Attach to Form 990 or Form 990-EZ.
Go to
www.irs.gov/Form990 for instructions and the latest information.
| (i) Name of supported organization | (ii) EIN | (iii) Type of organization (described on lines 1- 10 above (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 | |||||
|
Total |
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Calendar year (or fiscal year beginning in) ![]() |
(a) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") .. | ||||||
| 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) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (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) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | 0 | 0 | 0 | 0 | 0 | 0 |
| 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 | 121,955 | 356,765 | 478,720 | |||
| 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 | 0 | 121,955 | 356,765 | 0 | 0 | 478,720 |
| 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.) | 478,720 | |||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | 0 | 121,955 | 356,765 | 0 | 0 | 478,720 |
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | 0 | |||||
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | 0 | |||||
| c | Add lines 10a and 10b. | 0 | |||||
| 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 VI.) .. | 0 | |||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | 0 | 121,955 | 356,765 | 0 | 0 | 478,720 |
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
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| 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) |
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| 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): |
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| 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 | ||||
| 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 2019 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-2019 |
(iii) Distributable Amount for 2019 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2019 from Section C, line 6 | ||||
|
2
Underdistributions, if any, for years prior to 2019 (reasonable cause required-- explain in Part VI). See instructions. |
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| 3 Excess distributions carryover, if any, to 2019: | ||||
| a From 2014....... | ||||
| b From 2015....... | ||||
| c From 2016....... | ||||
| d From 2017....... | ||||
| e From 2018....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2019 distributable amount | ||||
|
i
Carryover from 2014 not applied (see instructions) |
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| j Remainder. Subtract lines 3g, 3h, and 3i from 3f. | ||||
| 4Distributions for 2019 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2019 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from 4. | ||||
|
5
Remaining underdistributions for years prior to 2019, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions. |
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|
6
Remaining underdistributions for 2019. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions. |
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7 Excess distributions carryover to 2020. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a Excess from 2015..... | ||||
