Attach to Form 990 or Form 990-EZ.
Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
| (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 listed in your governing document? | (v) Amount of monetary support (see instructions) | (vi) Amount of other support (see instructions) | |
|---|---|---|---|---|---|---|
| Yes | No | |||||
| (A)
WAKE FOREST UNIV HEALTH SCIENCES |
223849199 | Yes | 0 | 0 | ||
| (B)
NORTH CAROLINA BAPTIST HOSPITAL |
560552787 | Yes | 0 | 0 | ||
| (C)
WAKE FOREST UNIVERSITY |
560532138 | Yes | 0 | 0 | ||
Total 3
|
0 | |||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (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. | ||||||
Calendar year
(or fiscal year beginning in) ![]() |
(a) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (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 VI.).. | ||||||
| 11 | Total support Add lines 7 through 10. | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | ||||||
| 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...... | ||||||
| 3 | Gross receipts from activities that are not an unrelated trade or business under section 513.. | ||||||
| 4 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf... | ||||||
| 5 | The value of services or facilities furnished by a governmental unit to the organization without charge.. | ||||||
| 6 | Total. Add lines 1 through 5. | ||||||
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons... | ||||||
| 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. | ||||||
| c | Add lines 7a and 7b.. | ||||||
| 8 | Public support (Subtract line 7c from line 6.) | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | ||||||
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | ||||||
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | ||||||
| c | Add lines 10a and 10b. | ||||||
| 11 | Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on. | ||||||
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) .. | ||||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | ||||||
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Net short-term capital gain | 1 | ||||
| 2 | Recoveries of prior-year distributions | 2 | ||||
| 3 | Other gross income (see instructions) | 3 | ||||
| 4 | Add lines 1 through 3 | 4 | ||||
| 5 | Depreciation and depletion | 5 | ||||
| 6 | Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) | 6 | ||||
| 7 | Other expenses (see instructions) | 7 | ||||
| 8 | Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) | 8 | ||||
| Section B - Minimum Asset Amount | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): | 1 | ||||
| a | Average monthly value of securities | 1a | ||||
| b | Average monthly cash balances | 1b | ||||
| c | Fair market value of other non-exempt-use assets | 1c | ||||
| d | Total (add lines 1a, 1b, and 1c) | 1d | ||||
| e | Discount claimed for blockage or other factors (explain in detail in Part VI): | |||||
