Civic Intelligence

Center for Healthcare Innovation Foundation

EIN 26-3553868 • 501(c)3 • Minneapolis, MN

Profile

The center for healthcare innovation foundation seeks to foster innovation at allina health system to advance the well-being of our patients, our community and our employees.the center for healthcare innovation foundation is a minnesota nonprofit corporation organized and operated for charitable, scientific and educational purposes and to support the functions and purposes of allina health system.the purpose of the center for healthcare innovation foundation is to oversee the strategic direction of: (1)healthcare innovation;(2)community engagement;(3)community benefit;(4)coordination of philanthropy efforts across allina;(5)the coordination of organizational teaching commitments and activities;(6)the development and implementation of community health improvement initiatives;(7)the coordination and administration of health care research;and (8)public policy.

P O Box 43internal Zip 10890Minneapolis, MN 55440-0043

n/A

Siviq Scores

Precomputed percentiles relative to similar nonprofits. These scores are descriptive rather than judgmental.

Liabilities / Assets

Score unavailable

No value available

Liabilities-to-assets requires both liabilities and assets on the latest valid filing.

Source year 2014

Liabilities / Revenue

62nd percentile

0.00x

Tied with the lowest-debt nonprofits in its peer group.

501(c)3 • <$500k nonprofits • Source year 2014

Net Margin

98th percentile

100%

Higher net margin than 98% of similar nonprofits.

501(c)3 • <$500k nonprofits • Source year 2014

Top Officer Pay

100th percentile

$2,374,686

Higher top officer pay than 100% of similar nonprofits.

Top officer pay equals 7909.8% of source-year revenue.

501(c)3 • <$500k nonprofits • Source year 2014

Asset Growth

10th percentile

-100%

Faster asset growth than 10% of similar nonprofits.

501(c)3 • <$500k nonprofits • Annualized from 2013 to 2014

Revenue Growth

11th percentile

-73%

Faster revenue growth than 11% of similar nonprofits.

501(c)3 • <$500k nonprofits • Annualized from 2013 to 2014

Assets

Down

$0

Down $706,970 (-100%) from 2013

Liabilities

Flat

$0

Flat from 2013

Net Assets

Down

$0

Down $706,970 (-100%) from 2013

Revenue

Down

$30,022

Down $80,735 (-73%) from 2013

Expenses

Down

$25

Down $667,177 (-100%) from 2013

Net Income

Up

$29,997

Up $586,442 (+105%) from 2013

Trend Graphs

Balance Sheet Trend

Grouped bars show assets, liabilities, and net assets across loaded filings.

$1.5M$1.0M$500K$0Assets 2011: $913,886Liabilities 2011: $0Net Assets 2011: $913,8862011Assets 2012: $1,316,454Liabilities 2012: $0Net Assets 2012: $1,316,4542012Assets 2013: $706,970Liabilities 2013: $0Net Assets 2013: $706,9702013Assets 2014: $0Liabilities 2014: $0Net Assets 2014: $02014

Highlighted filing

2014

Assets$0
Liabilities$0
Net Assets$0

Operations Trend

Revenue, expenses, and net income by year, with the latest filing highlighted.

$1.0M$500K$0-$500K-$1.0MExpenses 2011: $161,8302011Expenses 2012: $77,4412012Revenue 2013: $110,757Expenses 2013: $667,202Net Income 2013: -$556,4452013Revenue 2014: $30,022Expenses 2014: $25Net Income 2014: $29,9972014

Highlighted filing

2014

Revenue$30,022
Expenses$25
Net Income$29,997

Filings

Latest Filing Detail
Jump To
Filing Snapshot
Filing Period
Jan 1, 2014 to Dec 31, 2014
Signed
Nov 10, 2015
Return Version
2014v5.0
Gross Receipts
$30,022
Mission and Program Overview

Mission

The center for healthcare innovation foundation seeks to foster innovation at allina health system to advance the well-being of our patients, our community and our employees.the center for healthcare innovation foundation is a minnesota nonprofit corporation organized and operated for charitable, scientific and educational purposes and to support the functions and purposes of allina health system.the purpose of the center for healthcare innovation foundation is to oversee the strategic direction of: (1)healthcare innovation;(2)community engagement;(3)community benefit;(4)coordination of philanthropy efforts across allina;(5)the coordination of organizational teaching commitments and activities;(6)the development and implementation of community health improvement initiatives;(7)the coordination and administration of health care research;and (8)public policy.

To foster innovation to advance the well-being of our patients, our community and our employees.

Balance Sheet Detail
LineBeginningEndChange
Assets
Investments Other Securities$704,601$0▼ $704,601
Cash and Non-Interest-Bearing Accounts-$0-
Savings and Temporary Cash Investments-$0-
Accounts Receivable-$0-
Other Notes and Loans Receivable, Net-$0-
Pledges and Grants Receivable-$0-
Receivable From Disqualified Prsn-$0-
Receivables From Officers Etc-$0-
Investments Program Related-$0-
Investments in Publicly Traded Securities-$0-
Land, Buildings, and Equipment, Net-$0-
Intangible Assets-$0-
Inventories for Sale or Use-$0-
Prepaid Expenses and Deferred Charges-$0-
Total Assets$706,970$0▼ $706,970
Other Assets Total$2,369$0▼ $2,369
Liabilities
Total Liabilities$0$0→ $0
Net Assets / Fund Balance
Temporarily Rstr Net Assets$560,612$0▼ $560,612
Unrestricted Net Assets$146,358$0▼ $146,358
Total Net Assets Fund Balance$706,970$0▼ $706,970
Total Liabilities and Net Assets / Fund Balance$706,970$0▼ $706,970
Compensation and Service Providers

Employees

NameTitleOtherTotal
Gloria PerezDirector/vice Chair$14,000$14,000
Brian RosenbergDirector$10,000$10,000
Michael TattersfieldDirector$10,000$10,000
Nate GarvisDirector/chair$10,000$10,000
Ronald JamesDirector$2,000$2,000

Board Members and Trustees

NameTitle
Duke AdamskiDirector/president
David DurenbergerDirector
Kenneth PaulusDirector
Reatha Clark King PhdDirector
Duncan GallagherCFO
Revenue and Support

