2012-11-14T12:23:06-06:00 2011-12-31 861065772 DELOITTE TAX LLP 200 RENAISSANCE CENTER SUITE 3900 DETROIT MI 482431300 990 2011-01-01 161080163 INDEPENDENT HEALTH ASSOCIATION INC INDE 7166313001 511 FARBER LAKES DRIVE BUFFALO NY 14221 MICHAEL CROPP MD 7166313001 2012-11-14 1 LORI BOYCE P00121981 3133963000 2011 2016-02-24 21:20:13Z MICHAEL CROPPMD 511 FARBER LAKES DRIVE BUFFALO NY 14221 1376723576 0 X WWW.INDEPENDENTHEALTH.COM X 1980 NY AN HMO THAT PROVIDES HEALTH CARE BENEFITS AND HEALTH RELATED PRODUCTS AND SERVICES. 22 14 1183 132 63206144 609554 0 0 1082999986 1207031999 14075545 12576768 52711470 63208988 1149787001 1282817755 529860 543850 921283054 1047641195 89077982 116261330 0 0 0 73180592 105832903 1084071488 1270279278 65715513 12538477 639408380 672797157 111382202 126927851 528026178 545869306 X TO IMPROVE HEALTH IN THE COMMUNITY THROUGH LEADERSHIP IN MANAGING AND DEVELOPING INNOVATIVE QUALITY HEALTH CARE SYSTEMS AND PROVIDING HEALTHCARE PRODUCTS AND SERVICES THAT OFFER AFFORDABLE ACCESS TO QUALITY HEALTH CARE. 0 0 1075500628 543850 1207031999 SEE SCHEDULE O, PAGE 39INDEPENDENT HEALTH ASSOCIATION (IHA) COORDINATES THE DELIVERY OF QUALITY HEALTH CARE COVERAGE THROUGH CONTRACTS WITH INDIVIDUAL PRACTICE ASSOCIATION OF WESTERN NEW YORK (IPAWNY), A TAXABLE NON-PROFIT, FOR ITS COMMERCIAL AND MEDICARE HMO PRODUCTS WITHIN THE 8 COUNTIES OF WESTERN NEW YORK (WNY). IHA ALSO PROVIDES COVERAGE AND COORDINATES SERVICES TO ITS MEDICAID HMO PRODUCT (WHICH INCLUDES THE FAMILY HEALTH PLUS (FHP) PROGRAM AVAILABLE TO ELIGIBLE RESIDENTS OF ERIE COUNTY AND THE CHILD HEALTH PLUS (CHP) PROGRAM) FOR THE ARRANGEMENT OF PHYSICIAN, HOSPITAL, MEDICALLY NECESSARY HEALTH SERVICES, DIAGNOSTIC AND PREVENTIVE HEALTH SERVICES TO THE COMMUNITIES LOCATED IN ERIE AND NIAGARA COUNTY. PARTICIPATING HEALTH CARE PROVIDERS ARE REIMBURSED USING A FEE FOR SERVICE PAYMENT METHODOLOGY, WITH SUCH RATES TYPICALLY BELOW THE PROVIDER'S NORMAL AND CUSTOMARY RATES. IHA OFFERS ITS MEMBERS HEALTH RISK MANAGEMENT TOOLS INCLUDING AN ONLINE HEALTH RISK ASSESSMENT AND THE USE OF A DATA WAREHOUSE TO ANALYZE AND PREDICT POTENTIAL RISK AND DEVELOP SOLUTIONS TO HELP CONTROL CURRENT AND PREVENT FUTURE PROBLEMS. PROGRAMS FOR COVERED EMPLOYEES AS WELL AS FOR EMPLOYERS HELP THEM MAKE GOOD HEALTH A PART OF THEIR CULTURE. IHA OFFERS A 24 HOUR MEDICAL HELP LINE WITH ACCESS TO A REGISTERED NURSE, CASE MANAGEMENT, DISEASE MANAGEMENT AND HEALTH COACHES. INDEPENDENT HEALTH ALSO ESTABLISHED AN ADVANCED PATIENT CENTERED MEDICAL HOME (PCMH) PILOT PROGRAM IN JANUARY 2009. THE PCMH PROGRAM INCLUDES 18 DIVERSE PRIMARY CARE PRACTICES ACROSS WNY, 130 PHYSICIANS AND NEARLY 50,000 IHA MEMBERS. THE PRACTICES WORK TOWARD IMPROVED QUALITY OF CARE WITH EXPANDED ACCESS TO ALLOW SAME DAY APPOINTMENTS AND AFTER HOURS CARE; ENHANCED TECHNOLOGY TO INCLUDE ELECTRONIC MEDICAL RECORDS AND EMAILS WITH PATIENTS; AND A COMPREHENSIVE CARE TEAM FOR THOSE WITH, OR AT RISK, OF HAVING A CHRONIC CONDITION. ADMINISTRATIVE ASSISTANCE IS ALSO PROVIDED TO HELP IMPLEMENT NEW OFFICE PROCEDURES. ANOTHER IMPORTANT ASPECT OF THE PCMH MODEL IS THAT IT ALSO INCLUDES MANY OF THE FEDERAL HEALTH CARE REFORM EFFORTS INCLUDING PREVENTION AND WELLNESS THROUGH COORDINATED CARE, EVIDENCED BASED GUIDELINES TO GAUGE OUTCOMES AND REFORM OF PHYSICIAN PAYMENT TO IMPROVE QUALITY AND EFFICIENCY. IHA HAS DEVOTED TIME AND FINANCIAL RESOURCES THAT ENABLE THE 130 PHYSICIANS IN THIS PROGRAM TO REDESIGN THEIR PRACTICE. IHA ALSO PROVIDES