HomeMy WebLinkAboutWQ0043973_Application (FTSE)_20221114NC Dept of Environmental Quality State of North Carolina
Department of Environmental Quality
DWR Division of Water Resources
NOV 14 2W FAST TRACK SEWER SYSTEM EXTENSION APPLICATION
Divlsion of Water Resources FTA 06-21 & SUPPORTING DOCUMENTATION
Application Number: U/0 004h3g Z3 (to be completed by DwR)
All items must be com leted or the application will be returned
I. APPLICANT INFORMATION:
1. Applicant's name: WakeMed (company, municipality, HOA, utility, etc.)
2. Applicant type: ❑ Individual ® Corporation ❑ General Partnership
❑ Federal ❑ State/County ❑ Municipal
3. Signature authority's name: Tom Cavender per .15A NCAC 02T _0106fb1
Title: Vice President
4. Applicant's mailing address: 3000 New Bern Ave
City: Raleigh State: NC Zip: 27610-1231
5. Applicant's contact information:
Phone number: (219) 350-8098 Email Address: tcavender@wakemed.or
II. PROJECT INFORMATION:
❑ Privately -Owned Public Utility
❑ Other
1. Project name: WakeMed MOB Fuguay-Varina
2. Application/Project status: ® Proposed (New Permit) ❑ Existing Permit/Project
If a modification, provide the existing permit number: WQ00 and issued date:
For modifications, also attach a detailed narrative description as described in Item G of the checklist.
If new construction, but part of a master plan, provide the existing permit number: WQ00
3. County where project is located: Wake
4. Approximate Coordinates (Decimal Degrees): Latitude: 35.6062 Longitude:-78,7435 '
5. Parcel ID (if applicable): (or Parcel ID to closest downstream sewer)
III. CONSULTANT INFORMATION:
1. Professional Engineer: Roy P. Lorenzen License Number: 15834
Firm: Stewart, Inc
Mailing address: 223 S West St, Suite 1100
City: Raleigh State: NC Zip: 27603-4093
Phone number: (919) 380-8750 Email Address:.RLorenzen@stewartinc.com
IV, WASTEWATER TREATMENT FACILITY (WWTF) INFORMATION:
I. Facility Name: Terrible Creek WWTP Permit Number: NCO066516
Owner Name: Town of Fuguay-Varina
V. RECEIVING DOWNSTREAM SEWER INFORMATION:
1. Permit Number(s): WQ unknown
2. Downstream (Receiving) Sewer Information: 16 inch l J Gravity ® Force Main
3. System Wide Collection System Permit Number(s) (if applicable): WQCS00193
Owner Name(s): Town of Fuauay-Varina
FORM: FTA 06-21 Page 1 of 5
VI. GENERAL REQUIREMENTS
1. If the Applicant is a Privately -Owned Public Utility, has a Certificate of Public Convenience and Necessity been attached?
[:]Yes ❑ No ® NIA
2. If the Applicant is a Developer of lots to be sold, has a Developer's Operational Agreement (FORM: DEVI been attached?
❑ Yes ❑ No ® N/A
3. If the Applicant is a Home/Property Owners' Association, has an HOA/POA Operational Agreement 1F0K%4: HOA) and
supplementary documentation as required by 15A NCAC 02T.0115(c) been attached?
❑ Yes ❑ No ® N/A
4. Origin of wastewater: (check all that apply):
❑ Residential (Individually Owned) ❑ Retail (stores, centers, malls) ❑ Car Wash
❑ Residential (Leased) ❑ Retail with food preparation/service ❑ Hotel and/or Motels
❑ School / preschool / day care ® Medical / dental / veterinary facilities ❑ Swimming Pool/Clubhouse
❑ Food and drink facilities ❑ Church ❑ Swimming Pool/Filter Backwash
❑ Businesses / offices / factories ❑ Nursing Home ❑ Other (Explain in Attachment)
5. Nature of wastewater: 100 % Domestic % Commercial % Industrial f.See 15A NCAC 02T .0103(20))
If Industrial, is there a Pretreatment Program in effect? ❑ Yes ❑ No
6. Hasa flow reduction been approved under ! SA NCAC 02T _01141f)? ❑ Yes ❑ No
➢ If yes, provide a copy of flow reduction approval letter with this application
7. Summarize wastewater generated by project:
Establishment Type (see 02T.0114(f))
Daily Design Flow Y,b
No. of Units
Flow
Building l & Future Building - Staff
250 gal/day/person
346
86,500 GPD
Building l & Future Building - Patients
60 gat/day/person
266
15,960 GPD
gal/
GPD
gal/
GPD
gal/
GPD
gal/
GPD
Total
102,460 GPD
a See I *A NCAC 02T .0114(b), (d). (e)(1) and (c)(2) for caveats to wastewater design flow rates (i.e., minimum flow per
dwelling; proposed unknown non-residential development uses; public access facilities located near high public use areas;
and residential property located south or cast of the Atlantic Intracoastal Waterway to be used as vacation rentals as defined
in G.S. 42 A-4).
b Per 15A NCAC 02T .01 14(c), design flow rates for establishments not identified [in table 15A NCAC U2T.01141 shall be
determined using available flow data, water using fixtures, occupancy or operation patterns, and other measured data.
