2024-11-15T00:50:19-06:00 2023-12-31 861065772 DELOITTE TAX LLP 7900 TYSONS ONE PLACE SUITE 800 MCLEAN VA 22102 990 2023-01-01 861888783 MOUNT SINAI ELDERCARE INC MOUN 9042344338 4300 ALTON ROAD MIAMI BEACH FL 33140 ALEXANDER MENDEZ EXECUTIVE VP/CFO 3056742032 2024-11-14 1 0 RACHEL KAUFMAN P01485017 7032511000 2023 2024-10-15 13:58:12Z GINO SANTORIO 4300 ALTON ROAD MIAMI BEACH FL 33140 434609 0 X WWW.MSMC.COM X 2021 FL TO AID SENIORS IN REMAINING IN THE COMMUNITY THROUGH TEAM-BASED, QUALITY CARE AND SUPPORT THAT ADDRESSES THEIR INDIVIDUAL NEEDS AND PREFERENCES WITH PROFESSIONALISM AND COMPASSION. 5 1 0 1 0 0 0 0 0 434609 0 0 0 0 0 434609 0 0 0 0 247157 1274589 0 0 0 474580 1206511 721737 2481100 -721737 -2046491 3883751 4189160 17294 51200 3866457 4137960 X TO AID SENIORS IN REMAINING IN THE COMMUNITY THROUGH TEAM-BASED, QUALITY CARE AND SUPPORT THAT ADDRESSES THEIR INDIVIDUAL NEEDS AND PREFERENCES WITH PROFESSIONALISM AND COMPASSION. 1 0 704367 0 434609 IN 2023, MOUNT SINAI ELDERCARE, INC. BEGAN OPERATIONS AS AN ALL-INCLUSIVE CARE FOR THE ELDERLY (PACE) PROGRAM. THE FINAL STEPS IN THE APPROVAL PROCESS INCLUDED AN AUDIT CONDUCTED BY CENTERS FOR MEDICARE AND MEDICAID SERVICES (CMS) AND FLORIDA'S AGENCY FOR HEALTH CARE ADMINISTRATION MEDICAID DIVISION. MOUNT SINAI ELDERCARE, INC. OFFICIALLY SIGNED THE PACE PROGRAM AGREEMENT ON JUNE 13, 2023 AND SUBSEQUENTLY ENROLLED THE FIRST FIVE PARTICIPANTS IN SEPTEMBER 2023. ENROLLMENT GOALS WERE SET AT FIVE NET POSITIVE ENROLLMENTS PER MONTH RESULTING IN TWENTY ENROLLED PARTICIPANTS AT YEAR-END. THE ENROLLMENT TEAM WAS VERY BUSY GENERATING ACTIVE LEADS AND SECURING A PIPELINE OF POTENTIAL CANDIDATES THAT RESULTED IN ACTUAL ENROLLMENTS IN 2023 TOTALING 18. ELDERCARE HAD ONE DISENROLLMENT NETTING 17 FOR THE YEAR. OF THE NET ENROLLMENTS, 17% WERE MEDICAID ONLY FUNDED WHILE 83% WERE DUAL OR MEDICARE AND MEDICAID ENROLLEES. THE INTERDISCIPLINARY TEAM WAS SUCCESSFUL IN PROVIDING DISCIPLINE SPECIFIC ASSESSMENTS THAT AIDED IN THE CREATION OF EACH ENROLLED PARTICIPANT FIRST CARE PLAN. THE DAY CARE CENTER STARTED WITH ONE PARTICIPANT PER DAY AND BY YEAR-END THIS TOTAL GREW TO NINE PER DAY. WITH THE INCREASED ATTENDANCE IN THE DAY CARE CENTER CAME THE INCREASE IN MEALS PROVIDED AT THE SAME RATES. IN SEPTEMBER, THERE WERE A TOTAL OF 162 HOURS OF TRANSPORTATION. SERVICES WERE PROVIDED BY ONE FULL-TIME DRIVER AND DEDICATED VEHICLE. BY THE END OF THE YEAR, THIS TOTAL INCREASED TO 185 HOURS PLUS THE ADDITION OF ON-DEMAND DRIVERS THAT CONTRIBUTED 52 ADDITIONAL ONE-WAY TRIPS. TRANSPORTATION SERVICES ARE PROVIDED TO AND FROM THE DAY CARE CENTER AS WELL AS APPROVED MEDICAL APPOINTMENTS. IN ADDITION, THE CLINIC HAD 49 COMPLETED ENCOUNTERS WITH PARTICIPANTS; OCCUPATIONAL THERAPY PROVIDED 94 HANDS-ON THERAPEUTIC SESSIONS