2020-11-13T11:40:36-06:00 2019-12-31 Grant Thornton LLP 1000 WILSON BLVD SUITE 1400 ARLINGTON VA 22209 990 2019-01-01 521862406 Health Services for Children with Special Needs Inc % CORPORATE OFFICERS HEAL 2024957613 111 Michigan Avenue NW Washington DC 20010 ALDWIN LINDSAY INTERIM CFO 2024672737 2020-11-12 true Mary Torretta P00847851 7038477500 2020-11-12 68.100.106.138 54681420203185000005 2020-11-13 P 03CBAE45BD8E2F188EB28F31E827C7F4869431D2 03CBAE45BD8E2F188EB28F31E827C7F4869431D2 2019 2021-01-29 14:40:06Z X NATHANIEL BEERS MD 111 Michigan Avenue NW Washington DC 20010 181163659 false X http://www.hschealth.org/health-plan X 1994 DC TO PROVIDE COORDINATION OF HEALTHCARE, SOCIAL, AND EDUCATIONAL SERVICES TO PERSONS WHO HAVE DISABILITIES AND/OR COMPLEX MEDICAL AND/OR PSYCHOLOGICAL NEEDS. 8 7 221 43 0 0 105 85 182035004 180417655 282261 745896 1681 23 182319051 181163659 1000 0 0 0 13862990 17350344 0 0 0 167096536 161528464 180960526 178878808 1358525 2284851 59462380 59817529 42128200 37204301 17334180 22613228 X TO PROVIDE COORDINATION OF HEALTHCARE, SOCIAL, AND EDUCATIONAL SERVICES FOR INFANTS, CHILDREN, ADOLESCENTS, AND YOUNG ADULTS WHO HAVE DISABILITIES AND/OR COMPLEX MEDICAL AND/OR PSYCHOLOGICAL NEEDS. false false 156166602 0 180417655 See Schedule O. 156166602 true false false false false false false false false false true false false true true true true true false false false false false false false false false false false true false false false false false false false false false false false false false true false false false true 66 0 true 221 true false false false false false false false false false false false false X 8 7 false false true false true true true true true false false true true true true true true false false false X CORPORATE OFFICERS 2024957613 111 MICHIGAN AVENUE NW WASHINGTON DC 20010 X Alec King Treasurer from 9/1/19 1.0 54.0 X 0 1407862 40127 Mary Anne Hilliard Secretary from 9/1/19 1.0 54.0 X 0 823324 32736 Nathaniel Beers Pres & CEO, Board Member 14.0 41.0 X X 0 658927 36950 Victor Fields CEO, HSCSN & EVP, Managed Care 14.0 41.0 X 0 358489 38532 Eric Levey Chief Medical Officer 55.0 0.0 X 244725 0 25251 Kimberly Brown VP Finance/Int CFO to 11/1/19 20.0 35.0 X 0 231324 19158 Ranota Hall Chief Psych Med Officer 55.0 0.0 X 226261 0 4658 STEPHANIE TAYLOR VP Quality & Risk Mgmt 55.0 0.0 X 183464 0 13718 Nadine Coy Chief Operating Officer 55.0 0.0 X 179472 0 17216 Anne Marie Conway VP of Care Mgmt 55.0 0.0 X 161940 0 17568 Bradley Weaver Fmr EVP, Mngd Care to 9/20/18 0.0 0.0 X 0 155021 0 Thomas W Chapman Board Member, to 4/30/17 0.0 0.0 X 0 145373 0 Anna Pilskaya Dunn Chairperson 1.0 1.0 X X 0 0 0 Maria Ivonne Rivera Secretary/Treasurer 1.0 1.0 X X 0 0 0 William Clyburn Commissioner TO 4/1/19 1.0 0.0 X X 0 0 0 Michael Jones BOARD MEMBER FROM 4/1/19 1.0 0.0 X 0 0 0 KATHRYN KUHMERKER BOARD MEMBER FROM 4/1/19 1.0 0.0 X 0 0 0 NEIL GRAMMER BOARD MEMBER FROM 4/1/19 1.0 1.0 X 0 0 0 MICHAEL WILLIAMS BOARD MEMBER FROM 9/1/19 1.0 1.0 X 0 0 0 SHARON BRICKHOUSE