| Form 990, Part III, Line 2 New program services |
The University of Maryland Medical System's ("UMMS" or "Medical System") formal response to the COVID-19 pandemic began on February 17, 2020 when Medical System leadership recognized the importance of coordinating a system-wide clinical and operational response to the threat. By February 25, 2020, a formal UMMS Incident Command structure was created to guide the system-wide planning, preparations, and response efforts. The UMMS Incident Command is led by a physician executive who has held positions within the United States Department of Health and Human Services ("HHS"), including the Director of the National Healthcare Preparedness Programs within the Office of the Assistant Secretary for Preparedness and Response. The UMMS Incident Command includes physician leaders and senior executives from across the Medical System supporting clinical operations, planning, finance, logistics, information systems, communications, infection prevention, legal, Chief Medical Officer liaison and a UMAB liaison. This structure aligns the system-wide response with government, public health and safety, and other community-based health care organizations. Certain COVID-19 responses are discussed below: Protecting the jobs of UMMS caregivers - The Medical System implemented a temporary redeployment and expanded paid time off program designed to protect the jobs, incomes, and benefits of its employees and physicians so they could focus on providing care to patients and communities. The Medical System also encouraged telework for all non-clinical staff and enacted special leave policies to reduce the burden of employees caring for themselves or other family members at home. For health care providers with small children, the Medical System coordinated arrangements with child care centers across the State for employees to use during their work shift, the cost of which was borne entirely by the Medical System. Preparing for a potential surge - As part of the UMMS Incident Command structure, the Medical System analytics team began working with medical specialists, operations, planning, and other internal groups to develop a real-time dashboard to track inpatient capacity by hospital, by unit and by bed. The dashboard also tracks the numbers of COVID-19 positive patients, patients under investigation, patients in the ICUs and patients on ventilation support at all hospitals, drillable to patient-level detail. The dashboard also tracks the use and availability of critical clinical equipment, including, but not limited to, ventilators, high flow oxygen systems and continuous renal replacement therapy machines. Furthermore, the analytics team began to develop internal scenarios for the projections of surges in patient volume to ensure the Medical System is prepared with critical needs such as personal protective equipment ("PPE"), ventilators, ICU beds and staffing. The surge projections are based on daily insight from external surge projection models as well as actual experience within the Medical System Hospitals. The surge projections have led to the development of hospital based planning scenarios which include a flexible step-based approach to adapt to surge scenarios. Health care providers have been and continue to be cross-trained, and redeployment processes are in place to ensure adequate staffing during a surge in patient volumes. Supply chain - UMMS' supply chain team continues to work diligently to secure additional PPE, laboratory materials, and other supplies from reliable sources. Supply chain, laboratory and clinical engineering leaders have developed a response plan to COVID-19 by focusing on five guiding themes: supply sourcing, supply staging, supply utilization, financial diligence and equipment utilization. All new supply chain sources, both domestic and international, have been examined with the appropriate legal, financial and treasury teams. Guidelines have been developed for the use and conservation of PPE. Inventory levels of critical equipment, such as ventilator, laboratory equipment, hospital beds and other critical respiratory equipment are closely monitored and maintained using a real-time dashboard. In early March, UMMS created a centralized Supply Chain distribution hub which serves as a location to stage and store the appropriate inventories and to ensure their availability at the Medical System Hospitals. Finally, in collaboration with infection prevention and clinical experts, the Medical System implemented strategies to conserve critical PPE equipment and to limit unnecessary exposure during the pandemic, including the use of ultraviolet germicidal irradiation for decontamination of PPE, clustering of patient care, and expanded use of telehealth in inpatient units for clinical, social work, clergical and mental health providers. Postponing and resuming elective procedures - Beginning on March 16, 2020, consistent with recommendations from the U.S. Surgeon General, the American College of Surgeons and the Governor of Maryland's Executive Order, the Medical System made the decision to postpone certain elective and non-urgent surgeries, procedures and appointments. Shortly thereafter, additional services in clinics and other outpatient settings were postponed. In connection with Maryland's staged Roadmap to Recovery, starting May 7, 2020, the Medical System began rescheduling some outpatient surgical procedures which could be completed while keeping patients and providers safe and preserving appropriate levels of PPE and available capacity for a potential COVID-19 surge. A week later, the Medical System began scheduling additional ambulatory care and clinical services. Expanding telehealth services - The Medical System offered some limited telehealth services before the COVID-19 pandemic began. Those existing services have been expanded during the pandemic to allow patients to consult with doctors and other providers remotely, which has provided safer, faster, and less expensive care delivery. Telehealth services have provided a first line of defense against unnecessary exposure in our facilities as providers in a virtual setting carry out assessments of potential COVID-19 patients. The Medical System intends to continue making investments in telehealth in the coming fiscal year. Providing early and widespread testing - The Medical System has provided rapid and accessible testing at all hospital-based, outpatient and urgent care locations. Furthermore, the Medical System in cooperation with the School of Medicine and the State of Maryland are continuing to support the expansion of testing throughout the State by providing laboratory capacity and clinical information system support for the testing sites and mobile testing sites deployed to underserved populations and hot spot areas. Partnering with Governor Hogan to strengthen Maryland's preparedness - The Medical System is engaged in many facets of the State's COVID-19 response. At the highest level, the UMMS Incident Command physician executive serves on the Maryland Governor's Coronavirus Response advisory team which includes scientific and medical advisors as well as business and community leaders who developed the "Maryland Strong: Roadmap to Recovery" plan. As part of the Governor's four building blocks of the recovery plan, the Medical System assisted in expanding inpatient hospital capacity in preparation for a potential surge in patient volumes. On March 16, 2020, the Governor directed the Maryland Health Department ("MDH") to increase statewide surge capacity by up to 6,000 beds. In just over a month, the MDH in collaboration with local hospitals, opened thousands of new beds, notably by creating a 250-bed field hospital in the Baltimore Convention Center and opening 135 inpatient beds at UM Laurel. For the Baltimore Convention Center field hospital, the State collaborated with UMMS and Johns Hopkins to open 250 beds that provide a step-down to acute hospital care for patients prior to discharge to a patient's home or alternative care facility. UMMS also obtained approval from the Health Care Commission to re-open up to 135 inpatient beds at UM Laurel in Laurel, Maryland, which had been converted in January 2019 to an FMF. Beginning in late April 2020, UM Laurel opened acute and ICU level beds to provide expanded inpatient capacity to Prince George's and Montgomery Counties both of which have had high volumes of COVID-19 cases. The State is reimbursing the Medical System for costs associated with operating these expanded beds, and as well as for certain capital, equipment, and start-up costs to open the beds. The Medical System has also received approval from the Maryland Health Care Commission to temporarily expand inpatient capacity at UM Prince George's and UM Upper Chesapeake to prepare for potential surges in patient volumes due to COVID-19. |
