Wake Forest University Health Sciences Group Return

“The bylaws of all organizations included in this group return were amended effective july 1, 2021 to change each organization's fiscal year from one ending june 30 to one ending december 31.”

“The sole member of all organizations included in this group return is wake forest university health sciences.”

“The members of the board of directors of the organizations included in this group return are appointed by the governing body of wake forest university health sciences or by a member of the governing body or by an officer of wake forest university health sciences acting in their official capacity, in accordance with procedures prescribed by the board of directors of wake forest university health sciences.”

“Decisions of the organizations' governing bodies which require approval by the parent organization, wake forest university health sciences, include amendments to the organizations' governance documents (articles of incorporation and bylaws), and the election and removal of directors.”

“The boards of directors of all organizations represented on this group return receive 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, the revised form 990 is redistributed prior to its filing with the irs, along with a summary of the modifications.”

“All organizations included in this group return require officers and directors to disclose conflicts of interest annually, and as they arise. Any items disclosed are reviewed and managed in accordance with the organizations' policy on conflicts of interest.”

“No organizations included in this group return pay compensation to officers or directors. All compensation paid to officers and directors and former officers or directors is paid by related organizations. The governance & compensation committee of the wake forest university baptist medical center board is responsible for reviewing and approving most officers' compensation. The committee utilizes independent compensation consultants, compensation surveys and studies to determine the appropriateness of each such officers' compensation.”

“The articles of incorporation of each of the separate dialysis center organizations included in this group exemption return are available to the public on request and are available on the website of the north carolina secretary of state. Such organizations' bylaws are not published, but provisions from their bylaws are included as necessary in such organizations' policies, and are attached to the forms 1023 filed for the organization with the irs, which is publicly available. The conflict of interest policy and financial statements of such organizations are available to the public on request.”

“John d. Mcconnell, md filing org 0.0 related org 0.0 unrelated org 40.0 julie a. Freischlag, md filing org 0.5 related org 17.7 unrelated org 21.8 terry l. Hales, jr. Filing org 0.5 related org 39.5 terry g. Williams filing org 0.1 related org 1.1 unrelated org 38.8 kevin p. High, md filing org 0.5 related org 5.8 unrelated org 33.7 j. Reid morgan filing org 0.5 related org 30.5 unrelated org 9.0 bradley a. Clark filing org 0.1 related org 1.1 unrelated org 38.8 russell m. Howerton, md filing org 0.5 related org 16.6 unrelated org 22.9 a medical center integration agreement ("mcia") was originally entered into in 2010 among four parties: wake forest university ("wfu"), wake forest university health sciences ("wfuhs"), wake forest university baptist medical center ("wfubmc") and north carolina baptist hospital ("ncbh"). Pursuant to the terms of the original mcia, the operation of wfuhs and ncbh, and all of the respective subsidiaries of each, is delegated to wfubmc. Additionally, the corporate officers of wfubmc generally serve as the corporate officers of wfuhs and ncbh. The mcia was revised and restated in 2020 to delegate oversight and management authority over wfubmc to atrium health, inc. ("ahi"). Certain directors and/or corporate officers of wfuhs, ncbh, & wfubmc also serve as directors or corporate officers of ahi. Wfu and wfuhs are organizations related to the separate dialysis center organizations included in this group return. Ncbh, wfubmc, and ahi are organizations unrelated to the organizations included in this group return. Thus, certain directors and officers of the organizations included in this group return devote hours to related organizations (wfu & wfuhs) and unrelated organizations (wfubmc, ncbh, and ahi) as shown in the breakdown of hours above.”

“Contracted services: program service expenses 19,679,218. Management and general expenses 0. Fundraising expenses 0. Total expenses 19,679,218. Professional fees: program service expenses 1,649,917. Management and general expenses 73,589. Fundraising expenses 0. Total expenses 1,723,506.”