MART BOARD MEMBER FROM 4/1/19 1.0 1.0 X 0 0 0 995862 3780320 245914 23 true true false COFO GROUP 2200 North American Street PHILADELPHIA PA 19133 Design consulting 795758 ONE DIVERSIFIED 2975 Northwoods Parkway NORCROSS GA 30071 IT consulting 221243 Faegre Drinker Biddle Reath LL One Logan Square 18th Cherry Str PHILADELPHIA PA 19103 Legal consulting 407718 MEDI-CONCEPTS LLC 14918 Habersham Circle SILVER SPRING MD 20906 Claims review 246353 STOIBER AND ASSOCIATES PC 1621 Connecticut Avenue NW Ste 20 WASHINGTON DC 20009 Architectural constg 320382 8 85 85 MANAGED CARE REVENUE 621400 180417655 180417655 0 0 180417655 745896 745896 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 OTHER INCOME 900099 23 0 0 23 23 181163659 180417655 0 745919 0 0 0 0 0 0 14504617 11415160 3089457 421528 346254 75274 1336944 958237 378707 1087255 860200 227055 0 410981 410981 0 0 0 9336 9336 3683954 968988 2714966 8468 8468 635550 101652 533898 435180 3477 431703 0 1669131 2311 1666820 774845 597788 177057 0 34421 22854 11567 0 0 812084 812084 76374 162782 -86408 HEALTHCARE SERVICE COST 140259007 140259007 0 0 SHARED SERVICES ALLOCATION 7343522 0 7343522 0 PREMIUM TAXES 3545367 0 3545367 0 FOOD 153355 85441 67914 0 1676889 382451 1294438 178878808 156166602 22712206 0 3009990 25319557 153902 155081 0 0 502076 1826443 0 0 0 0 0 0 0 0 60630 249402 3821950 371589 1226886 3450361 18575601 19404230 0 0 0 0 0 0 35933295 9412455 59462380 59817529 35589402 30987190 0 0 0 0 0 0 0 0 0 0 0 0 0 0 6538798 6217111 42128200 37204301 X 17334180 22613228 0 0 17334180 22613228 59462380 59817529 X 2284851 1484529 1509668 X false true X true false X 56478 17320 5000 105 85 78988 164243362 179163090 183616892 182035004 180417655 889476003 0 0 0 164299840 179180410 183621892 182035109 180417740 889554991 0 0 0 889554991 764 1249 1223 282261 745896 1031393 0 764 1249 1223 282261 745896 1031393 0 204700 0 2683 1681 23 209087 164505304 179181659 183625798 182319051 181163659 890795471 0.99861 0.99910 0.00116 0.00033 X 291180 29724 261456 2044207 312419 1731788 1486563 29446 1457117 3450361 DUE FROM AFFILIATES 9412455 9412455 0 DUE TO AFFILIATES 6140092 SELF INSURANCE PROF. LIABILITY 77019 6217111 X 182638852 1484529 1484529 181154323 9336 9336 181163659 178869472 178869472 9336 9336 178878808 LIABILITY FOR UNCERTAIN TAX POSITION (ASC 740) SCHEDULE D, PART X, LINE 2 THE FOLLOWING IS THE FIN 48 FINANCIAL STATEMENT FOOTNOTE FROM THE CONSOLIDATED FINANCIALS FOR THE HSC FOUNDATION AND SUBSIDIARIES, IN WHICH HSCSN WAS INCLUDED: THE FOUNDATION, THE CENTER, AND HSCSN HAVE BEEN RECOGNIZED AS PUBLIC CHARITIES GENERALLY EXEMPT FROM FEDERAL INCOME TAXATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (THE "CODE"). HOLDINGS HAS BEEN RECOGNIZED AS TAX-EXEMPT UNDER SECTION 501(C)(2) OF THE CODE. HSCS, AND HOME CARE ARE CONSIDERED DISREGARDED ENTITIES FOR FEDERAL AND STATE INCOME TAX PURPOSES. EACH ORGANIZATION IS SUBJECT TO TAX ON INCOME UNRELATED TO ITS EXEMPT PURPOSE, UNLESS THAT INCOME IS OTHERWISE EXCLUDED BY THE CODE. EACH