2016-05-19T11:17:29-05:00 2015-06-30 910189318 MOSS ADAMS LLP 101 SECOND STREET SUITE 900 SAN FRANCISCO CA 94105 990 2014-07-01 461870181 SEASIDE HEALTH PLAN SEAS 5629339720 2840 LONG BEACH BOULEVARD NO 120 LONG BEACH CA 90806 STEVE MCNAMARA CFO 5629339720 2016-05-19 1 RICHARD CROGHAN P00089862 4159561500 2016-05-06 2014 2016-08-17 19:52:53Z BARRY ARBUCKLE 17360 BROOKHURST STREET FOUNTAIN VALLEY CA 92708 21624401 0 X WWW.SSHP.COM X 2012 CA THE SPECIFIC PURPOSE OF SEASIDE HEALTH PLAN (SHP) IS TO PROMOTE THE SOCIAL COMMON GOOD AND GENERAL WELFARE OF THE COMMUNITIES SERVED BY SHP BY OPERATING, DIRECTLY OR THROUGH DIVISIONS, SUBSIDIARIES OR JOINT VENTURES WITH OTHER HEALTH PROVIDERS, A CALIFORNIA KNOX KEENE HEALTH CARE SERVICE PLAN(THE "PLAN") AS DEFINED IN THE KNOX-KEENE HEALTH CARE SERVICES PLAN ACT OF 1975, AS AMENDED, AND TO ENGAGE IN ALL ACTIVITIES THAT SUPPORT, FURTHER OR RELATE TO THE OPERATION OF THE PLAN. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE PRIMARY INITIAL PURPOSE OF THE CORPORATION IS TO SUPPORT MANAGED MEDI-CAL MEMBERS IN PREPARATION OF THE CALIFORNIA CHILDREN'S SERVICES DEMONSTRATION PROJECTS UNDERTAKEN BY THE CALIFORNIA DEPARTMENT OF HEALTH SERVICES. 4 1 24 1 0 0 0 0 10145439 21614537 7788 9864 0 0 10153227 21624401 0 0 0 0 2475048 3274195 0 0 0 12772431 28052329 15247479 31326524 -5094252 -9702123 11011980 11220795 3399071 5304146 7612909 5916649 X THE SPECIFIC PURPOSE OF SEASIDE HEALTH PLAN (SHP) IS TO PROMOTE THE SOCIAL COMMON GOOD AND GENERAL WELFARE OF THE COMMUNITIES SERVED BY SHP BY OPERATING, DIRECTLY OR THROUGH DIVISIONS, SUBSIDIARIES OR JOINT VENTURES WITH OTHER HEALTH PROVIDERS, A CALIFORNIA KNOX KEENE HEALTH CARE SERVICE PLAN(THE "PLAN") AS DEFINED IN THE KNOX-KEENE HEALTH CARE SERVICES PLAN ACT OF 1975, AS AMENDED, AND TO ENGAGE IN ALL ACTIVITIES THAT SUPPORT, FURTHER OR RELATE TO THE OPERATION OF THE PLAN. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE PRIMARY INITIAL PURPOSE OF THE CORPORATION IS TO SUPPORT MANAGED MEDI-CAL MEMBERS IN PREPARATION OF THE CALIFORNIA CHILDREN'S SERVICES DEMONSTRATION PROJECTS UNDERTAKEN BY THE CALIFORNIA DEPARTMENT OF HEALTH SERVICES. 0 0 22634805 21614537 THE SPECIFIC PURPOSE OF SEASIDE HEALTH PLAN (SHP) IS TO PROMOTE THE SOCIAL COMMON GOOD AND GENERAL WELFARE OF THE COMMUNITIES SERVED BY SHP BY OPERATING, DIRECTLY OR THROUGH DIVISIONS, SUBSIDIARIES OR JOINT VENTURES WITH OTHER HEALTH PROVIDERS, A CALIFORNIA KNOX KEENE HEALTH CARE SERVICE PLAN(THE "PLAN") AS DEFINED IN THE KNOX-KEENE HEALTH CARE SERVICES PLAN ACT OF 1975, AS AMENDED, AND TO ENGAGE IN ALL ACTIVITIES THAT SUPPORT, FURTHER OR RELATE TO THE OPERATION OF THE PLAN. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE PRIMARY INITIAL PURPOSE OF THE CORPORATION IS TO SUPPORT MANAGED MEDI-CAL MEMBERS IN PREPARATION OF THE CALIFORNIA CHILDREN'S SERVICES DEMONSTRATION PROJECTS UNDERTAKEN BY THE CALIFORNIA DEPARTMENT OF HEALTH SERVICES. 22634805 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 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 0 0 1 1017 0 1 24 1 0 0 0 0 0 0 0 0 0 0 X 4 1 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 CA X MARK GUNTER 5629339720 2840 LONG BEACH BOULEVARD LONG BEACH CA 90806 JOHN BISHOP DIRECTOR, CFO 4.00 56.00 X X 0 42205 2886 WENDY DORCHESTER DIRECTOR, SECRETARY 12.00 48.00 X X 0 146329 12187 BARRY S ARBUCKLE DIRECTOR, PRESIDENT/CEO 1.00 59.00 X X 0 2074152 1022573 LARRY LAMBERT DIRECTOR 1.00 6.00 X 0 0 0 PATRICK KAPSNER DIRECTOR 1.00 0.00 X 0 0 0 JAY DAVIS SENIOR VP OF OPERATIONS 40.00 X 0 346057 15896 MARK GUNTER FINANCE DIRECTOR 40.00 X 137142 0 4094 137142 2608743 1057636 0 0 1 0 LONG BEACH MEMORIAL MEDICAL CENTER 2801 ATLANTIC AVE LONG BEACH CA 90806 HOSPITAL SERVICES 6406567 THE CHILDRENS CLINIC 701 EAST 28TH ST STE 200 LONG BEACH CA 90806 PRIMARY CARE MEDICAL GROUP 2031059 MEMORIAL CARE MEDICAL FOUNDATION 2742 DOW AVE TUSTIN CA 92780 PRIMARY CARE MEDICAL GROUP 1684207 DELOITTE CONSULTING LLP PO BOX 2079 CAROL STREAM IL 601322079 COMPUTER SYSTEM CONSULTING 1649000 SOLOMON LAKTINEH MD A MEDICAL CORP 1040 ELM AVE STE 304 LONG BEACH CA 90813 PRIMARY CARE MEDICAL GROUP 902964 5 CAPITATION REVENUE 624100 21270296 21270296 PREMIUM REVENUE 900099 344241 344241 21614537 9864 9864 21624401 21614537 0 9864 2613811 2613811 36223 36223 481174 481174 142987 142987 242436 242436 37684 37684 3714 3714 917986 917986 3871957 3871957 147312 147312 21831 21831 104755 104755 47340 47340 22509 22509 NON-CAPITATED EXPENSE 11900403 11900403 CAPITATION CLAIMS EXPEN 10596900 10596900 PHARMACY EXPENSE 137502 137502 31326524 22634805 8691719 0 5700501 4381917 930167 2469096 12844 18104 47696 17489 39747 30207 315608 321471 4000000 4000000 13113 0 11011980 11220795 859058 4625536 2540013 678610 3399071 5304146 X 7612909 5916649 7612909 5916649 11011980 11220795 X -9702123 5863 8000000 X 0 1 X 0 0 47696 17489 30207 30207 DUE TO AFFILIATES 678610 678610 X 21630264 5863 5863 21624401 0 21624401 31326524 0 31326524 0 31326524 PART X, LINE 2: SEASIDE HEALTH PLAN HAS BOTH CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS. THE FOLLOWING ASC 740 FOOTNOTE IS FROM THE CONSOLIDATED MEMORIAL HEALTH SERVICES AUDITED FINANCIAL STATEMENTS: ACCOUNTING