2011-05-11T14:35:15-05:00 2010-06-30 ERNST & YOUNG US LLP 111 MONUMENT CIRCLE SUITE 2600 INDIANAPOLIS IN 46204 990 2009-07-01 363513954 EDWARD HEALTH SERVICES CORPORATION EDWA 6305273000 801 SOUTH WASHINGTON STREET NAPERVILLE IL 60540 Vince Pryor 2011-05-11 3176817000 2009 2016-02-24 21:20:13Z PAMELA MEYER DAVIS 801 SOUTH WASHINGTON STREET NAPERVILLE IL 60540 76355311 false X WWW.EDWARD.ORG X 1987 IL To support and encourage healthcare and related services through providing financial management and other assistance to Edward Hospital and its affiliates. 15 13 406 102 589047 -1500 760 0 57116157 54201168 3511602 3011305 436135 5604774 61064654 62817247 0 0 0 0 29770898 29016435 0 0 0 21763358 22109469 51534256 51125904 9530398 11691343 86141326 101965798 6415762 6441019 79725564 95524779 To support health and strengthen communities by providing outstanding health care services. false false 36070405 53966518 Edward Health Services Corporation supports and encourages healthcare and related services by providing financial and management assistance to its exempt affiliates, including Edward Hospital, Edward Health Ventures, Edward Health and Fitness Center, and Edward Foundation. The services include providing top level management services as well as administrative support. 36070405 true false false true false false false false false true false true false false true false false false false false false false false true false false false false false false false false false false false false false true true false false true 51 0 true 406 true true true true CJ false false false false false false false false 15 13 false false false false false false false true true false false true true true true true true true true false IL X VINCE PRYOR 6305273035 801 S WASHINGTON ST NAPERVILLE IL 60540 Pam Davis 40.0 X X 1600377 0 41259 Rocco Martino 1.0 X X 0 0 0 Joe Beatty 1.0 X X 0 0 0 Gary Cianci MD 1.0 X 0 0 0 Scott Berger MD 1.0 X 0 40000 0 Dave Delgado 1.0 X 0 0 0 Joe DePaulo 1.0 X 0 0 0 Dick Endress 1.0 X 0 0 0 Dennis Burke 1.0 X 0 0 0 Mary Kay Ladone 1.0 X 0 0 0 Thom Rooke MD 1.0 X 6000 0 0 Tim Rivelli 1.0 X 0 0 0 Ron Schubel 1.0 X 0 0 0 Allison Ballew Smith 1.0 X 0 0 0 William Wheeler 1.0 X 0 0 0 Hoda El-Asmar MD 40.0 X 0 351727 28020 Nanette Bufalino 40.0 X 382379 0 31757 Brian Davis 40.0 X 233689 0 33087 Annette Kenney 40.0 X 249539 0 33407 Bill Kottman 40.0 X 0 358066 37763 Mary Lou Mastro 40.0 X 0 360672 29924 John Mordach 40.0 X 559031 0 29593 Maggie Shontz 40.0 X 367384 0 24021 Marianne Spencer 40.0 X 316781 0 38061 Dennise Vaughn 40.0 X 245465 0 23403 Barbara Byrne MD 40.0 X 15482 0 155 Vince Pryor 40.0 X 0 0 0 Richard Rouse 40.0 X 194138 0 21527 Laura Bagus 40.0 X 151829 0 24218 Melissa Coverdale 40.0 X 165900 0 22029 Art Mara 40.0 X 158040 0 10554 Diana Stump 40.0 X 168123 0 15586 David Dopp 40.0 X 269713 0 19309 Alan Kaplan 0.0 X 372336 0 25848 5456206 1110465 489521 48 true true false OLANDER INC 628 Columbus St Suite 408 OTTAWA IL 61350 Marketing 857705 PERFORMANCE MECHANICAL CONTRACTORS 9228 Corsair Rd FRANKFORT IL 60423 Facilities Repair 763602 HEWLETT PACKARD 3000 Hanover St PALO ALTO CA 94304 PC Leases 538935 ERNST YOUNG LLP 155 North Wacker Drive CHICAGO IL 60606 Audit/Tax Services 386787 LAWSON SOFTWARE 380 St Peter Street ST PAUL MN 55102 Software 358155 52 0 Management Fee 561439 53658177 53423527 234650 GROUND LEASES 532000 202983 202983 Community Education 900099 115092 115092 Facilities Revenue 532000 89552 89552 Security Revenue 900099 42684 42684 92680 92680 54201168 3067317 3067317 0 0 13482052 13538064 -56012 -56012 -56012 0 0 0 INSURANCE ADJUSTMENT 900099 5145254 5145254 ANSWERING SERVICE 561000 354397 354397 CELL TOWER 900099 37419 37419 67704 67704 5604774 62817247 53966518 589047 8261682 0 0 0 0 4064193 3251354 812839 0 18903002 15122402 3780600 630813 504650 126163 3878899 3103119 775780 1539528 1231622 307906 0 263328 263328 214777 214777 1022 1022 0 0 4426699 3541359 885340 28090 28090 2364395 1891516 472879 5353363 5353363 0 4304217 3443374 860843 180823 180823 0 29218 29218 0 0 0 114682 114682 REPAIR AND MAINTENANCE 2017696 1614157 403539 Printing and Promotion 1599101 1599101 BUSINESS DEVELOPMENT 436824 349459 87365 DUES AND SUBSCRIPTION 152990 152990 Community Support 113396 113396 508848 276806 232042 51125904 36070405 15055499 0 4645458 2736139 26717800 0 1581205 1397944 37492837 40769977 15538408 30176412 165618 