ORGANIZATION HAS PROCESSES PRESENTLY IN PLACE TO ENSURE THE MAINTENANCE OF ITS TAX-EXEMPT STATUS; TO IDENTIFY AND REPORT UNRELATED INCOME; TO DETERMINE ITS FILING AND TAX OBLIGATIONS IN JURISDICTIONS FOR WHICH IT HAS NEXUS; AND TO IDENTIFY AND EVALUATE OTHER MATTERS THAT MAY BE CONSIDERED TAX POSITIONS. THE SYSTEM FOLLOWS GUIDANCE THAT CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN, INCLUDING ISSUES RELATING TO FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT. THIS GUIDANCE PROVIDES THAT THE TAX EFFECTS FROM AN UNCERTAIN TAX POSITION CAN ONLY BE RECOGNIZED IN THE FINANCIAL STATEMENTS IF THE POSITION IS "MORE-LIKELY-THAN-NOT" TO BE SUSTAINED IF THE POSITION WERE TO BE CHALLENGED BY A TAXING AUTHORITY. THE ASSESSMENT OF THE TAX POSITION IS BASED SOLELY ON THE TECHNICAL MERITS OF THE POSITION, WITHOUT REGARD TO THE LIKELIHOOD THAT THE TAX POSITION MAY BE CHALLENGED. THE TAX YEARS ENDED DECEMBER 31, 2019, 2018, AND 2017 ARE STILL OPEN TO AUDIT FOR BOTH FEDERAL AND STATE PURPOSES. THE SYSTEM HAS DETERMINED THAT THERE ARE NO MATERIAL UNCERTAIN TAX POSITIONS THAT REQUIRE RECOGNITION OR DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS. true true false false false false false false false Nathaniel Beers Pres & CEO, Board Member 0 608927 0 50000 0 0 0 34835 0 2115 0 695877 0 0 Victor Fields CEO, HSCSN & EVP, Managed Care 0 358489 0 0 0 0 0 26475 0 12057 0 397021 0 0 Bradley Weaver Fmr EVP, Mngd Care to 9/20/18 0 0 0 0 0 155021 0 0 0 0 0 155021 0 0 Kimberly Brown VP Finance/Int CFO to 11/1/19 0 231324 0 0 0 0 0 11303 0 7855 0 250482 0 0 Eric Levey Chief Medical Officer 244725 0 0 0 0 0 12494 0 12757 0 269976 0 0 0 Thomas W Chapman Board Member, to 4/30/17 0 0 0 0 0 145373 0 0 0 0 0 145373 0 0 Ranota Hall Chief Psych Med Officer 226261 0 0 0 0 0 433 0 4225 0 230919 0 0 0 Nadine Coy Chief Operating Officer 179472 0 0 0 0 0 9361 0 7855 0 196688 0 0 0 STEPHANIE TAYLOR VP Quality & Risk Mgmt 183464 0 0 0 0 0 9358 0 4360 0 197182 0 0 0 Anne Marie Conway VP of Care Mgmt 161940 0 0 0 0 0 8182 0 9386 0 179508 0 0 0 Alec King Treasurer from 9/1/19 0 655110 0 629498 0 123254 0 14000 0 26127 0 1447989 0 79685 Mary Anne Hilliard Secretary from 9/1/19 0 482118 0 263608 0 77598 0 14000 0 18736 0 856060 0 50567 ARRANGEMENT USED TO ESTABLISH THE TOP MANAGEMENT OFFICIAL'S COMPENSATION SCHEDULE J, PART 1, LINE 3 THE ORGANIZATION RELIED ON A RELATED ORGANIZATION AND THAT RELATED ORGANIZATION USED THE FOLLOWING METHODS TO ESTABLISH THE CEO/PRESIDENT'S COMPENSATION: 1) COMPENSATION COMMITTEE; 2) INDEPENDENT COMPENSATION CONSULTANT; 3) COMPENSATION SURVEY OR STUDY; AND 4) APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE. ALL COMPENSATION PAID TO OFFICERS IS PAID BY A RELATED ORGANIZATION. EFFECTIVE SEPTEMBER 1, 2019, CHILDREN'S NATIONAL MEDICAL CENTER BECAME THE SOLE CORPORATE MEMBER OF THE ORGANIZATION. COMMENCING IN 2020, THE ORGANIZATION AND ITS AFFILIATES WILL ADOPT THE EXECUTIVE COMPENSATION PRACTICE AND APPROVAL PROCESS OF CHILDREN'S NATIONAL MEDICAL CENTER. SEVERANCE OR