STANDARDS CODIFICATION (ASC) 740, INCOME TAXES, CLARIFIES THE ACCOUNTING FOR INCOME TAXES BY PRESCRIBING A MINIMUM RECOGNITION THRESHOLD THAT A TAX POSITION IS REQUIRED TO MEET BEFORE BEING RECOGNIZED IN THE FINANCIAL STATEMENTS. ASC 740 ALSO PROVIDES GUIDANCE ON DERECOGNITION, MEASUREMENT, CLASSIFICATION, INTEREST AND PENALTIES, DISCLOSURE AND TRANSITION. THE GUIDANCE IS APPLICABLE TO PASS-THROUGH ENTITIES AND TAX-EXEMPT ORGANIZATIONS. NO SIGNIFICANT TAX LIABILITY FOR TAX BENEFITS, INTEREST OR PENALTIES WAS ACCRUED AT JUNE 30, 2015 AND 2014. 0 1 0 0 0 0 0 0 0 WENDY DORCHESTER DIRECTOR, SECRETARY 0 104654 0 32218 0 9457 0 7650 0 4537 0 158516 0 0 BARRY S ARBUCKLE DIRECTOR, PRESIDENT/CEO 0 1069767 0 861606 0 142779 0 997988 0 24585 0 3096725 0 0 JAY DAVIS SENIOR VP OF OPERATIONS 0 264061 0 73767 0 8229 0 0 0 15896 0 361953 0 0 PART I, LINE 3 THE COMPENSATION OF THE ORGANIZATION'S CHIEF EXECUTIVE OFFICER IS DETERMINED BY MEMORIAL HEALTH SERVICES (MHS), THE TAX-EXEMPT PARENT OF SEASIDE HEALTH PLAN. SEE SCHEDULE O FORM 990, PART VI, LINES 15A AND 15B FOR THE PROCESS USED BY MHS TO DETERMINE COMPENSATION. PART I, LINE 4B MEMORIAL HEALTH SERVICES SPONSORS A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP), COVERING SELECTED EXECUTIVES, AS APPROVED BY THE COMPENSATION COMMITTEE OF THE BOARD. THE SERP PROVIDES FOR A LUMP SUM PAYMENT TO EACH EXECUTIVE AT VESTING DATE, AS DEFINED IN THE SERP AGREEMENT. THERE WERE NO PAYOUTS DURING CALENDAR YEAR 2014. FORM 990, PART VI, SECTION A, LINE 6 MEMORIAL HEALTH SERVICES (MHS), A RELATED TAX-EXEMPT ORGANIZATION, IS THE SOLE CORPORATE MEMBER OF SEASIDE HEALTH PLAN. FORM 990, PART VI, SECTION A, LINE 7A THE MEMORIAL HEALTH SERVICES (MHS) BOARD, AS THE RELATED TAX-EXEMPT PARENT ORGANIZATION, AND SOLE MEMBER OF SEASIDE HEALTH PLAN, HAS THE RIGHT TO ELECT AND REMOVE THE MEMBERS OF THE GOVERNING BODY OF SEASIDE HEALTH PLAN. FORM 990, PART VI, SECTION A, LINE 7B THE EXERCISE OF THE FOLLOWING POWERS IS RESERVED TO THE CORPORATION'S MEMBER, MEMORIAL HEALTH SERVICES: A. ADOPT MISSION, PHILOSOPHY AND VALUES STATEMENTS OF THE CORPORATION AND ANY AMENDMENTS OR SUPPLEMENTS TO SUCH STATEMENTS. B. AMEND ARTICLES OF INCORPORATION OR BYLAWS OF THE CORPORATION. C. ELECT AND REMOVE DIRECTORS OF THE CORPORATION. D. SELL, LEASE, EXCHANGE, MORTGAGE, PLEDGE OR OTHERWISE DISPOSE OF ALL OR SUBSTANTIALLY ALL, THE PROPERTY AND ASSETS OF THE CORPORATION. E. MERGE, CONSOLIDATE OR VOLUNTARILY DISSOLVE THE CORPORATION. F. FORM A SUBSIDIARY OR ENTER INTO AN AGREEMENT TO ACT AS A GENERAL PARTNER. G. RETAIN AN ATTORNEY OR FIRM OF ATTORNEYS TO PROVIDE