efile GRAPHIC rint - DO NOT PROCESS As Filed Data - DLN:93493319051039 0MB No 1545-0047 Return of Organization Exempt From Income Tax Form990 2018 Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except private foundations) ~ II> Do not enter social security numbers on this form as 1t may be made public Dc'JKtI1mc'nt oftht:" Open to Public Inspection II> Go to www.irs.gov/Form990 for instructions and the latest information. Trt'a . . un lntc:m~li Re\ emit:" 'ien 1cc: For th e 2019 ca en d ar vear, or t ax vear beqmnmq 01 -01 - 2018 C Name of organization B Check 1f applicable BEAUMONT HEALTH D Address change D Name change Doing business as D In1t1al return A D Final return/terminated D Amended return D Appl1cat1on pending , an d en d'mq 12 -31 -2018 D Employer 1dent1f1cat1on number 46-5718220 I E Telephone number Number and street (or P 0 box 1f mall 1s not delivered to street address) Room/suite 26901 BEAUMONT BLVD (248) 213-3334 City or town, state or province, country, and ZIP or foreign postal code SOUTHFIELD, MI 48033 G F Name and address of principal officer JOHN T FOX 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 I Tax-exempt status J Website: II> WWW BEAUMONT ORG ~ 501(c)(3) K Form of organization .- D 501(c) ( ) ~ (insert no ) Gross receipts $ 38,350,309 H(a) Is this a group return for D 4947(a)(l) or D subord1nates7 DYes ~No H(b) Are all subordinates DYes DNo 1ncluded7 If "No," attach a 11st (see 1nstruct1ons) H(c) Group exemption number II> 527 I M State of legal dom1c1le L Year of formation 2014 ~ Corporation D Trust D Assoc1at1on D Other II> MI Summary 1 Briefly describe the organ1zat1on's m1ss1on or most s1gn1f1cant act1v1t1es TO PROVIDE OVERSIGHT AND LONG TERM STRATEGIC MANAGEMENT OF BEAUMONT HEALTH'S SUPPORTED ORGANIZATIONS, IN ORDER TO ENHANCE THEIR ABILITY TO CONTINUE 1) TO PROVIDE HIGH QUALITY, EFFICIENT AND ACCESSIBLE HEALTHCARE SERVICES IN A CARING ENVIRONMENT, AND 2) TO BE AN ESSENTIAL CONTRIBUTOR TO THE HEALTH AND WELL-BEING OF INDIVIDUALS AND FAMILIES, REGARDLESS OF THEIR FINANCIAL CIRCUMSTANCES IN THE COMMUNITIES SERVED "'~ ~a; > 0 :., Check this box II> D 1f the organ1zat1on d1scont1nued its operations or disposed of more than 25% of its net assets Number of voting members of the governing body (Part VI, line la) 3 17 4 Number of independent voting members of the governing body (Part VI, line lb) 4 14 5 Total number of 1nd1v1duals employed in calendar year 2018 (Part V, line 2a) 5 0 6 Total number of volunteers (estimate 1f necessary) 6 14 2 3 ,,:j v·· c:i., ~'-' ct 7a Total unrelated business revenue from Part VIII, column (C), line 12 b Net unrelated business taxable income from Form 990-T, line 34 7a 0 7b 0 Prior Year ()• ::;; ~ Q, ,,,> C: Contributions and grants (Part VIII, line lh) 0 0 9 Program service revenue (Part VIII, line 2g) 36,504,085 38,350,309 10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) 0 0 11 Other revenue (Part VIII, column (A), lines 5, 6d, Sc, 9c, 10c, and 11e) 0 0 36,504,085 38,350,309 13 Grants and s1m1lar amounts paid (Part IX, column (A), lines 1-3 ) 0 0 14 Benefits paid to or for members (Part IX, column (A), line 4) 0 0 26,862,397 30,637,869 0 0 12 Total revenue-add lines 8 through 11 (must equal Part VIII, column (A), line 12) 15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5-10) ~ V, Current Year 8 16a Professional fundra1sing fees (Part IX, column (A), line lle) ~ b Total fundra1s1ng expenses (Part IX, column (D), line 25) 11>0 0.. i.'.tJ 17 Other expenses (Part IX, column (A), lines 11a-11d, 11f-24e) 18 Total expenses Add lines 13-17 (must equal Part IX, column (A), line 25) 9,641,688 7,712,440 36,504,085 38,350,309 19 Revenue less expenses Subtract line 18 from line 12 0 ~; k) 0 Beginning of Current Year End of Year 2! ~ C'C ~cl! 20 Total assets (Part X, line 16) 895,330,702 903,021,692 -2! ~::;; 21 Total liab11it1es (Part X, line 26) 895,330,702 903,021,692 0 0 DELOITIE TAX LLP Firm's address II> 200 RENAISSANCE CENTER STE 3900 I Date I PTIN Check D 1f P00121981 self-emoloved Firm's EIN II> 86-1065772 Phone no (313) 396-3000 DETROIT, MI 482431313 May the IRS discuss this return with the preparer shown above7 (see instructions) For Paperwork Reduction Act Notice, see the separate instructions. ~Yes DNo Cat No 11282Y Form 990 (2018) Form 990 (2018) 1@•01 1 Page 2 Statement of Program Service Accomplishments Check 1f Schedule O contains a response or note to any line in this Part Ill Briefly describe the organ1zat1on's m1ss1on TO PROVIDE HIGH QUALITY, EFFICIENT AND ACCESSIBLE HEALTHCARE SERVICES IN A CARING ENVIRONMENT AND TO BE AN ESSENTIAL CONTRIBUTOR TO THE HEALTH AND WELL-BEING OF INDIVIDUALS AND FAMILIES, REGARDLESS OF THEIR FINANCIAL CIRCUMSTANCES, IN THE COMMUNITIES SERVED BY BEAUMONT HEALTH'S SUPPORTED ORGANIZATIONS 2 Did the organ1zat1on undertake any s1gn1f1cant program services during the year which were not listed on the prior Form 990 or 990-EZ? Dves ~ No If "Yes," describe these new services on Schedule 0 3 Did the organ1zat1on cease conducting, or make s1gn1f1cant changes in how 1t conducts, any program services? Dves ~ No If "Yes," describe these changes on Schedule 0 4 4a Describe the organization's program service accomplishments for each of its three largest program services, as measured by expenses Section 501(c)(3) and 501(c)(4) organ1zat1ons are required to report the amount of grants and allocations to others, the total expenses, and revenue, 1f any, for each program service reported (Code ) ( Expenses $ 11,505,091 including grants of$ ) (Revenue$ 38,350,309 ) See Add1t1onal Data 4b (Code ) ( Expenses $ including grants of$ ) (Revenue$ 4c (Code ) ( Expenses $ including grants of$ ) (Revenue$ 4d Other program services (Describe in Schedule O ) 4e Total program service expenses II> (Expenses$ 1nclud1ng grants of$ ) (Revenue$ 11,505,091 Form 990 (2018) Form 990 (2018) .. Page 3 Checklist of Required Schedules Yes 1 Is the organ1zat1on described 1n section 501(c)(3) or 4947(a)(1) (other than a private foundat1on)7 If "Yes," complete Schedule A ~ . 1 2 Is the organ1zat1on required to complete Schedule B, Schedule of Contnbutors (see 1nstruct1ons)7 2 3 D1d the organ1zat1on engage 1n direct or 1nd1rect pol1t1cal campaign act1v1t1es on behalf of or in oppos1t1on to candidates for public off1ce7 If "Yes," complete Schedule C, Part I 3 4 No Yes No No Section 501(c)(3) organizations. D1d the organ1zat1on engage 1n lobbying act1v1t1es, or have a section 501(h) election 1n effect during the tax year7 If "Yes," complete Schedule C, Part II 4 No Is the organ1zat1on a section 501(c)(4), 501(c)(5), or 501(c)(6) organ1zat1on that receives membership dues, assessments, or s1m1lar amounts as defined 1n Revenue Procedure 98-197 If "Yes," complete Schedule C, Part Ill 5 No D1d the organ1zat1on maintain any donor advised funds or any s1m1lar funds or accounts for which donors have the right to provide advice on the d1stribut1on or investment of amounts in such funds or accounts7 If "Yes," complete Schedule D, Part I ~ . 6 D1d the organ1zat1on receive or hold a conservation easement, 1nclud1ng easements to preserve open space, the environment, historic land areas, or historic structures7 If "Yes," complete Schedule D, Part II~ 7 No 8 D1d the organ1zat1on maintain collections of works of art, historical treasures, or other s1m1lar assets7 If "Yes," complete Schedule D, Part Ill~ . 8 No 9 D1d the organ1zat1on report an amount 1n Part X, line 21 for escrow or custodial account liab1l1ty, serve as a custodian for amounts not listed 1n Part X, or provide credit counseling, debt management, credit repair, or debt negot1at1on serv1ces7If "Yes," complete Schedule D, Part IV~ 9 No 5 6 7 10 D1d the organ1zat1on, directly or through a related organ1zat1on, hold assets 1n temporarily restricted endowments, permanent endowments, or quas1-endowments7 If "Yes," complete Schedule D, Part V ~ 11 If the organ1zat1on's answer to any of the following questions 1s "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, 10 No Yes or X as applicable a D1d the organ1zat1on report an amount for land, buildings, and equipment in Part X, line 107 If "Yes," complete Schedule D, Part VI ~ lla No llb No D1d the organ1zat1on report an amount for investments-program related 1n Part X, line 13 that 1s 5% or more of its total assets reported 1n Part X, line 167 If "Yes," complete Schedule D, Part VIII~ Uc No D1d the organ1zat1on report an amount for other assets 1n Part X, line 15 that 1s 5% or more of its total assets reported in Part X, line 167 If "Yes," complete Schedule D, Part IX~ lld b D1d the organ1zat1on report an amount for investments-other securities 1n Part X, line 12 that 1s 5% or more of its total assets reported in Part X, line 167 If "Yes," complete Schedule D, Part VII~ C d e D1d the organ1zat1on report an amount for other l1ab11it1es 1n Part X, line 257 If "Yes," complete Schedule D, Part X ~ f D1d the organ1zat1on's separate or consolidated financial statements for the tax year include a footnote that addresses the organization's liab1l1ty for uncertain tax pos1t1ons under FIN 48 (ASC 740)7 If "Yes," complete Schedule D, Part X ~ 12a D1d the organ1zat1on obtain separate, independent audited f1nanc1al statements for the tax year7 If "Yes," complete Schedule D, Parts XI and XII ~ lle No llf No 12a No b Was the organ1zat1on included 1n consolidated, independent audited financial statements for the tax year7 12b If "Yes," and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII 1s optional ~ 13 Is the organ1zat1on a school described 1n section 170(b)( l)(A)(11)7 If "Yes," complete Schedule E Yes Yes 13 No 14a No 14b No D1d the organ1zat1on report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to or for any foreign organ1zat1on7 If "Yes," complete Schedule F, Parts II and IV 15 No D1d the organ1zat1on report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or other assistance to or for foreign 1nd1v1duals7 If "Yes," complete Schedule F, Parts III and IV 16 No 17 No 14a D1d the organ1zat1on maintain an office, employees, or agents outside of the United States7 b D1d the organ1zat1on have aggregate revenues or expenses of more than $10,000 from grantmak1ng, fundra1s1ng, business, investment, and program service act1v1t1es outside the United States, or aggregate foreign investments valued at $100,000 or more7 If "Yes," complete Schedule F, Parts I and IV 15 16 17 D1d the organ1zat1on report a total of more than $15,000 of expenses for professional fundra1s1ng services on Part IX, column (A), lines 6 and 11e7 If "Yes," complete Schedule G, Part /(see instructions) 18 D1d the organ1zat1on report more than $15,000 total of fundra1sing event gross income and contributions on Part VIII, lines le and 8a7 If "Yes," complete Schedule G, Part II 18 No 19 D1d the organ1zat1on report more than $15,000 of gross income from gaming act1v1t1es on Part VIII, line 9a7 If "Yes," complete Schedule G, Part Ill 19 No 20a No 20a D1d the organ1zat1on operate one or more hospital fac11it1es7 If "Yes," complete Schedule H b If "Yes" to line 20a, did the organization attach a copy of its audited f1nanc1al statements to this return7 20b 21 D1d the organ1zat1on report more than $5,000 of grants or other assistance to any domestic organ1zat1on or domestic government on Part IX, column (A), line 17 If "Yes," complete Schedule I, Parts I and II 21 22 D1d the organ1zat1on report more than $5,000 of grants or other assistance to or for domestic 1nd1v1duals on Part IX, column (A), line 27 If "Yes," complete Schedule I, Parts I and III 22 No No Form 990 (2018) Form 990 (2018) . W:l¥f!ilW Page 4 Checklist of Required Schedules (cont,nued) Yes 23 D1d the organ1zat1on answer "Yes" to Part VII, Section A, line 3, 4, or 5 about compensation of the organ1zat1on's current and former officers, directors, trustees, key employees, and highest compensated employees7 If "Yes," complete Schedule J • '!;I 23 No Yes 24a D1d the organ1zat1on have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 20027 If "Yes," answer Imes 24b through 24d and complete Schedule K If "No," go to l,ne 25a . '!;I 24a Yes b D1d the organ1zat1on invest any proceeds of tax-exempt bonds beyond a temporary period except1on7 C 24b No 24c No 24d No 25a No 25b No D1d the organ1zat1on report any amount on Part X, line 5, 6, or 22 for receivables from or payables to any current or former officers, directors, trustees, key employees, highest compensated employees, or d1squalif1ed persons7 If "Yes," complete Schedule L, Part II 26 No D1d the organ1zat1on provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons7 If "Yes," complete Schedule L, Part Ill 27 No 28a No PartlV 28b No An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner7 If "Yes," complete Schedule L, Part IV 28c No D1d the organ1zat1on maintain an escrow account other than a refunding escrow at any time during the year to defease any tax-exempt bonds7 d D1d the organ1zat1on act as an "on behalf of" issuer for bonds outstanding at any time during the year7 25a Section 501(c)(3), 501(c)(4), and 501(c)(29) organizations. D1d the organ1zat1on engage 1n an excess benefit transaction with a d1squal1f1ed person during the year7 If "Yes," complete Schedule L, Part I b Is the organ1zat1on aware that 1t engaged 1n an excess benefit transaction with a d1squalif1ed person 1n a prior year, and that the transaction has not been reported on any of the organ1zat1on's prior Forms 990 or 990-EZ7 If "Yes," complete Schedule L, Part I 26 27 28 Was the organ1zat1on a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable f1l1ng thresholds, cond1t1ons, and exceptions) a A current or former officer, director, trustee, or key employee7 If "Yes," complete Schedule L, PartlV b A family member of a current or former officer, director, trustee, or key employee7 If "Yes," complete Schedule L, C 29 D1d the organ1zat1on receive more than $25,000 1n non-cash contribut1ons7 If "Yes," complete Schedule M 29 No 30 D1d the organ1zat1on receive contributions of art, historical treasures, or other s1m1lar assets, or qualified conservation contribut1ons7 If "Yes," complete Schedule M 30 No 31 No D1d the organ1zat1on sell, exchange, dispose of, or transfer more than 25% of its net assets7 If "Yes," complete Schedule N, Part II 32 No D1d the organ1zat1on own 100% of an entity disregarded as separate from the organization under Regulations sections 301 7701-2 and 301 7701-37 If "Yes," complete Schedule R, Part I • '!;I 33 No 31 32 33 34 D1d the organ1zat1on l1qu1date, terminate, or dissolve and cease operat1ons7 If "Yes," complete