CHANGE-OF-CONTROL PAYMENT SCHEDULE J, PART I, LINE 4A DURING THE YEAR ENDED DECEMBER 30, 2019, CERTAIN INDIVIDUALS RECEIVED SEVERANCE PAYMENTS. THESE AMOUNTS ARE REPORTED AS TAXABLE COMPENSATION AND REPORTED ON SCHEDULE J, PART II, LINE B (III), OTHER REPORTABLE COMPENSATION. THE INDIVIDUALS AND AMOUNTS ARE LISTED BELOW: BRADLEY WEAVER $155,021 SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN SCHEDULE J, PART I, LINE 4B A RELATED ORGANIZATION MAINTAINS A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) AS PART OF THE TOTAL COMPENSATION ARRANGEMENT FOR THE ORGANIZATION'S FORMER CEO, THOMAS CHAPMAN. THE SERP PLAN IS MEANT TO PROVIDE THOMAS CHAPMAN WITH A RETIREMENT BENEFIT FOR OVER 20 YEARS OF SERVICE PROVIDED TO THE RELATED ORGANIZATION. THE RELATED ORGANIZATION'S COMPENSATION COMMITTEE HAS CAREFULLY REVIEWED AND APPROVED THE SERP PLAN FOR THOMAS CHAPMAN AND CONCLUDED THAT THOMAS CHAPMAN'S ENTIRE COMPENSATION PACKAGE, INCLUDING THE BENEFITS PROVIDED BY THE SERP PLAN, IS REASONABLE WHEN COMPARED TO MARKET DATA. CHANGE IN CORPORATE STRUCTURE ON SEPTEMBER 1, 2019, CHILDREN'S NATIONAL MEDICAL CENTER (CHILDREN'S NATIONAL) BECAME THE SOLE MEMBER OF THE HSC SYSTEM. CNMC IS A DISTRICT OF COLUMBIA TAX-EXEMPT, NONSTOCK CORPORATION WHO ALONG WITH ITS SUBSIDIARIES, PROVIDE HEALTH CARE SERVICES TO INFANTS, CHILDREN, AND YOUTH IN THE DISTRICT OF COLUMBIA AND THE SURROUNDING METROPOLITAN AREA. NO CONSIDERATION WAS PAID BY CNMC. FORM 990, PART III, LINE 4A HEALTH SERVICES FOR CHILDREN WITH SPECIAL NEEDS, INC. (HSCSN) SERVED OVER 5,000 ENROLLEES DURING 2019 THROUGH INTENSE ONE ON ONE CARE MANAGEMENT SERVICES. HSCSN COLLABORATED WITH 1,400 PROVIDERS (SYSTEM AND GROUP LEVEL) IN 2019 TO PROVIDE ITS ENROLLEES WITH QUALITY MEDICAL CARE. HSCSN FACILITATED $42 MILLION DOLLARS OF INPATIENT CARE, OVER $17 MILLION DOLLARS OF PRIMARY/SPECIALTY CARE, $12 MILLION DOLLARS OF OUTPATIENT CARE (INCLUDING EMERGENCY ROOM), AND $27 MILLION DOLLARS OF HOME HEALTH CARE. HSCSN ENROLLEES UTILIZED 4,919 EMERGENCY DEPARTMENT VISITS AND A TOTAL OF 783 HOSPITAL ADMISSIONS. HSCSN COVERED APPROXIMATELY 67,000 PRESCRIPTIONS, WHICH TOTALED OVER $17.7 MILLION DOLLARS. OF THE 67,000 PRESCRIPTIONS FILLED IN 2019, 735 OR 1.1% WERE FOR SPECIALTY MEDICATIONS WHICH ARE REQUIRED FOR COMPLEX MEDICAL CONDITIONS -TOTALING OVER $9.7 MILLION DOLLARS. OTHER SERVICES COORDINATED INCLUDE: TRANSPORTATION TO MEDICAL APPOINTMENTS, DENTAL CARE, LAB/RADIOLOGY SERVICES, DAY TREATMENT, MEDICAL DRUGS AND MEDICAL EQUIPMENT AND SUPPLIES. DELEGATE BOARD AUTHORITY TO A COMMITTEE FORM 990, PART VI, LINE 1A UNDER THE FOUNDATION'S PRIOR BYLAWS, AND UNTIL SEPTEMBER 1, 2019, THE EXECUTIVE COMMITTEE OF THE HSC FOUNDATION, THE SOLE CORPORATE MEMBER OF THE ORGANIZATION, HAS THE POWER TO EXERCISE EACH AND ALL OF THE POWERS OF THE BOARD OF DIRECTORS IN THE SAME MANNER AND TO THE SAME EXTENT AS IF THE COMMITTEE WERE IN FACT THE BOARD OF DIRECTORS, PROVIDED THAT ANY ACTION TAKEN SHALL NOT CONFLICT WITH PREVIOUSLY ESTABLISHED POLICIES OR DIRECTIVES OF THE