26885326 86141326 101965798 6380073 6243232 35689 197787 6415762 6441019 X 79725564 95524779 79725564 95524779 86141326 101965798 X false true true X false X X X false false false EDWARD HOSPITAL 363297173 03 true true true 34512164 EDWARD FOUNDATION 363723705 07 true true true 14428 EDWARD HEALTH AND FITNESS CENTER 363555528 09 false true true 25249 NAPERVILLE PHSYCHICATRIC VENTRUES DBA LINDEN OAKS HOSPITAL 363965251 03 false true true 826012 4 35377853 false true false false false false true 1022 false false 1022 false INVESTMENT IN LINDEN OAKS 57437 F INVESTMENT IN CAPTIVE 30118975 F 30176412 DUE FROM AFFILIATES 26175787 DUE FROM OTHERS 627092 OTHER RECEIVABLES 75606 TENANT RECEIVABLES 6841 26885326 0 MALPRACTICE IBNR 197787 197787 Central America and the Caribbean 0 0 Program Services Insurance 14064288 0 0 14064288 X true true X X X X X true true false false false true true false false Pam Davis 714187 0 178577 0 707613 0 8575 0 32684 0 1641636 0 0 0 Hoda El-Asmar MD 0 289627 0 49867 0 12233 0 8575 0 19445 0 379747 0 0 Nanette Bufalino 269744 0 45537 0 67098 0 8575 0 23182 0 414136 0 0 0 Brian Davis 183221 0 32187 0 18281 0 6934 0 26153 0 266776 0 0 0 Annette Kenney 203873 0 35875 0 9791 0 7794 0 25613 0 282946 0 0 0 Bill Kottman 0 251100 0 42944 0 64022 0 8575 0 29188 0 395829 0 0 Mary Lou Mastro 0 236293 0 40576 0 83803 0 8575 0 21349 0 390596 0 0 John Mordach 327875 0 86329 0 144827 0 8575 0 21018 0 588624 0 0 0 Maggie Shontz 172567 0 41744 0 153073 0 7597 0 16424 0 391405 0 0 0 Marianne Spencer 207164 0 47587 0 62030 0 8154 0 29907 0 354842 0 0 0 Dennise Vaughn 187839 0 32698 0 24928 0 7321 0 16082 0 268868 0 0 0 Richard Rouse 177981 0 14596 0 1561 0 6416 0 15111 0 215665 0 0 0 Laura Bagus 139217 0 11276 0 1336 0 5078 0 19140 0 176047 0 0 0 Melissa Coverdale 148462 0 11399 0 6039 0 5497 0 16532 0 187929 0 0 0 Art Mara 145497 0 11687 0 856 0 5146 0 5408 0 168594 0 0 0 Diana Stump 154343 0 12379 0 1401 0 5517 0 10069 0 183709 0 0 0 David Dopp 248371 0 19454 0 1888 0 8575 0 10734 0 289022 0 0 0 Alan Kaplan 198439 0 0 0 173897 0 7266 0 18582 0 398184 0 0 0 Supplemental Compensation Information Reimbursement or provision of benefits Schedule J, Part I, Line 1A All EHSC employees are offered a membership at the Edward Health & Fitness Center, an affiliate of EHSC, as a taxable employee benefit. Members of senior management (the President and Vice Presidents) are also provided this benefit for their spouse and children, also as a taxable benefit. The value of this benefit is determined based upon the fair market value of these memberships, which is in turn determined based upon the actual amount that the Edward Health & Fitness Center charges to other corporate customers. Supplemental Compensation Information - SEVERANCE pAYMENTS Schedule J, Part I, Line 4A The individuals listed were part of a reduction in force that occurred during fiscal year 2010, but they were contractually entitled to severance payments at their rate of pay at the time of termination for a period of up to 12 months post discharge (6 months guaranteed, and an additional 6 months at full compensation if no alternate employment was procured or to be offset against employment which compensated the individual at less than their rate of pay at Edward); individuals who received severance were subject to a non-compete within a certain geographic radius around the organization. Maggie Shontz received a severance payment of $165,141. Supplemental Compensation Information - SERP Schedule J, Part I, Line 4B Individuals who have the title of Vice President or higher are eligible to participate in a Supplemental Executive Retirement Plan (SERP); any eligible participants must be approved by the EHSC Executive Committee. The SERP was established to recognize the valuable contributions that each of the participants makes to the operations of EHSC and to reward certain executive employees for their long-term service and commitment to EHSC. The SERP is designed to provide a full retirement supplement to participants if they remain with EHSC until age 62. In exchange for this long-term service, EHSC wants to supplement these participants' retirement income with additional annual compensation that is invested in an annuity contract; contributions are immediately vested. The following officers received payments from a supplemental executive retirement plan Marie A. Bufalino $45,241 Brian