Schedule N, Part I Was the organ1zat1on related to any tax-exempt or taxable ent1ty7 If "Yes," complete Schedule R, Part II, III, or IV, and '!;I Part V, l,ne 1 35a D1d the organ1zat1on have a controlled entity w1th1n the meaning of section 512(b)(13)7 b If 'Yes' to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity '!;I w1th1n the meaning of section 512(b)(13)7 If "Yes," complete Schedule R, Part V, l,ne 2 36 38 .. Yes 35a Yes 35b Yes Section 501(c)(3) organizations. D1d the organ1zat1on make any transfers to an exempt non-charitable related 36 No D1d the organ1zat1on conduct more than 5% of its act1v1t1es through an entity that 1s not a related organ1zat1on and that 1s treated as a partnership for federal income tax purposes7 If "Yes," complete Schedule R, Part VI '!;I 37 No D1d the organ1zat1on complete Schedule O and provide explanations 1n Schedule O for Part VI, lines 11b and 197 Note. All Form 990 filers are required to complete Schedule 0 38 '!;I organ1zat1on7 If "Yes," complete Schedule R, Part V, l,ne 2 • 37 34 Yes Statements Regarding Other IRS Filings and Tax Compliance D Check 1f Schedule O contains a response or note to any line in this Part V • Yes la Enter the number reported in Box 3 of Form 1096 Enter -0- 1f not applicable b Enter the number of Forms W-2G included 1n line la Enter -0- 1f not applicable C I 1a I 1,752 I 1b I 0 D1d the organ1zat1on comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners7 le No Yes Form 990 (2018) Form 990 (2018) Page 5 2a Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax Statements, filed for the calendar year ending with or w1th1n the year covered by this return 2a 0 2b b If at least one 1s reported on line 2a, did the organ1zat1on file all required federal employment tax returns? Note.If the sum of lines la and 2a 1s greater than 250, you may be required to e-f1le (see 1nstruct1ons) 3a Did the organ1zat1on have unrelated business gross income of $1,000 or more during the year? 3a b If "Yes," has 1t filed a Form 990-T for this year?Jf "No" to lme 3b, provide an explanation ,n Schedule 0 No 3b 4a At any time during the calendar year, did the organ1zat1on have an interest 1n, or a signature or other authority over, a 4a No financial account in a foreign country (such as a bank account, securities account, or other f1nanc1al account)? b If "Yes," enter the name of the foreign country " ' - - - - - - - - - - - - - - - - - - - - - - - - See 1nstruct1ons for f1l1ng requirements for F1nCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR) Sa Was the organ1zat1on a party to a proh1b1ted tax shelter transaction at any time during the tax year? Sa No f----+-----l--- b Did any taxable party notify the organ1zat1on that 1t was or 1s a party to a proh1b1ted tax shelter transaction? c Sb No If "Yes," to line Sa or Sb, did the organ1zat1on file Form 8886-T? Sc 6a Does the organ1zat1on have annual gross receipts that are normally greater than $100,000, and did the organ1zat1on sol1c1t any contributions that were not tax deductible as charitable contributions? 6a No b If "Yes," did the organization include with every sol1c1tat1on an express statement that such contributions or gifts were 6b not tax deductible? 7 a Organizations that may receive deductible contributions under section 170(c). Did the organ1zat1on receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payer? b If "Yes," did the organization notify the donor of the value of the goods or services provided? c Did the organ1zat1on sell, exchange, or otherwise dispose of tangible personal property for which 1t was required to file Form 8282? d If "Yes," 1nd1cate the number of Forms 8282 filed during the year 7a No 7b 7c No 7e No 7f No I 7d I e Did the organ1zat1on receive any funds, directly or 1nd1rectly, to pay premiums on a personal benefit contract? f Did the organ1zat1on, during the year, pay premiums, directly or indirectly, on a personal benefit contract? g If the organ1zat1on received a contribution of qualified intellectual property, did the organ1zat1on file Form 8899 as required? 7g h If the organ1zat1on received a contribution of cars, boats, airplanes, or other vehicles, did the organ1zat1on file a Form 1098-(? 8 7h Sponsoring organizations maintaining donor advised funds. Did a donor advised fund maintained by the sponsoring organization have excess business holdings at any time during the year? 9a Did the sponsoring organization make any taxable d1stribut1ons under section 4966? b Did the sponsoring organization make a d1stribut1on to a donor, donor advisor, or related person? 10 a 8 9a 9b Section 501(c)(7) organizations. Enter Init1at1on fees and capital contributions included on Part VIII, line 12 I 1oa I t-----+------------1 b Gross receipts, included on Form 990, Part VIII, line 12, for public use of club fac1l1t1es 11 a 10b ~-~------------1 Section 501(c)(12) organizations. Enter Gross income from members or shareholders 11a f----+------------1 b Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them ) 11b 12a Section 4947(a)( 1) non-exempt charitable trusts. Is the organ1zat1on filing Form 990 in lieu of Form 1041? b If "Yes," enter the amount of tax-exempt interest received or accrued during the year I I 12a 12b ~-~------------1 13 Section 501(c)(29) qualified nonprofit health insurance issuers. a Is the organ1zat1on licensed to issue qualified health plans 1n more than one state? Note. See the instructions for add1t1onal 1nformat1on the organization must report on Schedule 0 13a b Enter the amount of reserves the organ1zat1on 1s required to ma1nta1n by the states 1n which the organization 1s licensed to issue qual1f1ed health plans 13b c Enter the amount of reserves on hand 13c 14a Did the organ1zat1on receive any payments for indoor tanning services during the tax year? b If "Yes," has 1t filed a Form 720 to report these payments?Jf "No," provide an explanation ,n Schedule 0 15 16 Is the organ1zat1on subject to the section 4960 tax on payment(s) of more than $1,000,000 1n remuneration or excess parachute payment(s) during the year? If "Yes," see instructions and file Form 4720, Schedule N • Is the organ1zat1on an educational 1nst1tut1on subject to the section 4968 excise tax on net investment income? If "Yes," complete Form 4720, Schedule O. 14a No 14b 15 16 No No Form 990 (2018) Form 990 (2018) Page 6 Governance, Management, and Disclosure For each "Yes" response to Imes 2 through 7b below, and for a "No" response to Imes Ba, Sb, or 10b below, descnbe the circumstances, processes, or changes ,n Schedule O See instructions Check 1f Schedule O contains a response or note to any line in this Part VI • ~ Section A. Governing Body and Management Yes la Enter the number of voting members of the governing body at the end of the tax year la 17 lb 14 No If there are material differences in voting rights among members of the governing body, or 1f the governing body delegated broad authority to an executive committee or s1m1lar committee, explain in Schedule 0 b Enter the number of voting members included in line la, above, who are independent 2 Did any officer, director, trustee, or key employee have a family relat1onsh1p or a business relat1onsh1p with any other officer, director, trustee, or key employee? 3 Did the organ1zat1on delegate control over management duties customarily performed by or under the direct superv1s1on of officers, directors or trustees, or key employees to a management company or other person7 3 No 4 Did the organ1zat1on make any s1gn1f1cant changes to its governing documents since the prior Form 990 was f11ed7 4 No 5 Did the organ1zat1on become aware during the year of a s1gn1f1cant d1vers1on of the organ1zat1on's assets7 5 No 6 Did the organ1zat1on have members or stockholders? 6 No 7a No 7b No 2 Yes 7a Did the organ1zat1on have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body7 b Are any governance dec1s1ons of the organ1zat1on reserved to (or subJect to approval by) members, stockholders, or persons other than the governing body7 8 Did the organ1zat1on contemporaneously document the meetings held or written actions undertaken during the year by the following a The governing body7 Sa Yes b Each committee with authority to act on behalf of the governing body7 Sb Yes 9 Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organ1zat1on's mailing address? If "Yes," provide the names and addresses ,n Schedule 0 9 No Section B. Policies (This Sect,on B reauests ,nformat,on about oot,c,es not reawred bv the Internal Revenue Code.) Yes 10a Did the organ1zat1on have local chapters, branches, or afflliates7 10a b If "Yes," did the organization have written pol1c1es and procedures governing the act1v1t1es of such chapters, affiliates, and branches to ensure their operations are consistent with the organ1zat1on's exempt purposes? No No 10b lla Has the organ1zat1on provided a complete copy of this Form 990 to all members of its governing body before f1l1ng the form7 lla Yes 12a Yes conf11cts7 12b Yes Did the organ1zat1on regularly and consistently monitor and enforce compliance with the policy? If "Yes," descnbe ,n Schedule O how this was done b Describe in Schedule O the process, 1f any, used by the organ1zat1on to review this Form 990 12a Did the organ1zat1on have a written conflict of interest policy? If "No," go to l,ne 13 b Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to C 12c Yes 13 Did the organ1zat1on have a written wh1stleblower policy? 13 Yes 14 Did the organ1zat1on have a written document retention and destruction policy? 14 Yes 15 Did the process for determining compensation of the following persons include a review and approval by independent persons, comparab1l1ty data, and contemporaneous substant1at1on of the del1berat1on and dec1s1on7 a The organ1zat1on's CEO, Executive Director, or top management official 15a No b Other officers or key employees of the organ1zat1on 15b No 16a No If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions) 16a Did the organ1zat1on invest 1n, contribute assets to, or part1c1pate in a Joint venture or s1m1lar arrangement with a taxable entity during the year7 b If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate its part1c1pat1on in Joint venture arrangements under applicable federal tax law, and take steps to safeguard the organ1zat1on's exempt status with respect to such arrangements? 16b Section C. Disclosure 17 List the States with which a copy of this Form 990 1s required to be f1ledll> MI 18 Section 6104 requires an organ1zat1on to make its Form 1023 (or 1024-A 1f applicable), 990, and 990-T (501(c)(3)s only) available for public 1nspect1on Indicate how you made these available Check all that apply 19 Describe in Schedule O whether (and 1f so, how) the organ1zat1on made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year 20 State the name, address, and telephone number of the person who possesses the organ1zat1on's books and records ll>DONNA ZUK 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 (947) 552-1514 D Own website D Another's website ~ Upon request D Other (explain 1n Schedule 0) Form 990 (2018) Form 990 (2018) •dfU• Page 7 Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors Check 1f Schedule O contains a response or note to any line in this Part VII D • Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees la Complete this table for all persons required to be listed Report compensation for the calendar year ending with or w1th1n the organ1zat1on's tax year • List all of the organ1zat1on's current officers, directors, trustees (whether 1nd1v1duals or organ1zat1ons), regardless of amount of compensation Enter -0- in columns (D), (E), and (F) 1f no compensation was paid • List all of the organ1zat1on's current key employees, 1f any See 1nstruct1ons for defin1t1on of "key employee " • List the organization's five current highest compensated employees (other than an officer, director, trustee or key employee) who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the organization and any related organ1zat1ons • List all of the organ1zat1on's former officers, key employees, or highest compensated employees who received more than $100,000 of reportable compensation from the organ1zat1on and any related organizations • List all of the organ1zat1on's former directors or trustees that received, in the capacity as a former director or trustee of the organization, more than $10,000 of reportable compensation from the organ1zat1on and any related organizations List persons in the following order 1nd1v1dual trustees or directors, 1nst1tut1onal trustees, officers, key employees, highest compensated employees, and former such persons D Check this box 1f neither the organ1zat1on nor any related organ1zat1on compensated any current officer, director, or trustee (A) (B) (C) Name and Title Average hours per week (11st any hours for related organizations below dotted line) Pos1t1on ( do not check more than one box, unless person 1s both an officer and a director/trustee) (D) Reportable compensation from the organ1zat1on (W- 2/1099MISC) (F) Estimated amount of other compensation from the organ1zat1on and related organizations (E) Reportable compensation from related organ1zat1ons (W- 2/1099MISC) •t• IL• CJ 3 ., -,:, ,r, :::; '.:: a ,t, ,J •T w. (1) ALICIA BOLER DAVIS 2 00 DIRECTOR 8 00 (2) CHRISTOPHER BLAKE 2 00 DIRECTOR 8 00 (3) DAVID WOOD 8 00 (4) GEOFFREY HOCKMAN 2 00 ( 5) GERSON COOPER DIRECTOR (6) HARRIS MAINSTER DO DIRECTOR (7) JOHN FOX 0 0 0 X 0 0 0 X 0 1,910,312 463,484 X 0 0 0 X 0 0 0 X 0 0 0 0 4,260,149 1,672,732 0 0 0 50 00 EVP & CHIEF MEDICAL OFFICER DIRECTOR X 10 00 2 00 10 00 2 00 8 00 50 00 X PRESIDENT & CEO (8) JOHN LEWIS X 10 00 2 00 X CHAIRPERSON 8 00 (9) JOHN NEMES 2 00 SECRETARY/ TREASURER 8 00 ( 10) JULIE FREAM 2 00 VICE CHAIRPERSON 8 00 (11) MALCOLM HENOCH MD 50 00 DIRECTOR (END 12/31/18) 14 00 (12) MARTHA QUAY 2 00 DIRECTOR 8 00 ( 13) RONALD HALLJR 2 00 DIRECTOR 8 00 (14) STEPHEN HOWARD 2 00 VICE CHAIRPERSON 8 00 ( 15) THOMAS SAELI 2 00 DIRECTOR 8 00 (16) TIMOTHY O'BRIEN 2 00 DIRECTOR 8 00 ( 17) WILLIAM GOLDSMITH 2 00 DIRECTOR 8 00 X X 0 0 0 X X 0 0 0 X 0 800,498 224,077 X 0 0 0 X 0 0 0 X 0 0 0 X 0 0 0 X 0 0 0 X 0 0 0 Form 990 (2018) Form 990 (2018) -· Page 8 Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (conttnued) (B) (A) Name and Title Average hours per week (list any hours for related organ1zat1ons below dotted line) (C) Pos1t1on ( do not check more than one box, unless person 1s both an officer and a director/trustee) ,-, =.. :::J ::i. Q_ -: ~ ~ Cc C 0~ ~ ,,2 :t •I• - ::, ~ ,: ;=:; ~ ,-, '.!: ,r, ,r, n -_, '-.;~ ?: =Li:i 3 ,t, ([, ,-J ,:i i5 .,..0 :::i ,t, ,t, - I ;,;- -~ ""Tl (E) Reportable compensation from related organizations (W- 2/1099MISC) (D) Reportable compensation from the organization (W2/1099-MISC) :2 (F) Estimated amount of other compensation from the organ1zat1on and related organizations :::, ~ § -,:, •I• :::; '.:: 0 3 D1d the organ1zat1on 11st any former officer, director or trustee, key employee, or highest compensated employee on line 1a7 If "Yes," complete Schedule J for such 1nd1v1dual 4 For any ind1v1dual listed on line la, 1s the sum of reportable compensation and other compensation from the organ1zat1on and related organ1zat1ons greater than $150,0007 If "Yes," complete Schedule J for such 1nd1v1dual 2,773,663 Yes 5 D1d any person listed on line la receive or accrue compensation from any unrelated organization or 1nd1v1dual for services rendered to the organizat1on7If "Yes," complete Schedule J for such person 3 Yes 4 Yes No 5 No Section B. Independent Contractors 1 Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organ1zat1on Report compensation for the calendar year ending with or within the organization's tax year CARDINAL HEALTH (A) (B) (C) Name and business address Descnpt1on of services Compensation PHARMACEUTICALS 280,693,457 7000 CARDINAL PLACE DUBLIN, OH 43017 DEMARIA BUILDING COMPANY INC CONSTRUCTION SERVICES 42,305,291 INFORMATION TECHNOLOGY SERVICES 38,247,837 HEALTHCARE SERVICES 27,029,087 HEALTHCARE SERVICES 23,189,041 3031 W GRAND BLVD SUITE 540 DETROIT,MI 48202 MEDTRONIC US INC 710 MEDTRONIC PARKWAY MINNEAPOLIS, MN 55432 BOSTON SCIENTIFIC CORP 300 BOSTON SCIENTIFIC WAY MARLBOROUGH, MA 01752 OWENS & MINOR INC 9120 LOCKWOOD BOULEVARD MECHANICSVILLE, VA 23116 2 Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization II> 636 Form 990 (2018) Form 990 (2018) MifiifoiM Page 9 Statement of Revenue D Check 1f Schedule O contains a response or note to any line 1n this Part VIII la Federated campaigns ll ll = = ~ = .... b Membership dues Q Fundra1sing events L!:I C i ,,:,. . ·L!:I= d Related organizations E ~ <:( e Government grants (contributions) E ~ VI·(I) § I I I I I I -u - = .c .: ·.::: 0 = "Cl= and s1m1lar amounts not included above 1f J, > ~ 0 0 b C d e O> f All other program service revenue 0 6: 38,350,309 561000 E ro Unrelated business revenue 38,350,309 2a PROG ADMIN SUPPORT SVC > ..;, Related or exempt function revenue Business Code :i., ~ Total revenue (D) Revenue excluded from tax under sections 512 - 514 ... h Total. Add lines la-lf ,,:, ~ (C) g Noncash contributions included 1n lines la - 1f $ Q '\. (B) f All other contributions, g1~s, grants, ....QJ ; I la I lb I le I 1d I le (A) 38,350,309 ... 9Total. Add lines 2a-2f 3 Investment income (including d1v1dends, interest, and other s1m1lar amounts) ... ... ... 4 Income from investment of tax-exempt bond proceeds 5 Royalties (11) Personal (1) Real 6a Gross rents b Less rental expenses Rental income or (loss) C ... d Net rental income or (loss) (11) Other (1) Securities 7a Gross amount from sales of assets other than inventory b Less cost or other basis and sales expenses Gain or (loss) C ... d Net gain or (loss) Sa Gross income from fundra1s1ng events (not including$ of contributions reported on line le) See Part IV, line 18 ~ = f> ~ a: ... ~ ... 0 .t: b Less direct expenses a b c Net income or (loss) from fundra1sing events ... 9a Gross income from gaming act1v1t1es See Part IV, line 19 a b Less direct expenses b ... c Net income or (loss) from gaming act1v1t1es 10aGross sales of inventory, less returns and allowances a b Less cost of goods sold b c Net income or (loss) from sales of inventory Miscellaneous Revenue ... Business Code 11a b C d All other revenue e Total. Add lines 11a-11d 12 Total revenue. See Instructions ... ... 38,350,309 38,350,309 0 0 Form 990 (2018) Form 990 (2018) Mifi•M Page 10 Statement of Functional Expenses Section 501(c)(3) and 501(c)(4) organizations must complete all columns All other organ1zat1ons must complete column (A) Check 1f Schedule O contains a response or note to any line in this Part IX • Do not include amounts reported on lines 6b, 7b, Sb, 9b, and 10b of Part VIII. (A) Total expenses (B) (C) Program service expenses Management and general expenses (D) Fu ndra 1s1ngexpenses 1 Grants and other assistance to domestic organ1zat1ons and domestic governments See Part IV, line 21 2 Grants and other assistance to domestic 1nd1v1duals See Part IV, line 22 3 Grants and other assistance to foreign organ1zat1ons, foreign governments, and foreign 1nd1v1duals See Part IV, line 15 and 16 4 Benefits paid to or for members 5 Compensation of current officers, directors, trustees, and key employees 6 Compensation not included above, to d1squalif1ed persons (as defined under section 4958(f)(1)) and persons described 1n section 4958(c)(3)(B) 7 Other salaries and wages 8 Pension plan accruals and contributions (include section 401 29,695,327 8,908,598 20,786,729 38,300 11,490 26,810 (k) and 403(b) employer contributions) 9 Other employee benefits 10 Payroll taxes 40,668 12,200 28,468 863,574 259,072 604,502 11 Fees for services (non-employees) a Management b Legal c Accou nt1 ng 48,913 14,674 34,239 384,728 115,418 269,310 1,943,340 583,002 1,360,338 d Lobbying e Professional fundra1sing services See Part IV, line 17 f Investment management fees g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, 11st line 11g expenses on Schedule 0) 12 Advertising and promotion 288 86 202 13 Office expenses 466 140 326 3,684,261 1,105,278 2,578,983 306,297 91,889 214,408 28,852 8,656 20,196 689,894 206,968 482,926 14 Information technology 15 Royalties 16 Occupancy 17 Travel 18 Payments of travel or entertainment expenses for any federal, state, or local public officials 19 Conferences, conventions, and meetings 20 Interest 21 Payments to affiliates 22 Deprec1at1on, depletion, and amort1zat1on 23 Insurance 24 Other expenses Itemize expenses not covered above (List miscellaneous expenses 1n line 24e If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O ) a MAINTENANCE AND REPAIRS b C d e All other expenses 25 Total functional expenses. Add lines 1 through 24e 625,401 187,620 437,781 38,350,309 11,505,091 26,845,218 0 26 Joint costs. Complete this line only 1f the organ1zat1on reported 1n column (B) Joint costs from a combined educational campaign and fundra1sing sol1c1tat1on Check here II> D 1f following SOP 98-2 (ASC 958-720) Form 990 (2018) Form 990 (2018) MUffii:M Page 11 Balance Sheet D Check 1f Schedule O contains a response or note to any line in this Part IX (A) (B) Beginning of year End of year 1 Cash-non-1 nterest-beari ng 1 2 Savings and temporary cash investments 2 3 Pledges and grants receivable, net 3 4 Accounts receivable, net 4 5 (l) 7 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees Complete Part II of Schedule L Loans and other receivables from other d1squalif1ed persons (as defined under section 4958(f)(1)), persons described 1n section 4958(c)(3)(B), and contributing employers and sponsoring organ1zat1ons of section 501(c)(9) voluntary employees' benef1c1ary organ1zat1ons (see instructions) Complete Part II of Schedule L Notes and loans receivable, net ',/'i ',/'i 8 Inventories for sale or use 8 9 Prepaid expenses and deferred charges 9 6 ',/'i <( 5 6 7 10a Land, buildings, and equipment cost or other b Investments-publicly traded securities 11 Investments-other securities See Part IV, line 11 12 13 In vest me nts-p reg ram- related See Part IV, line 11 13 14 Intangible assets 15 Other assets See Part IV, line 11 895,330,702 15 903,021,692 16 Total assets.Add lines 1 through 15 (must equal line 34) 895,330,702 16 903,021,692 17 Accounts payable and accrued expenses 17 18 Grants payable 18 19 Deferred revenue 20 Tax-exempt bond liab1l1t1es 14 19 823,888,602 20 Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and d1squal1f1ed 22 71,442,100 23 Secured mortgages and notes payable to unrelated third parties 24 Unsecured notes and loans payable to unrelated third parties 24 25 Other l1ab11it1es (1nclud1ng federal income tax, payables to related third parties, and other l1ab11it1es not included on lines 17 - 24) Complete Part X of Schedule D 25 26 Total liabilities.Add lines 17 through 25 ,J\ Ql ~ r:; 27 r:; al 28 29 ~ Organizations that follow SFAS 117 (ASC 958), check here II> complete lines 27 through 29, and lines 33 and 34. Unrestricted net assets 23 I.- 895,330,702 26 903,021,692 0 27 0 ~ and Temporarily restricted net assets 28 Permanently restricted net assets 29 check here II> ~ D and complete lines 30 through 34. 30 Capital stock or trust principal, or current funds 30 31 Pa1d-1n or capital surplus, or land, building or equipment fund 31 <( 32 Retained earnings, endowment, accumulated income, or other funds Ql 33 Total net assets or fund balances Ql ,J\ ,J\ 102,775,546 Organizations that do not follow SFAS 117 (ASC 958), ~ ,J\ 800,246,146 21 Escrow or custodial account l1ab11ity Complete Part IV of Schedule D persons Complete Part II of Schedule L ct z- 10c 12 -·"'= :.c 0 10a 10b 11 r./' 21 .92 22 ::i basis Complete Part VI of Schedule D Less accumulated deprec1at1on 34 Total liab1l1t1es and net assets/fund balances 32 0 895,330,702 33 0 34 903,021,692 Form 990 (2018) Form 990 (2018) 1@131 Page 12 Reconcilliation of Net Assets D Check 1f Schedule O contains a response or note to any line in this Part XI 1 Total revenue (must equal Part VIII, column (A), line 12) 1 38,350,309 2 Total expenses (must equal Part IX, column (A), line 25) 2 38,350,309 3 Revenue less expenses Subtract line 2 from line 1 3 0 4 Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) 4 0 5 Net unrealized gains (losses) on investments 5 6 Donated services and use of fac1l1t1es 6 7 Investment expenses 7 8 Prior period adJustments 8 9 Other changes in net assets or fund balances (explain in Schedule 0) 9 0 10 0 10 Net assets or fund balances at end of year Combine lines 3 through 9 (must equal Part X, line 33, column (B)) .. Financial Statements and Reporting D Check 1f Schedule O contains a response or note to any line 1n this Part XII • Yes 1 Accounting method used to prepare the Form 990 D Cash ~ Accrual No D Other If the organ1zat1on changed its method of accounting from a prior year or checked "Other," explain in Schedule 0 2a Were the organization's f1nanc1al statements compiled or reviewed by an independent accountant? 2a No If 'Yes,' check a box below to 1nd1cate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both D Separate basis D Consolidated basis D Both consolidated and separate basis b Were the organization's f1nanc1al statements audited by an independent accountant? 2b Yes 2c Yes If 'Yes,' check a box below to 1nd1cate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both D C Separate basis ~ Consolidated basis D Both consolidated and separate basis If "Yes," to line 2a or 2b, does the organ1zat1on have a committee that assumes respons1b11ity for oversight of the audit, review, or comp1lat1on of its f1nanc1al statements and selection of an independent accountant? If the organ1zat1on changed either its oversight process or selection process during the tax year, explain 1n Schedule 0 3a As a result of a federal award, was the organ1zat1on required to undergo an audit or audits as set forth in the Single Audit Act and 0MB Circular A-133? 3a No b If "Yes," did the organization undergo the required audit or audits? If the organ1zat1on did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits 3b Form 990 (2018) Additional Data Software ID: Software Version: EIN: Name: 46-5718220 BEAUMONT HEALTH Form 990 (2018) Form 990, Part III, Line 4a: BEAUMONT HEALTH, A MICHIGAN NON-PROFIT CORPORATION, IS THE PARENT CORPORATION OVERSEEING THE TAX-EXEMPT HEALTHCARE SYSTEMS OF BOTSFORD GENERAL HOSPITAL, OAKWOOD HEALTHCARE, INC, AND WILLIAM BEAUMONT HOSPITAL (THE "SUPPORTED ORGANIZATIONS") THROUGH ITS OVERSIGHT, BEAUMONT HEALTH AND ITS SUPPORTED ORGANIZATIONS PROVIDE HIGH QUALITY, EFFICIENT AND ACCESSIBLE HEALTH SERVICES IN A CARING ENVIRONMENT, FURNISH CHARITY CARE AND COMMUNITY SERVICE, AND ARE ESSENTIAL CONTRIBUTORS TO THE HEALTH AND WELL-BEING OF INDIVIDUALS AND FAMILIES IN THE COMMUNITIES SERVED BY THE SUPPORTED ORGANIZATIONS BEAUMONT HEALTH MANAGES AND DIRECTS THE SUPPORTED ORGANIZATIONS' DELIVERY OF HEALTH CARE THROUGH PROVIDING LONG-RANGE AND STRATEGIC PLANNING, FINANCIAL CONTROL, AND PROGRAMS AND POLICIES efile GRAPHIC rint - DO NOT PROCESS SCHEDULE A (Form 990 or 99CIEZ) Dc'JKtI1mc'nt oftht:" Trt'J..,un As Filed Data - DLN:93493319051039 0MB No 1545-0047 Public Charity Status and Public Support 2018 Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust. ~ Attach to Form 990 or Form 990-EZ. ~Goto www.,rs.gov/Form990 for the latest information. Open to Public Inspection Employer identification number Name of the organization BEAUMONT HEALTH 46-5718220 Reason for Public Charit Status All or an1zat1ons must com lete this art. See instructions. The organization 1s not a private foundation because 1t 1s (For lines 1 through 12, check only one box ) 1 2 3 4 D D D D A church, convention of churches, or assoc1at1on of churches described 1n section 170(b)(1)(A)(i). A school described 1n section 170(b)(1)(A)(ii). (Attach Schedule E (Form 990 or 990-EZ) ) A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii). A medical research organ1zat1on operated 1n coniunct1on with a hospital described 1n section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state 5 D An organ1zat1on operated for the benefit of a college or university owned or operated by a governmental unit described in section 170 (b)(l)(A)(iv). (Complete Part II ) 6 D D A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v). 7 8 9 D D An organ1zat1on that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170(b)(1)(A)(vi). (Complete Part II ) A community trust described 1n section 170(b)(1)(A)(vi) (Complete Part II ) An agricultural research organ1zat1on described in 170(b)(1)(A)(ix) operated 1n coniunct1on with a land-grant college or un1vers1ty or a non-land grant college of agriculture See instructions Enter the name, city, and state of the college or university 10 D An organ1zat1on that normally receives (1) more than 331/3% of its support from contributions, membership fees, and gross receipts from act1v1t1es related to its exempt funct1ons-subJect to certain exceptions, and (2) no more than 331/3% of its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses acquired by the organ1zat1on after June 30, 1975 See section 509(a)(2). (Complete Part III ) 11 D An organ1zat1on organized and operated exclusively to test for public safety See section 509(a)(4). 