BOARD. HOWEVER, NOTHING CONTAINED IN THE BYLAWS CONSTITUTES A DELEGATION TO THE EXECUTIVE COMMITTEE OF THE FOLLOWING POWERS OF THE BOARD OF DIRECTORS: TO INCREASE OR DECREASE THE NUMBER OF DIRECTORS; TO FILL VACANCIES ON OR REMOVE DIRECTORS FROM THE BOARD; TO ELECT OFFICERS; TO FILL OFFICERS' VACANCIES; TO REMOVE OFFICERS; TO SELL, ENCUMBER OR OTHERWISE DISPOSE OF ALL OR ANY MATERIAL PART OF THE ASSETS OF THE CORPORATION; TO MERGE OR CONSOLIDATE THE CORPORATION WITH ANOTHER ENTITY; OR TO AMEND THESE BYLAWS. ALL EXECUTIVE COMMITTEE MINUTES WILL BE PROVIDED TO ALL MEMBERS OF THE BOARD OF DIRECTORS PRIOR TO THE NEXT MEETING OF THE BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE SHALL CONSIST OF THE CHAIRMAN, VICE CHAIRMAN, SECRETARY AND TREASURER OF THE HSC FOUNDATION AND UP TO FOUR (4) ADDITIONAL AT-LARGE MEMBERS WHO MAY BE APPOINTED BY THE CHAIRMAN OF THE BOARD, IN HIS OR HER DISCRETION. THE PRESIDENT SHALL BE AN EX OFFICIO MEMBER OF THE COMMITTEE. EFFECTIVE SEPTEMBER 1, 2019, CHILDREN'S NATIONAL MEDICAL CENTER BECAME THE SOLE CORPORATE MEMBER OF THE HSC FOUNDATION. UPON THAT AFFILIATION, THE EXISTING BOARD COMMITTEES OF THE HSC FOUNDATION AND THE ORGANIZATION BECAME ADVISORY ONLY. SIGNIFICANT CHANGES TO GOVERNING DOCUMENTS FORM 990, PART VI, LINE 4 THE HSC FOUNDATION (THE FOUNDATION) IS THE SOLE CORPORATE MEMBER OF HSCSN. ON SEPTEMBER 1, 2019, THE FOUNDATION AFFILIATED WITH CHILDREN'S NATIONAL MEDICAL CENTER. IN ACCORDANCE WITH AN AFFILIATION AGREEMENT BY AND BETWEEN THE FOUNDATION AND CHILDREN'S NATIONAL, CHILDREN'S NATIONAL BECAME THE SOLE CORPORATE MEMBER OF THE FOUNDATION. THE FOUNDATION AMENDED AND RESTATED ITS ARTICLES OF INCORPORATION TO DESIGNATE CHILDREN'S NATIONAL AS ITS SOLE MEMBER. ADDITIONALLY, THE FOUNDATION AND HSCSN AMENDED AND RESTATED ITS BYLAWS TO COMPLY WITH CHILDREN'S NATIONAL'S SYSTEM OF GOVERNANCE. UNDER CHILDREN'S NATIONAL'S SYSTEM OF GOVERNANCE, CHILDREN'S NATIONAL RETAINS CERTAIN AUTHORITY OVER SUBSIDIARY ENTITIES (INCLUDING SUBSIDIARIES OF SUBSIDIARIES). THE RETENTION OF AUTHORITY INCLUDES ITEMS SUCH AS: THE AUTHORITY TO AMEND A SUBSIDIARY'S GOVERNING DOCUMENTS, AUTHORIZE THE SALE OF SUBSTANTIALLY ALL ASSETS, APPOINT/REMOVE OFFICERS AND DIRECTORS, APPROVE BUDGETS, SET SIGNATURE AUTHORITY, AND ADOPT AN ENTERPRISE-WIDE COMPLIANCE PLAN. THE AFFILIATION AGREEMENT AND THE FOUNDATION'S AMENDED AND RESTATED BYLAWS ANTICIPATE A FIVE-YEAR INTEGRATION PERIOD, DURING SUCH PERIOD THE FOUNDATION AND CHILDREN'S NATIONAL WILL SHARE RESPONSIBILITY FOR CERTAIN AUTHORITIES THAT ARE OTHERWISE SET UNDER THE SYSTEM OF GOVERNANCE. MEMBERS OR STOCKHOLDERS FORM 990, PART VI, LINE 6 THE HSC FOUNDATION IS THE SOLE MEMBER OF HEALTH SERVICES FOR CHILDREN WITH SPECIAL NEEDS, INC. AS OF SEPTEMBER 1, 2019, NATIONAL MEDICAL CENTER IS THE SOLE MEMBER OF THE HSC FOUNDATION. ELECTION OF MEMBERS FORM 990, PART VI, LINES 7A & 7B THE SOLE MEMBER (THE HSC FOUNDATION) SHALL HAVE ALL OF THE POWERS SPECIFIED IN THE ARTICLES OF INCORPORATION AND BYLAWS, INCLUDING THE POWER TO: (A) ESTABLISH THE