2022-03-11T15:44:59-06:00 2021-06-30 010494526 Baker Newman & Noyes 650 Elm Street Suite 302 Manchester NH 03101 990 2020-07-01 020456218 Foundation Medical Partners FOUN 6035772000 8 Prospect Street Nashua NH 030603928 Mark Santos President of FMP 6035772000 2022-02-07 1 Mark Santos 999009999 Connor Smart P02285543 6036262200 2022-02-07 2 AAL1 IAL1 2020 2022-09-23 18:48:47Z Mark Santos 8 Prospect Street Nashua NH 030603928 126187618 0 X www.snhhs.org X 1992 NH The Organization is dedicated to providing exceptional care that improves the health and well-being of individuals and communities we serve 15 12 1179 14 0 0 0 0 115675283 124801994 0 0 1342799 1385624 117018082 126187618 0 3154 0 0 113403922 108499833 0 0 0 46076008 49446680 159479930 157949667 -42461848 -31762049 50683382 61944014 61913520 71873702 -11230138 -9929688 X The Organization is dedicated to providing exceptional care that improves the health and well-being of individuals and communities we serve. The Organization is a provider of choice, delivering convenient access to high value, quality care in an environment that embraces dignity, compassion and service to the people of our community. 0 0 146970711 3154 126187618 Health Care Services 146970711 1 0 0 0 0 0 0 0 0 0 1 0 0 1 1 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 58 0 1 1179 1 0 0 0 0 0 0 0 0 0 0 0 0 X 15 12 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 NH MA X Paul Trainor 6035772000 8 Prospect Street Nashua NH 030603928 Karen Maynard MD Trustee 42.00 3.00 X 669666 0 48983 Robert Dorf DO Pres. Foundation Medical Ptrs. 2.00 42.00 X X 440201 0 44324 Marc Sadowsky MD Trustee 2.00 9.00 X 0 39400 0 Scott A Wolf DO President/CEO & Secretary 2.00 43.00 X X 0 28936 35 Colin T McHugh SNHHS Interim Pres. (end 12/2020) 2.00 43.00 X X 0 359258 27547 Melliyal Annamalai Trustee 2.00 3.00 X 0 0 0 Bobbie D Bagley MSMPHRNCPH Trustee 2.00 3.00 X 0 0 0 Sister Paula Marie Buley Trustee 2.00 3.00 X 0 0 0 Michael Gonzales Trustee Trustee 2.00 3.00 X 0 0 0 Mary Jordan Trustee 2.00 3.00 X 0 0 0 Joseph N Laplante Trustee 2.00 3.00 X 0 0 0 Marlene Santiago MD Trustee 2.00 3.00 X 0 0 0 John J Sullivan Trustee 2.00 3.00 X 0 0 0 Phillip Sullivan MD Trustee 2.00 2.00 X 0 0 0 Timothy C Sullivan Esq Trustee 2.00 3.00 X 0 0 0 Rachel Rowe Board Chair 2.00 3.00 X X 0 0 0 Timothy J Whitaker Board Chair (end 6/2021) 2.00 3.00 X X 0 0 0 Charla B Stevens Esq Board Vice Chair 2.00 3.00 X X 0 0 0 Thomas A Pursch Board Vice Chair (end 12/2020) 2.00 3.00 X X 0 0 0 Michael J DeLeo III MD Chief Medical Officer 40.00 0.00 X 605866 0 45724 Paul Trainor Senior VP & CFO SNHHS, Treasurer 2.00 43.00 X 0 513456 51251 Tung T Nguyen MD Physician 40.00 0.00 X 1093144 0 69191 Mollie A MacCormack MD Physician 40.00 0.00 X 999802 0 44312 Michael R Kaczanowski MD Physician 40.00 0.00 X 722836 0 64073 Paul F Boffetti MD Physician 40.00 0.00 X 662040 0 59446 Jassir Witta MD Physician 40.00 0.00 X 651772 0 61261 Michael S Rose Former Tres./Pres. & Sec. 0.00 0.00 X 0 959179 108033 Susan Desocio Former Pres. Fnd Medical Ptrs. 0.00 0.00 X 0 395394 8906 5845327 2295623 633086 247 1 1 1 Electromedical Associates Inc PO Box 473 Amherst NH 03031 Collection services 454608 CHG Companies Inc PO Box 972651 Dallas TX 75397 Professional services 309765 Urologic Services & Analytics PC 1121 W Hill Road Flint MI 48507 Professional services 252375 Cardinal Health Medical Products & Servi 7000 Cardinal Place Dublin OH 43017 Professional services 249781 Virtual Radiologic Corp 11995 Singletree Lane Ste 5000 Minneapolis MN 55344 Professional services 237270 6 Offices of physicians 621110 129592583 129592583 Provision for bad debt 621110 -4790589 -4790589 124801994 1385624 0 1385624 1385624 1385624 126187618 126187618 0 0 3154 3154 1854764 1854764 89629054 84951154 4677900 3957548 3711782 245766 8109406 7634147 475259 4949061 4600341 348720 12506509 