Metroplex Adventist Hospital Inc

“The board of directors for metroplex adventist hospital, inc. Is comprised of two classes of members with power to vote on matters that may come before the governing body; the board of directors of the corporation and a community board. The community board is primarily responsible for reporting to the board of directors on matters at each hospital location involving medical staff appointment, reappointment, quality assurance and administration of medical staff bylaws, and rules and regulations and policies and matters involving the joint commission. The board of directors retains final authority regarding all community board actions to ensure that its actions are consistent with the best interests of the corporation. The community board is comprised of individuals from the community who are appointed by the board. Six of the eighteen members of the community board are members of the governing board.”

“Metroplex adventist hospital, inc. (mah) has two members. The members of mah are adventist health system sunbelt healthcare corporation (ahsshc) and scott & white memorial hospital and scott, sherwood and brindley foundation (scott & white). Both ahsshc and scott & white 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 mah.”

“The board of directors (board) of mah are appointed by ahsshc (majority member) and scott & white (minority member). The majority member is entitled to elect four directors to the board of mah and the minority member is entitiled to elect two directors to the board. In addition, the board may appoint a community board that is responsible to report to the board on matters at each hospital involving medical staff appointment, reappointment, quality assurance and administration of medical staff bylaws, rules and regulations and policies and matters involving the joint commission. The community board shall consist of a maximum of eighteen voting members which may be appointed or removed by each member in proportion to the member's membership interest in mah.”

“Ahsshc and scott & white, as the sole members of mah, have certain reserved powers as set forth in the bylaws of mah. These reserved powers include the following: 1) to add additional members or require additional capital contributions from either member; 2) to amend, restate, and repeal the articles of incorporation or bylaws; 3) to set limits and terms for the borrowing of funds; 4) to direct the placement of funds and capital; 5) to merge, consolidate, reorganize, liquidate, or voluntarily dissolve mah; 6) to sell, transfer, lease, dispose, or encumber all or substantially all of the assets of mah. Though not requiring an approval by the minority member, scott & white, the majority member, ahsshc, shall consult with and obtain input from the minority member prior to taking any action involving: 1) amendment, restatement, or repeal of the corporate compliance policy; 2) appointment or removal of the president; 3) approving or entering into loans to, or guarantees for the benefit of third parties in an aggregate amount not to exceed $100,000 in any year.”

“The filing organization's current year form 990 was reviewed by the board chairman, board finance committee chair, ceo and by the cfo prior to its filing with the irs. The review conducted by the board chairman, board finance committee chair, ceo and the 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 directors 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 directors 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 directors 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 directors 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 directors (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 ceo, other officers and key employees are not compensated by the filing organization. Such individuals are 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, officer(s) and key employees 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. Physician members of the board of directors received compensation from related organizations as a result of providing various medical services to those related entities.”

“The amounts shown in part viii, line 7a(i) and 7c(i) of the form 990 represents an allocated share of capital gain/(loss) from a system wide, corporate administered, investment program.”

“The parent corporation and sole top-tier member of metroplex adventist hospital (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.”

“Payments to healthcare professionals: program service expenses 13,663,343. Management and general expenses 0. Fundraising expenses 0. Total expenses 13,663,343. Professional fees: program service expenses 1,456,447. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,456,447. Purchased medical services: program service expenses 11,507,031. Management and general expenses 0. Fundraising expenses 0. Total expenses 11,507,031. Environmental services: program service expenses 1,331,370. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,331,370. Recruiting: program service expenses 545,966. Management and general expenses 0. Fundraising expenses 0. Total expenses 545,966. Other purchased services: program service expenses 230,964. Management and general expenses 0. Fundraising expenses 0. Total expenses 230,964. Adventhealth management fees: program service expenses 0. Management and general expenses 6,597,687. Fundraising expenses 0. Total expenses 6,597,687. Billing & collection services: program service expenses 0. Management and general expenses 835,625. Fundraising expenses 0. Total expenses 835,625. Ah shared services fee: program service expenses 0. Management and general expenses 2,104,496. Fundraising expenses 0. Total expenses 2,104,496.”

“Transfer to tax-exempt affiliates -5,970,569. Donations from foundation 481,657.”

“The taxpayer is part of a controlled group of organizations that comprise a consolidated financial statement audit. The controlled group's parent is adventist health system sunbelt healthcare corporation (ahsshc), a 501(c)(3) organization. The system of healthcare entities owned and controlled by ahsshc is known as adventhealth. For the year ended december 31, 2024, adventhealth will file a consolidated single audit which will include all entities that are part of the controlled group. Accordingly, the taxpayer has checked yes to the questions on part xii, line 3a and 3b.”

“The amounts shown on line 2 of part x of this return includes the filing organization's interest in a central investment pool maintained by adventist health system sunbelt healthcare corporation, the filing organization's top-tier majority member. The investments in the central investment pool are recorded at market value.”