CORPORATION'S POLICIES AND GOALS; (B) APPOINT AND REMOVE THE CORPORATION'S BOARD OF DIRECTORS; (C) MONITOR THE DECISIONS OF THE CORPORATION'S BOARDS OF DIRECTORS; AND (D) APPROVE THE CORPORATION'S BUDGET. THE HSC FOUNDATION IS THE SOLE CORPORATE MEMBER OF HSCSN. ON SEPTEMBER 1, 2019, THE FOUNDATION AFFILIATED WITH CHILDREN'S NATIONAL MEDICAL CENTER. EFFECTIVE SEPTEMBER 1, 2019 AND FOR A PERIOD OF FIVE YEARS THEREAFTER, THE MEMBERS OF THE FOUNDATION'S GOVERNING BODY TOGETHER WITH THE BOARD OF CHILDREN'S NATIONAL APPOINT THE MEMBERS OF HSCSN'S GOVERNING BODY. AFTER SEPTEMBER 1, 2024, CHILDREN'S NATIONAL WILL APPOINT MEMBERS OF THE HSCSN'S GOVERNING BODY. ON SEPTEMBER 1, 2019, AND BY MEANS OF AN AFFILIATION AGREEMENT, THE FOUNDATION AFFILIATED WITH CHILDREN'S NATIONAL. EFFECTIVE AS OF THAT DATE, THE FOUNDATION AND HSCSN AMENDED AND RESTATED THEIR BYLAWS TO COMPLY WITH CHILDREN'S NATIONAL'S SYSTEM OF GOVERNANCE. UNDER CHILDREN'S NATIONAL'S SYSTEM OF GOVERNANCE, CHILDREN'S NATIONAL RETAINS CERTAIN AUTHORITY OVER SUBSIDIARY (AND A SUBSIDIARY OF A SUBSIDIARY) ENTITIES. THE RETENTION OF AUTHORITY INCLUDES ITEMS SUCH AS: THE AUTHORITY TO AMEND A SUBSIDIARY'S GOVERNING DOCUMENTS, AUTHORIZATION OF THE SALE OF SUBSTANTIALLY ALL ASSETS, APPOINT/REMOVE OFFICERS AND DIRECTORS, APPROVE BUDGETS, SET SIGNATURE AUTHORITY, AND ADOPT AN ENTERPRISE-WIDE COMPLIANCE PLAN. THE AFFILIATION AGREEMENT AND THE FOUNDATION AND HSCPS'S AMENDED AND RESTATED BYLAWS ANTICIPATE A FIVE-YEAR INTEGRATION PERIOD, DURING SUCH PERIOD THE ORGANIZATION AND CHILDREN'S NATIONAL WILL SHARE RESPONSIBILITY FOR CERTAIN AUTHORITIES THAT ARE OTHERWISE SET UNDER THE SYSTEM OF GOVERNANCE. AFTER SEPTEMBER 1, 2024, CHILDREN'S NATIONAL WILL HAVE SOLE RESPONSIBILITY FOR AUTHORITY THAT IS RESERVED UNDER THE SYSTEM OF GOVERNANCE. REVIEW OF FORM 990 BY GOVERNING BODY FORM 990, PART VI, LINE 11B EFFECTIVE SEPTEMBER 1, 2019, CHILDREN'S NATIONAL MEDICAL CENTER BECAME THE SOLE CORPORATE MEMBER OF THE ORGANIZATION. THE FORM 990 IS PREPARED BY AN ACCOUNTING FIRM AND THEN REVIEWED BY SENIOR LEADERSHIP INCLUDING, THE ORGANIZATION'S PRESIDENT AND CFO AND THE CFO OF CHILDREN'S NATIONAL. ONCE COMMENTS FROM THOSE INDIVIDUALS HAVE BEEN INCORPORATED INTO THE FORM 990, THE FORM 990 IS REVIEWED BY THE FINANCE & INVESTMENT COMMITTEE OF CHILDREN'S NATIONAL AND MADE AVAILABLE TO THE BOARD OF DIRECTORS PRIOR TO FILING. CONFLICT OF INTEREST POLICY FORM 990, PART VI, LINE 12C PRIOR TO SEPTEMBER 1, 2019, THE HSC FOUNDATION MAINTAINED A WRITTEN CONFLICT OF INTEREST POLICY THAT COVERS ITSELF AND ALL OF ITS DIRECT AND INDIRECT SUBSIDIARIES (INCLUDING HEALTH SERVICES FOR CHILDREN WITH SPECIAL NEEDS INC.) UNDER THAT POLICY, WHENEVER A POTENTIAL CONFLICT ARISES FOR HEALTH SERVICES FOR CHILDREN WITH SPECIAL NEEDS, INC. BOARD OF DIRECTORS AND OFFICERS, IT IS BROUGHT TO THE ATTENTION OF THE PRESIDENT AND EXECUTIVE COMMITTEE OF THE HSC FOUNDATION BOARD, WHO ANALYZES THE SITUATION AND MAKES A DETERMINATION OF WHETHER OR NOT AN ACTUAL CONFLICT EXISTS. IF IT IS DETERMINED THAT