2019-05-22T17:21:19-05:00 2018-06-30 560747981 DIXON HUGHES PLLC 525 EAST BAY STREET STE 100 CHARLESTON SC 29403 990 2017-07-01 300895040 MUSC STRATEGIC VENTURES MUSC 8437924000 169 ASHLEY AVENUE CHARLESTON SC 29425 PATRICK CAWLEY CEO & DIRECTOR 8437924000 2019-05-22 1 JEREMY NAESS P01306905 8437226443 2019-05-22 99.47.28.203 2019-05-22 17:19:46 ED P A7F701C82393C31A941EAF32940771B307D8111A 3C4A73C7F70BFF54BAAC11A85090BDFB39FC8B01 2017 2019-02-21 02:37:17Z PATRICK CAWLEY 169 ASHLEY AVENUE CHARLESTON SC 29407 7292776 0 X NONE AT PRESENT X 2015 SC TO PROMOTE AND SUPPORT THE EDUCATIONAL, MEDICAL, SCIENTIFIC AND RESEARCH PURPOSES OF THE MEDICAL UNIVERSITY OF SOUTH CAROLINA "MUSC", AND UNIVERSITY MEDICAL ASSOCIATES OF THE MEDICAL UNIVERSITY OF SOUTH CAROLINA "UMA", INCLUDING THEIR COLLABORATIONS WITH MEDICAL UNIVERSITY HOSPITAL AUTHORITY "MUHA". 9 4 0 0 0 0 0 4570000 0 2393552 0 329224 1479472 0 1479472 7292776 0 0 0 0 0 0 0 0 0 806576 4244687 806576 4244687 672896 3048089 1342827 63786551 669931 60065566 672896 3720985 X TO PROMOTE AND SUPPORT THE EDUCATIONAL, MEDICAL, SCIENTIFIC AND RESEARCH PURPOSES OF THE MEDICAL UNIVERSITY OF SOUTH CAROLINA "MUSC", AND UNIVERSITY MEDICAL ASSOCIATES OF THE MEDICAL UNIVERSITY OF SOUTH CAROLINA "UMA", INCLUDING THEIR COLLABORATIONS WITH MEDICAL UNIVERSITY HOSPITAL AUTHORITY "MUHA; TO OPERATE FOR THE BENEFIT OF, TO PERFORM THE FUNCTIONS OF AND TO CARRY OUT THE TAX-EXEMPT PURPOSES OF MUSC AND UMA, AND ANY OTHER EXISTING OR FUTURE TAX-EXEMPT AFFILIATES OF MUSC OR UMA; ANDTO PROMOTE, ESTABLISH, CONDUCT AND MAINTAIN ACTIVITIES ON ITS OWN BEHALF, OR IN COLLABORATIONS OR VENTURES WITH OTHERS, AS SUCH MAY CONTRIBUTE TO OR OTHERWISE SUPPORT AND ASSIST MUSC OR UMA, OR ANY OTHER EXISTING OR FUTURE TAX-EXEMPT AFFILIATES OF MUSC OR UMA, ALL IN ACCORDANCE WITH LAW AND REQUIREMENTS UNDER THE MEANING OF SECTION 501(C)(3) OF THE IRC AND SHALL NOT CARRY ON ANY ACTIVITY NOT PERMITTED UNDER SUCH STATUTE. 0 0 2326442 2393552 MUSC STRATEGIC VENTURES WILL PERFORM FUNCTIONS THAT WOULD OTHEWISE HAVE TO BE PERFOREMD BY MUSC AND UMA WHICH WILL INVOLVE DETERMINING AND IMPLEMENTING STRATEGIES THAT ENABLE MUSC AND UMA (ALONG WITH MUHA) TO COLLECTIVELY COLLABORATE WITH HIGH QUALITY AFFILIATED HEALTH CARE PROVIDERS; PROVIDE EDUCATIOJN WITH RESPECT TO HEALTH CARE TO COMMUNITIES AND PROVIDERS; IMPROVE ACCESS TO HIGH QUALITY HEALTH CARE FOR THE CITIZENRY OF SOUTH CAROLINA; ESTABLISH AND DEEPEN RELATIONSHIPS WITH MUSC AND UMA AFFILIATES; OPTOMIZE STATE-OF-THE-ART INFORMATION TECHNOLOGY AND COMMUNICATIONS SYSTEMS TO LEVERAGE EXPERTISE; UTILIZE PERFORMANCE IMPROVEMENT METHODOLOGIES TO ACHIEVE OPTIMAL OUTCOMES FOR POPULATIONS; AND GENERALLY DRIVE