2024-05-15T13:36:45-05:00 2023-06-30 910189318 MOSS ADAMS LLP 101 SECOND STREET SUITE 900 SAN FRANCISCO CA 94105 990 2022-07-01 680467715 NAPA VALLEY VINTNERS COMMUNITY HEALTH CENTER NAPA 7072541770 1141 PEAR TREE LANE 100 NAPA CA 94558 ALICIA HARDY CEO 7072541770 2024-05-14 1 ALICIA HARDY 999009999 0 MICHAEL LUMSDEN P01262236 4159561500 2024-05-14 0 AAL1 IAL1 2022 2023-04-26 12:10:37Z ALICIA HARDY 1141 PEAR TREE LANE 100 NAPA CA 94558 138807 0 X WWW.OLEHEALTH.ORG X 2000 CA TO SUPPORT LOCAL HEALTH CARE PROVIDERS THAT SERVE LOW-INCOME INDIVIDUALS. 5 5 0 5 0 0 0 0 207876 120000 30755 18807 0 0 238631 138807 0 0 0 0 0 0 0 0 0 315421 521464 315421 521464 -76790 -382657 5526686 7044651 0 0 5526686 7044651 TO SUPPORT LOCAL HEALTHCARE PROVIDERS THAT SERVE LOW-INCOME INDIVIDUALS. 0 0 513397 0 120000 THE ORGANIZATION MAINTAINS A 25,000 SQUARE FOOT FACILITY THAT IT RENTS TO OLE HEALTH, ITS SUPPORTED ORGANIZATION, AT BELOW-MARKET RATES. THE FACILITY IS UTILIZED TO SUPPORT OLE HEALTH IN SERVING LOW-INCOME, MEDICALLY UNINSURED, OR UNDER-INSURED INDIVIDUALS IN NEED OF AFFORDABLE HEALTH CARE SERVICES. 513397 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 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 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 5 5 0 0 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 CA X ROSE MACISAAC 7072541770 1141 PEAR TREE LANE 100 NAPA CA 94558 E RICHARD JONES PRESIDENT 1.00 3.00 X X 0 0 0 C EDWIN FARVER SECRETARY / TREASURER 2.00 0.00 X X 0 0 0 CYRIL CHAPPELLET CHAIR 1.00 0.00 X X 0 0 0 RICHARD E WALTON DIRECTOR 1.00 0.00 X 0 0 0 STEPHEN A CORLEY DIRECTOR 1.00 0.00 X 0 0 0 HEMANTA MUNGUR CFO THROUGH 5/2023 1.00 39.00 X 0 229821 9419 ALICIA HARDY CHIEF EXECUTIVE OFFICER 1.00 39.00 X 0 377325 13077 ROSE MACISAAC CFO START 6/2023 1.00 39.00 X 0 66536 5065 0 673682 27561 0 0 1 0 0 RENTAL INCOME 531120 120000 120000 120000 18807 18807 138807 120000 0 18807 3500 3500 1392 1392 3000 3000 15897 15897 497500 497500 TAXES & LICENSES 175 175 521464 513397 8067 0 259560 293057 0 120000 2885 476 6685000 497500 4773377 6187500 490864 443618 5526686 7044651 0 0 X 5526686 7044651 5526686 7044651 5526686 7044651 X -382657 -11003 1911625 X 0 1 X 1 0 X X 1 OLE HEALTH 237221695 7 0 0 120000 1 0 120000 1 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 1 0 SCHEDULE A, PART I, LINE 12G, COLUMN (VI): THE ORGANIZATION MAINTAINS A 25,000 SQUARE FOOT FACILITY WHICH IT RENTS TO OLE HEALTH, ITS SUPPORTED ORGANIZATION. SCHEDULE A, PART IV, SECTION A, LINE 5A: EFFECTIVE 7/1/2022, THE ORGANIZATION SUBSTITUTED AUCTION NAPA VALLEY (FEIN: 94-2702203) WITH OLE HEALTH (FEIN: 23-7221695) AS ITS SUPPORTED ORGANIZATION. BOTH AUCTION NAPA VALLEY AND OLE HEALTH ARE SECTION 509(A)(1) ORGANIZATIONS DESCRIBED IN SECTION 170(B)(1)(A)(VI). THE TRANSACTION NATURALLY BUILDS ON NAPA VALLEY VINTNERS COMMUNITY HEALTH CENTER AND OLE HEALTH'S LONGSTANDING