Revenue Composition

Contributions and Grants
$30,094
Program Service Revenue
$0
Investment Income
$-72
Other Revenue
$0
All Other Contributions
$5,094
Change in Net Assets
$29,997
Expenses and Functional Allocation

Major Expense Lines

Line ItemAmount
Other Expenses$25
Grants and Similar Amounts Paid$0
Professional Fundraising Fees$0
Salaries, Compensation, and Employee Benefits$0
Total Fundraising Expense$0

Functional Expense Allocation

Line ItemProgramManagementFundraisingTotal
Other Expenses-$25-$25
Total Functional Expenses$0$25$0$25
Fundraising, Events, and Gaming
Fundraising activities
No
Gaming activities
No
Professional fundraiser used
No

Fundraising and Gaming Totals

Line ItemAmount
Professional Fundraising Fees$0
Political and Lobbying Activity
Political campaign activity
No
Lobbying activity
No
Subject to proxy tax
No
Insider Transactions and Loans

Loans and Receivables

Line ItemBeginningEndChange
Receivables from Disqualified Persons-$0-
Receivables from Officers, Directors, Trustees, and Key Employees-$0-
Governance and Compliance

Governance Checklist

Compiled or reviewed by an accountant
No
Annual disclosure for covered persons
Yes
Audit committee
Yes
Business relationship with family members
No
Business relationship with organization members
No
Material changes to governing documents
Yes
Compensation from other sources disclosed
No
CEO compensation reviewed
Yes
Other officer compensation reviewed
Yes
Conflict-of-interest policy
Yes
Audited financial statements prepared
Yes
Key decisions subject to board approval
Yes
Management duties delegated
No

Governance Explanations

Form 990, Part VI, Section A, Line 4

As more fully described in the attached articles of merger, center for healthcare innovation foundation(chif) merged with and into allina health system [ein: 36-3261413], a minnesota 317a nonprofit corporation and 501(c)(3) tax exempt organization, on december 31, 2014. Articles of merger of chif into allina health system were filed with the minnesota secretary of state. Allina health system is the surviving and successor organization. As a result and for tax reporting purposes, all assets and liabiltities of chif have been transferred to allina health system as of december 31, 2014.

Form 990, Part VI, Section A, Line 6

Allina health system is the sole corporate member organization of center for healthcare innovation foundation. Center for healthcare innovation foundation is the supporting organization and allina health system is the supported organization. See schedule a and schedule r for further details. Center for healthcare innovation foundation has no employees and does not pay compensation. Compensation disclosed as paid by a related organization is determined solely by the related organization.

Form 990, Part VI, Section A, Line 7A

As the sole corporate member organization, allina health system holds certain reserved powers over center for healthcare innovation foundation. The reserved powers are fully described in center for healthcare innovation foundation's governing documents and include such powers as election and approval of directors, final approval of amendments to articles of incorporation or bylaws, approval of strategic plans and capital and operating budgets, approval of plans of merger or consolidation, approval of incurrence of debt or expenditures in excess of certain amounts, and various other reserved powers as described therein.

Form 990, Part VI, Section A, Line 7B

See part vi, section a, line 7a description above.

Form 990, Part VI, Section B, Line 11

Center for healthcare innovation foundation's form 990 was prepared by the tax services function of allina health system, center for healthcare innovation foundation's sole corporate member and supported organization. The form 990 filing was subjected to a rigorous review process by allina's tax manager and tax director. Allina's chief financial officer also performed an executive review of the form 990. After the management review process described above was completed, the final form 990, as ultimately filed with the internal revenue service ['irs'], was provided to each voting member of allina health system's board of directors, as the successor in merger. Allina health system's board of directors voted on and approved a resolution approving the form 990, the minnesota charitable organization annual report to be filed with the minnesota attorney general, and the wisconsin charitable organization annual report to be filed with the wisconsin department of financial institutions. The board of directors resolution also directed officers to file the form 990 with the irs, the charitable annual report with the charities division of the office of the minnesota attorney general, and the wisconsin charitable organization annual report with the wisconsin department of financial institutions. The above stated review and approval process occurred prior to filing the center for healthcare innovation foundation's form 990 with the irs, minnesota charitable organization annual report with the minnesota attorney general, and wisconsin charitable organization annual report with the wisconsin department of financial institutions.

Form 990, Part VI, Section B, Line 12C

The organization has several methods of monitoring and enforcing compliance with its conflict of interest policy. First, the organization regularly distributes conflict of interest disclosure questionnaires to its officers, directors, trustees, and key employees. These individuals are required to disclose annually any interest that could give rise to conflicts, including any family or business relationship. Second, the general counsel's office annually delivers a report to allina's board of directors which includes, among other things, the results of the conflict of interest questionnaire, an analysis of potential conflicts, and guidance for satisfactorily resolving conflicts. Third, the organization undertakes mandatory compliance training of all its employees which includes training on conflicts of interest. Fourth, all employees receive, and are expected to conduct themselves in accordance with, allina's code of conduct. The code of conduct contains educational materials and guidance to resolve potential conflicts of interest. Fifth, allina maintains a corporate integrity hotline, a confidential 24 hour external resource to help answer questions related to ethical business conduct. All calls to the integrity line are kept confidential.

Form 990, Part VI, Section B, Line 15

Center for healthcare innovation foundation has no employees and does not pay compensation. Any compensation disclosed as paid by a related organization is determined solely by the related organization. Therefore, part vi, section b, line 15a and line 15b are not applicable to center for healthcare innovation foundation.

Form 990, Part VI, Section C, Line 19

Center for healthcare innovation foundation makes its form 990, form 1023, governing documents, conflict of interest policy, and financial statements available to the public upon request. To arrange an inspection or receive a copy, please contact the following: center for healthcare innovation foundation tax services mail route 10890 p.o. Box 43 minneapolis, mn 55407-0043 telephone: 612-262-0660 physical address: 2925 chicago avenue minneapolis, mn 55407-1321 the form 990 and form 1023 are also available directly from the internal revenue service. The form 990 and financial statements are also available from the charities division of the office of the minnesota attorney general.

