2016-05-17T16:37:15-05:00 2015-06-30 PRICEWATERHOUSECOOPERS LLP 101 SEAPORT BLVD BOSTON MA 02110 990 2014-07-01 941429628 THE HOSPITAL COMMITTEE FOR THE LIVERMORE- PLEASANTON AREAS % NICOLE PEDIGO HOSP 9253738000 1111 E STANLEY BOULEVARD LIVERMORE CA 94550 BENJIE M LOANZON CFO 9253738000 2016-05-13 true GWEN SPENCER P00641463 6175305000 2016-05-13 2014 2016-08-17 19:52:53Z SCOTT GREGERSON 1111 E STANLEY BOULEVARD LIVERMORE CA 94550 270792521 false X WWW.VALLEYCARE.COM X 1958 CA SEE SCHEDULE O 11 5 1661 250 414846 158418 484344 0 261052516 258998902 114675 70320 7592375 9740919 269243910 268810141 58724030 0 0 0 139475830 129724629 0 0 0 143057373 130711724 341257233 260436353 -72013323 8373788 180057382 232001582 144038714 133560415 36018668 98441167 X VALLEYCARE HEALTH SYSTEM'S MISSION IS TO ASSUME THE LEADERSHIP ROLE FOR THE HEALTH OF THE TRI-VALLEY COMMUNITY. false false 239145722 0 268594698 SEE SCHEDULE O 239145722 true false false true false false false false false false true 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X X true true X X true X X X X true X false X X X X true X false false PART V, SECTION B TWO FACILITIES OPERATE UNDER THE HOSPITAL COMMITTEE FOR THE LIVERMORE-PLEASANTON AREAS' LICENSE. VALLEY MEMORIAL HOSPITAL 1111 E STANLEY BLVD LIVERMORE, CA 94550 VALLEYCARE MEDICAL CENTER 5555 W LAS POSITAS BLVD PLEASANTON, CA 94588 PART V, SECTION B, LINE 2 ON SEPTEMBER 23, 2014, SHC ENTERED INTO AN AFFILIATION AGREEMENT WITH VCHS, WHICH WILL ADVANCE LEADING EDGE AND HIGHLY COORDINATED CARE IN THE BAY AREA. UNDER THIS AGREEMENT, SHC WAS SUBSTITUTED AS THE SOLE CORPORATE MEMBER OF VCHS WITH THE ASSOCIATED CONTROL OF VCHS, INCLUDING VALLEY MEMORIAL HOSPITAL ("VMH"), VALLEYCARE MEDICAL CENTER ("VCMC"), VALLEYCARE MEDICAL FOUNDATION ("VCMF"), AND VALLEYCARE SENIOR HOUSING, INC. ("VCSH"). ON MAY 18, 2015, WITH ALL CONDITIONS OF THE AFFILIATION AGREEMENT SATISFIED AND ALL REGULATORY APPROVALS OBTAINED, THE AFFILIATION BETWEEN VCHS AND SHC WAS CONSUMMATED AND BECAME EFFECTIVE. VCHS, WHICH OWNS VMH AND VCMC, AND WHICH IS THE MEMBER OF VCMF AND VCSH, BECAME A SUBSIDIARY OF SHC. PART V, SECTION B, LINE 5 VCHS COLLABORATED WITH KAISER FOUNDATION HOSPITAL WALNUT CREEK IN THE 2013 CHNA PROCESS. THE PROCESS INCLUDED COMPREHENSIVE REVIEW OF SECONDARY DATA ON HEALTH OUTCOMES, DRIVERS, CONDITIONS AND BEHAVIORS AS WELL AS COLLECTION AND ANALYSIS OF PRIMARY DATA THROUGH COMMUNITY CONVERSATIONS WITH MEMBERS OF VULNERABLE POPULATIONS IN OUR SERVICE AREA. INPUT ON THE IDENTIFIED COMMUNITY HEALTH NEEDS, AND THE RELATIVE PRIORITY AMONG THEM, WAS GATHERED THROUGH A CONVENING OF PUBLIC AND COMMUNITY HEALTH LEADERS, ADVOCATES AND EXPERTS. THE RESULTING PRIORITIZED LIST REPRESENTS A COMMUNITY UNDERSTANDING THAT IS INFORMED BY BOTH DATA AND EXPERIENCE. VALLEYCARE HEALTH SYSTEM, ALONG WITH KAISER PERMANENTE WALNUT CREEK CONTRACTED WITH CAROLINE MCCALL DBA ARETE CONSULTING TO COMPLETE THE DATA ANALYSIS REQUIRED FOR THE COMMUNITY HEALTH NEEDS ASSESSMENT. MS. MCCALL ALSO DESIGNED AND FACILITATED PRIMARY DATA COLLECTION AND SUPPORTED A PRIORITIZATION SESSION THAT ENGAGED PUBLIC AND COMMUNITY HEALTH EXPERTS FROM THE TRI-VALLEY. MS. MCCALL SUBCONTRACTED WITH NANCY SHEMICK TO CONDUCT PRIMARY DATA COLLECTION IN SPANISH. THE MAJORITY OF THE SECONDARY DATA USED IN THIS CHNA WERE MADE AVAILABLE THROUGH THE KAISER PERMANENTE (KP) COMMUNITY HEALTH NEEDS ASSESSMENT (CHNA) DATA PLATFORM, POWERED BY THE CENTER FOR APPLIED RESEARCH AND ENVIRONMENTAL SYSTEMS (CARES), AND THE INSTITUTE FOR PEOPLE, PLACES, AND POSSIBILITY (IP3). THESE DATA WERE ORGANIZED INTO SIX DISTINCT CATEGORIES: DEMOGRAPHICS, SOCIAL AND ECONOMIC FACTORS, PHYSICAL ENVIRONMENT, CLINICAL CARE, HEALTH BEHAVIORS, HEALTH OUTCOMES. THE STATISTICIANS AT THE CENTER FOR APPLIED RESEARCH AND ENVIRONMENTAL SYSTEMS (CARES) USED DATA FROM THE SOURCES LISTED ABOVE TO CREATE THE KAISER PERMANENTE CHNA DATA PLATFORM. THE PLATFORM ANALYSIS OF DATA BY GEOGRAPHIC AREAS IS LIMITED BY THE GEOGRAPHY FOR WHICH THE DATA WERE ORIGINALLY COLLECTED. HEALTH OUTCOMES DATA FROM THE PLATFORM WERE DOWNLOADED FOR ALAMEDA COUNTY, AND WHENEVER POSSIBLE, FOR THE COMMUNITIES IN THE TRI-VALLEY AREA. THESE DATA WERE COMPARED TO BENCHMARKS DEFINED EITHER BY HEALTHY PEOPLE 2020 OR STATE-LEVEL RATES. AFTER IDENTIFYING THOSE HEALTH OUTCOMES INDICATORS FOR WHICH THE POPULATION IN THE VCHS SERVICE AREA WERE SEEN TO COMPARE POORLY TO BENCHMARKS, ASSOCIATED INDICATORS OF HEALTH (HEALTH BEHAVIORS, CLINICAL CARE, PHYSICAL ENVIRONMENT AND SOCIAL AND ECONOMIC FACTORS) WERE REVIEWED AND ANALYZED TO SEE WHERE THESE INDICATORS ALSO SHOWED POOR PERFORMANCE RELATIVE TO BENCHMARKS. BASED ON THE COMBINED ANALYSIS DESCRIBED ABOVE, A SET OF COMMUNITY HEALTH CONCERNS WERE IDENTIFIED AND SERVED AS THE BASIS FOR A SERIES OF FACILITATED COMMUNITY CONVERSATIONS AS DESCRIBED BELOW. COMMUNITY INPUT VCHS, IN COLLABORATION WITH KAISER FOUNDATION HOSPITAL WALNUT CREEK, COLLECTED COMMUNITY INPUT IN TWO FORMS. FIRST, THE FINDINGS REGARDING COMMUNITY HEALTH CONCERNS THAT HAD BEEN CULLED FROM THE SECONDARY DATA (AS DESCRIBED ABOVE) WERE DISCUSSED WITH GROUPS OF PEOPLE FROM UNDERSERVED, MINORITY AND LOW-INCOME POPULATIONS. THE DEFINED LIST OF COMMUNITY HEALTH NEEDS WAS SHARED AND DISCUSSED WITH A MEETING OF PUBLIC HEALTH AND SOCIAL SERVICE AGENCY LEADERS WHO WERE ASKED TO DETERMINE RELATIVE PRIORITY AMONG THE NEEDS USING ESTABLISHED CRITERIA. THE SECOND MEANS OF GATHERING COMMUNITY INPUT WAS THROUGH A GROUP OF PUBLIC HEALTH AND SOCIAL SERVICE PROFESSIONALS WHO WERE GATHERED TO DISCUSS AND PRIORITIZE AMONG THE COMMUNITY HEALTH NEEDS THAT EMERGED FROM THE SYNTHESIS OF THE SECONDARY DATA AND COMMUNITY CONVERSATIONS. THE STAKEHOLDER MEETING WAS HELD ON NOVEMBER 