Rwj Property Holding Corporation

“Robert wood johnson health care corporation ("rwjhcc") is the sole member of this organization. Rwjhcc has the right to elect the members of this organization's board of trustees and has certain reserved powers as defined in this organization's bylaws.”

“The organization's federal form 990 was provided to each voting member of the organization's governing body (its board of trustees) prior to the filing of the federal form 990 with the internal revenue service ("irs"). As part of the organization's federal form 990 tax return preparation process the organization hired a professional cpa firm with experience and expertise in both healthcare and not-for-profit tax return preparation to prepare the federal form 990. The cpa firm's tax professionals worked closely with the organization's finance personnel including the vice-president of finance and internal working group to obtain the information needed in order to prepare a complete and accurate tax return. The cpa firm prepared a draft federal form 990 and furnished it to the organization's internal working group, including the vice-president of finance for review. The organization's internal working group reviewed the draft federal form 990 and discussed questions and comments with the cpa firm. Revisions were made to the draft federal form 990 where necessary and a final draft was furnished by the cpa firm to the organization's internal working group for final review and approval. Following this review the final federal form 990 was provided to each voting member of the organization's governing body prior to the filing of the tax return with the irs.”

“The taxpayer's primary related affiliate, robert wood johnson university hospital ("organization") regularly monitors and enforces compliance with its conflict of interest policy. Annually all members of the board of trustees, officers, senior management and other key personnel are required to review the existing conflict of interest policy and complete a questionnaire. The completed questionnaires are returned to the organization's vice president and corporate compliance officer for review. Thereafter the vice president and corporate compliance officer prepares a summary of the completed questionnaires which contains information disclosed on an individual by individual basis. This summary is then given to the organization's president/chief executive officer for review. Thereafter, the president/chief executive officer of the organization presents this summary to the organization's governance committee for their review and discussion.”

“The organization is an affiliate of robert wood johnson university hospital ("hospital"). The hospital's board of trustees has an executive compensation committee ("committee"). The committee has adopted a written executive compensation philosophy which it follows when it reviews the compensation and benefits of the organization's senior staff, including, but not limited to, the president/chief executive officer. The committee reviews the "total compensation" of the individuals which is intended to include both current and deferred compensation and all employee benefits, both qualified and non-qualified. The committee's review is done on at least an annual basis and ensures that the "total compensation" of senior management of the organization is reasonable. The executive compensation committee was a recommending body to the board of trustees. The recommendations of the executive compensation committee were submitted for full approval by the board of trustees. The actions taken by the committee enable the hospital to receive the rebuttable presumption of reasonableness for purposes of internal revenue code section 4958 with respect to the total compensation of certain members of the senior management team, including the president/chief executive officer. The three factors which must be satisfied in order to receive the rebuttable presumption of reasonableness are the following: 1. The compensation arrangement is approved in advance by an "authorized body" of the applicable tax-exempt organization which is composed entirely of individuals who do not have a "conflict of interest" with respect to the compensation arrangement; 2. The authorized body obtained and relied upon "appropriate data as to comparability" prior to making its determination; and 3. The authorized body "adequately documented the basis for its determination" concurrently with making that determination. The committee is comprised of members of the board of trustees each of who are independent and are free from any conflicts of interest. The committee relied upon appropriate comparable data; specifically the committee obtained a written compensation study from an independent firm which specializes in the reviewing of hospital and healthcare system executive compensation and benefits. The peer group of employers to be considered in measuring the competitiveness of the executive compensation program necessary to recruit and retain top executive talent consists of major teaching hospitals in the northeast region of the united states. The committee adequately documented its basis for its determination through the timely preparation of written minutes of the compensation committee meetings during which the executive compensation and benefits was reviewed and subsequently approved. The actions outlined above with respect to the committee and the establishment of the rebuttable presumption of reasonableness only applies to certain senior management personnel, including, but not limited to, the president/chief executive officer. The compensation and benefits of other hospital personnel is reviewed annually by the president/chief executive officer and senior staff with assistance from the organization's human resources department in conjunction with the individual's job performance during the year and is based upon other objective factors designed to ensure that reasonable and fair market value compensation is paid by the organization. Other objective factors include market survey data for comparable positions, individual goals and objectives, personnel reviews, evaluations, self-evaluations and performance feedback meetings. In addition, all potential compensation (including but not limited to bonus and base adjustments) are subject to the organization's operation, performance and quality of care criteria.”

“The organization's filed certificate of incorporation and any amendments can be obtained and reviewed through the state of new jersey department of the treasury.”

“Part vii and schedule j reflect certain board members and officers receiving compensation and benefits from a related organization. Please note this remuneration was for services rendered as full-time employees of the related organization and not for services rendered as a voting member or officer of this organization's board of trustees.”

“This organization is part of robert wood johnson university hospital network ("network"); a tax-exempt integrated healthcare delivery system. The network includes both for-profit and not for-profit organizations. Certain board of trustee members, officers and/or directors listed on core form, part vii and schedule j of this form 990 may hold similar positions with both this organization and other affiliates within the system. The hours shown on this form, 990 for board members who receive no compensation for services rendered in a non-board capacity, represent the estimated hours devoted per week for this organization. To the extent these individuals serve as a member of the board of trustees of other related organizations in the network, their respective hours per week per organization are approximately three hours. The hours reflected on part vii of this form 990, for board members who receive compensation for services rendered in a non-board capacity, paid officers and key employees, reflect total hours worked per week on behalf of the network; not solely this organization.”

“An independent cpa firm audited the financial statements of the taxpayer for the years ended december 31, 2014 and december 31, 2013; respectively, and issued a certified audited financial statement. An unqualified opinion was issued by the independent cpa firm each year. The taxpayer's board of trustees assumes the responsibility for oversight of the audit of its financial statements and the selection of an independent auditor.”