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 | |||||
| (A)
UnityPoint Health-Meriter |
390806367 | 3 | Yes | 0 | 0 | |
| (B)
Univ of WI Hospitals and Clinics Authority |
391835630 | 6 | Yes | 0 | 0 | |
| (C)
Univ of WI Medical Foundation Inc |
391824445 | 10 | Yes | 0 | 0 | |
|
Total 3
|
0 | 0 | ||||
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.") . | ||||||
| 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) 2015 | (b) 2016 | (c) 2017 | (d) 2018 | (e) 2019 | (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 | ||||
| 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. |
||||
| 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) |
||||
| 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. |
||||
|
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. |
||||
|
7 Excess distributions carryover to 2020. Add lines 3j and 4c. |
||||
| 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 |
|---|
| Return Reference | Explanation |
|---|---|
| Part IV, Section A, Line 2 | University of Wisconsin Hospitals and Clinics Authority is one of the supported organizations and does not have an IRS determination of status under Section 509(a)(1) or (2). It is not required to obtain recognition of its public charity status because it is considered a governmental unit (public authority, a public body corporate and politic created by Wisconsin statutes). UnityPoint Health-Meriter is one of the supported organizations and does not have an IRS determination of status under Section 509(a)(1) or (2). It is not required to obtain recognition of its public charity status because it is a hospital under Section 170(b)(1)(A)(iii). |
| Part IV, Section D, Line 3 | According to the Bylaws of the Organization, there shall be at least 5 Board Members. Two of the Board Members will be appointed by Meriter Hospital, Inc. (one of the three members of the Organization and is a supported organization), two of the Board Members will be appointed by University of Wisconsin Hospitals and Clinics Authority (one of the three members of the Organization and is a supported organization) and one of the Board Members will be appointed by UW Medical Foundation (one of the three members of the Organization and is a supported organization). Each Board Member has a vote. All Board Members must be from one of the three supported organizations. Based on the composition of the Board, all three supported organizations have a significant voice in directing the use of the Organization's income and assets during the year. |
| Part IV, Section E, Line 2A | How these activities directly furthered the supported organizations exempt purposes: The Organization is a collaborative project among the three tax-exempt healthcare providers in Madison, Wisconsin (and are the three supported organizations). The three supported organizations formed the Organization to provide comprehensive dialysis services to their patients. The sole activity of the Organization is providing dialysis services. By doing this, the Organization is directly furthering the exempt purposes of the three supported organizations. How the Organization was responsive to those supported organizations: The Organization's Board of Directors is composed of individuals from the three supported organizations. The Board of Directors meet throughout the year to discuss the activities of the Organization to make sure the activities further the exempt purposes of the three supported organizations. How the Organization determined that these activities constituted substantially all of its activities: The Organization was formed to provide comprehensive dialysis services. This is the sole activity of the Organization. |
| Part IV, Section E, Line 2B | The three supported organizations are healthcare providers in Madison, Wisconsin. One of the goals of the Organization was to develop and implement a collaborative model for the provision of dialysis services that enable the three supported organizations to work together to provide patient care at a higher level of quality and satisfaction than is achievable through individual efforts. The three supported organizations as healthcare providers would have engaged in this activity (i.e. providing dialysis services) but for the Organization's involvement. |
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Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| Form 990, Part III, line 3 | On 10/1/19 WDI contributed substantially all of the assets used in its business to Fresenius Kidney Care Madison, LLC. WDI retains a 30% membership interest in Fresenius Kidney Care of Madison. |
| Form 990, Part VI, Section A, line 3 | DELEGATION OF CONTROL OVER MANAGEMENT DUTIES Wisconsin Dialysis, Inc.'s Board Secretary functions as the Organization's Executive Director and compensation is paid by a related organization, University of Wisconsin Hospitals and Clinics Authority (UWHCA). All management duties are provided for under a Management Services Agreement between WDI and UWHCA. |
| Form 990, Part VI, Section A, line 6 | MEMBERS OF THE ORGANIZATION Members are all of one class with a 45% ownership by UnityPoint Health-Meriter, 45% owned by University of Wisconsin Hospitals and Clinics Authority, and 10% owned by University of Wisconsin Medical Foundation. |
| Form 990, Part VI, Section A, line 7a | POWER TO ELECT OR APPOINT GOVERNING BODY The Board of Directors will be appointed solely by the Members of Wisconsin Dialysis, Inc. |
| Form 990, Part VI, Section A, line 7b | GOVERNANCE DECISIONS RESERVED TO PERSONS OTHER THAN GOVERNING BODY The Members of Wisconsin Dialysis shall have the rights to approve, - Merger, consolidation or dissolution of the Company; - Amendment or restatement of the Articles of Incorporation or the Bylaws of the Company; and - Amendment of Management Services Agreement between the Company and University of Wisconsin Hospitals and Clinics Authority. |
| Form 990, Part VI, Section B, line 11b | REVIEW OF FORM 990 BY THE ORGANZATION'S GOVERNING BODY Form 990 is completed by the organization's external accounting firm. Key finance employees review the Form 990 to determine complete and accurate. The return is provided to the members of the board of directors before filing. The return is submitted for filing with the Internal Revenue Service. |
| Form 990, Part VI, Section B, line 12c | MONITORING AND ENFORCING COMPLIANCE WITH THE CONFLICT OF INTEREST POLICY To ensure that the Organization operates in a manner consistent with charitable purposes and that it does not engage in activities that could jeopardize its status as an organization exempt from federal income tax, periodic reviews shall be conducted. The periodic reviews shall, at a minimum, include the following subjects, to the extent such subjects are applicable: 1) Whether compensation arrangements and benefits are reasonable and are the result of arm's length bargaining; 2) Whether acquisitions of physician practices and other provider services result in inurement or impermissible private benefit; 3) Whether partnership and joint venture arrangements and arrangements with management service organizations and physician hospital organizations conform to written policies, are properly recorded, reflect reason able payments for goods and services, further the Organization's charitable purposes and do not result in inurement or impermissible private benefit; 4) Whether agreements to provide health care and agreements with other health care providers, employees, and third party payers further the Corporation's charitable purposes and do not result in inurement or impermissible private benefit; 5) The policy covers all voting and ex-officer Board Members. Anyone found to be in violation of this policy would be recused from voting on and discussion about the transaction or topic. All review activity of actual or potential conflicts takes place at the full board level. |
| Form 990, Part VI, Section C, line 19 | AVAILABILIIY OF ORGANZATION DOCUMENTS All referenced documents are available to the public upon request pursuant to the guidelines of Section 6104(d). |
| Form 990, Part XI, line 9: | Gain on Sale of Operations 55,547,186. Capital Transferred Out -37,000,000. |
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