27, 2012. THE MEETING FORMAT INCLUDED AN OPENING PRESENTATION FOLLOWED BY SMALL GROUP AND LARGE GROUP DISCUSSIONS. PARTICIPANTS WERE PROVIDED WITH DEMOGRAPHIC DATA FOR EASTERN ALAMEDA COUNTY AS WELL AS HEALTH OUTCOMES DATA AND OTHER RELATED HEALTH INDICATORS FOR ALL OF THE HEALTH CONCERNS THAT EMERGED FROM ANALYSIS OF THE PRIMARY AND SECONDARY DATA. AS A RESULT OF THE SMALL AND LARGE GROUP CONVERSATIONS, THE STAKEHOLDERS OFFERED RECOMMENDATIONS REGARDING THE RELATIVE PRIORITY OF EACH DEFINED COMMUNITY HEALTH NEED. AGENCY PARTICIPANTS LISTED BELOW: EAST BAY YOUTH & FAMILY INITIATIVES, TRI-VALLEY HAVEN, CITY OF LIVERMORE, ALAMEDA COUNTY HEALTH CARE SERVICES AGENCY, TRI-CITY HEALTH CENTER, OPEN HEART KITCHEN, HORIZONS FAMILY COUNSELING, SENIOR SUPPORT PROGRAM OF THE TRI-VALLEY, LIVERMORE AREA RECREATION AND PARK DISTRICT AND AXIS COMMUNITY HEALTH. COMMUNITY CONVERSATIONS TWO GROUPS OF COMMUNITY MEMBERS WERE RECRUITED BY COMMUNITY AGENCIES SERVING THE RELEVANT POPULATIONS. ONE OF THE COMMUNITY CONVERSATIONS WAS HELD AT AN ELEMENTARY SCHOOL AND ENGAGED SPANISH-SPEAKING FEMALE PARENTS AND THE SECOND CONVERSATION INCLUDED LOW-INCOME COMMUNITY MEMBERS WHO WERE RECRUITED THROUGH A COMMUNITY-BASED COUNSELING CENTER. PARTICIPANTS WERE RECRUITED FROM POPULATIONS WITH HIGH RATES OF POVERTY, LOW RATES OF HIGH SCHOOL GRADUATION AND RELATIVELY LOW RATES OF INSURANCE COVERAGE. PART V, SECTION B, LINE 6A 2013 COMMUNITY HEALTH NEEDS ASSESSMENT WAS CONDUCTED THROUGH COLLABORATION BETWEEN VALLEYCARE HEALTH SYSTEM AND KAISER PERMANENTE WALNUT CREEK, BOTH OF WHICH SERVE THE TRI-VALLEY COMMUNITIES OF LIVERMORE, PLEASANTON AND DUBLIN (IN ALAMEDA COUNTY, CALIFORNIA). PART V, SECTION B, LINES 7A/10A URL AT WHICH THE CHNA AND IMPLEMENTATION STRATEGY ARE AVAILABLE HTTP://WWW.VALLEYCARE.COM/ABOUT-COMMUNITY-BENEFITS.ASPX. PART V, SECTION B, LINE 11 OF THE 8 HEALTH NEEDS IDENTIFIED BY THE CHNA PROCESS, VALLEYCARE HEALTH SYSTEM SELECTED THREE TO ADDRESS; PRIMARY CARE SERVICES AND INFORMATION (HEALTH LITERACY), INCLUDING ADEQUATE SPANISH CAPACITY, ASTHMA PREVENTION AND HEALTHY EATING. VALLEYCARE ADDRESSES THESE SIGNIFICANT HEALTH NEEDS IDENTIFIED THROUGH THE CHNA PROCESS BY PARTNERING WITH COMMUNITY BASED ORGANIZATIONS. FOR A DETAILED DESCRIPTION OF VALLEYCARE'S COMMUNITY PARTNERS AND RESOURCES PROVIDED SEE THE IMPLEMENTATION STRATEGY AT HTTP://WWW.VALLEYCARE.COM/PDFS/CHNA-IMPLEMENTATIONSTRATEGY.PDF HEALTH NEEDS VALLEYCARE HEALTH SYSTEM DOES NOT INTEND TO ADDRESS THE REMAINING PRIORITIZED HEALTH NEEDS FOR THIS SERVICE AREA WILL NOT BE ADDRESSED BY VALLEYCARE HEALTH SYSTEM BECAUSE USING THE CRITERIA DESCRIBED PREVIOUSLY, THEY WERE NOT RANKED AS HIGH AS ACCESS TO BEHAVIORAL HEALTH CARE AND SERVICES, ACCESS TO AFFORDABLE, HEALTHY FOOD, ENSURING SAFE AND HEALTHY ENVIRONMENTS AND ACCESS TO PREVENTIVE HEALTH CARE SERVICES. VALLEYCARE HEALTH SYSTEM HAS UNIQUE RESOURCES AND CAPACITY TO DEDICATE TO THE CHOSEN HEALTH NEEDS. THE GROUP RECOGNIZED THAT THE NEEDS NOT SELECTED WOULD BE ADDRESSED IN SOME OF THE STRATEGIES DEVELOPED, AS A NUMBER OF THEM HAVE MULTIPLE OUTCOMES. IN ADDITION, THERE ARE A NUMBER OF EXISTING ORGANIZATIONS SPEARHEADING COMMUNITY-BASED INITIATIVES THAT ARE CURRENTLY ADDRESSING THE NEEDS BELOW. THE NEEDS THAT WILL NOT BE ADDRESSED ARE: ECONOMIC SECURITY, AFFORDABLE, LOCAL MENTAL HEALTH SERVICES, AFFORDABLE, LOCAL SUBSTANCE ABUSE SERVICES, SPECIALTY CARE AND PARENTING SKILLS AND SUPPORT. PART V, SECTION B, LINE 22D PATIENTS WITH PROVEN FAMILY INCOME AT OR EQUAL TO 200% OF THE FEDERAL POVERTY LEVEL WILL RECEIVE FULL FINANCIAL ASSISTANCE. IN COMPLIANCE WITH AB 774, PATIENTS WITH A PROVEN FAMILY INCOME OF MORE THAN 200%, UP TO 350% OF THE FEDERAL POVERTY LEVEL, WILL RECEIVE FINANCIAL ASSISTANCE DISCOUNT EQUAL TO THE MEDI-CAL CONTRACTUAL ALLOWANCE APPLICABLE TO THE SERVICE PERIOD. LINES 22A-C DO NOT APPLY AS WE CHARGE MUCH LESS THAN OUR NEGOTIATED RATES. 3 LIFESTYLE RX 1119 E STANLEY BLVD LIVERMORE CA 94550 MEDICAL FITNESS FACILITY VCHS - URGENT CARE CENTER 1133 E STANLEY BLVD LIVERMORE CA 94550 URGENT CARE CENTER VCHS - URGENT CARE CENTER 4000 DUBLIN BLVD STE 150 DUBLIN CA 94568 URGENT CARE CENTER PART I, LINE 6: VALLEYCARE HEALTH SYSTEM (VCHS) HAS PROVIDED HIGH-QUALITY, NOT-FOR-PROFIT HEALTH CARE TO THE TRIVALLEY AND SURROUNDING COMMUNITIES SINCE 1961. THROUGH HIGHLY SKILLED PHYSICIANS, NURSES AND STAFF AND STATE-OF-THE ART TECHNOLOGY, VALLEYCARE OFFERS A WIDE RANGE OF HEALTH CARE SERVICES AT ITS LIVERMORE, PLEASANTON AND DUBLIN MEDICAL FACILITIES. VALLEYCARE IS NOT PUBLICLY OWNED OR OPERATED, NOR IS IT SUPPORTED BY TAXES. VALLEYCARE REINVESTS ANY PROFITS IT MAKES INTO NEW SERVICES, EQUIPMENT AND FACILITIES. A 11-MEMBER BOARD OF DIRECTORS, WHICH IS ELECTED BY ITS CORPORATE MEMBERS, GOVERNS THE VALLEYCARE CORPORATION. CORPORATE MEMBERS EXERCISE CERTAIN RESERVED RIGHTS WITH RESPECT TO GOVERNANCE DECISIONS. UNDER STATE LAW SB 697, THE STATE OF CALIFORNIA REQUIRES ALL NON-PROFIT HOSPITALS IN CALIFORNIA TO COMPLETE AND SUBMIT AN ANNUAL COMMUNITY BENEFIT REPORT. ALTHOUGH HOSPITALS BRING NUMEROUS BENEFITS TO THEIR LOCAL ECONOMIES, THESE REPORTS ARE INTENDED TO DOCUMENT THE WAYS IN WHICH EACH HOSPITAL GOES ABOVE AND BEYOND THE CORE FUNCTIONS OF A HOSPITAL TO SUPPORT THE HEALTH NEEDS OF ITS COMMUNITY. EVERY THREE YEARS, NON-PROFIT HOSPITALS IN CALIFORNIA MUST CONDUCT A COMMUNITY HEALTH NEEDS ASSESSMENT (CHNA) TO IDENTIFY THE GREATEST HEALTH NEEDS AFFECTING THEIR RESPECTIVE COMMUNITIES. IN ADDITION TO THE STATE MANDATE, THE FEDERAL PATIENT PROTECTION AND AFFORDABLE CARE ACT, ENACTED MARCH 23, 2010, REQUIRES TAX-EXEMPT HOSPITALS TO CONDUCT COMMUNITY HEALTH NEEDS ASSESSMENTS (CHNA) AND TO ADOPT IMPLEMENTATION STRATEGIES TO MEET THE HEALTH NEEDS IDENTIFIED THROUGH