2014-05-14T19:37:46-05:00 2013-06-30 990 2012-07-01 751812652 Baylor Health Care System BAYL 2148204135 2001 Bryan Street No 2200 Dallas TX 752013005 Fred Savelsbergh 2148204135 2014-05-14 2012 2015-11-30 17:44:51Z Gary Brock 3600 Gaston Ave Ste 150 Dallas TX 75246 556392333 0 X www.BaylorHealth.com X 1981 TX Faith based supporting organization providing services to a network of acute care hospitals and related health care entities that provide patient care, medical education, research and community services. 15 14 2686 0 563470 187984 2436342 4497364 442431898 459873202 23939811 34269042 11162609 12363275 479970660 511002883 33454658 97654240 0 0 220661552 228484057 0 0 0 303583651 324613390 557699861 650751687 -77729201 -139748804 2507894755 2891022012 2491901559 2848827967 15993196 42194045 X Founded as a Christian ministry of healing, Baylor Health Care System exists to serve all people through exemplary health care, education, research and community service. 0 0 509847863 440779817 See Schedule OBaylor Health Care System (BHCS) is a faith-based, non-profit supporting organization formed in 1981 to provide centralized strategic and management services to an integrated health care delivery system (System). The System consists of a growing network of acute care hospitals, specialty hospitals, primary care physician centers and practices, rehabilitation clinics, senior health centers, ambulatory surgery centers, short stay hospitals, foundations and other related health care facilities that provide quality patient care, medical education, medical research and other community services to the North Texas region. BHCS's governing body is comprised of volunteer community representatives who provide leadership and governance to BHCS. The members of the governing body contribute their wisdom, insights and expertise to ensure that BHCS is fulfilling its mission and charitable purpose while providing efficient administrative support services and direction for the System. Founded as a Christian ministry of healing, BHCS exists to serve all people through exemplary health care, education, research and community service. BHCS is committed to offering access to quality health care including free or discounted health care to the indigent and underserved population through its affiliated health care providers. As part of its charitable mission, the System's nonprofit hospitals provided community benefits (as reported to the Texas Department of State Health Services and in accordance with the State of Texas statutory methodology) in excess of $638,100,000 which includes the unreimbursed cost of charity care, Medicaid, Medicare and other community benefits. The System's nonprofit hospitals provided community benefits (as reported on Form 990, Schedule H) in excess of $352,700,000 during the tax year, which included the unreimbursed cost of charity care, Medicaid and other community benefits, but excludes Medicare. 22572261 35821023 See Schedule OBHCS owns and leases various hospital facilities and professional office buildings to controlled affiliates, physicians on the medical staff of affiliated hospitals, and other health care providers. 97654240 97654240 See Schedule OAs part of its mission, BHCS provides grants and other assistance to related and/or unrelated non-profit organizations that are religious, charitable, scientific, or educational in nature, within the meaning of Internal Revenue Code section 501(c)(3), but only when one or more of the following criteria for use of these funds is met: (1) fulfills a need identified by a community needs assessment conducted by BHCS or a third party (such as Community Health Check Up or by the United Way) and adopted as a priority by BHCS's community service advisory council and/or the community benefits committee or (2) serves an under-served community or group of people through medical mission work to improve their health status. Also, BHCS employees have the opportunity to work with many organizations in many communities. BHCS employees often serve on committees and boards of local nonprofit organizations, as well as donate their time to work at health fairs and other community events. 630074364 1 1 0 1 0 0 0 0 0 0 1 1 1 1 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 1 1 0 0 1 481 0 1 2686 1 1 1 1 CJ 0 0 0 0 0 0 0 0 X 15 14 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 1 1 X James Pool 2148203479 2001 Bryan Street Suite 2300 Dallas TX 75201 X Joel Allison 40.00 X X 2108887 0 412754 Albert Black Jr 3.00 X 344 0 0 E R Dick Brooks 3.00 X 1232 0 0 Ron Carter 3.00 X 583 0 0 James Denison 3.00 X 740 0 0 Walker Harman 3.00 X 605 0 0 Ed Kinkeade 3.00 X 0 0 0 Roy Lamkin 3.00 X 587 0 0 Thomas Leppert 3.00 X 2429 0 0 Janie Pena 3.00 X 0 0 0 Gwyn Clarkston Shea 3.00 X 0 0 0 Jim Turner 3.00 X 0 0 0 David Walls 3.00 X 0 0 0 Frank Wilson 3.00 X 1831 0 0 Donald Wills 3.00 X 1307 0 0 Mark Amiri 40.00 X 347474 0 62712 William Boyd 40.00 X 1236471 0 220519 Gary Brock 40.00 X 1156362 0 245580 Fred Savelsbergh 40.00 X 772653 0 195349 Amy Yeager 40.00 X 311620 0 60251 Paul Convery MD 40.00 X 947191 0 192418 Dianne Grussendorf 40.00 X 339179 0 61839 Keith Holtz 40.00 X 519185 0 143962 Rosemary Luquire 40.00 X 728876 0 145034 John McWhorter 40.00 40.00 X 572586 351545 197133 Robert Michalski 40.00 X 291721 0 57078 Pam Scott 40.00 X 348369 0 58715 Jennifer C Stribling 40.00 X 381640 0 108119 David Ballard 40.00 X 590547 0 90137 William Roberts 40.00 X 689262 0 149809 Robert Green 40.00 X 422066 0 72577 Mark Teresi 40.00 X 367618 0 117118 