Lexington Medical Center Foundation

“The sole member of the organization is lexington medical center, a north carolina nonprofit organization.”

“Lexington medical center (lmc), the organization's sole member, has the power to elect and remove officers.”

“Decisions of the organization's governing body which require approval by the sole member, lexington medical center, include amendments to certain fundamental documents (articles of incorporation and bylaws) and election and removal of directors.”

“The filing organization's board receives a copy 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 prior to its filing with the irs, along with a report noting the modifications.”

“The bylaws of the organization have conflict of interest provisions which are reviewed, accepted, and signed by each officer and voting board member on an annual basis. Pursuant to these provisions each officer and board member will recuse themselves from any discussion and vote for which a conflict exists for themselves or their family. Determinations of whether a conflict exists are made at a management, board member, officer, and individual level. Actual conflicts are reviewed without the presence of the interested party.”

“The filing organization does not pay compensation to directors for their effort devoted to the organization. Certain officers and directors are employed by unrelated but affiliated organizations, wake forest university baptist medical center (wfubmc) and charlotte mecklenburg hospital authority (cmha) 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 wfubmc board delegates to it, for the review and approval of executive compensation. No member of the committee is an employee of wfubmc or the filing organization. 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.”

“To promote and advance charitable, educational, and scientific purposes by supporting and operating for the benefit of and to carry out the purposes of lexington medical center (dba atrium health wake forest baptist lexington medical center), a not for profit corporation exempt from federal taxation under irc section 501(c)(3).”