12 ~ An organ1zat1on organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box in lines 12a through 12d that describes the type of supporting organization and complete lines 12e, 12f, and 12g a D b D C ~ d D Type I. A supporting organization operated, supervised, or controlled by its supported organizat1on(s), typically by giving the supported organ1zat1on(s) the power to regularly appoint or elect a maJority of the directors or trustees of the supporting organ1zat1on You must complete Part IV, Sections A and B. Type II. A supporting organization supervised or controlled 1n connection with its supported organ1zat1on(s), by having control or management of the supporting organ1zat1on vested 1n the same persons that control or manage the supported organ1zat1on(s) You must complete Part IV, Sections A and C. Type III functionally integrated. A supporting organ1zat1on operated 1n connection with, and functionally integrated with, its supported organ1zat1on(s) (see instructions) You must complete Part IV, Sections A, D, and E. Type III non-functionally integrated. A supporting organization operated in connection with its supported organizat1on(s) that 1s not e f g D functionally integrated The organ1zat1on generally must satisfy a d1stribut1on requirement and an attentiveness requirement (see instructions) You must complete Part IV, Sections A and D, and Part V. Check this box 1f the organization received a written determination from the IRS that 1t 1s a Type I, Type II, Type III functionally integrated, or Type III non-functionally integrated supporting organization Enter the number of supported organ1zat1ons 3 Provide the followino information about the suooorted oroan1zat1on(s) (i) Name of supported (ii) EIN (iii) Type of (iv) ls the organization listed in your governing document? organ1zat1on organ1zat1on (described on Iines 1- 10 above (see instructions)) Yes (v) Amount of monetary support (see 1nstruct1ons) (vi) Amount of other support (see instructions) No I See Add1t1onal Data Table Total 3 For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ. 0 Cat No 11285F 0 Schedule A (Form 990 or 990-EZ) 2018 Page 2 Schedule A (Form 990 or 990-EZ) 2018 lifiiiM Support Schedule for Organizations Described in Sections 170{b)(1)(A)(iv), 170{b)(1)(A)(vi), and 170 {b)( l)(A)(ix) (Complete only 1f you checked the box on line 5, 7, 8, or 9 of Part I or 1f the organ1zat1on failed to qualify under Part III. If the organ1zat1on falls to qualify under the tests listed below, please complete Part III.) Section A. Public Suooort Calendar year (or fiscal year beginning in)~ (a) 2014 (b) 2015 (c) 2016 (d) 2017 (e) 2018 (f) Total (a)2014 (b)2015 (c)2016 (d)2017 (e)2018 (f)Total Gifts, grants, contributions, and membership fees received (Do not include any "unusual grant ") Tax revenues levied for the organ1zat1on's benefit and either paid to or expended on its behalf The value of services or fac11it1es furnished by a governmental unit to the organ1zat1on without charge Total. Add lines 1 through 3 The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f) Public support. Subtract line 5 from line 4 1 2 3 4 5 6 Section B. Total Suooort Calendar year (or fiscal year beginning in)~ 7 Amounts from line 4 8 Gross income from interest, 9 10 11 d1v1dends, payments received on securities loans, rents, royalties and income from s1m1lar sources Net income from unrelated business act1v1t1es, whether or not the business 1s regularly carried on Other income Do not include gain or loss from the sale of capital assets (Explain in Part VI ) Total support. Add lines 7 through 10 Gross receipts from related act1v1t1es, etc (see instructions) 12 I 12 I 13 First five years. If the Form 990 1s for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organ1zat1on, .. ~o check this box and stop here . . . . . . . . . . . . . . . . . . . . . . . . Section C. Computation of Public Support Percentage 14 Public support percentage for 2018 (line 6, column (f) d1v1ded by line 11, column (f)) 14 15 Public support percentage for 2017 Schedule A, Part II, line 14 15 16a 33 1/3°/o support test-2018. If the organ1zat1on did not check the box on line 13, and line 14 1s 33 1/3% or more, check this box ~o and stop here. The organ1zat1on qual1f1es as a publicly supported organization b 33 1/3°/o support test-2017. If the organ1zat1on did not check a box on line 13 or 16a, and line 15 1s 33 1/3% or more, check this box and stop here. The organ1zat1on qual1f1es as a publicly supported organ1zat1on 17a 10°/o-facts-and-circumstances test-2018. If the organ1zat1on did not check a box on line 13, 16a, or 16b, and line 14 1s 10% or more, and 1f the organ1zat1on meets the "facts-and-circumstances" test, check this box and stop here. Explain ~o in Part VI how the organ1zat1on meets the "facts-and-circumstances" test The organ1zat1on qual1f1es as a publicly supported organ1zat1on b 10°/o-facts-and-circumstances test-2017. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line 15 1s 10% or more, and 1f the organ1zat1on meets the "facts-and-circumstances" test, check this box and stop here. Explain in Part VI how the organ1zat1on meets the "facts-and-circumstances" test The organ1zat1on qual1f1es as a publicly 18 supported organization Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see instructions Schedule A (Form 990 or 990-EZ) 2018 Page 3 Schedule A (Form 990 or 990-EZ) 2018 MifiiOM Support Schedule for Organizations Described in Section 509(a)(2) (Complete only 1f you checked the box on line 10 of Part I or 1f the organ1zat1on failed to qualify under Part II. If the organ1zat1on fails to qualify under the tests listed below, please complete Part II.) Section A. Public Suooort Calendar year (or fiscal year beginning in)~ Gifts, grants, contributions, and 1 membership fees received (Do not include any "unusual grants ") Gross receipts from adm1ss1ons, 2 merchandise sold or services performed, or fac1l1t1es furnished 1n any act1v1ty that 1s related to the organization's tax-exempt purpose Gross receipts from act1v1t1es that are 3 not an unrelated trade or business under section 513 Tax revenues levied for the 4 organization's benefit and either paid to or expended on its behalf The value of services or fac1l1t1es 5 furnished by a governmental unit to the organ1zat1on without charge 6 Total. Add lines 1 through 5 7a Amounts included on lines 1, 2, and 3 received from d1squal1f1ed persons b Amounts included on lines 2 and 3 received from other than d1squal1f1ed persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year C Add lines 7a and 7b Public support. (Subtract line 7c 8 from line 6 ) (a) 2014 (b) 2015 (c) 2016 (d)2017 (e) 2018 (f) Total Section B. Total Support 9 10a b C 11 12 13 14 Calendar year (a) 2014 (b) 2015 (c) 2016 (d)2017 (e) 2018 (f) Total (or fiscal year beginning in)~ Amounts from line 6 Gross income from interest, d1v1dends, payments received on securities loans, rents, royalties and income from s1m1lar sources Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975 Add lines 10a and 10b Net income from unrelated business act1v1t1es not included 1n line 10b, whether or not the business 1s regularly carried on Other income Do not include gain or loss from the sale of capital assets (Explain 1n Part VI ) Total support. (Add lines 9, 10c, 11, and 12 ) First five years. If the Form 990 1s for the organ1zat1on's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, ~o check this box and stop here Section C. Com utation of Public Su 15 16 ort Percenta e Public support percentage for 2018 (line 8, column (f) d1v1ded by line 13, column (f)) Public support percentage from 2017 Schedule A, Part Ill, line 15 15 16 Section D. Computation of Investment Income Percentage 17 Investment income percentage for 2018 (line 10c, column (f) d1v1ded by line 13, column (f)) 18 Investment income percentage from 2017 Schedule A, Part Ill, line 17 17 18 19a 331/3°/o support tests-2018. If the organ1zat1on did not check the box on line 14, and line 15 1s more than 33 1/3%, and line 17 1s not ~o ~o more than 33 1/3%, check this box and stop here. The organ1zat1on qual1f1es as a publicly supported organization b 33 1/3°/o support tests-2017. If the organization did not check a box on line 14 or line 19a, and line 16 1s more than 33 1/3% and line 18 1s not more than 33 1/3%, check this box and stop here. The organ1zat1on qual1f1es as a publicly supported organ1zat1on 20 ~o Private foundation. If the organ1zat1on did not check a box on line 14, 19a, or 19b, check this box and see 1nstruct1ons Schedule A (Form 990 or 990-EZl 2018 Schedule A (Form 990 or 990-EZ) 2018 lifild Page 4 Supporting Organizations (Complete only 1f you checked a box on line 12 of Part I If you checked 12a of Part I, complete Sections A and B If you checked 12b of Part I, complete Sections A and C If you checked 12c of Part I, complete Sections A, D, and E If you checked 12d of Part I, complete Sections A and D, and complete Part V ) S ect1on A. A II S uooort1na 0 raanizat1ons Yes 1 Are all of the organ1zat1on's supported organ1zat1ons listed by name in the organ1zat1on's governing documents, If "No," descnbe ,n Part VI how the supported organ1zat1ons are designated If designated by class or purpose, descnbe the designation If htstonc and conttnwng relat,onshtp, explatn 2 D1d the organ1zat1on have any supported organ1zat1on that does not have an IRS determination of status under section 509 (a)( 1) or (2)7 If "Yes," explatn ,n Part VI how the organtzat,on determtned that the supported organ1zat1on was descnbed ,n section 509(a)(1) or (2) 3a D1d the organ1zat1on have a supported organ1zat1on described in section 501(c)(4), (5), or (6)7 If "Yes," answer (b) and (c) below b D1d the organ1zat1on confirm that each supported organ1zat1on qual1f1ed under section 501(c)(4), (5), or (6) and sat1sf1ed the public support tests under section 509(a)(2)7 If "Yes," descnbe ,n Part VI when and how the organtzat,on made the determtnat,on C D1d the organ1zat1on ensure that all support to such organ1zat1ons was used exclusively for section 170(c)(2)(B) purposes, If "Yes," explatn ,n Part VI what controls the organtzat,on put ,n place to ensure such use 4a b C Sa Was any supported organ1zat1on not organized 1n the United States ("foreign supported organization")' If "Yes" and tf you checked 12a or 12b ,n Part I, answer (b) and (c) below D1d the organ1zat1on have ultimate control and d1scret1on 1n dec1d1ng whether to make grants to the foreign supported organ1zat1on7 If "Yes," descnbe ,n Part VI how the organtzat,on had such control and discretion despite betng controlled or supervised by or ,n connection with ,ts supported organ1zat1ons D1d the organ1zat1on support any foreign supported organ1zat1on that does not have an IRS determ1nat1on under sections 501 ( c)( 3) and 509( a) ( 1) or (2), If "Yes," explatn ,n Part VI what controls the organ1zat1on used to ensure that all support to the foreign supported organtzat,on was used exclusively for section 170(c)(2)(8) purposes D1d the organ1zat1on add, substitute, or remove any supported organizations during the tax year, If "Yes," answer (b) and ( c) below (tf applicable) Also, provide detail ,n Part VI, ,nc/udtng (1) the names and EIN numbers of the supported organtzat,ons added, substituted, or removed, (11) the reasons for each such action, (111) the authonty under the organtzat,on's organtztng document authonztng such action, and (1v) how the action was accomplished (such as by amendment to the organ,z,ng document) 1 No 3a No 3b 3c 4a 4c Sa Sb C Substitutions only. Was the subst1tut1on the result of an event beyond the organ1zat1on's control, Sc 7 D1d the organ1zat1on provide a grant, loan, compensation, or other s1m1lar payment to a substantial contributor (defined 1n section 4958(c)(3)(C)), a family member of a substantial contributor, or a 35% controlled entity with regard to a substantial contributor, If "Yes," complete Part I of Schedule L (Form 990 or 990-EZ) 8 D1d the organ1zat1on make a loan to a d1squalif1ed person (as defined in section 4958) not described 1n line 7, If "Yes," complete Part I of Schedule L (Form 990 or 990-EZ) 9a Was the organ1zat1on controlled directly or 1nd1rectly at any time during the tax year by one or more d1squal1f1ed persons as defined 1n section 4946 (other than foundation managers and organ1zat1ons described in section 509(a)(1) or (2))' If "Yes," provide detail ,n Part VI. b D1d one or more d1squalif1ed persons (as defined in line 9a) hold a controlling interest 1n any entity in which the supporting organ1zat1on had an interest, If "Yes," provide detail ,n Part VI. C D1d a d1squal1f1ed person (as defined 1n line 9a) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest, If "Yes," provide detail ,n Part VI. 10a b Was the organ1zat1on subJect to the excess business holdings rules of section 4943 because of section 4943(f) (regarding certain Type II supporting organ1zat1ons, and all Type III non-functionally integrated supporting organ1zat1ons)7 If "Yes," answer ltne 10b below D1d the organ1zat1on have any excess business holdings 1n the tax year, (Use Schedule C, Form 4720, to determtne whether the organ1zat1on had excess bustness holdtngs) No 4b Type I or Type II only. Was any added or substituted supported organization part of a class already designated 1n the organ1zat1on's organizing document, D1d the organ1zat1on provide support (whether in the form of grants or the prov1s1on of services or fac1l1t1es) to anyone other than (1) its supported organizations, (11) 1nd1v1duals that are part of the charitable class benefited by one or more of its supported organ1zat1ons, or (111) other supporting organ1zat1ons that also support or benefit one or more of the filing organ1zat1on's supported organizations, If "Yes," provide detail ,n Part VI. Yes 2 b 6 No No 6 No 7 No 8 No 9a No 9b No 9c No 10a No 10b Schedule A (Form 990 or 990-EZl 2018 Schedule A (Form 990 or 990-EZ) 2018 1:1.flit+i Page 5 Supporting Organizations (continued) Yes 11 No Has the organ1zat1on accepted a gift or contribution from any of the following persons7 a A person who directly or 1nd1rectly controls, either alone or together with persons described 1n (b) and (c) below, the governing body of a supported organ1zat1on7 11a No b A family member of a person described 1n (a) above7 11b No C A 35% controlled entity of a person described 1n (a) or (b) above7 If "Yes" to a, b, or c, provide detail m Part VI Uc No sect1on B. Type I supportma 0 