MEMBERS DETAILED INFORMATION TO THIS PROGRAM IN ORDER TO ENABLE OUR PHYSICIANS TO MANAGE CARE OPPORTUNITIES FOR IHA MEMBERS. AS OF DECEMBER 31, 2011, THE 18 PRIMARY CARE PRACTICES INVOLVED IN THE PILOT PROGRAM HAVE EACH ACHIEVED THE HIGHEST RECOGNITION BY THE NATIONAL COMMITTEE FOR QUALITY ASSURANCE (NCQA). THE PATIENT CENTRIC MODEL IS A VIABLE WAY TO ACHIEVE THE TRIPLE AIM: BETTER CARE, IMPROVED SATISFACTION AND BENDING THE MEDICAL TREND. HEALTH CARE REFORM INITIATIVES ENCOURAGE THIS TYPE OF CARE DELIVERY AND IHA AND THESE PROGRESSIVE PRIMARY CARE PHYSICIAN PRACTICES ARE AT THE FOREFRONT OF WHAT THE NATION WILL BE DOING. OTHER MEMBERSHIP SERVICES INCLUDES PREVENTIVE CARE THAT INVOLVES ACTIVE PARTICIPATION BY COMMUNITY ORGANIZATIONS IN INITIATIVES SUCH AS THE P2 COLLABORATIVE OF WESTERN NEW YORK, A NOT-FOR-PROFIT ORGANIZATION DEDICATED TO IMPROVING THE HEALTH OF PEOPLE IN WESTERN NEW YORK. IT DEPENDS ON UNPRECEDENTED COLLABORATION AMONG KEY STAKEHOLDERS AND THE SHARING OF CLINICAL INFORMATION, AND THE ADOPTION OF HEALTH INFORMATION TECHNOLOGY AND ELECTRONIC MEDICAL RECORDS THROUGH ORGANIZATIONS SUCH AS HEALTHELINK. HEALTH EDUCATION PROGRAMS ARE ALSO OFFERED TO IHA MEMBERS AND NONMEMBERS OUT OF THE 6 MEDICARE INFORMATION CENTERS IN WESTERN NEW YORK OPERATED BY IHA. THESE PROGRAMS INCLUDE GENERAL HEALTH EDUCATION, HEALTHY COOKING DEMONSTRATIONS, PHYSICAL FITNESS CLASSES, AND PROGRAMS THAT ADDRESS SPECIFIC CHRONIC CONDITIONS. THESE PROGRAMS ARE PROMOTED THROUGH DIRECT MAILINGS TO MEMBERS; APPROXIMATELY 10,000 EVENT CALENDARS DISTRIBUTED TO NON-MEMBERS, AND LIMITED ADVERTISING TO THE GENERAL PUBLIC IN LOCAL NEWSPAPERS. SERVICES OFFERED TO NON-MEMBERS ARE ONLY AVAILABLE THROUGH ONE OF THE MIC SITES, AS THE INTENT IS TO ATTRACT CURRENT MEMBERS TO ATTEND HEALTH EDUCATION PROGRAMS. 1075500628 0 0 0 0 0 0 0 1 0 1 0 0 1 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 1 0 1 0 0 0 0 0 1 1 1 0 1 169 0 1 1183 1 1 1 1 BD 0 0 0 0 0 0 0 0 0 X 22 14 1 0 1 0 0 0 0 1 1 1 0 1 1 1 1 1 1 1 1 1 0 NY X MICHAEL J FASO 7166313001 511 FARBER LAKES DRIVE BUFFALO NY 14221 X WINNICK BARRY N 1.00 X 37042 0 5419 WINGATE R MARSHALL 1.00 X 40000 0 5837 WALSH III JOHN N 1.00 X 40000 0 0 MCDUFFIE BRENDA W 1.00 X 32667 0 0 ANGERT STUART H 1.00 X 43500 0 2076 ANTKOWIAK JOHN 1.00 X 61308 0 0 COLANTUONO FRANK J 1.00 X 40000 0 5837 COPPOLA JAMES R 1.00 X 33000 0 5837 COTTON SHAWN 1.00 X 35400 0 5837 CULKIN JOHN J 1.00 X 33000 0 5837 HEIMERL MICHAEL 1.00 X 39850 0 5837 KELSCH DONNA M 1.00 X 36500 0 5837 ROBINSON DONALD 1.00 X 38250 0 5837 STEHLIK EDWARD 1.00 X 41400 0 5837 SUDIT MOISES 1.00 X 40000 0 0 SULLIVAN NORA B 1.00 X 32333 0 5837 SUNDELL DUANE J 1.00 X 33000 0 0 TILLOTSON JR RICHARD T 1.00 X 33000 0 5837 WEISS SYDNEY N 1.00 X 40000 0 5837 CROPP MICHAEL W 47.00 X X 2315342 0 380471 JOHNSON MARK 48.00 X 896699 0 311493 DIGIULIO LAWRENCE C 47.00 X 243391 0 26807 TULYK-ROSSI LAURA 43.00 X 86106 0 18876 FOELS THOMAS J 47.00 X 526882 0 176721 WALLESHAUSER JAMES B 38.00 X 238982 0 30474 RODGERS JOHN R 46.00 X 518466 0 179596 PENTKOWSKI ANN M 44.00 X 412433 0 109362 SYRACUSE JILL 45.00 X 372029 0 125800 DISERAFINO LOUIS 45.00 X 338727 0 39139 FASO MICHAEL J 40.00 X 326874 0 27649 FELDMAN JUDITH ANN 46.00 X 336863 0 104688 CUMMING GORDON B 43.00 X 379872 0 115864 NAIDOO ALLEN 42.00 X 334441 0 30456 DONOVAN DAVID W 43.00 X 325693 0 7272 MYLOTTE KATHLEEN MARIE 38.00 X 256634 0 67004 MENARD PAMELA 45.00 X 255818 0 58351 BUTLER THEODORE J 38.00 X 251546 0 55773 