WHILE PHYSICAL THERAPY PROVIDED 95 SESSIONS. AT YEAR-END, MOUNT SINAI ELDERCARE, INC. WAS NOT FAR OFF ITS ORIGINAL ENROLLMENT GOALS AND ALL ENROLLED PARTICIPANTS ARE LIVING IN THE COMMUNITY AND NOT IN A LONG-TERM CARE FACILITY. KEEPING OUR PARTICIPANTS IN THE COMMUNITY IS OUR NUMBER ONE GOAL. 704367 1 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 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 5 1 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 0 0 0 X LOURDES DIAZ 3056742032 4300 ALTON ROAD MIAMI BEACH FL 33140 GINO SANTORIO PRESIDENT/CEO 0.50 61.00 X X 0 1860277 74144 ROBERT GOLDSZER MD SENIOR VP/CMO (END 2/23) 3.00 57.00 X X 0 604768 87676 ALEXANDER A MENDEZ EXECUTIVE VP/CFO 0.50 60.50 X X 0 1366300 100266 ANGEL PALLIN SENIOR VP/COO 3.00 57.00 X X 0 627165 103116 NEISEN KASDIN COMMUNITY REPRESENTATIVE 0.00 0.00 X 0 0 0 LYNDA BARCELO VP MGN CARE & POP HEALTH 15.00 45.00 X X 0 289264 51062 STEVEN SONENREICH FORMER PRESIDENT 0.00 0.00 X 0 1084684 0 0 5832458 416264 0 1 1 0 0 PATIENT SERVICE REV. 621400 434609 434609 434609 434609 434609 0 0 1099249 386785 712464 175340 61702 113638 1298 1298 1326 1326 24915 24915 1097 1097 6664 6664 1563 1563 496855 141054 355801 2903 2903 CORPORATE MGMT. FEE 550427 550427 PATIENT CARE SERVICES 116772 114826 1946 SUPPLIES 2691 2691 2481100 704367 1776733 0 1800 339586 121854 4224575 496855 3881951 3727720 3883751 4189160 17294 41740 0 9460 17294 51200 X 3866457 4137960 3866457 4137960 3883751 4189160 X -2046491 2317994 X 0 1 X 1 0 X 434609 434609 434609 434609 0 0 0 434609 434609 434609 X 3472045 365478 3106567 752530 131377 621153 3727720 OTHER CURRENT LIABILITIES 9460 9460 X PART X, LINE 2: THE MEDICAL CENTER IS A NOT-FOR-PROFIT CORPORATION AND HAS BEEN RECOGNIZED AS TAX EXEMPT PURSUANT TO SECTION 501(C)(3) OF THE IRC. THE IRC PROVIDES FOR TAXATION OF UNRELATED BUSINESS INCOME UNDER CERTAIN CIRCUMSTANCES. MANAGEMENT HAS CONCLUDED THAT THE MEDICAL CENTER HAS NO MATERIAL UNRELATED BUSINESS INCOME. THE MEDICAL CENTER FOLLOWS THE PROVISIONS OF ASC 740-15-2, INCOME TAXES, AND HAS DETERMINED THAT AS OF DECEMBER 31, 2023 AND 2022, THE MEDICAL CENTER HAD NO MATERIAL UNRECOGNIZED TAX BENEFITS. THE MEDICAL CENTER DOES NOT EXPECT THAT UNRECOGNIZED TAX BENEFITS WILL MATERIALLY INCREASE WITHIN THE NEXT 12 MONTHS. IN THE EVENT THE MEDICAL CENTER WERE TO RECOGNIZE INTEREST AND PENALTIES RELATED TO UNCERTAIN TAX POSITIONS, IT WOULD BE RECOGNIZED IN THE CONSOLIDATED FINANCIAL STATEMENTS AS INCOME TAX EXPENSE. TAX YEARS FROM 2018 THROUGH 2023 ARE SUBJECT TO EXAMINATION BY THE FEDERAL AND STATE TAXING AUTHORITIES. THERE ARE NO INCOME TAX EXAMINATIONS CURRENTLY IN PROCESS. 