raamzat1ons 1 D1d the directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a maJority of the organization's directors or trustees at all times during the tax year7 If "No," descnbe m Part VI how the supported organizat1on(s) effectively operated, supervised, or controlled the organization's act1v1t1es If the organization had more than one supported organization, descnbe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restnct1ons, if any, applied to such powers dunng the tax year 2 D1d the organ1zat1on operate for the benefit of any supported organization other than the supported organ1zat1on(s) that operated, supervised, or controlled the supporting organ1zat1on7 If "Yes," exp/am m Part VI how providing such benefit earned out the purposes of the supported organizat1on(s) that operated, supervised or controlled the supporting organization sect1on 1 C . Type II supportma Yes No Yes No Yes No 1 2 0 raamzat1ons Were a maJority of the organ1zat1on's directors or trustees during the tax year also a maJority of the directors or trustees of each of the organ1zat1on's supported organ1zat1on(s)7 If "No," descnbe m Part VI how control or management of the supporting organization was vested m the same persons that controlled or managed the supported organizat1on(s) 1 Section D. All Type III Supporting Organizations 1 D1d the organ1zat1on provide to each of its supported organ1zat1ons, by the last day of the fifth month of the organ1zat1on's tax year, (1) a written notice describing the type and amount of support provided during the prior tax year, (11) a copy of the Form 990 that was most recently filed as of the date of not1f1cat1on, and (111) copies of the organ1zat1on's governing documents in effect on the date of not1f1cat1on, to the extent not previously prov1ded7 2 Were any of the organ1zat1on's officers, directors, or trustees either (1) appointed or elected by the supported organ1zat1on (s) or (11) serving on the governing body of a supported organizat1on7 If "No," exp/am m Part VI how the organization maintained a close and continuous working relationship with the supported organizat1on(s) 3 By reason of the relat1onsh1p described 1n (2), did the organ1zat1on's supported organizations have a s1gn1f1cant voice 1n the organ1zat1on's investment pol1c1es and 1n directing the use of the organ1zat1on's income or assets at all times during the tax year7 If "Yes," descnbe m Part VI the role the organization's supported organizations played m this regard 1 Yes 2 Yes 3 Yes Section E. Type III Functionally-Integrated Supporting Organizations 1 Check the box next to the method that the organ1zat1on used to satisfy the Integral Part Test during the year (see instructions) D The organization sat1sf1ed the Act1v1t1es Test Complete line 2 below b ~ The organization 1s the parent of each of its supported organizations Complete line 3 below c D The organization supported a governmental entity Describe in Part VI how you supported a government entity (see 1nstruct1ons) a 2 Act1v1t1es Test Answer (a) and (b) below. Yes No a D1d substantially all of the organization's act1v1t1es during the tax year directly further the exempt purposes of the supported organ1zat1on(s) to which the organ1zat1on was respons1ve7 If "Yes," then m Part VI identify those supported organizations and explain how these act1v1t1es directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these act1v1t1es constituted substantially all of its actw1t1es 2a b D1d the act1v1t1es described 1n (a) constitute act1v1t1es that, but for the organ1zat1on's involvement, one or more of the organ1zat1on's supported organizat1on(s) would have been engaged 1n7 If "Yes," exp/am m Part VI the reasons for the organization's position that its supported organizat1on(s) would have engaged m these act1v1t1es but for the organization's involvement 3 2b Parent of Supported Organ1zat1ons Answer (a) and (b) below. a D1d the organ1zat1on have the power to regularly appoint or elect a maJority of the officers, directors, or trustees of each of the supported organizat1ons7 Provide details m Part VI. b D1d the organ1zat1on exercise a substantial degree of d1rect1on over the policies, programs and act1v1t1es of each of its supported organ1zat1ons7 If "Yes," descnbe m Part VI. the role played by the organization m this regard 3a Yes 3b Yes Schedule A (Form 990 or 990-EZl 2018 Schedule A (Form 990 or 990-EZ) 2018 lifiW 1 D Page 6 Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations Check here 1f the organization sat1sf1ed the Integral Part Test as a qualifying trust on Nov 20, 1970 (explain 1n Part VI) See mstruct1ons. All ot h er T voe III non- f unct1ona II1v 1ntearate d suooort1na oraan1zat1ons must compete I Sect1ons A t h roua h E Section A - Adjusted Net Income 1 Net short-term capital gain 1 2 Recoveries of prior-year d1stribut1ons 2 3 Other gross income (see instructions) 3 4 Add lines 1 through 3 4 5 Deprec1at1on and depletion 5 6 Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) 6 7 Other expenses (see 1nstruct1ons) 7 8 Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) 8 Section B - Minimum Asset Amount 1 Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year) (A) Prior Year (B) Current Year (optional) (A) Prior Year (B) Current Year (optional) 1 a Average monthly value of securities la b Average monthly cash balances lb c Fair market value of other non-exempt-use assets le d Total (add lines la, lb, and le) ld e Discount claimed for blockage or other factors (explain in detail in Part VI) 2 Acqu1s1t1on indebtedness applicable to non-exempt use assets 2 3 Subtract line 2 from line ld 3 4 Cash deemed held for exempt use Enter 1-1/2% of line 3 (for greater amount, see instructions) 4 5 Net value of non-exempt-use assets (subtract line 4 from line 3) 5 6 Multiply line 5 by 035 6 7 Recoveries of prior-year d1stribut1ons 7 Minimum Asset Amount (add line 7 to line 6) 8 8 Current Year Section C - Distributable Amount 1 Adjusted net income for prior year (from Section A, line 8, Column A) 1 2 Enter 85% of line 1 2 3 M1n1mum asset amount for prior year (from Section B, line 8, Column A) 3 4 Enter greater of line 2 or line 3 4 5 Income tax imposed 1n prior year 5 6 Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) 6 7 D Check here 1f the current year 1s the organ1zat1on's first as a non-functionally-integrated Type III supporting organization (see instructions Schedule A (Form 990 or 990-EZ) 2018 Schedule A (Form 990 or 990-EZ) 2018 M:J!iflN Page 7 Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations (continued) Current Year Section D - Distributions 1 Amounts paid to supported organ1zat1ons to accomplish exempt purposes 2 Amounts paid to perform act1v1ty that directly furthers exempt purposes of supported organ1zat1ons, in excess of income from act1v1ty 3 Adm1nistrat1ve expenses paid to accomplish exempt purposes of supported organizations 4 Amounts paid to acquire exempt-use assets 5 Qual1f1ed set-aside amounts (prior IRS approval required) 6 Other d1stribut1ons (describe 1n Part VI) See 1nstruct1ons 7 Total annual distributions. Add lines 1 through 6 8 D1stribut1ons to attentive supported organ1zat1ons to which the organization 1s responsive (provide details in Part VI) See instructions 9 Distributable amount for 2018 from Section C, line 6 10 Line 8 amount d1v1ded by Line 9 amount Section E - Distribution Allocations (see instructions) (i) Excess Distributions (ii) Underdistributions Pre-2018 (iii) Distributable Amount for 2018 1 Distributable amount for 2018 from Section C, line 6 2 Underd1stribut1ons, 1f any, for years prior to 2018 (reasonable cause required-- explain in Part VI) See instructions 3 Excess d1stribut1ons carryover, 1f any, to 2018 a From 2013. b From 2014. C From 2015. d From 2016. e From 2017. f Total of lines 3a through e g Applied to underd1stribut1ons of prior years h Applied to 2018 distributable amount i Carryover from 2013 not applied (see 1nstruct1ons) j Remainder Subtract lines 3g, 3h, and 31 from 3f 4 D1stribut1ons for 2018 from Section D, line 7 $ a Applied to underd1stribut1ons of prior years b Applied to 2018 distributable amount C Remainder Subtract lines 4a and 4b from 4 5 Remaining underd1stribut1ons for years prior to 2018, 1f any Subtract lines 3g and 4a from line 2 If the amount 1s greater than zero, explain in Part VI See instructions 6 Remaining underd1stribut1ons for 2018 Subtract lines 3h and 4b from line 1 If the amount 1s greater than zero, explain in Part VI See 1nstruct1ons 7 Excess distributions carryover to 2019. Add lines 3J and 4c 8 Breakdown of line 7 a Excess from 2014. b Excess from 2015. C Excess from 2016. d Excess from 2017. e Excess from 2018. Schedule A (Form 990 or 990-EZ) (2018) Schedule A (Form 990 or 990-EZ) 2018 l:lfli?I Page 8 Supplemental Information. Provide the explanations required by Part II, line 10, Part II, line 17a or 17b, Part III, line 12, Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c, Part IV, Section B, lines 1 and 2, Part IV, Section C, line 1, Part IV, Section D, lines 2 and 3, Part IV, Section E, lines le, 2a, 2b, 3a and 3b, Part V, line 1, Part V, Section B, line le, Part V Section D, lines 5, 6, and 8, and Part V, Section E, lines 2, 5, and 6 Also complete this part for any add1t1onal 1nformat1on (See instructions) Facts And Circumstances Test 990 S ch e d u I e A, suoo ementa In f ormat1on Return Reference Explanation SCHEDULE A, PART I, LINE 12G, COLUMN (VI) BEAUMONT HEALTH IS THE PARENT ORGANIZATION OF A MULTI-ENTITY, MULTI-HOSPITAL HEALTH SYSTEM THAT WAS FORMED AS THE RESULT OF THE AGGREGATION OF THREE PREVIOUSLY INDEPENDENT HEALTHS YSTEMS BEAUMONT HEALTH PROVIDES SUPPORT TO ITS SUPPORTED ORGANIZATIONS THROUGH GOVERNANCE , LEADERSHIP, STRATEGY, AND CERTAIN FUNCTIONS SUCH AS ACCOUNTS PAYABLE (AND ISSUING OF PAY MENTS, 1099'5 TO VENDORS OF THE ENTIRE SYSTEM), AND TREASURY OVERSIGHT INCLUDING THE OBTAI NING OF TAX-EXEMPT BONDS AS WELL AS TAXABLE DEBT FOR THE SYSTEM IT DOES SO BY PULLING IN RESOURCES FROM THE VARIOUS SYSTEM MEMBERS TO PROVIDE THESE SERVICES FOR ITS SUPPORTED ORGA NIZATIONS SUCH COSTS ARE ALLOCATED FROM VARIOUS ENTITIES THAT HAVE CONTINUED TO INCUR THE UNDERLYING COSTS TO BEAUMONT HEALTH WHO THEN CHARGES THEM BACK - HENCE REVENUES EQUAL EXP ENSES THE CHARACTER OF WHAT HAS BEEN ALLOCATED TO BEAUMONT HEALTH HAS BEEN RETAINED IN TH E PRESENTATION OF THE INCOME STATEMENT IN ADDITION, MONIES AND ASSETS FLOW THROUGH BEAUMO NT HEALTH TO BRING ASSETS UP AND MOVE THEM TO WHERE THEY ARE NEEDED IN THE SYSTEM THESE A RE REFLECTED ON THE BALANCE SHEET 990 S c h e d u I e A I S uoo ementa I I n f ormat1on Return Reference Explanation SCHEDULE A, PART IV, SECTION D, LINE 3 BEAUMONT HEALTH IS THE PARENT AND SUPPORTING ORGANIZATION OF AN INTEGRATED HEALTH CARE SYS TEM CONSISTING OF BOTSFORD GENERAL HOSPITAL, OAKWOOD HEALTHCARE, INC AND WILLIAM BEAUMONT HOSPITAL (THE SUPPORTED ORGANIZATIONS) BEAUMONT HEALTH MANAGES AND DIRECTS THE SUPPORTED ORGANIZATIONS' DELIVERY OF HEALTH CARE INCLUDING PROVIDING LONG-TERM AND STRATEGIC PLANNI NG, FINANCIAL CONTROL, AND PROGRAMS AND POLICIES THAT ALLOW THE SUPPORTED ORGANIZATIONS TO FUNCTION AS AN INTEGRATED HEALTH CARE DELIVERY SYSTEM BEAUMONT HEALTH'S GOVERNING BODY I S COMPOSED OF AT LEAST ONE OR MORE MEMBERS OF THE GOVERNING BODIES OF EACH OF THE SUPPORTE D ORGANIZATIONS IN ADDITION, THERE IS AN OVERLAP OF OFFICERS BETWEEN ORGANIZATIONS TO HEL P ENSURE THAT THERE IS A CLOSE AND CONTINUOUS WORKING RELATIONSHIP WITH EACH SUPPORTED ORG ANIZATION THE SUPPORTED ORGANIZATIONS HAVE A SIGNIFICANT VOICE IN BEAUMONT HEALTH'S OPERA TIONS, INCLUDING THE USE OF ITS INCOME AND ASSETS FOR EXAMPLE, BUDGETS ARE SUBMITTED BY T HE SUPPORTED ORGANIZATIONS TO BEAUMONT HEALTH FOR APPROVAL THIS SUBMISSION ALLOWS THE SUP PORTED ORGANIZATIONS TO ARTICULATE THEIR NEEDS (BUDGETING, CAPITAL ACQUISITIONS, OPERATING CASH FLOW NEEDS, ETC ) FOR CONSIDERATION OF FUNDING IN ADDITION, THE SUPPORTED ORGANIZAT IONS HAVE INPUT INTO ALL THE INVESTMENT POLICIES OF BEAUMONT HEALTH THROUGH EACH SUPPORTED ORGANIZATION'S PRESENCE ON THE GOVERNING BOARD OF BEAUMONT HEALTH 990 S c h e d u I e A I S uoo ementa I I n f ormat1on Return Reference SCHEDULE A, PART IV, SECTION E, LINE 3A Explanation BEAUMONT HEALTH IS SOLELY RESPONSIBLE FOR THE DIRECT APPOINTMENT OR ELECTION OF THE OFFICE RS, DIRECTORS AND TRUSTEES OF EACH OF THE SUPPORTED ORGANIZATIONS 990 S c h e d u I e A I S uoo ementa I I n f ormat1on Return Reference Explanation SCHEDULE A, PART IV, SECTION E, LINE 38 BEAUMONT HEALTH IS ORGANIZED TO OPERATE EXCLUSIVELY FOR THE BENEFIT OF, TO PERFORM THE FUN CTIONS OF, AND TO CARRY OUT THE PURPOSES OF BOTSFORD GENERAL HOSPITAL, OAKWOOD HEALTHCARE, INC AND WILLIAM BEAUMONT HOSPITAL (THE "SUPPORTED ORGANIZATIONS") BEAUMONT HEALTH FUNCT IONS AS AN INTEGRATED OPERATING COMPANY THAT MANAGES AND DIRECTS THE SUPPORTED ORGANIZATIO NS' DELIVERY OF HEALTH CARE, INCLUDING PROVIDING LONG-RANGE AND STRATEGIC PLANNING, FINANC IAL CONTROL, AND PROGRAMS AND POLICIES THAT CAUSE THE SUPPORTED ORGANIZATIONS TO FUNCTION AS AN INTEGRATED HEALTH CARE DELIVERY SYSTEM BEAUMONT HEALTH IS RESPONSIBLE FOR THE OVERA LL COORDINATION AND SUPERVISION OF THE HEALTH SYSTEM'S SUPPORTED ORGANIZATIONS AND IS RESP ONSIBLE FOR APPROVAL OF THE SUPPORTED ORGANIZATIONS' BUDGETS, STRATEGIC PLANNING, MARKETIN G, RESOURCE ALLOCATION AND COMMUNITY BENEFIT ACTIVITIES BEAUMONT HEALTH ALSO IS RESPONSIB LE FOR THE MANAGEMENT AND INVESTMENT OF THE ENDOWMENTS OF THE SUPPORTED ORGANIZATIONS Additional Data Software ID: Software Version: EIN: Name: 46-5718220 BEAUMONT HEALTH Form 990, Sch A, Part I, Line 12g - Provide the following information about the supported organization(s). (i)Name of supported organ1zat1on (ii)EIN (iii) Type of organ1zat1on ( described on lines 1- 9 above (see 1nstruct1ons)) (iv) ls the organization listed in your governing document? (A) WILLIAM BEAUMONT HOSPITAL 381459362 3 Yes 0 0 (A) OAKWOOD HEALTHCARE INC 381405141 3 Yes 0 0 (B) BOTSFORD GENERAL HOSPITAL 381426919 3 Yes 0 0 Yes (v) Amount of monetary support (see 1nstruct1ons) (vi) Amount of other support (see 1nstruct1ons) No efile GRAPHIC rint - DO NOT PROCESS SCHEDULED lntc:m~li Re\ emit:" 'ien 1cc: DLN:93493319051039 0MB No 1545-0047 Supplemental Financial Statements (Form 990) Dc'JKtI1mc'nt oftht:" Trt'J..,un As Filed Data - 2018 II> Complete if the organization answered "Yes," on Form 990, Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b. II> Attach to Form 990. II> Go to www.irs.gov/Form990 for the latest information. Name of the organization Open to Public Inspection Employer