THE ASSESSMENTS. THE COMMUNITY BENEFITS REPORT CAN BE FOUND ON OUR WEBSITE AT HTTP://WWW.VALLEYCARE.COM/ABOUT-COMMUNITY-BENEFITS.ASPX. PART I, LINE 7: RATIO OF PATIENT CARE COST TO CHARGES WAS USED TO CALCULATE THE AMOUNTS INCLUDED IN THE TABLE AT SCHEDULE H, PART I, LINE 7. PART III, LINE 2: BAD DEBT EXPENSE ON THE INCOME STATEMENT FOR FISCAL YEAR 2015 WAS $19,243,948, WHICH IS AT CHARGES. BAD DEBT IS BASED ON REMAINING ACCOUNT BALANCE AFTER ANY DISCOUNTS OR PAYMENTS HAVE BEEN APPLIED. VCHS DOES NOT RECLASSIFY ANY BAD DEBT TO CHARITY UNLESS THE PATIENT QUALIFIES UNDER THE CHARITY CARE POLICY. A COST TO CHARGE RATIO WAS USED TO DETERMINE COST. PART III, LINE 3: VCHS DOES NOT CALCULATE THE ESTIMATED AMOUNT OF THE ORGANIZATION'S BAD DEBT EXPENSE ATTRIBUTABLE TO PATIENTS ELIGIBLE UNDER THE ORGANIZATION'S FINANCIAL ASSISTANCE POLICY. PART III, LINE 4: DUE TO THE AFFILIATION OF THE HOSPITAL COMMITTEE OF THE LIVERMORE-PLEASANTON AREAS AND SHC, THE FOOTNOTE TO THE FINANCIAL STATEMENTS BELOW APPEARS IN THE HOSPITAL COMMITTEE OF THE LIVERMORE-PLEASANTON AREAS 5/17/2015 AUDITED FINANCIAL STATEMENTS. PER THE AUDITED FINANCIAL STATEMENTS: THE PROVISION FOR BAD DEBTS OF APPROXIMATELY $16,071,000 AND $21,931,000 FOR THE PERIODS ENDED MAY 17, 2015 AND JUNE 30, 2014, RESPECTIVELY, REPRESENTS ESTIMATED UNCOLLECTIBLE CHARGES FOR SERVICES PROVIDED PRIMARILY TO SELF-PAY AND THE CO-PAYMENT PORTION OF PRIVATE HEALTH INSURANCE PATIENTS. PATIENT ACCOUNTS RECEIVABLE, AMOUNTS PAYABLE TO THIRD-PARTY PAYORS AND NET PATIENT SERVICE REVENUE - ACCOUNTS RECEIVABLE ARE REDUCED BY AN ALLOWANCE FOR DOUBTFUL ACCOUNTS. IN EVALUATING THE COLLECTABILITY OF ACCOUNTS RECEIVABLE, VCHS ANALYZES ITS PAST HISTORY AND IDENTIFIES TRENDS FOR EACH OF ITS MAJOR PAYOR SOURCES OF REVENUE TO ESTIMATE THE APPROPRIATE ALLOWANCE FOR DOUBTFUL ACCOUNTS AND PROVISION FOR BAD DEBTS ON A CONSOLIDATED BASIS. MANAGEMENT REGULARLY REVIEWS DATA ABOUT THESE MAJOR PAYOR SOURCES OF REVENUE IN EVALUATING THE SUFFICIENCY OF THE ALLOWANCE FOR DOUBTFUL ACCOUNTS. FOR RECEIVABLES ASSOCIATED WITH SERVICES PROVIDED TO PATIENTS WITH THIRD PARTY INSURANCE COVERAGE, VCHS ANALYZES CONTRACTUALLY DUE AMOUNTS AND PROVIDES AN ALLOWANCE FOR DOUBTFUL ACCOUNTS AND A PROVISION FOR BAD DEBTS, IF NECESSARY (FOR EXAMPLE, FOR EXPECTED UNCOLLECTABLE DEDUCTIBLES AND COPAYMENTS ON ACCOUNTS FOR WHICH THE THIRD-PARTY PAYOR HAS NOT YET PAID, OR FOR PAYORS WHO ARE KNOWN TO BE HAVING FINANCIAL DIFFICULTIES THAT MAKE THE REALIZATION OF AMOUNTS DUE UNLIKELY). FOR RECEIVABLES ASSOCIATED WITH SELF-PAY PATIENTS (THOSE WITHOUT THIRD-PARTY INSURANCE COVERAGE), AND RECEIVABLES REPRESENTING DEDUCTIBLES AND COPAYMENTS REQUIRED FROM PATIENTS BY THEIR INSURANCE PLANS, VCHS RECORDS A PROVISION FOR BAD DEBTS IN THE PERIOD OF SERVICE ON THE BASIS OF ITS PAST EXPERIENCE, WHICH INDICATES THAT MANY PATIENTS ARE UNABLE OR UNWILLING TO PAY THE PORTION OF THEIR BILL FOR WHICH THEY ARE FINANCIALLY RESPONSIBLE. THE DIFFERENCE BETWEEN THE STANDARD RATES (OR DISCOUNTED RATES IF NEGOTIATED) AND THE AMOUNTS HISTORICALLY COLLECTED AFTER ALL REASONABLE COLLECTIONS HAVE BEEN EXHAUSTED IS THE ESTIMATED UNCOLLECTABLE RATE. THIS RATE IS APPLIED TO EXISTING ACCOUNTS TO RECORD AN ESTIMATE FOR UNCOLLECTABLE ACCOUNTS. VCHS'S SELF-PAY WRITE-OFFS BASED ON GROSS CHARGES WERE $10,947,000 AND $24,035,000 FOR THE PERIODS ENDED MAY 17, 2015 AND JUNE 30, 2014, RESPECTIVELY. VCHS HAS NOT CHANGED ITS CHARITY CARE OR UNINSURED DISCOUNT POLICIES DURING THE PERIODS ENDED MAY 17, 2015 AND JUNE 30, 2014. VCHS DOES NOT MAINTAIN A MATERIAL ALLOWANCE FOR DOUBTFUL ACCOUNTS FROM THIRD-PARTY PAYORS, NOR DID IT HAVE SIGNIFICANT WRITE-OFFS FROM THIRD PARTY PAYORS. PART III, LINE 8: THE METHODOLOGY DESCRIBED IN THE INSTRUCTIONS TO SCHEDULE H, PART III, SECTION B, LINE 6 DOES NOT TAKE INTO ACCOUNT ALL COSTS INCURRED BY THE HOSPITAL AND DOES NOT REPRESENT THE TOTAL COMMUNITY BENEFIT CONFERRED IN THIS AREA. THE MEDICARE SHORTFALL OF $32,920,232 REFLECTED ON SCHEDULE H, PART III, SECTION B WAS DETERMINED USING INFORMATION FROM THE ORGANIZATION'S MEDICARE COST REPORT. REASONS WHY MEDICARE SHORTFALL SHOULD BE TREATED AS COMMUNITY BENEFIT ARE: 1. ABSENT THE MEDICARE PROGRAM, IT IS LIKELY MANY OF THE INDIVIDUALS WOULD QUALIFY FOR CHARITY CARE OR OTHER MEANS-BASED GOVERNMENT PROGRAMS, 2. BY ACCEPTING PAYMENT BELOW COST TO TREAT THESE INDIVIDUALS, THE BURDENS OF GOVERNMENT ARE RELIEVED WITH RESPECT TO THESE INDIVIDUALS, 3. THERE IS A SIGNIFICANT POSSIBILITY THAT CONTINUED REDUCTION ON REIMBURSEMENT MAY ACTUALLY CREATE DIFFICULTIES IN ACCESS FOR THESE INDIVIDUAL, AND 4. THE AMOUNT SPENT TO COVER THE MEDICARE SHORTFALL IS MONEY NOT AVAILABLE TO COVER CHARITY CARE OR OTHER COMMUNITY BENEFIT NEEDS. PART III, LINE 9B: THE AMOUNT DETERMINED AS CHARITY CARE IS NOT COLLECTED AND WRITTEN OFF TO CHARITY. IF A REDUCED RATE IS GIVEN, THE AMOUNT DETERMINED AS PATIENT BALANCE IS COLLECTED IN THE SAME MANNER AS ALL OTHER PATIENTS. PART VI, LINE 2: VCHS COLLABORATED WITH KAISER FOUNDATION HOSPITAL WALNUT CREEK IN THE 2013 CHNA PROCESS. THIS PROCESS BEGAN IN 2012 (NEXT CHNA WILL BE COMPLETED IN 2016 IN ALIGNMENT WITH IRS FINAL RULES). THE PROCESS INCLUDED COMPREHENSIVE REVIEW OF SECONDARY DATA ON HEALTH OUTCOMES, DRIVERS, CONDITIONS AND BEHAVIORS AS WELL AS COLLECTION AND ANALYSIS OF PRIMARY DATA THROUGH COMMUNITY CONVERSATIONS WITH MEMBERS OF VULNERABLE POPULATIONS IN OUR SERVICE AREA. INPUT ON THE IDENTIFIED COMMUNITY HEALTH NEEDS, AND THE RELATIVE PRIORITY AMONG THEM, WAS GATHERED THROUGH A CONVENING OF PUBLIC AND COMMUNITY HEALTH LEADERS, ADVOCATES AND EXPERTS. THE RESULTING PRIORITIZED LIST REPRESENTS A COMMUNITY UNDERSTANDING THAT IS INFORMED BY BOTH DATA AND EXPERIENCE. THE GOAL WAS TO COLLECTIVELY