| Form 990, Part VI, Line 4 Significant changes to organizational documents |
In May 2020, UMMS' Board approved Articles of Amendment and Restatement, and adopted changes to its Bylaws. Significant changes to the organization's Articles SECOND: The Corporation is formed exclusively for charitable, scientific and educational purposes, and the business and objects to be carried on and promoted by it are: (1) To own, lease, manage, and operate the University of Maryland Medical System, including such components or health services as the Board of Directors may determine or agree to undertake from time to time and shall have all powers of a Maryland corporation which are not expressly limited by Subtitle 3, Title 13 of the Education Article of the Annotated Code of Maryland. (2) To convey, lease, mortgage, encumber, and otherwise deal with all its assets, without limitation or regard to their source, unless a grantor or donor restricts the use of such assets. (3) To provide for and maintain, consistent with the policies of the Maryland Health Services Cost Review Commission or other relevant authority, comprehensive services for patient populations naturally served by University Hospital, including uncompensated care and outpatient care. (4) To maintain, create, and develop specialty care services appropriate to an academic medical institution at the University of Maryland Medical Center and elsewhere as appropriate to meet the needs of the State of Maryland and the geographic region in which it is located. (5) To provide, at the University of Maryland Medical Center and elsewhere as appropriate, a clinical context for education and research conducted by the faculty of the University of Maryland, and to serve as the primary clinical setting for University of Maryland students in health care fields to receive educational and research experiences. (6) To perform any and all activities necessary to effectuate the Corporation's purposes, as such purposes are described in Subtitle 3, Title 13 of the Education Article of the Annotated Code of Maryland. (7) To perform other activities permitted corporations under the General Laws of the State of Maryland, to the extent such activities are permitted to be carried on by organizations which are exempt from Federal income tax under section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code) and contributions to which are deductible under sections 170(c)(2), 2055(a)(2) and 2522(a)(2) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code), including the making of distributions for charitable, scientific and educational purposes to organizations which are exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code) and contributions to which are deductible under sections 170(c)(2), 2055(a)(2) and 2522(a)(2) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code). SEVENTH: In accordance with section 13-304 of the Education Article of the Maryland Annotated Code, the Board of Directors shall consist of six nonvoting members and not less than 22 and not more than 28 voting members; provided, however, that the Governor also may appoint an additional voting member who is a representative from each hospital that affiliates with the Corporation on or after June 1, 2019. The appointment, tenure, conditions of office and qualifications of the Board of Directors of the Corporation are as follows: (1) Each member shall be a resident of the State of Maryland. (2) A member may not be an elected official of the government of the State of Maryland or of any local jurisdiction within the State of Maryland. (3) A member may not intentionally use the prestige of office or public position for that member's private gain or that of another. (4) Three voting members shall be members of the Board of Regents of the University System of Maryland. (5) One voting member shall be appointed by the President of the Senate of Maryland and one voting member shall be appointed by the Speaker of the House of Delegates. (6) One voting member shall be the Governor's designee. (7) At least one voting member shall be appointed by the Governor, upon nomination by the membership of the Community Advisory Council to the Corporation (as provided for in Article NINTH hereof) from the membership of the Community Advisory Council. (8) At least one voting member shall have expertise in the hospital field. (9) In appointing the voting members of the Board of Directors, the Governor of the State of Maryland shall ensure that the composition of the Board of Directors fairly represents the minority composition of the State of Maryland. (10) The nonvoting members of the Board of Directors shall be, ex officio, the Chancellor of the University System of Maryland, the President of the University of Maryland, Baltimore, the Chief Executive Officer of the Corporation, the Dean of the School of Medicine of the University of Maryland, the President of the Medical Staff Organization of the University of Maryland Medical System (as defined in §13-301(k) of the Education Article of the Annotated Code of Maryland), and the Associate Director of Nursing Services for the University of Maryland Medical System. (11) The term of each voting member of the Board of Directors is five years and begins on the first Monday in June of the year of appointment. The terms of voting members of the Board of Directors are staggered as required by the terms provided for voting members of the Board of Directors on the Transfer Date. At the end of a term, a voting member of the Board of Directors continues to serve until a successor is appointed and qualifies. A voting member appointed to fill a vacancy in an unexpired term serves only for the remainder of that term and until a successor is appointed and qualifies. A voting member appointed to fill a vacancy in an unexpired term serves only for the remainder of that term and until a successor is appointed and qualifies. A voting member of the Board of Directors may be reappointed, but may not serve more than two consecutive full terms. Nominations of voting members of the Board of Directors will be made by the Board of Directors and submitted to the Board of Regents of the University System of Maryland for comment and to the Governor for consideration. Each member of the Board of Directors serves without compensation, and is entitled to reimbursement for expenses as provided by the Board of Directors. (12) With the exception of voting directors initially appointed by the Governor as a representative of an affiliate hospital that first affiliates with the Corporation on or after June 1, 2019, and the voting directors appointed by the President of the Senate and the Speaker of the House of Representatives, each voting director shall be appointed by the Governor with the advice and consent of the Senate in accordance with the provisions of Subtitle 3 of Title 13 of the Education Article of the Annotated Code of Maryland. EIGHTH: The total number of members of the Board of Directors serving as of the date of the Board's approval of this Amendment and Restatement of the Charter is 31. The number of voting members of the Board of Directors is currently 25, which number may be increased or decreased from time to time pursuant to the Charter or the Bylaws of the Corporation, but which shall never be less than 22. The total number of non-voting members of the Board of Directors is currently six. |
