2015-11-16T10:07:26-06:00 2014-12-31 560747981 DIXON HUGHES GOODMAN LLP 500 RIDGEFIELD COURT ASHEVILLE NC 28806 990 2014-01-01 262559916 AUGUSTA MEDICAL GROUP AUGU 5409324685 PO BOX 1000 FISHERSVILLE VA 22939 KAREN CLARK PRESIDENT 5409324685 2015-11-16 1 AMY BIBBY P00445891 8282542254 2014 2016-02-25 16:41:14Z KAREN CLARK PO BOX 1000 FISHERSVILLE VA 22939 26240945 0 X WWW.AUGUSTAHEALTH.COM X 2008 VA COMMUNITY PHYSICIAN PRACTICES OFFERING SERVICES IN SUPPORT OF AUGUSTA HEALTH CARE, INC. 11 5 228 0 617369 -90481 0 0 22082144 26243242 -12018 -96527 0 -2297 22070126 26144418 0 0 0 0 24789779 28293898 0 0 0 8849965 11587150 33639744 39881048 -11569618 -13736630 3062716 3372513 44065736 58112163 -41003020 -54739650 TO PROMOTE THE HEALTH AND WELL-BEING OF OUR COMMUNITY THROUGH ACCESS TO EXCELLENT HEALTHCARE. 0 0 36426387 0 25625873 AUGUSTA MEDICAL GROUP IS A VIRGINIA NONSTOCK CORPORATION THAT IS ORGANIZED AND OPERATED TO SUPPORT THE CHARITABLE PURPOSES OF AUGUSTA HEALTH CARE, INC. PLEASE SEE THE CONTINUATION OF OUR PROGRAM SERVICE ACCOMPLISHMENTS ON SCHEDULE O. 36426387 1 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 1 0 0 0 0 0 0 1 0 0 0 1 0 0 228 1 1 1 0 0 0 0 0 0 0 0 0 X 11 5 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 0 0 X X SARAH HASH-RODGERS 5403324685 PO BOX 388 FISHERSVILLE VA 22939 CHARLES D ANDERSON MD CHAIRMAN 1.00 X X 0 0 0 MARY MANNIX VICE CHAIR 1.00 39.00 X X 0 1038058 92983 ROBERT RILEY TREASURER 1.00 39.00 X X 0 327110 45734 GEORGE JIRAK PRESIDENT 40.00 X 347725 0 15083 MICHAEL BARRETT MD SECRETARY 40.00 X X 305535 0 14151 KAREN CLARK VP OF OPERATIONS 40.00 X 286450 0 30005 DAVID W CAULKINS MD BOARD MEMBER 40.00 X 513377 0 10003 RICH EVANS MD BOARD MEMBER 1.00 X 0 0 0 ROBERT KNOWLES BOARD MEMBER 1.00 X 0 0 0 DAVID KRIEGER MD BOARD MEMBER 40.00 X 243657 0 6703 A WHIT MORRISS MD BOARD MEMBER 1.00 X 0 0 0 WILLIAM PFOST MD BOARD MEMBER 1.00 X 0 0 0 SHELLEY SNODGRASS MD BOARD MEMBER 40.00 X 264954 0 7233 RAJEEV GOPINATHAIPILLAI MD PHYSICIAN 40.00 X 733044 0 8137 MATTHEW POLLARD MD PHYSICIAN 40.00 X 497460 0 11118 KRISTEN L SAVOLA MD PHYSICIAN 40.00 X 546066 0 4542 GLENN M BRAMMER MD PHYSICIAN 40.00 X 519708 0 8923 ROBERT HARMON MD PHYSICIAN 40.00 X 469329 0 8066 4727305 1365168 262681 74 0 1 0 AUGUSTA EMERGENCY PHYSICIANS LTD PO BOX 445 STAUNTON VA 24402 PHYSICIAN & NURSE PRACTITIONER COVERAGE 1461728 SHENANDOAH VALLEY NEUROLOGICAL 70 MEDICAL CENTER CIRCLE STE 206 FISHERSVILLE VA 22939 PHYSICIAN COVERAGE 1123480 