2024-04-10T22:27:46-05:00 2023-06-30 861065772 DELOITTE TAX LLP 695 TOWN CENTER DR STE 1000 COSTA MESA CA 92626 990 2022-07-01 521413360 GREATER BALTIMORE MEDICAL CENTER LAND CORPORATION GREA 4438492000 6701 NORTH CHARLES STREET BALTIMORE MD 21204 DR JOHN CHESSARE EVP/CFO 4438492000 2024-04-09 1 DR JOHN CHESSARE 999009999 0 JOHN W SADOFF JR P00540589 7144367100 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z JOHN B CHESSARE MD 6701 NORTH CHARLES STREET BALTIMORE MD 21204 2721637 0 X NONE X 1985 MD ACQUIRE, HOLD TITLE, LEASE, OPERATE, DEVELOP, AND COLLECT INCOME FROM PROPERTY FOR GBMC HEALTHCARE, INC. AND GBMC, INC. 2 0 0 0 0 0 0 0 3007754 2721637 0 0 0 0 3007754 2721637 0 0 0 0 71752 72952 0 0 0 4775523 4793324 4847275 4866276 -1839521 -2144639 22281615 19764407 20382481 20009912 1899134 -245505 X SEE SCHEDULE O 0 0 4738468 2721637 GBMC LAND LEASED; PROVIDED FOR THE MANAGEMENT, OPERATION AND DEVELOPMENT OF; AND COLLECTED INCOME FROM PHYSICIAN PAVILION NORTH. 4738468 1 0 0 0 0 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 2 0 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 MD X X LAURIE BEYER 4438492000 6701 NORTH CHARLES STREET BALTIMORE MD 21204 JOHN B CHESSARE MD DIRECTOR/CEO GBMC HEALTHCARE 2.00 58.00 X X 0 1221701 47923 MS LAURIE R BEYER EVP & CFO GBMC HEALTHCARE 1.00 59.00 X X 0 569499 128397 0 1791200 176320 0 0 1 0 SENTRAL SERVICES 11218 MIDVALE ROAD KENSINGTON MD 20895 HOUSEKEEPING 176259 1 PROPERTY MANAGEMENT 531110 2669961 2669961 PARKING REVENUE 812930 51676 51676 2721637 2721637 2721637 0 0 46889 46889 1066 1066 21280 21280 3717 3717 63608 63608 13776 13776 324003 324003 24225 24225 3684274 3684274 462553 462553 EQUIP MAINT CONTRACTS 90842 90842 OVERHEAD 50424 50424 BUILDING REPAIRS 48770 48770 EQUIPMENT RENTAL 24992 24992 5857 5857 4866276 4738468 127808 0 211829 145385 0 15710 5962763 3869393 2531040 2093370 115928 91037 19422818 17418905 22281615 19764407 57408 43646 20325073 19966266 20382481 20009912 X 1899134 -245505 1899134 -245505 22281615 19764407 -2144639 0 X X 0 1 X 1 0 X X X 1 GREATER BALTIMORE MEDICAL CENTER INC 526049658 3 1 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 PART 1, LINE 12G, COLUMN VI: GREATER BALTIMORE MEDICAL CENTER LAND CORPORATION OPERATES PHYSICIAN PAVILION NORTH THAT IS USED BY GREATER BALTIMORE MEDICAL CENTER, INC., ITS SUPPORTED ORGANIZATION, IN FULFILLING ITS EXEMPT PURPOSE. 5529548 3550842 1978706 130711 68961 61750 302504 249590 52914 2093370 DEFERRED RENT 1391416 RIGHT OF USE OPERATING LEASE ASSETS 16027489 17418905 INTERCOMPANY PAYABLE TO GBMC, INC. 3518558 RIGHT OF USE SHORT TERM OPERATING LEASE LIABILITY 1860505 RIGHT OF USE LONG TERM OPERATING LEASE LIABILITY 14587203 19966266 X PART X, LINE 2: GREATER BALTIMORE MEDICAL CENTER LAND CORPORATION IS INCLUDED IN THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR GBMC HEALTHCARE, INC. AND SUBSIDIARIES, WHICH INCLUDES BOTH TAXABLE