Filing and Contact Details

Filer

Filer Name
Center for Healthcare Innovation Foundation
EIN
26-3553868
Phone
6122620660
Address
P O BOX 43INTERNAL ZIP 10890, MINNEAPOLIS, MN 55440-0043

Signing Officer

Name
Duncan Gallagher
Title
Chief Financial Officer
Phone
6122620660
Signed
2015-11-10

Organization Details

Principal Officer
Penny Wheeler
Formed
2008
Legal Domicile
Mn
Voting Board Members
7
Independent Board Members
5
Employees
0
Volunteers
2
Supplemental Narrative

Additional Explanations

Form 990, Part III, Line 3

See schedule n, part i, line 3 for explanation of merger plan including plan for distribution of assets.

FORM 990, PART XI, LINE 9:

Transfer fund balance to allina health system -736,967.

Form 990, Part IV, Line 12A and Form 990, Part XII, Line 2B

Center for healthcare innovation foundation's financial statements were included as a component part of the consolidated financial statements of its parent organization, allina health system (ahs). The consolidated ahs financial statements were audited by the independent public accounting firm kpmg, llp. The audit was conducted in accordance with auditing standards generally accepted in the united states. Kpmg, llp issued an unqualified opinion on the consolidated financial statements, meaning the 2014 consolidated financial statements of ahs present fairly, in all material respects, the financial position of ahs as of december 31, 2014, and the results of its operations and its cash flows for the year then ended were in conformity with u.s. Generally accepted accounting principles.

FORM 990, PART XII, LINE 2C:

As a result of the merger with and into allina health system on december 31,2014, the allina health system audit and compliance committee assumed authority, responsibility and oversight,including the selection process of the independent accountant. Center for healthcare innovation foundation was included on a consolidated basis in the audited financial statements of allina health system.

Financial Statement Notes

PART X, LINE 2:

Allina health system fin 48(asc 740) footnote (amounts in thousands): (17) taxes the system has been determined to qualify as a tax-exempt organization under section 501(c)(3) of the internal revenue code. The system has also been determined to be exempt from federal and state income tax on related income under section 501(a) of the internal revenue code and minnesota statute section 290.05, subdivision 2. Certain of the system's subsidiaries and affiliates qualify as tax-exempt organizations, while others are taxable. The system and its subsidiaries paid taxes of $1,717, $1,944,and $942 in 2014, 2013, and 2012, respectively. As of december 31, 2014, 2013, and 2012, the taxable subsidiaries of the system's continuing operations had a gross deferred tax asset of $68,851, $79,644, and $78,049, respectively, resulting from net operating loss carryforwards, employee compensation and benefits accruals, provision for bad debts, and limitation of charitable contributions, offset by valuation allowances of $68,569,$78,946, and 77,137,respectively, and a gross deferred tax liability of $282, $697, and $912, respectively, primarily attributable to depreciation and a change in accounting method of a taxable subsidiary. The valuation allowance decreased by $10,377 and increased by $1,809 and $1,391 during 2014, 2013, and 2012, respectively. As of december 31, 2014, the continuing operations of the system and its subsidiaries had net operating loss carryforwards of $119,453, for income tax purposes, which expire in various years through 2034. Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement and tax return methods of accounting. Deferred tax assets and liabilities are measured using the enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The system has analyzed income tax positions taken for filing with the internal revenue service and all state jurisdictions where it operates. The system believes that income tax filing positions will be sustained upon examination and does not anticipate any adjustments that would result in a material adverse effect on the system's consolidated financial statements. As of december 31, 2014, 2013, and 2012, the system does not have any significant liabilities for uncertain tax benefits.