9147048 0 1943335 133 0 1 0 INDIVIDUAL PRACTICE ASSOCIATION OF WNY 511 FARBER LAKES DRIVE BUFFALO NY 14221 MEDICAL & PHARMACY BENEFIT SERVICES 915697511 SIRIUS COMPUTER SOLUTIONS 4810 KIRKWOOD ROAD COHOCTON NY 14826 SALE AND MAINTENANCE OF SERVERS 15409146 COMPUTER TASK GROUP PO BOX 711778 CINCINNATI OH 452711778 PRODUCTION & PROJECT SUPPORT SERVICES 10941716 ORACLE AMERICA INC PO BOX 203448 DALLAS TX 753203448 NETWORK COMPUTING INFRASTRUCTURE SOLUTIO 4725978 EYEMED VISION CARE 15274 COLLECTIONS CENTER DRIVE CHICAGO IL 60693 VISION BENEFITS COMPANY 4679402 194 PREMIUMS, COB & REINS 524114 1207031999 1207031999 1207031999 11602607 11602607 3575 731 2844 2844 2844 94872318 6933 93864541 40549 1007777 -33616 974161 974161 CONSULTING 541610 63206144 63206144 63206144 1282817755 1207031999 63206144 12579612 541900 541900 1950 1950 1047641195 1047641195 9447393 9447393 66421195 9898509 56522686 23529091 437664 23091427 12060463 1967633 10092830 4803188 758379 4044809 165525 165525 191372 191372 174767 174767 789612 789612 31974905 298329 31676576 4509350 128553 4380797 10192368 391234 9801134 17033091 2670360 14362731 6837212 6837212 404982 49923 355059 342651 31146 311505 10379916 10379916 2097571 1218515 879056 SURCHARGES 7963722 7963722 0 0 MISCELLANEOUS 4689851 1501616 3188235 0 FAMILY CHOICE 4204421 0 4204421 0 NYS ASSESSMENT 2285681 0 2285681 0 1595906 1595906 1270279278 1075500628 194778650 0 0 95747074 60536178 57043241 86424404 11768232 11871620 123283266 78772295 23174993 44510971 289610016 299108574 2396667 162064824 167948743 639408380 672797157 49727956 58805445 6524 6324 7891976 12608512 1256920 1260068 0 52498826 54247502 111382202 126927851 X 425714394 419149742 102311784 126719564 0 528026178 545869306 639408380 672797157 X 12538477 5304651 X X 0 1 1 X 1 1 0 1 542713 542713 12436551 4849161 7587390 4561081 2615063 1946018 28491912 19268935 9222977 77251009 52039136 25211873 44510971 INVESTMENTS RESTRICTED AS TO USE 56579893 INVESTMENTS IN AFFILIATES 111368850 167948743 BENEFITS PAYABLE 12380738 CAPITATION PAYABLE 28839983 INTERCOMPANY PAYABLE 603986 PENSION LIABILITY OBLIGATION 12422795 54247502 1282817755 1270279278 12538477 5304651 5304651 17843128 1283609399 5304648 -1337782 3966866 1279642533 3175222 3175222 1282817755 1246950050 -3175220 -3175220 1250125270 20154008 20154008 1270279278 PART IV, LINE 2B: LONG TERM INCENTIVE DEFERRED COMPENSATION PLAN IS OFFERED TO KEY EXECUTIVES. FUTURE PAYMENT IS BASED ON PERFORMANCE AND HISTORICAL COMPENSATION. ASSETS ARE UNDER CUSTODIAL ARRANGEMENT WITH M&T BANK. DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: INDEPENDENT HEALTH ASSOCIATION & AFFILIATES (THE ASSOCIATION) ADOPTED THE PROVISIONS OF ASC 740 RELATED TO ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES EFFECTIVE JANUARY 1, 2009. THE ASSOCIATION RECOGNIZED NO MATERIAL ADJUSTMENT IN THE LIABILITY FOR UNRECOGNIZED INCOME TAX BENEFITS. THE ASSOCIATION DID NOT RECORD INTEREST AND PENALTIES RELATED TO UNRECOGNIZED TAX BENEFITS IN 2011. PART XII, LINE 2D - OTHER ADJUSTMENTS: BANK CHARGES NETTED AGAINST OTHER INCOME -1,293,588. P4P GRANT EXPENSE NETTED AGAINST OTHER INCOME -44,194. PART XII, LINE 4B - OTHER ADJUSTMENTS: COB REVENUE 887,627. RENTAL EXPENSE INCLUDED ON PART VIII, LINE 6B -731. NYS REINSURANCE 1,647,116. REINSURANCE ADJUSTMENT 596,130. RX REBATE 45,080. PART XIII, LINE 2D - OTHER ADJUSTMENTS: COB REVENUE -887,627. RENTAL EXPENSE INCLUDED ON PART VIII, LINE 6B 731. NYS REINSURANCE -1,647,116. REINSURANCE ADJUSTMENT -596,128. RX REBATE -45,080. PART XIII, LINE 4B - OTHER ADJUSTMENTS: BANK CHARGES 1,293,588. P4P GRANT EXPENSE 44,200. PENSION RELATED CHANGES OTHER THAN NET PERIODIC PENSION COST 18,816,220. CENTRAL AMERICA AND THE CARIBBEAN 0 0 PROGRAM SERVICE REINSURANCE 6523993 0 0 0 0 0 0 6523993 0 6523993 1 0 1 0 0 0 1 THEATRE OF YOUTH 203 ALLEN STREET BUFFALO NY 14201 237286004 501(C)(3) 100000 0 TO IMPACT THE HEALTH OF YOUTH THROUGH LIVE THEATRE. STRATEGIC TRANSFORMATION SPONSORSHIP SENECA DIABETES FOUNDATION PO BOX 309 IRVING NY 140810309 203214056 501(C)(3) 55000 0 GENERAL SUPPORT TO SUPPORT THE MISSION TO PROVIDE EDUCATION OUTREACH, PREVENTION AWARENESS, AND FUND RESEARCH TO IMPROVE THE LIVES OF THOSE AFFECTED WITH DIABETES. BUFFALO NIAGARA PARTNERSHIP PO BOX 53 BUFFALO NY 14205 160365700 501(C)(3) 30000 0 STRATEGIC SUPPORT FOR COMMUNITY. P2 COLLABORATIVE 6225 SHERIDAN DRIVE SUITE 206 WILLIAMSVILLE NY 14221 421604185 501(C)(3) 30000 0 SUPPORT THE ORGANIZATION'S COMMITMENT TO COLLABORATION AND IMPROVING THE HEALTH OF ALL INDIVIDUALS IN WNY. STRATEGIC TRANSFORMATION SPONSORSHIP SHEA'S PERFORMING ARTS CENTER 646 MAIN STREET BUFFALO NY 142021978 161158412 501(C)(3) 26250 CORPORATE SPONSORSHIP TO SUPPORT THE ARTS AND IMPROVE INDIVIDUALS' WELL-BEING AND QUALITY OF LIFE CANISIUS COLLEGE 2001 MAIN STREET BUFFALO NY 14208 160743942 501(C)(3) 25000 GENERAL SUPPORT - 2011 REGENTS SCHOLARSHIP BALL & CONFERENCE KALEIDA HEALTH FOUNDATION 726 EXCHANGE STREET BUFFALO NY 14210 161579143 501(C)(3) 5000 GENERAL SUPPORT. BUFFALO URBAN LEAGUE 15 E GENESEE ST BUFFALO NY 14203 160743940 501(C)(3) 25000 SUPPORT TO EMPOWER MINORITIES AND DISADVANTAGE INDIVDIUALS, SPECIFICALLY IN THE AREAS OF HEALTH AND QUALITY OF LIFE. UNIVERSITY AT BUFFALO FOUNDATION BOX 900 BUFFALO NY 14226 160865182 501(C)(3) 25000 STRATEGIC SUPPORT FOR COMMUNITY. LEADERSHIP BUFFALO 237 MAIN STREET - SUITE 1500 BUFFALO NY 142032720 161363536 501(C)(3) 22000 STRATEGIC SUPPORT COMBINING COMMUNITY SUPPORT, VISIBILIY AND ALIGNMENT WITH OUR MISSION BUFFALO NIAGARA MEDICAL CAMPUS 640 ELLICOTT STREET BUFFALO NY 14203 161388796 501(C)(3) 20000 GENERAL SUPPORT FOR A PROGRAM THAT ENCOURAGES USES OF ACTIVE TRANSPORTATION OPTIONS BUFFALO ZOO (ZOOLOGICAL SOCITY OF BUFFALO INC) 300 PARKSIDE AVENUE BUFFALO NY 14214 160911204 501(C)(3) 20000 GENERAL SUPPORT TO INCOPORATE FUN FAMILY FITNESS ACTIVITIES AT BUFFALO ZOO TO SUPPORT COMMUNITY HEALTH ENGAGEMENT TASTE OF BUFFALO INC 276 GREENWOOD COURT EAST AURORA NY 14052 161390601 501(C)(6) 10500 GENERAL SUPPORT FOR THE 2011 TASTE OF BUFFALO LEUKEMIA & LYMPHOMA SOCIETY 1311 MAMARONECK AVENUE SUITE 310 WHITE PLAINS NY 10605 135644916 501(C)(3) 8000 GENERAL SUPPORT TO ORGANIZATION ALIGNED WITH OUR MISSION BUFFALO PHILHARMONIC ORCHESTRA 499 FRANKLIN STREET BUFFALO NY 14202 160755739 501(C)(3) 12500 CORPORATE SPONSORHIP TO SUPPORT THE ARTS AND IMPROVE INDIVIDUALS' WELL BEING AND QUALITY OF LIFE AND GENERAL SUPPORT FOR THE ANNUAL GALA. POLICE ATHLETIC LEAGUE 65 NIAGARA SQUARE 21ST FL BUFFALO NY 14202 161468698 501(C)(3) 7500 TO SUPPORT THE IMPROVEMENT OF THE IMMEDIATE AND FUTURE QUALITY OF LIFE FOR THE YOUTH IN THE COMMUNITY THROUGH EDUCATIONAL, RECREATIONAL, CULTURAL, ENVIRONMENTAL, AND PREVENTION PROGRAMMING. NFADA CHARITABLE FOUNDATION 1144 WEHRLE DRIVE PO BOX 9019 WILLIAMSVILLE NY 14231 166486097 501(C)(3) 12500 GENERAL SUPPORT - 2011 CHARITY GALA AND 2011 SPONSORSHIP CANISIUS COLLEGE ATHLETICS 2001 MAIN STREET BUFFALO NY 14208 