8. Wastewater generated by project: 102,460 GPD (per t JA NCAC 02T .0114)
➢ Do not include future flows or previously permitted allocations
If permitted flow is zero, please indicate why:
❑ Pump Station/Force Main or Gravity Sewer where flow will be permitted in subsequent permits that connect to this line.
Please provide supplementary information indicating the approximate timeframe for permitting upstream sewers with flow.
❑ Flow has already been allocated in Permit Number: Issuance Date:
❑ Rehabilitation or replacement of existing sewers with no new flow expected
❑ Other (Explain):
FORM: FIFA 06 21 Page 2 of 5
VII. GRAVITY SEWER DESIGN CRITERIA (If Applicable) - 02T .0305 & MDC (Gravity Sewers):
1. Summarize gravity sewer to be permitted:
Size (inches) Length (feet) Material
8 750 PVC
➢ Section Il & III of the MDC for Permitting of Gravity Sewers contains information related to design criteria
➢ Section III contains information related to minimum slopes for gravity sewer(s)
➢ Oversizing lines to meet minimum slope requirements is not allowed and a violation of the MDC
VIII. PUMP STATION DESIGN CRITERIA (If Applicable) — 02T .0305 & MDC (Pump Stations/Force Mains):
PROVIDE A SEPARATE COPY OF THIS PAGE FOR EACH PUMP STATION INCLUDED IN THIS PROJECT
1. Pump station number or name: WakeMed-FV
2. Approximate Coordinates (Decimal Degrees): Latitude: 35.6062 Longitude:-78.7435:'
3. Total number of pumps at the pump station: 2
3. Design flow of the pump station: 0.72 millions gallons per day (firm capacity)
➢ This should reflect the total GPM for the pump station with the largest pump out of service.
4. Operational point(s) per pump(s): 557 gallons per minute (GPM) at 45 feet total dynamic head (TDH)
5. Summarize the force main to be permitted (for this Pump Station):
Size (inches)
Length (feet)
Material
6
140
PVC
8
760
HDPE
If any portion of the force main is less than 4 inches in diameter, please identify the method of solids reduction per
MDCPSFM Section 2.01C.I.b. ❑ Grinder Pump ❑ Mechanical Bar Screen ❑ Other (please specify)
6. Power reliability in accordance with 15A NCAC 02T .l}305fh)f 1):
® Standby power source or ❑ Standby pump
➢ Must have automatic activation and telemetry - 15A NCAC 02T.0305(h)(1)(B)_
➢ Required for all pump stations with an average daily Flow greater than or equal to 15,000 gallons per day
➢ Must be permanent to facility and may not be portable
Or if the pump station has an average daily flow less than 15,000 gallons per day 15A NCACO2T-0305(h)(1)(C):
❑ Portable power source with manual activation, quick -connection receptacle and telemetry -
or
❑ Portable pumping unit with plugged emergency pump connection and telemetry:
➢ Include documentation that the portable source is owned or contracted by the applicant and is compatible with the station.
➢ If the portable power source or pump is dedicated to multiple pump stations, an evaluation of all the pump stations' storage
capacities and the rotation schedule of the portable power source or pump, including travel timeframes, shall be provided
as part of this permit application in the case of a multiple station power outage.
FORM: FTA 06 21 Page 3 of 5
IX. SETBACKS & SEPARATIONS — (02B .0200 & 15A NCAC 02T.0305(f)):
1. Does the project comply with all separations/alternatives found in 15A NCAC 02T .0305(f) & ( " ® Yes ❑ No
15A NCAC 02T.0305(f) contains minimum separations that shall be provided for sewer systems:
Setback Parameter*
Separation Required
Storm sewers and other utilities not listed below (vertical)
18 inches
'Water mains (vertical - water over sewer preferred, including in benched trenches)
18 inches
'Water mains (horizontal)
10 feet
Reclaimed water lines (vertical - reclaimed over sewer)
18 inches
Reclaimed water lines (horizontal - reclaimed over sewer)
2 feet
**Any private or public water supply source, including any wells, WS-I waters of Class I or
Class II impounded reservoirs used as a source of drinking water, and associated wetlands.
