2020-11-10T15:12:09-07:00 2019-12-31 135565207 KPMG LLP 300 North Greene Street Suite 400 Greensboro NC 27401 990 2019-01-01 463160718 Nemours New Jersey Physician Practice PC NEMO 9046974100 1801 Rockland Road Wilmington DE 19803 William Higginbotham II Treasurer 9046975880 2020-11-12 1 Laura A Collins P00000888 3362753394 2020-11-10 75.191.244.120 2019 2021-01-29 14:40:06Z Mary Lee MD 1801 Rockland Road Wilmington DE 19803 8230959 0 8516 X www.nemours.org X 2014 NJ Nemours New Jersey Physician Practice PC (Nemours NJ) purpose is to provide services to restore and improve the health of children in the State of New Jersey, with one high standard of quality and regardless of the recipient's financial status. 1 0 0 3 0 0 0 0 7264927 8222105 0 0 3498893 8854 10763820 8230959 0 0 0 0 10058387 11276100 0 0 0 2544607 2472563 12602994 13748663 -1839174 -5517704 866803 1265165 9650563 15566629 -8783760 -14301464 Nemours NJ's mission is to provide services to restore and improve the health of children in the State of New Jersey, with one high standard of quality and regardless of the recipient's financial status. 0 0 13748663 0 8230959 To engage in activities relating to the aforementioned purposes; and to invest in, receive, hold, use and dispose of all property real or personal, as may be necessary or desirable to carry into effect the aforementioned purposes. Specifically, Nemours NJ is organized and shall at all times be operated exclusively to support and further the mission of its sole member, (The Nemours Foundation, EIN 59-0634433, ("Nemours"), an IRC section 501(c)(3) charitable IRC section 170(b)(1)(A)(iii) health care organization), through the provision of health care to the community. 0 0 0 13748663 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 1 0 1 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 NJ X Rodney McKendree 9046974100 10140 Centurion Parkway North Jacksonville FL 32256 X Roy Proujansky MD President and Director (former) 1 40 X X 0 905807 69211 Mary Lee MD President and Director 1 40 X X 0 795932 139288 William W Higginbotham II Treasurer 1 40 X 0 356836 81180 Laura Kowal Secretary 1 40 X 0 301689 34798 0 2360264 324477 0 0 1 0 WEATHERBY LOCUMS INC PO BOX 972633 Dallas TX 75397 Staffing 108358 1 0 Net Patient Service Revenue 621110 8222105 8222105 0 0 0 0 0 0 8222105 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 8854 8854 0 0 8854 8230959 8230959 0 0 X 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 9568687 9568687 0 0 518859 518859 0 0 660999 660999 0 0 527555 527555 0 0 0 0 0 0 7325 7325 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 115784 115784 0 0 0 0 0 0 164005 164005 0 0 7886 7886 0 0 0 0 0 0 183385 183385 0 0 52440 52440 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 868470 868470 0 0 Provision for bad debts 1004883 1004883 0 0 68385 68385 0 0 13748663 13748663 0 0 0 0 0 0 0 0 866803 1265165 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 866803 1265165 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 9650563 15566629 9650563 15566629 X -8783760 -14301464 0 0 -8783760 -14301464 866803 1265165 X -5517704 0 0 0 0 0 X X 0 1 1 0 X 0 0 0 0 0 6031097 7321276 9550084 10763820 8230959 41897236 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 6031097 7321276 9550084 10763820 8230959 41897236 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 41897236 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 6031097 7321276 9550084 10763820 8230959 41897236 1 1 0 0 X 0 Payable to Nemours 15566629 15566629 X Schedule D, Part X, Line 1 Nemours, Pediatric Medical Services of Florida (PMSI), and Cruden Bay Retention Group (CBRRG) are exempt from federal income taxes on related income under Section 501(a) of the Internal Revenue Code as organizations described in Section 501(c)(3), and are also exempt from state income taxes. Management believes that the unrelated business income generated by Nemours is not material to the combined financial statements. Schedule D, Part X, Line 2 Nemours NJ has a liability due to The Nemours Foundation of approximately $15.6 million. This amount is in support of the charitable purpose of The Nemours Foundation and Nemours NJ in the furtherance of pediatric healthcare. X 1 1 0 1 0 0 0 0 0 0 0 Roy Proujansky MD President and Director (former) 0 469967 0 216874 0 