Unmc Physicians (990)

“Mr. Bruce grewcock and mr. Mogens bay have a business relationship(through board of directors relationship). Dr. James t. Canedy, ms. Stephanie daubert and dr. Louis burgher have a business relationship (through board of directors relationship, clarkson regional health services). Dr. James t. Canedy and ms. Stephanie daubert have a business relationship (through board of directors relationship, nebraska health partners). Dr. James t. Canedy and dr. Louis burgher have a business relationship (through board of directors relationship, clarkson college). Dr. James t. Canedy, dr. Carl smith, dr. Daniel debehnke and ms.stephanie daubert have a business relationship (through board of directors relationship, nebraska health network). Dr. James t. Canedy and ms. Stephanie daubert have a business relationship (through board of directors relationship, nebraska orthopaedic hospital).”

“Effective july 1, 2016, unmcp and tnmc entered into a management agreement. Under the terms of the agreement, unmcp designates tnmc as its agent and service provider to provide management services to unmcp and to facilitate the financial, operational, and managerial integration of nebraska medicine. Effective july 1, 2016, the health care operations of unmcp, tnmc, and bellevue medical center (bmc) were legally integrated and made part of the nebraska medicine health system. With the management agreement, tnmc manages the day to day functions for unmcp including cash collections, patient billings, accounts payable and other support functions. Tnmc assumed employment for certain non-physician staff and clinical employees as of december 19, 2014. Unmcp contracted to lease back certain clinical staff after this date to support the clinical activities. The leased clinical staff is shown as contracted services on the form 990. In addition, tnmc assumed the funding for certain unmc college of medicine costs after 2015, under an academic program funding agreement. These costs historically were funded by unmcp by transfers to unmc and then partially reimbursed by tnmc through their contracts with unmcp. This has further reduced the other contract revenue. To the extent that the costs and expenses attributable to unmcp exceed the cash receipts, tnmc is responsible for the difference and the amount is shown as a contribution from tnmc on the form 990. Form 990, part vi, line 4 from its establishment and until 2016, unmcp had been controlled by its physician membership. Effective july 1, 2016, unmcp, along with tnmc, the board of regents of the university of nebraska (bor), clarkson regional health services, inc. (crhs), and a newly created entity, nebraska medicine, entered into a system integration agreement (sia). In 2017, unmcp completed its transition to the nebraska medicine system, and nebraska medicine was substituted as the sole corporate member of unmcp. Nebraska medicine is tax exempt under section 501(c)(3) and has two members, crhs and the bor. Crhs is recognized as exempt from tax under section 501(c)(3) of the internal revenue code (irc). The bor is a publicly-funded university. Effective 2017, its articles of incorporation and bylaws were significantly amended to reflect the change.”

“Governance, management, and disclosure from july 1, 2016 until 2017, tnmc was the sole corporate member of unmcp and tnmc, which had two corporate members, crhs and bor, each with 50% interest. In 2017, nebraska medicine was substituted as the sole corporate member of unmcp and tnmc. Both unmcp and tnmc are governed by the same board of directors as nebraska medicine.”