100 feet
**Waters classified WS (except WS-I or WS-V), B, SA, ORW, HQW, or SB from normal
high water (or tide elevation) and wetlands associated with these waters (see item IX.2)
50 feet
**Any other stream, lake, impoundment, or ground water lowering and surface drainage
ditches, as well as wetlands associated with these waters or classified as WL.
10 feet
Any building foundation (horizontal)
5 feet
Any basement (horizontal)
10 feet
Top slope of embankment or cuts of 2 feet or more vertical height
10 feet
Drainage systems and interceptor drains
5 feet
Any swimming pools
10 feet
Final earth grade (vertical)
36 inches
➢ If noncompliance with 02T.0305tf) or ta), see Section X.1 of this application
*15A NCAC 02T.0305(g) contains alternatives where separations in 02T.0305(f) cannot be achieved. Please check "yes"
above if these alternatives are used and provide narrative information to explain.
**Stream classifications can be identified using the Division's NU Surface Water Classifications wcbpW
2. Does this project comply with the minimum separation requirements for water mains? ® Yes [-]No ❑ N/A
➢ If no, please refer to 15A NCAC 18C.0906(f) for documentation requirements and submit a separate document,
signed/sealed by an NC licensed PE, verifying the criteria outlined in that Rule.
3. Does the project comply with separation requirements for wetlands? ® Yes [:]No ❑ N/A
➢ Please provide supplementary information identifying the areas of non-conformance.
➢ See the Division's draft separation requirements for situations where separation cannot be met.
➢ No variance is required if the alternative design criteria specified is utilized in design and construction.
4. Is the project located in a river basin subject to any State buffer rules? ❑ Yes Basin name: ® No
If yes, does the project comply with setbacks found in the river basin rules per 15A NCAC 02B .0200? ❑ Yes ❑ No
➢ This includes Trout Buffered Streams per 15A NCAC 2B.0202
5. Does the project require coverage/authorization under a 404 Nationwide/individual permits ❑ Yes ® No
or 401 Water Quality Certifications?
➢ Please provide the permit number/permitting status in the cover letter if coverage/authorization is required.
6. Does project comply with 15A NCAC 02T.0105(cX6) (additional permits/certifications)? ® Yes ❑ No
Per I.S.-k NCAC D2T,0105(c)(6), directly related environmental permits or certification applications must be being prepared,
have been applied for, or have been obtained. Issuance of this permit is contingent on issuance of dependent permits (erosion
and sedimentation control plans, stormwater management plans, etc.).
Does this project include any sewer collection lines that are deemed "high -priority?" ❑ Yes ® No
Per 15A NCAC 02T.0402, "high -priority sewer" means any aerial sewer, sewer contacting surface waters,
siphon, or sewers positioned parallel to streambanks that are subject to erosion that undermines or deteriorates the sewer.
Siphons and sewers suspended through interference/conflict boxes require a variance approval.
➢ If yes, include an attachment with details for each line, including type (aerial line, size, material, and location).
High priority lines shall be inspected by the permitiee or its representative at least once every six -months and
inspections documented per 15A NCAC 02T.0403(a)(5) or the permittee's individual System -Wide Collection permit.
FORM: FTA 06-21 Page 4 of 5
X. CERTIFICATIONS:
1. Does the submitted system comply with 15A NCAC 02T, the Minimum Design Criteria for the Permitting: of Puntp Stations
a F CC Mains {latent version). and the Gravity Sewer Minimum Design Criteria (latest version) as applicable?
R Yes n No
If no, for projects requiring a single variance, complete and submit the Variance/Alternative Design Request application
(VADC 10 14) and supporting documents for review to the Central Office. Approval of the request will be issued
concurrently with the approval of the permit, and ro•ects reguiring a variance approval may be subject to longer
review times. For projects requiring two or more variances or where the variance is determined by the Division to be a
significant portion of the proiect, the full technical review is required.