identification number BEAUMONT HEALTH liflil 46-5718220 Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete 1f the organ1zat1on answered "Yes" on Form 990, Part IV, line 6. (a) Donor advised funds 1 Total number at end of year 2 Aggregate value of contributions to (during year) 3 Aggregate value of grants from (during year) 4 Aggregate value at end of year (b)Funds and other accounts 5 Did the organ1zat1on inform all donors and donor advisors 1n writing that the assets held in donor advised funds are the organ1zat1on's property, subject to the organ1zat1on's exclusive legal contro17 6 Did the organ1zat1on inform all grantees, donors, and donor advisors 1n writing that grant funds can be used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring 1mperm1ss1ble private benef1t7 •iflif • 1 D Yes D No D Yes D No Conservation Easements. Complete 1f the organ1zat1on answered "Yes" on Form 990, Part IV, line 7. Purpose(s) of conservation easements held by the organization (check all that apply) D D D 2 Preservation of land for public use (e g , recreation or education) Protection of natural habitat D D Preservation of an historically important land area Preservation of a cert1f1ed historic structure Preservation of open space Complete lines 2a through 2d 1f the organ1zat1on held a qual1f1ed conservation contribution in the form of a conservation easement on the last day of the tax year Held at the End of the Year a Total number of conservation easements 2a b Total acreage restricted by conservation easements 2b c Number of conservation easements on a cert1f1ed historic structure included 1n (a) 2c d Number of conservation easements included in (c) acquired after 7/25/06, and not on a historic structure listed 1n the National Register 2d 3 Number of conservation easements mod1f1ed, transferred, released, ext1ngu1shed, or terminated by the organization during the tax year II> 4 Number of states where property subject to conservation easement 1s located II> 5 Does the organ1zat1on have a written policy regarding the periodic monitoring, inspection, handling of v1olat1ons, and enforcement of the conservation easements 1t holds7 6 Staff and volunteer hours devoted to monitoring, 1nspect1ng, handling of v1olat1ons, and enforcing conservation easements during the year ... 7 Amount of expenses incurred in monitoring, inspecting, handling of v1olat1ons, and enforcing conservation easements during the year ----------- ... $ 8 ----------- D D No ----------- Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(1) and section 170(h)(4)(B)(11) 7 9 Yes D Yes D No In Part XIII, describe how the organ1zat1on reports conservation easements 1n its revenue and expense statement, and balance sheet, and include, 1f applicable, the text of the footnote to the organ1zat1on's financial statements that describes the organization's accounting for conservation easements •@f ffi Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets. Complete 1f the organ1zat1on answered "Yes" on Form 990, Part IV, line 8. la If the organ1zat1on elected, as permitted under SFAS 116 (ASC 958), not to report 1n its revenue statement and balance sheet works of art, historical treasures, or other s1m1lar assets held for public exh1b1t1on, education, or research 1n furtherance of public service, provide, 1n Part XIII, the text of the footnote to its f1nanc1al statements that describes these items b If the organ1zat1on elected, as permitted under SFAS 116 (ASC 958), to report 1n its revenue statement and balance sheet works of art, historical treasures, or other s1m1lar assets held for public exh1b1t1on, education, or research 1n furtherance of public service, provide the following amounts relating to these items II> $ (i) Revenue included on Form 990, Part VIII, line 1 II> $ (ii) Assets included in Form 990, Part X ------------------- If the organ1zat1on received or held works of art, historical treasures, or other s1m1lar assets for f1nanc1al gain, provide the 2 following amounts required to be reported under SFAS 116 (ASC 958) relating to these items a Revenue included on Form 990, Part VIII, line 1 b Assets included in Form 990, Part X For Paperwork Reduction Act Notice, see the Instructions for Form 990. ... $ ---------- ... $ Cat No 52283D Schedule D (Form 990) 2018 Schedule D (Form 990) 2018 jiflfhi Page 2 Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued) Using the organization's acqu1s1t1on, accession, and other records, check any of the following that are a s1gnif1cant use of its collection items (check all that apply) 3 a b C D D D d Public exh1b1t1on e Scholarly research D D Loan or exchange programs Other Preservation for future generations 4 Provide a description of the organ1zat1on's collections and explain how they further the organ1zat1on's exempt purpose in Part XIII 5 During the year, did the organization solicit or receive donations of art, historical treasures or other s1m1lar assets to be sold to raise funds rather than to be ma1nta1ned as part of the organ1zat1on's collect1on7 l:tfllN D Yes D No Escrow and Custodial Arrangements. Complete 1f the organ1zat1on answered "Yes" on Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21. la Is the organ1zat1on an agent, trustee, custodian or other 1ntermed1ary for contributions or other assets not included on Form 990, Part X7 If "Yes," explain the arrangement 1n Part XIII and complete the following table Beginning balance le d Add1t1ons during the year 1d e D1stribut1ons during the year le f Ending balance 1f b Did the organ1zat1on include an amount on Form 990, Part X, line 21, for escrow or custodial account l1ab11ity7 • If "Yes," explain the arrangement in Part XIII Check here 1f the explanation has been provided 1n Part XIII •:.r:.11111-.·- Endowment Funds. D No •• D D Yes D No Complete 1f the organ1zat1on answered "Yes" on Form 990, Part IV, line 10. (a)Current year la Beginning of year balance b Contributions C Yes Amount b c 2a D (b)Prior year (c)Two years back 73,045,050 0 12,412,611 77,224,212 -3,360,036 1,830,631 10,776,192 6,009,793 71,321,433 73,045,050 Net investment earnings, gains, and losses ( d )Three years back (e)Four years back d Grants or scholarships e Other expenditures for fac11it1es and programs f Adm1n1strat1ve expenses g End of year balance Provide the estimated percentage of the current year end balance (line lg, column (a)) held as 2 a Board designated or quasi-endowment II> b Permanent endowment II> c Temporarily restricted endowment II> 44 830 % 46 170 % 9 000 % The percentages on lines 2a, 2b, and 2c should equal 100% 3a b Are there endowment funds not 1n the possession of the organ1zat1on that are held and adm1n1stered for the organ1zat1on by Yes (i) unrelated organ1zat1ons 3a(i) (ii) related organ1zat1ons If "Yes" on 3a(11), are the related organ1zat1ons listed as required on Schedule R7 3a(ii) Yes 3b Yes No No Describe in Part XIII the intended uses of the organ1zat1on's endowment funds 4 •@I?• Land, Buildings, and Equipment. Complete 1f the or~an1zat1on answered "Yes" on Form 990, Part IV, line lla. See Form 990, Part X, line 10. (b) Cost or other basis (other) (a) Cost or other basis (c) Accumulated deprec1at1on (d) Book value Description of property (investment) la Land b Buildings C Leasehold improvements d Equipment e Other Total. Add lines la through le (Column (d) must equal Form 990, Part X, column (8), lme 10(c)) ... 0 Schedule D (Form 990) 2018 Schedule D (Form 990) 2018 iifii!JO Page 3 Investments-Other Securities. Complete 1f the organ1zat1on answered "Yes" on Form 990, Part IV, line llb. See Form 990, Part X, line 12. (a) Description of security or category (1nclud1ng name of security) (b) Book value (c) Method of valuation Cost or end-of-year market value ( 1) Financial derivatives (2) Closely-held equity interests (3)0ther (A) (B) (C) (D) (E) (F) (G) (H) - Total. (Column (b) must equal Fo1m 990, Part X, col (8) line 12) ~ Investments-Program Related. Complete 1f the organ1zat1on answered 'Yes' on Form 990, Part IV, line llc. See Form 990, Part X, line 13. (a) Description of investment (b) Book value (c) Method of valuation Cost or end-of-year market value (1) (2) (3) (4) (5) (6) (7) (8) (9) Total. (Column (b) must equal Fo1m 990, Part X, col (8) /me 13) ··~1..iiia•- ~ Other Assets. Complete 1f the organization answered 'Yes' on Form 990, Part IV, line 1 ld See Form 990, Part X, line 15 (a) Description (b) Book value (1) DEBT RECEIVABLE FROM AFFILIATES (2) 903,021,692 (3) (4) (5) (6) (7) (8) (9) Total. (Column (b) must equal Form 990, Part X, col (8) lme 15) -z•-1. ~ 903,021,692 Other Liabilities. Complete 1f the organ1zat1on answered 'Yes' on Form 990, Part IV, line lle or llf. See Form 990, Part X, line 25. (a) Description of l1ab11ity (b) Book value (1) Federal income taxes (2) (3) (4) (5) (6) (7) (8) (9) Total. (Column (b) must equal Fo1m 990, Part X, col (8) /me 25) ~ 2. L1ab11ity for uncertain tax pos1t1ons In Part XIII, provide the text of the footnote to the organ1zat1on's financial statements that reports the organ1zat1on's llab11ity for uncertain tax pos1t1ons under FIN 48 (ASC 740) Check here 1f the text of the footnote has been provided in Part XIII D Schedule D (Form 990) 2018 Schedule D (Form 990) 2018 lifii:f i Page 4 Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete 1f the organ1zat1on answered 'Yes' on Form 990, Part IV, line 12a. 1 Total revenue, gains, and other support per audited financial statements 2 Amounts included on line 1 but not on Form 990, Part VIII, line 12 1 a Net unrealized gains (losses) on investments 2a 2b b Donated services and use of fac1l1t1es C Recoveries of prior year grants 2c d Other (Describe in Part XIII ) 2d e Add lines 2a through 2d 3 2e Subtract line 2e from line 1 3 Amounts included on Form 990, Part VIII, line 12, but not on line 1 4 a Investment expenses not included on Form 990, Part VIII, line 7b b Other (Describe in Part XIII ) C Add lines 4a and 4b I 4a I 4b 4c Total revenue Add lines 3 and 4c. (This must equal Form 990, Part I, line 12 ) 5 · · ~ 1..iiia. • 5 Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Com lete 1f the or an1zat1on answered 'Yes' on Form 990, Part IV, line 12a. 1 1 Total expenses and losses per audited f1nanc1al statements 2 Amounts included on line 1 but not on Form 990, Part IX, line 25 a Donated services and use of fac1l1t1es 2a b Prior year adJustments 2b C Other losses 2c d Other (Describe in Part XIII ) 2d e Add lines 2a through 2d 2e 3 Subtract line 2e from line 1 4 Amounts included on Form 990, Part IX, line 25, but not on line 1: a Investment expenses not included on Form 990, Part VIII, line 7b 4a b Other (Describe in Part XIII ) 4b C 5 3 Add lines 4a and 4b 4c Total expenses Add lines 3 and 4c. (This must equal Form 990, Part I, line 18 ) 5 Supplemental Information Provide the descriptions required for Part II, lines 3, 5, and 9, Part III, lines la and 4, Part IV, lines lb and 2b, Part V, line 4, Part X, line 2, Part XI, lines 2d and 4b, and Part XII, lines 2d and 4b Also complete this part to provide any add1t1onal information Return Reference Explanation Schedule D (Form 990) 2018 Schedule D (Form 990) 2018 Page 5 Supplemental Information (continued) Explanation Schedule D
Complete if the organization answered "Yes" on Form 990, Part IV, line 23. II> Attach to Form 990. II> Go to www.irs.gov/Form990 for instructions and the latest information. 2018 Open to Public Ins , ection lntc:m~li Re\ emit:" 'ien 1cc: Name of the organ1zat1on Employer identification number BEAUMONT HEALTH •er. 1 ••• I46-5718220 Questions Regarding Compensation Yes la D D D D b First-class or charter travel Travel for companions Tax 1demn1f1cat1on and gross-up payments D1scret1onary spending account D D D D Housing allowance or residence for personal use Payments for business use of personal residence Health or social club dues or 1n1t1at1on fees Personal services (e g , maid, chauffeur, chef) If any of the boxes in line la are checked, did the organ1zat1on follow a written policy regarding payment or reimbursement lb f----+--+--2 or prov1s1on of all of the expenses described above? If "No," complete Part III to explain 2 Did the organ1zat1on require substant1at1on prior to re1mburs1ng or allowing expenses incurred by all directors, trustees, officers, including the CEO/Executive Director, regarding the items checked 1n line la? 3 Indicate which, 1f any, of the following the f1l1ng organization used to establish the compensation of the organ1zat1on's CEO/Executive Director Check all that apply Do not check any boxes for methods used by a related organ1zat1on to establish compensation of the CEO/Executive Director, but explain 1n Part III D D D 4 No Check the approp1ate box(es) 1f the organization provided any of the following to or for a person listed on Form 990, Part VII, Section A, line la Complete Part III to provide any relevant information regarding these items Compensation committee Independent compensation consultant Form 990 of other organizations D D D Written employment contract Compensation survey or study Approval by the board or compensation committee During the year, did any person listed on Form 990, Part VII, Section A, line la, with respect to the f1l1ng organ1zat1on or a related organ1zat1on a b Receive a severance payment or change-of-control payment? 4a Yes Part1c1pate 1n, or receive payment from, a supplemental nonqual1f1ed retirement plan? 4b Yes c Part1c1pate 1n, or receive payment from, an equity-based compensation arrangement? If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item 1n Part III 4c No The organ1zat1on? Sa No Any related organ1zat1on? If "Yes," on line Sa or Sb, describe 1n Part III Sb No The organ1zat1on? 6a No Any related organ1zat1on? 6b No 7 No 8 No Only 501(c)(3), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9. 5 For persons listed on Form 990, Part VII, Section A, line la, did the organ1zat1on pay or accrue any compensation contingent on the revenues of a b 6 For persons listed on Form 990, Part VII, Section A, line la, did the organ1zat1on pay or accrue any compensation contingent on the net earnings of a b If "Yes," on line 6a or 6b, describe 1n Part III 7 For persons listed on Form 990, Part VII, Section A, line la, did the organ1zat1on provide any nonf1xed payments not described 1n lines 5 and 6? If "Yes," describe 1n Part III 8 Were any amounts reported on Form 990, Part VII, paid or accured pursuant to a contract that was subJect to the 1n1t1al contract exception described 1n Regulations section 53 4958-4(a)(3)? If "Yes," describe in Part III 9 If "Yes" on line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53 4958-6(c)? For Paperwork Reduction Act Notice, see the Instructions for Form 990. 