WEATHERBY LOCUMS INC PO BOX 972633 DALLAS TX 75397 PHYSICIAN COVERAGE 1109722 COMPHEALTH INC PO BOX 972651 DALLAS TX 75397 PHYSICIAN COVERAGE 953098 ALL STAR RECRUITING 4400 WEST SAMPLE RD STE 250 COCONUT CREEK FL 33073 PHYSICIAN COVERAGE 264360 6 NET PATIENT SERVICE REVENUE 621400 21532674 21532674 PHYSICIAN FEES: SUBSIDY FROM AFFI 900099 3677394 3677394 SPA REVENUE 621400 617369 617369 EHR REIMBURSEMENT PAYMENT 900099 334892 334892 MISCELLANEOUS PATIENT REVENUE 900099 80913 80913 26243242 96527 -96527 -96527 -96527 MISCELLANEOUS REVENUE 900099 -2297 -2297 -2297 26144418 25625873 617369 -98824 X 2215319 1365613 849706 58382 58382 21972256 20325254 1647002 1110844 996456 114388 1661285 1490216 171069 1275812 1144436 131376 6928961 6659591 269370 918827 656259 262568 869315 865417 3898 23968 19531 4437 19023 19023 192233 192233 598147 598147 BAD DEBTS 1132653 1132653 MEDICAL SUPPLIES 823230 823230 MISCELLANEOUS 80793 79946 847 39881048 36426387 3454661 0 880419 871063 1026429 1439677 10417 35417 27790 24791 37455 79450 2263057 1340942 1080206 922115 3062716 3372513 2313444 2413954 41752292 55698209 44065736 58112163 X -41003020 -54739650 -41003020 -54739650 3062716 3372513 -13736630 0 X X 0 1 X 1 0 X 15218723 17177580 19293433 21446055 25625873 98761664 15218723 17177580 19293433 21446055 25625873 98761664 0 0 0 98761664 8500 8500 8500 8500 68334 -23034 45300 1677 1677 15220400 17186080 19361767 21423021 25625873 98817141 0.99940 0.99930 0.00010 0.00010 X 2263057 1340942 922115 922115 DUE TO AFFILIATES 55698209 55698209 X PART X, LINE 2: THE HOSPITAL, MEDICAL GROUP, AND FOUNDATION ARE EXEMPT FROM FEDERAL AND STATE INCOME TAXES ON INCOME DERIVED FROM ITS EXEMPT PURPOSE AS A NONPROFIT ORGANIZATION UNDER THE PROVISIONS OF SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE, ACCORDINGLY, THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS DO NOT REFLECT A PROVISION OR LIABILITY FOR FEDERAL AND STATE INCOME TAX. THE COMPANY HAS DETERMINED THAT IT DOES NOT HAVE ANY MATERIAL UNRECOGNIZED TAX BENEFITS OR OBLIGATIONS AS OF DECEMBER 31, 2014. FISCAL YEARS ENDING ON OR AFTER DECEMBER 31, 2011, REMAIN SUBJECT TO EXAMINATION BY FEDERAL AND STATE AUTHORITIES. X X X X 0 1 0 0 0 1 1 0 0 MARY MANNIX VICE CHAIR 0 549550 0 164121 0 324387 0 85147 0 7836 0 1131041 0 181621 ROBERT RILEY TREASURER 0 327110 0 0 0 0 0 39398 0 6336 0 372844 0 0 GEORGE JIRAK PRESIDENT 347725 0 0 0 0 0 5559 0 9524 0 362808 0 0 0 MICHAEL BARRETT MD SECRETARY 305535 0 0 