| Form 990, Part VI, Line 4 Significant changes to organizational documents (continued) |
NINTH: In accordance with Subtitle 3, Title 13 of the Education Article of the Annotated Code of Maryland, the following provisions are hereby adopted for defining, adopting, limiting and regulating the powers of the Corporation and of the Directors and the members: (1) The Board of Directors of the Corporation shall operate the University of Maryland Medical System without discrimination based upon age, ancestry/national origin, color, disability, gender identity/expression, marital status, political affiliation, race, religion, sex, or sexual orientation. (2) The Board of Directors of the Corporation shall conduct procurement activities consistent with minority purchasing standards applicable to Maryland State government agencies. (3) The Corporation may not (i) use sole source procurement to award a contract to a member of the Board of Directors or a business entity that employs or has an affiliation with a member of the Board of Directors, or (ii) provide a preference for the award of a contract to a member of the Board of Directors or a business entity that employs or has an affiliation with a member of the Board of Directors. (4) The award of a contract or the making of a payment to a member of the Board of Directors or an associated business of a member of the Board of Directors shall be subject to the approval of the full Board of Directors. Before the Corporation awards a contract or makes a payment to a member of the Board of Directors, the Chief Compliance Officer of the Corporation shall (i) review the contract or payment and advise the member of the Board of Directors who is to be the party to the contract or recipient of the payment, or whose associated business is to be a party to the contract or the recipient of the payment, as to whether the contract or payment is appropriate and consistent with the policies of the Corporation, and (ii) make a recommendation to the Board of Directors as to whether the contract or payment should be approved or disapproved by the full Board of Directors. (5) The fiscal year of the Corporation will be the same as the fiscal year of the State of Maryland unless otherwise approved by the Board of Public Works of the State of Maryland. (6) The Board of Directors of the Corporation shall cause annual audited financial statements of the Corporation to be prepared and filed with the Governor of the State of Maryland, the Joint Budget and Audit Committee of the General Assembly, and the Board of Regents of the University System of Maryland as soon as practicable following the close of its fiscal year. (7) The Board of Directors of the Corporation shall prepare an annual report describing operations of the Corporation in the immediately preceding fiscal year, which shall be delivered to the Governor of the State of Maryland, the Board of Regents of the University System of Maryland, and, subject to section 2-1246 of the State Government Article of the Annotated Code of Maryland, the General Assembly of the State of Maryland as soon as practicable following the close of the Corporation's fiscal year. The report shall include information about the amount of uncompensated care provided, the number of ambulatory care visits, the number of Medicaid (aka Medical Assistance) patient visits, the number of patient visits by subdivision during the year, and any other information relevant to Section §13-303 of the Education Article of the Annotated Code of Maryland. (8) The Board of Directors of the Corporation shall coordinate with University of Maryland fundraising efforts, all Corporation campaigns and solicitations for private gifts, and proposals for private or federal grants. Requests to the General Assembly of the State of Maryland for grants from the State of Maryland for the Corporation shall be submitted only with the approval of the Board of Regents of the University System of Maryland. (9) The Board of Directors of the Corporation shall establish a nonprofit for the purpose of operating all or part of the University of Maryland Medical Center, to the extent approved by the University of Maryland in the annual contract that shall (i) have all powers available under the laws governing the formation of the subsidiary; and (ii) be formed in a manner so that the subsidiary, for the purposes of meeting the jurisdictional requirements of the National Labor Relations Board (A) does not constitute a department or administrative arm of the State of Maryland or any agency, political subdivision, public body, public corporation, or municipal corporation; and (B) is not administered by individuals who are responsible to public officials or to the general electorate. (10) The Board of Directors shall ensure that the University of Maryland Medical System shall continue to make available medical services to residents of various State of Maryland institutions whose residents prior to the creation of the Corporation were served by University Hospital, including State of Maryland residential centers for the individuals with an intellectual disability, State of Maryland mental hygiene facilities and facilities run by the State Division of Correction, as long as the administrators of those institutions continue to seek care from the Corporation for their residents in accordance with policies and legislative intent incorporated in the State of Maryland budget. The Corporation is to be compensated by the institutions or other payors for this care in accordance with policies of the State Health Services Cost Review Commission or other relevant authority. (11) The Board of Directors of the Corporation may adopt and amend bylaws. (12) The Board of Directors shall determine the time and place of its meetings and may adopt rules for the conduct of its meetings. (13) Eleven voting Directors constitute a quorum for transacting business at any meeting, and action by a majority of voting Directors present at a meeting shall be the act of the Board of Directors unless this Charter or the Bylaws require a greater number. (14) Each year, the Board of Directors shall elect from among its members a Chairman and any other officer it requires. The Board of Directors shall elect a Chief Executive Officer who shall also be appointed by the Board of Regents of the University System of Maryland as Vice President of the University of Maryland Medical System, and who shall begin service in this joint office after the appointment is approved by both Boards, and a Chief Compliance Officer who shall not be the Chief Executive Officer. The Chief Executive Officer and the Chief Compliance Officer each shall serve at the pleasure of the Board of Directors. In the event of a vacancy of the Chief Executive Officer, nominees will be selected by a process to be determined jointly by the Board of Regents of the University System of Maryland and the Board of Directors of the Corporation. The Chief Executive Officer and the Chief Compliance Officer shall have the duties, powers and responsibilities provided in this Charter and in Subtitle 3 of Title 13 of the Education Article of the Annotated Code of Maryland, and any other duties, powers and responsibilities as may be provided in the Bylaws. (15) The Chairman of the Board of Directors shall appoint representatives from the community naturally served by the University of Maryland Medical System having interest in the services of the University of Maryland Medical System to three year terms as members of a Community Advisory Council. The Board of Directors of the Corporation shall designate at least one of its members to meet with the Community Advisory Council and advise the Community Advisory Council of matters of potential interest. Recommendations of this Community Advisory Council concerning services offered by the Corporation and its community relationships shall be considered by the Board of Directors of the Corporation. (16) Prior to the first day of each fiscal year, the Board of Regents of the University System of Maryland and the Board of Directors of the Corporation shall approve an annual contract which shall state all financial obligations, exchanges of services, and any other agreed relationships between the University of Maryland Baltimore and the Corporation for the ensuing fiscal year. The annual contract shall identify all services to be provided and the agreed cost of such services. The annual contract will be developed by the Chief Executive Officer of the Corporation, the Dean of the School of Medicine of the University of Maryland, and other University of Maryland officials as determined by the President of the University of Maryland at, Baltimore City. |
