Vcu Health Children'S Services at Brook

“The organization changed from a classification as a hospital organization to an organization that provides program services to the general public (509(a)(2)).”

“The sole member of the corporation is virginia commonwealth university health system authority (vcuhs), a statutory authority created under the code of virginia.”

“Vcuhs has the exclusive right and power to elect, appoint, or remove the members of the corporation's board of directors as provided in the bylaws. The board of directors of vcuhs shall act on vcuhs's behalf in exercising vcuhs's reserved powers over the corporation. Certain committees of the board of directors of vcuhs shall oversee the activities of the corporation.”

“Listed below are vcuhs's reserved powers: (a) approval of amendments to the corporation's articles of incorporation or bylaws; (b) approval of the corporation's capital and operating budgets; (c) election and removal of an elected director (as hereinafter defined); (d) approval of the incurrence of debt or the issuance of guarantees by the corporation in excess of $500,000 for a single expenditure; (e) approval of any non-budgeted capital expenditure in excess of $500,000 for a single capital expenditure or $1 million for all such capital expenditures on an aggregate basis in any twelve (12) month period; (f) any proposed expenditure in excess of $500,000 from funded depreciation maintained by or on behalf of the corporation for the renovation and replacement of the corporation's capital assets; (g) authorization of any action that could cause the corporation to operate in a manner inconsistent with the community benefit standard articulated by the internal revenue service, or otherwise cause the corporation to act in potential derogation of its federal, state, or local tax-exemption and/or charitable purpose; (h) sale of all or substantially all of the assets of the corporation; (i) merger, consolidation, dissolution, or division of the corporation; (j) assignment of property or other assets of the corporation in trust for creditors or on the assignee's promise to pay the debts of the corporation; (k) declaration of bankruptcy by the corporation; (l) authorization of any action that could have a material adverse impact on any licensure, accreditation, or certification held or desired to be held by the corporation, including, without limitation, state licensure, medicare or medicaid certification, the joint commission or other facility accreditation, medical residency program accreditation, or clinical designation or certification; (m) any significant proposed affiliations with other health care providers or academic institutions, including, without limitation, acquisition, merger, joint operation, management, staffing, clinical coordination, or 'co-branding; (n) any action involving use of the corporation's logo, service mark, trade or other dress, other than for the direct benefit of the corporation or the department of pediatrics of the member; and (o) hiring or termination of the corporation's chief executive officer (irrespective of title).”

“Financial information is provided by vcuhs' finance department to an independent accounting firm. The firm prepares the form 990 for review. The finance department reviews the form 990 with the appropriate executive director and finance leader of the organization. Upon final review with leadership, the governing body of the organization is provided with a copy of the return prior to filing with the irs.”

“All officers, trustees and key employees shall disclose a potential conflict to the chairman of the board or compliance officer for investigation and resolution. Upon appointment to the board or employment and annually thereafter, officers, trustees and key employees shall complete an affirmation statement and disclosure form for review by the board. The person with the conflict will be prohibited from participating in the board's deliberations and decisions in the area of conflict.”

“An outside consultant is used to complete a review and establish ranges to be used by the compensation committee of the board of trustees. These ranges meet the 4958 safe harbor requirements.”

“Documents are available for inspection at the main hospital location upon request.”

“Vcu health children's services at brook road (csbr), fka crippled children's hospital, is a resource and provider of specialized medical and therapeutic services customized to meet the specific needs of children and their families.”

“Csbr is a resource and provider of specialized medical and therapeutic services customized to meet the specific needs of children and their families. Over 8,445 children were served this past year. We continue to focus on expanding our capacity to serve more children.”

“Employees are paid through a common paymaster. The common paymaster is vcu health system authority. The organization falls under a master pay agent and does not file any payroll returns uner its own ein.”

“OPEN ITEM 2,127,770.”