2. Professional Engineer's Certification:
1, Roy P Lorenzen , attest that this application for WakeMed MOB Fuquay Varina
(Professional Engineer's name from Application Item I11.1.1 (Project Name from Application Item IL I
has been reviewed by me and is accurate, complete and consistent with the information supplied in the plans,
specifications, engineering calculations, and all other supporting documentation to the best of my knowledge. I further
attest that to the best of my knowledge the proposed design has been prepared in accordance with the applicable regulations,
Minimum Design Criteria for Gravity Sewers (latest version), and the Mirtimum Design Criteria for the I-ast-Track Permitting
of Pump Stations and Force Mains (latest version). Although other professionals may have developed certain portions of this
submittal package, inclusion of these materials under my signature and seal signifies that I have reviewed this material and
have judged it to be consistent with the proposed design -
NOTE - In accordance with General Statutes 143-215.6A and 143-215.613, any person who knowingly makes any false
statement, representation, or certification in any application package shall be guilty of a Class 2 misdemeanor, which may
include a fine not to exceed $10,000, as well as civil penalties up to $25,000 per violation. Misrepresentation of the application
information, including failure to disclose any design non-compliance with the applicable Rules and design criteria, may subject
the North Carolina -licensed Professional Engineer to referral to the licensing board. (21 NCAC 56.0701)
---------------
North Carolina Professional Engineer's seal, signature, and date: \���(N CARp��%,�
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3. Applicant's Certification per 15A NCAC 02T .0106(b):
1, Tom Cavender , attest that this application for WakeMed MOB - Fuquay Varina
(Signature Authority Name from Application Itcm 1.3.) (Project Name from Application Item 11.1)
attest that this application has been reviewed by me and is accurate and complete to the best of my knowledge.
1 understand that if all required parts of this application are not completed and that if all required supporting documentation
and attachments are not included, this application package is subject to being returned as incomplete. I understand that any
discharge of wastewater from this non -discharge system to surface waters or the land will result in an immediate enforcement
action that may include civil penalties, injunctive relief, and/or criminal prosecution. I will make no claim against the Division
of Water Resources should a condition of this permit be violated. I also understand that if all required parts of this application
package are not completed and that if all required supporting information and attachments are not included, this application
package will be returned to me as incomplete.
NOTE In accordance with General Statutes 143 215.6A and 143 215.6B, any person who knowingly makes any false
statement, representation, or certification in any application package shall be guilty of a Class 2 misdemeanor, which may
include a fine not to exceed $10,000 as well as civil penalties up to $25,000 per violation.
Signature: _ - Date:
FORM: FTA 06-21 Pagc 5 of 5
NC Dept of Environmental Quality State of North Carolina
Department of Environmental Quality
DWR NOV 14 2022 Division of Water Resources
Dlvislon of Water Resources Flow Tracking for Sewer Extension Applications
Raleigh Regional OffiCe (FTSE 10-18)
Entity Requesting Allocation: Town of Fuquay-Varina
Project Name for which flow is being requested: WakeMed MOB - Fuquay-Varina
More than one FTSE pray be required for a single project if the owner of Ilse WWTP is not responsible for all pump
stations along the route of the proposed wastewater flow.
1. Complete this section only if you are the owner of the wastewater treatment plant.
a. WWTP Facility Name: Terrible CreekWWTP
b. WWTP Facility Permit #: NCO066516
All flows are in MGD
c. WWTP facility's permitted flow 3.000
d. Estimated obligated flow not yet tributary to the WWTP 1.212
e. WWTP facility's actual avg. flow 1.290
f. Total flow for this specific request 0.102
g. Total actual and obligated flows to the facility 2.442
h. Percent of permitted flow used 83.4%
11. Complete this section for each pump station you are responsible for along the route of this proposed
wastewater flow.
List pump stations located between the project connection point and the WWTP:
(A) (B) (C) (D) (B+C) (E)=(A-D)
Design Obligated,
Pump Pump Average Approx. Not Yet Total Current
Station Station Firm Daily Flow** Current Tributary Flow Pius
(Name or Permit Capacity, * (Firm pfl, Avg. Daily Daily Flow, Obligated Available
Number) No. MGD MGD Flow, MGD MGD Flow Capacity***
* The Firm Capacity (design flow) of any pump station is defined as the maximum pumped flow
that can be achieved with the largest pump taken out of service.
** Design Average Daily Flow is the firm capacity of the pump station divided by a peaking factor
(pf) not less than 2.5, per Section 2.02(A)(4)(c) of the Minimum Design Criteria.
*** A Planning Assessment Addendum shall be attached for each pump station located
between the project connection point and the WWTP where the Available Capacity is ¢ 0.
Downstream Facility Name (Sewer); Terrible Creek WWTP
Downstream Permit Number: NCO066516
Page l of 6
FTSE 10-18
I11. Certification Statement:
1 Michael Wagner certify to the best of my knowledge that the addition of
the volume of wastewater to be permitted in this project has been evaluated along the route to the receiving
wastewater treatment facility and that the flow from this project is not anticipated to cause any capacity
related sanitary sewer overflows or overburden any downstream pump station en route to the receiving
treatment plant under normal circumstances, given the implementation of the planned improvements
identified in the planning assessment where applicable. This analysis has been performed in accordance
with local established policies and procedures using the best available data. This certification applies to
those items listed above in Sections I and 11 plus all attached planning assessment addendums for which I
am the responsible party. Signature of this form certifies that the receiving collection system or treatment
works has adequate capacity to transport and treat the proposed new wastewater.