Janie Wade 40.00 X 332876 0 58000 Alan Miller MD 32.00 X 538828 0 36863 Donald Kennerly MD 40.00 X 648474 0 82202 Clifford Fullerton 40.00 X 501054 0 78390 Mary KMann 40.00 X 453783 0 58071 LaVone Arthur 40.00 X 461602 0 61037 15077982 351545 2965667 426 0 1 0 MEDCO Construction LLC 2001 Bryan St Ste 2200 Dallas TX 75201 Construction Services 30344602 CB Richard Ellis 2700 Post Oak Blvd Ste 250 Houston TX 77065 Management Services 23132158 Hewitt Associates LLC P O Box 95135 Chicago IL 606945135 HR Technology/Payroll 16290645 HealthTexas Provider Network 2001 Bryan St Ste 2200 Dallas TX 75201 Clinical/Administrative 8642372 McKinsey & Company Inc P O Box 7247-7255 Philadelphis PA 191707255 Consulting 7185000 190 4409641 64048 23675 4497364 Corporate Services 561000 401895488 401895488 Rent 531120 35821023 35821023 Management Fees 561000 18777714 18777714 Parking 812930 1749872 1749872 Patient Care Revenue 621990 577252 577252 1051853 498141 288734 264978 459873202 26772945 16403976 274736 10094233 48926 48926 12363275 12363275 52767194 69427 45107693 281757 7659501 -212330 7447171 7447171 511002883 474022520 563470 31919529 X 97654240 97654240 14749157 14749157 172765366 172765366 5157973 5157973 22861966 22861966 12949595 12949595 5325361 5325361 602805 602805 66035 66035 7428453 7428453 109478267 109478267 11648332 11648332 55300533 55300533 8779235 8779235 53566305 53566305 1795558 1795558 8726 8726 702207 702207 12082828 12082828 50497353 50497353 1721259 1721259 Dues & Memberships 1943458 1943458 Special Functions 1471960 1471960 Recruiting 697685 697685 Federal Income Tax 317970 317970 1179060 1179060 650751687 630074364 20677323 0 14050 14051 105367289 107090554 1505470 17239070 191038428 332658428 3388012 3316136 22351604 27444600 666092795 281323288 527435273 384769507 876082743 1030780459 341541557 335204517 140060487 235674710 6920862 6708569 292188980 410121411 2507894755 2891022012 1279044160 1488805188 22101239 23230476 661145366 860177816 26146569 27125760 176355000 111355000 327109225 338133727 2491901559 2848827967 X 933386 23755067 11289568 14668736 3770242 3770242 15993196 42194045 2507894755 2891022012 X -139748804 29533254 136416399 X 0 1 X 1 1 1 X X X 0 0 0 Baylor Research Institute 751921898 04 0 1 1 0 Baylor University Medical Center 751837454 03 1 1 1 0 Baylor Health Care System Foundation 751606705 07 0 1 1 4000000 Baylor Specialty Health Centers 751765385 03 0 1 1 0 Baylor Health Services 751917311 03 0 1 1 0 Baylor Medical Centers at Garland and McKinney 751037591 03 0 1 1 0 Baylor Medical Center at Waxahachie 751844139 03 0 1 1 0 Baylor Institute for Rehabilitation at Gaston Episcopal Hospital 751037226 03 0 1 1 0 Baylor Regional Medical Center at Grapevine 751844139 03 0 1 1 48000000 Baylor Medical Center at Irving 752586857 03 0 1 1 100000 HealthTexas Provider Network 752536818 03 0 1 1 44244942 Baylor All Saints Medical Center 751008430 03 0 1 1 0 All Saints Health Foundation 751947007 07 0 1 1 0 Baylor Regional Medical Center at Plano 820551704 03 0 1 1 0 Irving Healthcare Foundation 751570933 07 0 1 1 0 15 96344942 Schedule A, Part IV, Supplemental Information: In addition to the monetary support listed on Part 1, Line 11h(vii), the organization provides real estate, financial, human resources, legal, information technology, management, advisory and other services to the supported organizations listed in Part 1, Line 11h(i). RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 0 0 0 1 7558 1 129724 0 0 137282 0 Part IV, Supplemental Information: Statement Regarding Legislative Activity Health care policy is critical to all Americans, and Baylor Health Care System ("BHCS") believes that health care providers must participate in forming health care policy by interacting with national, state and local representatives and their staff members to help them better understand the complexities and ramifications of key health care policies including, without limitation, those related to uninsured and indigent patient needs as well as the legislative and regulatory needs to assure the delivery of cost-efficient, quality health care. BHCS has established relationships with persons and industry associations that often communicate BHCS's positions on major health care issues. These contacts may include direct contact, telephone conversations and/or letters. Also, BHCS may attempt to educate the local community on certain legislative initiatives that may impact BHCS' ability to provide quality health care services to the community through direct mailings, media advertising or broadcast statements. The amount of resources (time and money) involved in these activities is insubstantial. BHCS has not intervened in any political campaign. 