218966 0 24129 0 45082 0 975018 0 174517 Mary Lee MD President and Director 0 685521 0 94847 0 15564 0 103656 0 35632 0 935220 0 0 William W Higginbotham II Treasurer 0 301754 0 54377 0 705 0 31201 0 49979 0 438016 0 0 Laura Kowal Secretary 0 240664 0 35028 0 25997 0 0 0 34798 0 336487 0 0 Schedule J, Part I, Line 1a Nemours has established and Nemours NJ has adopted a policy for the reimbursement of travel and related expenses incurred by its employees. All transportation and travel arrangements shall be the most economical under the circumstances. Excursion or coach fares shall be ordered whenever available. Approval shall be required for any other class of travel. Each department has the right to limit travel expenditures based on budgetary restrictions and may limit coverage to certain categories of travel expense. First class travel may occur in situations for Nemours employees wherein other fares are not available or travel is for a long period of time or overseas. Board members also have the option of traveling first class under certain conditions in accordance with Nemours policy. Schedule J, Part I, Line 4 The Nemours Foundation maintained a Supplemental Executive Retirement Plan ("SERP") for a select group of management or highly compensated employees as determined by the Board of Directors. The SERP was adopted in order to provide certain key employees with non-qualified deferred compensation benefits subject to IRC section 457(f) in recognition of the services they provide. The Nemours Foundation makes discretionary contributions to the plan and may amend or terminate the plan at any time. Form 990, Part VI, Section A, Line 1a The Nemours Foundation, a Florida nonprofit corporation ("Nemours"), 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), Nemours New Jersey Physician Practice, P.C. ("Nemours NJ"), 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 50l(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"). Nemours NJ has received Section 50l(c)(3) tax-exempt status as a charitable, educational and scientific organization under the "integral part" doctrine as Nemours NJ 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 Nemours NJ, 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 The Nemours Foundation and its divisions, including but not limited to the Nemours/Alfred I. du Pont Hospital for Children. The Certificate of Incorporation of Nemours NJ on page 2, Article 4, paragraph (d) also provides for distribution of the assets of Nemours NJ upon dissolution to Nemours and not to any shareholder. Nemours NJ 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 Mary Lee, M.D., a physician licensed to practice medicine in New Jersey so as to comply with the corporate practice of medicine doctrine. Dr. Lee is also the sole Director and President of Nemours NJ and the Executive Vice President and the Chief Executive in charge of the Delaware and New Jersey operations of Nemours. 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, Nemours NJ only has one Board member and one Voting Board member. However, safeguards have been put in place in the corporate documents and policies of Nemours NJ and in the Stock Succession and Transfer Agreement (described below) and Management Services Agreement (described below) to ensure control of Nemours NJ by Nemours. Form 990, Part VI, Section A, Line 2 Dr. Lee, Mr. Higginbotham, Ms. Kowal have a shared business relationship. All are employees of The Nemours Foundation (Nemours). Form 990, Part VI, Section A, Line 3 The Nemours Foundation ("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 Nemours NJ under the Management Services Agreement between Nemours NJ and Nemours, as manager. Nemours conducts all of the administrative and business functions for the Nemours NJ at all locations operated by Nemours NJ. By the provisions of the Management Services Agreement, Nemours has effective control over the operations of Nemours NJ Form 990, Part VI, Section A, Line 6 Nemours NJ has a close connection with Nemours and Nemours has control over Nemours NJ. The Certificate of Incorporation of Nemours NJ 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/Alfred I. duPont Hospital for Children. The inclusion of the Section 501(c)(3) language in the Certificate of lncorporation 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 Nemours NJ also provides for distribution of the assets of Nemours NJ upon dissolution to Nemours and not to any shareholder. Nemours NJ has issued all of its shares of stock to Mary Lee, M.D., a physician licensed to practice medicine in New Jersey so as to comply with the corporate practice of medicine doctrine. Dr. Lee is also the sole Director and President of Nemours NJ and the Executive Vice President and the Chief Executive in charge of the Delaware and New Jersey operations of Nemours. 