9 Cat No 50053T Schedule J (Form 990) 2018 Schedule J (Form 990) 2018 •@ff• Page 2 Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies 1f add1t1onal space 1s needed. For each 1nd1v1dual whose compensation must be reported on Schedule J, report compensation from the organization on row (1) and from related organizations, described in the 1nstruct1ons, on row (11) Do not list any 1nd1v1duals that are not listed on Form 990, Part VII Note. The sum of columns (B (1)-(111) for each listed 1nd1v1dual must eaual the total amount of Form 990, Part VII, Section A, line la, aool1cable column (D and (E) amounts for that 1nd1v1dual (A) Name and Title (B) Breakdown of W-2 and/or 1099-MISC compensation (ii) Bonus & incentive (iii) Other (i) Base compensation 1 DAVID WOOD EVP & CHIEF MEDICAL OFFICER 2 JOHN FOX PRESIDENT & CEO (i) (ii) (i) (ii) 3 MALCOLM HENOCH MD DIRECTOR (END 12/31/18) (i) (ii) 4 JOHN KERNDL EVP & CHIEF FINANCIAL OFFICER 5 JOHN KEUTEN FORMER OFFICER (END 2016) 6 BRIAN CONNOLLY FORMER KEY EMPLOYEE (END 2014) (i) (ii) (i) (ii) (i) (ii) 0 ------------719,271 0 ------------1,848,289 0 ------------495,401 0 ------------662,907 0 ------------0 0 ------------0 compensation reportable compensation 0 0 ------------- ------------- 496,904 694,137 (C) Retirement and other deferred compensation 0 (D) Nontaxable benefits (E) Total of columns (B)(1)-(D) 0 0 ------------- ------------- ------------442,451 21,033 2,373,796 0 0 0 0 0 ------------- ------------- 1,601,798 810,062 1,657,430 15,302 5,932,881 0 0 0 0 0 ------------- ------------- 293,318 11,779 0 0 ------------- ------------- 282,245 7,482 ------------- ------------- ------------------------- ------------- ------------208,662 15,415 1,024,575 0 0 0 ------------- ------------- ------------393,430 19,762 1,365,826 0 0 0 0 0 ------------- ------------- 69,245 68,165 0 0 137,410 0 0 0 0 0 ------------- ------------- 1,304,985 115,629 ------------- ------------- ------------------------- ------------- ------------0 178 1,420,792 (F) Compensation in column (B) reported as deferred on prior Form 990 0 ------------439,187 0 ------------1,708,820 0 ------------183,866 0 ------------282,245 0 ------------0 0 ------------0 Schedule J (Form 990) 2018 Page 3 Schedule J (Form 990) 2018 •@If O Supplemental Information Provide the 1nformat1on, explanation, or descriptions required for Part I, lines la, lb, 3, 4a, 4b, 4c, Sa, Sb, 6a, 6b, 7, and 8, and for Part II Also complete this part for any add1t1onal information Return Reference PART I, LINE 3 Explanation BOTSFORD GENERAL HOSPITAL, OAKWOOD HEALTHCARE, INC, AND WILLIAM BEAUMONT HOSPITAL, RELATED TAX-EXEMPT ORGANIZATIONS OF BEAUMONT HEALTH, USE THE FOLLOWING TO ESTABLISH THE COMPENSATION OF THE ORGANIZATION'S TOP MANAGEMENT OFFICIALS - COMPENSATION COMMITTEE INDEPENDENT CONSULTANTS - WRITTEN EMPLOYMENT CONTRACTS - COMPENSATION SURVEYS AND STUDIES - APPROVAL BY BOARD OR COMPENSATION COMMITTEE Return Reference SCHEDULE J, PART I, LINE 4A Explanation FOR SOME INDIVIDUALS, THE EMPLOYMENT AGREEMENT MAY PROVIDE IF THE EMPLOYER TERMINATES THE AGREEMENT AND THE PARTIES SEPARATE OTHER THAN FOR CAUSE, THE EMPLOYEE MAY BE ENTITLED TO SEVERANCE PAY THE TERMS AND CONDITIONS TO RECEIVE SEVERANCE PAYMENTS REQUIRE THE EMPLOYEE TO SIGN A RELEASE OF CLAIMS FORM THAT COVERS ALL SITUATIONS SURROUNDING THE EMPLOYEE'S EMPLOYMENT AND SEPARATION FROM THE COMPANY SEVERANCE PAYMENTS MADE BY BEAUMONT HEALTH AND ITS RELATED ORGANIZATIONS DURING 2018 INCLUDE PAYMENTS TO THE FOLLOWING INDIVIDUALS BRIAN CONNOLLY, SEVERANCE PAYMENT $170,886 JOHN KEUTEN, SEVERANCE PAYMENT $68,165 Return Reference SCHEDULE J, PART I, LINE 4B Explanation ALTHOUGH BEAUMONT HEALTH IS THE STATUTORY EMPLOYER OF MOST OF THE SYSTEM EMPLOYEES, BEAUMONT HEALTH IS NOT THE COMMON LAW EMPLOYER OF MOST, IF NOT ALL, OF THE EMPLOYEES THE EMPLOYEES ARE REPORTED ON THE FORM 990 OF THEIR COMMON LAW EMPLOYER ITS SUPPORTED ORGANIZATIONS PROVIDE CERTAIN SUPPLEMENTAL RETIREMENT BENEFITS TO CERTAIN OFFICERS, KEY EMPLOYEES AND PHYSICIANS THESE BENEFITS ARE PROVIDED THROUGH A NON-QUALIFIED DEFERRED COMPENSATION PLAN, UNDER WHICH THE BENEFITS BEING EARNED ARE SUBJECT TO A SUBSTANTIAL RISK OF FORFEITURE TO BECOME ENTITLED TO THE BENEFITS BEING PROVIDED, EACH COVERED EMPLOYEE MUST MEET SPECIFIED REQUIREMENTS RELATING TO FURTHER EMPLOYMENT UNTIL THOSE REQUIREMENTS ARE SATISFIED, THE EMPLOYEE IS NOT ENTITLED TO THESE AMOUNTS IF THE EMPLOYEE WERE TO HAVE TERMINATED EMPLOYMENT VOLUNTARILY IN THE YEAR TO WHICH THIS RETURN APPLIES, THOSE SUPPLEMENTAL RETIREMENT BENEFITS WOULD NOT HAVE BEEN PAID OUT IT SHOULD BE NOTED THAT THESE SUPPLEMENTAL RETIREMENT BENEFITS ARE PART OF A RETIREMENT PROGRAM THAT PROVIDES RETIREMENT INCOME FOR ALL YEARS OF SERVICE THAT THE EMPLOYEE PROVIDES TO THE ORGANIZATION ANY RETIREMENT BENEFITS SHOULD BE VIEWED AS APPLYING TO THE ENTIRE LENGTH OF THE EMPLOYEE'S SERVICE TO THE ORGANIZATION DAVID WOOD, NON-QUALIFIED PLAN DISTRIBUTION, SERP 457(F) $663,430 JOHN FOX, NON-QUALIFIED PLAN DISTRIBUTION, SERP 457(F) $749,965 Return Reference PART II Explanation EXECUTIVE COMPENSATION AT BEAUMONT HEALTH BACKGROUND BEAUMONT HEALTH'S EXECUTIVE COMPENSATION PHILOSOPHY AND PROGRAM ALIGNS WITH OUR STRATEGIC OBJECTIVES, WHICH CONTRIBUTE TO THE HEALTH AND WELL-BEING OF THE RESIDENTS THROUGHOUT THE COMMUNITIES WE SERVE AS BEAUMONT LOOKS TO RETAIN TOP TALENT IN BOTH EXECUTIVE AND NON-EXECUTIVE POSITIONS ACROSS THE ORGANIZATION, SIMILAR PHILOSOPHIES ARE UTILIZED, WHICH ALIGN WITH OUR ORGANIZATIONAL VALUES OF COMPASSION, RESPECT, INTEGRITY, TEAMWORK, AND EXCELLENCE TO SUCCESSFULLY LEAD SUCH A LARGE, COMPLEX ORGANIZATION LIKE BEAUMONT HEALTH, HIGHLY TALENTED EXECUTIVE LEADERSHIP IS ESSENTIAL SUCCESSFUL RECRUITING, RETENTION AND MOTIVATION OF LEADERS REQUIRES NATIONALLY COMPETITIVE COMPENSATION AND BENEFITS BEAUMONT ALSO CONSIDERS RECRUITING EXECUTIVE LEADERS WHO COULD CHOOSE POSITIONS IN INDUSTRY SECTORS OTHER THAN HEALTH CARE BASED ON A RIGOROUS OBJECTIVE METHODOLOGY, INCLUDING REVIEW OF AN INDEPENDENT CONSULTANT'S NATIONAL MARKET DATA FROM OTHER HEALTH SYSTEMS, ASSESSMENT OF JOB RESPONSIBILITIES, EVALUATION OF QUALIFICATIONS, AND REVIEW AND APPROVAL BY A BOARD COMMITIEE COMPRISED OF INDEPENDENT AND DISINTERESTED DIRECTORS, BEAUMONT HEALTH IS CONFIDENT THAT OUR EXECUTIVES' COMPENSATION IS BOTH COMPETITIVE AND REASONABLE PHILOSOPHY OUR EXECUTIVE COMPENSATION PROGRAMS ARE BASED ON THE FOLLOWING KEY ATIRIBUTES - PROGRAMS ARE ALIGNED TO THE MARKET - BEAUMONT PROVIDES MARKET COMPETITIVE COMPENSATION AND BENEFITS THAT ARE COMMONLY PROVIDED BY HEALTH SYSTEMS OF OUR SIZE AND COMPLEXITY BEAUMONT EXECUTIVE COMPENSATION IS ALSO ALIGNED WITH THE PERFORMANCE OF THE ORGANIZATION FOR EXAMPLE, WHEN THE ORGANIZATION ACHIEVED UPPER-QUARTILE PERFORMANCE, THE INTENT IS TO HAVE EXECUTIVE PAY ALIGNED WITH MARKET PAY IN THE UPPER-QUARTILE LOWER LEVELS OF PERFORMANCE RESULTS IN LOWER LEVELS OF EXECUTIVE PAY, INCLUDING NO INCENTIVE PAY IF THE ORGANIZATION DOES NOT MEET CERTAIN FINANCIAL METRICS - PERFORMANCE METRICS ARE TIED TO KEY STRATEGIC OBJECTIVES - A LARGE PORTION OF AN EXECUTIVE'S COMPENSATION AT BEAUMONT IS DEPENDENT ON HOW THE ORGANIZATION PERFORMS ON KEY GOALS AND METRICS INCLUDING PATIENT SAFETY, QUALITY OF CARE, AND PATIENT EXPERIENCE AND SATISFACTION AS SUCH, A SUBSTANTIAL PORTION OF AN EXECUTIVE'S PAY IS 'AT-RISK' (NOT GUARANTEED) BASED ON ORGANIZATIONAL PERFORMANCE SOME OF THE 'AT RISK' PAY IS AWARDED OVER A MULTI-YEAR PERIOD AND THERE ARE NO GUARANTEES THE ENTIRE AMOUNT WILL BE PAID THE EXECUTIVE'S ACTUAL TAKE HOME PAY IN ANY GIVEN YEAR MIGHT BE LESS THAN THE TOTAL COMPENSATION AS REPORTED ON THE 990 IF THE ORGANIZATION'S OBJECTIVES OVER MULTIPLE YEARS ARE NOT ACHIEVED FURTHER, COLUMN E OF SCHEDULE J OF THE 990 CAN BE EASILY MISINTERPRETED AND IS OFTEN OVERSTATED DUE TO COUNTING COMPENSATION ACCRUED IN A GIVEN YEAR, BUT NOT YET VESTED TO AVOID INADVERTENTLY "DOUBLE COUNTING" COMPENSATION THE BEST REFLECTION OF A SINGLE YEAR'S COMPENSATION IS SCHEDULE J COLUMN B (I-III), WHICH CONTAINS THE MOST ACCURATE SOURCE OF INFORMATION RELATED TO AN EXECUTIVE'S PAID COMPENSATION IN ANY GIVEN YEAR YEAR TO YEAR, AN EXECUTIVE'S TOTAL COMPENSATION WILL VARY BASED ON ORGANIZATIONAL PERFORMANCE AS WELL AS THE SCHEDULED TIMING OF PAYMENTS OF AMOUNTS EARNED BUT NOT VESTED IN EARLIER YEARS - GENERAL HEALTH AND WELFARE PROGRAMS ARE CONSISTENT WITH NON-EXECUTIVES - IN AN EFFORT TO DRIVE CONSISTENCY, TRANSPARENCY, AND FAIRNESS, BEAUMONT EXECUTIVES PARTICIPATE IN THE SAME HEALTH AND WELFARE PROGRAMS AS OTHER NON-EXECUTIVE EMPLOYEES GOVERNANCE OF EXECUTIVE COMPENSATION BEAUMONT IS COMMITIED TO MAINTAINING HIGH STANDARDS OF CORPORATE GOVERNANCE OUR CORPORATE GOVERNANCE PROCESS IS COMPLIANT, TRANSPARENT AND ENSURES COMPENSATION IS ADMINISTERED IN A FAIR AND EQUITABLE MANNER EXECUTIVE COMPENSATION IS GOVERNED BY THE ORGANIZATION AND COMPENSATION COMMITIEE (OCC) OF THE BOARD OF DIRECTORS OF BEAUMONT HEALTH, THE PARENT ORGANIZATION OF A MULTIENTITY HEALTH SYSTEM THE COMMITIEE IS COMPRISED OF INDEPENDENT BOARD MEMBERS WHO HAVE NO CONFLICTS OF INTEREST AS IT RELATES TO THE ORGANIZATION'S EXECUTIVE COMPENSATION THE COMMITIEE IS RESPONSIBLE FOR - REVIEWING, VALIDATING AND APPROVING PERFORMANCE GOALS AND METRICS RELATED TO THE EXECUTIVE'S AT-RISK COMPENSATION PLANS - REVIEWING, VALIDATING AND APPROVING PERFORMANCE ACHIEVED ON THE EXECUTIVE AT-RISK COMPENSATION PLANS - REVIEWING AND APPROVING COMPENSATION FOR EACH MEMBER OF THE ORGANIZATION'S SENIOR LEADERSHIP TEAM - ENSURING COMPENSATION IS REASONABLE AND APPROPRIATE BASED ON PERFORMANCE ACHIEVED AND THE ORGANIZATION'S MISSION THE COMMITIEE ALSO RECEIVES SUPPORT FROM OUTSIDE ADVISORS WITH EXPERTISE IN HEALTH CARE ORGANIZATIONS AND EXECUTIVE COMPENSATION Schedule {Form 990} 2018 I I DLN:934933190510391 lefile GRAPHIC print - DO NOT PROCESS As Filed Data Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing. Schedule K (Form 990) Department of the Treasury Internal Revenue Service Name of the organization 0MB No 1545-0047 Supplemental Information on Tax-Exempt Bonds 2018 II> Complete if the organization answered "Yes" to Form 990, Part VI, line 24a. Provide descriptions, explanations, and any additional information in Part VI. II> Attach to Form 990. ll>Go to www.irs.gov/Form990 for the latest information. Open to Public Ins ection Employer identification number BEAUMONT HEALTH 46-5718220 Bond Issues (a) Issuer name ( b) Issuer EIN (c) CUSIP # (d) Date issued (e) Issue price (f) Description of purpose ( g) Defeased Yes No (h) On behalf of issuer Yes No (i) Pool financing Yes No A MICHIGAN FINANCE AUTHORITY 80-0596186 59447P6N6 01-28-2015 469,258,819 SEE PART VI X X X B MICHIGAN FINANCE AUTHORITY 80-0596186 59447THE3 02-04-2016 323,514,381 SEE PART VI X X X C MICHIGAN FINANCE AUTHORITY 80-0596186 000000000 12-08-2016 65,000,000 SEE PART VI X X X Proceeds B A 1 Amount of bonds retired • 2 Amount of bonds legally defeased • 3 Total proceeds of issue • 4 Gross proceeds 1n reserve funds • 5 Capitalized interest from proceeds • 6 Proceeds in refunding escrows • 7 Issuance costs from proceeds • 8 Credit enhancement from proceeds • 9 469,258,819 324,977,074 65,000,000 4,104,287 2,521,713 36,646 465,154,532 258,215,802 Working capital expenditures from proceeds • 10 Capital expenditures from proceeds • 11 Other spent proceeds • 12 Other unspent proceeds • 13 Year of substantial completion • 64,963,354 64,239,559 2015 Yes 14 Were the bonds issued as part of a current refunding issue, • 15 Were the bonds issued as part of an advance refunding issue, • 16 Has the final allocation of proceeds been made, • X 17 Does the organization maintain adequate books and records to support the final allocation of proceeds, • X No No Yes X Yes X X X X X X Was the organ1zat1on a partner 1n a partnership, or a member of an LLC, which owned property financed by tax-exempt bonds, • Are there any lease arrangements that may result in private business use of bond-financed property, • For Paperwork Reduction Act Notice, see the Instructions for Form 990. 2 No Yes No No X X D C No Yes No X X X X X X Cat No 50193E Yes X B A Yes 1 D C 14,780,000 Yes No Schedule K (Form 990) 2018 Schedule K (Form 990) 2018 •:r.r.1•11• Page 2 Private Business Use (Continued) A B No Yes 3a b C d Are there any management or service contracts that may result 1n private business use of bond-financed property? • If "Yes" to line 3a, does the organ1zat1on routinely engage bond counsel or other outside counsel to review any management or service contracts relating to the financed property? Are there any research agreements that may result 1n private business use of bond-financed property? • Yes No Yes X X X X X X X D C No X X If "Yes" to line 3c, does the organ1zat1on routinely engage bond counsel or other outside counsel to review any research agreements relating to the financed property? 4 Enter the percentage of financed property used in a private business use by ent1t1es other than a section 501(c)(3) organization or a state or local government. 0% 0% 0% 5 Enter the percentage of financed property used in a private business use as a result of unrelated trade or business act1v1ty carried on by your organ1zat1on, another section 501(c)(3) organ1zat1on, or a state or local government. 0% 0% 0% ... ... 