9974701 2531808 82458 76648 5810 388775 361379 27396 8302941 7999863 303078 365690 346864 18826 276799 276799 1272848 1139089 133759 1942788 1942788 Drugs/medical supplies 23144728 23083996 60732 Physician recruitment 541872 541872 0 Telephone 272884 255072 17812 Linen and laundry 219925 219398 527 128463 128463 157949667 146970711 10978956 0 9138406 11781736 959299 1122542 1680221 1510251 23930300 17068212 7496901 6862088 31408555 40667397 50683382 61944014 7906782 6352190 137349 4306017 4003244 49563372 61518268 61913520 71873702 X -11230138 -9929688 -11230138 -9929688 50683382 61944014 X -31762049 33062499 X X 0 1 X 1 0 X 106314095 114160768 93780320 117018082 126187618 557460883 106314095 114160768 93780320 117018082 126187618 557460883 0 0 0 557460883 106314095 114160768 93780320 117018082 126187618 557460883 1.00000 1.00000 0.00000 X 470501 470501 7091866 3678911 3412955 9082473 7714681 1367792 7285460 5674620 1610840 6862088 Pension and insurance obligations 40621870 Long-term portion of sign-on-bonus 45527 40667397 Accrued pension liability 40621870 Accrued payroll liability 12169077 Malpractice obligations 1432726 Accrued benefits 961396 Other liabilities 53591 Accrued Medicare accelerated payments 3950238 Employer social security liabilities 2329370 61518268 X Part X, Line 2: The System, Medical Center, Surgery Center, Legacy Trust and Foundation are not-for-profit corporations as described in Section 501(c)(3) of the Internal Revenue Code, and are exempt from federal income taxes on related income pursuant to Section 501(a) of the Code. Management evaluated the System's tax positions and concluded the System has maintained its tax-exempt status, does not have any significant unrelated business income and has taken no uncertain tax positions that require adjustment to the consolidated financial statements. 1 1 0 0 0 0 0 1 0 Tung T Nguyen MD Physician 1001579 0 78743 0 12822 0 40667 0 28524 0 1162335 0 0 0 Michael S Rose Former Tres./Pres. & Sec. 0 761194 0 165307 0 32678 0 92263 0 15770 0 1067212 0 0 Mollie A MacCormack MD Physician 998282 0 710 0 810 0 38754 0 5558 0 1044114 0 0 0 Michael R Kaczanowski MD Physician 702526 0 0 0 20310 0 30260 0 33813 0 786909 0 0 0 Paul F Boffetti MD Physician 653291 0 4435 0 4314 0 26594 0 32852 0 721486 0 0 0 Karen Maynard MD Trustee 665557 0 1867 0 2242 0 15304 0 33679 0 718649 0 0 0 Jassir Witta MD Physician 650578 0 0 0 1194 0 28526 0 32735 0 713033 0 0 0 Michael J DeLeo III MD Chief Medical Officer 529896 0 55984 0 19986 0 9094 0 36630 0 651590 0 0 0 Paul Trainor Senior VP & CFO SNHHS, Treasurer 0 368206 0 109561 0 35689 0 48674 0 2577 0 564707 0 0 Robert Dorf DO Pres. Foundation Medical Ptrs. 381825 0 57566 0 810 0 11200 0 33124 0 484525 0 0 0 Susan Desocio Former Pres. Fnd Medical Ptrs. 0 395394 0 0 0 0 0 8906 0 0 0 404300 0 0 Colin T McHugh SNHHS Interim Pres. (end 12/2020) 0 340866 0 17719 0 673 0 0 0 27547 0 386805 0 0 Part I, Lines 4a-b Schedule J, Part 1, Line 4a: Both Michael Rose and Susan DeSocio, who served SNHMC as its President & CEO and FMP as its President, respectively, left the organizations during the previous tax year. Both individuals began receiving severance payments from SNHMC during the 2020 calendar year. Michael Rose's severance agreement entitled him to receive bi-weekly severance payments of normal base compensation. A portion of his severance payments were made to him during the 2020 calendar year, and were included in his 2020 Form W-2 wages. Accordingly, these payments are reflected in Rose's compensation as reported on Schedule J, Part II, Column B(iii). Susan DeSocio also received bi-weekly severance payments of normal base compensation during the 2020 calendar year, and were also included in her 2020 Form W-2 wages. Accordingly, these payments are reflected in DeSocio's compensation as reported on Schedule J, Part II, Column