94443652 94443652 288184396 84445334 203739062 283464747 196877954 86586793 384769507 335204517 F 335204517 Investment in Related Organizations 235674710 F 235674710 BHCS Assets at BHCS Foundation 18438978 Bond Issue Costs 6491103 Unexpended Bond Proceeds 136905623 Self Insurance Trust 71126644 S/T Security Lending Collateral 177159063 410121411 972816 Self Insurance Liability 45938260 Deferred Compensation 27810234 Derivative Liability 78389249 Reserve for Tail Coverage 5320014 Security Lending Collateral 177159063 Environmental Liability 2544091 338133727 X 530868340 29533254 1748537 31281791 499586549 11416334 11416334 511002883 550268884 -9712747 -9712747 559981631 90770056 90770056 650751687 Description of Uncertain Tax Positions Under FIN 48: Part X, Line 2: The System follows the provisions of ASC 740 "Income Taxes". As of June 30, 2013 and 2012, the System had no material gross unrecognized tax benefits. Part XI, Line 2d - Other Adjustments: Other Non-Op Expenses 67,968. Contributed Capital-Foreign Captive -2,741,558. Transfers Between Entities Under Common Control 4,422,127. Part XI, Line 4b - Other Adjustments: Invest Income (Subpart F) 23,017. Foundation Funded Operations 3,964,864. Investment Fees 7,428,453. Part XII, Line 2d - Other Adjustments: Foundation Funded Operations -3,964,864. Investment Fees -7,428,453. Provision for Losses 1,680,570. Part XII, Line 4b - Other Adjustments: Grants Recorded in Transfers Between Entities Under Common Control 90,838,024. Other Non-op Expenses -67,968. East Asia and the Pacific 0 0 Program Services Medical Education 3392 Europe 0 0 Program Services Insurance Mtg/Medical Education 30750 North America 0 0 Program Services Patent Annuities 1683 Middle East and North Africa 0 0 Program Services Billing & Collection 8423 Sub-Saharan Africa 0 0 Program Services Patent Annuities 305 Central America and the Caribbean 0 0 Program Services Insurance Mtg/Missionary Services 18869 Central America and the Caribbean 0 0 Investments 351570519 Europe 0 0 Investments 12046364 0 0 0 0 0 0 363680305 0 363680305 1 0 1 0 1 0 1 American Cancer Society 8900 Carpenter Freeway Dallas TX 75247 741185665 501(c)(3) 37600 N/A N/A General Support American Heart Association 105 Decker Court Suite 200 Irving TX 75062 135613797 501(c)(3) 29685 N/A N/A General Support Ark House Foundation PO Box 833656 Richardson TX 750833656 752738896 501(c)(3) 20000 N/A N/A General Support Baylor University Alumni Association One Bear Place 97116 Waco TX 76798 741159753 501(c)(3) 6700 N/A N/A General Support Baylor Health Care System Foundation 3600 Gaston Ave Ste 100 Dallas TX 75246 751606705 501(c)(3) 4000000 N/A N/A General Support Baylor Medical Center at Irving 1901 N MacArthur Blvd Irving TX 75061 752586857 501(c)(3) 100000 N/A N/A General Support Baylor University Louise Herrington School of Nursing 3700 Worth St Dallas TX 75246 741159753 501(c)(3) 24620 N/A N/A General Support Children & Community Health Center of McKinney 102 S Central Exp Suite 106 McKinney TX 75070 200637782 501(c)(3) 10000 N/A N/A General Support Alzheimer's Association 4144 N Central Exprwy Ste 750 Dallas TX 75204 752041194 501(c)(3) 12160 N/A N/A General Support Collin County Community College District Foundation 3452 Spur 300 Suite 429 McKinney TX 75069 752235755 501(c)(3) 10000 N/A N/A General Support Council for Life 4516 Lovers Lane Suite 103 Dallas TX 75225 050532415 501(c)(3) 9550 N/A N/A General Support Crystal Charity Ball 3838 Oak Lawn Ave Suite L 150 Dallas TX 75219 756035893 501(c)(3) 27390 N/A N/A General Support Dallas County Community College District Foundation 701 Elm St Suite 700 Dallas TX 75202 237326612 501(c)(3) 83333 N/A N/A General Support Dallas Area Interfaith 1104 Lupo Drive Dallas TX 75207 752638966 501(c)(3) 20000 N/A N/A General Support Dallas Summer Musicals PO Box 710336 Dallas TX 75371 751104793 501(c)(3) 8900 N/A N/A General Support Dallas Concilio of Hispanic Service 400 S Zang Blvd Ste 300 Dallas TX 752086641 751770140 501(c)(3) 20000 N/A N/A General Support Dallas Symphony Association 2301 Flora Street Suite 300 Dallas TX 75201 750705442 501(c)(3) 7250 N/A N/A General Support Dallas Historical Society PO Box 150038 Dallas TX 753150038 750851204 501(c)(3) 9720 N/A N/A General Support Dallas Institute of Humanities and Culture 2719 Routh Street Dallas TX 75201 751721049 501(c)(3) 24500 N/A N/A General Support Daughters of World War II 5600 Lovers Lane Suite 116 Dallas TX 75209 274215777 501(c)(3) 9500 N/A N/A General Support Downtown Dallas Inc 901 Main Street Suite 7100 Dallas TX 75202 750983855 501(c)(3) 19680 N/A N/A General Support Fellowship of Christian Athletes 11300 N Central 524 Dallas TX 75243 440610626 501(c)(3) 5430 N/A N/A General Support Friends of Exall Park PO Box 710206 Dallas TX 75371 364589342 501(c)(3) 17000 N/A N/A General Support Foundation for Brain Health Advances 901 Main Street Suite 3601 Dallas TX 75202 203801640 501(c)(3) 9150 N/A N/A General Support Grand Prairie ISD Education Foundation 2602 S Beltline Grand Prairie TX 750531170 731697703 501(c)(3) 12300 N/A N/A General Support Helps International 15301 Dallas Pkwy Ste 200 Addison TX 75001 751966419 501(c)(3) 15000 N/A N/A General Support Grapevine Relief and Community Exchange (GRACE) PO Box 412 Grapevine TX 76099 752195702 501(c)(3) 8750 N/A N/A General Support Grapevine-Colleyville ISD Education Foundation PO Box 292 Grapevine TX 76099 752756537 501(c)(3) 5500 N/A N/A General Support HealthTexas Provider Network 8080 N Cntrl Expwy Ste 1700 Dallas TX 75206 752536818 501(c)(3) 44244942 N/A N/A General Support Friends of the Latino Cultural Center 2800 Live Oak Dallas TX 75204 841628586 501(c)(3) 9250 N/A N/A General Support Injury Prevention Center of Greater Dallas PO Box 36067 Dallas TX 75235 752089180 501(c)(3) 50000 N/A N/A General Support Irving Schools Foundation 2621 W Airport Freeway Irving TX 75062 752072755 501(c)(3) 13000 N/A N/A General Support Kidney Texas Inc 6138 Berkshire Lane Suite 10 Dallas TX 75225 752847008 501(c)(3) 14550 N/A N/A General Support ManeGait Therapeutic Horsemanship 3160 N Custer McKinney TX 75071 261525268 501(c)(3) 9250 N/A N/A General Support Lake Joe Pool 10K and Pumpkinfest Inc 2341 S Belt Line Rd Grand Prairie TX 75051 752217580 501(c)(3) 10000 N/A N/A General Support Leukemia & Lymphoma Society 8111 LBJ Freeway Ste 425 Dallas TX 