LEGAL SERVICES FOR THE CORPORATION. H. AUTHORIZE THE PURCHASE OF INSURANCE PROVIDING COVERAGE FOR THE CORPORATION AND ITS PROPERTIES, AS WELL AS THE ESTABLISHMENT AND OPERATION OF A PROGRAM OF RISK MANAGEMENT. I. RETAIN AN ACCOUNTANT OR FIRM OF ACCOUNTANTS TO PROVIDE ACCOUNTING AND AUDITING SERVICES FOR THE CORPORATION. J. ADOPT ANNUAL OPERATING AND CAPITAL BUDGETS FOR THE CORPORATION. K. INCUR INDEBTEDNESS, AS SO DEFINED, IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES. L. AUTHORIZE ANY UNBUDGETED EXPENDITURE IN EXCESS OF $250,000 FOR CAPITAL IMPROVEMENTS TO THE PROPERTIES OWNED BY THE CORPORATION AND NOT APPROVED BY THE BUDGET PROCEDURE. M. ADOPT A STRATEGIC LONG-RANGE OR MASTER PLAN FOR THE CORPORATION AND TO RETAIN ANY CONSULTANTS WITH RESPECT THERETO. FORM 990, PART VI, SECTION B, LINE 11 THE 990 WAS PREPARED BY THE ACCOUNTING DEPARTMENT WITH INFORMATION GATHERED FROM LEGAL AND UPPER MANAGEMENT. THE 990 WAS REVIEWED BY THE DIRECTOR OF FINANCE AND THE CFO. THE 990 WAS MADE AVAILABLE TO THE BOARD PRIOR TO FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C THE GENERAL COUNSEL'S OFFICE (OF MEMORIAL HEALTH SERVICES) ANNUALLY SURVEYS EACH DIRECTOR AND OFFICER AND REQUIRES AFFIRMATION THAT THE CONFLICT OF INTEREST POLICY HAS BEEN READ AND UNDERSTOOD. THE RESULTS OF THE SURVEY ARE REPORTED TO THE GOVERNANCE COMMITTEE OF THE PARENT WHICH IS THE COMMITTEE RESPONSIBLE FOR GOVERNANCE OVERSIGHT AND NOMINATIONS. CONFLICTS ARE EVALUATED FOR BEING OCCASIONAL OR DISABLING IN NATURE. THE GENERAL COUNSEL MAKES THE INITIAL EVALUATION AND ADVISES THE GOVERNANCE COMMITTEE IN ITS DELIBERATIONS. IF AND AS AN OCCASIONAL CONFLICT IS IDENTIFIED, THE GENERAL COUNSEL ADVISES THE SUBJECT DIRECTOR AND GOVERNANCE IN A "REBUTTABLE PRESUMPTION" TYPE PROCESS. SHOULD A DISABLING CONFLICT BE IDENTIFIED, THE DIRECTOR RESIGNS OR IS REMOVED UPON THE RECOMMENDATION OF THE GENERAL COUNSEL, GOVERNANCE COMMITTEE AND BOARD. IN ADDITION, AN ANNUAL NOTICE IS SENT BY EMAIL TO EACH EMPLOYEE HAVING EMAIL REGARDING THE ACCEPTANCE OF GIFTS. FORM 990, PART VI, SECTION B, LINE 15 THE CEO OF THE ORGANIZATION IS NOT COMPENSATED BY THE FILING ORGANIZATION, BUT RATHER BY THE TAX EXEMPT PARENT, MEMORIAL HEALTH SERVICES (MHS). FOLLOWING IS THE PROCESS THAT THE PARENT ORGANIZATION UNDERTAKES TO APPROVE THE CEO'S COMPENSATION. WITHIN THE ORGANIZATION, THE COMPENSATION OF VICE PRESIDENT'S AND ABOVE IS REVIEWED BY AN EXTERNAL CONSULTANT WITH FINAL REVIEW AND APPROVAL BY THE COMPENSATION COMMITTEE OF THE MEMORIAL HEALTH SERVICES (MHS) BOARD OF DIRECTORS AND THEIR OUTSIDE COUNSEL. ALL MARKET DATA IS