GATHER COMMUNITY FEEDBACK, UNDERSTAND EXISTING DATA ABOUT HEALTH STATUS AND PRIORITIZE LOCAL HEALTH NEEDS IN THE COMMUNITY. PART VI, LINE 3: VALLEYCARE HEALTH SYSTEM WILL INTERVIEW EACH PATIENT/GUARANTOR AND DETERMINE THE CAPABILITY TO MEET HIS/HER FINANCIAL OBLIGATIONS FOR MEDICAL CARE. THOSE WHO ARE UNABLE TO MEET THE FINANCIAL OBLIGATION WILL FIRST BE SCREENED FOR POSSIBLE ELIGIBILITY UNDER STATE OR FEDERAL HEALTHCARE PROGRAMS. IF THEY DO NOT MEET STATE OR FEDERAL CRITERIA FOR HEALTHCARE BENEFITS, THEY WILL BE INTERVIEWED TO DETERMINE WHETHER THEY MEET THE CRITERIA FOR FINANCIAL ASSISTANCE, AS DEFINED IN THE FINANCIAL ASSISTANCE/CHARITY CARE POLICY. PART VI, LINE 4: THE TRI-VALLEY REGION IS BASED AROUND THE FOUR SUBURBAN CITIES OF LIVERMORE, PLEASANTON, DUBLIN AND SAN RAMON IN THE THREE VALLEYS FROM WHICH IT TAKES ITS NAME: AMADOR VALLEY, LIVERMORE VALLEY AND SAN RAMON VALLEY. LIVERMORE, PLEASANTON AND DUBLIN ARE IN ALAMEDA COUNTY, WHILE SAN RAMON IS IN CONTRA COSTA COUNTY. VALLEYCARE'S PRIMARY SERVICE AREA IS THE TRI-VALLEY. VALLEYCARE HAS FACILITIES IN PLEASANTON, LIVERMORE, AND DUBLIN. THE TRI-VALLEY ACCOUNTS FOR OVER 80% OF VALLEYCARE'S INPATIENT DISCHARGES. THE CURRENT POPULATION OF THE TRI-VALLEY IS ESTIMATED AS FOLLOWS: DUBLIN TOTAL POPULATION: 46,036 UNDER 18 YEARS OLD: 22% AGES 18-34: 28% AGES 35-64: 43% AGE 65+: 7% WHITE: 51% BLACK: 9% ASIAN: 27% HISPANIC: 14% PERCENT BELOW POVERTY: 3.5% PERCENT OVER AGE 25 WITH HS DIPLOMA OR EQUIVALENT: 92.5% LIVERMORE TOTAL POPULATION: 80,968 UNDER 18 YEARS OLD: 25% AGES 18-34: 21% AGES 35-64: 44% AGE 65+: 10% WHITE: 75% BLACK: 2% ASIAN: 8% HISPANIC: 21% PERCENT BELOW POVERTY: 6% PERCENT OVER AGE 25 WITH HS DIPLOMA OR EQUIVALENT: 92% PLEASANTON TOTAL POPULATION: 70,285 UNDER 18 YEARS OLD: 27% AGES 18-34: 15% AGES 35-64: 47% AGE 65+: 11% WHITE: 67% BLACK: 2% ASIAN: 23% HISPANIC: 10% PERCENT BELOW POVERTY: 4.2% PERCENT OVER AGE 25 WITH HS DIPLOMA OR EQUIVALENT: 94.9% SAN RAMON TOTAL POPULATION: 69,241 UNDER 18 YEARS OLD: 22% AGES 18-34: 18% AGES 35-64: 46% AGE 65+: 7% WHITE: 53% BLACK: 2% ASIAN: 36% HISPANIC: 10% PERCENT BELOW POVERTY: 3.6% PERCENT OVER AGE 25 WITH HS DIPLOMA OR EQUIVALENT: 97.2% PART VI, LINE 5: THE FOLLOWING PROGRAMS AND SERVICES FURTHER THE ORGANIZATION'S EXEMPT PURPOSE BY PROMOTING THE HEALTH OF THE COMMUNITY: PLEASANTON CAMPUS: VALLEYCARE MEDICAL CENTER, WHICH OPENED IN DECEMBER 1991, IS AN ACUTE CARE COMMUNITY HOSPITAL WITH APPROXIMATELY 114,000 SQUARE FEET OF SPACE THAT PROVIDES A COMPREHENSIVE RANGE OF MEDICAL AND SURGICAL INPATIENT AND OUTPATIENT ACUTE SERVICES, INCLUDING AN OUTPATIENT SURGICAL CENTER, A DIAGNOSTIC IMAGING CENTER INCLUDING COMPUTERIZED TOMOGRAPHY, MAGNETIC RESONANCE IMAGING AND A WOMEN'S CENTER (MAMMOGRAPHY), CARDIAC CARE, EMERGENCY ROOM, INTENSIVE CARE, OBSTETRICS, PEDIATRICS AND OPERATING AND RECOVERY ROOMS. THE CURRENT LICENSED BED CAPACITY OF VALLEYCARE MEDICAL CENTER IS 167 ACUTE CARE BEDS (ALL OF WHICH ARE STAFFED), INCLUDING 116 MEDICAL/SURFICAL ACUTE CARE, 15 PERINATAL, 22 CRITICAL CARE, 4 PEDIATRIC, AND 10 INTENSIVE CARE NURSERY BEDS. LIVERMORE CAMPUS: VALLEY MEMORIAL HOSPITAL, ON THE LIVERMORE CAMPUS, IS AN ACUTE CARE COMMUNITY HOSPITAL WITH APPROXIMATELY 125,000 SQUARE FEET OF SPACE THAT INCLUDES 26 SKILLED NURSING, AND 14 GERIATRIC PSYCHIATRIC BEDS. ADDITIONAL SERVICES AT VALLEY MEMORIAL HOSPITAL INCLUDE URGENT CARE, LABORATORY, OCCUPATIONAL HEALTH, DIAGNOSTIC IMAGING (ULTRASOUND, MAMMOGRAPHY, BONE DENSITOMETRY) AND RADIOLOGY. THE AMBULATORY SURGERY CENTER ON THE LIVERMORE CAMPUS, OPENED IN JULY 2003, HAS FOUR OPERATING ROOMS, THREE GASTRO-INTESTINAL (GI) SUITES, AND A 21-BED-PRE-OP AND POST ANESTHESIA CARE UNIT. THE URGENT CARE UNIT ON THE LIVERMORE CAMPUS, ALSO OPENED IN JULY 2003, HAS NINE EXAMINATION ROOMS WHERE PATIENTS RECEIVE CARE FOR CONDITIONS OF AN URGENT NATURE. THE LIVERMORE CAMPUS IS ALSO THE LOCATION OF LIFESTYLE RX, AN INTEGRATED MEDICAL FITNESS CENTER OWNED AND OPERATED BY THE CORPORATION. IT IS DESIGNED TO PROMOTE COMMUNITY WELLNESS THROUGH SERVICES SUCH AS MEDICALLY BASED FITNESS, CARDIAC AND PULMONARY REHABILITATION, STRENGTH AND CARDIAC TRAINING, PHYSICAL AND SPORTS MEDICINE, AND WATER THERAPIES. LICENSED AND STAFFED BEDS FOR 2015 AT VALLEYCARE MEIDCAL CENTER WERE 167, WHILE AT THE VALLEY MEMORIAL HOSPITAL THE NUMBER OF LICENSED BEDS IS 75, WITH STAFFED BEDS AT 40. PART VI, LINE 6: IN MAY 2015, THE HOSPITAL COMMITTEE FOR THE LIVERMORE-PLEASANTON AREAS (VCHS) BECAME AN AFFILIATE OF STANFORD HEALTH CARE (SHC). VCHS PARTNERS WITH SHC TO SERVE THE EAST BAY'S TRI-VALLEY REGION OF LIVERMORE, DUBLIN AND PLEASANTON. VCHS'S FACILITIES IN LIVERMORE, DUBLIN AND PLEASANTON INCLUDE VALLEY MEDICAL CENTER, EMERGENCY SERVICES AND TWO URGENT CARE CENTERS. VCHS ALLOWS SHC TO EXPAND ITS PRESENCE IN THE CRITICAL TRI-VALLEY AREA BY PARTNERING WITH A HIGH QUALITY, HIGH VALUE COMMUNITY HOSPITAL. VCHS WILL PARTICIPATE IN ALL THREE OF SHC'S MISSIONS BY PROVIDING SHC'S LEADING EDGE CLINICAL CARE IN THE VCHS COMMUNITY, TRAINING FUTURE MEDICAL LEADERS THROUGH RESIDENCY ROTATIONS AND OTHER ACADEMIC PURSUITS, AND PROVIDING THE TRI-VALLEY AREA INCREASED ACCESS TO CLINICAL TRIALS FOR LIFE-SAVING TREATMENTS. IN ADDITION, SHC'S GROWING EXPERTISE IN POPULATION AND PRECISION HEALTH WILL BE LEVERAGED TO SERVE THIS COMMUNITY. PART VI, LINE 7: LIST OF STATES RECEIVING COMMUNITY BENEFIT REPORT: CA X false false X X X X X X true true false false false false false false false DANIEL MORISSETTE BOARD CHAIR (AS OF 05/15) 0 714551 0 427909 0 321220 0 23400 0 36777 0 1523857 0 168506 JENNIFER VARGAS DIRECTOR (AS OF 05/15) 0 505308 0 154502 0 214838 0 23400 0 39404 0 937452 0 119197 JAMES HEREFORD DIRECTOR (AS OF 05/15) 0 688503 0 304682 0 33667 0 110172 