75251 135644916 501(c)(3) 41500 N/A N/A General Support Leukemia AssociationLeukemiaTexas 6060 N Cntrl Expwy Ste 416 Dallas TX 75206 751327679 501(c)(3) 6700 N/A N/A General Support March of Dimes North Texas Chapter 12660 Coit Road Ste 200 Dallas TX 752511311 131846366 501(c)(3) 17396 N/A N/A General Support McKinney Education Foundation 510 Heard St McKinney TX 75069 752401624 501(c)(3) 8750 N/A N/A General Support National Kidney Foundation 5429 LBJ Freeway Ste 250 Dallas TX 75240 756033760 501(c)(3) 16000 N/A N/A General Support Plano Independent School District Foundation 2700 W 15th St Plano TX 75075 752481906 501(c)(3) 25000 N/A N/A General Support North Texas Food Bank 4500 S Cockrell Hill Dallas TX 75236 751785357 501(c)(3) 7500 N/A N/A General Support McKinney Main Street 111 N Tennessee McKinney TX 75069 043615798 501(c)(3) 7500 N/A N/A General Support Metrocrest Social Services 1111 W Belt Line Suite 100 Carrollton TX 75006 751548334 501(c)(3) 6825 N/A N/A General Support Salesmanship Club-Youth and Family Centers 106 E 10th Dallas TX 75203 751855620 501(c)(3) 21430 N/A N/A General Support Susan G Komen Breast Cancer Foundation 12820 Hillcrest Suite c105 Dallas TX 75230 752445070 501(c)(3) 15000 N/A N/A General Support Tarrant Area Food Bank 2600 Cullen Street Fort Worth TX 76107 751822473 501(c)(3) 7500 N/A N/A General Support National Ambucs Inc PO Box 5127 High Point NC 27262 560715171 501(c)(3) 7500 N/A N/A General Support The Senior Source 3910 Harry Hines Blvd Dallas TX 75219 751085555 501(c)(3) 59240 N/A N/A General Support The Empowerment Project Inc 777 E 15th St Plano TX 75074 752897607 501(c)(3) 20500 N/A N/A General Support YMCA 601 N Akard Dallas TX 75201 750800696 501(c)(3) 15000 N/A N/A General Support National Council of Jewish Women 602 Royal Lane Suite 219-9 Dallas TX 75230 750800635 501(c)(3) 10000 N/A N/A General Support North Texas Accountable Healthcare Partnership 140 E 12th St Dallas TX 75203 273651426 501(c)(3) 25000 N/A N/A General Support Ronald McDonald House of Dallas 5641 Medical Center Dr Dallas TX 75235 751609401 501(c)(3) 9305 N/A N/A General Support Texas Medical Home Initiative PO Box 601777 Dallas TX 75360 264300250 501(c)(3) 10000 N/A N/A General Support The Junior League of Dallas 8003 Inwood Rd Dallas TX 75209 751004680 501(c)(3) 14400 N/A N/A General Support Vogel Alcove 7557 Rambler Rd Suite 262 Dallas TX 75231 752133827 501(c)(3) 22984 N/A N/A General Support Friends of Fair Park PO Box 150248 Dallas TX 75315 752007688 501(c)(3) 7200 N/A N/A General Support Baylor Regional Medical Center at Grapevine 1650 W College Grapevine TX 76051 751777119 501(c)(3) 48000000 N/A N/A General Support 59 0 Procedure for Monitoring Grants in the U.S.: Part I, Line 2: Schedule I, Part I, Line 2: Monitoring Grants & Other Assistance As part of its mission, the organization provides grants and other assistance to related organizations and/or unrelated not-for-profit organizations which are religious, charitable, scientific, or educational in nature, within the meaning of Internal Revenue Code Section 501(c)(3), when the use will further one or more tenets of Baylor's charitable mission and one of the following criteria for use of these funds is met: (1)Fulfills a need identified by a community needs assessment conducted by Baylor Health Care System (BHCS) or a third party (such as Community Health Check Up or by the United Way) and adopted as a priority by BHCS's Community Service Advisory Council, (2) Serves an under-served community or group of people through medical mission work to improve their health status. For related organizations, all grants and other assistance are subject to the policies and procedures set forth by BHCS which ensures all funds are used in accordance with the guidelines set forth above and in accordance with the related organization's exempt purpose. Grants and other assistance provided to unrelated organizations are typically monitored by personal inspection. Examples include providing assistance to entities where the filing organization's employee serves as a Board Member for the recipient organization or through attendance at community events where the filing organization employees work as volunteers or to help coordinate these events. Additionally, the grants and other assistance provided are closely monitored by the Community Benefits Committee which is comprised of the President and Community Board Members. X X X X 1 1 X X X X 0 1 0 0 0 0 0 1 0 Joel Allison 1032560 0 654305 0 422022 0 390122 0 22632 0 2521641 0 379161 0 Mark Amiri 279294 0 64773 0 3407 0 41373 0 21339 0 410186 0 0 0 William Boyd 561174 0 291880 0 383417 0 194567 0 25952 0 1456990 0 360186 0 Gary Brock 666055 0 344582 0 145725 0 228103 0 17477 0 1401942 0 125743 0 Fred Savelsbergh 493896 0 262271 0 16486 0 170647 0 24702 0 968002 0 0 0 Amy Yeager 248787 0 61875 0 958 0 37251 0 23000 0 371871 0 0 0 Paul Convery MD 514109 0 268625 0 164457 0 175212 0 17206 0 1139609 0 142194 0 Dianne Grussendorf 267322 0 66931 0 4926 0 38760 0 23079 0 401018 0 0 0 Keith Holtz 329518 0 176014 0 13653 0 116131 0 27831 0 663147 0 0 0 Rosemary Luquire 343775 0 182870 0 202231 0 120659 0 24375 0 873910 0 182063 0 John McWhorter 221913 281810 270765 0 79908 69735 137158 36842 10633 12500 720377 400887 71111 61140 Robert Michalski 232923 0 57911 0 887 0 34867 0 22211 0 348799 0 0 0 Pam Scott 282578 0 64583 0 1208 0 41349 0 17366 0 407084 0 0 0 Jennifer C Stribling 242495 0 124422 0 14723 0 85033 0 23086 0 489759 0 0 0 David Ballard 434469 0 138381 0 17697 0 