECORDS MIDMICHIGAN PHYSICIANS GROUP P 615472 BOOKS & RECORDS MIDMICHIGAN MEDICAL CENTER-MIDLAND Q 31659804 BOOKS & RECORDS MIDMICHIGAN MEDICAL CENTER-GRATIOT Q 9251208 BOOKS & RECORDS MIDMICHIGAN MEDICAL CENTER-CLARE Q 3846845 BOOKS & RECORDS MIDMICHIGAN MEDICAL CENTER-GLADWIN Q 2747585 BOOKS & RECORDS MIDMI VNA DBA MIDMI HOME CARE Q 1177065 BOOKS & RECORDS MIDMICHIGAN GLADWIN PINES Q 336507 BOOKS & RECORDS MIDMICHIGAN STRATFORD VILLAGE Q 410395 BOOKS & RECORDS MIDMICHIGAN PHYSICIANS GROUP Q 7326949 BOOKS & RECORDS MIDMICHIGAN HDA Q 641392 BOOKS & RECORDS MIDMICHIGAN MEDICAL CENTER-MIDLAND S 105472 BOOKS & RECORDS MIDMICHIGAN PHYSICIANS GROUP B 1200000 BOOKS & RECORDS MIDMICHIGAN HDA B 600000 BOOKS & RECORDS MIDMICHIGAN GLADWIN PINES B 1600000 BOOKS & RECORDS