160743942 501(C)(3) 6000 GENERAL SUPPORT - COPORATE SPONSORSHIP THE STEADFAST FOUNDATION 700 WALBRIDGE DRIVE EAST LANSING MI 48823 205894294 501(C)(3) 6000 GENERAL SUPPORT - CATWALK FOR CHARITY, FOR ORGANIZATION ALIGNED WITH OUR MISSION NFJC 360 DELAWARE AVENUE ROOM 106 BUFFALO NY 14202 203185568 501(C)(3) 5500 GENERAL SUPPORT - ORGANIZATION ALIGNED WITH OUR MISSION OPPORTUNITIES UNLIMITED OF NIAGARA 1555 FACTORY OUTLET BLVD NIAGARA FALLS NY 14304 222221343 501(C)(3) 5150 GENERAL SUPPORT - CORPORATE SPONSORSHIP AMERICAN HEART ASSOCIATION 7272 GREENVILLE AVE DALLAS TX 75231 135613797 501(C)(3) 5000 SUPPORT THE ENCOURAGEMENT OF HEALTHY LIFESTYLES TO PREVENT CARDIOVASCULAR DISEASES AND STROKES BUFFALO PREP INC BOX 900 BUFFALO NY 14226 161359846 501(C)(3) 5000 GENERAL SUPPORT - CELEBRATION OF SPECIAL HONORS SPONSORSHIP - TO SUPPORT ACADEMICS IN BUFFALO. JAMES P WILMOT CANCER CENTER 300 EAST RIVER ROAD BOX 278996 ROCHESTER NY 14627 160743209 501(C)(3) 75000 GENERAL SUPPORT 22 1 PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: INDEPENDENT HEALTH ASSOCIATION SUPPORTS NON-PROFIT ORGANIZATIONS THAT ARE ALIGNED WITH OUR MISSION TO PROVIDE ACCESS TO AFFORDABLE, QUALITY HEALTH CARE, AND/OR WOULD BENEFIT FROM INDEPENDENT HEALTH'S COMMUNITY LEADERSHIP AND GOODWILL. AMOUNTS ARE RECORDED IN THE GENERAL LEDGER, PRIMARILY UNDER COMMUNITY RELATIONS, AND HARD COPIES OF ALL PAYMENTS ARE KEPT ON FILE (BOTH PAPER AND ELECTRONICALLY). X 1 1 X X X X X X 0 1 0 0 0 0 0 0 0 CROPP MICHAEL W 819079 0 1433452 0 62811 0 332082 0 48389 0 2695813 0 563533 0 JOHNSON MARK 554477 0 314520 0 27702 0 265610 0 45883 0 1208192 0 0 0 DIGIULIO LAWRENCE C 178064 0 51000 0 14327 0 10965 0 15842 0 270198 0 0 0 FOELS THOMAS J 334942 0 166935 0 25005 0 138817 0 37904 0 703603 0 0 0 WALLESHAUSER JAMES B 177613 0 51000 0 10369 0 13624 0 16850 0 269456 0 0 0 RODGERS JOHN R 321669 0 177573 0 19224 0 125188 0 54408 0 698062 0 0 0 PENTKOWSKI ANN M 286436 0 104000 0 21997 0 85457 0 23905 0 521795 0 0 0 SYRACUSE JILL 274048 0 90000 0 7981 0 94873 0 30927 0 497829 0 0 0 DISERAFINO LOUIS 237196 0 79702 0 21829 0 22020 0 17119 0 377866 0 0 0 FASO MICHAEL J 228708 0 76300 0 21866 0 11227 0 16422 0 354523 0 0 0 FELDMAN JUDITH ANN 232458 0 90000 0 14405 0 86259 0 18429 0 441551 0 0 0 CUMMING GORDON B 272592 0 88000 0 19280 0 98356 0 17508 0 495736 0 0 0 NAIDOO ALLEN 236227 0 82250 0 15964 0 12519 0 17937 0 364897 0 0 0 DONOVAN DAVID W 219015 0 104771 0 1907 0 6842 0 430 0 332965 0 0 0 MYLOTTE KATHLEEN MARIE 241271 0 12873 0 2490 0 55412 0 11592 0 323638 0 0 0 MENARD PAMELA 196606 0 57010 0 2202 0 51865 0 6486 0 314169 0 0 0 BUTLER THEODORE J 128646 0 122508 0 392 0 39647 0 16126 0 307319 0 0 0 PART I, LINE 1A AT THE DISCRETION OF THE CEO, KEY EXECUTIVES (OFFICERS AND KEY EMPLOYEES) ARE ELIGIBLE TO RECEIVE A DISCRETIONARY SPENDING ACCOUNT. THESE AMOUNTS ARE A PERCENTAGE OF BASE COMPENSATION AND ARE CAPPED AT SPECIFIC AMOUNTS. ANY REIMBURSEMENT WHICH IS NOT DEDUCTIBLE UNDER IRS REGULATIONS OR ANY UNCLAIMED AMOUNT AT THE END OF THE CALENDAR YEAR IS TREATED AS INCOME AND ADDED TO THE EXECUTIVE'S W-2. $277,056 WAS RECEIVED IN 2011 AND $171,546 WAS REPORTED AS TAXABLE COMPENSATION. PART I, LINE 4B THE FOLLOWING LISTED PERSONS FROM PART VII, SECTION A PARTICIPATED IN A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN (457(F)) WITH INDEPENDENT HEALTH. MICHAEL CROPP, M.D.: AMOUNT RECEIVED: $854,623; VALUE INCREASE INCLUDED IN PART VIII, SECTION A, COLUMN F: $291,090. MARK