0 0 0 0 0 0 0 0 0 GINO SANTORIO PRESIDENT/CEO 0 1498386 0 350000 0 11891 0 29850 0 44294 0 1934421 0 0 ALEXANDER A MENDEZ EXECUTIVE VP/CFO 0 700354 0 300000 0 365946 0 59850 0 40416 0 1466566 0 0 STEVEN SONENREICH FORMER PRESIDENT 0 900000 0 0 0 184684 0 0 0 0 0 1084684 0 0 ANGEL PALLIN SENIOR VP/COO 0 399355 0 137165 0 90645 0 59850 0 43266 0 730281 0 0 ROBERT GOLDSZER MD SENIOR VP/CMO (END 2/23) 0 441836 0 101810 0 61122 0 59850 0 27826 0 692444 0 0 LYNDA BARCELO VP MGN CARE & POP HEALTH 0 246154 0 42840 0 270 0 29850 0 21212 0 340326 0 0 PART I, LINE 3 THE ORGANIZATION'S PRESIDENT/CEO IS EMPLOYED BY MOUNT SINAI MEDICAL CENTER OF FLORIDA, INC. (EIN: 59-0624424), A RELATED PARTY THAT HAS BEEN RECOGNIZED AS TAX EXEMPT AS AN ORGANIZATION DESCRIBED IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. AS A RESULT, THE ORGANIZATION RELIED ON THE METHODS OF ESTABLISHING COMPENSATION USED BY MOUNT SINAI MEDICAL CENTER OF FLORIDA, INC. THE FOLLOWING METHODS WERE USED TO ESTABLISH SUCH COMPENSATION: - COMPENSATION COMMITTEE - INDEPENDENT COMPENSATION CONSULTANT - WRITTEN EMPLOYMENT CONTRACT - COMPENSATION SURVEY OR STUDY - APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE. FORM 990, PART III, LINE 2 IN 2023, MOUNT SINAI ELDERCARE, INC. BEGAN OPERATIONS AS AN ALL-INCLUSIVE CARE FOR THE ELDERLY (PACE) PROGRAM ENROLLING THEIR FIRST FIVE PARTICIPANTS IN THE PROGRAM IN SEPTEMBER 2023. FORM 990, PART VI, SECTION B, LINE 11B THE PROCESS FOR REVIEW OF THE FORM 990 BY MEMBERS OF THE GOVERNING BODY AND MANAGEMENT IS AS FOLLOWS: THE MEMBERS OF THE GOVERNING BODY AND MANAGEMENT WILL MEET AND REVIEW IN DETAIL THE COMPLETED FORM 990. A FINAL DRAFT OF FORM 990 IS PROVIDED TO ALL VOTING MEMBERS OF THE ORGANIZATION BEFORE THE FINAL FORM IS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST POLICY: MOUNT SINAI MEDICAL CENTER OF FLORIDA, INC. AND SUBSIDIARIES (THE "MEDICAL CENTER") FORMALLY IMPLEMENTED A WRITTEN CONFLICT OF INTEREST POLICY (THE "POLICY") IN MARCH 2006 TO PROTECT THE MEDICAL CENTER AND ENSURE THAT THE DELIBERATIONS AND DECISIONS MADE ON BEHALF OF THE MEDICAL CENTER ARE MADE IN THE BEST INTEREST OF THE MEDICAL CENTER. THE TERM "CONFLICT OF INTEREST" AS DEFINED BY THIS POLICY REFERS TO SITUATIONS IN WHICH FINANCIAL OR OTHER PERSONAL CONSIDERATIONS MAY COMPROMISE, OR HAVE THE APPEARANCE OF COMPROMISING, THE JUDGMENT OF SOMEONE CHARGED WITH THE RESPONSIBILITY TO ACT ON BEHALF OF THE MEDICAL CENTER. THIS POLICY IS REVIEWED PERIODICALLY BUT NOT LESS THAN ONCE A YEAR BY THE AUDIT COMMITTEE OF THE BOARD OF TRUSTEES TO BETTER MEET ITS OBJECTIVES. IT IS INTENDED TO SUPPLEMENT BUT NOT REPLACE ANY APPLICABLE LAWS GOVERNING CONFLICTS OF INTEREST IN NONPROFIT AND CHARITABLE ORGANIZATIONS. PERSONS COVERED UNDER THIS POLICY INCLUDE: (1) ANY CURRENT OR FORMER TRUSTEE, OFFICER, OR MEMBER OF A COMMITTEE WITH BOARD DELEGATED POWERS FOR THE MEDICAL CENTER; (2) MEMBERS OF MANAGEMENT