2013-08-13T20:44:30-05:00 2012-09-30 ERNST & YOUNG US LLP 55 IVAN ALLEN BLVD SUITE 1000 ATLANTA GA 30308 990 2011-10-01 222577722 Norwalk Health Care % TONI HORNE NORW 2038522071 c/o Norwalk Hospital 24 Stevens S NORWALK CT 06850 Daniel Debarba 2013-08-12 4048748300 2011 2016-02-24 21:20:13Z X Honey Hill Rehab & Nursing Center Daniel Debarba 24 Stevens Street Norwalk CT 06850 974824 false X WWW.NORWALKHEALTH.ORG X 1985 CT As reported in prior year, on 09/30/11, Norwalk Health Care closed on the sale of the nursing home business. It's in the process of collect- ing outstanding receivables and settling outstanding liabilities. 9 8 183 8 0 0 0 16229072 974824 -1742083 0 10608 0 14497597 974824 0 0 0 0 8506309 0 0 0 0 7813733 46866 16320042 46866 -1822445 927958 10050764 1024216 11924156 838707 -1873392 185509 X As reported in the prior year, on September 30, 2011 Norwalk Health Care, Inc. closed on the sale of the nursing home business. Norwalk Health Care, Inc. is in the process of collecting outstanding receivables and settling outstanding liabilities. false true 46866 974824 On September 30, 2011 Norwalk Health Care, Inc. closed on the sale of the nursing home business. Norwalk Health Care, Inc. is in the process of collecting outstanding receivables and settling outstanding liabilities. Expenses in the current year consisted of interest expense on bonds that were redeemed on November 15, 2011. A bad debt recovery of $974,824 was recorded, as the collections on accounts receivable exceeded the estimated net realization. 46866 true false false false false false false false false false false false false true false false true false false false false false false false false false false false true false false false false false false false false false false false false false true true true false true 10 0 true 183 true false false false false false false false false false false X 9 8 true false false false true true false true true false false true true true true true false false false false X TONI HORNE 2038522071 24 STEVENS STREET NORWALK CT 06850 X Daniel DeBarba 1.0 X X 0 785240 29083 Ervin Shames 1.0 X 0 0 Frank N Zullo Esq 1.0 X 0 0 Carol Bauer 1.0 X Barbara Butler 1.0 X Victor Liss 1.0 X Robert Ready 1.0 X William Stephanak 1.0 X Nicole Tobin 1.0 X Arthur Santilli 50.0 X 244209 25227 Geoffrey Cole 0.0 X 630498 0 1659947 54310 0 true true false NORWALK HOSPITAL ASSOCIATION 24 STEVENS STREET NORWALK CT 06850 THERAPY/MGT/LAB/LAUN 1181993 MORRISON MANAGEMENT SPECIALISTS IN PO Box 102289 ATLANTA GA 303682289 DIETARY MANAGEMENT 638633 THE NURSE NETWORK PO BOX 982 SOUTHINGTON CT 06489 NURSING 438093 READY NURSE STAFFING SERVICES 1080 ELM STREET STE 201 ROCKY HILL CT 06067 NURSING 227228 4 0 BAD DEBT RECOVERY 623000 974824 974824 974824 0 0 0 0 0 0 0 0 974824 974824 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 46866 46866 0 0 0 46866 46866 0 0 6408446 324216 0 0 0 0 1032349 0 0 0 0 0 0 0 0 0 700000 700000 0 1864654 0 0 0 0 0 0 0 45315 0 10050764 1024216 1281954 2451 0 0 0 0 7805000 0 0 0 0 0 0 0 0 0 2837202 836256 11924156 838707 X -1873392 185509 0 0 0 0 -1873392 185509 10050764 1024216 X 927958 1130943 X false true true X false X 14722190 14632956 15987091 16229072 974824 62546133 14722190 14632956 15987091 16229072 974824 62546133 62546133 125881 25815 1614 1300 0 154610 125881 25815 1614 1300 0 154610 14136 8736 13081 10608 0 46561 14862207 14667507 16001786 16240980 974824 62747304 0.99679 0.99590 0.00246 0.00330 X OTHER INCOME INCLUDES BARBER & BEAUTY, GUEST TRAYS AND GIFT SHOP REVENUE. 0 due to third party agencies 115108 Workers Comp Reserve 346305 Malpractice Reserve 83069 Other Liabilities 291774 836256 FIN 48 FOOTNOTE SCHEDULE D, PART X, LINE 2 THE ORGANIZATION'S FINANCIAL STATEMENTS DO NOT CONTAIN A FOOTNOTE CONCERNING UNCERTAIN TAX POSITIONS UNDER FIN 48. true true false false false false false false false Daniel DeBarba 0 476134 0 250000 0 59106 0 11025 0 18058 0 814323 0 0 Arthur Santilli 152575 43120 48514 8469 16758 269436 0 Geoffrey Cole 630498 630498 SUPPLEMENTAL COMPENSATION INFORMATION SCHEDULE J, PART I, LINE 4A - SEVERANCE PAYMENT Geoffrey Cole received part of a two year severance arrangement based upon his compensation at the time of termination. The amount paid during the year, $630,498, has been included in Schedule J, Part II, Column b(iii). SUPPLEMENTAL COMPENSATION INFORMATION SCHEDULE J, PART I, LINE 4B - SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN Norwalk Hospital Association a related orgainzation