JOHNSON: AMOUNT RECEIVED: $0; VALUE INCREASE INCLUDED IN PART VII, SECTION A, COLUMN F: $549,357. JOHN RODGERS: AMOUNT RECEIVED: $0; VALUE INCREASE INCLUDED IN PART VII, SECTION A, COLUMN F: $103,816. ANN PENTKOWSKI: AMOUNT RECEIVED $0; VALUE INCREASE INCLUDED IN PART VII, SECTION A, COLUMN F: $82,494. JILL SYRACUSE: AMOUNT RECEIVED $0; VALUE INCREASE INCLUDED IN PART VII, SECTION A, COLUMN F: $74,763. THOMAS J. FOELS: AMOUNT RECEIVED $0; VALUE INCREASE INCLUDED IN PART VII, SECTION A, COLUMN F: $104,487. JUDITH FELDMAN: AMOUNT RECEIVED $0; VALUE INCREAE INCLUDED IN PART VII, SECTION A, COLUMN F: $67,966. GORDON CUMMING: AMOUNT RECEIVED $0; VALUE INCREASE INLCUDED IN PART VII, SECTION A, COLUMN F: $76,336. EAST AURORA FAMILY PRACTICE PARTNERSHIP MORE THAN 5% OWNED BY SHAWN COTTON, CURRENT BOARD MEMBER 539957 INDEPENDENT CONTRACTOR ARRANGEMENT, DELIVERY OF HEALTH CARE 0 TONAWANDA PEDIATRICS PARTNERSHIP MORE THAN 5% OWNED BY MICHAEL HEIMERL, CURRENT BOARD MEMBER 2037099 INDEPENDENT CONTRACTOR ARRANGEMENT, DELIVERY OF HEALTH CARE 0 BUFFALO GERIATRIC AND REHABILITATION MEDICINE LLP PARTNERSHIP MORE THAN 5% OWNED BY KATHLEEN MYLOTTE, CURRENT BOARD MEMBER 384818 PAYMENTS TO PROVIDER FOR HEALTHCARE SERVICES RENDERED TO IHA MEMBERS 0 WALSH DUFFIELD COMPANIES ENTITY INDIRECTLY OWNED BY MORE THAN 35% BY JOHN WALSH,CURRENT BOARD MEMBER 507312 BROKER OF IHA PRODUCTS 0 DONALD W ROBINSON MD 100% OWNERSHIP IN MEDICAL PRACTICE BY DR. DONALD ROBINSON 435000 INDEPENDENT CONTRACTOR ARRANGEMENT, DELIVERY OF HEALTH CARE 0 WESTERN NEW YORK CLINICAL INFORMATION EXCHANGE SHARED BOARD MEMBER, DR. MICHAEL CROPP 1980500 FUNDING OF OPERATIONS 0 WESTERN NEW YORK HEALTHENET SHARED BOARD MEMBER, JUDITH FELDMAN 200000 FUNDING OF OPERATIONS 0 ALLIANCE OF COMMUNITY HEALTH PLANS SHARED BOARD MEMBER, DR. MICHAEL CROPP 169895 SERVICE PROVIDER (MEMBERSHIP DUES, LOBBYING ACTIVITIES) 0 AMERICA'S HEATH INSURANCE PLANS SHARED BOARD MEMBER, DR. MICHAEL CROPP 176719 SERVICE PROVIDER (MEMBERSHIP DUES, LOBBYING ACTIVITIES) 0 NORTHTOWNS MEDICAL GROUP PARTNERSHIP MORE THAN 5% OWNED BY EDWARD STEHLIK, CURRENT BOARD MEMBER 312347 INDEPENDENT CONTRACTOR ARRANGEMENT, DELIVERY OF HEALTH CARE 0 FORM 990, PART VI FORM 990, PART VI, SECTION B, LINE 9: LAWRENCE DIGIULIO - 385 MT. VERNON RD. SYNDER, NY 14226; GORD CUMMING - 210 LORD BYRON LANE, WILLIAMSVILLE, NY 14221 FORM 990, PART VI, SECTION A, LINE 2 THOMAS J. FOELS AND KATHLEEN MARIE MYLOTTE HAVE A BUSINESS RELATIONSHIP (BOARD MEMBERS OF AN AFFILIATED ENTITY). MICHAEL W. CROPP, MARK JOHNSON, JOHN R. RODGERS, THOMAS J. FOELS, LAWRENCE C. DIGIULIO, AND MICHAEL J. FASO HAVE A BUSINESS RELATIONSHIP (BOARD MEMBERS OF AFFILIATED ENTITIES). SIDNEY N. WEISS, R. MARSHALL WINGATE, STUART H. ANGERT, JAMES R. COPPOLA, FRANK J. COLANTUONO, MICHAEL W. CROPP, MOISES SUDIT, LAWRENCE C. DIGIULIO, JOHN R. RODGERS, NORA B. SULLIVAN, AND JAMES B. WALLESHAUSER HAVE A BUSINESS RELATIONSHIP (BOARD MEMBERS OF AN AFFILIATED ENTITY). FRANK J. COLANTUONO, JAMES R. COPPOLA, AND THOMAS J. FOELS HAVE A BUSINESS RELATIONSHIP (BOARD MEMBERS OF AN AFFILIATED ENTITY). R. MARSHALL WINGATE, FRANK J. COLANTUONO, MARK JOHNSON, AND ANN M. PENTKOWSKI HAVE A BUSINESS RELATIONSHIP (PRIVATE ENTERPRISE). MICHAEL W. CROPP, GORDON B. CUMMING, BARRY N. WINNICK, JOHN N. WALSH, III, BRENDA W. MCDUFFIE, STUART H. ANGERT & JOHN ANTKOWIAK HAVE A BUSINESS RELATIONSHIP (BOARD MEMEBERS OF AN AFFILIATED NOT FOR PROFIT). FORM 990, PART VI, SECTION A, LINE 4 THE FOLLOWING CHANGES