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IRS990/MissionDesc0THE CENTER FOR HEALTHCARE INNOVATION FOUNDATION SEEKS TO FOSTER INNOVATION AT ALLINA HEALTH SYSTEM TO ADVANCE THE WELL-BEING OF OUR PATIENTS, OUR COMMUNITY AND OUR EMPLOYEES.THE CENTER FOR HEALTHCARE INNOVATION FOUNDATION IS A MINNESOTA NONPROFIT CORPORATION ORGANIZED AND OPERATED FOR CHARITABLE, SCIENTIFIC AND EDUCATIONAL PURPOSES AND TO SUPPORT THE FUNCTIONS AND PURPOSES OF ALLINA HEALTH SYSTEM.THE PURPOSE OF THE CENTER FOR HEALTHCARE INNOVATION FOUNDATION IS TO OVERSEE THE STRATEGIC DIRECTION OF: (1)HEALTHCARE INNOVATION;(2)COMMUNITY ENGAGEMENT;(3)COMMUNITY BENEFIT;(4)COORDINATION OF PHILANTHROPY EFFORTS ACROSS ALLINA;(5)THE COORDINATION OF ORGANIZATIONAL TEACHING COMMITMENTS AND ACTIVITIES;(6)THE DEVELOPMENT AND IMPLEMENTATION OF COMMUNITY HEALTH IMPROVEMENT INITIATIVES;(7)THE COORDINATION AND ADMINISTRATION OF HEALTH CARE RESEARCH;AND (8)PUBLIC POLICY.
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IRS990ScheduleD/SupplementalInformationDetail/ExplanationTxt0ALLINA HEALTH SYSTEM FIN 48(ASC 740) FOOTNOTE (AMOUNTS IN THOUSANDS): (17) TAXES THE SYSTEM HAS BEEN DETERMINED TO QUALIFY AS A TAX-EXEMPT ORGANIZATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. THE SYSTEM HAS ALSO BEEN DETERMINED TO BE EXEMPT FROM FEDERAL AND STATE INCOME TAX ON RELATED INCOME UNDER SECTION 501(A) OF THE INTERNAL REVENUE CODE AND MINNESOTA STATUTE SECTION 290.05, SUBDIVISION 2. CERTAIN OF THE SYSTEM'S SUBSIDIARIES AND AFFILIATES QUALIFY AS TAX-EXEMPT ORGANIZATIONS, WHILE OTHERS ARE TAXABLE. THE SYSTEM AND ITS SUBSIDIARIES PAID TAXES OF $1,717, $1,944,AND $942 IN 2014, 2013, AND 2012, RESPECTIVELY. AS OF DECEMBER 31, 2014, 2013, AND 2012, THE TAXABLE SUBSIDIARIES OF THE SYSTEM'S CONTINUING OPERATIONS HAD A GROSS DEFERRED TAX ASSET OF $68,851, $79,644, AND $78,049, RESPECTIVELY, RESULTING FROM NET OPERATING LOSS CARRYFORWARDS, EMPLOYEE COMPENSATION AND BENEFITS ACCRUALS, PROVISION FOR BAD DEBTS, AND LIMITATION OF CHARITABLE CONTRIBUTIONS, OFFSET BY VALUATION ALLOWANCES OF $68,569,$78,946, AND 77,137,RESPECTIVELY, AND A GROSS DEFERRED TAX LIABILITY OF $282, $697, AND $912, RESPECTIVELY, PRIMARILY ATTRIBUTABLE TO DEPRECIATION AND A CHANGE IN ACCOUNTING METHOD OF A TAXABLE SUBSIDIARY. THE VALUATION ALLOWANCE DECREASED BY $10,377 AND INCREASED BY $1,809 AND $1,391 DURING 2014, 2013, AND 2012, RESPECTIVELY. AS OF DECEMBER 31, 2014, THE CONTINUING OPERATIONS OF THE SYSTEM AND ITS SUBSIDIARIES HAD NET OPERATING LOSS CARRYFORWARDS OF $119,453, FOR INCOME TAX PURPOSES, WHICH EXPIRE IN VARIOUS YEARS THROUGH 2034. INCOME TAXES ARE ACCOUNTED FOR UNDER THE ASSET AND LIABILITY METHOD. DEFERRED TAX ASSETS AND LIABILITIES ARE RECOGNIZED FOR THE FUTURE TAX CONSEQUENCES ATTRIBUTABLE TO DIFFERENCES BETWEEN THE FINANCIAL STATEMENT AND TAX RETURN METHODS OF ACCOUNTING. DEFERRED TAX ASSETS AND LIABILITIES ARE MEASURED USING THE ENACTED TAX RATES EXPECTED TO APPLY TO TAXABLE INCOME IN THE YEARS IN WHICH THOSE TEMPORARY DIFFERENCES ARE EXPECTED TO BE RECOVERED OR SETTLED. THE SYSTEM HAS ANALYZED INCOME TAX POSITIONS TAKEN FOR FILING WITH THE INTERNAL REVENUE SERVICE AND ALL STATE JURISDICTIONS WHERE IT OPERATES. THE SYSTEM BELIEVES THAT INCOME TAX FILING POSITIONS WILL BE SUSTAINED UPON EXAMINATION AND DOES NOT ANTICIPATE ANY ADJUSTMENTS THAT WOULD RESULT IN A MATERIAL ADVERSE EFFECT ON THE SYSTEM'S CONSOLIDATED FINANCIAL STATEMENTS. AS OF DECEMBER 31, 2014, 2013, AND 2012, THE SYSTEM DOES NOT HAVE ANY SIGNIFICANT LIABILITIES FOR UNCERTAIN TAX BENEFITS.
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IRS990ScheduleJ/SupplementalInformationDetail/ExplanationTxt04(B): DUKE ADAMSKI - $36,705; DUNCAN GALLAGHER - $108,578.