AND ANY EMPLOYEE OF THE MEDICAL CENTER WHO: A) RECEIVES COMPENSATION FROM THE MEDICAL CENTER IN EXCESS OF $150,000 ANNUALLY, WHETHER AS A FULL- OR PART-TIME EMPLOYEE, INDEPENDENT CONTRACTOR, OR OTHERWISE, AND, B) HAS RESPONSIBILITIES, POWER OF INFLUENCE OVER AN ACTIVITY OF THE MEDICAL CENTER SIMILAR TO THAT OF AN OFFICER OR TRUSTEE AND WHICH REPRESENTS MORE THAN 10% OF THE ACTIVITIES, ASSETS, INCOME OR EXPENSES OF THE MEDICAL CENTER, AND C) IS ONE OF THE TWENTY EMPLOYEES WITH THE HIGHEST COMPENSATION FROM THE MEDICAL CENTER. (3) ANY PERSON(S) WHO SERVE AS A MEMBER OF THE MEDICAL CENTER'S MEDICAL STAFF AS A CHAIRPERSON OF A DEPARTMENT, CHIEF OF A CLINICAL SERVICE, OR MEMBER OF THE MEDICAL EXECUTIVE COMMITTEE. MONITORING AND COMPLIANCE: AN IMPORTANT STEP IN MONITORING AND ENFORCING COMPLIANCE WITH A CONFLICT OF INTEREST POLICY INCLUDES MANAGEMENT'S EDUCATION EFFORTS TO MAKE INTERESTED PERSONS AWARE OF THE ORGANIZATION'S CONFLICT OF INTEREST POLICY. TO THAT END, MANAGEMENT HAS INCLUDED IN ITS CODE OF CONDUCT (THE "CODE") A SECTION ON CONFLICTS OF INTEREST WHICH HAS TO BE SIGNED AND RETURNED BY EVERY INTERESTED PERSON TO ACKNOWLEDGE AND ATTEST THAT THEY READ THE CODE INCLUDING THE CONFLICT OF INTEREST SECTION. ANNUALLY, INTERESTED PERSONS ALSO RECEIVE A REFRESHER TRAINING SESSION ON ETHICS AND CONFLICTS OF INTEREST. IN ADDITION, THE AUDIT COMMITTEE OF THE BOARD OF TRUSTEES HAS CREATED A SUBCOMMITTEE ON CONFLICTS OF INTEREST ("CONFLICTS COMMITTEE") TO ADMINISTER AND MONITOR COMPLIANCE WITH THIS POLICY. THE CONFLICTS COMMITTEE REQUIRES A STATEMENT FROM EACH INTERESTED PERSON NOT LESS FREQUENTLY THAN ONCE A YEAR SETTING FORTH ALL BUSINESS AND OTHER AFFILIATIONS THAT RELATE IN ANY WAY TO THE BUSINESS AND OTHER ACTIVITIES OF THE MEDICAL CENTER. INTERNAL AUDIT COMPILES AND SUMMARIZES ALL THE DISCLOSURES RECEIVED FROM INTERESTED PERSONS TO FACILITATE THEIR REVIEW BY THE CONFLICTS COMMITTEE. THE CONFLICTS COMMITTEE INDIVIDUALLY DISCUSSES EACH DISCLOSURE TO EVALUATE WHETHER A CONFLICT OF INTEREST EXISTS AND DETERMINES THE APPROPRIATE COURSE OF ACTION TO TAKE. NEITHER THE BOARD NOR ANY COMMITTEE OF THE BOARD SHALL VOTE UPON ANY PROPOSED TRANSACTION OR ARRANGEMENT IN CONNECTION WITH A POTENTIAL CONFLICT OF INTEREST UNTIL SUCH TIME AS THE CONFLICTS COMMITTEE HAS DETERMINED WHETHER A CONFLICT OF INTEREST EXISTS. WHERE THE CONFLICTS COMMITTEE HAS CONCLUDED THAT A CONFLICT OF INTEREST EXISTS, THE CHAIRMAN OF THE CONFLICTS COMMITTEE SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO A PROPOSED TRANSACTION, CONTRACT, OR ARRANGEMENT. IF THE CONFLICTS COMMITTEE DETERMINES THAT THE MEDICAL CENTER CAN OBTAIN A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT WITH REASONABLE EFFORTS FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST, THEN THE