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) 2020 | (b) 2021 | (c) 2022 | (d) 2023 | (e) 2024 | (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) 2020 | (b) 2021 | (c) 2022 | (d) 2023 | (e) 2024 | (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) 2020 | (b) 2021 | (c) 2022 | (d) 2023 | (e) 2024 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | 241,530 | 0 | 1,990,028 | 0 | 0 | 2,231,558 |
| 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 | 6,172,922 | 7,669,887 | 9,560,753 | 15,010,170 | 18,612,256 | 57,025,988 |
| 3 | Gross receipts from activities that are not an unrelated trade or business under section 513 ..... | 0 | 0 | 0 | 0 | 0 | 0 |
| 4 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf... | 0 | 0 | 0 | 0 | 0 | 0 |
| 5 | The value of services or facilities furnished by a governmental unit to the organization without charge | 0 | 0 | 0 | 0 | 0 | 0 |
| 6 | Total. Add lines 1 through 5 | 6,414,452 | 7,669,887 | 11,550,781 | 15,010,170 | 18,612,256 | 59,257,546 |
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons | 0 | 0 | 0 | 0 | 0 | 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 | 0 | 0 | 0 | 0 | 0 |
| c | Add lines 7a and 7b.. | 0 | 0 | 0 | 0 | 0 | 0 |
| 8 | Public support. (Subtract line 7c from line 6.) | 59,257,546 | |||||
Calendar year
(or fiscal year beginning in)
![]() |
(a) 2020 | (b) 2021 | (c) 2022 | (d) 2023 | (e) 2024 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | 6,414,452 | 7,669,887 | 11,550,781 | 15,010,170 | 18,612,256 | 59,257,546 |
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | 0 | 0 | 0 | 0 | 0 | 0 |
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | 0 | 0 | 0 | 0 | 0 | 0 |
| c | Add lines 10a and 10b. | 0 | 0 | 0 | 0 | 0 | 0 |
| 11 | Net income from unrelated business activities not included on line 10b, whether or not the business is regularly carried on. | 0 | 0 | 0 | 0 | 0 | 0 |
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) .. | 0 | 0 | 0 | 0 | 0 | 0 |
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | 6,414,452 | 7,669,887 | 11,550,781 | 15,010,170 | 18,612,256 | 59,257,546 |
| 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 0.015 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 0.035 | 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 | 1 | |
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
2 | |
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | 3 | |
| 4 Amounts paid to acquire exempt-use assets | 4 | |
| 5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI) | 5 | |
| 6 Other distributions (describe in Part VI). See instructions | 6 | |
| 7Total annual distributions. Add lines 1 through 6. | 7 | |
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
8 | |
| 9 Distributable amount for 2024 from Section C, line 6 | 9 | |
| 10 Line 8 amount divided by Line 9 amount | 10 | |
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2024 |
(iii) Distributable Amount for 2024 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2024 from Section C, line 6 | ||||
|
2
Underdistributions, if any, for years prior to 2024 (reasonable cause required-- explain in Part VI).