OTHER INITIATIVES TO PROMOTE THE SHARED MISSION OF MUSC AND UMA. 2326442 1 1 0 0 0 0 0 0 0 0 1 0 0 1 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 9 4 1 0 0 0 0 0 0 1 1 0 0 0 1 1 1 0 0 1 1 1 1 SC X KATRINA DELUCA 8437924000 ONE POSTON ROAD SUITE 100 CHARLESTON SC 29407 X DON JOHNSON II CHAIR & DIRECTOR 3.00 5.00 X 0 0 420 CHARLES SCHULZE DIRECTOR 2.00 5.00 X 0 0 385 THOMAS STEPHENSON DIRECTOR 2.00 5.00 X 0 0 350 DONNA JOHNSON DIRECTOR 2.00 40.00 X 0 436242 51000 SCOTT REEVES DIRECTOR 2.00 40.00 X 0 440025 51000 EVERARD RUTLEDGE DIRECTOR 2.00 5.00 X 0 0 400 DAVID COLE DIRECTOR 2.00 40.00 X 0 313643 80000 PATRICK CAWLEY CEO & DIRECTOR 10.00 40.00 X X 0 872367 56842 MARK SWEATMAN SECRETARY 2.00 40.00 X 0 128820 34161 0 2191097 274558 0 0 1 0 0 200000 4370000 4370000 4570000 MANAGEMENT INCOME 561499 2445608 2445608 EC RADIOLOGY REVENUE 561499 401212 401212 MUSC CANCER CARE NETWO 523999 40743 40743 SCHHA INVESTMENT 523999 -494011 -494011 2393552 329224 329224 7292776 2393552 0 329224 2326442 2326442 462416 462416 CONSULTANT FEES 1360947 1360947 EQUIPMENT 65530 65530 SERVICES & SUPPLIES 19848 19848 OTHER 9504 9504 4244687 2326442 1918245 0 754405 40604562 4370000 0 4370000 455010 941862 133412 17870127 1342827 63786551 669931 60065566 669931 60065566 X 0 0 0 0 672896 3720985 672896 3720985 1342827 63786551 3048089 0 X 0 1 X 1 0 X X X 2 MEDICAL UNIVERSITY OF SOUTH CAROLINA 576000722 2 1 0 0 UNIVERSITY MEDICAL ASSOCIATES 570935917 3 1 0 0 2 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 4370000 4370000 4370000 NORTH CHARLESTON CAC - CONSTRUCTION IN PROGRESS 17341795 DUE FROM CAROLINA FAMILY CARE 282450 DUE FROM MSV HEALTH INC. 44000 OTHER ASSETS 201882 17870127 ACCRUED PAYABLES 1649377 DUE TO MEDICAL UNIVERSITY HOSPITAL AUTHORITY 10001277 DUE TO UNIVERSITY MEDICAL ASSOCIATES 55640 PREPAID RENT 2359272 BOND PAYABLE ON CAC 46000000 60065566 X 7292776 0 7292776 0 7292776 4244687 0 4244687 0 4244687 PART X, LINE 2: MSV IS EXEMPT FROM FEDERAL AND STATE INCOME TAX UNDER SECTION 501(A) OF THE INTERNAL REVENUE CODE AS AN ORGANIZATION DESCRIBED IN SECTION 501(C)(3). AS SUCH, MSV IS GENERALLY NOT SUBJECT TO FEDERAL OR STATE INCOME TAXES. HOWEVER, MSV REMAINS SUBJECT TO INCOME TAXES ON ANY NET INCOME THAT IS DERIVED FROM A TRADE OR BUSINESS, REGULARLY CARRIED ON, AND NOT IN FURTHERANCE OF THE PURPOSE FOR WHICH IT WAS GRANTED EXEMPTION. 