| b Excess from 2016..... | ||||
| c Excess from 2017..... | ||||
| d Excess from 2018..... | ||||
| e Excess from 2019..... | ||||
| 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.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| FORM 990, PART I, LINE 1 | ORGANIZATION'S MISSION: THE CORPORATION IS ORGANIZED AND SHALL BE OPERATED EXCLUSIVELY FOR CHARITABLE, EDUCATIONAL OR SCIENTIFIC PURPOSES WITHIN THE MEANING OF SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, OR THE CORRESPONDING PROVISION OF ANY FUTURE UNITED STATES INTERNAL REVENUE LAW AND IN FURTHERANCE OF THOSE PURPOSES THE CORPORATION MAY: A) PROVIDE HIGH QUALITY, COST EFFECTIVE MEDICAL CARE AND OTHER HEALTH CARE AND HEALTH EDUCATION SERVICES TO THE COMMUNITY; B) ESTABLISH, EQUIP, PROMOTE, DEVELOP, ENCOURAGE, OWN, CONDUCT, MANAGE AND MAINTAIN ONE OR MORE MEDICAL CLINICS OR OTHER INSTITUTIONS WITH PERMANENT HEALTH SERVICE FACILITIES FOR THE DIAGNOSIS AND TREATMENT OF PATIENTS AND PROVIDE SUCH MEDICAL SERVICES AS MAY BE REQUIRED BY PATIENTS; C) CONDUCT EDUCATIONAL ACTIVITIES RELATED TO CARE OF THE SICK AND INJURED OR THE PROMOTION OF HEALTH; D) DEVELOP EFFICIENT AND PRACTICAL ARRANGEMENTS FOR PROVIDING HEALTH SERVICES; E) FOSTER THE TEACHING AND RESEARCH FUNCTIONS AT ITS FACILITIES IN COOPERATION WITH OTHER HEALTH SERVICES AND EDUCATIONAL INSTITUTIONS; F) RAISE GIFTS, BEQUESTS, DONATIONS AND OTHER FUNDS FROM THE PUBLIC AND FROM ALL OTHER SOURCES AVAILABLE FOR THE CORPORATION'S PURPOSES; RECEIVE AND MAINTAIN SUCH FUNDS AND EXPEND PRINCIPAL AND INCOME THEREFROM IN SUPPORT OF OR IN FURTHERANCE OF THE CORPORATION'S CHARITABLE PURPOSES; AND G) ENGAGE IN ANY OTHER LAWFUL ACTIVITY WITHIN THE PURPOSES AND POWERS FOR WHICH A PUBLIC BENEFIT CORPORATION MAY BE ORGANIZED UNDER THE MISSOURI NONPROFIT CORPORATION ACT ALL IN SUPPORT OF OR IN FURTHERANCE OF THE CHARITABLE, EDUCATIONAL AND SCIENTIFIC PURPOSES OF THE CORPORATION. |
| FORM 990, PART VI, SECTION A, LINE 2 | BUSINESS RELATIONSHIP: BOARD MEMBERS WHO RECEIVE COMPENSATION AND OFFICERS ARE EMPLOYED BY COXHEALTH AND ITS AFFILIATES AND THEREFORE SHARE A BUSINESS RELATIONSHIP. MARY DUFF, CARL PRICE AND DAVID ZOLFGHARI ARE ALL MEMBERS OF FERRELL DUNCAN BUILDING COMPANY. |
| FORM 990, PART VI, SECTION A, LINES 6, 7A, AND 7B | MEMBERS, STOCKHOLDERS, OR OTHER PERSONS: PER THE COX MEDICAL GROUP BYLAWS, COXHEALTH IS THE SOLE MEMBER OF THE ORGANIZATION. THE FOLLOWING CORPORATE POWERS AND RESPONSIBILITIES SHALL BE SOLELY AND SPECIFICALLY RESERVED TO THE MEMBER; (A) TO ESTABLISH AND CHANGE THE BUSINESS PURPOSES, MISSION, VISION OR VALUES OF CMG INCLUDING CMG'S CHARITY CARE TREATMENT POLICIES, CONFLICT OF INTEREST POLICIES, AND POLICIES REGARDING PARTICIPATION IN GOVERNMENTAL PROGRAMS; (B) TO APPROVE AMENDMENTS TO THE ARTICLES OF INCORPORATION OF CMG AS PROVIDED THEREIN; (C) TO APPROVE AMENDMENTS TO THE BYLAWS OF CMG; (D) TO APPROVE THE ADOPTION OF AND ANY REVISION TO THE CHARTERS FOR ALL COMMITTEES ESTABLISHED BY THE BOARD; (E) TO APPOINT AND REMOVE THE INTERIM DIRECTORS OF CMG, OFFICERS OF THE CMG INTERIM BOARD, AND THE INTERIM OFFICERS OF CMG; (F) TO APPOINT AND REMOVE THE DIRECTORS OF CMG AND THE OFFICERS OF CMG AND THE CMG BOARD