0 0 0 5560 0 8591 0 319686 0 0 0 KAREN CLARK VP OF OPERATIONS 226779 0 42352 0 17319 0 27665 0 2340 0 316455 0 59671 0 DAVID W CAULKINS MD BOARD MEMBER 513377 0 0 0 0 0 4664 0 5339 0 523380 0 0 0 DAVID KRIEGER MD BOARD MEMBER 243657 0 0 0 0 0 6703 0 0 0 250360 0 0 0 SHELLEY SNODGRASS MD BOARD MEMBER 264954 0 0 0 0 0 0 0 7233 0 272187 0 0 0 RAJEEV GOPINATHAIPILLAI MD PHYSICIAN 733044 0 0 0 0 0 6375 0 1762 0 741181 0 0 0 MATTHEW POLLARD MD PHYSICIAN 497460 0 0 0 0 0 4094 0 7024 0 508578 0 0 0 KRISTEN L SAVOLA MD PHYSICIAN 546066 0 0 0 0 0 0 0 4542 0 550608 0 0 0 GLENN M BRAMMER MD PHYSICIAN 519708 0 0 0 0 0 1690 0 7233 0 528631 0 0 0 ROBERT HARMON MD PHYSICIAN 469329 0 0 0 0 0 6375 0 1691 0 477395 0 0 0 PART I, LINE 4B THE FOLLOWING INDIVIDUALS PARTICIPATED IN A SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN FROM A RELATED ORGANIZATION AS FOLLOWS. THE AMOUNTS ARE REPRESENTED IN PART II, COLUMN (C): MARY MANNIX: $ 61,272 ROBERT RILEY 14,500 PART I, LINE 6 THE TOP EXECUTIVES OF AUGUSTA HEALTH WERE REQUIRED TO SET ANNUAL PERFORMANCE GOALS THAT ALIGNED WITH THE ORGANIZATION'S COMMITMENT TO EXCELLENCE. THE GOALS WERE ESTABLISHED WITH FOCUS ON THE FOLLOWING SIX AREAS: QUALITY, SERVICE, PEOPLE, COMMUNITY, GROWTH, AND FINANCE. EACH GOAL WAS REQUIRED TO HAVE MEASURABLE OUTCOMES AND REVIEWED TO ENSURE THAT IT SUPPORTED THE ORGANIZATION'S QUEST FOR SERVICE AND OPERATIONAL EXCELLENCE. WHILE NET EARNINGS WERE A CONSIDERATION IN THE AREA OF FINANCE, GOALS CENTERED AROUND QUALITY, SERVICE, PEOPLE, COMMUNITY, AND GROWTH WERE EQUALLY CONSIDERED WHEN AWARDING INCENTIVE COMPENSATION. THESE AMOUNTS WERE PAID TO THE FOLLOWING INDIVIDUALS FOR THE CURRENT REPORTING YEAR AND ACCRUED IN THE PREVIOUS YEAR: MARY MANNIX: $164,121 PATTI KANNEY FAMILY RELATIONSHIP WITH BOARD MEMBER WILLIAM PFOST 58382 COMPENSATION AS AN EMPLOYEE OF THE FILING ORGANIZATION 0 FORM 990, PART VI, SECTION A, LINE 1 THE EXECUTIVE COMMITTEE OF THE BOARD SHALL CONSIST OF THREE DIRECTORS, WHICH SHALL INCLUDE THE CHAIR OF THE BOARD, THE CEO OF AHC, AND ONE OTHER MEMBER OF THE BOARD, WHO MUST ALSO BE A MEMBER OF THE AHC BOARD AND BE APPROVED BY THE AHC BOARD (THE "AHC BOARD MEMBER"). THE CHAIR OF THE BOARD SHALL ACT AS THE CHAIR OF THE EXECUTIVE COMMITTEE. IN THE EVENT OF A CONFLICT OR UNAVAILABILITY OF THE AHC BOARD MEMBER FOR A PARTICULAR EXECUTIVE COMMITTEE MEETING, THE CHAIR OF THE BOARD MAY APPOINT ANOTHER MEMBER OF THE BOARD TO THE EXECUTIVE COMMITTEE FOR SUCH MEETING, PROVIDED