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 Nemours NJ and in the Stock Succession and Transfer Agreement and Management Services Agreement to assure control of Nemours NJ 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, the board prior to filing with the IRS. Form 990, Part VI, Section B, Line 12c Conflict of Interest Policy Nemours NJ 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' Audit and Finance Committee as necessary. Form 990, Part VI, Section B, Line 15 Compensation Review The Nemours Foundation's (Nemours) Board of Directors designated the People, Engagement and Compensation Committee (PECC) 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 PECC 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 our officers, senior leadership and key employees and to align our compensation with the compensation practices of organizations similar to Nemours. The Board of Directors determined and approves the compensation for the CEO using the same IRS-approved rebuttable presumption process as the PECC. To indicate our alignment with the compensation practices of organizations similar to Nemours, our compensation philosophy across the board targets the market median for base salaries for all Nemours' Associates, 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 Organizational Documents Available to the Public Generally, Nemours NJ does not make its governing documents or its conflict of interest policy available to the public. However, these documents are included in NNJPP's Form 1023, which is available for public disclosure Form 990, Part VII, Section A, Line 1a Roy Proujansky MD retired on August 7th, 2019. At the time of Dr. Proujasnky's retirement Mary Lee MD became the principal officer for New Jersey Physician Practice. Form 990, Part IX, Line 24a - 24d NNJPP follows Nemours' charity care policy. As such, NNJPPs provision for bad debts includes write-offs related to provision of care to individuals who have limited ability to pay. NNJPP applies Nemours' collection policies to these individuals in furtherance of its charitable purpose to provide pediatric care to the community Form 990, Part XI, Line 10 NNJPP's purpose is to provide pediatric care to the community. As part of the Nemours Foundation pediatric health care system, NNJPP follows Nemours' charity care policy. Accordingly, the cost to provide such care exceeds the revenues earned by NNJPP. Nemours demonstrates its commitment to the community through funding NNJPP's deficits Form 990, Part XII, Line 2c Nemours New Jersey Physician Practice is consolidated in The Nemours Foundation (Nemours) audited financial statements. The Nemours Audit and Finance committee is responsible for the selection of the independent auditors and has oversight of the audit. The Nemours Foundation (Nemours) 10140 Centurion Parkway North Jacksonville FL 32256 590634433 Healthcare FL 501(c)(3) 509(A)(2) N/A 0 Cruden Bay Risk Retention Group 135 Allen Brook Lane Suite 101 Williston VT 05495 270057453 Risk Retention VT 501(c)(3) 509(a)(3) - Type 1 The Nemours Foundation 0 Pediatric Medical Services of Florida Inc 10140 Centurion Parkway North Jacksonville FL 32256 453584225 Healthcare FL 501(c)(3) 509(a)(2) The Nemours Foundation 0 Alfred I duPont Charitable Trust 510 Alfred Dupont Place Jacksonville FL 32202 590226560 Charitable Trust FL 501(c)(3) 509(a)(3) N/A 0 Dornoch Sutherland Assurance LTD PO BOX 1085 GT Grand Cayman CJ KY1-1102 980404800 Captive Insurance CJ The Nemours Foundation C 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 The Return is being filed on a timely basis. The Organization filed extensions on a timely basis with the IRS. Accordingly, the return was properly extended and is now being filed timely by its extended due date of November 16, 2020.