OBTAINED FROM THIRD PARTY SURVEY SOURCES. MARKET DATA REVIEWS ARE COMPLETED CONSISTENTLY ON AN ANNUAL BASIS IN ORDER TO DETERMINE APPROPRIATE COMPENSATION. FOR THE CURRENT REPORTING PERIOD, THE COMPENSATION DETERMINATION PROCESS WAS COMPLETED IN CALENDAR YEAR 2015. THE PROCESS OF DETERMINING THE COMPENSATION IS DOCUMENTED IN THE MINUTES OF THE MEMORIAL HEALTH SERVICES BOARD. FORM 990, PART VI, SECTION C, LINE 19 SHP FINANCIAL STATEMENTS ARE FILED ON CALIFORNIA'S DEPARTMENT OF MANAGED HEALTHCARE(DMHC) PUBLIC WEBSITE. CONFLICT OF INTEREST POLICY AND GOVERNING DOCUMENTS ARE NOT MADE AVAILABLE TO THE PUBLIC. FORM 990, PART XI, LINE 9: NET ASSET TRANSFER FROM MEMORIAL HEALTH SERVICES 8,000,000. AMERICAN INST FOR PHILANTHROPIC STUDIES 2801 ATLANTIC AVENUE LONG BEACH CA 90806 953756364 PHILAN. EDU. CA 501(C)(3) LINE 7 MMCF 0 ANAHEIM MEMORIAL MEDICAL CENTER 1111 WEST LA PALMA AVENUE ANAHEIM CA 92801 951966746 HEALTHCARE CA 501(C)(3) LINE 9 MHS 0 SADDLEBACK MEMORIAL FOUNDATION 24451 HEALTH CENTER DRIVE LAGUNA HILLS CA 92653 330011887 PHILANTHROPY CA 501(C)(3) LINE 7 SMMC 0 MEMORIAL MEDICAL CENTER FOUNDATION 2801 ATLANTIC AVENUE LONG BEACH CA 90806 956105984 PHILANTHROPY CA 501(C)(3) LINE 7 LBMMC 0 MEMORIALCARE SURG CNTR OC LLC 9920 TALBERT AVENUE FOUNTAIN VALLEY CA 92708 261394069 HEALTHCARE CA N/A MEMORIALCARE HOME HEALTH LLC 23521 PASEO DE VALENCIA STE 100 FOUNTAIN VALLEY CA 92708 463056446 HEALTHCARE CA N/A BEACH SURGICAL HOLDINGS LLC 3000 RIVERCHASE GALLERIA STE 500 BIRMINGHAM AL 35244 371708521 HEALTHCARE CA N/A MEMORIALCARE INNOVATION FUND 320 GOLDEN SHORE AVENUE STE 120 LONG BEACH CA 90802 460791893 INVESTMENTS CA N/A BEACH SURGICAL HOLDINGS II LLC 17360 BROOKHURST ST FOUNTAIN VALLEY CA 92708 472083076 HEALTHCARE CA N/A SUMMATION HEALTH VENTURES 320 GOLDEN SHORE AVENUE STE 120 LONG BEACH CA 90802 465252681 INVESTMENTS DE N/A NATIONAL HEALTHCARE SERVICES 330 GOLDEN SHORE AVENUE LONG BEACH CA 90802 953496341 MEDICAL INVESTING CA N/A C 0 SADDLEBACK MEDICAL VENTURES 330 GOLDEN SHORE AVENUE LONG BEACH CA 90802 330308236 MEDICAL SERVICES CA N/A C 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 1 1 SCHEDULE R, PART II SEASIDE HEALTH PLAN (SHP) IS RELATED TO THE CENTRAL ORGANIZATION AND SUBORDINATE ORGANIZATIONS IN THE MEMORIAL HEALTH SERVICES GROUP EXEMPTION. SHP AND THE SUBORDINATES ARE BOTH CONTROLLED BY THE CENTRAL ORGANIZATION, MEMORIAL HEALTH SERVICES (MHS). THE CENTRAL ORGANIZATION AND OTHER SUBORDINATE ORGANIZATIONS OF THE MEMORIAL HEALTH SERVICES GROUP EXEMPTION HAVE NOT BEEN INCLUDED IN SCHEDULE R, PART II, IN ACCORDANCE WITH THE IRS INSTRUCTIONS.