AND TAX-EXEMPT AFFILIATES. THE COMPANY IS A NOT-FOR-PROFIT CORPORATION EXEMPT FROM INCOME TAXES AS DESCRIBED IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND IS EXEMPT FROM FEDERAL INCOME TAXES ON RELATED INCOME PURSUANT TO SECTION 501(A) OF THE CODE. THE COMPANY IS SUBJECT TO INCOME TAX ON UNRELATED BUSINESS INCOME. INCOME TAXES ARE PROVIDED FOR EARNINGS (LOSS) OF THOSE SUBSIDIARIES WHICH ARE SUBJECT TO FEDERAL AND STATE INCOME TAX BASED ON AGENCY'S SHARE OF THE SUBSIDIARIES' TAXABLE INCOME, WHETHER OR NOT DISTRIBUTED. AGENCY'S SHARE OF THESE SUBSIDIARIES' NET LOSSES IS DEDUCTIBLE TO THE EXTENT OF AGENCY'S TAX BASIS IN THE SUBSIDIARIES. THE FINANCIAL ACCOUNTING STANDARDS BOARD'S (FASB) GUIDANCE ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES CLARIFIES THE ACCOUNTING FOR UNCERTAINTY OF INCOME TAX POSITIONS. THIS GUIDANCE DEFINES THE THRESHOLD FOR RECOGNIZING TAX RETURN POSITIONS IN THE CONSOLIDATED FINANCIAL STATEMENTS AS "MORE LIKELY THAN NOT" THAT THE POSITION IS SUSTAINABLE, BASED ON ITS TECHNICAL MERITS. THIS STANDARD ALSO PROVIDES GUIDANCE ON THE MEASUREMENT, CLASSIFICATION AND DISCLOSURE OF TAX RETURN POSITIONS IN THE CONSOLIDATED FINANCIAL STATEMENTS. THE COMPANY HAS ADOPTED THIS GUIDANCE, AND THERE WERE NO AMOUNTS RECORDED IN THE CONSOLIDATED FINANCIAL STATEMENTS AS OF AND DURING THE YEARS ENDED JUNE 30, 2023 AND 2022 FOR UNCERTAIN TAX POSITIONS. GBMC AGENCY, INC. AND SUBSIDIARIES ARE TAXABLE ENTITIES, WHICH HAVE TAX OPERATING LOSS CARRY FORWARD AVAILABLE TO OFFSET FUTURE TAXABLE INCOME. EFFECTIVE FOR YEARS AFTER DECEMBER 31, 2017, THE NET OPERATING LOSS CARRY FORWARD IS INDEFINITE. AS OF JUNE 30 2023, AND 2022, THE DEFERRED TAX ASSETS CONSISTING PRIMARILY OF NET OPERATING LOSS CARRY FORWARDS WERE FULLY OFFSET BY A RELATED VALUATION ALLOWANCE. 0 1 0 0 0 0 0 0 0 JOHN B CHESSARE MD DIRECTOR/CEO GBMC HEALTHCARE 0 859603 0 119814 0 242284 0 15550 0 32373 0 1269624 0 0 MS LAURIE R BEYER EVP & CFO GBMC HEALTHCARE 0 440297 0 120767 0 8435 0 78618 0 49779 0 697896 0 65968 PART I, LINE 3 GREATER BALTIMORE MEDICAL CENTER LAND CORPORATION RELIED ON ITS PARENT, GBMC HEALTHCARE, INC., TO SET COMPENSATION FOR GBMC'S PRESIDENT. GBMC HEALTHCARE, INC. USED A COMPENSATION COMMITTEE, AN INDEPENDENT COMPENSATION CONSULTANT, A WRITTEN EMPLOYMENT CONTRACT, A COMPENSATION SURVEY OR STUDY, AND AN APPROVAL BY A COMPENSATION COMMITTEE TO ESTABLISH THE TOP MANAGEMENT OFFICIAL'S COMPENSATION. PART I, LINE 4B GBMC HEALTHCARE HAS A NON-QUALIFIED SUPPLEMENTAL RETIREMENT PLAN. THIS PLAN WAS APPROVED BY THE COMPENSATION COMMITTEE OF THE GBMC HEALTHCARE BOARD OF DIRECTORS TO SUPPLEMENT THE EXECUTIVE'S RETIREMENT INCOME. THE SUPPLEMENTAL RETIREMENT PLAN WAS DEVELOPED BASED ON AN INDEPENDENT CONSULTANT REPORT ON MARKET-BASED PRACTICES FOR SUPPLEMENTAL RETIREMENT PLANS. THE PERCENTAGE OF FINAL AVERAGE PAY, THE REQUIREMENTS FOR VESTING, PARTICIPANTS, AND PAY-OUT PROVISIONS