“EFFECTIVE 2017, UNMCP HAS ONE MEMBER, NEBRASKA MEDICINE, A NONPROFIT ORGANIZATION THAT HAS BEEN RECOGNIZED AS EXEMPT FROM TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. UNMCP'S BYLAWS PROVIDE THAT THE MEMBERS OF UNMCP'S BOARD OF DIRECTORS SHALL BE THE SAME PERSONS WHO SERVE AS MEMBERS OF THE BOARD OF NEBRASKA MEDICINE. THE UNMCP BOARD IS COMPRISED OF 15 DIRECTORS, SPECIFICALLY 11 VOTING DIRECTORS AND 4 EX-OFFICIO NON-VOTING DIRECTORS. Form 990, Part VI, Line 7B GOVERNANCE, MANAGEMENT, AND DISCLOSURE THE FOLLOWING POWERS ARE RESERVED TO UNMCP'S SOLE MEMBER, NEBRASKA MEDICINE: - AMENDMENT TO UNMCP'S ARTICLES OF INCORPORATION; - A MERGER OR CONSOLIDATION OF UNMCP WITH OR INTO ANY OTHER ENTITY; - SALE, TRANSFER, LEASE, DISPOSITION, OR CHANGE IN USE OF (A) MORE THAN 50% OF THE ASSETS OF THE CLINICAL OPERATIONS OF TNMC; OR (B) SUCH OTHER ASSETS AS THE TNMC BOARD DESIGNATES; - ENTRY INTO A NEW JOINT OPERATING AGREEMENT, INTEGRATION AGREEMENT, OR SIMILAR AGREEMENT, OR AMENDMENT TO ANY EXISTING SIMILAR AGREEMENT; - ISSUANCE OR INCURRENCE OF INDEBTEDNESS RESULTING IN A DEBT/EQUITY RATIO IN EXCESS OF 40% OR A DEBT COVERAGE RATIO LESS THAN 1.25; - LIQUIDATION OR DISSOLUTION OF TNMC; - ADMISSION OF ONE OR MORE ADDITIONAL MEMBERS OF UNMCP; - ENTRY INTO ANY AFFILIATIONS THAT WOULD CHANGE THE SIZE OF THE BOARD, A CHANGE TO THE QUORUM REQUIREMENTS, OR CHANGE IN THE SUPERMAJORITY VOTING REQUIREMENTS; - APPROVAL OF ANY AMENDMENT TO THE BYLAWS; OR - A GIFT, PLEDGE, DONATION, OR GRANT IN EXCESS OF ONE MILLION DOLLARS.”

“Rosanna morris, mba, bsn, ne-bc past ceo of nebraska medicine beaumont hospital, royal oaks 3601 w 13 mile road royal oak, mi 48073”

“Governance, management, and disclosure a copy of the form 990 was presented to the audit committee of the board of directors. In addition, the board of directors were provided a copy of the form 990 to review on the secured board portal called board effect before it was filed.”

“Monitoring and enforcement of board independence each member of the board of directors, officers and key employees discloses annually that he/she is either an officer, director, member, owner, agent or associated in some manner with delineated business entities that either have or might reasonably be expected to have a business relationship with tnmc and unmcp. Each board member agrees to make conflicts known and withdraw from participation in deliberations if a subsequent conflict arises. Disclosure statements are distributed annually and monitored by the corporate compliance officer for completion. Any disclosed conflicts are brought to the attention of the chairman of the board for board members and officers or to the officers for key employees.”

“Policies - compensation the executive and physician compensation committee of the unmc physicians board of directors is comprised of a chair, appointed by the board of directors, a vice chair, and not less than two (2) additional directors from the board, all of whom are determined by the board to be independent from the university of nebraska medical center and nebraska medicine, which includes unmc physicians and the nebraska medical center. The committee reviews all proposed compensation for physicians and senior executives including the ceo. All compensation submitted for review must be supported by appropriate documentation, including, but not limited to, comparability data (i.e., association of american medical colleges (aamc)) relevant for the occupation and corporation position. Such data is compared to similarly situated aamc organizations of comparable revenue. The executive compensation data is provided by an independent compensation consulting firm hired by the committee and are reported directly to the committee. The committee ensures that its review and approval qualifies for the rebuttable presumption of reasonableness under the intermediate sanctions regulations (26 c.f.r. 53.4958-6, as amended). To ensure such compliance, the committee: 1. Ensures committee members are free from any relationships or conflicts of interest that may impair, or appear to impair, a committee member's ability to make independent judgments; 2. Receives and relies upon appropriate data as to comparability from internal or external resources prior to making its determination; and 3. Documents the basis for its determination of reasonableness concurrently with making that determination. Such documentation includes: a) the terms of the arrangement that was approved and the date it was approved; b) the members of the committee who were present and those who voted on it(quorum is required for any approval); c) the comparability data obtained and relied upon by the committee and how such material was obtained; and d) the action(s) taken by the committee.”

“Governance, management, and disclosure governing documents, conflict of interest policy, and audited financial statements are available to the public upon request in the administration offices.”

“The nebraska medical center issues the form 1099's on behalf of unmc physicians (unmcp) and the expenses are paid by unmcp through the nebraska medical center (tnmc) acting as their pay agent.”

“TNMC Contribution Adjustment $26”