0 0 0 0 0 0 0 0 0 DONNA JOHNSON DIRECTOR 0 436242 0 0 0 0 0 51000 0 0 0 487242 0 0 SCOTT REEVES DIRECTOR 0 440025 0 0 0 0 0 51000 0 0 0 491025 0 0 DAVID COLE DIRECTOR 0 313643 0 0 0 0 0 80000 0 0 0 393643 0 0 PATRICK CAWLEY CEO & DIRECTOR 0 848367 0 24000 0 0 0 45836 0 11006 0 929209 0 0 MARK SWEATMAN SECRETARY 0 128820 0 0 0 0 0 23155 0 11006 0 162981 0 0 A SOUTH CAROLINA JOBS - ECONOMIC DEVELOPMENT AUTHORITY 570960018 2017-10-31 46000000 ECONOMIC DEVELOPMENT REV. BOND (MUSC STRATEGIC VENTURES PROJECT) 0 0 0 A 46000000 46000000 2039 0 0 0 0 A 0 0 0 0 0.00000 0.00000 0 0 0 X 1 4370000 FMV 0 0 0 FORM 990, PART VI, SECTION A, LINE 2 BUSINESS RELATIONSHIPS EXIST BETWEEN BOARD MEMBERS DUE TO THEIR INVOLVEMENT WITH AFFILATED ENTITIES AT MUSC, UMA, AND MUHA. FORM 990, PART VI, SECTION B, LINE 11B COPIES OF THE FORM 990 WILL BE MADE AVAILABLE FOR BOARD MEMBERS AT THE EARLIEST AVAILABLE BOARD MEETING. IN ADDITION, ALL RECORDS, DOCUMENTS, ETC. AND ACCESS TO STAFF, EMPLOYEES, ASSOCIATES, CONSULTANTS, VENDORS, ETC OF THE CORPORATION SHALL BE AVAILABLE FOR REVIEW/AUDIT BY MEDICAL UNIVERSITY OF SOUTH CAROLINA'S INTERNAL AUDITOR OR HIS OR HER DESIGNEE. FORM 990, PART VI, SECTION B, LINE 12C THE ENTITY'S BOARD OF DIRECTORS HAS APPROVED THE CONFLICTS OF INTEREST POLICY INCORPORATED WITH THE BYLAWS DESCRIBED AS FOLLOWS. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICTS OF INTEREST WHICH WILL OR REASONALBY IMPACT AN INTERESTED PERSON'S FINANCIAL INTEREST, SUCH PERSON MUST DISCLOSE THE EXISTENCE OF HIS/HER FINANCIAL INTEREST AND THE MATERIAL FACTS TO THE DIRECTORS AND MEMBERS OF COMMITTTES WITH BOARD-DELEGATED POWERS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER DISCLOSURE OF THE FINANCIAL INTEREST AND MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, HE/SHE SHALL LEAVE THE BOARD OR COMMITTEE MEETING WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE REMAINING BOARD OR COMMITTEE MEMBERS SHALL DECIDE IF A CONFLICT OF INTEREST EXISTS. AN INTERESTED PERSON MAY MAKE A PRESENTATION AT THE BOARD MEETING, BUT AFTER SUCH PRESENTATION, HE/SHE SHALL LEAVE THE MEETING DURING THE DISCUSSION OF, AND THE VOTE ON, THE TRANSACTION OR ARRANGEMENT THAT RESULTS IN THE CONFLICT OF INTEREST. THE CHAIRPERSON OF THE BOARD SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER EXERCISING DUE DILIGENCE, THE BOARD SHALL DETERMINE WHETHER THE CORPARATION CAN OBTAIN A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT WITH REASONABLE EFFORTS FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY ATTAINABLE UNDER CIRUCMSTANCES THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST, THE BOARD SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS WHETHER THE TRANSACTION OR ARRANGEMENT IS IN THE CORPORATION'S BEST INTEREST AND FOR ITS OWN BENEFIT AND WHETHER THE TRANSACTION IS FAIR AND REASONABLE TO THE CORPORATION AND SHALL MAKE ITS DECISION AS TO WHETHER TO ENTER INTO THE TRANSACTION OR ARRANGEMENT IN CONFORMITY WITH SUCH DETERMINATION. IF THE BOARD HAS REASONABLE