AN ACTUAL CONFLICT EXISTS, THE PRESIDENT AND EXECUTIVE COMMITTEE REPORTS TO THE HEALTH SERVICES FOR CHILDREN WITH SPECIAL NEEDS, INC. BOARD OF DIRECTORS REGARDING THE NATURE OF THE CONFLICT AND THAT PERSON IS HEREAFTER RECUSED FROM ANY DISCUSSION AND VOTE REGARDING THE MATTER. WHENEVER A POTENTIAL CONFLICT ARISES FOR EMPLOYEES OF HEALTH SERVICES FOR CHILDREN WITH SPECIAL NEEDS, INC. MANAGEMENT TEAM IT WILL BE BROUGHT TO THE BOARD CHAIR BY THE PRESIDENT WHO ANALYZES THE SITUATION AND MAKES A DETERMINATION OF WHETHER OR NOT AN ACTUAL CONFLICT EXISTS. IF IT IS DETERMINED THAT AN ACTUAL CONFLICT EXISTS, STEPS WILL BE TAKEN TO ELIMINATE THE CONFLICT AND COMMUNICATE TO THE EMPLOYEE INVOLVED. THE BOARD CHAIR AND PRESIDENT WILL REPORT ALL CONFLICTS OF INTEREST TO THE EXECUTIVE COMMITTEE FOUNDATION. EFFECTIVE SEPTEMBER 1, 2019, CHILDREN'S NATIONAL MEDICAL CENTER BECAME THE SOLE CORPORATE MEMBER OF THE HSC FOUNDATION, THEREAFTER THE HSC FOUNDATION AND ITS SUBSIDIARIES BECAME SUBJECT TO THE CONFLICTS OF INTEREST POLICY OF CHILDREN'S NATIONAL. THAT POLICY IS SUBSTANTIALLY SIMILAR TO THE PROCESS SETOUT ABOVE; PROVIDED HOWEVER, THE CHILDREN'S NATIONAL POLICY REQUIRES THE COMPLETION OF AN ANNUAL CONFLICT OF INTEREST DISCLOSURE FORM, AND, IF APPLICABLE A CONFLICT MANAGEMENT PLAN IS IMPLEMENTED INCONJUCTION WITH THE COMPLIANCE OFFICER OF CHILDREN' NATIONAL. GOVERNING POLICIES FORM 990, PART VI, LINES 13 & 14 EFFECTIVE SEPTEMBER 1, 2019 THE HSC FOUNDATION IS GOVERNED BY THE COMPLIANCE POLICIES OF ITS PARENT, CHILDREN'S NATIONAL MEDICAL CENTER. THESE POLICIES INCLUDE A WRITTEN WHISTLEBLOWER POLICY AND A WRITTEN DOCUMENT RETENTION AND DESTRUCTION POLICY. PROCESS FOR DETERMINING COMPENSATION FORM 990, PART VI, LINE 15 THE ORGANIZATION RELIED ON A RELATED ORGANIZATION, THE HSC FOUNDATION, TO DETERMINE COMPENSATION OF THE ORGANIZATION'S CEO. IN ADDITION, THE ORGANIZATION DETERMINES THE COMPENSATION OF OTHER OFFICERS AND KEY EMPLOYEES OF THE ORGANIZATION, AS DISCUSSED BELOW. THE ORGANIZATION AND HSC FOUNDATION BOTH USE A FOUR STEP APPROACH TO EXECUTIVE COMPENSATION: 1. THE EXECUTIVE COMMITTEE IS MADE UP OF INDEPENDENT BOARD MEMBERS WITHOUT A CONFLICT OF INTEREST. THE COMMITTEE ESTABLISHES AND DETERMINES THE REASONABLENESS OF TOTAL COMPENSATION FOR THE SYSTEM'S DISQUALIFIED EXECUTIVES AND FORWARDS PROPOSED COMPENSATION TO THE FULL BOARD FOR APPROVAL. 2. PERIODICALLY, THE EXECUTIVE COMMITTEE WILL ENGAGE AN INDEPENDENT CONSULTANT TO PREPARE A DETAILED WRITTEN REPORT ON APPROPRIATE COMPARABILITY DATA FOR COMPARABLE POSITIONS. 3. THE EXECUTIVE COMMITTEE REVIEWS AND RELIES UPON THE REPORT OF THE INDEPENDENT CONSULTANT, ALONG WITH OTHER INDIVIDUAL AND MARKET DATA, THEN DEBATES AND FULLY DOCUMENTS ITS DECISION ABOUT WHAT IS REASONABLE COMPENSATION FOR DISQUALIFIED EXECUTIVES. 