MEDICAL CENTER SHALL NOT ENTER INTO THE TRANSACTION THAT INVOLVES THE CONFLICT OF INTEREST. IF A TRANSACTION OR ARRANGEMENT MORE ADVANTAGEOUS IS NOT REASONABLY ATTAINABLE UNDER THE CIRCUMSTANCES THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST, THEN THE BOARD OR COMMITTEE, AS APPLICABLE, SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED TRUSTEES WHETHER THE TRANSACTION OR ARRANGEMENT IS IN THE MEDICAL CENTER'S BEST INTEREST AND WHETHER IT IS FAIR AND REASONABLE TO THE MEDICAL CENTER, AND SHALL MAKE ITS DECISION AS TO WHETHER TO ENTER INTO THE TRANSACTION OR ARRANGEMENT IN CONFORMITY WITH SUCH DETERMINATION. FAILURE BY AN INTERESTED PERSON TO DISCLOSE AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST UNDER THE CONFLICT OF INTEREST POLICY IS CONSIDERED A SERIOUS MATTER AND MAY CONSTITUTE "CAUSE" FOR REMOVAL OR TERMINATION OF A TRUSTEE, OFFICER, OR THE TERMINATION OF ANY CONTRACTUAL OR EMPLOYMENT RELATIONSHIP THE MEDICAL CENTER MAY HAVE WITH AN INTERESTED PERSON OR OTHER PARTY. FORM 990, PART VI, SECTION B, LINE 15 ON AN ANNUAL BASIS, THE MOUNT SINAI MEDICAL CENTER COMPENSATION COMMITTEE CONTRACTS WITH AN INDEPENDENT CONSULTANT TO PREPARE AN OPINION REGARDING THE REASONABLENESS AND COMPARABILITY OF THE TOTAL COMPENSATION PROVIDED TO ITS SENIOR OFFICERS AND KEY EMPLOYEES. THE COMPENSATION COMMITTEE INFORMS THE INDEPENDENT CONSULTANT THAT THE INDEPENDENT CONSULTANT'S OPINION WILL BE PART OF THE COMMITTEE'S PROCEDURE FOR ESTABLISHING THE REBUTTABLE PRESUMPTION OF REASONABLENESS DESCRIBED IN THE INCOME TAX REGULATIONS. THE INDEPENDENT CONSULTANT'S DETERMINATION OF REASONABLENESS IS MADE AFTER A THOROUGH REVIEW OF ALL THE ELEMENTS OF THE TOTAL COMPENSATION COMPRISED OF: CASH COMPENSATION, HEALTH AND WELFARE BENEFITS, RETIREMENT BENEFITS, EXECUTIVE BENEFITS AND PERQUISITES, AND OTHER ELEMENTS OF COMPENSATION INCLUDING SEVERANCE ARRANGEMENTS. THE OPINION EXPRESSED BY THE INDEPENDENT CONSULTANT IS THEN PRESENTED TO THE MSMC COMPENSATION COMMITTEE IN A REPORT FORM FOR THEIR REVIEW. THE OPINION REPORT IS REFERRED TO BY THE COMPENSATION COMMITTEE WHEN DETERMINING AND APPROVING THE ANNUAL COMPENSATION FOR ITS SENIOR OFFICERS AND KEY EMPLOYEES. THE MSMC COMPENSATION COMMITTEE PRESENTS ITS DETERMINATION TO THE MSMC EXECUTIVE COMMITTEE FOR ITS FINAL APPROVAL. MOUNT SINAI ELDERCARE, INC. RELIES ON THE PROCESS FOR DETERMINING COMPENSATION PERFORMED AT MSMC AND WILL ALSO UTILIZE THE SALARY AND BENEFIT REPORT PRODUCED BY THE NATIONAL PACE ASSOCIATION. FORM 990, PART VI, SECTION C, LINE 19 POLICY FOR ANNUAL INFORMATION REQUEST: DOCUMENTS THAT ARE REQUIRED TO BE OPEN FOR PUBLIC INSPECTION ARE MADE AVAILABLE UPON REQUEST. FORM 990, PART XI, LINE 9: INTERCOMPANY EQUITY TRANSFER 2,317,994. 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