B(iii). Both Michael Rose and Susan DeSocio are listed as "former" officers and employees on Southern New Hampshire Medical Center's Form 990, Part VII and Schedule J, in accordance with IRS Instructions. Schedule J, Part I, Line 4b: Southern New Hampshire Medical Center provides a Supplemental Executive Retirement Plan to certain executives. Funding for this plan during the year was provided as follows: Michael S. Rose - $81,063; Paul Trainor - $37,474; and Susan Desocio - $8,906. Part I, Line 7 Foundation Medical Partners providers participate in an incentive compensation plan. Payments are made under the Plan upon providers meeting certain productivity and quailty goals. Total payments under the Plan are subject to a maximum cap. The maximum possible incentive payment available under the Plan is considered by the organization's compensation committee when determining the reasonableness of compensation paid. There is an additional compensation plan available to managers, directors, and senior management that is part of their annual performance plan. The plan takes into consideration quality measures, patient satisfaction, individual goals, budget adherence, and overall organizational performance. The range and overall pool is reviewed and approved by the Board of Trustees. The amount designated for the CEO and CFO are considered in the compensation consultant's analysis of executive compensation. Part I, Line 3: The President of Foundation Medical Partners (FMP) is paid by a related organization, Southern New Hampshire Medical Center (SNHMC). SNHMC uses a compensation committee, independent compensation consultant, a compensation survey, and approval by the board or compensation committee to establish the compensation of the organization's CEO. Unrelated Organization Compensation Marc Sadowsky, who serves on the Board of Directors for Foundation Medical Partners, is also the Medical Director of Southern New Hampshire Medical Center's Electro Convulsive Therapy (ECT) unit. During Calendar year 2020 the Medical Center paid New England Neurological Association $12,600 for ECT and $26,800 for weekend coverage provided by Dr. Sadowsky to Southern New Hampshire Health System. Form 990, Part VI, Section A, line 3 In June of 2020, at the end of the Organization's previous fiscal year covered by this tax filing period, Michael S. Rose, the President and CEO of the Organization, resigned from his position with the Organization. Colin McHugh, who is the VP of Value Innovation at SolutionHealth, a related tax-exempt entity, was hired to serve the Organization as an Interim President until such time as a permanent replacement for Mr. Rose could be found; McHugh began spending a portion of his working time with the Organization in October of 2019, and McHugh ended his term as the Interim President in December, 2020. While Mr. McHugh served the Organization as its Interim President, a portion of Mr. McHugh's SolutionHealth compensation was charged to Southern New Hampshire Health System as a management fee. For the calendar year ending December 31, 2020, SolutionHealth charged SNHMC a total of $145,224 ($131,144 to cover McHugh's salary and wages and $14,080 for nontaxable benefits) for his services to Southern New Hampshire Health System. The management fee was paid directly by Southern New Hampshire Medical Center back to SolutionHealth. Form 990, Part VI, Section A, line 6 The sole corporate member of the Foundation is Southern New Hampshire Health System, Inc. Form 990, Part VI, Section A, line 7a Southern New Hampshire Health System, Inc. is the sole corporate member of the Foundation Medical Partners, Inc. and the two organizations have overlapping boards with one additional member on the Foundation Medical Partners Inc.'s board--the President of the Foundation Medical Partners, Inc. who serves as ex-officio but not on the