of Norwalk Health Care, Inc. has established the Norwalk Hospital Senior Deferred Compensation Plan, primarily for the purpose of providing a program of deferred compensation for Daniel DeBarba, President and CEO of Norwalk Hospital Association. Amounts promised under the plan are based on targeted retirement benefits. The payment of benefits under the plan is subject to vesting, no amounts were vested or reported as taxable income on Mr. DeBarba's 2011 W2. total individuals employed in 2011 Form 990, Part I, line 5 For purposes of Part VII, pursuant to the instructions, the Organization reports compensation for the calendar year (i.e. 12-31-11) ending within the organization's tax year. Because the organization ceased operations effective 9-30-11, there are no salary expenses reported in Part IX during the fiscal year ending 9-30-12 even though there was compensation reported on W2s for 12-31-11 and required to be reported in Part VII. Ceasation of services Form 990, part iii, line 3 On September 30, 2011 Norwalk Health Care, Inc. closed on the sale of the nursing home business for a sales price of $5,850,000. An escrow for $700,000 was established for a three year period for indemnification obligations udner the Medicare and Medicaid programs and such escrow was recorded as other assets. A loss of $1,743,383 was recorded on the sale in fiscal 2011. The outstanding debt of Norwalk Health Care, Inc. was defeased and repaid to bondholders on November 15, 2011. Norwalk Health Care, Inc. is in the process of collecting outstanding receivables and settling all liabilites. During fiscal 2012 a bad debt recovery of $974,824 was recorded. Description of relationships Form 990, part VI, line 2 Certain Norwalk health care, inc. board members also serve on the board of SWC Corporation and maple street indemnity company ltd. The organization's members or stockholders Form 990, Part VI, Line 6 The sole member of Norwalk Health Care, Inc. is Norwalk Health Services Corporation. Members, stockholders, or other persons who may elect one or more members Form 990, Part VI, Line 7a The officers of Norwalk Health Care, Inc. are appointed by the Governance Committee of Norwalk Health Services Corporation. Up to 14 members of the Board are appointed by NHSC. Describe the process used by management &/or governing body to review 990 Form 990, Part VI, Line 11b Norwalk Health Care, Inc's (NHC) form 990 is prepared with the assistance of Ernst & Young and reviewed by Norwalk Hospital's management. Following that review the form 990 is presented to the audit committee of Norwalk Hospital Association for review and comment. The completed form 990 is provided, via email, to all members of the Board of Trustees of Norwalk Health Services Corporation prior to the form being filed with the IRS. Description of process to monitor transactions for conflicts of interest Form 990, Part VI, Line 12c MONITORING THE ORGANIZATION'S CONFLICT OF INTEREST POLICY PROVIDES THAT ANNUALLY, EACH person covered by the Policy, including Board Members, and Key Management Personnel, including the CEO, Vice Presidents, Chairmen, Executive Directors, Norwalk Hospital Physicians & Surgeons, Inc. and any other Hospital employed physicians, Directors, and any other personnel with financial decision making authority as designated by the CEO, Senior Vice President, Vice Presidents or Department Chairmen SHALL SIGN A STATEMENT AFFIRMING THAT SUCH PERSON RECEIVED A COPY OF THE CONFLICT OF INTEREST POLICY, READ AND UNDERSTANDS THE POLICY AND AGREES TO COMPLY WITH THE POLICY. ADDITIONALLY, THE SIGNED STATEMENT AFFIRMS THAT THE PERSON UNDERSTANDS Norwalk HEALTH CARE IS A CHARITABLE ORGANIZATION AND THAT IN ORDER TO MAINTAIN ITS TAX-EXEMPT STATUS, Norwalk HEALTH CARE MUST ENGAGE IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSES. ENFORCEMENT FAILURE TO COMPLY WITH THE ORGANIZATION'S CONFLICT OF INTEREST POLICY SHALL CONSTITUTE GROUNDS FOR REMOVAL OF A PERSON COVERED BY THE POLICY AS A BOARD MEMBER OR BOARD COMMITTEE MEMBER, AND, IN THE CASE OF KEY MANAGEMENT PERSONNEL, TERMINATION OF EMPLOYMENT. WHO IS COVERED? THE ORGANIZATION'S CONFLICT OF INTEREST POLICY COVERS EACH person covered by the Policy, including Board Members, and Key Management Personnel, including the CEO, Vice Presidents, Chairmen, Executive Directors, NHP&S and any other Hospital employed physicians, Directors, and any other personnel with financial decision making authority as designated by the CEO, Senior Vice President, Vice