65915 0 24222 0 680684 0 0 0 William Roberts 431560 0 195382 0 62320 0 127811 0 21998 0 839071 0 45133 0 Robert Green 326300 0 93847 0 1919 0 49585 0 22992 0 494643 0 0 0 Mark Teresi 245340 0 67982 0 54296 0 51698 0 65420 0 484736 0 0 0 Janie Wade 269332 0 62818 0 726 0 39259 0 18741 0 390876 0 0 0 Alan Miller MD 452690 0 85748 0 390 0 12500 0 24363 0 575691 0 0 0 Donald Kennerly MD 409809 0 93025 0 145640 0 59173 0 23029 0 730676 0 139477 0 Clifford Fullerton 383702 0 86721 0 30631 0 49959 0 28431 0 579444 0 24712 0 Mary KMann 231547 0 65262 0 156974 0 38837 0 19234 0 511854 0 151517 0 LaVone Arthur 342728 0 83743 0 35131 0 45038 0 15999 0 522639 0 30305 0 Part I, Line 1a Travel for companions-The organization reimburses eligible employees and board members certain reasonable travel expenses associated with spousal travel where the spouse's presence is important to the event. These events may include, for example, board meetings, business meetings, and award ceremonies approved by the organization's President. All spousal travel reimbursements are treated as taxable compensation. Twenty-one of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year. Part I, Line 1a Tax indemnification and gross up payments-The organization provides tax indemnification where an authorized member of management determines there is justification to reimburse an individual for the tax impact on certain taxable, non-cash benefits provided to them. All tax indemnification payments provided are treated as taxable compensation. Twenty-one of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year. Part I, Line 1a Discretionary spending account-The organization provides eligible employees who travel frequently in their personal vehicle an auto expense allowance in lieu of reimbursement for business mileage under the organization's business travel and expense reimbursement policy. All auto expense allowances are treated as taxable compensation. Thirteen of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year. Part I, Line 1a Health or social club dues or initiation fees-The organization may reimburse eligible employees for dues for a health club and/or a social club where there is a bona fide business need for the membership. For example, as part of the organization's promotion of health, the organization will cover a portion of any employees' fitness center club membership dues paid to an affiliated entity that owns and operates a fitness center. All employees are eligible for this benefit. Such reimbursements are treated as taxable compensation to the extent any part of the membership is used for personal use. Nine of the persons listed in the Form 990, Part VII, Section A, received this benefit during the tax year. Part I, Line 4b In order to recruit and retain key employees, the organization offers a supplemental non qualified retirement plan to eligible employees. The plan provides an annual benefit (based on a percentage of compensation) to the employee that is paid to the employee on a future date upon vesting in the plan. The following individual(s) participated in and/or received payments (noted in parenthesis) from the organization's supplemental non qualified retirement plan during the tax year: Amy Yeager, David Ballard M.D., Dianne Grussendorf, Donald Kennerly, M.D. ($139,477), Fred Savelsbergh, Gary Brock, Jennifer Stribling, Joel Allison ($147,694), John McWhorter ($61,140), Keith Holtz, Mark Amiri, Robert Michalski, William Roberts ($45,133), Mark Teresi, Robert Green, Cliff Fullerton, M.D. ($24,712), Mary K Mann ($151,517), Pam Scott, Lavone Arthur ($30,305), Paul Convery, M.D. ($63,189), Rosemary Luquire ($182,063), Janie Wade and William Boyd ($253,486). Also, certain senior officers, as designated by the organization's governing body, are eligible to participate in a Long Term Incentive Plan that is designed to recognize key senior leaders value and contribution to the organization as well as align their compensation to the long term strategy of the organization. Performance targets are based upon a percentage of the participant's base salary and are developed by independent third party expert(s) using market competitive data within the guides of reasonableness. The plan is based on organization's three-year performance against its peers, determined based on peer rankings or percentile rankings in quality, patient satisfaction and financial performance. At the end of three years, awards are determined by the organization's governing body for participants. Payouts are partially made in cash and the remainder vests over an additional two year period. The following individual(s) participated in and/or received payments (noted in parenthesis) from this plan during the tax year: Joel Allison ($461,395), Gary Brock ($253,408), John McWhorter ($171,427), Paul Convery, M.D. ($178,529), William Boyd ($214,839), Fred Savelsbergh ($97,169), Jennifer Stribling ($47,745), Keith Holtz ($65,212) Rosemary Luquire ($67,752) and William Roberts ($70,179). Part I, Line 7 The organization has implemented the Performance Award Program to provide a market competitive total cash compensation incentive program that is designed to attract and retain key leaders and establish greater individual accountability and alignment to business performance. Payout targets are based upon a percentage of base pay and are developed by independent third party expert(s) using comparable market competitive data within the bounds of reasonableness and that are reviewed and approved by the governing body. Payout