WERE MADE TO IHA'S BY-LAWS DURING 2011: THE AUDIT & FINANCE COMMITTEE WAS SPLIT INTO TWO INDIVDIUAL COMMITTEES. THE AUDIT COMMITTEE SHALL BE COMPOSED ENTIRELY OF INDEPENDENT DIRECTORS AND SHALL REPRESENT AND REPORT TO THE BOARD OF DIRECTORS IN DISCHARGING ITS OVERSIGHT RESPONSIBILITIES RELATING TO FINANCIAL STATEMENT REVIEW, INTERNAL CONTROL REVIEW, INTERNAL AUDIT REVIEW, THE SELECTION AND MANAGEMENT OF EXTERNAL AUDITORS. THE AUDIT COMMITTEE SHALL ADHERE TO A CHARTER APPROVED BY THE BOARD THAT SETS FORTH ITS RESPONSIBILITIES AND SHALL REVIEW ITS CHARTER AT LEAST ANNUALLY, SOONER IF NECESSARY, TO ENSURE THAT ITS PURPOSE AND RESPONSIBILITIES ARE IN CONCERT WITH THE MISSION, VISION AND VALUES OF THE CORPORATION AND TO ENSURE THE CHARTER MEETS ALL APPLICABLE REGULATORY REQUIREMENTS. THE FINANCE COMMITTEE SHALL BE COMPOSED OF A MAJORITY OF NON-MANAGEMENT DIRECTORS AND SHALL BE RESPONSIBLE FOR ADVISING THE BOARD OF DIRECTORS ON FINANCIAL MATTERS RELATED TO THE CORPORATION. THE FINANCE COMMITTEE SHALL ADHERE TO A CHARTER APPROVED BY THE BOARD WHICH SETS FORTH ITS RESPONSIBILITIES AND SHALL REVIEW ITS CHARTER AT LEAST ANNUALLY, SOONER IF NECESSARY, TO ENSURE THAT ITS PURPOSE AND RESPONSIBILITIES ARE IN CONCERT WITH THE MISSION, VISION AND VALUES OF THE CORPORATION. IN ADDITION, THERE WERE CHANGES TO THE DIRECTOR TERMS, SPECIFICALLY, EACH DIRECTOR SHALL BE LIMITED TO 5 CONSECUTIVE TERMS BEGINNING WITH THE TERMS COMMENCING ON MAY 1, 2010 AND MAY 1, 2011. AFTER SERVING 5 CONSECUTIVE TERMS, A DIRECTOR SHALL BE ELIGIBLE TO RETURN TO THE BOARD ONCE ONE YEAR HAS LAPSED SINCE THE CONCLUSION OF HIS OR HER LAST TERM. FORM 990, PART VI, SECTION B, LINE 11 FORM 990 WAS REVIEWED WITH THE EXECUTIVE COMMITTEE OF IHA'S BOARD OF DIRECTORS. THE FINAL FORM 990 WAS DISTRIBUTED TO THE BOARD OF DIRECTORS AT THE BOARD MEETING PRIOR TO THE FILING OF THE RETURN. FORM 990, PART VI, SECTION B, LINE 12C IHA'S CONFLICT OF INTEREST REPORTING POLICY ENCOMPASSES ALL CURRENT IHA OFFICERS AND EMPLOYEES (INCLUDING KEY EMPLOYEES) OF THE ORGANIZATION. THE CEO, CHIEF LEGAL COUNSEL, CORPORATE COMPLIANCE/PRIVACY OFFICER, OR SPECIAL INVESTIGATIONS UNIT MAY MAKE THE DETERMINATION THAT A CONFLICT OF INTEREST EXISTS AND WILL REVIEW THE ACTUAL CONFLICT AS CONFLICTS ARE REPORTED TO THEM. CONFLICTS ARE ALSO IDENTIFIED ANNUALLY WHEN THE SIGNED EMPLOYEE ATTESTATIONS, CONFIDENTIAL QUESTIONNAIRES & PLEDGE OF CONFIDENTIALITY AND CONTINUING DISCLOSURE FORM (FOR BOD MEMBERS) ARE RECEIVED. IF A CONFLICT OF INTEREST IS IDENTIFIED, THE INDIVIDUAL IS PROHIBITED FROM PARTICIPATING IN THE DELIBERATIONS OR DECISIONS RELATED TO THIS TRANSACTION. FORM 990, PART VI, SECTION B, LINE 15 THE GOVERNING BOARD OF DIRECTORS OF INDEPENDENT HEALTH ASSOCIATION, INC. APPOINTED A GROUP OF BOARD MEMBERS TO ACT AS THE COMPENSATION COMMITTEE. COMPENSATION OF THE CEO IS SUBJECT TO REVIEW AND APPROVAL BY THE COMPENSATION COMMITTEE AND THE BOD ANNUALLY. ADDITIONALLY, THE RECOMMENDATIONS OF THE CEO PERTAINING TO THE COMPENSATION OF HIS/HER DIRECT REPORTS ARE SUBJECT TO REVIEW AND ADVISEMENT BY THE COMPENSATION COMMITTEE. TO DETERMINE EXECUTIVE COMPENSATION AND INCENTIVE ELIGIBILITY OF THE CEO AND HIS/HER DIRECT REPORTS, THE COMPENSATION COMMITTEE ENGAGES AN INDEPENDENT COMPENSATION CONSULTANT TO REVIEW THE RECOMMENDATIONS AND ANY COMPARABLE DATA (COMPENSATION OF SIMILARLY QUALIFIED PERSONS IN FUNCTIONALITY COMPARABLE POSITIONS AT SIMILARLY SIZED ORGANIZATIONS). COMPARABILITY DATA MAY BE OBTAINED VIA THE FORM 