| 2 | Acquisition indebtedness applicable to non-exempt use assets | 2 | ||||
| 3 | Subtract line 2 from line 1d | 3 | ||||
| 4 | Cash deemed held for exempt use. Enter 1-1/2% of line 3 (for greater amount, see instructions). | 4 | ||||
| 5 | Net value of non-exempt-use assets (subtract line 4 from line 3) | 5 | ||||
| 6 | Multiply line 5 by .035 | 6 | ||||
| 7 | Recoveries of prior-year distributions | 7 | ||||
| 8 | Minimum Asset Amount (add line 7 to line 6) | 8 | ||||
| Section C - Distributable Amount | Current Year | |||||
| 1 | Adjusted net income for prior year (from Section A, line 8, Column A) | 1 | ||||
| 2 | Enter 85% of line 1 | 2 | ||||
| 3 | Minimum asset amount for prior year (from Section B, line 8, Column A) | 3 | ||||
| 4 | Enter greater of line 2 or line 3 | 4 | ||||
| 5 | Income tax imposed in prior year | 5 | ||||
| 6 | Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) | 6 | ||||
| 7 | Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions) | |||||
| Section D - Distributions | Current Year | |
|---|---|---|
| 1 Amounts paid to supported organizations to accomplish exempt purposes | ||
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
||
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | ||
| 4 Amounts paid to acquire exempt-use assets | ||
| 5 Qualified set-aside amounts (prior IRS approval required) | ||
| 6 Other distributions (describe in Part VI). See instructions | ||
| 7Total annual distributions. Add lines 1 through 6. | ||
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
||
| 9 Distributable amount for 2014 from Section C, line 6 | ||
| 10 Line 8 amount divided by Line 9 amount | ||
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2014 |
(iii) Distributable Amount for 2014 |
|
|---|---|---|---|---|
|
1
Distributable amount for 2014 from Section C, line 6 |
||||
|
2
Underdistributions, if any, for years prior to 2014 (reasonable cause required--see instructions) |
||||
| 3 Excess distributions carryover, if any, to 2014: | ||||
| a From 2009.......X | ||||
| b From 2010.......X | ||||
| c From 2011.......X | ||||
| d From 2012.......X | ||||
| e From 2013....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2014 distributable amount | ||||
|
i
Carryover from 2009 not applied (see instructions) |
||||
| j Remainder. Subtract lines 3g, 3h, and 3i from 3f. | ||||
| 4Distributions for 2014 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2014 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from 4. | ||||
|
5
Remaining underdistributions for years prior to 2014, if any. Subtract lines 3g and 4a from line 2 (if amount greater than zero, see instructions) |
||||
|
6
Remaining underdistributions for 2014. Subtract lines 3h and 4b from line 1 (if amount greater than zero, see instructions) |
||||
|
7 Excess distributions carryover to 2015. Add lines 3j and 4c. |
||||
| 8 Breakdown of line 7: | ||||
| a From 2010.......X | ||||
| b From 2011.......X | ||||
| c From 2012.......X | ||||