Signing Off cial
Public Utilities Director
Title of Signing Official
11108/2022
Date
Page 2 of 6
FTSE 10-18
Engineering
ASSDeI4StJ[n�tronmental Quali
tiY
09-Nov-2022
NCDEQ/RRO
Water Quality Section
3800 Barrett Dr
Raleigh INC 27609
NOV 14 M
Raleigh Regional Office
In Re: Application Package — FTSE
WakeMed MOB — Fuquay Varina
post office box 1990
leland, nc 28451-1990
ph: 252,393.8562
ncbels firm: P-0432
via UPS Overnight
Please find, herewith, original and copy set, in order of appearance:
1. Fast Track Application Application (FTA)
2. Flow Tracking for Sewer Extension Application (FTSE)
3. Our check 012049 for $ 480 application fee, payable to NCDEQ
4. Articles for Incorporation for WakeMed (Applicant)
5. Location Map — Excerpt of USGS Quad
6. Location Map -- Excerpt of Fuquay Varina GIS Map
For Approval and in request of Permit to Construct facilities described in the following:
WakeMed proposes to construct gravity sanitary sewer collection system, sanitary sewer
pumping station and forcemain to serve the first of two buildings to be constructed on a site
located on the south side of US410 in northern Fuquay-Varina, Wake County, NC. The facilities
will be privately owned and maintained by WakeMed. Design of the gravity and force mains has
been designed by Stewart, Inc (Roy Lorenzen, PE) the primary civil engineering consultant on the
project, the pump station design is by the below signed.
The pump station design conforms to all applicable requirements of Title 15A NCAC 02T, and
includes: precast concrete wetwell, influent grinder, duplex solids handling pumps, controls,
telemetry, stationary standby power with automatic transfer switch, security fencing, site work
and ancillary facilities. The pumps are controlled by dual variable frequency drives to provide
operating flexibility to address changes in flow trends over time. The pump station and all
associated work is to be constructed on a single site also to contain the Medical Office Buildings.
The forcemain from the pump station is proposed to connect to an existing 16-inch forcemain
located in the right-of-way of US401, which connects to the Terrible Creek Interceptor sewer a
short distance upstream from the Terrible Creek WWTP. All facilities downstream of the
connection of the proposed forcemain, including the existing 16-inch forcemain and interceptor
sewer have sufficient capacity and are owned and maintained by the Town of Fuquay-Varina.
Your kind attention to this application and issuance of permit is requested and appreciated, so
that this valuable facility to the community can proceed with construction.
James R. Butler, PE
c: Roy Lorenzen, PE
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SOSID: 0132946
NC Dept of Environmental Quality t Date Filed: 6/2W2019 11:44:00 AM
Elaine F. Marshall
North Carolina Secretary of State
NOV 14 2022 C2019 141 01078
State of North Carolina
Raleigh Regional Office Department of the Secretary of State
ARTICLES OF RESTATEMENT
FOR NONPROFIT CORPORATION
Pursuant to §55A-10-06 of the General Statutes of North Carolina, the undersigned corporation hereby
submits the following for the purpose of restating its Articles of Incorporation.
1. The name of the corporation is: WakeMed
2. The text of the Restated Articles of Incorporation is attached.
3. (Check a, b, c. andlor d, as applicable.)
a. _a These Restated Articles of Incorporation were adopted by the board of directors and
do not contain an amendment.
b. These Restated Articles of Incorporation were adopted by the board of directors and
contain an amendment not requiring member approval. (Set forth a brief explanation of why
member approval was not required for such amendment.)
C. nThese Restated Articles of Incorporation contain an amendment requiring member
approval, and member approval was obtained as required by Chapter 55A of the North
Carolina General Statutes.
d. L►a1 These Restated Articles of Incorporation contain an amendment requiring approval by
a person whose approval is required pursuant to N.C.G.S. §55A-10-30, and such approval was
obtained.
4. These articles will be effective upon filing, unless a delayed date and/or time is specified:
This the 81h day of May .2019 .
WakeMed
Name Corporation
gna ur I
airne Oxhoim, Assist a General Counsel
Type or Print Name and Title
Notes:
I . Filing fee is S 10, unless the Restated Articles of Incorporation include an amendment, in which case the filing fee
is $25.