| Form 990, Part VI, Line 4 Significant changes to organizational documents (continued) |
The annual contract shall be submitted to the President of the University of Maryland Baltimore and, upon the recommendation of the President, to the Board of Regents of the University System of Maryland for consideration, modification, and, approval. The Board of Directors of the Corporation and the Board of Regents of the University System of Maryland may establish procedures for the approval of the annual contract. If the University of Maryland and the Corporation do not enter into an annual contract for any fiscal year, the annual contract for the previous year shall remain in force until another annual contract is approved. (17) No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to, its members, Directors, officers, or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article SECOND hereof. No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or otherwise attempting, to influence legislation, and the Corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provisions of this Charter, the Corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code) or (b) by a corporation, contributions to which are deductible under sections 170(c)(2), 2055(a)(2) and 2522(a)(2) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code). (18) The Corporation shall indemnify (a) its Directors to the fullest extent permitted by the General Laws of the State of Maryland now or hereafter in force, including the advance of expenses under the procedures provided by such laws; (b) its officers to the same extent it shall indemnify its Directors; and (c) its officers who are not Directors to such further extent as shall be authorized by the Board of Directors and be consistent with law; provided, however, the foregoing shall not limit the authority of the Corporation to indemnify other employees and agents consistent with law and that indemnification shall only be to the extent permitted to be carried on by organizations which are exempt from Federal income tax under section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code) and contributions to which are deductible under sections 170(c)(2), 2055(a)(2) and 2522(a)(2) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code). (19) During any fiscal year of the Corporation that it is determined to be a private foundation as defined in section 509(a) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code): a. The Corporation shall distribute its income for such taxable year at such time and in such manner as not to become subject to the tax on undistributed income imposed by section 4942 of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code). b. The Corporation shall not engage in any act of self-dealing as defined in section 4941(d) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code). c. The Corporation shall not retain any excess business holdings as defined in section 4943(c) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code). d. The Corporation shall not make any investments in such manner as to subject it to tax under section 4944 of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code). e. The Corporation shall not make any taxable expenditures as defined in section 4945(d) of the Internal Revenue Code of 1986 (or the corresponding provisions of any future federal tax code). (20) The Board of Directors shall ensure that the Corporation continues to be a private, nonprofit, nonstock corporation that is independent from any agency of the government of the State of Maryland. (21) The enumeration and definition of particular powers of the Board of Directors included in this Charter shall in no way be limited or restricted by reference to or inference from the terms of any other clause of this or any other Article of the Charter of the Corporation, or construed as or deemed by inference or otherwise in any manner to exclude or limit any powers conferred upon the Board of Directors under the General Laws of the State of Maryland now or hereafter in force, except to the extent (i) that the General. Laws of the State of Maryland permit activities which are not permitted under Federal Law for any organization which is exempt from Federal income tax under section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future federal tax code) and contributions to which are deductible under sections 170(c)(2), 2055(a)(2) and 2522 (a)(2) of the Internal Revenue Code of 1986 (or the corresponding provisions under any future federal tax code) or (ii) provided in paragraph (17) of Article NINTH. TENTH: In accordance with Section 13-311 of the Education Article of the Maryland Code, the Corporation and its corporate existence shall continue until terminated in accordance with law; provided, however, that no such law or termination shall take effect so long as the Corporation shall have bonds, notes, or other obligations outstanding, unless adequate provision has been made for the payment thereof. Upon termination of the existence of the Corporation, all its rights and properties shall pass to and be vested in the State of Maryland, but subject in all cases to any mortgages, liens, or other encumbrances or any other rights or interests of creditors of the Corporation or other third parties. The Board of Regents of the University System of Maryland and the Board of Public Works of the State of Maryland may determine that the Corporation has failed to realize the purposes set forth in Subtitle 3, Title 13 of the Education Article of the Annotated Code of Maryland; in the event of such a determination, the Board of Directors of the Corporation .shall be required to undertake appropriate legal proceedings to return all assets of the University of Maryland Medical System then held by the Corporation to the State of Maryland, but only if adequate provision has been made for the payment of any outstanding bonds, notes, or other obligations of the Corporation. Significant changes to the organization's bylaws: SECTION 2.02. Number of Directors. The Corporation shall have six nonvoting and not less than 22 and not more than 28 voting directors; provided, however, that the Governor also may appoint an additional voting member who is a representative from each hospital that affiliates with the Corporation on or after June 1, 2019. SECTION 2.03. Qualification and Tenure of Directors. Each director of the Corporation shall satisfy the qualifications contained in the Charter of the Corporation. Each voting director who does not serve ex-officio shall be appointed in one of the following ways: (i) by the Governor, with the advice and consent of the Senate of the State of Maryland, (ii) initially by the Governor, if such voting director is a representative from an affiliate hospital that first affiliates with the Corporation on or after June 1, 2019, and thereafter by the Governor with the advice and consent of the Senate of the State of Maryland; (iii) by the Governor under Section 13-304(c)(4) of the Education Article of the Annotated Code of Maryland; (iv) by the President of the Senate if such director is to be appointed under Section 13-304(c)(5)(i) of the Education Article of the Annotated Code of Maryland; or (v) by the Speaker of the House of Delegates if such director is to be appointed under Section 13-304(c)(5)(ii) of the Education Article of the Annotated Code of Maryland. Each director shall serve for a term of five years, beginning on the first Monday in June of the year of appointment. At the end of a term, a voting director continues to serve until a successor is appointed and qualifies. A voting director appointed to fill a vacancy in an unexpired term shall serve only for the remainder of that term and until a successor is appointed and qualifies. A voting director may be reappointed but may not serve more than two consecutive five-year terms. |
