2021-08-16T12:24:24-05:00 2020-09-30 PricewaterhouseCoopers LLP 101 SEAPORT BLVD SUITE 500 BOSTON MA 02210 990 2019-10-01 222703314 SOUTHCOAST PHYSICIANS Group INC % WADE BROUGHMAN SOUT 5089732905 200 MILL ROAD NO STE 180 FAIRHAVEN MA 027195252 WADE BROUGHMAN EXEC VP FIN & CFO 5089732905 2021-08-16 true PAUL J TANIS P01441612 6175305000 2021-08-04 2019 2022-09-23 18:48:47Z KEITH HOVAN 200 MILL RD N STE 180 FAIRHAVEN MA 02719 201279675 false X southcoast.org/southcoast-physicians-group/ X 1986 MA TO PROMOTE THE AVAILABILITY OF HIGH QUALITY MEDICAL SERVICES IN SERVICE AREAS COVERED BY SOUTHCOAST HEALTH SYSTEM, INC. (SHS) AND ITS TAX EXEMPT AFFILIATES.(SEE SCHEDULE O) 12 4 1733 5 0 0 0 5714329 207520227 195453302 -257858 -771009 108548 94171 207370917 200490793 0 0 0 0 216860473 218673932 0 0 0 50129066 49790938 266989539 268464870 -59618622 -67974077 83464560 122384773 63270699 122384773 20193861 0 X TO PROMOTE THE AVAILABILITY OF HIGH QUALITY MEDICAL SERVICES IN SERVICE AREAS COVERED BY SHS AND ITS TAX EXEMPT AFFILIATES. (SEE SCHEDULE O) false false 59071131 0 40950121 PRIMARY CARE - SEE SCHEDULE O 28755835 0 28755835 HOSPITALISTS - SEE SCHEDULE O 137875754 0 114918459 SPECIALISTS - SEE SCHEDULE O 15016822 0 10828887 URGENT CARE - SEE SCHEDULE O 15016822 0 10828887 240719542 true true false false false false false false false false true false false true true false false 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 true true true true false false true 90 0 true 1733 true false false false false false false false false false false false false X 12 4 true false true false true true true true true false false true true true true true true true true false MA X WADE BROUGHMAN 5089732905 101 PAGE STREET NEW BEDFORD MA 02740 X KEITH HOVAN EX-OFFICIO/PRESIDENT & CEO SHG 2.5 70.0 X 0 2211564 342254 MATTHEW PHILLIPS PHYSICIAN 40.0 0.0 X 1227997 0 29539 RICHARD PIN PHYSICIAN 40.0 0.0 X 1207129 0 29539 RAYFORD KRUGER MD TRUSTEE, PHYSICIAN 40.0 0.0 X 1167742 0 48151 MARK SHPARBER PHYSICIAN 40.0 0.0 X 1031046 0 19863 CHRISTIAN PETRULIO PHYSICIAN 40.0 0.0 X 979671 0 38863 WADE BROUGHMAN TREASURER/EVP FINANCE/ CFO SHG 2.5 70.0 X 0 869813 139019 PATRICK GAGNON PHYSICIAN 40.0 0.0 X 955768 0 48856 RENEE CLARK CLERK/ EVP & COO OF SHG 2.5 70.0 X 0 829794 152556 EDRESS OTHMAN MD TRUSTEE, PHYSICIAN 40.0 0.0 X 925098 0 29539 ELIZABETH SMITH PRESIDENT SPG/EX-OFFICIO 60.0 0.0 X X 0 812228 107706 DANI HACKNER EX-OFFICIO(UNTIL 12/2019)& PIC 40.0 0.0 X 628185 0 112039 WARREN M WOOD MD TRUSTEE, PHYSICIAN 40.0 0.0 X 628072 0 78322 ROBERT MCGOWEN MD TRUSTEE, PHYSICIAN 40.0 0.0 X 359891 0 