PARTNERSHIP. IN DECEMBER 2021, THE BOARDS OF DIRECTORS OF AUCTION NAPA VALLEY, OLE HEALTH, AND NAPA VALLEY VINTNERS COMMUNITY HEALTH CENTER AGREED THAT THE NAPA VALLEY VINTNERS COMMUNITY HEALTH CENTER WOULD BECOME A SUPPORTING ORGANIZATION OF OLE HEALTH, EFFECTIVE JULY 1, 2022. A RESOLUTION WAS SIGNED ON MARCH 8, 2022 WHICH RESOLVED THAT THE BOARD OF DIRECTORS OF NAPA VALLEY VINTNERS COMMUNITY HEALTH CENTER: (I) APPROVES THE TRANSFER OF NAPA VALLEY VINTNERS COMMUNITY HEALTH CENTER TO SUPPORT OLE HEALTH, A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION; (II) APPROVES THE RESTATEMENT OF THE ARTICLES OF INCORPORATION OF NAPA VALLEY VINTNERS COMMUNITY HEALTH CENTER TO SUBSTITUTE AUCTION NAPA VALLEY WITH OLE HEALTH AS THE NAMED SUPPORTING ORGANIZATION; AND (III) APPROVES THE RESTATEMENT OF THE BYLAWS OF NAPA VALLEY VINTNERS COMMUNITY HEALTH CENTER TO SUBSTITUTE AUCTION NAPA VALLEY WITH OLE HEALTH AS THE ORGANIZATION WITH THE POWER TO APPOINT THE MEMBERS OF THE BOARD OF DIRECTORS OF NAPA VALLEY VINTNERS COMMUNITY HEALTH. THE ARTICLES OF INCORPORATION AND BYLAWS WERE AMENDED, EFFECTIVE JULY 1, 2022. 2705000 2705000 3980000 497500 3482500 6187500 X PART X, LINE 2: THE ORGANIZATION IS A NONPROFIT CORPORATION UNDER INTERNAL REVENUE CODE SECTION 501(C)(3) AND HAS BEEN GRANTED TAX-EXEMPT STATUS BY THE INTERNAL REVENUE SERVICE AND THE CALIFORNIA REVENUE AND TAXATION CODE. AS OF JUNE 30, 2023 AND 2022, THE ORGANIZATION HAD NO UNRECOGNIZED TAX POSITIONS OR UNCERTAIN TAX POSITIONS REQUIRING ACCRUAL. THEREFORE, NO PROVISION FOR INCOME TAXES HAS BEEN PROVIDED IN THE CONSOLIDATED FINANCIAL STATEMENTS. 0 0 0 0 0 0 0 0 0 ALICIA HARDY CHIEF EXECUTIVE OFFICER 0 338640 0 35085 0 3600 0 10863 0 2214 0 390402 0 0 HEMANTA MUNGUR CFO THROUGH 5/2023 0 221051 0 8770 0 0 0 0 0 9419 0 239240 0 0 PART I, LINE 3 THE ORGANIZATION'S CEO IS COMPENSATED BY OLE HEALTH, A RELATED ORGANIZATION. OLE HEALTH UTILIZES THE FOLLOWING METHODS TO DETERMINE COMPENSATION FOR THE CEO: COMPENSATION SURVEY OR STUDY; APPROVAL BY BOARD OR COMPENSATION COMMITTEE. FORM 990, PART VI, SECTION A, LINE 4 EFFECTIVE JULY 1, 2022 THE ORGANIZATION AMENDED ITS ARTICLES OF INCORPORATION AND BYLAWS. THE SIGNIFICANT CHANGES TO THOSE AMENDMENTS INCLUDE: (I) SUBSTITUTING AUCTION NAPA VALLEY WITH OLE HEALTH AS THE NAMED SUPPORTING ORGANIZATION WITHIN THE AMENDED ARTICLES OF INCORPORATION; AND (II) PROVIDING THAT OLE HEALTH (RATHER THAN AUCTION NAPA VALLEY) MAY APPOINT MEMBERS OF THE BOARD OF NAPA VALLEY VINTNERS COMMUNITY HEALTH CENTER WITHIN THE AMENDED BYLAWS. FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION DOES NOT HAVE "MEMBERS" BY DEFINITION OF THE BYLAWS; HOWEVER, THE FORM 990 INSTRUCTIONS FURTHER DEFINES A "MEMBER" AS ANY PERSON (INCLUDING A CORPORATION OR OTHER LEGAL ENTITY) WITH THE POWER TO APPOINT MEMBERS OF THE GOVERNING BODY. ACCORDINGLY, THE ORGANIZATION HAS ONE SOLE MEMBER: OLE HEALTH, A NONPROFIT PUBLIC BENEFIT CORPORATION. FORM 990, PART VI, SECTION A, LINE 7A EACH OF THE MEMBERS OF THE BOARD OF DIRECTORS IS APPOINTED BY OLE HEALTH, A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION. FORM 990, PART VI, SECTION A, LINE 7B DISSOLUTION OF THE CORPORATION REQUIRES THE APPROVAL OF OLE HEALTH, THE SUPPORTED ORGANIZATION. FORM 990, PART VI, SECTION B, LINE 11B TO PREPARE THE FORM 990, THE ORGANIZATION UTILIZED A PROFESSIONAL ACCOUNTING FIRM WHO WORKED WITH THE FINANCE AND ACCOUNTING TEAM OF THE SUPPORTED ORGANIZATION (OLE HEALTH) TO GATHER THE REQUIRED INFORMATION. UPON REVIEW OF THE FORM 990 BY THE MANAGEMENT TEAM OF OLE HEALTH, A COPY OF THE FORM 990 WITH ALL RELATED SCHEDULES AND STATEMENTS WAS PROVIDED TO MEMBERS OF THE BOARD OF DIRECTORS BEFORE FILING IN ORDER TO ALLOW SUFFICIENT TIME FOR REVIEW AND COMMENT. FORM 990, PART VI, SECTION B, LINE 12C EACH DIRECTOR ANNUALLY SIGNS A STATEMENT THAT AFFIRMS THAT THEY: (I) HAVE RECEIVED A COPY OF THE CONFLICT OF INTEREST POLICY, HAVE READ AND UNDERSTOOD THE POLICY, AND HAVE AGREED TO COMPLY WITH THE POLICY, AND (II) WILL TRUTHFULLY DISCLOSE THEIR FINANCIAL INTERESTS AND FAMILY RELATIONSHIPS THAT COULD GIVE RISE TO ANY ACTUAL OR POTENTIAL CONFLICTS OF INTEREST. EACH INSIDER WITH A POTENTIAL CONFLICT OF INTEREST SHALL PROMPTLY DISCLOSE TO THE BOARD ALL MATERIAL FACTS REGARDING HIS/HER INTEREST IN THE TRANSACTION. THE BOARD THEN REVIEWS THE MATERIAL FACTS CONCERNING SUCH INTERESTED PERSON'S INTEREST IN THE TRANSACTION AND DETERMINES IF THE INTEREST CONSTITUTES A CONFLICT OF INTEREST. IF A CONFLICT OF INTEREST HAS BEEN FOUND, THE BOARD MAY ASK QUESTIONS OF AND RECEIVE PRESENTATIONS FROM THE INSIDERS AND ANY OTHER INTERESTED PERSONS, BUT DELIBERATES AND VOTE ON THE TRANSACTION IN THEIR ABSENCE. AFTER EXERCISING DUE DILIGENCE, WHICH MAY INCLUDE INVESTIGATING ALTERNATIVES THAT PRESENT NO CONFLICT OF INTEREST, THE BOARD DETERMINES WHETHER THE TRANSACTION IS IN THE ORGANIZATION'S BEST INTEREST, FOR ITS OWN BENEFIT, AND WHETHER IT IS FAIR AND REASONABLE TO THE ORGANIZATION. FORM 990, PART VI, SECTION B, LINE 15 THE ORGANIZATION DOES NOT COMPENSATE ANY EMPLOYEES; ACCORDINGLY, FORM 990, PART VI, SECTION B, LINES 15A AND 15B HAVE BEEN MARKED "NO" IN ACCORDANCE WITH THE FORM 990 INSTRUCTIONS. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PART XI, LINE 9: INHERENT CONTRIBUTION - STEP-UP TO FAIR VALUE DUE TO ACQUISITION 1,911,625. OLE HEALTH 1141 PEAR TREE LANE SUITE 100 NAPA CA 94558 237221695 HEALTH CARE TO LOW INCOME AND UNINSURED RESIDENTS CA 501(C)(3) LINE 7 N/A 0 OLE HEALTH FOUNDATION 1141 PEAR TREE LANE SUITE 100 NAPA CA 94558 680149424 FUNDRAISING CA 501(C)(3) LINE 7 OLE HEALTH 0 OLE HEALTH NMTC 1141 PEAR TREE LANE SUITE 100 NAPA CA 94558 815395044 NMTC FINANCING FOR EXEMPT ACTIVITIES CA 501(C)(3) LINE 12A, I OLE HEALTH 0 0 0 0 0 0 0 0 0 0 1 0 0 1 1 0 0 0 0 0