levels are based upon a combination of system, entity, and individual performance using various metrics related to quality, patient satisfaction, employee retention, and financal stewardship. The governing body may approve modifications to annual incentive awards provided under the program consistent with market comparability data. Supplemental Information Part III Supplemental Information: Governing Body Compensation The members of the governing body (except the CEO) serve on a voluntary basis and receive no cash compensation from the organization for these duties as a member of the governing body. Some, but not all, members have received modest benefits incident to their service on the board and/or multiple board committees. These benefits include reimbursement for certain reasonable expenses paid on behalf of the member's spouse while accompanying the member on business travel on behalf of the organization and/or a wellness physical. All such benefits are treated as taxable compensation to the extent required by law and are reported in the Form 990 where applicable. A Tarrant County Cultural Education Facilities Finance Corporation 043833551 87638QBU2 2009-02-04 211177797 Refunding Issues-11/2001, 4/2008 0 0 0 B North Cental Texas Health Facilities Development Corporation 521584653 65854RAA8 2006-06-06 71945000 Refunding Issues from 01/1996 0 0 0 C Tarrant County Cultural Education Facilities Finance Corporation 043833551 87638QEW5 2011-06-16 366043133 Refunding Issues-6/2006 & Construction of Hospital Facilities 0 0 0 D Tarrant County Cultural Education Facilities Finance Corporation 043833551 87638QGT0 2013-04-18 217262768 Refunding Issues-2002A & Construction of Hospital Facilities 0 0 0 A 7320000 211177797 3527583 207650214 2009 1 0 1 1 B 57175000 71945000 525790 71419210 2006 1 0 1 1 C 1330000 366162899 5079579 3152743 192703014 150000000 15227563 1 0 0 1 D 217269042 2262768 47400809 50000000 177605465 1 0 0 1 A 0 0 1 1 0 0.00000 0.00100 0.00100 0 0 1 B 0 0 1 1 0 0.00000 0.00000 0.00000 0 0 1 C 0 0 1 1 0 0.00000 0.00000 0.00000 0 0 1 D 0 0 1 1 0 0.00000 0.00000 0.00000 0 0 1 A 0 0 1 0 0 0 0 0 1 B 0 0 1 0 1 0 0 0 1 C 0 1 0 0 1 0 0 0 1 D 0 1 0 0 1 0 0 0 1 A 1 B 1 C 1 D 1 Part II, Line 3, Column C: Total Proceeds of Issue: The difference between Part I, Line C, COlumn (e) and Part II, Line 3 is due to investment earnings of $119,766. Part II, Line 3, Column C: Total Proceeds of Issue: The difference between Part I, Line D, COlumn (e) and Part II, Line 3 is due to investment earnings of $6,274. BIR JV LLP (BIR JV) David Ballard, organization's SVP, serves as board member of BIR JV. 6301357 Purchased Services, Rent, Royalty 0 BIR JV LLP (BIR JV) John McWhorter, organization's SVP, serves as a Board Member of BIR JV. 6301357 Purchased Services, Rent, Royalty 0 Texas Health Ventures Group LLC (THVG) Gary Brock, organization's COO, serves as a board member of THVG. 10355950 Royalty fees and management services 0 Texas Health Ventures Group LLC (THVG) Frederick Savelsbergh, organization's CFO, serves as a board member of THVG 10355950 Royalty fees and management services 0 Baylor Heart & Vascular Center LLP (BHVC) John McWhorter, organization's SVP, serves as a board member of BHVC. 11451624 Rental of real property and management services 0 Baylor Heart & Vascular Center LLP (BHVC) Don Wills, organization's board member, serves as a board member of BHVC. 11451624 Rental of real property and management services 0 Texas Heart Hospital of the Southwest LLP (THHSW) Mark Teresi, organization's SVP/Finance, serves as a board member of THHSW. 19656056 Rental of real property and management services 0 Texas Heart Hospital of the Southwest LLP (THHSW) David Ballard, organization's SVP, serves as a board member of THHSW. 19656056 Rental of real property and management services 0 Texas Heart Hospital of the Southwest LLP (THHSW) Rosemary Luquire, organization's CNO, serves as a board member of THHSW. 19656056 Rental of real property and management services 0 Texas Heart Hospital of the Southwest LLP (THHSW) Paul Convery, M.D., organization's CMO, serves as a board member of THHSW. 19656056 Rental of real property and management services 0 Texas Heart Hospital of the Southwest LLP (THHSW) John McWhorter, organization's SVP, serves as a Board Member of THHSW. 19656056 Rental of real property and management services 0 Baylor Health Enterprises LP (BHE) John McWhorter, organization's SVP, serves as a Board Member of BHE. 1740674 Purchased Services and rent 0 Baylor Health Enterprises LP (BHE) John McWhorter, organization's SVP, serves as a Board Member of BHE. 12414085 Capital Contribution 0 Health Care Insurance Company of Texas Ltd Joel Allison, organization's Pres/CEO, serves as a Board Member of HCICT. 2741558 Capital Contribution 0 Health Care Insurance Company of Texas Ltd Gary Brock, organization's COO, serves as a Board Member of HCICT. 2741558 Capital Contribution 0 Health Care Insurance Company of Texas Ltd William Boyd, organization's CLO, serves as Bd Member of HCICT. 2741558 Capital Contribution 0 Health Care Insurance Company of Texas Ltd Paul Convery, organization's SVP/CMO, serves as a Board Member of HCICT. 2741558 Capital Contribution 0 Health Care Insurance Company of Texas Ltd Fred Savelsbergh, organization's CFO, serves as a Board Member of HCICT. 2741558 Capital Contribution 0 Health Care Insurance Company of Texas Ltd (HCICT) Mark Teresi, organization's SVP/Finance, serves as a board member of HCICT. 