Emory-Adventist Inc

“Emory-Adventist, Inc. (the filing organization) has two members. The members of the filing organization are Adventist Health System/Sunbelt, Inc. (AHSSI) and Emory Healthcare, Inc. (EHI). Both AHSSI and EHI are not-for-profit corporations that are exempt from federal income tax under Internal Revenue Code (IRC) Section 501(c)(3). There are no other classes of membership in the filing organization.”

“The Board of Trustees of the filing organization are appointed by AHSSI and EHI, who have the right to elect, appoint or remove any member of the Board of Trustees of the filing organization.”

“The filing organization's current year Form 990 was reviewed by a Board Member and the CFO, responsible to oversee the wind down of this entity, prior to its filing with the IRS. The review conducted by a Board Member and the responsible CFO did not include the review of any supporting workpapers that were used in preparation of the current year Form 990, but did include a review of the entire Form 990 and all supporting schedules.”

“The Conflict of Interest Policy of the filing organization applies to members of its Board of Trustees and its principal officers (to be known as Interested Persons). In connection with any actual or possible conflicts of interest, any member of the Board of Trustees of the filing organization or any principal officer of the filing organization (i.e. Interested Persons) must disclose the existence of any financial interest with the filing organization and must be given the opportunity to disclose all material facts concerning the financial interest/arrangement to the Board of Trustees of the filing organization or to any members of a committee with board delegated powers that is considering the proposed transaction or arrangement. Subsequent to any disclosure of any financial interest/arrangement and all material facts, and after any discussion with the relevant Board member or principal officer, the remaining members of the Board of Trustees or committee with board delegated powers shall discuss, analyze, and vote upon the potential financial interest/arrangement to determine if a conflict of interest exists. According to the filing organization's Conflict of Interest Policy, an Interested Person may make a presentation to the Board of Trustees (or committee with board delegated powers), but after such presentation, shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement that results in a conflict of interest. Each Interested Person, as defined under the filing organization's Conflict of Interest Policy, shall annually sign a statement which affirms that such person has received a copy of the Conflict of Interest policy, has read and understands the policy, has agreed to comply with the policy, and understands that the filing organization is a charitable organization that must primarily engage in activities which accomplish one or more of its exempt purposes. The filing organization's Conflict of Interest Policy also requires that periodic reviews shall be conducted to ensure that the filing organization operates in a manner consistent with its charitable purposes.”

“The filing organization's Board Chairman is not compensated by the filing organization. Such individual is compensated by the related top-tier parent organization of the filing organization. Please see the discussion concerning the process followed by the related top-tier parent organization in determining executive compensation in our response to Schedule J, Line 3.”

“The filing organization is a part of the system of healthcare organizations known as AdventHealth. The audited consolidated financial statements of AdventHealth and of the AdventHealth "Obligated Group" are filed annually with the Municipal Securities Rulemaking Board (MSRB). The "Obligated Group" is a group of AHSSHC subsidiaries that are jointly and severally liable under a Master Trust Indenture that secures debt primarily issued on a tax-exempt basis. Unaudited quarterly financial statements prepared in accordance with Generally Accepted Accounting Principles (GAAP) are also filed with MSRB for AdventHealth on a consolidated basis and for the grouping of AdventHealth subsidiaries comprising the "Obligated Group". The filing organization does not generally make its governing documents or conflict of interest policy available to the public.”

“For those Board of Director members who devote less than full-time to the filing organization (based upon the average number of hours per week shown in column (B) on page 7 of the return) the compensation amounts shown in columns (E) and (F) on page 7 were provided in conjunction with that person's responsibilities and roles in serving in an executive leadership position as an employee of Adventist Health System Sunbelt Healthcare Corporation.”

“On October 31, 2014, Emory Adventist, Inc. (the Taxpayer) discontinued the operation of a licensed hospital. On or about the time that hospital operations were discontinued, the Taxpayer relinquished its license to operate a hospital in accordance with Georgia law. Therefore, the Taxpayer no longer operates a hospital facility.”

“The parent corporation and sole top-tier member of Emory-Adventist, Inc. (the filing organization) is Adventist Health System Sunbelt Healthcare Corporation (AHSSHC). AHSSHC is a Florida, not-for-profit corporation that is exempt from federal income tax under Internal Revenue Code (IRC) Section 501(c)(3). AHSSHC has established a shared service center to centralize the Accounts Payable (A/P) function for all AHSSHC subsidiary organizations. The filing organization has entered "0" in Part V, Line 1a because the filing organization no longer issues Form 1099 returns, rather, all such returns are filed by and under the name and EIN of AHSSHC as the payor subject to the information reporting requirements of Section 6041. The facts and circumstances support a position that AHSSHC, as a payor on behalf of its subsidiary organizations in a shared service environment, will have sufficient management and oversight in connection with the subsidiary organizations' payments to meet the standard set forth in Treas. Reg. Section 1.6041-1(e). AHSSHC will not merely be making payments at the direction of its subsidiary organizations. Accordingly, AHSSHC is considered the payor subject to the information reporting requirements of Section 6041.”

“Professional Fees: Program service expenses 13,255. Management and general expenses 0. Fundraising expenses 0. Total expenses 13,255. Billing & Collection Services: Program service expenses 0. Management and general expenses 1,604. Fundraising expenses 0. Total expenses 1,604.”

“For the 2020 fiscal year ending December 31, 2020, AdventHealth was subject to the Single Audit requirements, as set forth in the regulations at 2 CFR Part 200, Subpart F. As a calendar year taxpayer, the deadline to complete and submit the Single Audit Reporting Package to the Federal Audit Clearinghouse, as required under Subpart F of 2 CFR 200.501, is September 30, 2021. However, on March 19th, 2021, the Office of Management and Budget (OMB) issued Memorandum M21-20, which outlined the OMB's efforts to supplement the support in the American Rescue Plan Act of 2021 (ARP), promote public trust in the Federal Government's stewardship of taxpayer resources, and alleviate some of the administrative challenges related to the coronavirus pandemic. As part of the administrative relief included in Memorandum M21-20, the OMB provided a six-month extension of time to complete and submit the Single Audit Reporting Package. The extended reporting deadline for calendar year taxpayers is March 31, 2022.”