2023-11-14T12:47:24-06:00 2022-12-31 910189318 MOSS ADAMS LLP 101 SECOND STREET SUITE 900 SAN FRANCISCO CA 94105 990 2022-01-01 942495998 NORTHBAY HEALTH ADVANTAGE NORT 7076463290 4500 BUSINESS CENTER DRIVE FAIRFIELD CA 94534 JOSEPH D'ANGINA VP AND CFO 7076463290 2023-11-14 1 JOSEPH DANGINA 999009999 0 MICHAEL LUMSDEN P01262236 4159561500 2023-11-14 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z B KONARD JONES 4500 BUSINESS CENTER DRIVE FAIRFIELD CA 94534 9410092 0 X WWW.NORTHBAY.ORG X 1976 CA PROMOTION OF HEALTH THROUGH OPERATION OF NON-HOSPITAL BASED HEALTH CARE DELIVERY SYSTEMS AND OTHER SUPPORT FUNCTIONS. 8 7 0 3 0 0 0 0 1105078 1105806 2593989 2578169 543 5726117 3699610 9410092 0 0 0 0 526118 194761 0 0 0 5252220 4364742 5778338 4559503 -2078728 4850589 93273302 87024408 52627413 51594696 40645889 35429712 COMPASSIONATE CARE, ADVANCED MEDICINE, CLOSE TO HOME. 0 0 1621433 0 1105806 NORTHBAY HEALTH ADVANTAGE SUPPORTS AND CARRIES-OUT THE PURPOSES AND FUNCTIONS OF NORTHBAY HEALTHCARE GROUP THROUGH SERVICES AND PRODUCTS THAT MAY BE TRADITIONAL OR INNOVATIVE, AND WHICH IMPROVES THE HEALTH OF PEOPLE SERVED BY NORTHBAY HEALTHCARE GROUP. IN FULFILLING ITS EXEMPT PURPOSE, NORTH BAY HEALTH ADVANTAGE OPERATES A HEALTH CENTER FOR THE BENEFIT OF NORTHBAY HEALTHCARE GROUP PATIENTS AND EMPLOYEES. 1621433 1 0 0 0 0 0 0 0 0 0 1 0 0 1 1 0 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 1 1 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 X 8 7 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 CA X JOSEPH D'ANGINA 7076463400 4500 BUSINESS CENTER DRIVE FAIRFIELD CA 94534 BEVERLY DORSETT CHAIR 1.00 0.00 X X 0 0 0 DEBORAH SUGIYAMA SECRETARY-TREASURER 1.00 0.00 X X 0 16718 0 GARY FALATI DIRECTOR 1.00 1.00 X 0 9032 0 B KONARD JONES DIRECTOR / NBHC CEO 5.00 45.00 X 0 1241415 422171 HERKANWAL KHAIRA MD DIRECTOR 1.00 0.00 X 0 25221 0 CLAYBORN LEA JR PHD DIRECTOR 1.00 0.00 X 0 0 0 SANDY PERSON DIRECTOR 1.00 1.00 X 0 16636 0 SEAN QUINN DIRECTOR 1.00 0.00 X 0 0 0 SCOTT DAVIS PRES NBHA / VP, CSO THRU 8/2022 40.00 10.00 X 0 803881 94351 MICHELE BOUIT VP, FINANCE & CFO THRU 11/2022 5.00 45.00 X 0 519394 83794 TIMOTHY MAURICE INT VP, FINANCE & CFO START 11/2022 5.00 45.00 X 0 145386 10 0 2777683 600326 0 0 1 0 0 RENTAL INCOME FROM NBHG 531390 1105806 1105806 1105806 2578169 2578169 GAIN ON INTEREST RATE SWAPS 900099 5726117 5726117 5726117 9410092 1105806 0 8304286 145020 145020 7203 7203 32179 32179 10359 10359 56273 56102 171 1288878 1288878 47 47 2067481 2067481 736950 63282 673668 TAXES 137794 137794 CORP MANAGEMENT FEES 75377 75377 1942 1942 4559503 1621433 2938070 0 9814 9814 15935812 