WERE ESTABLISHED, REVIEWED, AND APPROVED BY THE COMPENSATION COMMITTEE. THE CONTRIBUTIONS TO THE SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN ARE INCLUDED IN SCHEDULE J, PART II, COLUMN (C) OR IN SCHEDULE J, PART II, COLUMN B(III) AS PART OF DEFERRED COMPENSATION. JOHN B. CHESSARE, M.D. AND MS. LAURIE R. BEYER PARTICIPATED IN THIS SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN. THE AMOUNTS PAID OUT OF THIS PLAN IN 2022 WERE AS FOLLOWS: JOHN B. CHESSARE, M.D. - $224,651 FORM 990, PART III, LINE 1, DESCRIPTION OF ORGANIZATION MISSION: GREATER BALTIMORE MEDICAL CENTER LAND CORPORATION'S PRIMARY EXEMPT PURPOSE IS TO: (1) ACQUIRE AND HOLD TITLE TO; (2) LEASE; (3) PROVIDE FOR THE MANAGEMENT, OPERATION AND DEVELOPMENT OF; AND (4) COLLECT INCOME FROM REAL AND OTHER PROPERTY. THESE ACTIVITIES ARE FOR THE BENEFIT OF, OR TO CARRY OUT AND ASSIST IN THE CHARITABLE, EDUCATIONAL, HEALTHCARE AND OTHER PURPOSES AND FUNCTIONS, OF GBMC HEALTHCARE, INC. AND OF GREATER BALTIMORE MEDICAL CENTER, INC. FORM 990, PART VI, SECTION A, LINE 6 THE BOARD OF DIRECTORS OF GBMC HEALTHCARE, INC. IS THE GOVERNING BODY FOR THE ORGANIZATION. GBMC HEALTHCARE, INC. IS THE PARENT CORPORATION AND SOLE STOCKHOLDER OF THE ORGANIZATION. THE BUSINESS AND AFFAIRS OF THE ORGANIZATION ARE MANAGED UNDER THE DIRECTION OF ITS BOARD OF DIRECTORS EXCEPT AS RESERVED TO THE STOCKHOLDER, GBMC HEALTHCARE, INC. IN ACCORDANCE WITH THE BYLAWS, SUCH AS: (A) TO CHANGE THE MISSION, PURPOSE, PHILOSOPHY OR OBJECTIVES OF THE ORGANIZATION (B) TO AMEND THE BYLAWS OF THE ORGANIZATION (C) TO DISSOLVE, TO CONSOLIDATE OR TO MERGE THE ORGANIZATION (D) TO RATIFY THE ELECTION OF THE PRESIDENT OR OTHER OFFICERS OF THE ORGANIZATION (E) TO REMOVE THE PRESIDENT OF THE BOARD OF DIRECTORS OF THE ORGANIZATION (F) TO ELECT MEMBERS OF THE BOARD OF DIRECTORS OF THE ORGANIZATION (G) TO REMOVE MEMBERS OF THE BOARD OF DIRECTORS OF THE ORGANIZATION (H) TO PURCHASE, SELL OR ENCUMBER WITH DEBT (I) TO SELL ALL OR SUBSTANTIALLY ALL OF THE ORGANIZATION'S ASSETS, OR TO UNDERTAKE MAJOR EXPANSION PROJECTS (J) TO APPROVE THE ANNUAL OPERATING AND CAPITAL BUDGET OF THE ORGANIZATION (K) TO APPOINT GENERAL COUNSEL AND THE FISCAL AUDITOR OF THE ORGANIZATION (L) TO SET THE FISCAL YEAR OF THE ORGANIZATION (M) TO ISSUE ADDITIONAL STOCK, FOLLOWING THE INITIAL ISSUANCE OF STOCK FORM 990, PART VI, SECTION A, LINE 7A SEE FORM 990, PART VI, SECTION A, LINE 6 DESCRIPTION FORM 990, PART VI, SECTION A, LINE 7B SEE FORM 990, PART VI, SECTION A, LINE 6 DESCRIPTION FORM 990, PART VI, SECTION B, LINE 11B THE AUDIT COMMITTEE OF GREATER BALTIMORE MEDICAL CENTER LAND, INC.'S PARENT ORGANIZATION, GBMC HEALTHCARE, INC. REVIEWS THIS FORM 990. A COPY OF THE FORM 990 IS PROVIDED TO THE FULL BOARD OF DIRECTORS OF GREATER BALTIMORE MEDICAL CENTER, INC. AND GBMC HEALTHCARE, INC. PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C GBMC LAND IS GOVERNED BY THE