PROVIDED, HOWEVER, THAT THE REMOVAL OF A PHYSICIAN DIRECTOR OF CMG MUST BE APPROVED BY A MAJORITY OF THE UNAFFECTED PHYSICIAN DIRECTORS UNLESS THE PHYSICIAN DIRECTOR HAS BEEN ACCUSED OF A CRIME INVOLVING MORAL TURPITUDE (E.G. THEFT, FRAUD, EMBEZZLEMENT, OR SIMILAR CRIME OF DISHONESTY), A FELONY OR HAS ACTED IN ANY OTHER MANNER THAT THE MEMBER DETERMINES IN ITS SOLE GOOD FAITH DISCRETION WARRANTS THE PHYSICIAN DIRECTOR'S REMOVAL FROM THE CMG BOARD IN WHICH CASE MAJORITY APPROVAL FROM THE UNAFFECTED PHYSICIAN DIRECTORS SHALL NOT BE REQUIRED; (G) TO APPOINT A PRESIDENT OF CMG, PROVIDED, HOWEVER, THAT SUCH APPOINTMENT MUST BE APPROVED BY A MAJORITY OF THE PHYSICIAN DIRECTORS OF CMG; (H) TO REMOVE THE PRESIDENT OF CMG AFTER CONSULTATION WITH THE CMG BOARD AND RECEIVING A NON-BINDING RECOMMENDATION FROM THE PHYSICIAN DIRECTORS OF CMG WITH THE UNDERSTANDING THAT MEMBER HAS NO OBLIGATION TO FOLLOW THE RECOMMENDATION; (I) TO APPOINT THE AUDITOR AND THE CORPORATE COUNSEL FOR CMG AND ITS CONTROLLED SUBSIDIARIES OR REMOTELY CONTROLLED SUBSIDIARIES; (J) TO ESTABLISH CENTRALIZED EMPLOYEE BENEFIT, INSURANCE, INVESTMENT, FINANCING, MARKETING, LEGAL, CORPORATE COMPLIANCE, PERFORMANCE ASSESSMENT AND IMPROVEMENT AND OTHER OPERATIONAL AND SUPPORT PROGRAMS; TO REQUIRE THE PARTICIPATION OF CMG IN SUCH PROGRAMS; AND TO AUTHORIZE THE OPENING AND CLOSING OF BANK ACCOUNTS AND INVESTMENT ACCOUNTS IN THE NAME OF CMG; (K) TO APPROVE THE MERGER, CONSOLIDATION OR DISSOLUTION OF CMG OR THE SALE OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF CMG; (L) TO APPROVE THE FORMATION, ACQUISITION, OR DISPOSITION OF A CONTROLLED SUBSIDIARY OR A REMOTELY CONTROLLED SUBSIDIARY OF CMG; PROVIDED, HOWEVER, THAT THE FORMATION OF ANY SUCH SUBSIDIARY THAT WILL EMPLOY MEDICAL PROFESSIONALS MUST BE APPROVED BY A MAJORITY OF THE PHYSICIAN DIRECTORS OF CMG; (M) TO APPROVE THE ACQUISITION OR DISPOSITION BY CMG OF ANOTHER LEGAL ENTITY OR AN INTEREST IN ANOTHER LEGAL ENTITY; (N) AFTER RECEIVING INPUT FROM THE CMG BOARD, TO APPROVE THE STRATEGIC PLAN AND THE OPERATING, CONSTRUCTION AND CAPITAL BUDGETS OF CMG; (O) APPROVAL OF CMG'S UNBUDGETED DEBT AND CAPITAL EXPENDITURES OF ONE HUNDRED THOUSAND DOLLARS ($100,000) OR GREATER; (P) TO AUTHORIZE OR APPROVE THE ACQUISITION OR DISPOSITION BY CMG OF REAL PROPERTY OR ANY INTEREST IN REAL PROPERTY; (Q) TO APPROVE THE SALE OR LEASE FOR A TERM IN EXCESS OF THREE (3) YEARS OF ANY PROPERTY OF CMG HAVING A VALUE OF ONE HUNDRED THOUSAND DOLLARS ($100,000) OR GREATER; (R) APPROVAL OF CONTRACTS IN EXCESS OF ONE HUNDRED THOUSAND DOLLARS ($100,000) OR WITH A TERM GREATER THAN ONE (1) YEAR IN ACCORDANCE WITH SUCH POLICIES AND PROCESSES WHICH MAY BE PROMULGATED FROM TIME TO TIME BY THE MEMBER; (S) TO AUTHORIZE AND APPROVE BORROWING MONEY OR ENTERING INTO FINANCIAL GUARANTIES BY CMG, INCLUDING ACTIONS RELATING TO THE FORMATION, JOINING, OPERATION, WITHDRAWAL FROM AND TERMINATION OF A CREDIT GROUP OR AN OBLIGATED GROUP AND THE GRANTING OF SECURITY INTERESTS IN THE PROPERTY OF CMG; (T) TO REQUIRE CMG TO TRANSFER ASSETS, INCLUDING BUT NOT LIMITED TO CASH, TO THE MEMBER; (U) TO APPROVE THE TRANSFER OF ASSETS BY CMG TO ANY ENTITY OTHER THAN THE MEMBER, OTHER THAN TRANSFERS MADE IN THE ORDINARY COURSE OF OPERATIONS