5373631 1365081 119357 137794 32668575 1649572 30902114 31019003 155 155 44922532 50502448 93273302 87024408 8677 2098 52618736 51552276 0 40322 52627413 51594696 X 40645889 35429712 40645889 35429712 93273302 87024408 X 4850589 -10066766 X 0 1 X 1 0 X X 1 NORTHBAY HEALTHCARE GROUP 941458282 3 1 0 0 1 0 0 1 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 SCHEDULE A, PART IV, SECTION A, LINE 6: THE ORGANIZATION OPERATES A FITNESS CENTER, WHICH WAS UTILIZED PRIMARILY BY NORTHBAY HEALTH GROUP PATIENTS WHO WERE REFERRED TO THE FITNESS CENTER THAT: (I) HAVE CHRONIC HEALTH ISSUES SUCH AS HEART DISEASE, STROKE, CANCER, ARTHRITIS, DIABETES, AND OBESITY; (II) ARE DEALING WITH OTHER MEDICAL HEALTH ISSUES SUCH AS NEUROMUSCULAR CONDITIONS, COGNITIVE DISABILITIES, MUSCULOSKELETAL CONDITIONS, AND INDIVIDUALS WITH VISUAL OR HEARING IMPAIRMENTS; (III) NEED TO GET PREPARED FOR SURGERIES THAT REQUIRE STRENGTHENING AND/OR WEIGHT LOSS; (IV) CURRENTLY ARE BEING TREATED IN PHYSICAL THERAPY OR WHO HAVE RECENTLY COMPLETED A PHYSICAL THERAPY OR CARDIAC REHABILITATION PROGRAM AND NEED A POST REHABILITATION PROGRAM; AND (V) WOULD NEED OR BENEFIT FROM A MOVEMENT AND CONDITIONING PROGRAM THAT REQUIRES ASSISTANCE OR MONITORED SUPERVISION. PRIOR TO THE COVID-19 PANDEMIC, A PORTION OF THE FITNESS CENTER WAS ALSO OPEN TO MEMBERS OF THE GENERAL PUBLIC, WHO PAY A FEE TO JOIN THE FITNESS CENTER WITHOUT ANY REFERRAL. FEES FOR THE GYM ARE SET AT A LEVEL SUCH THAT A SUBSTANTIAL PORTION OF THE POPULATION CAN AFFORD ENROLLMENT IN THE HEALTH CENTER (THUS PROVIDING A COMMUNITY BENEFIT). ADDITIONALLY, THERE IS NO "PROFIT-MOTIVE" FOR THE HEALTH CENTER. SCHEDULE A, PART IV, SECTION C, LINE 1 CONTROL OF THE SUPPORTING ORGANIZATION, NORTHBAY HEALTH ADVANTAGE, IS VESTED IN THE SAME PERSONS THAT CONTROL OR MANAGE THE SUPPORTED ORGANIZATION, NORTHBAY HEALTHCARE GROUP, IN THAT THE SOLE MEMBER FOR BOTH (WHICH IS NORTHBAY HEALTHCARE CORPORATION) CAN ELECT OR REMOVE ALL OF THE SUPPORTING AND SUPPORTED ORGANIZATION'S BOARD OF DIRECTORS. 378962 378962 31932886 1477532 30455354 356727 172040 184687 31019003 DEFERRED RENT RECEIVABLE 1255112 DUE FROM NORTHBAY HEALTHCARE GROUP 9883887 NET INVESTMENT IN LEASED ASSET FROM RELATED ORG 33637332 SWAP CONTRACT 5726117 50502448 DUE TO RELATED ORGANIZATIONS 40322 40322 1 1 0 0 0 0 0 0 0 B KONARD JONES DIRECTOR / NBHC CEO 0 955902 0 0 0 285513 0 380198 0 41973 0 1663586 0 0 SCOTT DAVIS PRES NBHA / VP, CSO THRU 8/2022 0 286192 0 0 0 517689 0 50656 0 43695 0 898232 0 0 MICHELE BOUIT VP, FINANCE & CFO THRU 11/2022 0 451818 0 0 0 67576 0 66506 0 17288 0 603188 0 0 PART I, LINE 3 THE PRESIDENT OF