North Carolina Baptist Hospital

“The sole member of the corporation is north carolina baptist hospital, a north carolina nonprofit organization.”

“The number of trustees of the corporation shall be between three and twenty. The sole member, north carolina baptist hospital, shall appoint the trustees for terms up to three years.”

“The filing organization's sole member, north carolina baptist hospital, shall appoint the trustees for terms of up to three years. Additionally, any bylaw amendment or repeal and new bylaws must be approved by the filing organization's sole member.”

“The filing organization's board of directors receives copies of the form 990 with sufficient time to permit review, comment, and questions prior to its filing. If modifications are required following such review and comment, the revised form 990 is redistributed to all directors prior to its filing with the irs, along with a report noting the modifications.”

“The organization requires its officers, directors and any key employees to review the conflict of interest policy and disclose any potential conflicts of interests annually and as they arise. Any items disclosed are reviewed and managed in accordance with the organization's policy on conflicts of interest.”

“The organization pays no compensation to directors. Compensation paid to officers was paid by unrelated organizations, wake forest university baptist medical center (wfubmc) or the charlotte-mecklenburg hospital authority (cmha, dba atrium health) and the determination of the compensation of such individuals is conducted via the process utilized by the wfubmc board, as follows: the advocate health compensation and benefits committee ("the committee") of the advocate health, inc. Board of directors ("the board") has authority as the board delegates to it, for the review and approval of executive compensation. The committee relies upon an external, independent compensation consultant retained directly by the committee to provide third-party compensation comparability data for evaluating the competitiveness and reasonableness of executive compensation and benefits programs relative to market practices for similarly situated healthcare organizations. In evaluating compensation, the committee follows corporate governance best practice such as adherence to the company's executive compensation philosophy and review processes; processes to ensure committee member and compensation consultant independence; data from healthcare organizations of comparable size, structure, and complexity; and establishment of the rebuttable presumption of reasonableness, per irs guidelines. Minutes of the deliberations of the committee are maintained in the advocate health, inc. Legal department.”

“The organization's articles of incorporation are available to the public on request and are available on the website of the north carolina secretary of state. The organization's bylaws are not published, but provisions from the bylaws are included as necessary in the organization's policies, and are attached to the form 1023 filed for the organization with the irs, which is publicly available. The conflict of interest policy and financial statements are available to the public on request.”