OF CMG WHICH WILL NOT REQUIRE APPROVAL OF THE MEMBER; (V) TO APPROVE PHYSICIAN EMPLOYMENT AGREEMENTS, AND ANY AMENDMENTS THERETO, AS WELL AS THE PHYSICIAN COMPENSATION PLAN FOR PHYSICIANS EMPLOYED BY CMG AND ITS CONTROLLED SUBSIDIARIES AND REMOTELY CONTROLLED SUBSIDIARIES, INCLUDING SETTING COMPENSATION CAPS, OTHER PARAMETERS AND THE OVERALL ANNUAL BUDGET AMOUNT FOR COMPENSATION OF PHYSICIANS EMPLOYED BY CMG AND ITS CONTROLLED SUBSIDIARIES AND REMOTELY CONTROLLED SUBSIDIARIES; (W) TO APPROVE THE RATE OF PAYMENT, COMPENSATION OR RENT AND/OR ANY PROVISIONS CONCERNING EXCLUSIVITY WITH RESPECT TO ANY CONTRACT FOR PHYSICIAN SERVICES AND ANY LEASE/TIMESHARE AGREEMENT BETWEEN ANY PHYSICIAN OR PHYSICIAN GROUP, ON THE ONE HAND, AND CMG OR ANY CONTROLLED SUBSIDIARY OR REMOTELY CONTROLLED SUBSIDIARY, ON THE OTHER HAND, ALL IN ACCORDANCE WITH SUCH POLICIES AND PROCESSES WHICH MAY BE PROMULGATED FROM TIME TO TIME BY THE MEMBER; (X) TO OVERRIDE AND REVERSE ANY DECISION MADE OR ACTION AUTHORIZED BY THE CMG BOARD TO THE EXTENT THAT SUCH DECISION OR ACTION CONFLICTS WITH A DECISION MADE OR ACTION AUTHORIZED BY THE JOINT OPERATIONS COMMITTEE OF THE MEMBER; (Y) TO THE EXTENT CMG DOES OR PROPOSES TO BILL AND DIRECTLY PROVIDE PHYSICIAN PROFESSIONAL MEDICAL SERVICES, TO APPROVE CHANGES TO THE TYPE OF OR RELOCATION OF ANY MEDICAL SERVICES THAT MAY PROSPECTIVELY BE OFFERED BY CMG PHYSICIANS, WHERE THE CHANGE INVOLVES (I) A CHANGE IN VENUE OR PROVIDER STATUS OF THE MEDICAL SERVICE, (II) THE CESSATION OF A PRE-EXISTING MEDICAL SERVICE, OR (III) THE OFFERING OF A NEW MEDICAL SERVICE; (Z) TO APPROVE (I) THE EMPLOYMENT OF OR CONTRACTING WITH ANY NEW PHYSICIAN PERSONNEL, AND (II) THE ACQUISITION OF OR CONTRACTING WITH ANY NEW PHYSICIAN GROUP; PROVIDED, HOWEVER, THAT ANY SUCH EMPLOYMENT, CONTRACT OR ACQUISITION MUST BE APPROVED BY A MAJORITY OF THE PHYSICIAN DIRECTORS OF CMG; AND (AA) TO DETERMINE THE EXTENT TO WHICH AND THE MANNER IN WHICH THE POWERS DESCRIBED IN THIS SECTION WHICH ARE RESERVED TO THE MEMBER WITH RESPECT TO CMG ARE TO BE INCLUDED IN THE GOVERNING DOCUMENTS OF ANY CONTROLLED SUBSIDIARY OR REMOTELY CONTROLLED SUBSIDIARY AND EXERCISED WITH RESPECT TO ANY CONTROLLED SUBSIDIARY OR ANY REMOTELY CONTROLLED SUBSIDIARY; PROVIDED, HOWEVER, THAT SUCH POWERS, AND ANY CONCURRENT OBLIGATION THE MEMBER MAY HAVE TO CONSULT WITH THE BOARD, SHALL BE REASONABLY CONSISTENT WITH THOSE SET FORTH HEREIN. |
| FORM 990, PART VI, SECTION B, LINE 11B | FORM 990 REVIEW PROCESS: THE FORM 990 IS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM BASED ON THE AUDITED FINANCIAL STATEMENTS AND INFORMATION PROVIDED BY THE ACCOUNTING DEPARTMENT OF THE ORGANIZATION. PRIOR TO FILING, THE FORM 990 IS FIRST REVIEWED BY MEMBERS OF TOP MANAGEMENT. ONCE THEY HAVE APPROVED THE DRAFT, A FINAL COPY IS PROVIDED TO THE BOARD OF DIRECTORS PRIOR TO FILING. |