IRS990ScheduleJ/SupplementalInformationDetail/ExplanationTxt1DEFERRED COMPENSATION PLANS TERMS AND CONDITIONS: MANAGEMENT INCENTIVE PLAN (MIP) ALLINA PROVIDES AN ANNUAL INCENTIVE COMPENSATION OPPORTUNITY TO MOST MANAGERS, SOME HIGH-LEVEL INDIVIDUAL CONTRIBUTORS AND EXECUTIVES. UNDER THIS PLAN, THE TARGET AWARD IS EXPRESSED AS A FUNCTION OF THE PARTICIPANT'S SALARY PAID DURING THE CALENDAR YEAR AND REQUIRES AT LEAST FOUR MONTHS OF SERVICE IN AN ELIGIBLE POSITION DURING THE YEAR. ACTUAL AWARDS CAN RANGE FROM 0% TO 150% OF THE TARGET AWARD, BASED ON ALLINA'S PERFORMANCE OVER THE CALENDAR YEAR. PERFORMANCE MEASURES INCLUDE FINANCIAL PERFORMANCE, HOSPITAL AND CLINIC CARE MEASURES AND HOSPITAL AND CLINIC PATIENT EXPERIENCE MEASURES. NO AWARDS ARE PROVIDED UNLESS THRESHOLD FINANCIAL PERFORMANCE IS ACHIEVED. PARTICIPANTS WHO HAVE LEFT EMPLOYMENT PRIOR TO THE END OF THE YEAR AS THE RESULT OF VOLUNTARY TERMINATION OR TERMINATION FOR POOR PERFORMANCE ARE NOT ELIGIBLE FOR AN AWARD. LONG-TERM INCENTIVE PLAN (LTIP) ALLINA HAS A LONG-TERM INCENTIVE PLAN THAT PROVIDES A CASH AWARD OPPORTUNITY TO A SMALL NUMBER OF TOP EXECUTIVES APPROVED FOR PARTICIPATION BY THE COMPENSATION COMMITTEE OF THE BOARD. THE AWARD OPPORTUNITY IS BASED ON ALLINA PERFORMANCE DURING OVERLAPPING THREE-YEAR CYCLES. PERFORMANCE MEASURES AND TARGETS ARE DEFINED BY THE COMMITTEE FOR EACH THREE-YEAR PERIOD AND CAN VARY FROM ONE PERIOD TO ANOTHER DEPENDING ON THE COMMITTEE'S JUDGMENT OF THE MOST IMPORTANT MEASURES OF SUCCESS. ACTUAL AWARDS CAN RANGE FROM 0% TO 150% OF TARGET AWARD, BASED ON ALLINA'S PERFORMANCE OVER THE PERFORMANCE PERIOD.
IRS990ScheduleJ/SupplementalInformationDetail/ExplanationTxt2CERTAIN AMOUNTS REPORTED ON FORM 990, PART VII WERE PAID OR ACCRUED PURSUANT TO A CONTRACT THAT WAS SUBJECT TO THE INITIAL CONTRACT EXCEPTION DESCRIBED IN REGULATION SECTION 53.4958-4(A)(3). FROM TIME TO TIME, ALLINA HEALTH SYSTEM ENTERS INTO CONTRACTUAL ARRANGEMENTS THAT MAY QUALIFY FOR THE INITIAL CONTRACT EXCEPTION BASED ON THE TERMS AND UNDERSTANDINGS OF THE CONTRACTUAL AGREEMENTS.
IRS990ScheduleJ/SupplementalInformationDetail/ExplanationTxt3ADDITIONAL COMPENSATION DISCLOSURE: DEFERRED COMPENSATION PLANS TERMS AND CONDITIONS: EXECUTIVE MUTUAL FUND ACCOUNT PLAN PHYSICIAN MUTUAL FUND ACCOUNT PLAN THESE ACCOUNTS GIVE THE PARTICIPANT THE OPPORTUNITY FOR CAPITAL ACCUMULATION NOT FULLY AVAILABLE TO THEM THROUGH SOCIAL SECURITY OR THE GENERAL EMPLOYEE RETIREMENT PLANS BECAUSE OF MAXIMUMS PLACED ON COMPENSATION THAT CAN BE RECOGNIZED UNDER FEDERAL LAW FOR PURPOSES OF CONTRIBUTIONS. THEY ALSO SERVE AS AN IMPORTANT NON-COMPETE INCENTIVE TO PARTICIPANTS. PRIOR TO THE YEAR IN WHICH CONTRIBUTIONS ARE MADE, THE PARTICIPANT MUST DESIGNATE A VESTING/PAYOUT DATE CONSISTENT WITH THE CONSTRAINTS OF THE PLANS AND FEDERAL DEFERRED COMPENSATION REGULATIONS. AFTER THE CONTRIBUTIONS ARE MADE, THE PARTICIPANT HAS A ONE-TIME LIMITED OPPORTUNITY TO EXTEND THE ELECTED PAYMENT DATE FOR AT LEAST FIVE YEARS. ONCE THE VESTING/PAYOUT DATE HAS BEEN REACHED, ALLINA WILL WITHHOLD THE APPROPRIATE TAXES AND THE BALANCE WILL BE PAID TO THE PARTICIPANT ON THEIR PAYCHECK AS SOON AS ADMINISTRATIVELY FEASIBLE. IF THE PARTICIPANT TERMINATES EMPLOYMENT VOLUNTARILY BEFORE AN AMOUNT IS PAID, PAYMENT WILL BE SUBJECT TO THE PARTICIPANT'S COMPLIANCE WITH A NON-COMPETE AGREEMENT WITH ALLINA FOR TWO YEARS AFTER TERMINATION. THE PARTICIPANT MAY ELECT FROM AMONG INVESTMENT ALTERNATIVES THAT ARE SIMILAR TO THOSE AVAILABLE IN THE RETIREMENT SAVINGS PLAN. UNLIKE THE RETIREMENT SAVINGS PLAN, THE PARTICIPANT HAS THE STATUS AN UNSECURED CREDITOR OF ALLINA AND WILL NOT HAVE A PREFERRED CLAIM TO PAYMENT IN THE CASE OF THE COMPANY'S INABILITY TO PAY. HOWEVER, THE COMPANY DOES SET ASIDE ASSETS FOR ITS OBLIGATIONS BY ACTUALLY INVESTING THE PROMISED ASSETS CONSISTENT WITH PARTICIPANT ELECTIONS. ALLINA EXECUTIVE RETIREMENT BENEFIT RESTORATION PLAN ELIGIBLE ALLINA EXECUTIVES PARTICIPATE IN A DEFERRED COMPENSATION SERP. EXECUTIVES ARE CREDITED AN AMOUNT EQUAL TO THE EXCESS AMOUNT THAT WOULD HAVE BEEN CREDITED TO THE ALLINA RETIREMENT SAVINGS PLAN WERE IT NOT FOR THE QUALIFIED PLAN COMPENSATION LIMITS. EMPLOYER CREDITS ARE MADE EACH YEAR TO THEIR SERP BALANCE ACCORDING TO THE FOLLOWING SCHEDULE AS OF THE END OF THE PLAN YEAR: PARTICIPANT'S YEARS OF VESTING SERVICE APPLICABLE PERCENTAGE LESS THAN 1 0% 1-5 5.0% 6-10 5.5% 11-15 6.0% 16 OR MORE 6.5% DEPOSITS EARN THE INVESTMENT RATE OF RETURN EQUAL TO THE INVESTMENT OPTIONS SELECTED BY THE PARTICIPANT WHICH ARE THE SAME OPTIONS AVAILABLE UNDER THE QUALIFIED PLAN. A PARTICIPANT WHO HAS COMPLETED AT LEAST TWO YEARS OF