POLICIES OF ITS PARENT ORGANIZATION, GBMC HEALTHCARE, INC. THESE POLICIES INCLUDE A WRITTEN CONFLICT OF INTEREST POLICY ATTESTED TO ANNUALLY, A WRITTEN WHISTLEBLOWER POLICY, AND A WRITTEN DOCUMENT RETENTION AND DESTRUCTION POLICY. ANNUALLY, EVERY BOARD MEMBER, EMPLOYED AND CONTRACTED PHYSICIAN, ADVANCED PRACTITIONER, AND MANAGER (WHICH INCLUDES KEY EMPLOYEES) MUST COMPLETE A COMPREHENSIVE QUESTIONNAIRE THAT PROVIDES FOR THE DISCLOSURE OF POTENTIAL CONFLICTS. ALL DISCLOSURES ARE REVIEWED BY THE COMPLIANCE OFFICER. THOSE DISCLOSURES THAT ARE QUESTIONABLE OR MAY RISE TO THE LEVEL OF A CONFLICT ARE DISCUSSED WITH THE GENERAL IN-HOUSE COUNSEL AND APPROPRIATE ACTION IS TAKEN, IF NECESSARY. A SUMMARY OF POTENTIAL CONFLICTS AND PROPOSED ACTIONS IS PROVIDED TO THE PRESIDENT (FOR MANAGEMENT) AND TO THE GOVERNANCE AND BOARD DEVELOPMENT COMMITTEE (FOR BOARD MEMBERS) ANNUALLY. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION COMMITTEE ("COMMITTEE") OF THE BOARD OF DIRECTORS OF GBMC HEALTHCARE, INC., WHICH IS COMPRISED OF DIRECTORS THAT ARE "DISINTERESTED" AS DEFINED BY IRS REGULATIONS, IS AUTHORIZED TO OVERSEE THE ORGANIZATION'S EXECUTIVE COMPENSATION PROGRAM. THE COMMITTEE REVIEWS AND APPROVES THE COMPENSATION PROVIDED TO THE ORGANIZATION'S PRESIDENT AND CHIEF EXECUTIVE OFFICER AND EACH OFFICER, KEY EMPLOYEE AND SENIOR LEADER, WHETHER OR NOT THESE INDIVIDUALS WOULD BE CONSIDERED "DISQUALIFIED PERSONS" UNDER THE INTERMEDIATE SANCTIONS REGULATIONS OF FEDERAL INCOME TAX LAW. THE COMMITTEE HAS ADOPTED A WRITTEN PHILOSOPHY SETTING FORTH THE GUIDING PRINCIPLES GOVERNING THE COMPENSATION PROVIDED TO THE ORGANIZATION'S EXECUTIVES. THE COMMITTEE'S REVIEW AND APPROVAL PROCESS WAS ESTABLISHED AND IS CONDUCTED IN A MANNER SO AS TO QUALIFY FOR THE REBUTTABLE PRESUMPTION OF REASONABLENESS UNDER THE INTERMEDIATE SANCTIONS REGULATIONS OF FEDERAL INCOME TAX LAW. ALL FORMS OF COMPENSATION AND BENEFITS PROVIDED TO MEMBERS OF THE SENIOR LEADERSHIP TEAM ARE REVIEWED, WHICH INCLUDES CURRENT AND DEFERRED COMPENSATION AND ALL EMPLOYEE BENEFITS, BOTH QUALIFIED AND NON-QUALIFIED TO ENSURE THAT THE "TOTAL COMPENSATION" IS REASONABLE. THE COMMITTEE ENGAGED AN INDEPENDENT EXECUTIVE COMPENSATION CONSULTANT THAT SPECIALIZES IN THE REVIEW OF HOSPITAL AND HEALTH SYSTEM EXECUTIVE COMPENSATION AND BENEFITS TO COMPILE MARKET COMPENSATION DATA OF SIMILARLY SIZED HEALTH CARE ORGANIZATIONS THROUGHOUT THE COUNTRY AS WELL AS THE SAME GEOGRAPHIC REGION. NO DATA FROM ANY FOR-PROFIT ENTITIES WERE USED. THE DATA WERE CATEGORIZED BY EXECUTIVE POSITION, AND A SALARY RANGE WAS DEVELOPED WITH THE ASSISTANCE OF THE INDEPENDENT COMPENSATION CONSULTANT. THE COMMITTEE RELIED UPON THIS DATA, RELEVANT BUSINESS JUDGMENT FACTORS (EXPERIENCE, PERFORMANCE, RECRUITMENT AND RETENTION FACTORS AND THE UNIQUE DEMANDS OF THE POSITION), THE GUIDANCE PROVIDED BY THE STATED COMPENSATION PHILOSOPHY AND THE WRITTEN OPINION OF THE