See instructions. |
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| 3 Excess distributions carryover, if any, to 2024: | ||||
| a From 2019....... | ||||
| b From 2020....... | ||||
| c From 2021....... | ||||
| d From 2022....... | ||||
| e From 2023....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2024 distributable amount | ||||
|
i
Carryover from 2019 not applied (see instructions) |
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| j Remainder. Subtract lines 3g, 3h, and 3i from line 3f. | ||||
| 4Distributions for 2024 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2024 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from line 4. | ||||
|
5
Remaining underdistributions for years prior to 2024, 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 2024. 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 2025. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a Excess from 2020..... | ||||
| b Excess from 2021..... | ||||
| c Excess from 2022..... | ||||
| d Excess from 2023..... | ||||
| e Excess from 2024..... | ||||
| Facts And Circumstances Test |
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| Return Reference | Explanation |
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| Software ID: | 24021167 |
| Software Version: | v1.00 |
| Return Reference | Explanation |
|---|---|
| Form 990, Part VI, Section A, Line 1a | Nemours, a Florida nonprofit corporation, dba Nemours Children's Health System, provides world-class pediatric medical care to children in Florida, Delaware, Pennsylvania, and New Jersey. Because the State of New Jersey has a prohibition on the corporate practice of medicine under New Jersey state statutes and guidelines issued by the New Jersey Board of Medical Examiners (See, for e.g., N.J.S.A. 45:9-5.1), NJPP, a separate New Jersey professional corporation wholly controlled by Nemours was incorporated in order to provide pediatric specialty outpatient care to children in New Jersey. The Internal Revenue Service has recognized that professional corporations established in those states with a corporate practice of medicine doctrine, like New Jersey, could qualify as a federal income tax-exempt charitable organization under Section 501(c)(3) of the Internal Revenue Code. See "Corporate Practice of Medicine" by Charles F. Kaiser III and Marvin Friedlander, Internal Revenue Service TE/GE CPE Manual 2000-F ("Manual"). NJPP has received Section 501(c)(3) tax-exempt status as a charitable, educational and scientific organization under the "integral part" doctrine as NJPP is performing an essential function for Nemours, i.e., the provision of specialty outpatient medical services to children in New Jersey which services Nemours would otherwise provide directly, if New Jersey did not have the corporate practice of medicine doctrine. The Certificate of Incorporation of NJPP, on page 1, Article 2, expressly states that the Corporation is organized to engage in the business of rendering professional services to the public that a Doctor of Medicine or Osteopathy is authorized to render and will be organized and operated exclusively for charitable, educational and scientific purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code") and to further the charitable purposes of Nemours and its divisions, including but not limited to the Nemours and Nemours Children's Hospital, Delaware. The Certificate of Incorporation of NJPP on page 2, Article 4, paragraph (d) also provides for distribution of the assets of NJPP upon dissolution to Nemours and not to any shareholder. NJPP has issued all of its shares of stock (100 common shares as authorized in Section 4 of the Certificate of Incorporation of Nemours NJ) to Meg Frizzola DO, a physician licensed to practice medicine in New Jersey to comply with the corporate practice of medicine doctrine. Dr. Frizzola is the sole Director and President of NJPP and the Chief Medical Officer for Delaware Valley. Under New Jersey's corporate practice of medicine prohibition, only New Jersey licensed physicians can serve as shareholders and directors of the professional corporation which is providing medical services. Accordingly, NJPP only has one Board member and one Voting Board member. However, safeguards have been put in place in the corporate documents and policies of NJPP and in the Stock Succession and Transfer Agreement (described below) and Management Services Agreement (described below) to ensure control of NJPP by Nemours. |
| Form 990, Part VI, Section A, Line 2 | Dr. Frizzola, Mr. Higginbotham, and Ms. Livingston have a shared business relationship. All are employees of Nemours. |
| Form 990, Part VI, Section A, Line 3 | Nemours is an IRC section 501(c)(3) charitable organization recognized by the IRS as a hospital under IRC section 170(b)(1)(A)(iii). Nemours provides comprehensive management services, administrative personnel, office space, equipment, supplies and non-professional services to NJPP under the Management Services Agreement between NJPP and Nemours, as manager. Nemours conducts all of the administrative and business functions for the NJPP at all locations operated by NJPP. By the provisions of the Management Services Agreement, Nemours has effective control over the operations of NJPP. |