2741558 Capital Contribution 0 Med Fusion LLC (Med Fusion) Mark Teresi, organization's SVP/Finance, serves as bd member of Med Fusion. 971546 Purchased Services 0 Schedule L, Part IV, Transactions Involving Interested Persons: The interested persons listed above in Part IV, including Texas Health Ventures Group, LLC (THVG), Baylor Heart and Vascular Center, LLP (BHVC), Texas Heart Hospital of the Southwest, LLP (THHSW), Baylor Health Enterprises, LP (BHE) and Health Care Insurance Company of Texas, Ltd (HCICT) are all controlled affiliates of the organization. The organization's employees and/or community board representatives (Don Wills) were appointed by the organization to serve as board members of the controlled affiliates. These individuals were appointed by the organization to serve as board representatives of those controlled affiliates to ensure they are operated in a charitable manner and in accordance with the organization's tax exempt status. The appointment of the community board representatives to serve on the governing body of related partnerships is consistent with IRS guidance such as Revenue Ruling 98-15 and other related rulings requiring the exempt organization to maintain control of partnerships and joint ventures. In those instances, the community board representatives do not have a financial interest in the organization or the related partnership, do not receive any financial benefit from transactions between the organization and the related partnership, and serve only in a voluntary capacity as an independent community board member. Form 990, Part VI, Section A, line 2 Family or business relationships: Walker Harman and Jim Turner have a business relationship. Form 990, Part VI, Section B, line 11 Process used to review the Form 990: The Form 990 is prepared and reviewed by BHCS's tax department with assistance from a national public accounting firm. During the return preparation process the tax department works with other functional areas including finance, accounting, treasury, legal, human resources, and corporate compliance for advice, information and assistance to prepare a complete and accurate return. Upon completion, the Form 990 is reviewed by the organization's President, financial officer and/or other key officers. A complete final copy of the return is provided to the organization's governing body prior to filing with the IRS. Form 990, Part VI, Section B, line 12c Process used to monitor and enforce compliance with the organization's conflict of interest policy: Persons with the actual or perceived ability to influence the organization have the duty to disclose annually and otherwise promptly as potential conflicts are identified, any familial, professional or financial relationships with entities or individuals that do, or seek to do business with the organization or that compete with the organization. These individuals include the organization's officers, governing body, management, physicians with administrative services agreements and other key personnel who interact with outside organizations or businesses on behalf of the organization. The BHCS Board of Trustees Audit and Compliance Committee and the BHCS Corporate Compliance Committee reviewed all relevant disclosures submitted by these individuals to determine whether a conflict of interest exists and to determine an appropriate resolution, if necessary. The BHCS Compensation and Governance Committee also reviews all relevant disclosures by individuals serving on BHCS's governing body. Any individual with a perceived or potential conflict is prohibited from voting or participating in the decision making process regarding such transaction with that individual. Form 990, Part VI, Section B, line 15 Process for determining compensation: The organization recognizes that those chosen to lead the organization are vital to its ongoing success and growth. Thus, it must attract, retain and engage the highest quality officers and key employees to lead the organization and help BHCS maintain its national reputation for achieving high targets for medical quality, patient safety, and patient satisfaction. A significant portion of the organization's officers' and key employees' total compensation is based on significant performance achievements. This strategy, known as the Performance Award Program, works to put a greater emphasis on the importance of the organization achieving targeted improvements in the areas of People, Quality, Patient Satisfaction and Financial Stewardship, annually. Total executive compensation is part of an integrated talent management strategy developed by the BHCS Board of Trustees and its Compensation and Governance Committee (Committee) to attract, motivate, and retain the best leadership resources for the organization. Executive compensation is determined pursuant to guidelines outlined in the intermediate sanction rules under IRC Section 4958 including taking steps to meet the rebuttable presumption standard of reasonableness under Treasury Regulation 53.4958-6, as summarized below. When making compensation decisions, the organization compares itself to similar-sized, and structured businesses including other integrated health care service systems and other similar-sized organizations, both locally and nationally. The BHCS Board of Trustees and Committee, on behalf of the organization, work directly with independent compensation expert(s) to identify reasonable and competitive market rates as well as provide an annual review of the total compensation of the organization's top management officials and key