P. Davis $11,164 Pamela M. Davis $608,814 William G. Kottman $24,911 Mary L. Mastro $68,332 John P. Mordach $84,197 Maggie Shontz $39,557 Marianne Spencer $45,431 Dennise Vaughn $10,627 Compensation Contingent of Net Earnings Schedule J, Part I, Questions 6A & B Officers (the President and Vice Presidents) and key employees participate in an incentive compensation plan, which rewards participants when EHSC, on a consolidated basis, achieves certain income from operations thresholds. There are additional components of the incentive plan contingent on the achievement of certain levels of patient satisfaction and quality measures. These two additional components of the incentive plan (patient satisfaction and quality measures) each account for 25% of the incentive, with the net earnings component accounting for the other 50% of the incentive pool. The plans are reviewed and approved by the EHSC Executive Committee each year. Supplemental Information Form 990, Part VI, Question 11a Describe the Process used by Management &/or Governing Body to Review 990 A draft of the full form 990 was provided to the Edward Health Services Corporation Audit Committee, and was reviewed with the assistance of Ernst & Young, EHSC independent Auditors. Following review by the Audit Committee, and prior to filing, a final draft of the form 990 was then provided to the full Board of Trustees, and key components of the form 990 were also reviewed. Form 990, Part VI, Question 12c Description of Process to Monitor Transactions for Conflicts of Interest Edward Health Services Corporation, on behalf of itself and all affiliates including Edward Hospital, monitors and enforces compliance with its conflict of interest policy through annual reporting, and ongoing education. Each year, EHSC conducts an annual conflict of interest review. This process involves requiring all Trustees, officers, key employees, contracted physicians and physicians in leadership roles, and management level employees to complete an electronic conflict of interest questionnaire. The data are reported back to the Chief Compliance & Privacy Officer, who assesses the reported conflicts to determine whether they require any follow-up action, including divestiture of any business interest or possible termination of any business relationship. The Chief Compliance & Privacy Officer ensures that all required individuals submit a completed questionnaire, and if no report is completed, the matter is reported to the Board of Trustees. The Board of Trustees is also provided a summary report of all actual or potential conflicts of interest, so that they are aware of these relationships as the business of the Board is being conducted. In cases where an actual or potential conflict is identified, the conflicted individual is educated about how they should raise this issue if they are ever in a position where their conflict may be implicated. Conflicted individuals must recuse themselves from voting, but, at the discretion of the Board, may be permitted to participate in discussion about matters in which they have an actual or apparent conflict. In addition to this annual reporting, all individuals noted above are advised that, pursuant to the conflicts policy, they are required to report to the Chief Compliance & Privacy Officer any actual or potential conflicts of interest as they may arise throughout the course of the year. Form 990, Part VI, Question 15a and 15b Offices & Positions for Which Process was Used, & Year Process was Begun Executive compensation, including the CEO and all officers ("Senior Management"), is managed by the EHSC Executive Committee ("Committee"), on behalf of EHSC and all of its affiliates. On an annual basis, the Committee reviews compensation arrangements, and based on such review, the Committee recommends the compensation award for the EHSC CEO for the coming year to the EHSC Board for approval. The Committee conducts the review in a manner that will qualify for the rebuttable presumption of reasonableness under the intermediate sanction rules of Section 4958 of the Internal Revenue Code. To that end: - The CEO and all other members of Senior Management may participate in this review process and be present at meetings of the Committee only if and to the extent necessary to answer questions and provide other information the Committee needs for its analysis, assessment and