Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions. Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
UNIVERSITY OF VIRGINIA PHYSICIANS GROUP
Employer identification number
54-1124769
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions.
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II, or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) A person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the supported organization?
................
11g(i)
(ii)
A family member of a person described in (i) above?
......................
11g(ii)
(iii)
A 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
h
Provide the following information about the supported organization(s).
(i) Name of supported organization
(ii) EIN
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))
(iv) Is the organization in col. (i) listed in your governing document?
(v) Did you notify the organization in col. (i) of your support?
(vi) Is the organization in col. (i) organized in the U.S.?
(vii) Amount of monetary support
Yes
No
Yes
No
Yes
No
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 2
Part II
Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
4
Total. Add lines 1 through 3
5
The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included
on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6
Public support. Subtract line 5 from line 4.
Section B. Total Support
Calendar year
(or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
7
Amounts from line 4..
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
10
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
11
Total support (Add lines 7 through 10).
12
Gross receipts from related activities, etc. (see instructions)
..................
12
13
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.................................................
Section C. Computation of Public Support Percentage
14
Public support percentage for 2013 (line 6, column (f) divided by line 11, column (f))
.........
14
15
Public support percentage for 2012 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2013.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
.......................
b
33 1/3% support test—2012.
If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2013.
If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization
.....................................................
b
10%-facts-and-circumstances test—2012.
If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization
................................................
18
Private foundation.
If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions
.....................................................
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 3
Part III
Support Schedule for Organizations Described in Section 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
4,060,047
6,477,955
4,949,002
5,190,505
7,503,927
28,181,436
2
Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
290,514,862
301,853,212
340,738,435
373,284,206
401,316,015
1,707,706,730
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
0
4
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
0
5
The value of services or facilities furnished by a governmental unit to the organization without charge..
0
6
Total. Add lines 1 through 5.
294,574,909
308,331,167
345,687,437
378,474,711
408,819,942
1,735,888,166
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
0
b
Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
0
c
Add lines 7a and 7b..
0
8
Public support (Subtract line 7c from line 6.)
1,735,888,166
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2009
(b) 2010
(c) 2011
(d) 2012
(e) 2013
(f) Total
9
Amounts from line 6...
294,574,909
308,331,167
345,687,437
378,474,711
408,819,942
1,735,888,166
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
455,720
11,174
1,740,920
811,179
755,492
3,774,485
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
1,344,847
2,153,180
2,368,210
2,139,033
1,839,138
9,844,408
c
Add lines 10a and 10b.
1,800,567
2,164,354
4,109,130
2,950,212
2,594,630
13,618,893
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
0
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
..
14,434,192
15,938,637
18,513,228
21,293,052
23,850,357
94,029,466
13
Total support. (Add lines 9, 10c, 11, and 12.)..
310,809,668
326,434,158
368,309,795
402,717,975
435,264,929
1,843,536,525
14
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public support percentage for 2013 (line 8, column (f) divided by line 13, column (f))
.........
15
94.161 %
16
Public support percentage from 2012 Schedule A, Part III, line 15
...............
16
94.261 %
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2013 (line 10c, column (f) divided by line 13, column (f))
......
17
0.739 %
18
Investment income percentage from 2012 Schedule A, Part III, line 17
.............
18
0.722 %
19a
33 1/3% support tests—2013.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
........
b
33 1/3% support tests—2012.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