employees. The Committee is made up of members of the BHCS Board of Trustees, who are independent, community volunteers. Guided by the information provided by the independent compensation expert(s), the Committee approves and recommends to the BHCS Board of Trustees salary increases, earned incentives, and benefit offerings for the organization's President, other officers and/or key employees to be comparable to similar organizations for similar services and/or positions. Furthermore, the Committee is charged with the responsibility of reviewing annually the major elements of the executive compensation program to assure designs remain consistent with the business needs, market practices, and compensation philosophy. As part of the decision making process, the Committee will often meet in executive session to discuss and review recommendations made by the independent compensation expert(s). During the executive session no officer or key employee whose compensation is being reviewed is present during these discussions. All decisions are contemporaneously documented in the Committee minutes which are timely reviewed and approved by the Committee. Form 990, Part VI, Section C, line 19 Process for making governing documents, conflict of interest policy, & financial statements available to the public: The organization's articles of incorporation and amendments thereto are made available to the public by the filing of those documents with the Texas Secretary of State. Also, the organization's combined financial statements are made available to the public by the posting of those documents through DAC Bond. The organization's other governing documents and conflicts of interest policy are not made available to the public. Form 990, Part VII: Hours devoted to related organizations: John McWhorter transferred from a related organization during the tax year. He devoted an average of 40 hours per week to the organizations before and after the transfer. Other Fees Form 990, Part IX, line 11g Intercompany Expenses : Program service expenses 10,216,063. Management and general expenses 0. Fundraising expenses 0. Total expenses 10,216,063. Contract Labor : Program service expenses 5,413,877. Management and general expenses 0. Fundraising expenses 0. Total expenses 5,413,877. Other Purchased Services : Program service expenses 36,855,412. Management and general expenses 0. Fundraising expenses 0. Total expenses 36,855,412. Repairs : Program service expenses 13,776,038. Management and general expenses 0. Fundraising expenses 0. Total expenses 13,776,038. Professional Fees : Program service expenses 40,486,913. Management and general expenses 0. Fundraising expenses 0. Total expenses 40,486,913. Corporate Overhead : Program service expenses 2,729,964. Management and general expenses 0. Fundraising expenses 0. Total expenses 2,729,964. Changes in Net Assets or Fund Balances: Form 990, Part XI, line 9: Transfers Between Entities Under Common Control 135,801,806. Change in Net Assets Held at BHCS Foundation 3,379,168. Contributed Capital-Foreign Captive -2,741,558. Captive Investment Income -23,017. Members: Form 990, Part I, Line 4 and Part VI, Line 1b: Number of Independent Board One of the organization's members of the governing body also serve as board members of a related partnership that is controlled by the organization. Based on the Form 990 instructions, this relationship results in a business transaction on Schedule L since the organization and the related partnership have entered into business transactions in excess of certain thresholds. These members were appointed by the organization to serve as community board representatives of those related partnerships to ensure the partnership is operated in a charitable manner and in accordance with the organization's tax exempt status. The appointment of these members to serve on the governing body of the related partnership is consistent with IRS guidance such as Revenue Ruling 98-15 and other related rulings requiring the exempt organization to maintain control of partnerships and joint ventures. These board members do not have a financial interest in the organization or the related partnership, do not receive any financial benefit from transactions between the organization and the related partnership, and serve only in a voluntary capacity as an independent community board member. Therefore, these members are reflected as independent board members on Part I, Line 4 and Part VI, Line 1b of the Form 990. Health Care Administrative Services LLC 2215B Suite 5 Renaissance Las Vegas NV 89119 352234028 Management Services NV 27168 92316 Baylor Health Care System BHCS Holdings LLC 2001 Bryan Street Suite 2200 Dallas TX 75201 Holding Company TX 0 234653 Baylor Health Care System ACO Newco LLC 2001 Bryan Street Suite 2200 Dallas TX 75201 ACO TX 0 0 Baylor Health Care System Baylor University Medical Center 2001 Bryan Street Suite 2200 Dallas TX 75201 751837454 Acute Care Hospital TX 501(c)(3) 3 Baylor Health Care System 1 Baylor Medical Centers at Garland and McKinney 2001 Bryan Street Suite 2200 Dallas TX 75201 751037591 Acute Care Hospital TX 501(c)(3) 3 Baylor Health Care System 1 Baylor Medical Center at Irving 2001 Bryan Street Suite 2200 Dallas TX 75201 752586857 Acute Care Hospital TX 501(c)(3) 3 Baylor Health Care System 1 Baylor Medical Center at Waxahachie 2001 Bryan Street Suite 2200 Dallas TX 75201 751844139 Acute Care Hospital TX 501(c)(3) 3 Baylor Health Care System 1 Baylor 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