deliberations, and they must otherwise recuse themselves from Committee meetings during Committee debate and voting on compensation arrangements. - The Committee confirms prior to commencement of the annual review that no other member of the Committee has a conflict of interest with regard to the compensation matters addressed in the review. Any member identified as having a conflict shall participate in the process only to the same extent as members of Senior Management. - The Committee conducts the review with the assistance of an experienced and independent compensation firm, who shall summarize its analysis and findings in writing to the Executive Committee. - The Committee obtains and relies upon current, comparable market compensation data for appropriate peer organizations for each compensation component prior to making its determination. Relevant information will include compensation levels paid by similarly situated organizations, both taxable and tax-exempt, for functionally comparable positions; the availability of similar services in the geographic area served by EHSC; current compensation surveys compiled by an independent firm; and actual written offers from similar organizations competing for the services of the members of Senior Management. - The Executive Committee also adequately and promptly documents its decision. The documentation states the intention to qualify for the rebuttable presumption of reasonableness; the specific terms of the compensation arrangement that were approved; the approval date; the names of the individuals present and those who voted; the specific comparability data obtained and relied upon; and an explanation as to why the approved amounts are considered reasonable if the terms of the compensation arrangement differ from the comparability data. It also reflects the steps taken by the Committee to confirm the absence of conflicts on the part of any Committee member and to meet the foregoing requirements concerning the nature and extent of participation of any conflicted Committee member or members of Senior Management. In addition, the Executive Committee periodically reviews the executive compensation plan, including the philosophy, for (a) compliance with applicable laws and regulations, and (b) alignment with EHSC's mission, charitable purposes, goals and strategies. Based on the review, the Committee develops and recommends to the full Board for its approval changes in one or more components of the plan or the plan philosophy that the Committee considers necessary and appropriate relative to one or both of these criteria. Other individuals who are key employees of Edward Health Services Corporation are compensated with a competitive base salary, along with an incentive plan, which is reflective of Edward's market, as determined by a review of independently gathered market compensation survey data. - At the time of hire, the salary determination is made by giving consideration to experience pertinent to the role for which the individual is to be hired. Also considered are niche skills or experience this key employee brings to the organization. Supply and demand will also play a role in determining the hire in rate of pay. Based on these factors, EHSC Human Resources Department, which supports EHSC and all of its affiliates, will assign the key employee to an appropriate pay grade, and a rate of pay will be offered within that pay grade. - On an annual basis, EHSC Human Resources works with an independent third party compensation consultant (Sullivan Cotter) to conduct a thorough market review of all positions which are not considered Senior Management. Using a variety of sources, our salary ranges are compared to the current market. Pay grade assignments, and individual rates of pay, may change based on the results of this annual market review. In addition, annual merit increases may be awarded based on Edward's budget for the year. Form 990, Part VI, Question 19 Avail of Gov Docs, Conflict of Interest Policy, & Fin Stmts to Gen Public Currently, the organization's governing documents, conflict of interest policy and audited financial statements are available upon request. If a request is received for this information, it is forwarded on to either the Legal Department or the Finance Department, and the materials would then be provided to the requestor. 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