NORTHBAY HEALTH ADVANTAGE IS A PAID EMPLOYEE OF NORTHBAY HEALTHCARE CORPORATION, A RELATED ORGANIZATION. NORTHBAY HEALTHCARE CORPORATION UTILIZES THE FOLLOWING METHODS TO DETERMINE THE COMPENSATION OF THE PRESIDENT: COMPENSATION COMMITTEE, INDEPENDENT COMPENSATION CONSULTANT, COMPENSATION SURVEY OR STUDY, AND APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE. PART I, LINES 4A-B DURING THE 2022 CALENDAR YEAR, SCOTT DAVIS RECEIVED A $433,000 SEVERANCE PAYMENT FROM A RELATED ORGANIZATION. THIS PAYMENT WAS TAXABLE COMPENSATION TO MR. DAVIS AND REPORTED WITHIN SCHEDULE J, PART II, COLUMN (B)(III). THE FOLLOWING INDIVIDUALS PARTICIPATED IN A RELATED ORGANIZATION'S SUPPLEMENTAL 457(F) RETIREMENT PLAN. EMPLOYER CONTRIBUTIONS TO THE PLAN DURING THE 2022 CALENDAR YEAR ARE AS FOLLOWS, WHICH HAS BEEN REPORTED AS "RETIREMENT AND OTHER DEFERRED COMPENSATION" FROM A RELATED ORGANIZATION ON SCHEDULE J, PART II, COLUMN (C): B. KONARD JONES - $ 367,998 SCOTT DAVIS - $41,991 MICHELE BOUIT - $ 60,406 FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION HAS ONE MEMBER, NORTHBAY HEALTHCARE CORPORATION, A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION. FORM 990, PART VI, SECTION A, LINE 7A THE ORGANIZATION'S MEMBER, NORTHBAY HEALTHCARE CORPORATION, HAS THE POWER TO ELECT (FROM A POOL OF QUALIFIED PERSONS NOMINATED BY THE REMAINING MEMBERS OF THE ORGANIZATION'S BOARD OF DIRECTORS) ALL MEMBERS OF THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7B THE ORGANIZATION'S MEMBER, NORTHBAY HEALTHCARE CORPORATION, HAS THE POWER TO REMOVE ANY DIRECTOR. IN ADDITION, THE MEMBER MAY ELECT DIRECTORS FROM A PANEL OF QUALIFIED NOMINEES AND DISSOLVE THE ORGANIZATION WITHOUT ANY ACTION OR APPROVAL BY THE ORGANIZATION'S BOARD. LASTLY, THE FOLLOWING ACTIONS MAY BE TAKEN BY THE ORGANIZATION ONLY IF ADOPTED BY THE BOARD AND APPROVED BY THE MEMBER: ADOPT OR IMPLEMENT THE ANNUAL OPERATING AND CAPITAL BUDGET OF THE ORGANIZATION; EFFECTUATE ANY PURCHASES OR FINANCING, HOWEVER STRUCTURED, IN AN AMOUNT EQUAL TO OR EXCEEDING ONE MILLION DOLLARS ($1,000,000); AMEND THE ARTICLES OF INCORPORATION OR THE BYLAWS; IMPLEMENT ANY MERGER, CONSOLIDATION, AFFILIATION, JOINT VENTURE ACTIVITY, OR ALLIANCE BETWEEN THE CORPORATION AND ANY OTHER ENTITY; ESTABLISH OR PROMULGATE CORPORATE POLICY AND GOALS; ESTABLISH OR PROMULGATE LONG-RANGE AND STRATEGIC PLANS; ESTABLISH GENERAL POLICY WITH RESPECT TO EMPLOYEE BENEFIT PLANS; UNDERTAKE OR MANAGE ANY FINANCING ACTIVITIES THAT ARE IN EXCESS OF ONE (1) YEAR; DETERMINE ANY COMPENSATION OR REIMBURSEMENT TO BE PAID TO DIRECTORS; ADJUST THE TERM OF ANY DIRECTOR; AND FORMATION BY THE ORGANIZATION OF ANY NEW CORPORATION, OR TAKING ANY OWNERSHIP OF ANY CORPORATION OR ENTITY AS A SHAREHOLDER, MEMBER, PARTNER OR JOINT VENTURER. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS REVIEWED BY THE VP AND CFO; ADJUSTMENTS ARE MADE, AS NECESSARY. A COMPLETE COPY OF THE FORM 990 IS PROVIDED TO ALL VOTING MEMBERS OF THE GOVERNING BODY FOR REVIEW AND COMMENT PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION REQUESTS ALL OFFICERS, DIRECTORS, KEY EMPLOYEES, AND MEMBERS OF COMMITTEES APPOINTED BY THE BOARD OF DIRECTORS TO SELF-MONITOR COMPLIANCE; IN ADDITION EACH OFFICER AND BOARD MEMBERS MUST ANNUALLY COMPLETE A CONFLICT OF INTEREST STATEMENT. THE CONFLICT OF INTEREST STATEMENTS ARE REVIEWED AND ALL RESPONSES FILED. IF A POTENTIAL CONFLICT ARISES, BOARD MEMBERS AND EMPLOYEES ARE REQUIRED TO SELF-DISCLOSE THE CONFLICT TO THE CORPORATE COMPLIANCE OFFICER. PROCESSES AND PROCEDURES ARE IN PLACE TO EVALUATE AND DETERMINE IF A POSSIBLE CONFLICT OF INTEREST EXISTS. IF A CONFLICT OF INTEREST EXISTS, THE INDIVIDUAL WILL PRESENT RELEVANT INFORMATION TO THE BOARD. AFTER SUCH PRESENTATION, THE INDIVIDUAL SHALL LEAVE THE MEETING DURING THE DISCUSSION OF, AND VOTE ON, THE TRANSACTION OR ARRANGEMENT INVOLVING THE POSSIBLE CONFLICT. FORM 990, PART VI, SECTION C, LINE 19 THE FINANCIAL STATEMENTS ARE AVAILABLE ON THE DIGITAL ASSURANCE CORPORATION WEBSITE. THE GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE NOT MADE AVAILABLE TO THE PUBLIC. FORM 990, PART XI, LINE 9: RELIEF OF "DUE TO" RELATED ORGANIZATIONS -10,066,766. NORTHBAY HEALTH ADVANTAGE LLC 4500 BUSINESS CENTER DRIVE FAIRFIELD CA 94534 942495998 PROPERTY HOLDING COMPANY CA 8275109 65395642 NORTHBAY HEALTH ADVANTAGE NORTHBAY HEALTH ADVANTAGE ASC LLC 4500 BUSINESS CENTER DRIVE FAIRFIELD CA 94534 942495998 PROPERTY HOLDING COMPANY CA 1105806 16985451 NORTHBAY HEALTH ADVANTAGE NORTHBAY HEALTHCARE CORPORATION 4500 BUSINESS CENTER DRIVE FAIRFIELD CA 94534 680046750 TO SUPPORT THE OPERATION OF NORTHBAY HEALTHCARE GROUP & AFFILIATES CA 501(C)(3) LINE 12B, II N/A 0 NORTHBAY HEALTHCARE GROUP 1200 B GALE WILSON BLVD FAIRFIELD CA 94533 941458282 OPERATES TWO NONPROFIT HOSPITALS CA 501(C)(3) LINE 3 NORTHBAY HEALTHCARE CORPORATION 0 NORTHBAY HEALTHCARE FOUNDATION 4500 BUSINESS CENTER DRIVE FAIRFIELD CA 94534 942995085 PROVIDES FUNDRAISING FOR NORTHBAY HEALTHCARE GROUP & AFFILIATES CA 501(C)(3) LINE 12B, II NORTHBAY HEALTHCARE CORPORATION 0 SOLANO DIAGNOSTIC PARTNERS 1101 B GALE WILSON BLVD FAIRFIELD CA 94533 931013774 DIAGNOSTIC IMAGING CA NORTHBAY HEALTH ADVANTAGE RELATED 394311 4264894 0 1 0.95000 0 0 0 0 0 0 0 0 0 1 1 0 1 1 1 1 0 0 0