2. This document must be filed with the Secretary of State.
BUSMSS REGISTRATION DIVISION P.0 BOX 29622 Raleigh, NC 27626-0622
(Revised August 2017) Form N43
i
I
RESTATED ARTICLES OF INCORPORATION
OF
W AKEMED
WHEREAS, the articles of incorporation of WakeMed were originally filed on September 9,
1965 as thereafter amended from time to time, restated on March 6, 1997, and further amended in part on
February 23, 1998; and
WHEREAS, the WakeMed Board of Directors and the Board of Commissioners for the County
of Wake approved another amendment to the restated articles of incorporation; and
WHEREAS, the WakeMed Board of Directors has determined that it is in its best interest to
restate its articles of incorporation;
NOW, THEREFORE, pursuant to Section 55A-10-06 of the General Statutes of North Carolina,
the undersigned does hereby submit these Restated Articles of Incorporation and to that end does hereby
set forth:
(1) The name of the corporation is WakeMed.
(2) Attached hereto as Exhibit A is the text of the restated Articles of Incorporation of the
corporation.
(3) The restated Articles of Incorporation contain amendments to the Articles of Incorporation. The
amendments were approved by the Board of Directors in accordance with §55A-10-02(b) on May
7, 2019. The corporation has no members. The Board of Commissioners for the County of Wake
approved the amendments on March 18, 2019.
(4) These articles will be effective upon filing.
This the 8 day of May, 20:9.
WAKEMED
EXH111311T A
TEXT OF
AMENDED AND RESTATED
ARTICLES OF INCORPORATION
OF
WAKEMED
ARTICLE I
The name of the corporation is WakeMed
ARTICLE II
The duration of the corporation shall be perpetual.
ARTICLE. III
The purposes for which the corporation is organized are:
(a) To lease, establish, maintain, own, and operate hospitals, including community general
hospitals, clinics, nursing homes, and other health -related facilities and programs to provide for the care
and treatment of persons suffering from illnesses, injuries, or disabilities which require health care.
(b) To supply modern equipment and facilities to aid in the diagnosis and treatment of
disease, and to furnish to the staff of physicians and surgeons who practice in its hospitals an opportunity
to offer to their patients, quickly and economically, the sum of their combined skill and experience.
(c) To furnish to the said staff of physicians and surgeons the use of such physical equipment
for the practice of their profession as will enable them with minimum hardship to give their best efforts
without compensation to those unable to pay for their services, as well as to facilitate them in their service
to patients who are able to pay.
(d) To furnish the equipment and organization for the instruction and training of doctors,
nurses, and technicians for alleviation of disease, and to grant diplomas or certificates in connection with
such instruction or training.
(e) To carry on any educational activities related to the care of the sick and disabled and the
promotion of health and preventive medicine, which, in the opinion of the Board of Directors, may be
justified by the facilities, personnel, funds, or other resources that are, or can be made available.
(f) To aid as far as practicable in the instruction and promotion of research and scientific
investigation in all branches of medicine and surgery.
(g) To participate, so far as circumstances may warrant, in any activity designed and carried
on to promote the general health of the community.
(h) To appoint Medical Staff(s) composed of such physicians and surgeons as may be
recommended by the Medical Staff(s), who, in the judgment of the Board of Directors, are properly
qualified to conduct the professional work of the hospital, and including trained and experienced
technicians, and to promulgate suitable rules governing the conduct of all physicians, surgeons, and
technicians who are permitted to practice in said hospital.
(i) To use the revenues of the corporation and its net earnings, if any, for the purposes for
which this corporation is organized.
U) To accept, to acquire, and to solicit by gift, devise, bequest, or otherwise, donations,
money and property of every kind, nature and description, from any person, firm or corporation, including
any municipality, county, state or the United States of America, and to hold, to manage, to administer, to
use and to invest such money and property and to apply the principal or interest as may be directed by the
donor, or as the Board of Directors of the corporation may determine in the absence of such direction.
(k) To purchase, to lease, to rent and to direct ambulances and ambulance equipment and
accessories and to employ and to train personnel in the operation and maintenance of the game.
(1) To operate, to contract for, to supervise, to direct, to negotiate and to control the
operation or operations of an ambulance service.
(m) To make contracts and incur liabilities, borrow money, issue its notes, bonds, tax exempt
bonds, commercial paper, medium term notes, capital and operating leases, and other obligations, and
secure any of its obligations by mortgage or pledge of all or any of its property, franchises, and income as
the Board of Directors shall direct.
(n) To buy, to sell, to mortgage, to encumber, to pledge, or otherwise own or dispose of all
types of properties, including real and personal and to improve real property.
(o) To engage in any lawful act or activity, for which corporations may be organized under
Chapter 55A of the North Carolina General Statutes as it currently exists or as it may hereafter be
amended; provided however, that the corporation shall not knowingly engage in any activity which would
result in the revocation of its exemption from taxation under §541(c)(3) of the Internal Revenue Code of
1986 or the corresponding provisions of any future United States Internal Revenue law.