SERVICE BECOMES VESTED IN THE PORTION OF HIS OR HER SERP ACCOUNT ATTRIBUTABLE TO THE ANNUAL SERP CREDIT FOR A PARTICULAR YEAR AS OF JANUARY 15 OF THE YEAR FOLLOWING THE CALENDAR YEAR IN WHICH THE ANNUAL SERP CREDIT IS EARNED. IN THE EVENT OF TERMINATION (OTHER THAN BECAUSE OF DEATH) PRIOR TO AGE 67, THE DISTRIBUTION DATE SHALL BE AS SOON AS ADMINISTRATIVELY POSSIBLE AFTER TERMINATION IN THE FORM OF A LUMP SUM PAYMENT. THE SERP IS PAYABLE FROM ALLINA'S GENERAL ASSETS. IF ALLINA BECOMES INSOLVENT, THE PARTICIPANT WILL BE AN UNSECURED CREDITOR AND WILL HAVE NO PREFERRED CLAIM TO ANY ASSETS. THIS PLAN WAS EFFECTIVE JANUARY 1, 2009. ALLINA SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) THIS PLAN WAS AMENDED EFFECTIVE DECEMBER 31, 2008, SUCH THAT NO FUTURE BENEFITS ACCRUE FOR SERVICE AFTER THAT DATE. ELIGIBLE ALLINA EXECUTIVES PARTICIPATED IN A DEFINED CONTRIBUTION SERP. EMPLOYER CREDITS WERE MADE EACH YEAR TO THEIR SERP BALANCE ACCORDING TO THE FOLLOWING SCHEDULE: EXEC YRS OF SERVICE CONTRIBUTION % OF PENSIONABLE EARNINGS 0-5 2.75% 6-10 3.50% 11+ 4.75% EXECUTIVES WERE ALSO CREDITED AN AMOUNT EQUAL TO THE EXCESS AMOUNT THAT WOULD HAVE BEEN CREDITED TO THE PENSION ACCOUNT PLAN WERE IT NOT FOR THE QUALIFIED PLAN COMPENSATION LIMITS. DEPOSITS EARN THE INVESTMENT RATE OF RETURN EQUAL TO THE PENSION ACCOUNT PLAN CREDITING RATE AS DECLARED BY ALLINA. THE CURRENT RATE IS 4%. THE PARTICIPANT VESTS AFTER THREE YEARS OF EXECUTIVE SERVICE PROVIDED THAT IF THE PARTICIPANT TERMINATES EMPLOYMENT
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IRS990ScheduleJ/SupplementalInformationDetail/FormAndLineReferenceDesc3SCHEDULE J, LINE 4(A) & (B)
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IRS990ScheduleN/SupplementalInformationDetail/ExplanationTxt0ON DECEMBER 31, 2014, AS MORE FULLY DESCRIBED IN THE ATTACHED ARTICLES OF MERGER(EXHIBIT A), CENTER FOR HEALTHCARE INNOVATION FOUNDATION MERGED WITH AND INTO ALLINA HEALTH SYSTEM (EIN:36-3261413), A MINNESOTA 317A NONPROFIT CORPORATION AND 501(C)(3) TAX EXEMPT ORGANIZATION. ALLINA HEALTH SYSTEM IS THE SURVIVING AND SUCCESSOR ORGANIZATION. AS A RESULT AND FOR TAX REPORTING PURPOSES, ALL ASSETS AND LIABILITIES OF CENTER FOR HEALTHCARE INNOVATION FOUNDATION HAVE BEEN TRANSFERRED TO ALLINA HEALTH SYSTEM AS OF DECEMBER 31, 2014. THE FUND BALANCE TRANSFERRED WAS $736,967. THE BOARD OF DIRECTORS OF ALLINA HEALTH SYSTEM AND CENTER FOR HEALTHCARE INNOVATION FOUNDATION ADOPTED AND APPROVED OF THE PLAN OF MERGER IN ACCORDANCE WITH THE PROVISIONS OF MINNESOTA STATUTES, CHAPTER 317A.THE CENTER FOR HEALTHCARE INNOVATION WAS CREATED TO ENHANCE ALLINA HEALTH'S DEDICATION TO ADVANCING MEANINGFUL COMMUNITY HEALTH IMPROVEMENT AND TO CATALYZING CARE DELIVERY INNOVATION ACROSS THE SYSTEM. THE CENTER FOR HEALTHCARE INNOVATION FOUNDATION WAS ESTABLISHED WITH THE INTENT TO RAISE FUNDS FOR THE CENTER'S WORK. WITH THE MERGER OF THE CENTER FOR HEALTHCARE INNOVATION FUNCTIONS AND FOUNDATION INTO ALLINA HEALTH SYSTEM, ALLINA WILL BE RESPONSIBLE FOR DISBURSEMENT OF THE REMAINING CENTER FOR HEALTHCARE INNOVATION FOUNDATION FUNDS. A PLAN FOR DISBURSEMENT OF THE ASSETS UPON TRANSFER TO ALLINA HAS BEEN ESTABLISHED UPON THE PRINCIPLES OF CONTINUING TO SUPPORT THE BACKYARD INITIATIVE, APPLIED RESEARCH, COMMUNITY HEALTH IMPROVEMENT, AND CARE DELIVERY INNOVATION.
IRS990ScheduleN/SupplementalInformationDetail/FormAndLineReferenceDesc0PART I, LINE 3:
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IRS990ScheduleO/SupplementalInformationDetail/ExplanationTxt0SEE SCHEDULE N, PART I, LINE 3 FOR EXPLANATION OF MERGER PLAN INCLUDING PLAN FOR DISTRIBUTION OF ASSETS.
IRS990ScheduleO/SupplementalInformationDetail/ExplanationTxt1AS MORE FULLY DESCRIBED IN THE ATTACHED ARTICLES OF MERGER, CENTER FOR HEALTHCARE INNOVATION FOUNDATION(CHIF) MERGED WITH AND INTO ALLINA HEALTH SYSTEM [EIN: 36-3261413], A MINNESOTA 317A NONPROFIT CORPORATION AND 501(C)(3) TAX EXEMPT ORGANIZATION, ON DECEMBER 31, 2014. ARTICLES OF MERGER OF CHIF INTO ALLINA HEALTH SYSTEM WERE FILED WITH THE MINNESOTA SECRETARY OF STATE. ALLINA HEALTH SYSTEM IS THE SURVIVING AND SUCCESSOR ORGANIZATION. AS A RESULT AND FOR TAX REPORTING PURPOSES, ALL ASSETS AND LIABILTITIES OF CHIF HAVE BEEN TRANSFERRED TO ALLINA HEALTH SYSTEM AS OF DECEMBER 31, 2014.