board of Southern New Hampshire Health Systems, Inc. Form 990, Part VI, Section A, line 7b The sole Member, Southern New Hampshire Health System, Inc. (SNHHS), may consider any issue that may properly come before any meeting of Foundation Medical Partners (the Foundation). In addition, to any rights and powers conferred on SNHHS by law or these bylaws, the Foundation, and in the bylaws of SNHHS, SNHHS shall, after due consultation with the Board of Trustees of the Foundation: (a) appoint and remove, the President/Chief Executive Officer of the Foundation, subject to ratification of the Board of Trustees of the Foundation; (b) conduct system-wide strategic planning encompassing all corporations, including the Foundation, of which SNHHS is the sole corporate member and periodically develop, adopt, and periodically amend or revise a system-wide strategic plan that, among other things, established strategic priorities for the Foundation; (c) conduct system-wide financial and capital planning encompassing all corporations, including the Foundation, of which SNHHS is the sole corporate member and periodically develop, adopt, and periodically amend or revise system-wide financial plans and operating and capital improvements budget that, among other things, establish financial and budgetary priorities of the Foundation; (d) periodically conduct by appropriate means an evaluation of the performance of each member of a board of trustees of all corporations, including the Foundation, of which SNHHS is the sole corporate member, the results of which shall be used by the SNHHS Governance Committee to determine the Trustee's continued service on such board of trustees. The business and affairs of the Foundation shall be managed by its board of trustees. The Foundation's board, however, shall not, without approval of SNHHS: (a) elect or appoint the members of the Foundation's Board of Trustees or remove such person serving from time to time in that capacity; (b) adopt or amend the Foundation's Mission Statement; (c) adopt, amend or waive any material provision of the Foundation's strategic plan or any annual operating plan or budget; (d) incur indebtedness for borrowed money or enter into any capital lease obligation, in either case, that has not been specifically set forth in a written operating budget approved previously by the Member where the amount of the obligation exceeds $1,000,000 in amount; (e) enter into, agree to enter into or otherwise approve of any transaction including an incorporation, merger, consolidation, affiliation, dissolution, liquidation or sale of substantially all of the assets of the Foundation; (f) authorize expenditures contained in a capital and operating budget, even if previously approved by the Board of Trustees of the Foundation; (g) approve, adopt or enter into a professional or general services contract where the annual expense to the Foundation exceeds $1,000,000 and that has not previously been approved in the Foundation's annual budget; (h) amend the Articles of Agreement or these Bylaws; (i) acquire or agree to acquire by merging, consolidating with or by purchasing substantially all of the assets of any business or corporation, partnership, joint venture, association, business organization or division thereof, except with respect to an entity that is engaged in operating or maintaining a medical practice; and (j) elect or remove officers of the Foundation. Form 990, Part VI, Section B, line 11b A copy of the 990 was presented to the full Board and approved by the Finance Committee of the Board of Trustees prior to submission. Form 990, Part VI, Section B, line 12c The organization requires all its personnel, including Leaders, to formally acknowledge that they have read and will abide by the Code of Conduct, which includes the conflict of interest policy. The Foundation monitors compliance