990 OF OTHER ORGANIZATIONS AND/OR COMPENSATION SURVEYS OR STUDIES. THE COMPENSATION COMMITTEE, IN DELIBERATIONS WITH THE INDEPENDENT CONSULTANT, DETERMINES THE COMPENSATION AND INCENTIVE FOR THE CEO. THE CEO EXCLUDES HIMSELF/HERSELF FROM THESE DELIBERATIONS WHEN DISCUSSING HIS/HER COMPENSATION. THE COMPENSATION COMMITTEE WILL DOCUMENT THE DELIBERATIONS AND DECISIONS REGARDING THE COMPENSATION ARRANGEMENTS. THE BOD WILL THEN RATIFY ALL DECISIONS OF THE COMPENSATION COMMITTEE AT ITS REGULARLY SCHEDULED BOARD MEETING. IHA'S EXECUTIVE COMPENSATION POLICY/PROCESS IS AN ANNUAL PROCESS (LAST PERFORMED IN 2011) AND WAS USED TO ESTABLISH COMPENSATION FOR THE FOLLOWING POSITIONS: EXECUTIVE VICE PRESIDENT - CHIEF FINANCIAL OFFICER; EXECUTIVE VICE PRESIDENT - CHIEF SERVICING OFFICER; EXECUTIVE VICE PRESIDENT - CHIEF OPERATING OFFICER; SENIOR VICE PRESIDENT - CHIEF ADMINISTRATIVE OFFICER; EXECUTIVE VICE PRESIDENT - CHIEF MEDICAL OFFICER; VICE PRESIDENT & GENERAL COUNSEL, AND VICE PRESIDENT - GOVERNMENT AFFAIRS. FORM 990, PART VI, SECTION C, LINE 19 UPON REQUEST, THE ORGANIZATION WILL MAKE AVAILABLE: A COPY OF ITS 990, ITS AUDITED FINANCIAL STATEMENTS, AND ANY OTHER DOCUMENTS AS REQUIRED. AVG HOURS DEVOTED TO RELATED ORG(S) WHEN RELATED COMP IS REPORTED: FORM 990, PART VII: HOURS WORKED PER WEEK FOR RELATED ORGANIZATIONS INCLUDED IN THE HOURS REPORTED ON FORM 990, PART VII, THE FOLLOWING INDIVIDUALS DEVOTED TIME EACH WEEK TO RELATED ORGANIZATIONS: CROPP, MICHAEL W. - 20 HOURS JOHNSON, MARK - 18 HOURS DIGIULIO, LAWRENCE C. - 21 HOURS DISERAFINO, LOUIS - 9 HOURS RODGERS, JOHN R. - 11 HOURS TULYK-ROSSI, LAURA - 17 HOURS CUMMING, GORDON B. - 17 HOURS FASO, MICHAEL J. - 18 HOURS PENTKOWSKI, ANN M. - 17 HOURS SYRACUSE, JILL - 26 HOURS FOELS, THOMAS J. - 15 HOURS NAIDOO, ALLEN - 18 HOURS FELDMAN, JUDITH ANN - 20 HOURS DONOVAN, DAVID W. - 17 HOURS MENARD, PAMELA - 15 HOURS BUTLER, THEODORE J. - 38 HOURS WALLESHAUSER, JAMES B. - 17 HOURS MYLOTTE, KATHLEEN MARIE - 11 HOURS CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED GAINS ON INVESTMENTS: 5,304,651. DESCRIPTION OF CHANGE TO COMMITTEE OVERSIGHT REVIEW PROCESS FROM PRIOR YEAR FORM 990, PART XII, LINE 2C: DURING 2011, THE AUDIT & FINANCE COMMITTEE WAS SPLIT INTO TWO INDIVIDUAL COMMITTEES. THE AUDIT COMMITTEE SHALL BE COMPOSED ENTIRELY OF INDEPENDENT DIRECTORS AND SHALL REPRESENT AND REPORT TO THE BOARD OF DIRECTORS IN DISCHARGING ITS OVERSIGHT RESPONSIBILITIES RELATING TO FINANCIAL STATEMENT REVIEW, INTERNAL CONTROL REVIEW, INTERNAL AUDIT REVIEW, THE SELECTION AND MANAGEMENT OF EXTERNAL AUDITORS. THE AUDIT COMMITTEE SHALL ADHERE TO A CHARTER APPROVED BY THE BOARD THAT SETS FORTH ITS RESPONSIBILITIES AND SHALL REVIEW ITS CHARTER AT LEAST ANNUALLY, SOONER IF NECESSARY, TO ENSURE THAT ITS PURPOSE AND RESPONSIBILITIES ARE IN CONCERT WITH THE MISSION, VISION AND VALUES OF THE CORPORATION AND TO ENSURE THE CHARTER MEETS ALL APPLICABLE REGULATORY REQUIREMENTS. THE FINANCE COMMITTEE SHALL BE COMPOSED OF A MAJORITY OF NON-MANAGEMENT DIRECTORS AND SHALL BE RESPONSIBLE FOR ADVISING THE BOARD OF DIRECTORS ON FINANCIAL MATTERS RELATED TO THE CORPORATION. THE FINANCE COMMITTEE SHALL ADHERE TO A CHARTER APPROVED BY THE BOARD WHICH SETS FORTH ITS RESPONSIBILITIES AND SHALL REVIEW ITS CHARTER AT LEAST ANNUALLY, SOONER IF NECESSARY, TO ENSURE THAT ITS PURPOSE AND RESPONSIBILITIES ARE IN CONCERT WITH THE MISSION, VISION AND VALUES OF THE CORPORATION. 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