| Form 990, Part VI, Line 4 Significant changes to organizational documents (continued) |
SECTION 2.04. Nonvoting Directors. The nonvoting directors of the Corporation shall be, ex-officio, the Chancellor of the University System of Maryland, the President of the University of Maryland, Baltimore, the Chief Executive Officer of the Corporation, the Dean of the School of Medicine of the University of Maryland, the President of the medical staff organization of the University of Maryland Medical Center (formerly and statutorily referred to as the President of the medical staff organization of the Medical System) and the Chief Nursing Officer of the University of Maryland Medical Center (formerly and statutorily referred to as the Associate Director of nursing services for the Medical System). Nonvoting directors shall be entitled to notice of and to attend all meetings of the Board of Directors, but shall not be entitled to vote on any matter presented to the Board of Directors. Nonvoting directors may serve on committees of the Board of Directors. SECTION 2.05. Removal or Resignation of Director. A director may be removed with or without cause upon the affirmative vote of two-thirds of the directors present. Upon recommendation of the Board of Directors, the Governor, the President of the Senate or the Speaker of the House of Delegates, as to his or her respective appointee, may remove any voting director not serving ex-officio that previously was appointed by the Governor, the President of the Senate or the Speaker of the House of Delegates, respectively. If any member of the Board of Directors has benefited from a sole source procurement in violation of applicable law or the Governor determines that a member of the Board of Directors has willfully filed a false statement with the State Health Services Cost Review Commission on his or her financial interest disclosure required by Section 13-304(l)(1)(i) of the Education Article of the Annotated Code of Maryland, the Governor shall remove such member from the Board of Directors. Any director may resign at any time. Such resignation shall be made in writing and shall take effect at the time specified therein, or if no time be specified, at the time of its receipt by the Chair of the Board or the Secretary. The acceptance of a resignation shall not be necessary to make it effective. SECTION 2.09. Action by Directors. Unless a greater proportion is otherwise specifically required in these Bylaws, by statute or by the Charter, the action of a majority of the voting directors present at a meeting at which a quorum is present is action of the Board of Directors. A majority of the voting directors shall constitute a quorum for the transaction of business at any meeting. A designee of a Board member may not attend a Board meeting on behalf of the Board member. In the absence of a quorum, the voting directors present by majority vote and without notice other than by announcement may adjourn the meeting from time to time until a quorum shall attend. At any such reconvened meeting at which a quorum shall be present, any business may be transacted which might have been transacted at the meeting as originally notified. Any action required or permitted to be taken at a meeting of the Board of Directors may be taken without a meeting, if a unanimous written consent which sets forth the action is signed by each voting member of the Board and filed with the minutes of proceedings of the Board. SECTION 2.12. Nominations for Voting Director. Except with respect to the members of the Board of Directors to be appointed by the Governor under Section 13-304(c)(4) of the Education Article of the Annotated Code of Maryland, by the President of the Senate under Section 13-304(c)(5)(i) of the Education Article of the Annotated Code of Maryland, by the Speaker of the House of Representatives under Section 13-304(c)(5)(ii) of the Education Article of the Annotated Code of Maryland, by the Governor upon nomination of the Community Advisory Council under Section 13-304(c)(6) of the Education Article of the Annotated Code of Maryland and initially by the Governor under Section 13-304(b)(3) of the Education Article of the Annotated Code of Maryland, the Board of Directors annually shall nominate persons to fill vacancies created by (i) the expiration of the term of each voting director whose term is to expire within one year and (ii) the resignation, removal, incapacitation or death of a voting director. To the extent permitted by statute and the Charter of the Corporation, a person may be nominated to fill a vacancy created by the expiration of his or her own term as a voting director, except that no person may serve more than two consecutive full five-year terms as a member of the Board of Directors regardless of the basis upon which such member of the Board of Directors was appointed. To the extent a nomination is to be made by the members of the Board of Directors, the Governance and Nominating Committee shall recommend such nominees to the full Board of Directors and the names of those nominees approved by the Board shall be submitted to the Board of Regents of the University System of Maryland for comment and to the Governor of the State of Maryland for consideration. SECTION 2.13. Conflict of Interest Policy. The Board of Directors shall adopt a conflict of interest policy for members of the Board of Directors that includes: (a) standards for the disclosure of financial interests; (b) standard for members of the Board of Directors participation in contracts with the Corporation in accordance with §13-303 of the Education Article of the Annotated Code of Maryland, including an attestation that the member of the Board of Directors has complied with the conflict of interest standards adopted by the Board of Directors; (c) standards for recusal from voting; (d) a requirement that a Board member may not use the Board member's position on the Board of Directors for personal gain when contracting with the Corporation; and (e) a requirement that a Board member provide an attestation of any business relationship with the Corporation or any affiliate of the Corporation. The Board of Directors shall send a copy of the conflict of interest policy adopted under this Section 2.13 to the Governor of the State of Maryland, the President of the Senate, and the Speaker of the House of Delegates (i) after the policy is initially adopted and (ii) each time a change is made to the policy. SECTION 2.14. Annual Director Disclosure. In addition to any other filings required by applicable law, in accordance with § 13-304(l)(1)(I) of the Education Article of the Annotated Code of Maryland, each Director shall annually submit a disclosure of financial interest, including any potential or current conflicts of interest (as defined in the conflict of interest policy adopted in accordance with Section 2.13), to the State of Maryland Health Services Cost Review Commission. All newly appointed Directors shall submit a disclosure of financial interest within 60 days after such Director's appointment to the Board of Directors. If the Governor determines that a Director has willfully filed a false disclosure of financial interest, the Governor shall remove such Director from the Board of Directors. The Board of Directors and the Compliance Officer shall review each such statement submitted hereunder for compliance with the Board of Directors' conflict of interest policy adopted in accordance with Section 2.13. SECTION 2.15. Contract and Payment Policy. The Board of Directors shall develop a policy governing contracts with and payments to a member of the Board of Directors or members of the Board of Directors of hospitals affiliated with the Corporation by: (i) the Corporation or (ii) the affiliated hospital. On or before December 1st of each year, the Board of Directors shall submit a report to the Governor and, in accordance with §2-1257 of the State Government Article of the Annotated Code of Maryland, the President of the Senate, the Speaker of the House, the Joint Audit Committee, the Senate Finance Committee, and the House Health and Government Operations Committee on: (A) the policy adopted under this Section 2.15 and (B) how the Board of Directors has ensured compliance with the policy by the affiliated hospitals and the members of the Board of Directors of the affiliated hospitals. |