INDEPENDENT EXECUTIVE COMPENSATION CONSULTANT AS TO THE REASONABLENESS OF THE COMPENSATION IN RELATION TO MARKET DATA IN MAKING ITS EXECUTIVE COMPENSATION DECISIONS. THE COMMITTEE ALSO CONSIDERS ITS BUSINESS JUDGMENT. THE COMMITTEE DOCUMENTS THE BASIS FOR ITS DECISIONS THROUGH THE TIMELY PREPARATION OF WRITTEN MINUTES OF THE COMPENSATION COMMITTEE MEETINGS DURING WHICH SUCH DECISIONS ARE DELIBERATED AND DETERMINED. THE COMMITTEE'S DECISIONS ARE SUBJECT TO THE FINAL APPROVAL OF THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS ARE LOCATED ON THE STATE OF MARYLAND DEPARTMENT OF TAXATION'S WEBSITE. FINANCIAL STATEMENTS FOR GBMC LAND'S PARENT COMPANY, GBMC HEALTHCARE, INC., ARE AVAILABLE THROUGH THE ELECTRONIC MUNICIPAL MARKET ACCESS (EMMA) WEBSITE VIA THE CONTINUING DISCLOSURE DOCUMENT. THE CONFLICT OF INTEREST POLICY IS NOT AVAILABLE TO THE PUBLIC. PART XII, LINE 2: FINANCIAL STATEMENTS WERE AUDITED ON A CONSOLIDATED BASIS. FORM 990, PART V, LINE 1A: GREATER BALTIMORE MEDICAL CENTER, INC. (GBMC, INC.") SERVES AS THE CENTRALIZED CASH RECEIPTS AND DISBURSING AGENT FOR GBMC LAND CORPORATION AND OTHER AFFILIATES. AS SUCH, GBMC, INC. ISSUES U.S. INFORMATIONAL RETURNS. GREATER BALTIMORE MEDICAL CENTER INC 6701 NORTH CHARLES STREET BALTIMORE MD 21204 526049658 HEALTHCARE MD 501(C)(3) LINE 3 GBMC HEALTHCARE INC 0 GBMC HEALTHCARE INC 6701 NORTH CHARLES STREET BALTIMORE MD 21204 521484872 HEALTHCARE MD 501(C)(3) LINE 12, TYPE III FI N/A 0 GBMC FOUNDATION INC 6701 NORTH CHARLES STREET BALTIMORE MD 21204 521411935 FUNDRAISING MD 501(C)(3) LINE 12, TYPE II GBMC HEALTHCARE INC 0 GILCHRIST HOSPICE CARE INC 11311 MCCORMICK ROAD NO 350 HUNT VALLEY MD 21031 521851251 HOSPICE SERVICES MD 501(C)(3) LINE 3 GBMC HEALTHCARE INC 0 WOMEN'S HOSPITAL FOUNDATION INC PO BOX 166 RIDERWOOD MD 21139 520591609 FUNDRAISING MD 501(C)(3) LINE 12, TYPE III NF N/A 0 PRESBYTERIAN EYE EAR & THROAT CHARITY HOSP INC BOARD LADY MGRS 20 INDIAN LANE BALTIMORE MD 21210 526052408 SUPPORTING MD 501(C)(3) LINE 12, TYPE III FI N/A 0 PRESBYTERIAN EYE EAR & THROAT CHARITY HOSPITAL 320 MORRIS AVE LUTHERVILLE MD 21093 520449990 SUPPORTING MD 501(C)(3) LINE 12, TYPE III FI N/A 0 MILTON J DANCE JR ENDOWMENT INC 409 WASHINGTON AVE BALTIMORE MD 21204 521104173 SUPPORTING MD 501(C)(3) LINE 12, TYPE III FI N/A 0 GILCHRIST BALTIMORE CENTER SUPPORT CORPORATION 11311 MCCORMICK ROAD SUITE 100 HUNT VALLEY MD 21031 854086504 SUPPORTING MD 501(C)(3) LINE 12, TYPE III FI N/A 0 GBMC PAVILION WEST MEDICAL ARTS LLC 6701 NORTH CHARLES STREET BALTIMORE MD 21204 521899034 REAL ESTATE MANAGMENT MD N/A 0 0 GBMC-WP-PT LLC 1447 YORK ROAD SUITE 401 LUTHERVILLE MD 21093 812388743 PHYSICAL THERAPY MD N/A 0 0 GBMC AGENCY INC 6701 NORTH CHARLES STREET BALTIMORE MD 21204 521411931 INVESTMENTS MD N/A C 0 RUXTON INSURANCE COMPANY 3 GORHAM ROAD HAMILTON HM 08 HAMILTON BD 980413102 INSURANCE CAPTIVE BD N/A C 0 0 0 0 0 0 0 0 0 0 1 1 0 1 1 1 1 1 1 1