6 Total of lines 4 and 5 • 7 Does the bond issue meet the private security or payment test? • Sa Has there been a sale or d1spos1t1on of any of the bond-financed property to a nongovernmental person other than a 501(c)(3) organ1zat1on since the bonds were issued?, If "Yes" to line Sa, enter the percentage of bond-financed property sold or disposed of b No Yes 0% If "Yes" to line Sa, was any remedial action taken pursuant to Regulations sections 1 141-12 and 1 145-2? • Has the organ1zat1on established written procedures to ensure that all nonqualif1ed bonds of 9 the issue are remed1ated 1n accordance with the requirements under Regulations sections 1 141-12 and 1 145-2?, •:.r:1 .. - , , · Arbitrage 0% 0% X X X X X X X X X C A Yes Has the issuer filed Form 8038-T, Arbitrage Rebate, Yield Reduction and Penalty 1n Lieu of Arbitrage Rebate? • If "No" to line 1, did the following apply? • 1 2 B No Yes X D C No Yes X No Rebate not due yet? • b Exception to rebate? • X X X C No rebate due? • X X X If "Yes" to line 2c, provide 1n Part VI the date the rebate computation was performed • ls the bond issue a variable rate issue? • X X X X 3 4a Has the organ1zat1on or the governmental issuer entered into a qualified hedge with respect to the bond issue? b Name of provider • C Term of hedge • d Was the hedge superintegrated? • e Was the hedge terminated? • X No X a X Yes X X X Schedule K (Form 990) 2018 Schedule K (Form 990) 2018 •:r.1••l•• Page 3 Arbitrage (Continued) A Yes Sa Were gross proceeds invested 1n a guaranteed investment contract (GIC)? b Name of provider • C Term of GIC. d 6 7 •:r: Was the regulatory safe harbor for establishing the fair market value of the GIC sat1sf1ed? • Were any gross proceeds invested beyond an available temporary period? Has the organ1zat1on established written procedures to monitor the requirements of section 148? • I ......... B No Yes D C No Yes No X X X X X X X X X Yes No Procedures To Undertake Corrective Action --------------------------------------------------------------------------------------------------------------Has the organ1zat1on established written procedures to ensure that v1olat1ons of federal tax requirements are timely 1dent1f1ed and corrected through the voluntary closing agreement program 1f self-remed1at1on 1s not available under applicable regulations? ~ Supplemental Information. urn Reference PART I, LINE I, COLUMN F A Yes B No X Yes D C No X Yes No Yes No X Provide add1t1onal 1nformat1on for responses to questions on Schedule K (see instructions). Explanation BOND A - BEAUMONT HEALTH SERIES 2015A TO ACQUIRE ASSETS OF WILLIAM BEAUMONT HOSPITAL, BOTSFORD GENERAL HOSPITAL, AND OAKWOOD HEALTHCARE, INC BOND B - BEAUMONT HEALTH SERIES 2016A THE PROCEEDS OF THE BOND WERE USED FOR THE FINANCING OR REFINANCING OF THE COSTS OF ACQUIRING, CONSTRUCTING, AND RENOVATING CERTAIN HOSPITAL AND HEALTH FACILITIES INCLUDING, AMONG OTHER PROJECTS EMERGENCY CENTER EXPANSION AT BEAUMONT, ROYAL OAK, THE MASTER FACILITY EXPANSION AND RENOVATION PLAN AT BEAUMONT, FARMINGTON HILLS, AND THE RENOVATION OF THE 1ST FLOOR OPERATING ROOM AT BEAUMONT, TROY BOND C - BEAUMONT HEALTH SERIES 2016B TO REFUND BONDS ISSUED 12/19/2012 Additional Data Software ID: Software Version: EIN: Name: Return Reference PART I, LINE I, COLUMN F 46-5718220 BEAUMONT HEALTH Explanation BOND A - BEAUMONT HEALTH SERIES 2015A TO ACQUIRE ASSETS OF WILLIAM BEAUMONT HOSPITAL, BOTSFORD GENERAL HOSPITAL, AND OAKWOOD HEALTHCARE, INC BOND B - BEAUMONT HEALTH SERIES 2016A THE PROCEEDS OF THE BOND WERE USED FOR THE FINANCING OR REFINANCING OF THE COSTS OF ACQUIRING, CONSTRUCTING, AND RENOVATING CERTAIN HOSPITAL AND HEALTH FACILITIES INCLUDING, AMONG OTHER PROJECTS EMERGENCY CENTER EXPANSION AT BEAUMONT, ROYAL OAK, THE MASTER FACILITY EXPANSION AND RENOVATION PLAN AT BEAUMONT, FARMINGTON HILLS, AND THE RENOVATION OF THE 1ST FLOOR OPERATING ROOM AT BEAUMONT, TROY BOND C - BEAUMONT HEALTH SERIES 2016B TO REFUND BONDS ISSUED 12/19/2012 efile GRAPHIC rint - DO NOT PROCESS SCHEDULE 0 (Form 990 or 990EZ) Dc'JKtI1mc'nt oftht:" Trt'J..,un As Filed Data - DLN:93493319051039 0MB No 1545-0047 Supplemental Information to Form 990 or 990-EZ Complete to provide information for responses to specific questions on Form 990 or 990-EZ or to provide any additional information. II> Attach to Form 990 or 990-EZ. II> Go to www.,rs.gov/Form990 for the latest information. 2018 Open to Public Inspection Employer identification number ~ I ~tl-'l!!' Complete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37. II> Attach to Form 990. II> Go to www.irs.gov/Form990 for instructions and the latest information. Open to Public Ins ection lntc:m~li Re\ emit:" 'ien 1cc: Employer identification number Name of the organ1zat1on BEAUMONT HEALTH 46-5718220 l@f@ Identification of Disregarded Entities Complete 1f the organ1zat1on answered "Yes" on Form 990, Part IV, line 33. (a) Name, address, and EIN (1f applicable) of disregarded entity (b) Primary act1v1ty (c) Legal dom1c1le (state or foreign country) (d) Total income (e) End-of-year assets (f) Direct controlling entity • ...., ..... , . Identification of Related Tax-Exempt Organizations Complete 1f the organ1zat1on answered "Yes" on Form 990, Part IV, line 34 because 1t had one or more related tax-exempt organ1zat1ons during the tax year. See Add1t1onal Data Table (a) Name, address, and EIN of related organization (b) Primary act1v1ty (c) Legal dom1c1le (state or foreign country) (d) Exempt Code section (e) Public charity status (1f section 501(c)(3)) (f) Direct controlling entity (g) Section 512(b) ( 13) controlled entity> Yes For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat No 50135Y No Schedule R (Form 990) 2018 Schedule R (Form 990) 2018 Page 2 •@fff • Identification of Related Organizations Taxable as a Partnership Complete 1f the organ1zat1on answered "Yes" on Form 990, Part IV, line 34 because 1t had one or more related organ1zat1ons treated as a partnership during the tax year. (a) (b) Primary act1v1ty Name, address, and EIN of related organization (1) BEAUMONT KIDNEY SPECIALTY SERVICES LLC (c) (d) Direct controlling entity Legal dom1c1le (state or foreign country) DIALYSIS SERVICES MI N/A HEALTHCARE SERVICES MI N/A REAL ESTATE MI N/A PRIVATE DUTY NURSING MI N/A (g) (j) (e) (f) (h) (i) Predominant Share of Share of D1sproprt1onate Code V-UBI General or 1ncome(related, total income end-of-year allocat1ons7 amount in managing partner7 unrelated, assets box 20 of Schedule K-1 excluded from tax under (Form 1065) sections 512514) Yes No Yes No (k) Percentage ownership 26400 WEST TWELVE MILE ROAD SOUTHFIELD, MI 48034 26-2200439 (2) BOTSFORD CARE PARTNERS LLC 28050 GRAND RIVER AVENUE FARMINGTON HILLS, MI 48336 45-4854213 (3) DEARBORN SCHAEFFER OFFICE COMPANY LLC ONE TOWN SQUARE SUITE 1600 SOUTHFIELD, MI 48076 26-2448025 (4) OAKMED LLC 1938 WOODSLEE DRIVE TROY, MI 48083 46-1459737 .. !Wirt! Ident1f1cat1on of Related Organizations Taxable as a Corporation or Trust Complete 1f the organ1zat1on answered " Yes " on Form 990, Part IV, line 34 because 1t had one or more related organ1zat1ons treated as a corporation or trust during the tax year. (a) Name, address, and EIN of related organization (l)BEAUMONT INDEMNITY COMPANY LTD 23 LIME TREE BAY AVENUE GRAND CAYMAN, GRAND CAYMAN CJ (b) Primary act1v1ty (c) Legal dom1c1le (state or foreign country) (d) (e) Direct controlling Type of entity entity (C corp, S corp, or trust) (f) Share of total income (g) Share of end-ofyear assets (h) Percentage ownership (1) Section 512( b) (13) controlled ent1ty7 Yes PREMIUM DEPOSITS CJ N/A C Yes ASSISTED CARE LIVING MI N/A C Yes PROFESSIONAL INSURANCE MI N/A C Yes PROPERTY MANAGEMENT MI N/A C Yes OFFICE OF PHYSICIANS/NONRESIDENTAL MI N/A C Yes MANAGEMENT DISPATCH SERVICES MI N/A C Yes No 98-0512415 (2)BEAUMONT NURSING HOME SERVICES INC 26935 NORTHWESTERN HIGHWAY SOUTHFIELD, MI 48033 38-2799842 (3)BEAUMONT PHYSICIANS INSURANCE COMPANY INC 26935 NORTHWESTERN HIGHWAY SOUTHFIELD, MI 48033 27-4261262 (4)BOTSFORD COMMONS PROPERTY ASSOCATION 28050 GRAND RIVER AVENUE FARMINGTON HILLS, MI 48336 38-3203663 (S)OAKWOOD AFFILIATED VENTURES INC AND SUBSIDIARIES 15500 LUNDY PARKWAY DEARBORN, MI 48126 37-1753159 (6)PARASTAR EMERGENCY SYSTEMS INC 28050 GRAND RIVER AVENUE FARMINGTON HILLS, MI 48336 38-2755982 Schedule R (Form 990) 2018 Schedule R (Form 990) 2018 M:1.fli.'11 Transactions Page 3 With Related Organizations Complete 1f the organ1zat1on answered "Yes" on Form 990 , Part IV , line 34 , 35b , or 36 Yes Note. Complete line 1 1f any entity 1s listed in Parts II, III, or IV of this schedule No 1 During the tax year, did the orgranizat1on engage in any of the following transactions with one or more related organ1zat1ons listed 1n Parts II-JV? a Receipt of (i) interest, (ii)annu1t1es, (iii) royalties, or(iv) rent from a controlled entity • la No b Gift, grant, or capital contribution to related organ1zat1on(s) lb No C Gift, grant, or capital contribution from related organizat1on(s) le d Loans or loan guarantees to or for related organizat1on(s) ld e Loans or loan guarantees by related organ1zat1on(s) le No f D1v1dends from related organ1zat1on(s) 1f No g Sale of assets to related organ1zat1on(s) • lg No h Purchase of assets from related organ1zat1on(s) lh No Exchange of assets with related organ1zat1on(s) • li No j Lease of fac11it1es, equipment, or other assets to related organ1zat1on(s) lj No k Lease of fac1l1t1es, equipment, or other assets from related organ1zat1on(s) i 2 No Yes lk No I Performance of services or membership or fundra1s1ng sol1c1tat1ons for related organizat1on(s) 11 No m Performance of services or membership or fundra1sing sol1c1tat1ons by related organizat1on(s) lm No n Sharing of fac1l1t1es, equipment, mailing lists, or other assets with related organ1zat1on(s) ln No No 0 Sharing of paid employees with related organizat1on(s) lo p Reimbursement paid to related organ1zat1on(s) for expenses • lp Yes q Reimbursement paid by related organ1zat1on(s) for expenses • lq Yes r Other transfer of cash or property to related organizat1on(s) lr Yes s Other transfer of cash or property from related organ1zat1on(s) ls Yes If the answer to any of the above 1s "Yes," see the instructions for 1nformat1on on who must complete this line, 1nclud1ng covered relat1onsh1ps and transaction thresholds (a) Name of related organization (b) Transaction (c) Amount involved (d) Method of determ1n1ng amount involved type (a-s) (l)OAKWOOD HEALTH PROMOTIONS INC D 22,219,264 FMV (2)B0TSFORD CONTINUING CARE CORPORATION D 9,058,392 FMV (3)WILLIAM BEAUMONT HOSPITAL D 759,793,809 FMV (4)0AKWOOD HEALTHCARE INC D 66,944,826 FMV (5)B0TSFORD GENERAL HOSPITAL D 45,005,401 FMV Schedule R (Form 990) 2018 Schedule R (Form 990) 2018 •@f?• Page 4 Unrelated Organizations Taxable as a Partnership Complete 1f the organ1zat1on answered "Yes" on Form 990, Part IV, line 37. Provide the following 1nformat1on for each entity taxed as a partnership through which the organ1zat1on conducted more than five percent of its act1v1t1es (measured by total assets or gross revenue) that was not a related organ1zat1on See instructions regarding exclusion for certain investment partnerships (a) Name, address, and EIN of entity (b) Primary act1v1ty (c) Legal dom1c1le (state or foreign country) (e) (d) Predominant Are all partners income section (related, unrelated, excluded from tax under sections 512514) 501(c)(3) organ 1zat1ons 7 Yes No (g) (f) Share of total Share of end-of-year income assets (h) D1sproprt1onate allocations> (1) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065) Yes No (1) General or managing partner> Yes (k) Percentage ownership No Schedule R (Form 990) 2018 Schedule R (Form 990) 2018 •@fh• Page 5 Supplemental Information Provide add1t1onal 1nformat1on for responses to questions on Schedule R (see instructions) Return Reference SCHEDULE R, PART V, LINE 2 Explanation BEAUMONT HEALTH IS THE PARENT ORGANIZATION OF A MULTI-ENTITY, MULTI-HOSPITAL HEALTH SYSTEM THAT WAS FORMED AS THE RESULT OF THE MERGER OF THREE PREVIOUSLY INDEPENDENT HEALTH SYSTEMS BEAUMONT HEALTH PROVIDES SUPPORT TO ITS SUBSIDIARY ORGANIZATIONS THROUGH GOVERNANCE, LEADERSHIP, STRATEGY, AND CERTAIN CORPORATE FUNCTIONS SUCH AS ACCOUNTS PAYABLE (ISSUING PAYMENTS AND 1099'5 TO SUPPLIERS ON BEHALF OF THE ENTIRE SYSTEM), PAYROLL (ISSUING PAYMENTS TO EMPLOYEES OF THE SYSTEM WHICH ARE GENERALLY COMMON LAW EMPLOYEES OF SUBSIDIARIES), AND TREASURY OVERSIGHT INCLUDING THE OBTAINING OF TAX-EXEMPT BONDS AS WELL AS TAXABLE DEBT FOR THE SYSTEM IT DOES SO BY USING POOLED RESOURCES FROM THE VARIOUS CORPORATE FUNCTIONS TO PROVIDE THESE SERVICES FOR ITS SUPPORTED ORGANIZATIONS CORPORATE SHARED SERVICES COSTS (INCLUDES REVENUE CYCLE, INFORMATION TECHNOLOGY, SUPPLY CHAIN, CODING AND TRANSCRIPTION, HUMAN RESOURCES, BENEFITS, PENSION, ACCOUNTING, PAYROLL, ACCOUNTS PAYABLE, TREASURY, LEGAL, COMPLIANCE, MARKETING, ETC) OF BEAUMONT HEALTH ARE ALLOCATED TO EACH OF THE BUSINESS ENTITIES THEY SUPPORT AND THEIR SUBSIDIARIES BEAUMONT HEALTH'S LIQUID ASSETS ARE USED FOR PAYMENTS TO SUPPLIERS FOR ACCOUNTS PAYABLE LIABILITIES AND PAYMENTS TO EMPLOYEES FOR PAYROLL LIABILITIES FUNDED BY ITS SUBSIDIARY ORGANIZATIONS INTER-COMPANY RECEIVABLE/PAYABLE ACCOUNTS ARE USED TO OFFSET THE TRANSFER OF REVENUE, EXPENSES, ASSETS AND LIABILITIES FROM AND TO BEAUMONT HEALTH AND ITS SUBSIDIARY ORGANIZATIONS THESE DUE TO AND FROM AFFILIATES RECEIVABLES AND PAYABLES ARE ZEROED OUT TO EQUITY IN BEAUMONT HEALTH EQUITY TRANSFERS BETWEEN AFFILIATES IN NET ASSETS FOR BOTH BEAUMONT HEALTH AND THE SUBSIDIARY ORGANIZATIONS Schedule (Form 99m 2018 Additional Data Software ID: Software Version: EIN: Name: 46-5718220 BEAUMONT HEALTH Form 990, Schedule R, Part II - Identification of Related Tax-Exempt Organizations (a) (b) Name, address, and EIN of related organ1zat1on (g) (c) (d) Primary act1v1ty Legal dom1c1le (state or foreign country) Exempt Code section MEDICAL TRANSPORTATION SERVICES MI 501(C)(3) 10 BEAUMONT HEALTH Yes LONG TERM NURSING CARE MI 501(C)(3) 10 BOTSFORD GENERAL HOSPITAL Yes HOSPITAL MI 501(C)(3) 3 BEAUMONT HEALTH Yes EMERGENCY MEDICAL SERVICES MI 501(C)(3) 10 BOTSFORD GENERAL HOSPITAL Yes MOBILE PET SCANNING MI 501(C)(3) 12A, I OAKWOOD HEALTHCARE INC Yes HOSPITAL MI 501(C)(3) 3 BEAUMONT HEALTH Yes FACILITY LEASING MI 501(C)(3) 12A, I OAKWOOD HEALTHCARE INC Yes HOME HEALTH SERVICES MI 501(C)(3) 10 OAKWOOD HEALTH CARE INC Yes ASSISTED AND RESIDENT CARE FACILITIES MI 501(C)(3) 10 OAKWOOD HEALTHCARE INC Yes HOSPITAL MI 501(C)(3) 3 BEAUMONT HEALTH Yes FOUNDATION MI 501(C)(3) 7 BEAUMONT HEALTH Yes PHYSICIAN SUPPORT SERVICES MI 501(C)(3) 10 BEAUMONT HEALTH Yes PHYSICIAN SUPPORT SERVICES MI 501(C)(3) 10 BEAUMONT HEALTH Yes PHYSICIAN SUPPORT SERVICES MI 501(C)(3) 10 BEAUMONT HEALTH Yes (e) Public charity status (1f section 501(c) (3)) (f) Direct controlling entity Section 512 (b)(13) controlled ent1ty7 Yes 950 W MAPLE SUITE C TROY, MI 48084 26-0203703 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 38-2549505 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 38-1426919 25400 W EIGHT MILE ROAD SOUTHFIELD, MI 48033 38-2410823 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 33-1086165 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 38-1405141 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 38-2837961 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 38-2877338 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 38-2601965 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 38-1459362 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 36-4852171 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 82-2768899 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 82-2796539 26901 BEAUMONT BLVD SOUTHFIELD, MI 48033 82-2784244 No