| Form 990, Part VI, Line 4 Significant changes to organizational documents (continued) |
SECTION 3.01. Board Committees. There shall be an Executive Committee, a Patient Safety and Quality Committee, an Audit and a Compliance Committee, a Diversity and Inclusion Committee, a Finance Committee, a Governance and Nominating Committee and such other Board committees as the Board of Directors may appoint from among its members from time to time. All Board committees shall be composed of two or more voting directors, and nonvoting directors also may be appointed to any Board committee. When serving on a Board committee, a nonvoting director shall not be entitled to vote on any matter presented to the Committee. A director may not serve as Chair of a Committee for more than five (5) consecutive years, with a break of at least one year required before the director is eligible to serve as Chair again. The President of the Corporation shall serve ex-officio on all Board committees and shall be nonvoting in that capacity. SECTION 3.02. Executive Committee. (a) Membership. The Executive Committee shall consist of the Chair of the Board, the Vice Chair of the Board, the chairmen of the Finance Committee, the chair of the Patient Safety and Quality Committee, and at least three voting directors selected annually by the Chair of the Board. The President of the University of Maryland, Baltimore, the Dean of the School of Medicine of the University of Maryland, and the President of the Corporation shall serve ex-officio and shall be nonvoting members. The Chair of the Board may appoint other exofficio nonvoting members to serve on the Executive Committee. (b) Duties. The Executive Committee is empowered, between the meetings of the Board of Directors, to perform any of the powers of the Board of Directors, except those powers reserved to the Board of Directors by law or by resolution of the Board. In addition, the Executive Committee may review the committees of the Corporation, and is responsible for the establishment of executive compensation. The President of the Corporation or any other officer serving on the Executive Committee shall excuse himself or herself from any deliberations of the Executive Committee relating to an evaluation of or compensation for the President of the Corporation or such officer. The Chair of the Board shall report at the next regular meeting of the Board all actions taken by the Executive Committee since the last regular Board meeting. SECTION 3.03. Patient Safety and Quality Committee. (a) Membership. The Patient Safety and Quality Committee shall consist of members selected by the Chair of the Board. The Dean of the School of Medicine of the University of Maryland shall serve ex-officio. (b) Duties. The Patient Safety and Quality Committee shall be responsible, in addition to any responsibilities assigned to it by the Board of Directors, for overseeing the provision of high-quality care throughout the Medical System. The committee drives continuous improvement in quality, safety, and patient experience by developing organizational goals related to quality, safety, and patient experience, monitoring the progress of senior management and clinical leaders toward achieving them, and recommending allocation of resources that promote patient quality and safety. SECTION 3.04. Audit and Compliance Committee. (a) Membership. The Audit and Compliance Committee shall consist of members selected by the Chair of the Board. (b) Duties. The Audit and Compliance Committee shall be responsible, in addition to any responsibilities assigned to it by the Board of Directors, for oversight of financial reporting systems, internal controls, and internal and external audit processes. The committee shall also oversee and monitor the compliance program. SECTION 3.05. Diversity and Inclusion Committee. (a) Membership. The Diversity and Inclusion Committee shall consist of members selected by the Chair of the Board. (b) Duties. The Diversity and Inclusion Committee shall be responsible, in addition to any responsibilities assigned to it by the Board of Directors, for evaluating, fostering, and advancing the Medical System's vision, mission, and core values with regard to cultural competency, diversity, and inclusion. As part of these responsibilities, the Committee will review minority and women-owned business enterprise practices within the Medical System. SECTION 3.06. Finance Committee. (a) Membership. The Finance Committee shall consist of members selected by the Chair of the Board. The President of the University of Maryland, Baltimore shall serve ex-officio. (b) Duties. The Finance Committee shall be responsible, in addition to any responsibilities assigned to it by the Board of Directors, for review and approval of operating and capital budgets, review of financial planning, including reimbursement policies, and review and approval of procurement policies. SECTION 3.07. Governance and Nominating Committee. (a) Membership. The Governance and Nominating Committee shall consist of members selected by the Chair of the Board. (b) Duties. The Governance and Nominating Committee shall be responsible, in addition to any responsibilities assigned to it by the Board of Directors, for ensuring that the governance of the Medical System is effective, efficient, and consistent with legal and regulatory guidelines, including oversight of the Board Conflicts of Interest Policy. The committee shall also be responsible for the nomination of persons to fill vacancies created by the resignation, removal, incapacitation, or death of a voting member of the Board of Directors. SECTION 4.01. Executive Officers. The Board of Directors annually shall elect a Chair of the Board and a Vice Chair of the Board, both of whom shall be directors of the Corporation, a President, who shall also serve as the Chief Executive Officer of the Corporation, a Secretary, a Treasurer, and a Compliance Officer. The President of the Corporation may be a voting director of the Corporation at the time of election but upon his or her election as President shall resign as a voting director and then shall become, ex-officio, a nonvoting member of the Board of Directors. The Corporation also may have one or more Vice-Presidents, one or more Assistant Vice-Presidents, one or more Assistant Secretaries and one or more Assistant Treasurers. A person may hold more than one office in the Corporation but may not serve concurrently as both President of the Corporation and Vice-President of the Corporation, or as Chair of the Board and Vice Chair of the Board, or as President, Chair of the Board, Vice Chair of the Board, or Chief Executive Officer and as Compliance Officer of the Corporation. SECTION 4.02. Chair of the Board. The Chair of the Board shall preside at all meetings of the Board of Directors at which he or she shall be present. He or she shall have and may exercise such powers as are from time to time assigned by the Board of Directors. A director may not serve as Chair of the Board for more than five (5) consecutive years. SECTION 4.03. Vice Chair of the Board. In the absence of the Chair of the Board, the Vice Chair of the Board shall preside at all meetings of the Board of Directors at which he or she shall be present. He or she shall have and exercise such powers as are from time to time assigned by the Board of Directors. SECTION 4.04. President of the Corporation and Chief Executive Officer. In the absence of the Chair of the Board and the Vice Chair of the Board, the President of the Corporation shall preside at all meetings of the Board of Directors at which he or she shall be present; he or she shall have general charge and supervision of the assets and affairs of the Corporation; he or she may sign and execute, in the name of the Corporation, all authorized deeds, mortgages, bonds, contracts or other instruments, except in cases in which the signing and execution thereof shall have been expressly delegated solely to some other officer or agent of the Corporation; and, in general, he or she shall perform all duties incident to the office of chief executive officer and president of a corporation, and such other duties as are from time to time assigned to him by the Board of Directors. |