0 32086 0 1169110 0 0 LLOYD B MINOR MD DIRECTOR (AS OF 05/15) 0 1340166 0 200000 0 59653 0 300000 0 57385 0 1957204 0 0 RAJNEESH BAHAL DIRECTOR (AS OF 05/15) 0 171269 0 110417 0 139470 0 0 0 15388 0 436544 0 0 AMIR DAN RUBIN DIRECTOR (AS OF 05/15) 0 1704324 0 1022000 0 321654 0 321942 0 37288 0 3407208 0 270987 JOHN YEE DIRECTOR (THROUGH 05/15) 332449 0 0 0 0 0 0 0 0 0 332449 0 0 0 SCOTT GREGERSON PRESIDENT 333722 0 0 0 2180 0 7650 0 16959 0 360511 0 0 0 ROBERT KOWAL COO (THROUGH 10/14) 130800 0 0 0 175382 0 0 0 2948 0 309130 0 0 0 DOUGLAS GUNDERSON COO (AS OF 05/15) 0 342341 0 96875 0 7976 0 48301 0 30810 0 526303 0 0 BENJIE M LOANZON CFO (AS OF 05/15) 0 298188 0 131241 0 133621 0 23885 0 25277 0 612212 0 0 GINA TEEPLES CNO 191975 0 12000 0 428 0 8656 0 1897 0 214956 0 0 0 DOMINADOR BRIONES VP OF FINANCE 221205 0 0 0 1878 0 6564 0 17022 0 246669 0 0 0 LAVERN BROWN VP GENERAL SERVICES 274154 0 0 0 33467 0 25500 0 15634 0 348755 0 0 0 DOREEN MAPLES VP COMPLIANCE 210080 0 0 0 4999 0 10506 0 8315 0 233900 0 0 0 PAUL MUSER LEAD MULTI-MODALITY TECH 120295 0 0 0 145036 0 8769 0 15922 0 290022 0 0 0 DENISE MAVROGIANIS REGISTERED NURSE 120602 0 0 0 112814 0 10127 0 16036 0 259579 0 0 0 KENNETH BARTLETT CT TECHNICIAN 117099 0 0 0 118420 0 9088 0 1168 0 245775 0 0 0 STEPHANIE CHEN REGISTERED NURSE 100382 0 0 0 122526 0 1375 0 16181 0 240464 0 0 0 MAREN EGBERT REGISTERED NURSE 117708 0 0 0 105436 0 5995 0 8367 0 237506 0 0 0 MARCELINA FEIT FORMER CEO 190882 0 0 0 516200 0 24500 0 19319 0 750901 0 0 0 KENNETH JENSEN FORMER CFO 136627 0 0 0 202663 0 9800 0 12043 0 361133 0 0 0 CYNTHIA NOONAN FORMER COO 157734 0 0 0 208704 0 24500 0 7751 0 398689 0 0 0 JESSICA JORDAN FORMER VP OF PATIENT CARE 74930 0 0 0 139616 0 24916 0 2445 0 241907 0 0 0 SCHEDULE J, PART I, LINES 1A, 1B, AND 2 HOUSING ALLOWANCE ROBERT KOWAL, COO, WAS RECRUITED FROM OUT OF THE AREA. PURSUANT TO HIS EMPLOYMENT CONTRACT HE RECEIVED A MONTHLY HOUSING ALLOWANCE THAT WAS NEGOTIATED UPON HIRE. THE AMOUNT HAS BEEN INCLUDED IN SCHEDULE J, PART II, COLUMN B (III). SCHEDULE J, PART I, LINE 4A SEVERANCE IS PAID FOR POSITION ELIMINATION OR OTHER INVOLUNTARY TERMINATION. THE FOLLOWING INDIVIDUALS RECEIVED SEVERANCE PAYMENTS UPON THE TERMINATION OF EMPLOYMENT. MARCELINA FEIT - $481,250 KENNETH JENSEN - $150,000 ROBERT KOWAL - $155,997 SCHEDULE J, PART I, LINE 4B STANFORD HEALTH CARE ("SHC"), A RELATED ORGANIZATION, PROVIDES ALL SENIOR EXECUTIVES WITH A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) TO SUPPLEMENT THEIR RETIREMENT BENEFITS. AT THE LAST DATE OF EACH QUARTER EACH PARTICIPANT'S ACCOUNT IS CREDITED WITH AN AMOUNT EQUAL TO A PERCENTAGE OF BASE SALARY (DEPENDING ON THE INDIVIDUAL'S POSITION). THE COMPENSATION COMMITTEE MAY DETERMINE THAT CREDITS SHALL BE MADE IN ADDITION TO THOSE ABOVE IN ITS SOLE DISCRETION. A PARTICIPANT BECOMES VESTED IN THE ACCOUNT AS FOLLOWS: (A) THE FIRST BUSINESS DAY OF JANUARY FOLLOWING THE SECOND CALENDAR YEAR IN WHICH THE ACCOUNT WAS ESTABLISHED AND THE PARTICIPANT COMPLETES TWO FULL YEARS OF PARTICIPATION; THE PARTICIPANT BECOMES FULLY VESTED WHEN (A) DISCHARGE FROM EMPLOYMENT WITHOUT CAUSE; (B) ENTITLEMENT TO LONG-TERM DISABILITY INCOME BENEFITS; (C) THE PARTICIPANT ATTAINS THE AGE OF 60 WHILE EMPLOYED OR IF LATER, THE PARTICIPANT'S COMPLETION OF TWO FULL YEARS OF PARTICIPATION; OR (D) THE PARTICIPANT COMPLETES SEVEN YEARS AS AN ELIGIBLE EMPLOYEE; OR (E) DEATH OF THE PARTICIPANT. THE FOLLOWING AMOUNTS BECAME VESTED AND WERE PAID TO THE FOLLOWING INDIVIDUALS IN CALENDAR YEAR 2014: AMIR DAN RUBIN $ 284,718 DANIEL MORISSETTE $ 269,311 JENNIFER VARGAS $ 186,665 BENJIE M LOANZON $ 98,053 DOUGLAS GUNDERSON $ 1,376 FOR CERTAIN INDIVIDUALS LISTED ON SCHEDULE J, PART II, AMOUNTS CREDITED UNDER THE PLAN ARE INCLUDED IN SCHEDULE J, PART II, COLUMN (C). AMOUNTS CREDITED AND DISCLOSED ON THE FORM 990 IN PRIOR YEARS THAT VESTED AND WERE PAID IN CALENDAR 2014 ARE REPORTED IN COLUMN (F). LLOYD B. MINOR PARTICIPATES IN A DEFERRED COMPENSATION PLAN AT STANFORD UNIVERSITY, A RELATED ORGANIZATION. ANNUALLY, AMOUNTS ARE CREDITED TO THE PLAN BASED ON PERFORMANCE AND CERTAIN OTHER FACTORS. THESE AMOUNTS APPEAR IN SCHEDULE J, PART II, COLUMN C. PLAN BALANCES ARE SUBJECT TO FORFEITURE AND/OR PAYMENT ONLY IF CERTAIN CONDITIONS ARE MET. SCHEDULE J, PART II, COLUMN B(III) OTHER REPORTABLE COMPENSATION IN SCHEDULE J, PART II, COLUMN B-III INCLUDES ACCRUED VACATION AND SICK LEAVE PAY OUT. SCHEDULE J, PART II DIRECTORS ARE NOT COMPENSATED IN THEIR CAPACITY AS DIRECTORS OF VCHS. HOWEVER, THE INDIVIDUALS LISTED WERE ALSO EMPLOYEES OF RELATED ORGANIZATIONS, POSITIONS FOR WHICH THEY RECEIVED COMPENSATION AS REPORTED IN PART II. FORM 990, PART I, LINE 1 DESCRIPTION OF ORGANIZATION MISSION: THE HOSPITAL COMMITTEE FOR THE LIVERMORE-PLEASANTON AREAS, DBA VALLEYCARE HEALTH SYSTEM ("VCHS") IS A CALIFORNIA NOT-FOR-PROFIT CORPORATION THAT PROVIDES BOTH INPATIENT AND OUTPATIENT HEALTHCARE SERVICES. FORM 990, PART III, LINE 4A OPERATION OF TWO ACUTE CARE HOSPITALS WITH A TOTAL OF 167 ACUTE, 26 SKILLED NURSING AND 14 ACUTE PSYCHIATRIC BEDS: SERVICES INCLUDE ICU/CCU, MEDICAL, SURGICAL, OBSTETRIC, NURSERY INPATIENT SERVICE, AND EMERGENCY ROOM, URGENT CARE AND OUTPATIENT SERVICES. ALSO CARE IS PROVIDED TO PATIENTS WHO MEET CERTAIN CRITERIA UNDER THE CHARITY-CARE POLICY WITHOUT CHARGE OR AT AMOUNTS LESS THAN ESTABLISHED RATES. ANY PROFITS MADE FROM OPERATIONS ARE INVESTED INTO NEW FACILITIES, EQUIPMENT AND SERVICES. IN ADDITION TO THE INVESTMENTS IN CHARITY CARE AND UNCOMPENSATED MEDI-CAL, VALLEYCARE HEALTH SYSTEM CONTRIBUTES TO OTHER COMMUNITY BENEFIT ACTIVITIES FOR THE VULNERABLE POPULATIONS, THE BROADER COMMUNITY AND HEALTH RESEARCH, TRAINING AND EDUCATION. THESE ACTIVITIES PROVIDE