IRS990ScheduleO/SupplementalInformationDetail/ExplanationTxt2ALLINA HEALTH SYSTEM IS THE SOLE CORPORATE MEMBER ORGANIZATION OF CENTER FOR HEALTHCARE INNOVATION FOUNDATION. CENTER FOR HEALTHCARE INNOVATION FOUNDATION IS THE SUPPORTING ORGANIZATION AND ALLINA HEALTH SYSTEM IS THE SUPPORTED ORGANIZATION. SEE SCHEDULE A AND SCHEDULE R FOR FURTHER DETAILS. CENTER FOR HEALTHCARE INNOVATION FOUNDATION HAS NO EMPLOYEES AND DOES NOT PAY COMPENSATION. COMPENSATION DISCLOSED AS PAID BY A RELATED ORGANIZATION IS DETERMINED SOLELY BY THE RELATED ORGANIZATION.
IRS990ScheduleO/SupplementalInformationDetail/ExplanationTxt3AS THE SOLE CORPORATE MEMBER ORGANIZATION, ALLINA HEALTH SYSTEM HOLDS CERTAIN RESERVED POWERS OVER CENTER FOR HEALTHCARE INNOVATION FOUNDATION. THE RESERVED POWERS ARE FULLY DESCRIBED IN CENTER FOR HEALTHCARE INNOVATION FOUNDATION'S GOVERNING DOCUMENTS AND INCLUDE SUCH POWERS AS ELECTION AND APPROVAL OF DIRECTORS, FINAL APPROVAL OF AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS, APPROVAL OF STRATEGIC PLANS AND CAPITAL AND OPERATING BUDGETS, APPROVAL OF PLANS OF MERGER OR CONSOLIDATION, APPROVAL OF INCURRENCE OF DEBT OR EXPENDITURES IN EXCESS OF CERTAIN AMOUNTS, AND VARIOUS OTHER RESERVED POWERS AS DESCRIBED THEREIN.
IRS990ScheduleO/SupplementalInformationDetail/ExplanationTxt4SEE PART VI, SECTION A, LINE 7A DESCRIPTION ABOVE.
IRS990ScheduleO/SupplementalInformationDetail/ExplanationTxt5CENTER FOR HEALTHCARE INNOVATION FOUNDATION'S FORM 990 WAS PREPARED BY THE TAX SERVICES FUNCTION OF ALLINA HEALTH SYSTEM, CENTER FOR HEALTHCARE INNOVATION FOUNDATION'S SOLE CORPORATE MEMBER AND SUPPORTED ORGANIZATION. THE FORM 990 FILING WAS SUBJECTED TO A RIGOROUS REVIEW PROCESS BY ALLINA'S TAX MANAGER AND TAX DIRECTOR. ALLINA'S CHIEF FINANCIAL OFFICER ALSO PERFORMED AN EXECUTIVE REVIEW OF THE FORM 990. AFTER THE MANAGEMENT REVIEW PROCESS DESCRIBED ABOVE WAS COMPLETED, THE FINAL FORM 990, AS ULTIMATELY FILED WITH THE INTERNAL REVENUE SERVICE ['IRS'], WAS PROVIDED TO EACH VOTING MEMBER OF ALLINA HEALTH SYSTEM'S BOARD OF DIRECTORS, AS THE SUCCESSOR IN MERGER. ALLINA HEALTH SYSTEM'S BOARD OF DIRECTORS VOTED ON AND APPROVED A RESOLUTION APPROVING THE FORM 990, THE MINNESOTA CHARITABLE ORGANIZATION ANNUAL REPORT TO BE FILED WITH THE MINNESOTA ATTORNEY GENERAL, AND THE WISCONSIN CHARITABLE ORGANIZATION ANNUAL REPORT TO BE FILED WITH THE WISCONSIN DEPARTMENT OF FINANCIAL INSTITUTIONS. THE BOARD OF DIRECTORS RESOLUTION ALSO DIRECTED OFFICERS TO FILE THE FORM 990 WITH THE IRS, THE CHARITABLE ANNUAL REPORT WITH THE CHARITIES DIVISION OF THE OFFICE OF THE MINNESOTA ATTORNEY GENERAL, AND THE WISCONSIN CHARITABLE ORGANIZATION ANNUAL REPORT WITH THE WISCONSIN DEPARTMENT OF FINANCIAL INSTITUTIONS. THE ABOVE STATED REVIEW AND APPROVAL PROCESS OCCURRED PRIOR TO FILING THE CENTER FOR HEALTHCARE INNOVATION FOUNDATION'S FORM 990 WITH THE IRS, MINNESOTA CHARITABLE ORGANIZATION ANNUAL REPORT WITH THE MINNESOTA ATTORNEY GENERAL, AND WISCONSIN CHARITABLE ORGANIZATION ANNUAL REPORT WITH THE WISCONSIN DEPARTMENT OF FINANCIAL INSTITUTIONS.
IRS990ScheduleO/SupplementalInformationDetail/ExplanationTxt6THE ORGANIZATION HAS SEVERAL METHODS OF MONITORING AND ENFORCING COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY. FIRST, THE ORGANIZATION REGULARLY DISTRIBUTES CONFLICT OF INTEREST DISCLOSURE QUESTIONNAIRES TO ITS OFFICERS, DIRECTORS, TRUSTEES, AND KEY EMPLOYEES. THESE INDIVIDUALS ARE REQUIRED TO DISCLOSE ANNUALLY ANY INTEREST THAT COULD GIVE RISE TO CONFLICTS, INCLUDING ANY FAMILY OR BUSINESS RELATIONSHIP. SECOND, THE GENERAL COUNSEL'S OFFICE ANNUALLY DELIVERS A REPORT TO ALLINA'S BOARD OF DIRECTORS WHICH INCLUDES, AMONG OTHER THINGS, THE RESULTS OF THE CONFLICT OF INTEREST QUESTIONNAIRE, AN ANALYSIS OF POTENTIAL CONFLICTS, AND GUIDANCE FOR SATISFACTORILY RESOLVING CONFLICTS. THIRD, THE ORGANIZATION UNDERTAKES MANDATORY COMPLIANCE TRAINING OF ALL ITS EMPLOYEES WHICH INCLUDES TRAINING ON CONFLICTS OF INTEREST. FOURTH, ALL EMPLOYEES RECEIVE, AND ARE EXPECTED TO CONDUCT THEMSELVES IN ACCORDANCE WITH, ALLINA'S CODE OF CONDUCT. THE CODE OF CONDUCT CONTAINS EDUCATIONAL MATERIALS AND GUIDANCE TO RESOLVE POTENTIAL CONFLICTS OF INTEREST. FIFTH, ALLINA MAINTAINS A CORPORATE INTEGRITY HOTLINE, A CONFIDENTIAL 24 HOUR EXTERNAL RESOURCE TO HELP ANSWER QUESTIONS RELATED TO ETHICAL BUSINESS CONDUCT. ALL CALLS TO THE INTEGRITY LINE ARE KEPT CONFIDENTIAL.