27022 COURTNEY IVES COO/ VP MEDICINE 60.0 0.0 X 0 314598 33464 ROSS MARKELLO FORMER SVP CAO AND CFO (SPG) 0.0 0.0 X 0 207913 1788 AARON NOVY TRUSTEE, PHYSICIAN 40.0 0.0 X 157118 0 40092 SALMAN BASHIR MD TRUSTEE 1.5 6.0 X 0 700 0 JASON RUA CHAIR 2.5 6.0 X X 0 0 0 LOUIS CABRAL TRUSTEE 1.5 10.0 X 0 0 0 DONALD GIUMETTI VICE CHAIR 2.5 10.0 X X 0 0 0 ELIZABETH HUIDEKOPER TRUSTEE 1.5 6.0 X 0 0 0 9267717 5246610 1278612 461 true true false SYNERGY SURGICALISTS INC 280 W KAGY BLVD 320 BOZEMAN MT 59715 PHYSICIAN SERVICES 2835057 SOUTH COAST IMPROVEMENT COMPANY 13 MARCONI LANE MARION MA 02738 CONSTRUCTION 2040576 MEDICUS HEALTHCARE SOLUTIONS INC 22 ROULSTON ROAD WINDHAM NH 03087 PHYSICIAN STAFFING 1358842 VISTA STAFFING SOLUTIONS INC 1000 W TEMPLE STREET GROUND LEVEL LOS ANGELES CA 90012 PHYSICIAN STAFFING 856311 WEATHERBY LOCUMS INC PO BOX 972633 DALLAS TX 75397 STAFFING 1265970 37 5714329 5714329 PATIENT SERVICE REVENUE 621110 185747357 185747357 OTHER CLINICAL REVENUE 900099 9705945 9705945 195453302 431 431 0 0 111613 17442 94171 0 94171 94171 0 771440 -771440 -771440 -771440 0 0 0 0 0 0 0 0 0 0 200490793 195453302 -676838 0 0 0 0 3735906 3735906 0 0 184503311 171020187 13483124 6365589 5961345 404244 14910295 11934641 2975654 9158831 8443973 714858 0 99377 99377 0 0 0 0 11566193 10137113 1429080 78432 4618 73814 1345486 647543 697943 284910 180726 104184 0 12879246 11381875 1497371 299205 275769 23436 0 458838 401925 56913 0 0 2916618 2627247 289371 4335415 4087650 247765 INTERCOMPANY CONTRACTED SERVIC 7122697 1705304 5417393 MEDICAL SUPPLIES 6920290 6804755 115535 DUES AND SUBSCRIPTIONS 745669 646128 99541 PARTS, REPAIRS, & MAINT. 342273 334918 7355 396289 387919 8370 268464870 240719542 27745328 0 0 0 219871 182300 0 0 13316561 12524875 0 0 0 0 0 0 0 0 2374760 2961115 41524518 21629803 21731768 19894715 12233961 14190148 0 0 0 0 8555102 8302236 25032537 64329384 83464560 122384773 42874268 60838409 0 0 0 0 0 0 0 0 0 0 0 0 0 0 20396431 61546364 63270699 122384773 X 20193861 0 0 0 20193861 0 83464560 122384773 X -67974077 0 0 0 0 47780216 X false true X true false X 0 0 0 0 5714329 5714329 178169432 179729975 198884369 207520227 195453302 959757305 0 0 0 178169432 179729975 198884369 207520227 201167631 965471634 0 0 0 965471634 96782 119209 145828 147105 112044 620968 0 96782 119209 145828 147105 112044 620968 0 0 178266214 179849184 199030197 207667332 201279675 966092602 0.99936 0.99940 0.00064 0.00060 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 583450 583450 4867831 1064819 3803012 22738969 9894920 12844049 12386665 10588770 1797895 947603 81294 866309 19894715 