of its conflict of interest process, which requires completion of disclosure forms by all Leaders on an annual basis or on a reappointment basis (every two years) for medical/allied staff, to ensure full compliance. Interim disclosures are also required and reviewed should a subsequent conflict arise. Any related party disclosures require review and approval by a designated committee. An annual compliance report is provided to the Foundation's compliance committee and Board of Trustees. Form 990, Part VI, Section B, line 15 A market analysis is performed for all key employees including the FMP President/CEO on an annual basis. Once the Southern New Hampshire Health System CEO and CFO approve the final compensation figures for key employees, the CEO reports these figures to the chairperson and vice chairperson of the Board. Form 990, Part VI, Section C, line 19 The organization makes its 990 available for inspection upon request. The code of conduct is available on the organization's website. The code of Conduct addresses certain corporate policies including confidentiality, conflicts of interest, patient rights, and governing policies. Form 990, Part XI, line 9: Transfers from affiliate 33,062,499. Form 990, Part XII, Line 2c: The audit process has not changed from the prior year. Southern New Hampshire Medical Center 10 Prospect Street Nashua NH 03060 020483054 Medical Services NH 501(c)(3) Line 3 SNHHS 0 Southern New Hampshire Health System Inc 8 Prospect Street Nashua NH 03060 020509221 Medical Services NH 501(c)(3) Line 12b, II SolutionHealth 0 SolutionHealth 360 Route 101 Unit 8 Manchester NH 03110 830741190 Supporting Organization NH 501(c)(3) Line 12a, I N/A 0 Elliot Health System 1070 Holt Avenue Unit 1 Suite 2100 Manchester NH 03109 020509911 Management NH 501(c)(3) Line 12b, II SolutionHealth 0 Elliot Health System Professional & General LIT 1070 Holt Avenue Unit 1 Suite 2100 Manchester NH 03109 016217452 Insurance Trust NH 501(c)(3) Line 12a, I Elliot Hospital 0 Elliot Hospital One Elliot Way Manchester NH 03103 020232673 Medical Services NH 501(c)(3) Line 3 Elliot Health System 0 Elliot Physician Network 10 Prospect Street Manchester NH 03109 020509589 Physician Services NH 501(c)(3) Line 3 Elliot Hospital 0 Elliot Professional Services Network Inc 10 Prospect Street Manchester NH 03109 331003630 Physician Services NH 501(c)(3) Line 10 Elliot Hospital 0 Everwell Inc 1 Medical Center Drive Lebanon NH 03756 352506275 Supporting Organization NH 501(c)(3) Line 12a, I N/A 0 Mary and John Elliot Charitable Foundation 1070 Holt Avenue Unit 1 Suite 2100 Manchester NH 03109 020512229 Fundraising NH 501(c)(3) Line 7 Elliot Health System 0 VNA Community Services Inc 1070 Holt Avenue Unit 1 Suite 2100 Manchester NH 03109 020396549 Nursing Services NH 501(c)(3) Line 7 Elliot Health System 0 VNA Home Health and Hospice Services Inc 1070 Holt Avenue Unit 1 Suite 2100 Manchester NH 03109 020222241 Home Care and Hospice NH 501(c)(3) Line 10 Elliot Health System 0 VNA of Manchester & Southern NH Inc 1070 Holt Avenue Unit 1 Suite 2100 Manchester NH 03109 020395296 VNA Holding Company NH 501(c)(3) Line 12b, II Elliot Health System 0 VNA Personal Services Inc 1070 Holt Avenue Unit 1 Suite 2100 Manchester NH 03109 020395295 Private Health and Homemaker Services NH 501(c)(3) Line 10 Elliot Health System 0 Legacy Trust of Southern New Hampshire Health Inc 8 Prospect Street Nashua NH 03060 844779887 Fundraising NH 501(c)(3) Line 7 SNHHS 0 The Surgery Center of Greater Nashua 10 Prospect Street Nashua NH 03060 461084049 Medical Services NH 501(c)(3) Line 3 SNHHS 0 Elliot Common Trust Fund LLC One Elliot Way Manchester NH 03103 203653624 Investments NH N/A 0 0 Elliot Health System Holdings & Subsidiaries 1070 Holt Avenue Unit 1 Suite 2100 Manchester NH 03109 020512224 Management NH N/A C 0 0 0 0 0 1 0 0 0 0 1 1 1 1 0 1 1 1 0 1