| FORM 990, PART VI, SECTION B, LINE 12C | MONITORING COMPLIANCE WITH CONFLICT OF INTEREST POLICY: COXHEALTH OFFICERS, DIRECTORS AND KEY EMPLOYEES, AS WELL AS OFFICERS, DIRECTORS AND KEY EMPLOYEES OF THE COXHEALTH AFFILIATES AND/OR COMMITTEES WITH DELEGATED AUTHORITY TO MAKE DECISIONS, ARE ANNUALLY REQUIRED TO DISCLOSE POTENTIAL CONFLICTS OF INTEREST FOLLOWING THE POLICY SET FORTH BELOW. THE POLICY REQUIRES THAT BOARD MEMBERS MAKE DECISIONS THAT ARE CONFLICT FREE, OR IF A CONFLICT IS PRESENT, THAT IT IS FULLY DISCLOSED FOR THE BOARD'S CONSIDERATION. COXHEALTH'S EMPLOYEES AND BOARD MEMBERS MUST AVOID ALL ACTIVITIES, ASSOCIATIONS OR INTERESTS THAT CREATE A CONFLICT OF INTEREST. CONFLICTS OF INTEREST FOR EMPLOYEES MUST BE REPORTED TO THE CORPORATE INTEGRITY DEPARTMENT. A FILE WILL BE MAINTAINED OF ALL REPORTED CONFLICTS OF INTEREST FOR MEDICAL STAFF MEMBERS, THE CONFLICT OF INTEREST PROCESS MAY BE ACCESSED THROUGH THE MEDICAL STAFF OFFICE. FOR BOARD MEMBERS, THE CONFLICT OF INTEREST PROCESS IS HANDLED THROUGH THE GOVERNANCE SUB-COMMITTEE OF COXHEALTH WITH THE ASSISTANCE OF THE EXECUTIVE OFFICE AND IS DEFINED IN THE CHARTER OF THE GOVERNANCE SUB-COMMITTEE. IF ANY OFFICER OR DIRECTOR IS FOUND TO HAVE A CONFLICT OF INTEREST, SUCH PERSON SHALL NEITHER VOTE NOR USE HIS OR HER INFLUENCE TO AFFECT ANY DECISION RELATING TO THE CONFLICT, AND SUCH PERSON SHOULD NOT BE INCLUDED IN DETERMINING WHETHER A QUORUM PARTICIPATED IN THE DECISION. SUCH PERSON IS PERMITTED TO BRIEFLY STATE HIS OR HER POSITION ON THE MATTER, AND ANSWER PERTINENT QUESTIONS ABOUT IT, IF HIS OR HER KNOWLEDGE OR EXPERTISE COULD ASSIST THOSE PARTICIPATING IN THE DECISION. FOR VENDORS, THE POLICY IS DISTRIBUTED WITH THEIR INITIAL CONTRACT WITH COXHEALTH. |
| FORM 990, PART VI, SECTION B, LINE 15A | PRESIDENT COMPENSATION REVIEW POLICY: FERRELL-DUNCAN CLINIC INC., A RELATED PARTY OF THE ORGANIZATION, ESTABLISHES THE COMPENSATION OF THE COX MEDICAL GROUP TOP MANAGEMENT OFFICIAL. THE COMPENSATION IS PERIODICALLY REVIEWED BY AN INDEPENDENT CONSULTANT USING COMPARABILITY DATA. THE CONSULTANT'S RECOMMENDATIONS ARE PRESENTED TO COXHEALTH'S COMPENSATION COMPLIANCE COMMITTEE WITH ULTIMATE APPROVAL BY THE COXHEALTH BOARD COMPENSATION COMMITTEE WHICH HAS DELEGATED RESPONSIBILITY TO APPROVE CERTAIN COMPENSATION ARRANGEMENTS SUCH AS THE PRESIDENT OF CMG. THE COMMITTEE FOLLOWS REBUTTABLE PRESUMPTION PROCEDURES IN APPROVING THE FAIR MARKET VALUE AND COMMERCIAL REASONABLENESS OF THE COMPENSATION PROPOSED. THE REVIEW IS DOCUMENTED IN THE COMMITTEE'S MINUTES. |
| FORM 990, PART VI, SECTION C, LINE 19 | DOCUMENT DISCLOSURE: COX MEDICAL GROUP MAKES AVAILABLE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE ALL LEGITIMATE BUSINESS PURPOSES AS DETERMINED BY MANAGEMENT. IN ADDITION, AS A CONTINUING DISCLOSURE REQUIREMENT OF CERTAIN DEBT COVENANTS THE ORGANIZATION PROVIDES ITS AUDITED FINANCIAL STATEMENTS AND SPECIFIC QUARTERLY FINANCIAL INFORMATION TO DEFINED REPOSITORIES FOR REVIEW BY PARTIES OR INDIVIDUALS INTERESTED IN THE INFORMATION. |
| FORM 990, PART VII, SECTION A | BOARD MEMBER COMPENSATION: JEFFERY FENWICK, MARK ENTRUP, BRIAN DUFF, STEVE EDWARDS, ROBIN TROTMAN, LOUIS KRENN, RON PRENGER, MARY DUFF, CARL PRICE, SHAWN USERY, DAVID ZOLFAGHARI, AND BRIAN CLONTS ARE RECEIVING COMPENSATION RELATED TO THEIR ROLES AS EMPLOYEES UNDER COXHEALTH AND RELATED AFFILIATES. NO BOARD MEMBERS RECEIVE COMPENSATION FOR THEIR DUTIES AS BOARD MEMBERS. |
| FORM 990, PART XI, LINE 9 | OTHER CHANGES IN NET ASSETS: $ (356,000) INTERCOMPANY PURCHASED SERVICE TRANSFERS |
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| Software Version: |