DUE FROM AFFILIATES 26838376 REINSURANCE RECOVERABLES 1119329 OTHER RECEIVABLES 500231 RIGHT OF USE ASSETS OPERATING 35871448 64329384 0 DEFERRED COMPENSATION 16677774 DUE TO AFFILIATES 8733477 LEASE LIABILITY OPERATING 36135113 61546364 PART X, LINE 2 SPG HAS ADOPTED FIN 48. THERE IS NO FOOTNOTE DISCLOSURE IN SHS' FISCAL SEPTEMBER 30, 2020 CONSOLIDATED AUDITED FINANCIAL STATEMENTS SINCE THE ADOPTION OF FIN 48 WAS NOT MATERIAL. true true false false false false false true false KEITH HOVAN EX-OFFICIO/PRESIDENT & CEO SHG 0 1170000 0 585000 0 456564 0 320798 0 21456 0 2553818 0 241828 MATTHEW PHILLIPS PHYSICIAN 608001 0 474538 0 145458 0 15600 0 13939 0 1257536 0 0 0 RICHARD PIN PHYSICIAN 550001 0 588753 0 68375 0 15600 0 13939 0 1236668 0 0 0 RAYFORD KRUGER MD TRUSTEE, PHYSICIAN 202709 0 202301 0 762732 0 34600 0 13551 0 1215893 0 0 0 MARK SHPARBER PHYSICIAN 445193 0 428685 0 157168 0 15600 0 4263 0 1050909 0 0 0 CHRISTIAN PETRULIO PHYSICIAN 545650 0 434021 0 0 0 34600 0 4263 0 1018534 0 0 0 WADE BROUGHMAN TREASURER/EVP FINANCE/ CFO SHG 0 613000 0 229900 0 26913 0 121069 0 17950 0 1008832 0 0 PATRICK GAGNON PHYSICIAN 512000 0 260455 0 183313 0 34600 0 14256 0 1004624 0 0 0 RENEE CLARK CLERK/ EVP & COO OF SHG 0 575000 0 172500 0 82294 0 131100 0 21456 0 982350 0 75570 EDRESS OTHMAN MD TRUSTEE, PHYSICIAN 433405 0 491693 0 0 0 15600 0 13939 0 954637 0 0 0 ELIZABETH SMITH PRESIDENT SPG/EX-OFFICIO 0 575000 0 172500 0 64728 0 86250 0 21456 0 919934 0 0 DANI HACKNER EX-OFFICIO(UNTIL 12/2019)& PIC 540185 0 88000 0 0 0 15600 82500 13939 0 657724 82500 0 0 WARREN M WOOD MD TRUSTEE, PHYSICIAN 124000 0 199142 0 304930 0 66900 0 11422 0 706394 0 0 0 ROBERT MCGOWEN MD TRUSTEE, PHYSICIAN 209381 0 55795 0 94715 0 15600 0 11422 0 386913 0 0 0 COURTNEY IVES COO/ VP MEDICINE 0 260598 0 54000 0 0 0 16800 0 16664 0 348062 0 0 ROSS MARKELLO FORMER SVP CAO AND CFO (SPG) 0 33333 0 0 0 174580 0 0 0 1788 0 209701 0 0 AARON NOVY TRUSTEE, PHYSICIAN 141721 0 6611 0 8786 0 19000 0 21092 0 197210 0 0 0 PART I, LINE 3 SPG RELIED ON AFFILIATE SOUTHCOAST HOSPITALS GROUP (SHG), A RELATED ORGANIZATION, TO ESTABLISH THE COMPENSATION FOR THE SPG PRESIDENT. SHG CHECKED THE FOLLOWING BOXES TO ESTABLISH COMPENSATION: COMPENSATION COMMITTEE INDEPENDENT COMPENSATION CONSULTANT COMPENSATION SURVEY OR STUDY APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE PART I, LINE 4A THE FOLLOWING INDIVIDUAL RECEIVED A SEVERANCE PAYMENT FROM RELATED ORG, SHG: ROSS MARKELLO - $174,359 PART I, LINE 4B CERTAIN OFFICERS, DIRECTORS, AND KEY EMPLOYEES WHO ARE EMPLOYEES OF SOUTHCOAST PARTICIPATE IN SOUTHCOAST'S 