Somos Healthcare Providers Inc

“Ramon Tallaj, M.D., Oscar Fukilman, M.D., Victor Peralta, M.D. and Francisco Rosario, M.D. - business relationship.”

“The organization purchased management services from Care Management Company LLC. The management company was paid $465,000 for these services for the year ending December 31, 2024. Services provided included managing bank accounts, preparing budgets, making payments, and providing weekly reports to management to assist with budgets and financial planning. There were no individuals listed in Core form, Part VII who were compensated by the management company for services rendered to SOMOS.”

“The members of SOMOS Healthcare Providers, Inc. include: - AW Medical Office, PC - NY Community Preferred Providers, LLC - Montefiore Medical Center”

“The number of Directors constituting the entire Board shall be fourteen (14) Directors. Montefiore shall be entitled to designate two (2) Directors. AW shall be entitled to designate two (2) Directors. NYCPP shall be entitled to designate five (5) Directors. NYPCC's five (5) Directors shall be selected as follows: three (3) Directors shall be selected by the ECAP Member of NYCPP, and two (2) Directors shall be selected shall be selected by the Renaissance Member of NYCPP.”

“The following officer positions ("officers of the corporation") shall be appointed by the members: chief executive officer, chief operating officer, chief compliance officer, chief financial officer, chief information officer and chief medical officer. The board may appoint such other officers of the corporation as the members may determine to be appropriate. Unless appointed for a lesser or greater term, and subject to the right of the members to remove a board officer, each board officer shall be appointed annually at the annual meeting of the members and shall hold office for two (2) years or until such board officer's successor has been appointed and qualified. Not withstanding the foregoing, The position of chair and president shall at all times be held by individuals nominated by either aw or nycpp, and the position of treasurer shall at all times be held by an individual nominated by montefiore. Throughout the existence of the corporation, the chair shall be an individual nominated by aw and the President shall be an individual nominated by nycpp. The president shall be determined and appointed solely by the nycpp member and shall not be subject to removal by the members other than for cause as such term is legally defined within these bylaws. The ceo shall be appointed by the members and shall report directly to the board and chair and shall carry out his or her duties in accordance with the policies established by the board. Whenever a vacancy occurs in any board officer or officer of the corporation position by reason of death, resignation, incapacity or otherwise, the member which appointed the officer whose vacancy is at issue, may fill such vacancy for the unexpired term. Any board officer or other officer appointed by the members may only be removed by the members with or without cause pursuant to the terms set forth in the bylaws and consistent with the terms of any executed contract between the officer and the corporation. Authorization of the following actions shall require the affirmative vote of at least seventy-five percent (75%) of the member representatives, and must include the affirmative vote of the member appointed by Montefiore: (i) matters that could have an adverse impact on the tax-exempt status of Montefiore or the continued qualification of any tax-exempt bond financings of Montefiore, as may be determined by Montefiore, in its sole discretion in good Faith; (ii) establishment and/or modification of the dsrip-related funds flow formulae and distribution methodologies; (iii) establishment and/or modification of the dsrip-related capital funding, if any; (iv) amending the corporation's certificate of incorporation or these bylaws”

“The organization has its Form 990 prepared by an outside accounting firm and has established the following review process to ensure the completeness and accuracy of the information reported. When Form 990 has been prepared, it is first reviewed by management. Subsequently, it is electronically sent to the Board of Directors for review and approval. When it has gone through these levels of review, the Form is then filed with the Internal Revenue Service.”

“A possible conflict of interest may exist if an employee or other person associated with SOMOS Health Care Providers, Inc. can influence the business or other decisions of the organization in a manner that could lead, or appear to lead, to the personal gain or advantage of the individual, his or her relatives, or a related business interest. Any individual who becomes aware that he/she has an actual or potential conflict of interest must promptly disclose this to the organization's compliance officer, or his/her designee, who will review the disclosed conflict of interest and take any action(s) deemed required or appropriate to manage or resolve the matter, including by referring the matter to the board of directors or a designated board committee, as appropriate. After disclosing a possible conflict of interest and unless otherwise expressly approved by the organization's Compliance Officer, his/her designee, or by the governing body, the individual shall immediately recuse him/herself from participating in the transaction or matter, including by refraining from attempting to influence deliberations or voting on the transaction or matter, and not being privy to any non-public information relating to the transaction.”

“SOMOS's HR department uses a PayScale salary comparison database to confirm a range of pay for the CEO and CFO positions of the organization. Job title, description, and qualifications are all taken into consideration when comparing positions to other like-size organizations. Once a salary range is confirmed by HR, the range is sent to the board to vote and approve a set compensation amount for each position. The approval of these compensation totals is documented in the board minutes. The policy was last undertaken in 2020.”

“The organization maintains a written policy to ensure that any joint venture entered into by the organization with a for-profit participant is reviewed and followed so as to evaluate its participation under applicable federal tax law, and to ensure that the organization takes steps to safeguard the organization's exempt status with respect to such arrangements.”

“The organization makes its form 990 available for public inspection as required under section 6104 of the internal revenue code. The return is posted on guidestar.org and other similar types of websites. In addition, the financial statements, conflict of interest policy, articles of incorporation and bylaws are Also available upon written request.”

“OTHER CHANGES IN NET ASSETS OR FUND BALANCE INCLUDE: - Impairment of investment in related party - ($3,228,312).”

“An independent cpa firm audited the financial statements of the organization for the years ended december 31, 2024 and december 31, 2023; respectively. The organization has a committee that is responsible for the oversight of the audit of its financial statements and selection of an independent accountant. The process has not changed from the prior year.”

“Description:purchased services total fees:5642423”

“Description:outside consultant total fees:2050250”

“Description:value based perf consult. Total fees:280000”

“Description:training & recruit. Fees total fees:50423”

“Description:compliance consultant total fees:28840”