Presidents or Department LEVEL OF DETERMINATION AND REVIEW OF CONFLICTS 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 COMMITTEES WITH GOVERNING BOARD DELEGATED POWERS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER PRESENTATION OF A POTENTIAL TRANSACTION OR ARRANGEMENT IS MADE BY AN INTERESTED PERSON, THE REMAINING DISINTERESTED BOARD OR COMMITTEE MEMBERS SHALL DECIDE IF A CONFLICT OF INTEREST EXISTS. THE CHAIRPERSON OF THE GOVERNING BOARD OR COMMITTEE SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER EXERCISING DUE DILIGENCE, THE GOVERNING BOARD OR COMMITTEE SHALL DETERMINE IF Norwalk HEALTH CARE CAN OBTAIN, WITH REASONABLE EFFORTS, A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY POSSIBLE UNDER CIRCUMSTANCES NOT PRODUCING A CONFLICT OF INTEREST, THE GOVERNING BOARD OR COMMITTEE SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS WHETHER THE TRANSACTION OR ARRANGEMENT IS IN THE ORGANIZATION'S BEST INTEREST, FOR ITS OWN BENEFIT AND WHETHER IT IS FAIR AND REASONABLE. IN CONFORMITY WITH THE ABOVE DETERMINATION, THE GOVERNING BOARD OR COMMITTEE SHALL MAKE ITS DECISION AS TO WHETHER TO ENTER INTO THE TRANSACTION OR ARRANGEMENT. RESTRICTIONS PLACED ON CONFLICTED PERSONS 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 COMMITTEES WITH GOVERNING BOARD DELEGATED POWERS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER DISCLOSURE OF THE FINANCIAL INTEREST AND ALL MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, HE/SHE SHALL LEAVE THE GOVERNING BOARD OR COMMITTEE MEETING WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE REMAINING BOARD OR COMMITTEE MEMBERS SHALL DECIDE IF A CONFLICT OF INTEREST EXISTS. Offices & positions for which process was used, & year process was begun Form 990, Part VI, Line 15a Norwalk Health Care, Inc does not compensate any officers or its executive director. The officer and executive director receiving compensation are compensated by Norwalk Hospital Association, a related organization. Therefore, their compensation and benefits are determined by Norwalk Hospital Association. AN OUTSIDE CONSULTING FIRM CONDUCTS AN EXECUTIVE COMPENSATION ANALYSIS UTILIZING THIRD-PARTY, BLINDED SURVEY DATA SOURCES. THE CONSULTANT THEN PRESENTS FINDINGS TO THE COMPENSATION COMMITTEE OF THE BOARD, WHO DECIDE WHAT ACTION TO TAKE, IF ANY, FOR EACH EXECUTIVE. THIS PROCEDURE ONLY APPLIES TO THE PRESIDENT, VICE PRESIDENTS, AND CERTAIN KEY EMPLOYEES. FOR THOSE KEY EMPLOYEES WHOSE SALARIES ARE NOT SUBJECT TO THE COMPENSATION COMMITTEE REVIEW, THEIR RESPECTIVE VICE PRESIDENTS ASSESS THEIR PERFORMANCE AND DETERMINE SALARY INCREASES BASED ON THE GUIDELINES ESTABLISHED BY THE ANNUAL REVIEW PROGRAM AND FINAL REVIEW RATINGS. COMPENSATION DECISIONS ALSO EMPLOY EXTERNAL MARKET SURVEY DATA AND INTERNAL ANALYSIS BASED ON NORWALK HOSPITAL ASSOCIATION'S SALARY RANGES. THIS PROCESS IS UNDERTAKEN EACH YEAR. Avail of gov docs, conflict of interest policy, & fin stmts to gen public Form 990, Part VI, Line 19 GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY & FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST. Hours devoted to a related organization Form 990, Part VII The individuals listed below worked the following hours per week for a related organization during the fiscal year: Daniel DeBarba - 55 hours/week Ervin Shames - 4 hours/week Barbara Butler - 4 hours/week Victor Liss - 6 hours/week Robert Ready - 4 hours/week Changes in net assets or other fund balances Form 990, Part XI, Line 5 Transfer from Norwalk Health Services Corporation $1,130,943 Norwalk Hospital Association 24 Stevens Street Norwalk CT 06850 066068853 Hospital CT 501(C)(3) 3 nhsc true Norwalk Hospital Physicians & Surgeons 24 Stevens Street Norwalk CT 06850 061522078 PHYS PRACTICE CT 501(c)(3) 11B NHSC true Norwalk Health Services Corporation 24 Stevens Street Norwalk CT 06850 222577711 SUPPORT SVCS CT 501(c)(3) 11B NA false Norwalk Hospital Foundation Inc 34 Maple Street Norwalk CT 06850 222377707 Fundraising CT 501(c)(3) 7 nhsc true Advanced Center for Rehab Medicine 24 Stevens Street Norwalk CT 06850 061304799 Inactive CT 501(c)(3) 11B NHSC true Maple Street Indemnity Company Ltd 40 Church Street PO Box HM 2062 Hamilton HM HX BD 980549862 Captive Insurance BD NHSC C-CORP 0 0 0.00000 SWC Corporation 24 Stevens Street Norwalk CT 06850 222577718 Pharmacy CT NHSC C-Corp 0 0 0.00000 false false false false false false false false false false false false false false false false true false Norwalk Hospital Association q 2408015 FMV