457(F) SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN. CONTRIBUTION CREDITS UNDER THE PLAN ARE INCLUDED IN SCHEDULE J, PART, II, COLUMN (C). ONLY UPON TERMINATIONS OF EMPLOYMENT DO FULLY VESTED PARTICIPANTS RECEIVE DISTRIBUTIONS FROM THE PLAN. CONTRIBUTIONS VEST THE EARLIER OF: JULY 1 OF THE 3RD CALENDAR YEAR FOLLOWING THE CALENDAR YEAR IN WHICH THE CONTRIBUTION CREDIT IS MADE; UPON REACHING AGE 62; DEATH; DISABILITY; OR INVOLUNTARY SEPARATION. THE AMOUNT REFLECTED IN SCHEDULE, J, PART II, COLUMN B(III) FOR THE FOLLOWING INDIVIDUALS INCLUDES THE VESTED PORTION OF CONTRIBUTIONS MADE TO THE PLAN WHICH ARE NO LONGER SUBJECT TO THE RISK OF FORFEITURE. RENEE CLARK - $77,740 KEITH HOVAN - $309,434 WARREN WOOD - $51,300 IN ADDITION TO THE ABOVE OUTLINED PLAN, THE FOLLOWING INDIVIDUAL ALSO HAS A SEPARATE SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN. KEITH HOVAN - SOUTHCOAST HOSPITAL GROUP, INC. ESTABLISHED AN EXECUTIVE BENEFIT PLAN FOR THE BENEFIT OF KEITH HOVAN. UNDER THE TERMS OF THE PLAN, MR. HOVAN BECAME FULLY VESTED AS OF JUNE 30, 2018. ANNUAL CREDITS TO THE PLAN ARE IMMEDIATELY VESTED AND INCLUDED IN SCH J, PART II, COLUMN (B)(III). PURSUANT TO THE PLAN $132,400 WAS INCLUDED IN MR. HOVAN'S 2019 FORM W-2 AND SCH J, PART II, COLUMN B(III). PART I, LINE 7 A PORTION OF PHYSICIAN COMPENSATION IS AT RISK AND PAID VIA A COMPENSATION PLAN IN WHICH PERFORMANCE IS ASSESSED BASED ON PRE-DETERMINED MEASURES INCLUDING QUALITY AND PRODUCTIVITY. PART I, LINE 1 AND PART III, LINE 1: THE MISSION OF SOUTHCOAST PHYSICIANS GROUP, INC. (SPG) IS TO PROMOTE THE AVAILIBILITY OF HIGH QUALITY MEDICAL SERVICES IN SERVICE AREAS COVERED BY SOUTHCOAST HEALTH SYSTEM, INC. (SHS) AND ITS TAX EXEMPT AFFILIATES BY PROMOTING THE DEVELOPMENT OF AN EFFICIENT, INTEGRATED MEDICAL DELIVERY SYSTEM THAT WILL BETTER MEET THE NEEDS OF THE COMMUNITIES SERVED BY SOUTHCOAST NOW AND IN THE FUTURE BY ACQUIRING AND ESTABLISHING PHYSICIAN PRACTICES AND DEVELOPING MANAGED CARE SERVICES. PART III, LINES 4A - 4D: PART III, LINE 4A: PRIMARY CARE - SPG'S ACCOMPLISHMENTS INCLUDE THE DEVELOPMENT AND MAINTENANCE OF AN EFFICIENT AND INTEGRATED PRIMARY CARE DELIVERY SYSTEM THAT SUCCESSFULLY MEETS THE HEALTH CARE NEEDS OF THE COMMUNITIES SERVED BY SPG AND ITS NON-PROFIT AFFILIATES. SPG SERVES PATIENTS OF ALL AGES, RACES AND ETHNIC BACKGROUNDS AND PROVIDES HEALTH CARE SERVICES SUCH AS PREVENTATIVE HEALTH CARE, PHYSICALS, IMMUNIZATIONS, TREATMENTS FOR ILLNESSES AND INJURIES AND PROVIDES REFERRALS TO OTHER HEALTH CARE SPECIALISTS AS NEEDED. DURING FISCAL 2020, APPROXIMATELY 42.92% OF PATIENT VISITS TO SPG PRIMARY CARE