| Form 990, Part VI, Section A, Line 6 | NJPP has a close connection with Nemours and Nemours has control over NJPP. The Certificate of Incorporation of NJPP expressly states that the Corporation is organized to engage in the business of rendering professional services to the public that a Doctor of Medicine or Osteopathy is authorized to render and will be organized and operated exclusively for charitable, educational and scientific purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code") and to further the charitable purposes of Nemours and its divisions, including but not limited to the Nemours and Nemours Children's Hospital, Delaware. The inclusion of the Section 501(c)(3) language in the Certificate of Incorporation is not contrary to or incompatible with the language of or the intent of the New Jersey Professional Service Corporation Act, N.J.S.A. §14A-17.1 et seq. The Certificate of lncorporation of NJPP also provides for distribution of the assets of NJPP upon dissolution to Nemours and not to any shareholder. Dr. Frizzola is the sole Director and President of NJPP and the Chief Medical Officer for Delaware Valley. Under New Jersey's corporate practice of medicine prohibition, only New Jersey licensed physicians can serve as shareholders and directors of the professional corporation which is providing medical services. However, several safeguards have been put in place in the corporate documents and policies of NJPP and in the Stock Succession and Transfer Agreement and Management Services Agreement to assure control of NJPP by Nemours. |
| Form 990, Part VI, Section A, Line 7a | See explanation under Form 990, Part VI, Section A, Line 6. |
| Form 990, Part VI, Section A, Line 7b | See explanation under Form 990, Part VI, Section A, Line 6. |
| Form 990, Part VI, Section B, Line 11b | Nemours management reviewed a draft of the Form 990 prior to filing. Upon finalization of the return, Management provided a final copy of the return, via email, to the sole director prior to filing with the IRS. |
| Form 990, Part VI, Section B, Line 12c | NJPP has reviewed and adopted the conflict of interest policy established by Nemours. Nemours is committed to the belief that sound business practices start with an absolute commitment from each employee to act ethically in carrying out Nemours business, and to comply with the laws and regulations that impact its business, thus Nemours' employees must avoid participating in activities that create or appear to create a conflict of interest. Nemours has specifically identified the following areas in its policy to be potential conflicts of interest: financial interest, outside employment, paid faculty arrangements, consultant or research contracts, acceptance of gifts, gratuities, business courtesies, travel, lodging and entertainment, misuse of resources or assets, personal gain using undue influence, direct dealings with vendors, use of confidential information, and an individual's support of political causes. Nemours' policy requires certain individuals to disclose participation in activities or circumstances that may present a conflict of interest on an annual basis or if at any time such individual becomes aware of circumstances that may present a conflict of interest. These disclosures are reviewed by the Nemours Finance, Audit, and Compliance Committee, as necessary. |
| Form 990, Part VI, Section B, Line 15 | Nemours Board of Directors designated the People, Engagement and Compensation Committee (the Committee) to serve as the board committee responsible for establishing compensation practices to assure that executive compensation is reasonable and does not violate the private inurement prohibition. The practices and processes are designed to provide market-competitive compensation, to enable the board to exercise good governance oversight, and to use a review and approval process that will qualify for the rebuttable presumption of reasonableness under the federal tax law rules. The Committee annually reviews, in consultation with an independent executive compensation consulting firm specializing in healthcare and the not-for-profit industry, independently sourced benchmark market data to establish the compensation of officers, senior leadership and key employees and to align compensation with the compensation practices of organizations similar to Nemours. The Committee has established, and reference, a compensation philosophy statement for senior leaders that articulates the goals of the executive compensation program, the peer group used for compensation decisions, and the targeted market position. The Board of Directors determined and approves the compensation for the CEO using the same IRS-approved rebuttable presumption process as The Committee. To indicate alignment with the compensation practices of organizations similar to Nemours, the compensation philosophy targets the market median for executives, including officers, senior leadership and key employees. Total cash compensation is also generally targeted to be at the median of Nemours' peers. |
| Form 990, Part VI, Section C, Line 19 | NJPP's governing documents and conflict of interest policy are included in NJPP's Form 1023, which is available for public disclosure. |
| Form 990, Part XI, Line 9 | Other changes in net assets includes a payable to Nemours of $37,183,016. |
| Form 990, Part XII, Line 2c | NJPP is consolidated in the Nemours audited financial statements. The Nemours Finance, Audit, and Compliance Committee is responsible for the selection of the independent auditors and has oversight of the audit. |
| Software ID: | 24021167 |
| Software Version: | v1.00 |