| Form 990, Part VI, Line 4 Significant changes to organizational documents (continued) |
SECTION 4.05. Executive Vice Presidents. The Executive Vice-Presidents, at the request of the President of the Corporation, or in his or her absence or during his or her inability to act, shall perform the duties and exercise the functions of the President of the Corporation, and when so acting shall have the powers of the President of the Corporation. If there be more than one Executive Vice President, the Board of Directors may determine which one or more of them shall perform any of such duties or exercise any of such functions, or if such determination is not made by the Board of Directors, the President of the Corporation may make such determination. The Executive Vice-Presidents shall have such other powers and perform such other duties, and have such additional descriptive designations in their titles (if any), as are from time to time assigned to them by the Board of Directors or the President of the Corporation. SECTION 4.06. Secretary. The Secretary shall keep the minutes of the meetings of the Board of Directors and of any committees in books provided for that purpose; he or she shall see that all notices are duly given in accordance with the provisions of the Bylaws or as required by law; he or she shall be custodian of the records of the Corporation; he or she shall witness all documents on behalf of the Corporation, the execution of which is duly authorized, see that the corporate seal is affixed where such document is required or desired to be under its seal, and, when so affixed, may attest the same; and, in general, he or she shall perform all duties incident to the office of a secretary of a corporation, and such other duties as are from time to time assigned to him or her by the Board of Directors or the President of the Corporation. SECTION 4.07. Treasurer. The Treasurer shall have charge of and be responsible for all funds, securities, receipts and disbursements of the Corporation, and shall deposit, or cause to be deposited, in the name of the Corporation, all moneys or other valuable effects in such banks, trust companies or other depositories as shall, from time to time, be selected by the Board of Directors; he or she shall render to the President of the Corporation and to the Board of Directors, whenever requested, an account of the financial condition of the Corporation; and, in general, he or she shall perform all the duties incident to the office of a treasurer of a corporation, and such other duties as are from time to time assigned to him or her by the Board of Directors or the President of the Corporation. SECTION 4.08. Compliance Officer. The Compliance Officer shall perform all duties incident to the office of a compliance officer of a corporation, and such other duties as are from time to time assigned to him or her by the Board of Directors or the President of the Corporation. Before the Corporation awards a contract or makes a payment to a member of the Board of Directors, the Compliance Officer of the Corporation shall (i) review the contract or payment and advise the member of the Board of Directors who is to be the party to the contract or recipient of the payment, or whose associated business is to be a party to the contract or the recipient of the payment, as to whether the contract or payment is consistent with the policies of the Corporation, and (ii) make a recommendation to the Board of Directors as to whether the contract or payment should be approved or disapproved by the full Board of Directors. SECTION 4.09. Assistant Officers. The Assistant Vice Presidents shall have such duties as are from time to time assigned to them by the Board of Directors or the President of the Corporation. The Assistant Secretaries shall have such duties as are from time to time assigned to them by the Board of Directors or the Secretary. The Assistant Treasurers shall have such duties as are from time to time assigned to them by the Board of Directors or the Treasurer. SECTION 4.10. Subordinate Officers. The Corporation may have such officers below the level of Executive Vice President as the President of the Corporation may from time to time deem desirable. Each such officer shall hold office for such period and perform such duties as the President of the Corporation may prescribe. SECTION 4.11. Compensation. The Board of Directors shall have power to fix the salaries and other compensation and remuneration, of whatever kind, of all officers of the Corporation. It may authorize any committee or officer, upon whom the power of appointing subordinate officers may have been conferred, to fix the salaries, compensation and remuneration of such subordinate officers. SECTION 4.12. Election, Tenure and Removal of Officers. (a) The Board of Directors annually shall elect the Chair of the Board, Vice Chair of the Board, Secretary, Treasurer, and President of the Corporation. Each of these officers serves for one year and until his or her successor is elected and qualifies. The Board of Directors may fill a vacancy that occurs in any of these offices, except the office of President of the Corporation, for the unexpired portion of the term. In the event of a vacancy in the office of President of the Corporation, nominees to fill the vacancy shall be selected by a process determined jointly by the Board of Directors and the Board of Regents of the University System of Maryland. (b) The Board of Directors shall authorize the creation of any Executive Vice President position, and shall elect any Executive Vice President when such a position is vacant. (c) The Board of Directors may from time to time authorize any committee or officer to appoint subordinate officers. (d) If the Board of Directors in its judgment finds that the best interests of the Corporation will be served, it may remove any officer or agent of the Corporation. (e) Any officer may resign at any time upon written notice to the Corporation. SECTION 7.07. Amendments. The Board of Directors shall have the power, at any regular or special meeting thereof, to make and adopt new bylaws, or to amend, alter or repeal any of the Bylaws of the Corporation, provided that any such new bylaws or amendment, alteration or repeal of the Bylaws of the Corporation are consistent with applicable law and the Charter of the Corporation, and notice of such action on the bylaws was provided in advance of the meeting. The Governance and Nominating Committee of the Board of Directors shall establish an ad hoc Board or management committee at least every five years to review the Bylaws of the Corporation at least every three years, and to shall recommend to the Board of Directors any appropriate revisions or amendments. |
| Form 990, Part VI, Line 11b Review of form 990 by governing body |
The University of Maryland Medical System ("UMMS") prepares the IRS Form 990 for UMMS and its affiliates. Information needed to complete the return is gathered by accounting personnel in the Finance Shared Services department under the supervision of the UMMS tax director. Draft returns are prepared using IRS-approved tax software. Once a draft return is prepared, it undergoes multiple levels of review both internally by UMMS tax & finance personnel, and externally by Ernst & Young LLP. Following any necessary changes to the return, a final draft is reviewed by each affiliate's vice president of finance and/or CFO. Prior to filing the IRS Form 990, the organization's board chairman, treasurer, governance committee chairman, finance committee chairman or other member of the board with similar authority will review the IRS Form 990. All board members are provided with a copy of the final IRS Form 990 before filing. |