PRACTICES WERE ATTRIBUTABLE TO PATIENTS WHOSE PRIMARY HEALTH INSURANCE WAS MEDICARE AND ANOTHER 14.31% OF VISITS WERE PROVIDED TO PATIENTS WHOSE PRIMARY HEALTH INSURANCE WAS MASSHEALTH (MEDICAID) AND COMMONWEALTH CARE PLANS. DURING FISCAL 2020, THERE WERE 375,769 TOTAL PATIENT VISITS TO SPG PRIMARY CARE PRACTICES AND 102,262 IMMUNIZATIONS WERE ADMINISTERED TO SPG PATIENTS. PART III, LINE 4B: HOSPITALISTS - SPG EMPLOYS HOSPITALISTS WHO ARE PHYSICIANS BOARD CERTIFIED IN INTERNAL MEDICINE OR FAMILY PRACTICE AND SPECIALIZE IN THE CARE OF PATIENTS WHOSE ILLNESS IS SERIOUS ENOUGH TO REQUIRE ADMISSION TO AN ACUTE-CARE HOSPITAL. SOMETIMES HOSPITALISTS HAVE ADDITIONAL EXPERTISE IN SPECIALITIES SUCH AS PULMONARY MEDICINE OR CRITICAL CARE. THE HOSPITALISTS PRIMARY FOCUS OF CARE AND EXPERTISE IS FOR THE PATIENTS OF ITS RELATED NOT-FOR-PROFIT HOSPITAL THEY SERVE. SOUTHCOAST HOSPITALS GROUP, INC, HOSPITALISTS ARE AVAILABLE TO SEE ADMITTED PATIENTS 24 HOURS A DAY 7 DAYS A WEEK AND PROVIDE COMPLETE CARE TO PATIENTS DURING THEIR HOSPITAL STAY WHILE COMMUNICATING WITH NURSES, OTHER HEALTH TEAM MEMBERS AND EACH PATIENT'S PRIMARY CARE PHYSICIANS THEREBY PROVIDING THE HIGHEST LEVEL OF HEALTH CARE SERVICES. DURING FISCAL 2020, HOSPITALISTS MADE 159,196 PATIENT VISITS, OF WHICH 65.15% OF ALL VISITS WERE MADE TO PATIENTS WHOSE PRIMARY HEALTH INSURANCE WAS MEDICARE AND ANOTHER 18.17% OF VISITS WERE PROVIDED TO PATIENTS WHOSE PRIMARY HEALTH INSURANCE WAS MASSHEALTH (MEDICAID). PART III, LINE 4C: SPECIALISTS - SPG EMPLOYS SPECIALISTS, INCLUDING SURGEONS, ONCOLOGISTS,CARDIOLOGISTS, GASTROENTEROLOGISTS, NEUROLOGISTS, PSYCHIATRISTS, AND OTHERS. DURING FISCAL 2020, SPG SPECIALISTS SERVED 726,766 PATIENTS, OF WHICH 51.08% WERE PATIENTS WHOSE PRIMARY HEALTH INSURANCE WAS MEDICARE AND ANOTHER 17.35% WERE PATIENTS WHOSE PRIMARY HEALTH INSURANCE WAS MASSHEALTH (MEDICAID). PART III, LINE 4D: URGENT CARE - THE SOUTHCOAST PHYSICIAN GROUP OPERATES SIX URGENT CARE FACILITIES IN THE REGION. THE URGENT CARE FACILITIES ARE LOCATED IN FAIRHAVEN, DARTMOUTH, SEEKONK, LAKEVILLE, FALL RIVER AND WAREHAM. PRIMARY SERVICES OFFERED IN EACH OF THE FACILITIES INCLUDE AN EXTENSIVE VARIETY OF MEDICAL VISITS, RADIOLOGICAL EXAMS, AND LABORATORY TESTING. THE PRIMARY PURPOSE OF THE URGENT CARE FACILITIES IS TO PROVIDE ACCESS TO NON-EMERGENT MEDICAL SERVICES AT LOCATIONS AND TIME PERIODS THAT ARE CONVENIENT FOR PATIENTS IN SOUTHCOAST'S REGION. IN FISCAL 2020, 100,032 PATIENTS WERE SERVED. OF THAT, 17.93% OF PATIENT VISITS WERE ATTRIBUTABLE TO PATIENTS WHOSE PRIMARY HEALTH INSURANCE WAS MEDICARE, AND ANOTHER 16.28% OF VISITS WERE