ESSENTIAL SERVICES FOR THOSE MOST IN NEED IN OUR COMMUNITIES. AS PART OF VALLEYCARE HEALTH SYSTEM'S SUPPORT FOR ITS COMMUNITY PARTNERS AND OTHER COMMUNITY-BASED AGENCIES, VCHS CONDUCTED A VARIETY OF ACTIVITIES FOR COMMUNITY MEMBERS, RANGING FROM EDUCATION AND SUPPORT TO PERSONS WITH CHRONIC CONDITIONS, MEALS TO THE DISABLED AND SENIORS AND REDUCED-COST WELLNESS PROGRAMS FOR ECONOMICALLY DISADVANTAGED MEMBERS OF THE COMMUNITY. EDUCATION AND SUPPORT PROGRAMS LIFESTYLERX IS A 70,000-SQUARE-FOOT WELLNESS CENTER PROVIDING COMPREHENSIVE, MEDICAL-BASED, HIGH-QUALITY EDUCATION AND FITNESS SERVICES. VALLEYCARE HEALTH SYSTEMS' LIFESTYLERX SCHOLARSHIP PROGRAM PROVIDES LOW-INCOME MEMBERS OF THE COMMUNITY WITH THE OPPORTUNITY TO ACHIEVE THEIR MAXIMUM HEALTH, FITNESS AND WELL-BEING POTENTIAL. FOR LOW-INCOME SENIORS WHO LIVE ALONE AND CANNOT SHOP AND PREPARE MEALS FOR THEMSELVES, VCHS OFFERS THE MEALS ON WHEELS PROGRAM IN LIVERMORE, PLEASANTON, DUBLIN AND SUNOL. THROUGH ITS CANCER EDUCATION AND AWARENESS, CANCER PREVENTION, SMOKING CESSATION AND SKIN CANCER EDUCATIONAL PROGRAMS, VCHS IMPROVES AWARENESS OF THE SYMPTOMS OF CANCER FOR THOSE MOST VULNERABLE TO CANCER. VCHS ALSO PROVIDES AMERICAN CANCER SOCIETY (ACS) CANCER SCREENING FOR MEN AND WOMEN, AND PROVIDES LIBRARY RESOURCES FOR THE COMMUNITIES IT SERVES. IN ADDITION, THROUGH ITS CANCER SUPPORT GROUP AND BREAST CANCER SUPPORT GROUP, VCHS OFFERS DISCUSSION AND EDUCATION FOR THOSE WHO HAVE BEEN DIAGNOSED WITH CANCER. LIFESTYLERX'S CANCER SURVIVORSHIP WELLNESS PROGRAM IS A COMPONENT OF VALLEYCARE'S CANCER REHABILITATION STAR (SURVIVORSHIP TRAINING AND REHABILITATION) PROGRAM. THE PROGRAM IS DESIGNED TO HELP ALL THOSE WHO ARE SUFFERING FROM CANCER BECOME MORE INDEPENDENT, AND HELP THEM FIND WAYS TO MANAGE THE SIDE EFFECTS AND THEIR RECOVERY FROM CANCER TREATMENT. ACCESS TO INFORMATION AND SERVICES VCHS PROVIDES A WIDE VARIETY OF INFORMATION AND SERVICES TO THE BROADER COMMUNITY. THE VCHS MY HEART'S CONTENT PROGRAM PROVIDES LECTURES TO THE COMMUNITY ON CARDIOVASCULAR HEALTH. THE INFANT CPR PROGRAM PROVIDES CPR TRAINING TO THE COMMUNITY AT LARGE, AND IS ALSO OFFERED FREE TO LOW-INCOME PARENTS OF NEWBORNS. CHILDBIRTH PREPARATION CLASSES, WHICH PREPARE PARENTS FOR CHILDBIRTH, ARE OFFERED TO THE COMMUNITY AT LARGE, AND ALSO ARE FREE TO LOW-INCOME PARENTS. VCHS ALSO SPONSORS A SIBLINGS CLASS FOR FAMILIES WITH CHILDREN, HELPING SIBLINGS ADJUST TO A NEW BABY. THE VCHS E-HEALTH NEWSLETTER IS AN INNOVATIVE, FREE SERVICE TO THE COMMUNITY, PATIENTS, EMPLOYEES AND FRIENDS THAT ALLOWS THEM TO RECEIVE PERSONALIZED INFORMATION ON HEALTH ISSUES THAT MATTER MOST TO EACH ONE OF THEM. THE E-NEWSLETTER PROVIDES ONLINE ACCESS TO VALUABLE, INDIVIDUALIZED HEALTH INFORMATION. E-NEWSLETTERS AND REMINDERS ARE SENT MONTHLY TO THE SUBSCRIBED DATABASE VIA EMAIL ADDRESSES. THE VCHS AMERICAN HEART ASSOCIATION TRAINING CENTER CONDUCTS CLASSES THROUGHOUT THE YEAR, TEACHING COMMUNITY MEMBERS CPR AND PROVIDING THEM WITH AMERICAN HEART ASSOCIATION CARDS AS PROOF OF CLASS COMPLETION. THE VALLEYCARE HEALTH LIBRARY AND RYAN COMER CANCER RESOURCE CENTER, ESTABLISHED IN 1991 AND OPEN TO THE PUBLIC, OFFERS FREE ACCESS TO EASY-TO-UNDERSTAND, UP-TO-DATE HEALTH AND MEDICAL INFORMATION. LOCATED IN THE SAME BUILDING AS THE REGIONAL CANCER CENTER AT VALLEYCARE, THE VALLEYCARE HEALTH LIBRARY OFFERS EVERYONE IN THE VALLEYCARE SERVICE AREA SUPPORT AND EDUCATION IN A COMFORTABLE AND RELAXED ATMOSPHERE. THE CENTER HAS THE LARGEST COLLECTION OF CANCER-RELATED EDUCATION MATERIALS IN NORTHERN CALIFORNIA. THE LIBRARY IS STAFFED BY TRAINED VOLUNTEERS AND SUPPORT STAFF WHO GUIDE CANCER PATIENTS AND FAMILIES THROUGH THE TREATMENT PROCESS. IN ADDITION, CANCER PATIENTS RECEIVE A PERSONALIZED HANDBOOK TO HELP THEM KEEP TRACK OF INFORMATION, MEDICATIONS, TREATMENT RECORDS AND APPOINTMENTS. HEALTHY EATING AND PHYSICAL ACTIVITY AS OBESITY IS A MAJOR HEALTH ISSUE IN THE TRI-VALLEY AREA, OBESITY EDUCATION AND PREVENTION IS A TOP FOCUS FOR VCHS. MORE THAN 31 PERCENT OF LATINO CHILDREN IN THE DUBLIN SCHOOL DISTRICT AND MORE THAN 37 PERCENT OF BOTH AFRICAN AMERICAN AND LATINO CHILDREN IN THE LIVERMORE SCHOOL DISTRICT ARE OVERWEIGHT. VCHS CONDUCTED A WIDE VARIETY OF PROGRAMS ON HEALTHY EATING FOR THE BROADER COMMUNITY OVER THE PAST YEAR, BEGINNING WITH EDUCATION OF NEW MOTHERS ON THE BENEFITS AND IMPORTANCE OF BREASTFEEDING THEIR INFANTS. THE NEW MOMS SUPPORT GROUP SUPPORTS NEW MOTHERS WITH GUEST SPEAKERS WHO FOCUS ON BREASTFEEDING AS A HEALTHY START TO LIFE. VCHS ALSO PROVIDED TRAINING FOR YOUTHFUL ATHLETES AND TREATED ATHLETIC INJURIES AT YOUTH SPORTING EVENTS. THE PHYSICAL AND SPORTS MEDICINE PROGRAM PROVIDES EDUCATION ABOUT FITNESS, NUTRITION AND SAFETY, AND PROMOTES PHYSICAL FITNESS AND SAFE PLAY FOR THE INDIVIDUALS PARTICIPATING IN ORGANIZED SPORTS. VCHS ALSO PROVIDES MEDICAL SUPPLIES FOR FIRST AID TO LOCAL COMMUNITY EVENTS. IN ITS YOGA FOR CANCER PROGRAM, VCHS PROVIDES A COMMUNITY SUPPORT GROUP THAT TEACHES AND PRACTICES YOGA FOR THOSE SUFFERING FROM CANCER AND FOR THE FAMILIES OF CANCER SUFFERERS. THE ANNUAL DIABETES EDUCATION SEMINAR EDUCATES TRI-VALLEY COMMUNITY MEMBERS ON HEALTHY EATING HABITS AND PREVENTION OF PRE-DIABETES. FOR THOSE WHO LIVE WITH DIABETES, VCHS OFFERS A MONTHLY DIABETES SUPPORT GROUP REVIEWING VARIOUS CLINICAL TOPICS, WITH OCCASIONAL GUEST SPEAKERS. FOR THE NUTRITION NEEDS OF SENIOR MEMBERS OF THE COMMUNITY, VCHS MADE PRESENTATIONS IN LIVERMORE AND PLEASANTON ON SENIOR NUTRITION. THESE EDUCATIONAL PROGRAMS HELP SENIORS UNDERSTAND THE CONNECTION BETWEEN GOOD NUTRITION AND A LONG, HEALTHY LIFE. THE VCHS NEW MOM WELLNESS PROGRAM OFFERED BY LIFESTYLERX IS AN EFFECTIVE WAY FOR NEW MOTHERS IN THE COMMUNITY TO GET BACK IN SHAPE AND FEEL