| d From 2013....... | ||||
| e From 2014....... | ||||
| Facts And Circumstances Test |
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| Return Reference | Explanation |
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| Software ID: | |
| Software Version: |
Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at| Return Reference | Explanation |
|---|---|
| FORM 990, PART VI, SECTION A, LINE 2 | MICHAEL RUTHERFORD AND TERRY WILLIAMS, BOTH OFFICERS OF THE ORGANIZATION, WERE BOARD MEMBERS OF MEDCOST BENEFIT SERVICES. |
| FORM 990, PART VI, SECTION A, LINE 3 | THE ENTITY CONTRACTED WITH C. MICHAEL RUTHERFORD AS ITS CHIEF FINANCIAL OFFICER AND TREASURER. MR. RUTHERFORD IS AN EMPLOYEE OF WARBIRD CONSULTING PARTNERS, A HEALTHCARE EXECUTIVE MANAGEMENT SERVICES COMPANY. MR. RUTHERFORD RECEIVED $670,192 IN CALENDAR YEAR 2014 COMPENSATION FROM WARBIRD CONSULTING PARTNERS FOR HIS SERVICES AS THE MEDICAL CENTER'S CHIEF FINANCIAL OFFICER AND TREASURER. |
| FORM 990, PART VI, SECTION A, LINE 4 | MCIA AMENDMENTS ON NOVEMBER 5, 2014, THE BOARD OF DIRECTORS OF THE FILING ORGANIZATION [WFUBMC] APPROVED SEVERAL CHANGES TO THE MEDICAL CENTER INTEGRATION AGREEMENT ("MCIA"). THE FILING ORGANIZATION WAS ONE OF FOUR PARTIES TO THE MCIA; THE APPROVAL BY THE BOARD OF TRUSTEES OF WAKE FOREST UNIVERSITY OF THESE MCIA CHANGES ON JANUARY 30, 2015 MADE THEM FINAL. EFFECTIVE FEBRUARY 1, 2015, CHANGES RELATE TO MEDICAL CENTER BOARD COMMITTEES AND THE ESTABLISHMENT OF A NEW COMMUNITY BENEFIT ADVISORY BOARD. MEDICAL CENTER BOARD COMMITTEES WILL NOW INCLUDE THE MEDICAL CENTER CEO AS AN EX OFFICIO MEMBER OF EACH COMMITTEE; THE EXECUTIVE COMMITTEE WILL BE COMPRISED OF THE MEDICAL CENTER CHAIR AND VICE-CHAIR, THE CHAIR AND VICE-CHAIR OF THE AUDIT AND COMPLIANCE COMMITTEE, AND THE CHAIR AND VICE-CHAIR OF THE NEW GOVERNANCE AND COMPENSATION COMMITTEE. FIVE EXISTING MEDICAL CENTER BOARD COMMITTEES (FINANCE AND BUSINESS AFFAIRS; HEALTH SYSTEMS OPERATIONS AND QUALITY; ACADEMIC AFFAIRS; FACILITIES AND INNOVATION QUARTER; AND FAITH AND COMMUNITY HEALTH) ARE ELIMINATED. THE MEDICAL CENTER AUDIT AND COMPLIANCE COMMITTEE WILL BE COMPRISED OF THREE (3) WFU APPOINTEES AND THREE (3) NCBH APPOINTEES, PLUS THE MEDICAL CENTER BOARD CHAIR, EX OFFICIO. THE CHAIR AND CHAIR DESIGNATE FOR THIS COMMITTEE WILL FOLLOW A SIMILAR TWO-YEAR ROTATION PLAN AS THAT FOR THE MEDICAL CENTER BOARD. THE GOVERNANCE AND COMPENSATION COMMITTEE WILL CONSIST OF THE BOARD CHAIR AND VICE-CHAIR, AND TWO (2) APPOINTEES EACH FROM THE WFU AND NCBH BOARD FROM THEIR MEDICAL CENTER BOARD ELECTEES. THE CHAIR/CHAIR DESIGNATE TWO-YEAR ROTATION PLAN ALSO APPLIES TO THIS COMMITTEE. GOING FORWARD, ONLY MEDICAL CENTER BOARD MEMBERS WILL POPULATE MEDICAL CENTER BOARD COMMITTEES, BUT THE WFUHS AND NCBH SEPARATE INVESTMENT COMMITTEES WILL CONTINUE. WFUBMC BYLAWS AMENDMENTS IN CONJUNCTION WITH THE AMENDMENT OF THE MCIA, WFUBMC AMENDED ITS BYLAWS ON MARCH 4, 2015. FIVE EXISTING MEDICAL CENTER