THAT SUCH INDIVIDUAL MUST BE WITHOUT PERSONAL OR FINANCIAL INTEREST IN THE PARTICULAR ISSUES TO BE DISCUSSED IN SUCH EXECUTIVE COMMITTEE MEETING, WHICH WOULD AMOUNT TO A CONFLICT OF INTEREST. THE EXECUTIVE COMMITTEE MAY EXERCISE THE AUTHORITY OF THE BOARD AND SHALL HAVE POWER TO TRANSACT ALL BUSINESS OF THE BOARD AND THE MANAGEMENT OF THE CORPORATION DURING THE PERIOD BETWEEN MEETINGS OF THE BOARD, SUBJECT TO THE LIMITATIONS SET FORTH IN THESE BYLAWS. FORM 990, PART VI, SECTION A, LINE 6 AUGUSTA HEALTH CARE, INC. (AHC) IS THE SOLE MEMBER OF THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A THE CORPORATION'S BOARD OF DIRECTORS SHALL BE ELECTED BY THE AHC BOARD OF DIRECTORS TO TERMS OF ONE YEAR EACH MEMBER. FORM 990, PART VI, SECTION A, LINE 7B THE BOARD OF AHC HAS THE EXCLUSIVE POWER TO APPROVE: (1) OPERATING, RESEARCH AND EDUCATION, BUDGET, AND CAPITAL EXPENDITURES, (2) COMPENSATION OF PHYSICIANS, (3) INCURRENCE OF DEBT, INCLUDING LEASES OR LINES OF CREDIT, (4) THE SALE, LEASE, EXCHANGE, MORTGAGE, ENCUMBRANCE, OR OTHER DISPOSITION OF ASSETS OTHER THAN IN THE ORDINARY COURSE OF BUSINESS, (5) ELECTION OF THE MEMBERS OF THE BOARD OF DIRECTORS, (6) REMOVAL OF THE MEMBERS OF THE BOARD OF DIRECTORS, WITH OR WITHOUT CAUSE, (7) ELECTION OF THE EXECUTIVE DIRECTOR, (8) AMENDMENT OR RESTATEMENT OF THE ARTICLES OF INCORPORATION AND/OR BYLAWS, (9) MERGERS, DISSOLUTIONS, AND MAJOR CORPORATE TRANSACTIONS DEFINED IN THE BYLAWS, (10) THE ESTABLISHMENT OF POLICIES IN CONNECTION WITH MAJOR POLICY ISSUES WHICH THE CORPORATION MUST ADOPT AND FOLLOW, AND (11) SUPPORTING ANY ORGANIZATION DEEMED BY THE PRESIDENT OF AHC TO BE A COMPETITOR OF AHC OR ANY OF ITS OPERATING DIVISIONS. FORM 990, PART VI, SECTION B, LINE 11 THE RETURN WAS PREPARED BY AN INDEPENDENT ACCOUNTANT WITH ASSISTANCE AND OVERSIGHT BY MANAGEMENT OF AUGUSTA HEALTH CARE INC. THE CFO AND ACCOUNTING DIRECTOR OF AUGUSTA HEALTH REVIEWED THE 990 DRAFT. REQUESTED CHANGES AND CORRECTIONS WERE ADDRESSED BY THE TAX PREPARER. THE FINAL DRAFT OF THE RETURN WAS POSTED ON THE ORGANIZATION'S INTERNAL WEBSITE WITH ACCESS RESTRICTED TO THE BOARD. ALL QUESTIONS AS A RESULT OF THIS POSTING WERE RESOLVED AND ANSWERED TIMELY. FORM 990, PART VI, SECTION B, LINE 12C THE GOVERNANCE COMMITTEE OF AUGUSTA HEALTH CARE, INC. IS CHARGED WITH REVIEWING THE CONFLICT OF INTEREST STATEMENTS EACH YEAR. THE REVIEW IS CONDUCTED IN APRIL AFTER THE ANNUAL BOARD MEETING AND IS ADDITIONALLY REVIEWED AS CHANGES OCCUR IN CIRCUMSTANCES AND IS CONSIDERED IN MANAGEMENT'S GOVERNANCE DECISION MAKING. CONFLICTS OF INTEREST ARE REVIEWED AS A MATTER OF BUSINESS AT EVERY BOARD AND COMMITTEE MEETING. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF THE FINANCIAL INTEREST AND BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE DIRECTORS AND MEMBERS OF THE COMMITTEES WITH BOARD DELEGATED POWERS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. THOSE FOUND TO BE IN A CONFLICT OF INTEREST MUST ABSTAIN FROM VOTING AND MAY BE ASKED TO LEAVE THE MEETING DEPENDING ON THE TOPIC AND THEIR DEGREE OF CONFLICT. FORM 990, PART VI, SECTION B, LINE 15A AUGUSTA MEDICAL GROUP WORKS WITH HUMAN RESOURCES PERSONNEL OF AUGUSTA HEALTH CARE, INC. TO ESTABLISH COMPENSATION FOR KEY EMPLOYEES. IN TURN, AUGUSTA HEALTH CARE, INC. UTILIZES THE SERVICES OF INTEGRATED HEALTHCARE STRATEGIES, 901 MARQUETTE AVE S., SUITE 2100, MINNEAPOLIS, MN TO DETERMINE COMPETITIVE WAGE RANGES, VARIABLE COMPENSATION AND PERQUISITES FOR EXECUTIVE POSITIONS. IT IS THE GOAL OF THE AUGUSTA HEALTH BOARD TO SATISFY THE FOLLOWING OBJECTIVES: COMPETITIVENESS, STRATEGIC ALIGNMENT, REGULATORY COMPLIANCE AND PUBLIC TRUST. THE BENCHMARKS USED ARE 50TH AND 60TH PERCENTILE OF SIMILAR POSITIONS IN PEER INSTITUTIONS FOR EXPERIENCED PROFESSIONALS. FINDINGS OF THE CONSULTANT ARE REVIEWED BY THE BOARD OF DIRECTORS OF AUGUSTA HEALTH, INC., THE SOLE MEMBER. FORM 990, PART VI, SECTION C, LINE 18 PHOTOCOPIES OF THE FORM 990 ARE AVAILABLE UPON REQUEST AT THE ORGANIZATION'S ACCOUNTING OFFICE. IN ADDITION, RECENT FILINGS OF THE FORM 990 ARE AVAILABLE ONLINE AT WWW.GUIDESTAR.ORG. FORM 990, PART VI, SECTION C, LINE 19 COPIES OF THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND AUDITED FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST AT THE ORGANIZATION'S ACCOUNTING OFFICE. PLEASE DIRECT ALL REQUESTS TO: AUGUSTA HEALTH CARE, INC. ATTN: DIRECTOR OF ACCOUNTING P.O. BOX 1000 FISHERSVILLE, VA 22939-1000 FORM 990, PART IX, LINE 11G PURCHASED SERVICES: PROGRAM SERVICE EXPENSES 99,407. MANAGEMENT AND GENERAL EXPENSES 64,687. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 164,094. PHYSICIAN FEES: PROGRAM SERVICE EXPENSES 6,472,418. MANAGEMENT AND GENERAL EXPENSES 104,845. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 6,577,263. OTHER FEES: PROGRAM SERVICE EXPENSES 87,766. MANAGEMENT AND GENERAL EXPENSES 99,838. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 187,604. FORM 990, PART XII, LINE 2C: THE PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR. FORM 990, PART III, LINE 4A AUGUSTA MEDICAL GROUP ("AMG") IS ORGANIZED AND OPERATED IN MANNER THAT SUPPORTS AUGSUTA HEALTH CARE'S ("AHC") CHARITABLE PURPOSES THROUGH THE OWNERSHIP AND OPERATION OF A COMMUNITY PHYSICIAN DEVELOPMENT SERVICE. THIS SERVICE PROVIDES A MEANS TO ENABLE AHC TO: (I) RECRUIT AND EMPLOY A STABLE BASE OF PHYSICIANS TO SUPPORT THE LEVEL OF MEDICAL CARE PROVIDED THROUGH AHC; (II) RECRUIT AND EMPLOY PHYSICIANS IN A BROAD ARRAY OF SPECIALTIES TO ENHANCE THE OVERALL LEVEL OF SPECIALIZED CARE AVAILABLE WITHIN THE GREATER AUGUSTA COUNTY, VIRGINIA COMMUNITY; (III) CREATE A VEHICLE FOR FUTURE COLLABORATION BETWEEN THE HOSPITAL AND ITS MEDICAL STAFF; AND (IV) STABILIZE THE PROVISION OF PRIMARY CARE THROUGH EXISTING PHYSICIAN PRACTICES IN THE GREATER AUGUSTA COUNTY, VIRGINIA AREA. DEVELOPING THIS PHYSICIAN BASE THROUGH PHYSICIAN RECRUITMENT EFFORTS, PHYSICIAN AFFILIATIONS AND/OR EMPLOYMENT AGREEMENTS, AMG HELPS AHC PROVIDE THE COMMUNITY AN ADEQUATE NUMBER OF QUALIFIED PHYSICIANS PRACTICING IN HOSPITAL-BASED SPECIALTIES. AMG ALSO OWNS AND OPERATES PHYSICIAN PRACTICES AND PROVIDES OTHER HEALTHCARE RELATED OUTPATIENT SERVICES IN THE COMMUNITY SERVED BY AUGUSTA HEALTH. AS WITH AHC, AMG ENSURES THAT PATIENTS ARE TREATED FOR MEDICALLY NECESSARY CONDITIONS REGARDLESS OF RACE, RELIGION, ETHNICITY OR ABILITY TO PAY, IN A MANNER CONSISTENT WITH AHC'S CHARITY CARE PROGRAM. IN RECOGNIZING THAT NOT ALL INDIVIDUALS POSSESS THE ABILITY TO PURCHASE ESSENTIAL MEDICAL SERVICES, AMG DOES NOT PURSUE COLLECTION OF AMOUNTS DETERMINED TO QUALIFY AS CHARITY CARE. FORM 990, PART VI, LINE 1: THE ORGANIZATION DOES NOT HAVE A MAJORITY INDEPENDENT BOARD PER THE IRS'S DEFINITION OF AN INDEPENDENT BOARD MEMBER DUE TO COMPENSATION FROM RELATED ORGANIZATIONS; HOWEVER, AUGUSTA MEDICAL GROUP WAS FORMED TO SUPPLEMENT THE SERVICES OF ITS SOLE MEMBER, AUGUSTA HEALTH CARE, INC., AND THROUGH A SIGNIFICANT DEGREE OF MANAGEMENT, GOVERNANCE RESERVED POWERS, AND APPOINTMENT RIGHTS, THE SOLE MEMBER HAS EFFECTIVE OVERSIGHT OVER THE ORGANIZATION. THE BOARD OF AUGUSTA HEALTH CARE, INC. HAS AN INDEPENDENT MAJORITY. AUGUSTA HEALTH CARE INC PO BOX 1000 FISHERSVILLE VA 22939 541453954 HEALTHCARE VA 501(C)(3) LINE 3 N/A 0 AHC COMMUNITY HEALTH FOUNDATION PO BOX 1000 FISHERSVILLE VA 22939 542042365 SUPPORTING ORGANIZATION VA 501(C)(3) LINE 11A, I AUGUSTA HEALTH CARE INC 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 1 0 1 1