BETTER. THIS COMPREHENSIVE FOUR-WEEK PROGRAM TEACHES METHODS OF GAINING ENERGY, LIVING A HEALTHY LIFESTYLE AND BECOMING MOTIVATED TO TAKE CARE OF NEW FAMILIES. FORM 990, PART III, LINE 4A CONTINUED CHRONIC HEALTH CONDITIONS THE VCHS HEALING TOUCH PROGRAM ENSURES THAT EACH PERSON IN THE COMMUNITY RECEIVING CANCER TREATMENT IS OFFERED SUPPORTIVE CARE IMPLEMENTING HEALING TOUCH TECHNIQUES TO SUPPORT THE PERSON AS A WHOLE AND TO MANAGE SYMPTOMS OF PAIN, MALAISE, NAUSEA AND/OR STRESS. THE 2015 BREAST CANCER SYMPOSIUM HOSTED BY VCHS, "ADVANCES IN BREAST CANCER, FROM DNA TO DRUGS," ENSURED THAT COMMUNITY MEMBERS ARE UP-TO-DATE ON CURRENT SCREENING AND TREATMENT RECOMMENDATIONS. THE LOOK GOOD FEEL BETTER PROGRAM PROVIDES A SUPPORT GROUP FOR WOMEN DEALING WITH THE SIDE EFFECTS OF CANCER TREATMENT. SPECIALLY TRAINED VOLUNTEERS TEACH SELF-CARE, BEAUTY AND PSYCHOLOGICAL SUPPORT, PROVIDE WIGS AND SCARVES, AND CONDUCT DEMONSTRATIONS FOR COPING WITH HAIR LOSS. VALLEYCARE HEALTH SYSTEM SUPPORTS HEALTH RESEARCH, EDUCATION, AND TRAINING IN A WIDE VARIETY OF PROGRAMS. SPECIALIZED HEALTH CARE WORKFORCE TRAINING IN THE DIETETICS INTERNSHIP PROGRAM, VCHS STAFF SUPERVISES NUTRITION AND DIETETIC GRADUATES AND/OR STUDENTS THROUGH CLINICAL NUTRITION AND/OR FOOD SERVICE ROTATIONS AS THEY LEARN AND PERFORM PROFESSIONAL AND TECHNICAL TASKS ACCORDING TO NATIONAL COMPETENCY STANDARDS. STUDENT INTERNS ROTATE THROUGH VARIOUS HOSPITAL UNITS WITH STAFF AND ADMINISTRATIVE/MANAGEMENT DIETITIANS SO THAT THEY CAN EXPERIENCE ALL DIMENSIONS OF THE DEPARTMENT OPERATION. EACH STAFF REGISTERED DIETITIAN WHO IS RESPONSIBLE FOR SERVING AS A PRECEPTOR FOR THE INTERN DEVOTES AN AVERAGE OF 25 PERCENT OF HIS/HER TIME TO THE INTERN'S SUPERVISION. VCHS PROVIDES PRECEPTORS FOR GRADUATE NURSING STUDENTS. STUDENTS RECEIVE EXPOSURE AND EXPERIENCE TO NURSE PRACTITIONER, NURSING ADMINISTRATION AND CLINICAL NURSE SPECIALIST POSITIONS. IN CONNECTION WITH CHABOT COLLEGE, SAMUEL MERRITT UNIVERSITY SCHOOL OF NURSING, CAL STATE UNIVERSITY EAST BAY, OHLONE AND CALIFORNIA STATE UNIVERSITY DOMINGUEZ HILLS, VCHS REGISTERED NURSES IN MULTIPLE NURSING UNITS, INCLUDING MEDICAL/SURGICAL AND INTENSIVE CARE UNITS, PROVIDE DIRECT SUPERVISION TO STUDENT NURSES IN A CLINICAL ENVIRONMENT. EACH STUDENT HAS A ROTATION OF 380 HOURS PER SEMESTER. VCHS ALSO PROVIDES MENTORING EDUCATION FOR THE UC SAN DIEGO LACTATION CERTIFICATION PROGRAM. FINALLY, VCHS PROVIDES SURGICAL TECHNOLOGY TRAINING FOR SURGICAL TECHNOLOGY STUDENTS IN THE OPERATING ROOM, SUPERVISED BY A SURGICAL TECHNOLOGIST AND REGISTERED NURSES. THROUGHOUT THE YEAR, VCHS HOSTS COLLEGE STUDENT INTERNS IN PHYSICAL AND SPORTS MEDICINE IN VARYING AFFILIATION DATES, RANGING FROM SIX MONTHS OF FULL-TIME INTERNSHIP TO ONE DAY A WEEK. THE VCHS HIGH SCHOOL STUDENTS PRECEPTORSHIP PROVIDES VALUABLE NURSING TRAINING TO SENIOR HIGH SCHOOL STUDENTS, HELPING THEM TO DEVELOP VALUABLE PATIENT ASSESSMENT AND ASSISTANCE SKILLS. STUDENTS ARE PERMITTED TO OBSERVE AND SHADOW HEALTH CARE STAFF IN VARIOUS AREAS OF THE HOSPITAL DURING A TYPICAL WORK DAY AND, WHEN APPROPRIATE, ASSIST WITH SIMPLE PROJECTS FOR A "HANDS-ON" EXPERIENCE. IN ITS SCHOOL OUTREACH PROGRAM, VCHS REGISTERED NURSES CONDUCT A SEMINAR FOR HIGH SCHOOL STUDENTS IN THE TRI-VALLEY REGION. TOPICS INCLUDE GENERAL SURGERY INFORMATION, A DEMONSTRATION OF LAPAROSCOPIC INSTRUMENTS AND OPERATING ROOM LAYOUT. IN ADDITION, THE VCHS MENTORING PROGRAM ALLOWS HIGH SCHOOL STUDENTS INTERESTED IN MEDICAL AND NURSING CAREERS TO SHADOW HEALTH CARE PROFESSIONALS ON MULTIPLE UNITS AT VALLEYCARE. VCHS ALSO INVITES ADVANCED PLACEMENT STUDENTS IN TRI-VALLEY SCHOOLS TO COME INTO VCHS FACILITIES AND WATCH A BARIATRIC SURGERY VIDEO, AFTER WHICH THEY GO INTO A MOCK OPERATING ROOM FOR A SIMULATION. RESEARCH/CLINICAL TRIALS THE REGIONAL CANCER CENTER AT VALLEYCARE IS AFFILIATED WITH THE UNIVERSITY OF CALIFORNIA, SAN FRANCISCO (UCSF). VALLEYCARE'S UCSF AFFILIATION BRINGS NATIONAL INSTITUTES FOR HEALTH AND NATIONAL CANCER INSTITUTE CLINICAL TRIALS TO VALLEYCARE. TRI-VALLEY CANCER PATIENTS CAN ACCESS UCSF ACADEMIC RESOURCES-WITHOUT THE NECESSITY TO TRAVEL-TO DISCUSS THE BEST COURSE OF TREATMENT, AS WELL AS PROVIDE CARE THROUGH CLINICAL TRIALS WHICH INCLUDE INFUSION AND RADIATION THERAPY. THESE STUDIES ARE DESIGNED TO ANSWER SCIENTIFIC QUESTIONS AND ARE PERFORMED IN ORDER TO EVALUATE NEW TREATMENTS AND FIND NEW AND BETTER WAYS TO HELP PEOPLE WITH CANCER. FORM 990, PART VI, SECTION A, LINE 2 DAVID MERTES AND BARBARA MERTES HAVE A FAMILY RELATIONSHIP. THE FOLLOWING INDIVIDUALS ARE EMPLOYEES OF STANFORD HEALTH CARE: DANIEL MORISSETTE JENNIFER VARGAS JAMES HEREFORD RAJNEESH BAHAL AMIR DAN RUBIN BENJIE M LOANZON THE FOLLOWING INDIVIDUALS ARE BOARD MEMBERS AT STANFORD HEALTH CARE: JOHN GOLDMAN LLOYD B. MINOR MD KAYE FOSTER-CHEEK THE FOLLOWING INDIVIDUALS ARE BOARD MEMBERS AT STANFORD PET-CT LLC: AMIR DAN RUBIN JAMES HEREFORD LLOYD B. MINOR MD THE FOLLOWING INDIVIDUALS ARE BOARD MEMBERS AT SUMIT HOLDING INTERNATIONAL, LLC: AMIR DAN RUBIN DANIEL MORISSETTE THE FOLLOWING INDIVIDUALS ARE BOARD MEMBERS AT SUMIT INSURANCE COMPANY, LTD.: AMIR DAN RUBIN DANIEL MORISSETTE THE FOLLOWING INDIVIDUALS ARE CLASS A SUBSCRIBER VOTING MEMBERS AT THE PROFESSIONAL EXCHANGE ASSURANCE COMPANY: AMIR DAN RUBIN DANIEL MORISSETTE FORM 990, PART VI, SECTION A, LINE 4 STANFORD HEALTH CARE (SHC) BECAME THE SOLE MEMBER OF THE HOSPITAL COMMITTEE FOR THE LIVERMORE-PLEASANTON AREAS (VCHS) EFFECTIVE AS OF MAY 18, 2015. VCHS'S ARTICLES OF INCORPORATION WERE AMENDED (I) TO EXPAND THE CHARITABLE PURPOSES OF THE CORPORATION TO INCLUDE SUPPORT FOR THE DEVELOPMENT AND OPERATION OF A BROAD GEOGRAPHIC NETWORK OF HEALTH CARE PROVIDERS PROVIDERS AND FACILITIES IN COLLABORATION WITH SHC