BOARD COMMITTEES (FINANCE AND BUSINESS AFFAIRS; HEALTH SYSTEMS OPERATIONS AND QUALITY; ACADEMIC AFFAIRS; FACILITIES AND INNOVATION QUARTER; AND FAITH AND COMMUNITY HEALTH) WERE ELIMINATED. THE MEDICAL CENTER BOARD COMMITTEES NOW ARE THE EXECUTIVE COMMITTEE, WHICH WILL BE COMPRISED OF THE MEDICAL CENTER CHAIR AND VICE-CHAIR, THE CHAIR AND VICE-CHAIR OF THE AUDIT AND COMPLIANCE COMMITTEE, AND THE CHAIR AND VICE-CHAIR OF THE NEW GOVERNANCE AND COMPENSATION COMMITTEE; THE MEDICAL CENTER AUDIT AND COMPLIANCE COMMITTEE WHICH WILL BE COMPRISED OF THREE (3) WFU APPOINTEES AND THREE (3) NCBH APPOINTEES, PLUS THE MEDICAL CENTER BOARD CHAIR, EX OFFICIO (THE CHAIR AND CHAIR DESIGNATE FOR THIS COMMITTEE WILL FOLLOW A SIMILAR TWO-YEAR ROTATION PLAN AS THAT FOR THE MEDICAL CENTER BOARD); AND THE GOVERNANCE AND COMPENSATION COMMITTEE WHICH WILL CONSIST OF THE BOARD CHAIR AND VICE-CHAIR, AND TWO (2) APPOINTEES EACH FROM THE WFU AND NCBH BOARD FROM THEIR MEDICAL CENTER BOARD ELECTEES (THE CHAIR/CHAIR DESIGNATE TWO-YEAR ROTATION PLAN ALSO APPLIES TO THIS COMMITTEE). GOING FORWARD, ONLY MEDICAL CENTER BOARD MEMBERS WILL POPULATE MEDICAL CENTER BOARD COMMITTEES, BUT THE WFUHS AND NCBH SEPARATE INVESTMENT COMMITTEES WILL CONTINUE. EXECUTIVE SESSIONS OF THE BOARD, OR ANY COMMITTEE, WILL ONLY INCLUDE BOARD MEMBERS UNLESS NON-MEMBERS ARE EXPRESSLY ASKED TO PARTICIPATE. THE MEDICAL CENTER CEO WILL BE AN EX OFFICIO MEMBER OF EACH COMMITTEE. FURTHER, THE NEW COMMUNITY BENEFIT ADVISORY BOARD WAS ESTABLISHED. |
| FORM 990, PART VI, SECTION A, LINE 6 | THE ORGANIZATION'S TWO MEMBERS ARE NORTH CAROLINA BAPTIST HOSPITAL AND WAKE FOREST UNIVERSITY. |
| FORM 990, PART VI, SECTION A, LINE 7A | HALF OF THE BOARD IS ELECTED BY NORTH CAROLINA BAPTIST HOSPITAL FROM ITS BOARD MEMBERS. THE OTHER HALF IS ELECTED BY WAKE FOREST UNIVERSITY FROM THE WAKE FOREST UNIVERSITY HEALTH SCIENCES BOARD MEMBERS. |
| FORM 990, PART VI, SECTION A, LINE 7B | THE ORGANIZATION WILL CARRY OUT THE FUNCTIONS AND PURPOSES STATED IN THE MEDICAL CENTER INTEGRATION AGREEMENT, SUBJECT TO THE RESERVE POWERS OR APPROVAL OF THE MEMBERS ON SELECT ISSUES, INCLUDING DAY TO DAY MANGEMENT, STRATEGIC DIRECTION, MANAGED CARE CONTRACTING AND OTHER BUSINESS ACTIVITIES. |
| FORM 990, PART VI, SECTION B, LINE 11 | THE FILING ORGANIZATION'S BOARD OF DIRECTORS 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 AND COMMENT, THE REVISED FORM 990 IS REDISTRIBUTED TO ALL BOARD MEMBERS PRIOR TO ITS FILING WITH THE IRS, ALONG WITH A REPORT NOTING THE MODIFICATIONS. |
| FORM 990, PART VI, SECTION B, LINE 12C | THE ORGANIZATION REQUIRES ITS OFFICERS, DIRECTORS AND KEY EMPLOYEES TO ANNUALLY REVIEW THE CONFLICT OF INTEREST POLICY AND DETERMINE ANY POTENTIAL CONFLICTS OF INTEREST. ANY POTENTIAL CONFLICTS NOTED IN THE QUESTIONNAIRE ARE REVIEWED BY A STANDING COMMITTEE FOR APPROPRIATE RESOLUTION. ALL MEMBERS OF THE BOARD OF DIRECTORS ARE REQUIRED TO DETERMINE AND REPORT ANNUALLY, AND AS THEY ARISE, ANY POTENTIAL CONFLICTS OF INTEREST TO THE SECRETARY OF THE BOARD OF DIRECTORS. THE RESOLUTION OF POTENTIAL AND ACTUAL CONFLICTS IS SUBJECT TO THE APPROVAL OF THE CHAIR OF THE BOARD AND IS REPORTED TO THE CHAIR OF THE AUDIT & COMPLIANCE COMMITTEE OF THE BOARD OF DIRECTORS. |