4. ONCE THE EXECUTIVE COMMITTEE DEVELOPS EXECUTIVE COMPENSATION RECOMMENDATIONS, THEY ARE PRESENTED TO THE SYSTEM'S FULL BOARD FOR APPROVAL. EFFECTIVE SEPTEMBER 1, 2019, CHILDREN'S NATIONAL MEDICAL CENTER BECAME THE SOLE CORPORATE MEMBER OF THE ORGANIZATION. COMMENCING IN 2020, THE ORGANIZATION AND ITS AFFILIATES WILL ADOPT THE EXECUTIVE COMPENSATION PRACTICE AND APPROVAL PROCESS OF CHILDREN'S NATIONAL. REQUIRED DOCUMENTS MADE AVAILABLE TO THE PUBLIC FORM 990, PART VI, LINE 19 THIS ORGANIZATION MAKES ITS CONFLICT OF INTEREST POLICY, FINANCIAL STATEMENTS AND ORGANIZATIONAL DOCUMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. OTHER CHANGES IN NET ASSETS OR FUND BALANCES FORM 990, PART XI, LINE 9 BUSINESS COMBINATION - FAIR VALUE ADJUSTMENT $1,509,668 The Hospital for Sick Children 111 Michigan Avenue NW Washington DC 20010 530204670 Hospital DC 501(c)(3) 03 HSC FNDN false The HSC Foundation 111 Michigan Avenue NW Washington DC 20010 521346603 Healthcare DC 501(c)(3) 12-III FI CNMC false 2013 Holdings Inc 111 Michigan Avenue NW Washington DC 20010 272882469 Holding Co. DC 503(c)(2) N/A HSC FNDN false CHILDREN'S HOSPITAL FOUNDATION 111 MICHIGAN AVENUE NW Washington DC 20010 521640402 Fundraising DC 501(c)(3) 07 CNMC false CHILDREN'S NATIONAL MEDICAL CENTER 111 MICHIGAN AVENUE NW Washington DC 20010 521640403 Healthcare DC 501(c)(3) 12-III FI NA false SAFE KIDS WORLDWIDE 1255 23rd Street NW Washington DC 20037 521627574 INJURY PRVNTN DC 501(c)(3) 07 CNMC false CHILDREN'S HOSPITAL SELF-INSURANCE TRUST 111 MICHIGAN AVENUE NW Washington DC 20010 521640399 Insurance DC 501(c)(3) 12-III FI CH false CHILDREN'S HOSPITAL 111 MICHIGAN AVENUE NW Washington DC 20010 530196580 Healthcare DC 501(c)(3) 03 CNMC false BRAINY CAMPS ASSOCIATION 111 MICHIGAN AVENUE NW Washington DC 20010 271547370 Child Camps DC 501(c)(3) 12-I CH false CHILDREN'S NAT'L ADVOC & PUBLIC POLICY 111 MICHIGAN AVENUE NW Washington DC 20010 271564354 Advocacy DC 501(c)(3) 12-II CNMC false CHILDREN'S SCHOOL SERVICES 111 MICHIGAN AVENUE NW Washington DC 20010 814291601 Nursing Svcs DC 501(c)(3) 12-I CNMC false CHILDREN'S RESEARCH INSTITUTE 111 MICHIGAN AVENUE NW Washington DC 20010 521654453 Research DC 501(c)(3) 10 CNMC false CPA 111 MICHIGAN AVE NW WASH DC 20010 522072589 HEALTH CARE DC NA N/A 5253 NMTC LLC 111 MICHIGAN AVE NW WASH DC 20010 832873855 PROPERTY MGMT DC NA N/A 5253 HTC LLC 111 MICHIGAN AVE NW WASH DC 20010 833044006 PROPERTY MGMT DC NA N/A 54 NMTC LLC 111 MICHIGAN AVENUE NW WASH DC 20010 833358685 PROPERTY MGMT DC NA N/A 54 HTC LLC 111 MICHIGAN AVE NW WASH DC 20010 833385522 PROPERTY MGMT DC NA N/A CHILDREN'S NATIONAL HEALTH NETWORK 111 MICHIGAN AVENUE NW WASHINGTON DC 20010 521996521 HEALTH CARE DC NA C Corp false BEARACUDA RE PO BOX 69 KY1-1102 GRAND CAYMAN CJ REINSURANCE CJ NA C Corp false PEDIATRIC HEALTH NETWORK INC 111 Michigan Avenue NW WASHINGTON DC 20010 833415276 HEALTH CARE DC NA C Corp false BUILDING 5253 MANAGING MEMBER LLC 111 MICHIGAN AVE NW WASHINGTON DC 20010 832801690 PROPERTY MGMT DC NA C CORP false BUILDING 54 MANAGING MEMBER LLC 111 MICHIGAN AVE NW WASHINGTON DC 20010 833272918 PROPERTY MGMT DC NA C CORP false false false false false false false false false false false false false false false true true true false false