AND STANFORD UNIVERSITY (THE UNIVERSITY) AND ITS SCHOOL OF MEDICINE, TO FURTHER THE CHARITABLE, SCIENTIFIC AND EDUCATIONAL PURPOSES OF THE UNIVERSITY, AND TO DEVELOP, SPONSOR AND ADVANCE SERVICES AND PROGRAMS THAT ADDRESS THE PHYSICAL AND MENTAL NEEDS OF THE COMMUNITY AT LARGE AND (II) TO ESTABLISH SHC AS THE SOLE CORPORATE MEMBER OF VCHS AND DISSOLVE THE THEN-EXISTING COMMUNITY INDIVIDUAL MEMBERS OF THE CORPORATION. VCHS'S BYLAWS WERE AMENDED TO (I) ELIMINATE THE THEN-EXISTING INDIVIDUAL MEMBERS OF VCHS AND ESTABLISH SHC AS THE SOLE MEMBER OF VCHS AND (II) TO ESTABLISH THAT AN ELEVEN-MEMBER BOARD OF DIRECTORS, CONSISTING OF THREE CLASS A DIRECTORS AND EIGHT CLASS B DIRECTORS. THE INITIAL CLASS A DIRECTORS WERE SELECTED BY THE EXISTING BOARD OF VCHS FROM AMONG ITS CURRENT MEMBERS. AS VACANCIES OCCUR, THE CLASS A DIRECTORS WILL SELECT REPLACEMENT DIRECTORS, WHOSE APPOINTMENT WILL BE SUBJECT TO APPROVAL BY SHC. THE CLASS B DIRECTORS WERE SELECTED BY SHC FROM A SLATE OF CANDIDATES SUBMITTED BY A NOMINATING COMMITTEE APPOINTED BY SHC. FORM 990, PART VI, SECTION B, LINE 6 STANFORD HEALTH CARE IS THE SOLE MEMBER OF VCHS. FORM 990, PART VI, SECTION B, LINE 7A STANFORD HEALTH CARE, AS THE SOLE MEMBER OF VCHS, APPOINTS ALL CLASS "B" DIRECTORS, AND APPROVES THE VCHS BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 7B THE SOLE MEMBER, STANFORD HEALTH CARE, APPROVES THE APPOINTMENT OF CLASS "A" DIRECTORS TO THE VCHS BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 11B THE FINANCE DEPARTMENT REVIEWS THE FORM 990 FOR ACCURACY. PRIOR TO FILING THE RETURN WITH THE INTERNAL REVENUE SERVICE, A COMPLETE COPY OF THE FORM 990 IS SENT ELECTRONICALLY TO EACH MEMBER OF THE BOARD OF DIRECTORS FOR THEIR REVIEW. THE CFO REVIEWS THE FORM 990 WITH THE BOARD OF DIRECTORS AND INVITES QUESTIONS. FOLLOWING THIS REVIEW, A FULL COPY OF THE FINAL RETURN IS PROVIDED TO EACH MEMBER OF THE BOARD OF DIRECTORS PRIOR TO FILING. ONCE THESE STEPS ARE COMPLETE, THE RETURN IS FILED WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C VCHS USES A RFP PROCESS FOR THESE ACTIVITIES AND DOCUMENTS THE DECISION-MAKING PROCESS TO DEMONSTRATE WHY WE CHOSE A SPECIFIC CONTRACTOR, VENDOR, OR PRODUCT SO EVEN IF SOMEONE HAS AN INTEREST IN ONE OF THESE, WE CAN DEMONSTRATE THE DECISION WAS MADE FOR OTHER REASONS SUCH AS QUALITY, COST, AVAILABILITY ETC. FORM 990, PART VI, SECTION B, LINE 15 VCHS UTILIZES THE SERVICES OF RODEGHERO CONSULTING GROUP FOR COMPENSATION BENCHMARKING, ANALYSIS, AND REPORTING. THE BOARD OF DIRECTORS HAS A COMPENSATION SUB-COMMITTEE WHO REVIEW THE RESULTS OF THE COMPENSATION REVIEW AND IS ASSURED THAT TOTAL COMPENSATION IS CONSISTENT WITH THE MARKET. THIS PROCESS WAS LAST PERFORMED IN 2014. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING/ORGANIZING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND AUDITED FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART XI, LINE 9 OTHER CHANGES IN NET ASSETS OR FUND BALANCES: BOND EXTINGUISHMENT - $63,030,636 INTERCOMPANY NOTE - ($69,111,073) SET UP INTANGIBLES - $1,262,465 FAIR VALUE ADJUSTMENT OF FIXED ASSETS - $53,035,061 FAIR VALUE ADJUSTMENT OF PPAI & II PARTNERSHIP - $5,854,619 RELEASED TEMPORARY RESTRICTED NET ASSETS - ($22,997) TOTAL - $54,048,711 AS A RESULT OF THE AFFILIATION ON MAY 18, 2015, THE ASSETS AND DEBT OF THE HOSPITAL COMMITTEE FOR THE LIVERMORE-PLEASANTON AREAS WERE REVIEWED AND REVALUED. ACCORDINGLY, THERE IS AN ADJUSTMENT BASED ON MARKET FLUCTUATION, TO THE FAIR VALUE OF THE ASSETS AND DEBT. AUDITED FINANCIAL STATEMENTS ATTACHED TO THE FORM 990 INCLUDE: - THE HOSPITAL COMMITTEE FOR THE LIVERMORE-PLEASANTON AREAS CONSOLIDATED FINANCIAL STATEMENTS AS OF 5/17/15 AND FOR THE PERIOD 7/01/2014 THROUGH 5/17/2015 (CUTOFF BEFORE THE AFFILIATION BETWEEN STANFORD HEATH CARE AND THE HOSPITAL COMMITTEE FOR THE LIVERMORE-PLEASANTON AREAS ON 5/18/2015). - STANFORD HEALTH CARE CONSOLIDATED FINANCIAL STATEMENTS AS OF 8/31/2015 AND FOR THE PERIOD 9/01/2014 THROUGH 8/31/2015. THE HOSPITAL COMMITTEE FOR THE LIVERMORE-PLEASANTON AREAS BALANCE SHEET AS OF 8/31/2015 AND RESULTS OF OPERATIONS FOR THE PERIOD FROM AFFILIATION, 5/18/2015 THROUGH 8/31/2015 ARE INCLUDED IN THE STANFORD HEALTH CARE CONSOLIDATED AUDITED FINANCIAL STATEMENTS. 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UNDER THIS AGREEMENT, SHC WAS SUBSTITUTED AS THE SOLE CORPORATE MEMBER OF VCHS WITH THE ASSOCIATED CONTROL OF VCHS, INCLUDING VALLEY MEMORIAL HOSPITAL ("VMH"), VALLEYCARE MEDICAL CENTER ("VCMC"), VALLEYCARE MEDICAL FOUNDATION ("VCMF"), AND VALLEYCARE SENIOR HOUSING, INC. ("VCSH"). ON MAY 18, 2015, WITH ALL CONDITIONS OF THE AFFILIATION AGREEMENT SATISFIED AND ALL REGULATORY APPROVALS OBTAINED, THE AFFILIATION BETWEEN VCHS AND SHC WAS CONSUMMATED AND BECAME EFFECTIVE. VCHS, WHICH OWNS VMH AND VCMC, AND WHICH IS THE MEMBER OF VCMF AND VCSH, BECAME A SUBSIDIARY OF SHC. AS A RESULT, EFFECTIVE MAY 18, 2015, THE HOSPITAL COMMITTEE FOR THE LIVERMORE-PLEASANTON AREAS IS RELATED TO SHC AND ITS OTHER AFFILIATES. ADDITIONALLY, AS OF THIS DATE, THE HOSPITAL COMMITTEE FOR THE LIVERMORE-PLEASANTON AREAS IS NO LONGER AFFILIATED WITH VALLEYCARE CHARITABLE FOUNDATION. SCHEDULE R, PART III, COLUMNS (E), (F), (G), (H), (I), (J), AND (K) RESPONSE IS "N/A" FOR ALL ORGANIZATIONS. SCHEDULE R, PART IV, LINE (2) CHARITABLE LEAD ANNUITY TRUSTS ARE PRINCIPALLY DOMICILED IN CALIFORNIA. SCHEDULE R, PART IV, LINE (3) CHARITABLE REMAINDER TRUSTS ARE PRINCIPALLY DOMICILED IN CALIFORNIA. SCHEDULE R, PART IV, LINE (4) OTHER TRUSTS ARE PRINCIPALLY DOMICILED IN CALIFORNIA. SCHEDULE R, PART IV, LINE (5) POOLED INCOME FUNDS ARE PRINCIPALLY DOMICILED IN CALIFORNIA. SCHEDULE R, PART IV, COLUMNS (F), (G), AND (H) RESPONSE IS "N/A" FOR ALL ORGANIZATIONS.