| FORM 990, PART VI, SECTION B, LINE 15 | FROM JULY 1, 2014 THROUGH JANUARY 31, 2015, THE EXECUTIVE COMMITTEE OF WAKE FOREST UNIVERSITY BAPTIST MEDICAL CENTER ("WFUBMC") BOARD OF DIRECTORS FUNCTIONS AS THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS AND PURSUANT TO A DELEGATION BY THE FILING ORGANIZATION, REVIEWS AND APPROVES THE APPOINTMENT AND COMPENSATION OF THE SENIOR EXECUTIVES OF THE FILING ORGANIZATION. BEGINNING FEBRUARY 1, 2015, THAT ROLE IS FULFILLED BY THE GOVERNANCE AND COMPENSATION COMMITTEE. NO MEMBER OF THE WFUBMC GOVERNANCE AND COMPENSATION COMMITTEE IS AN EMPLOYEE OF THE MEDICAL CENTER. THE GOVERNANCE AND COMPENSATION COMMITTEE RELIES UPON AN EXTERNAL, INDEPENDENT COMPENSATION CONSULTANT EXPERIENCED IN HEALTHCARE TO PROVIDE THE COMMITTEE WITH COMPENSATION COMPARABILITY DATA FOR NEW EXECUTIVE POSITION APPOINTMENTS AND FOR COMPENSATION REVIEWS FOR EXISTING EXECUTIVES. THE CONSULTANT, WHICH IS RETAINED DIRECTLY BY THE GOVERNANCE AND COMPENSATION COMMITTEE, PROVIDES THIRD-PARTY INFORMATION AND EVALUATES THE COMPETITIVENESS AND REASONABLENESS OF EXECUTIVE COMPENSATION AND BENEFITS PROGRAMS IN RELATION TO MARKET PRACTICES FOR SIMILARLY-SITUATED NONPROFIT HEALTHCARE ORGANIZATIONS. THE COMMITTEE MAKES ITS DECISIONS WITH RESPECT TO EXECUTIVE COMPENSATION IN ACCORDANCE WITH THE FILING ORGANIZATION'S POLICIES, IRS REGULATIONS, AND STANDARD CORPORATE GOVERNANCE PRACTICES. SUCH POLICIES INCLUDE ADHERENCE TO: BOARD-ESTABLISHED EXECUTIVE COMPENSATION PHILOSOPHY AND REVIEW PROCESSES; PROCESSES ENSURING GOVERNANCE AND COMPENSATION COMMITTEE MEMBER AND COMPENSATION CONSULTANT INDEPENDENCE; USE OF VALID MARKET COMPARISONS OF DATA FROM PEER ACADEMIC MEDICAL CENTERS OF SIMILAR ORGANIZATIONAL STRUCTURE, SIZE, AND COMPLEXITY; CAREFUL DOCUMENTATION OF ALL COMPENSATION DECISIONS; AND ESTABLISHMENT OF THE REBUTTABLE PRESUMPTION OF REASONABLENESS, PER IRS GUIDELINES. MINUTES OF THE DELIBERATIONS OF THE GOVERNANCE AND COMPENSATION COMMITTEE ARE CONTEMPORANEOUSLY MAINTAINED AND THAT COMPARABILITY DATA IS MAINTAINED IN THE MEDICAL CENTER'S OFFICE OF EXECUTIVE COMPENSATION SERVICES. IN THE EVENT THAT A MEMBER OF THE GOVERNANCE AND COMPENSATION COMMITTEE HAS A CONFLICT OF INTEREST RELATED TO EXECUTIVE APPOINTMENT OR COMPENSATION, THAT MEMBER DOES NOT PARTICIPATE IN THE DELIBERATION OR APPROVAL OF APPOINTMENT OR COMPENSATION AND SUCH ABSTENTION IS NOTED IN THE COMMITTEE'S MEETING MINUTES. |
| FORM 990, PART VI, SECTION C, LINE 19 | 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 NOT AVAILABLE TO THE PUBLIC. |
| FORM 990, PART XI, LINE 9: | EQUITY METHOD - AFFILIATES 14,943,166. |
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