3
ARTICLE IV
The corporation shall have no members.
ARTICLE V
The corporation shall not have or issue capital stock and shall be operated without profit to any
Director, officer or any other individual, and no part of the net earnings shall inure, or may lawfully inure,
to the benefit of any Director, officer or any other individual. No Director shall receive compensation for
his or her service as a Director, but shall be entitled to reasonable reimbursement for expenses incurred in
connection with the performance of his or her duties as a Director.
An affirmative vote of twelve of the fourteen members of the Board of Directors of the
corporation in office shall be required in order to dissolve or liquidate the corporation. In the event of the
dissolution or liquidation of the corporation, after paying or adequately providing for the debts and
obligations of the corporation, the Board of Directors shall donate, transfer, deliver and convey all of its
moneys, properties, and other assets: (a) to any successor organization having purposes which are similar
to the existing corporation's purposes, provided that the successor organization is exempt from taxation
under §501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provisions of any future
United States Internal Revenue law and the successor corporation and the donation, transfer, delivery and
conveyance to it are approved in writing by the Wake County Board of Commissioners; or (b) if there is
no successor corporation, then to the County of Wake, to be used by said county exclusively for the
accomplishments of the purposes for which the corporation was formed.
ARTICLE VI
The affairs of the corporation shall be managed by the Board of Directors. All members of the
Board of Directors appointed by the Wake County Board of Commissioners shall be citizens and
residents of Wake County and at least twenty-one years of age. The number of directors shall be fourteen.
Eight of the fourteen directors shall be appointed by the Wake County Board of Commissioners. Six of
the directors shall be elected by the Board of Directors after nomination by the directors not appointed by
the Wake County Board of Commissioners.
With the exception of terms for which expiration dates are set forth hereinafter, all appointments
or elections to the Board of Directors shall be for a period of five (5) years and no person shall be
appointed or elected to the Board of Directors for a term if, upon completion of that term, such person
would have been a director for longer than twelve (12) years. This twelve (12) year limitation is a
lifetime maximum for years of service on the Board, including years of service on the Board prior to the
effective date of the restatement of these Articles, but may be waived by the Wake County Board of
Commissioners for any of the fourteen directors upon request by a majority of the Board of Directors for
persons who have been off the Board for at least two years immediately prior to their subsequent
appointment or election.
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The current directors (as of restatement), their seat numbers for future reference, the length of
their current terms and which entity appoints or elects their successors are as follows-
No./Directors
Term Commencement
Appointing/
& Expiration
Electing Enti
1. James Anthony Penry
5/25/17 -- 5/25/22
County
2. Robert A. Cerwin, M.D.
10/5/10—10/5/15
County
10/6/15 — 5/25/20
3. A. Blanton Godfrey, Ph.D.
3/06/12 — 5/25/12**
Bd. of Directors
5/25/12 — 5/25/17
5/25/17 — 5/25/22
4. Willy E. Stewart
7/06/15 -- 5/25/18**
County
5/26/18 — 5/25/23
5. Thad L. McDonald, M.D,
10/02/18 — 5/25/23
Bd. of Directors
6. Stephen M. Smith
5/25/14 — 5/25/19
County
7. Brenda C. Gibson
5/25/09 — 5/25/14
Bd. of Directors
5/25/14 — 5/25/19
8. Henry L. Darnell
6/03/14 — 5/25/19
Bd. of Directors
9, Sonia M. Barnes
5/25117 — 5/25/20**
County
10. Robert C. Rice, Jr.
5/25/15 — 5/25/20
Bd. of Directors
11. R. Donavon Munford, Jr.
1/22/13 — 5/25/15**
County
5/25/15 — 5/25/20
12. Dan Blue Ili
10/5/15 — 5/25/16**
County
5/26/16 --- 5/25/21
13. Vern Davenport
6/02/15 — 5/25/16**
Bd. of Directors
5/25/16 — 5/25/21
14. Christina Alvarado Shanahan
5/25/11 — 5125/16
County
5/26/16— 5/25/21
** Completed unexpired term of another board member.
As reflected above, the eight (8) seats which the Wake County Board of Commissioners shall be entitled
to appoint hereafter are Seat Numbers 1, 2, 4, 6, 9, 11, 12 and 14. The six (6) seats which the Board of
Directors shall be entitled to elect hereafter pursuant to nominations from the nominating committee
described above are Seat Numbers 3, 5, 7, 8, 10 and 13.