.....
20
Private foundation.
If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2013
Schedule A (Form 990 or 990-EZ) 2013
Page 4
Part IV
Supplemental Information.
Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
Schedule A (Form 990 or 990-EZ) 2013
Additional Data
Software ID:
Software Version:
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
UNIVERSITY OF VIRGINIA PHYSICIANS GROUP
Employer identification number
54-1124769
Return Reference
Explanation
DESCRIPTION OF RELATIONSHIPS
FORM 990, PART VI, LINE 2 DIRECTORS, OFFICERS, KEY EMPLOYEES OR MEMBERS OF THEIR FAMILY MAY RECEIVE HEALTH CARE SERVICES FROM A MEMBER OF THE BOARD AS A PHYSICIAN OF THE GROUP. THESE SERVICES ARE PROVIDED IN THE NORMAL COURSE OF BUSINESS AND ALL SUCH INDIVIDUALS ARE CHARGED FOR THE SERVICES RENDERED. DESCRIBE THE PROCESS USED BY MANAGEMENT &/OR GOVERNING BODY TO REVIEW 990 FORM 990, PART VI, LINE 11B UPON RECEIPT OF THE DRAFT TAX RETURN FROM THE PAID PREPARER, MANAGEMENT IN THE FINANCE DEPARTMENT REVIEWS THE RETURN IN DETAIL. AFTER REVIEW OF THE DRAFT RETURN BY THE DIRECTOR OF FINANCE AND THE CFO, COPIES OF THE RETURN ARE EMAILED TO THE BOARD OF DIRECTORS PRIOR TO FILING THE RETURN WITH THE IRS. DESCRIPTION OF PROCESS TO MONITOR TRANSACTIONS FOR CONFLICTS OF INTEREST FORM 990, PART VI, LINE 12C ALL INTERESTED PERSONS ARE REQUIRED TO SUBMIT ANNUALLY A CONFLICT OF INTEREST DISCLOSURE DESCRIBING THEIR OWN AND THEIR IMMEDIATE FAMILY MEMBERS' OUTSIDE ACTIVITIES AND ALL FINANCIAL INTERESTS. THESE INDIVIDUALS MUST ALSO UPDATE BETWEEN ANNUAL DISCLOSURES WHEN THEIR OWN OR THEIR IMMEDIATE FAMILY'S FINANCIAL INTERESTS OR OUTSIDE ACTIVITIES CHANGE MATERIALLY FROM THOSE DESCRIBED IN THE ANNUAL FINANCIAL DISCLOSURE (NO MORE THAN 30 DAYS THEREAFTER). THE BOARD OF DIRECTORS, OR ITS DESIGNEE, WILL REVIEW THE DISCLOSURES OF ALL INTERESTED PERSONS. AN INTERESTED PERSON, INCLUDING ANY BOARD MEMBERS, MAY MAKE A PRESENTATION AT THE BOARD MEETING. AFTER THE PRESENTATION, HE/SHE SHALL LEAVE THE MEETING DURING THE DISCUSSION OF THE TRANSACTION OR ARRANGEMENT INVOLVING THE POSSIBLE CONFLICT OF INTEREST. NO INTERESTED PERSON SHALL PARTICIPATE IN ANY VOTE RELATED TO THE POSSIBLE CONFLICT OF INTEREST. THE CHAIR OF THE BOARD SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER EXERCISING DUE DILIGENCE, THE BOARD SHALL DETERMINE WHETHER THE ORGANIZATION CAN OBTAIN WITH REASONABLE EFFORTS A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. COMPENSATION REVIEW PROCESS FOR CEO FORM 990, PART VI, LINE 15A AFTER REVIEW BY THE DEAN OF THE SCHOOL OF MEDICINE AND THE CHAIRMAN OF THE UNIVERSITY OF VIRGINIA PHYSICIANS GROUP BOARD OF DIRECTORS, THE CEO'S COMPENSATION IS DISCUSSED BY THE UNIVERSITY OF VIRGINIA PHYSICIANS GROUP COMPENSATION COMMITTEE, WHICH IS COMPRISED OF THE PUBLIC MEMBERS OF THE BOARD OF DIRECTORS. CHANGES ARE COMMUNICATED IN WRITING TO THE CHIEF OF HUMAN RESOURCES AND DOCUMENTATION SIGNED BY THE CHAIRMAN OF THE BOARD IS RETAINED IN THE CEO'S PERSONNEL FILE MAINTAINED IN THE HUMAN RESOURCES DEPARTMENT. IN ADDITION, THE FACULTY PRACTICE PLAN EXECUTIVE STAFF COMPENSATION SURVEY AND OTHER RELEVANT SURVEY SOURCES ARE UTILIZED AS A BENCHMARK REGARDING THE CEO'S COMPENSATION. MINUTES OF THE UNIVERSITY OF VIRGINIA PHYSICIANS GROUP COMPENSATION COMMITTEE ARE MAINTAINED TO DOCUMENT THE COMMITTEE'S DECISIONS. COMPENSATION REVIEW PROCESS FOR OTHER OFFICERS AND KEY EMPLOYEES FORM 990, PART VI, LINE 15B UPG REVIEWS COMPENSATION OF ALL ADMINISTRATIVE EMPLOYEES ON A TWO YEAR CYCLE. BOTH THE JOB DESCRIPTION AS WELL AS COMPARABLE MARKET DATA ARE ANALYZED. THE GROUP PARTICIPATES IN MULTIPLE SALARY SURVEYS INCLUDING TOWERS WATSON, APPD, THE VIRGINIA SOCIETY FOR HEALTHCARE AND HUMAN RESOURCES AND COMP DATA. IN ADDITION TO THOSE SURVEY SOURCES, THE MEDICAL GROUP MANAGEMENT ASSOCIATION SURVEY DATA IS REVIEWED AS APPROPRIATE. THE CEO, BASED ON THE DATA PRESENTED BY THE HUMAN RESOURCES PERSONNEL, REVIEWS DATA AND APPROVES CHANGES FOR OFFICER POSITIONS AFTER REVIEW BY THE UNIVERSITY OF VIRGINIA PHYSICIANS GROUP COMPENSATION COMMITTEE. THE CEO, ALONG WITH OTHER OFFICERS OF THE ORGANIZATION, REVIEW DATA AND RECOMMEND CHANGES FOR APPROVAL BY THE CEO FOR OTHER ADMINISTRATIVE STAFF POSITIONS INCLUDING KEY EMPLOYEES. THE DEAN OF THE SCHOOL OF MEDICINE AND THE PROVOST OF THE UNIVERSITY REVIEW THE COMPENSATION TO THE CLINICAL FACULTY. AVAIL OF GOV DOCS, CONFLICT OF INTEREST POLICY, & FIN STMTS TO GEN PUBLIC FORM 990, PART VI, LINE 19 UVA PHYSICIANS GROUP MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE UPON REQUEST. FUNDRAISING EXPENSES FORM 990, PART IX THERE ARE NO FUNDRAISING EXPENSES REPORTED BECAUSE ALL OF THE CONTRIBUTIONS RECEIVED ARE FROM RELATED ORGANIZATIONS.
OTHER CHANGES IN NET ASSETS
FORM 990, PART XI, LINE 9 UNRECOGNIZED NET PERIODIC PENSION COSTS ($9,097,000) CHANGE IN SWAP VALUATION 20,976 RETAINED EARNINGS - WELL VIRGINIA ($7,378) ------------ TOTAL OTHER CHANGES IN NET ASSETS ($9,083,402)
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.