| Form 990, Part VI, Line 12c Conflict of interest policy |
The organization requires that all Covered Persons disclose conflicts of interest or potential conflicts of interest between their personal interests and the interests of the organization, or any entity controlled by or owned in substantial part by the organization. Covered Persons means any member of the organization's Board of Directors, a member of a committee of the Board, an officer, or an employee of organization (including subsidiaries) at the VP level or above. The Governance Committee of the Board is responsible for administering and enforcing the Conflicts of Interest Policy (Policy). The Chair of the Governance Committee, having reviewed any and all conflicts with the Committee, shall report annually to the full Board on the administration, infractions, and enforcement of the Policy and shall report at the earliest opportunity all matters of concern to the full Board in executive session while interested parties are recused. The organization's Compliance Officer is the responsible administrative authority to assist the Board in administering and enforcing the Conflicts of Interest Policy and bringing concerns to the Governance Committee. A questionnaire which discloses potential conflicts of interest is distributed annually to Covered Persons. The Chief Compliance Officer of the University of Maryland Medical System Corporation (UMMS) distributes and collects the responses for UMMS and other affiliates. The Chief Compliance Officer reviews all disclosure statements for compliance with the Conflict of Interest Policy and any/all related UMMS policies to identify all actual or potential conflicts of interest. The Chief Compliance Officer prepares and submits to the Governance Committee annual and updated (where applicable) reports summarizing all relevant information contained in the disclosure statements. With respect to the other entities in the University of Maryland Medical System, the Chief Compliance Officer may be called for consult. If the Governance Committee determines that a Conflict of Interest exists, the Governance Committee shall notify the Covered Person, the UMMS Chief Executive Officer, and the UMMS Board Chair and further will notify the full Board at its next meeting. Furthermore, in the event the Governance Committee determines that an actual or perceived Conflict of Interest exists, the Committee shall decide how to address the Conflict of Interest. If the Governance Committee determines that a Conflict of Interest exists but that UMMS may enter into the subject transaction or arrangement, the interested Covered Person shall be recused from all deliberations and decisions concerning said transaction or arrangement, any arrangements with that entity, and compensation or benefits for officers, directors, and trustees. Furthermore, the Chair of the Board and the Chairs of the Governance Committee and the Audit and Compliance Committee shall not have any Business Transactions with UMMS, nor shall their Family Members. If the Governance Committee determines that a Covered Person has used their position to accrue Excess Benefits or to knowingly assist others in accruing Excess Benefits in any way at the expense of UMMS, the Governance Committee shall recommend to the Executive Committee appropriate corrective action to be taken. All invitations for bids, proposals or solicitations for offers include the following provision: Any vendor, supplier or contractor must disclose any actual or potential transaction with any organization officer, director, employee or member of the medical staff, including family members within five days of the transaction. Failure to comply with this provision is a material breach of agreement. In addition, a board disclosure report is filed with the Maryland Health Services Cost Review Commission on an annual basis showing any business transactions totaling in excess of $10,000 between the board members and/or their related entities and the organization. |
| Form 990, Part VI, Line 15a Process to establish compensation of top management official |
The organization determines the executive compensation paid to its executives in the following manner prescribed in the IRS regulations: Executive compensation packages are determined by a committee of the board that is composed entirely of board members who have no conflict of interest. The committee acquires credible comparability market data concerning the compensation packages of similarly situated executives. The committee carefully reviews that data, the executive's performance and the proposed compensation packages during the decision making process. The committee memorializes its deliberations in detailed minutes reviewed and adopted at the next-following meeting. The committee seeks an opinion of counsel that it has met the requirements of the IRS intermediate sanctions regulations. This process is used to determine the compensation packages for all management employees from the Vice President level and up. |
| Form 990, Part VI, Line 15b Process to establish compensation of other employees |
The organization determines the executive compensation paid to its executives in the following manner prescribed in the IRS regulations: Executive compensation packages are determined by a committee of the board that is composed entirely of board members who have no conflict of interest. The committee acquires credible comparability market data concerning the compensation packages of similarly situated executives. The committee carefully reviews that data, the executive's performance and the proposed compensation packages during the decision making process. The committee memorializes its deliberations in detailed minutes reviewed and adopted at the next-following meeting. The committee seeks an opinion of counsel that it has met the requirements of the IRS intermediate sanctions regulations. This process is used to determine the compensation packages for all management employees from the Vice President level and up. |
| Form 990, Part VI, Line 19 Required documents available to the public |
THE ORGANIZATION'S GOVERNING DOCUMENTS ARE MADE PUBLICLY AVAILABLE THROUGH THE STATE OF MARYLAND VIA THE SECRETARY OF STATE'S OFFICE. THE CONFLICT OF INTEREST POLICY IS GENERALLY AVAILABLE ON THE ORGANIZATION'S OR AFFILIATE'S WEBSITE. FINANCIAL STATEMENTS ARE MADE PUBLICLY AVAILABLE ON A QUARTERLY BASIS THROUGH FILINGS ON THE ELECTRONIC MUNICIPAL MARKET ACCESS ("EMMA") SYSTEM. |
| Form 990, Part VII, Section A HOURS ON RELATED ENTITIES |
UMMS IS A MULTI-ENTITY HEALTH CARE SYSTEM THAT INCLUDES 13 ACUTE CARE HOSPITALS, 1 ACUTE CARE HOSPITAL OWNED IN A JOINT VENTURE ARRANGEMENT AND VARIOUS SUPPORTING ENTITIES. A NUMBER OF INDIVIDUALS PROVIDE SERVICES TO VARIOUS ENTITIES WITHIN THE SYSTEM. IN GENERAL, THE OFFICERS AND KEY EMPLOYEES OF UMMS AVERAGE IN EXCESS OF 40 HOURS PER WEEK SERVING THE DIFFERENT ENTITIES THAT COMPRISE UMMS. |
| Form 990, Part VIII, Line 11d Other Miscellaneous Revenue |
Other revenue - Total Revenue: 2187922, Related or Exempt Function Revenue: 0, Unrelated Business Revenue: 0, Revenue Excluded from Tax Under Sections 512, 513, or 514: 2187922; |
| Form 990, Part XI, Line 9 Other changes in net assets or fund balances |
SWAP VALUATION AND EXPENSE - -74256239; CIP TRANSFERS - -48605538; MALPRACTICE - 43976462; INVESTMENT IN UCHS LEGACY - -27569861; IT ENTERPRISE - 26744000; UCHS CAPITAL CONTRIBUTION ESCROW - -15000000; CORP DEPRECIATION ALLOCATION - -13521031; CHANGE IN ECONOMIC INTEREST OF FOUNDATION - 10903356; ADDITION OF AMBULATORY CARE - 4627608; STRATEGIC PRIORITIES - 3906000; INVESTMENT IN MWPH - 1189528; EQUITY TRANSFER - 1011567; OTHER - -445463; |
Attach to Form 990 or 990-EZ.