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The procedure for the appointment or election of directors shall be as follows:
(a) At least sixty (60) days before the expiration of the term of office of any director whose
successor is to be appointed by Wake County, the Board of Directors shall notify the Wake County Board
of Commissioners of its obligation to appoint a person to fill the term of the retiring director and the date
upon which the term of that director shall expire.
(b) At least sixty (60) days before the expiration of the term of office of any director whose
successor is to be elected by the Board of Directors, a nominating committee consisting only of the six
directors not appointed by Wake County shall convene and nominate a candidate to succeed the retiring
member. The nominee shall thereafter be elected to the Board by a majority of the corporation's directors
in office. In the event a majority vote for a nominee is not reccivcd, then the nominating committee shall
reconvene and generate a new nomination under the procedures previously described. These procedures
shall be repeated until a nominee of such nominating committee receives a majority vote of the Board of
Directors.
(c) The choice of any director shall be based upon their fitness for such office. To assure the
appointment of a balanced Board and one that reflects the necessary governance expertise for a hospital,
the Wake County Board of Commissioners and the nominating committee prior to making their
appointments or nominations, shall consult with each other and use their best efforts to ensure adequate
citizenry representation, including ethnic diversity, and professional expertise (i.e., minority and
geographic representatives, and business representatives from the areas of finance, insurance,
construction, and legal, among others).
(d) Each director shall serve until his or her successor is appointed or elected as described
above. No director shall be removed, except for cause which shall be defined as mental
incompetency, bad faith, breach of fiduciary responsibility, violation of the corporation's
bylaw on conflicts of interest, absenteeism which is defined as being absent from 40% or more of the
Board's regular and special meetings and meetings of committees on which the director is a member
during any twelve-month period from June I through May 31 of his or her term, or conviction of any
crime involving moral turpitude. A director may be removed for cause from office by a vote of the
majority of the members of the Board of Directors in office at a regular or special meeting provided that
Notice of Intent to Remove has been delivered to the affected director and to the Wake County Board of
Commissioners if the director is one of its eight appointees at least ten (10) days prior to the meeting by
hand delivery or certified mail, return receipt requested.
(e) All vacancies in the membership of the Board of Directors, by reason of death,
resignation, removal, or otherwise, shall be filled by appointment or election by the appointing authority
responsible to appoint or elect a successor under the procedures hereinabove provided. The term of
any director appointed or elected to fill such vacancy shall be for the residue of the unexpired term only.
ARTICLE VII
I The Board of Directors of the corporation shall have the power to alter, amend and rescind any
provision contained in these Articles in the manner now or hereafter prescribed by statute, except as to
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Articles V, Vl, VII, and IX which may only be amended by an affirmative vote of twelve of the fourteen
directors in office and upon the prior, written consent of the Wake county Board of Commissioners.
Notwithstanding the foregoing, for so long as the corporation is operated as a 501(c)(3) organization,
these Articles shall not be amended so that the corporation may operate for other than charitable,
scientific or educational purposes or so that any director or other private individual may participate in the
distribution of the earnings, funds or properties of the corporation.
The Board of Directors of the corporation shall have power to make, alter, amend and rescind the
Bylaws of the corporation by a vote of a majority of the Directors in office at the time; provided, however
that in no event shall the Bylaws be inconsistent with these Articles and that in the event of any such
inconsistency, these Articles shall control.
ARTICLE VIII
The address of the registered office of the corporation in North Carolina is the Wake County
Hospital System, Inc., 3000 New Bern Avenue, Raleigh, Wake County, North Carolina, and the
registered agent is Donald R. Gintzig at the same address.
ARTICLE IX
An affirmative vote of twelve of the fourteen members of the board of directors of the corporation
in office shall be required in order to make monetary contributions or other distributions directly to Wake
County government or its Board of Commissioners; provided however, that any amounts to Wake County
government or agencies thereof for the purposes of providing health services for indigent citizens related
to the fulfillment of the corporation's indigent care obligation as set forth in Section 3 of the Transfer
Agreement between the corporation and Wake County shall only require a majority vote of the board of
directors.
ARTICLE X
Except to the extent that the North Carolina General Statutes prohibit such limitation or
elimination of liability of Directors for breaches of duty, no Director of the corporation shall have any
personal liability arising out of an action whether by or in the right of the corporation or otherwise for
monetary damages for breach of any duty as a Director. No amendment to or repeal of this Article X
shall apply to or have any effect on the liability or alleged liability of any Director of the corporation for
or with respect to any acts or omissions of such Director occurring prior to such amendment or repeal.
The provisions of this Article X shall not be deemed to limit or preclude indemnification of a Director by
the corporation for any liability that has not been eliminated by the provisions of this article.
ARTICLE XI
These Articles of Incorporation are intended to restate and replace any previously filed articles of
incorporation any amendments thereto.
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