IRS990ScheduleO/SupplementalInformationDetail/ExplanationTxt7CENTER FOR HEALTHCARE INNOVATION FOUNDATION HAS NO EMPLOYEES AND DOES NOT PAY COMPENSATION. ANY COMPENSATION DISCLOSED AS PAID BY A RELATED ORGANIZATION IS DETERMINED SOLELY BY THE RELATED ORGANIZATION. THEREFORE, PART VI, SECTION B, LINE 15A AND LINE 15B ARE NOT APPLICABLE TO CENTER FOR HEALTHCARE INNOVATION FOUNDATION.
IRS990ScheduleO/SupplementalInformationDetail/ExplanationTxt8CENTER FOR HEALTHCARE INNOVATION FOUNDATION MAKES ITS FORM 990, FORM 1023, GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. TO ARRANGE AN INSPECTION OR RECEIVE A COPY, PLEASE CONTACT THE FOLLOWING: CENTER FOR HEALTHCARE INNOVATION FOUNDATION TAX SERVICES MAIL ROUTE 10890 P.O. BOX 43 MINNEAPOLIS, MN 55407-0043 TELEPHONE: 612-262-0660 PHYSICAL ADDRESS: 2925 CHICAGO AVENUE MINNEAPOLIS, MN 55407-1321 THE FORM 990 AND FORM 1023 ARE ALSO AVAILABLE DIRECTLY FROM THE INTERNAL REVENUE SERVICE. THE FORM 990 AND FINANCIAL STATEMENTS ARE ALSO AVAILABLE FROM THE CHARITIES DIVISION OF THE OFFICE OF THE MINNESOTA ATTORNEY GENERAL.
IRS990ScheduleO/SupplementalInformationDetail/ExplanationTxt9TRANSFER FUND BALANCE TO ALLINA HEALTH SYSTEM -736,967.
IRS990ScheduleO/SupplementalInformationDetail/ExplanationTxt10CENTER FOR HEALTHCARE INNOVATION FOUNDATION'S FINANCIAL STATEMENTS WERE INCLUDED AS A COMPONENT PART OF THE CONSOLIDATED FINANCIAL STATEMENTS OF ITS PARENT ORGANIZATION, ALLINA HEALTH SYSTEM (AHS). THE CONSOLIDATED AHS FINANCIAL STATEMENTS WERE AUDITED BY THE INDEPENDENT PUBLIC ACCOUNTING FIRM KPMG, LLP. THE AUDIT WAS CONDUCTED IN ACCORDANCE WITH AUDITING STANDARDS GENERALLY ACCEPTED IN THE UNITED STATES. KPMG, LLP ISSUED AN UNQUALIFIED OPINION ON THE CONSOLIDATED FINANCIAL STATEMENTS, MEANING THE 2014 CONSOLIDATED FINANCIAL STATEMENTS OF AHS PRESENT FAIRLY, IN ALL MATERIAL RESPECTS, THE FINANCIAL POSITION OF AHS AS OF DECEMBER 31, 2014, AND THE RESULTS OF ITS OPERATIONS AND ITS CASH FLOWS FOR THE YEAR THEN ENDED WERE IN CONFORMITY WITH U.S. GENERALLY ACCEPTED ACCOUNTING PRINCIPLES.
IRS990ScheduleO/SupplementalInformationDetail/ExplanationTxt11AS A RESULT OF THE MERGER WITH AND INTO ALLINA HEALTH SYSTEM ON DECEMBER 31,2014, THE ALLINA HEALTH SYSTEM AUDIT AND COMPLIANCE COMMITTEE ASSUMED AUTHORITY, RESPONSIBILITY AND OVERSIGHT,INCLUDING THE SELECTION PROCESS OF THE INDEPENDENT ACCOUNTANT. CENTER FOR HEALTHCARE INNOVATION FOUNDATION WAS INCLUDED ON A CONSOLIDATED BASIS IN THE AUDITED FINANCIAL STATEMENTS OF ALLINA HEALTH SYSTEM.
IRS990ScheduleO/SupplementalInformationDetail/FormAndLineReferenceDesc0FORM 990, PART III, LINE 3
IRS990ScheduleO/SupplementalInformationDetail/FormAndLineReferenceDesc1FORM 990, PART VI, SECTION A, LINE 4
IRS990ScheduleO/SupplementalInformationDetail/FormAndLineReferenceDesc2FORM 990, PART VI, SECTION A, LINE 6
IRS990ScheduleO/SupplementalInformationDetail/FormAndLineReferenceDesc3FORM 990, PART VI, SECTION A, LINE 7A
IRS990ScheduleO/SupplementalInformationDetail/FormAndLineReferenceDesc4FORM 990, PART VI, SECTION A, LINE 7B
IRS990ScheduleO/SupplementalInformationDetail/FormAndLineReferenceDesc5FORM 990, PART VI, SECTION B, LINE 11
IRS990ScheduleO/SupplementalInformationDetail/FormAndLineReferenceDesc6FORM 990, PART VI, SECTION B, LINE 12C
IRS990ScheduleO/SupplementalInformationDetail/FormAndLineReferenceDesc7FORM 990, PART VI, SECTION B, LINE 15
IRS990ScheduleO/SupplementalInformationDetail/FormAndLineReferenceDesc8FORM 990, PART VI, SECTION C, LINE 19
IRS990ScheduleO/SupplementalInformationDetail/FormAndLineReferenceDesc9FORM 990, PART XI, LINE 9:
IRS990ScheduleO/SupplementalInformationDetail/FormAndLineReferenceDesc10FORM 990, PART IV, LINE 12A AND FORM 990, PART XII, LINE 2B
IRS990ScheduleO/SupplementalInformationDetail/FormAndLineReferenceDesc11FORM 990, PART XII, LINE 2C:
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