CAUSE TO BELIEVE THAT A MEMBER HAS FAILED TO DISCLOSE ACTUAL OR POSSIBLE CONFLICTS OF INTEREST, IT SHALL INFORM THE BOARD OF THE BASIS FOR SUCH BELIEF AND AFFORD THE MEMBER AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. IF, AFTER HEARING THE RESPONSE OF THE MEMBER AND MAKING SUCH FURTHER INVESTIGATION AS MAY BE WARRANTED IN THE CIRCUMSTANCES, THE BOARD DETERMINES THAT THE MEMBER HAS IN FACT FAILED TO DISCLOSE AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, IT SHALL TAKE APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION. FORM 990, PART VI, SECTION B, LINE 15 IN APPROVING THE ENTITY'S ANY SUCH COMPENSATION AGREEMENTS IN THE FUTURE, IN THE NORMAL COURSE THE ENTITY WOULD EXPECT TO UTILIZE INFORMATION ABOUT COMPENSATION (1) FROM INFORMATION PAID BY SIMILARLY-SITUATED TAX-EXEMPT OR TAXABLE ORGANIZATIONS FOR SIMILAR SERVICES, (2) FROM CURRENT COMPENSATION SURVEYS COMPILED BY INDEPENDENT FIRMS, AND/OR (3) ACTUAL WRITTEN OFFERS FROM SIMILARLY-SITUATED ORGANIZATIONS. IT IS CONCEIVABLE, THAT IN PARTICLAUR CIRCUMSTANCES, THE ENTITY MAY NOT BE ABLE TO READILY DEVELOP SUCH INFORMATION, IT WILL BE SELF-EVIDENT THAT PROPOSED COMPENSATION DOES NOT EXCEED A REASONABLE AMOUNT IN THE CIRCUMSTANCES, OR THAT THE AMOUNT PROPOSED TO BE PAID AS COMPENSATION IS SO INSUBSTANTIAL THAT THE ADVANCE INVESTMENT OF RESOURCES TO SUCH ENDS WOULD ACTUALLY EXCEED THE AGGREGATE COMPENSATION (AND COMMENSURATE BENEFIT TO THE ENTITY) BEING PROPOSED. NONETHELESS, EVEN IN SUCH CASES, THE ENTITY WILL REQUIRE THAT ANY SUCH COMPENSATION ARRANGEMENTS BE REASONABLE IN AMOUNT (IN VIEW OF THE RETURN SERVICES TO BE PROVIDED) AND APPROVED BY DISINTERESTED MEMBERS OF THE BOARD OF DIRECTORS (OR A COMMITTEE THEREOF) OR BY DISINTERESTED MANAGERS OF THE ENTITY WHO HAVE BEEN DELEGATED SUCH AUTHORITY BY THE BOARD OR A COMMITTEE THEREOF, BEFORE ANY SUCH COMPENSATION COULD BE PROVIDED. FORM 990, PART VI, SECTION C, LINE 19 ALL GOVERNING DOCUMENTS FOR THE CORPORATION ARE AVAILABLE UPON REQUEST BY CONTACTING CUSTODIAN NOTED IN LINE 20 BELOW. FORM 990, PART VII, SECTION A FORM 990, PART VII, SECTION A NO MEMBER OF THE BOARD WAS COMPENSATED FOR THEIR ROLE AS BOARD MEMBER. MUSC 169 ASHLEY AVE CHARLESTON SC 29407 300895040 MEDICAL SC 501(C)(3) LINE 3 0 UNIVERSITY MEDICAL ASSOCIATES OF THE MEDICAL UNIVERSITY OF SOUTH CAROLINA 1180 SAM RITTENBERG BLVD STE 220 CHARLESTON SC 29407 570935917 SUPPORT EDUCATIONAL, MEDICAL, SCIENTIFIC AND RESEARCH PURPOSES OF MUSC SC 501(C)(3) LINE 11 0 MEDICAL UNIVERSITY HOSPITAL AUTHORITY 169 ASHLEY AVE CHARLESTON SC 29425 571098556 MEDICAL SC 501 LINE 3 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 LATE FILED RETURN DUE TO CCH SOFTWARE OUTAGE