PROVIDED TO PATIENTS WHOSE PRIMARY HEALTH INSURANCE WAS MASSHEALTH (MEDICAID) AND COMMONWEALTH HEALTH PLANS. PART VI, SECTION A, LINE 2: CERTAIN OFFICERS AND TRUSTEES OF SPG ARE OFFICERS OR TRUSTEES OF RELATED ORGANIZATIONS. INDIVIDUALS WITH REPORTABLE COMPENSATION FROM RELATED ORGANIZATIONS IN PART VII, SECTION A, COLUMN (E), ARE EMPLOYEES OF RELATED ORGANIZATIONS. PART VI, SECTION A, LINE 4 THE BOARD OF SPG AMENDED AND RESTATED THE BY LAWS AS OF JUNE 24, 2020. THESE AMENDMENTS WERE PERFORMED TO ADD TWO MEMBERS TO THE SPG BOARD, ONE OF WHICH WILL BE ELECTED FROM SPG. PART VI, SECTION A, LINE 6: SOUTHCOAST HEALTH SYSTEM, INC. (SHS), SPG'S PARENT CORPORATION, IS THE SOLE CORPORATE MEMBER OF SPG. PART VI, SECTION A, LINE 7A: SHS ELECTS THE TRUSTEES AND DIRECTORS OF SPG AND EXERCISES SPECIFIED RESERVED POWERS OVER SPG. PART VI, SECTION A, LINE 7B: SPG IS ORGANIZED AND OPERATES TO CARRY OUT AND FURTHER THE TAX EXEMPT PURPOSES OF ITS NON-PROFIT AFFILIATE, SOUTHCOAST HOSPITALS GROUP, INC,("SHG") BY CARING FOR AND IMPROVING THE HEALTH AND PROMOTING THE WELLNESS OF THE PEOPLE IN THE COMMUNITIES SERVED BY THE HOSPITALS GROUP. PART VI, SECTION B, LINE 11B: THE ORGANIZATION PREPARES THE FORM 990 WITH THE ASSISTANCE OF A PAID PREPARER. THE GOVERNING BOARD OF SHS, THE SOLE CORPORATE MEMBER OF SPG, REVIEWS FORM 990 AND ITS RELATED SCHEDULES PRIOR TO FILING. THE REVIEW IS PERFORMED BY THE GOVERNING BOARD AS IT PROVIDES OVERSIGHT FOR COMPENSATION AND CONFLICT OF INTEREST MATTERS ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES ON A SYSTEM-WIDE BASIS. A COMPLETE COPY OF THE FORM 990 AND ITS SCHEDULES ARE POSTED TO THE SHS BOARD'S WEBSITE PORTAL FOR ALL BOARD MEMBERS TO REVIEW, MAKE INQUIRIES, AND HAVE ANY ADJUSTMENTS MADE PRIOR TO FILING. PART VI, SECTION B, LINE 12C: SHS HAS CONFLICT OF INTEREST, LEGAL COMPLIANCE AND CODE OF CONDUCT POLICIES THAT APPLY TO ALL TRUSTEES, OFFICERS, DIRECTORS AND EMPLOYEES (REFERRED TO AS "MEMBERS")OF SPG. ON AN ANNUAL BASIS, EACH MEMBER WILL COMPLETE THE CONFLICT OF INTEREST QUESTIONNAIRE WHICH AFFIRMS THAT EACH PERSON HAS: (1) RECEIVED A COPY OF THE POLICY; (2) READ AND UNDERSTOOD THE POLICY; (3) AGREED TO COMPLY WITH THE POLICY, AND (4) UNDERSTOOD THAT THE SYSTEM ENTITIES ARE CHARITABLE ORGANIZATIONS AND THAT TO MAINTAIN THEIR FEDERAL TAX EXEMPTION, SUCH ENTITIES MUST ENGAGE PRIMARILY IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSES. TO ENSURE THE SYSTEM OPERATES IN A MANNER CONSISTENT WITH ITS CHARITABLE PURPOSES, DOES NOT ENGAGE IN ACTIVITIES THAT COULD JEOPARDIZE ITS STATUS AS AN ORGANIZATION EXEMPT FROM FEDERAL TAXATION, AND IN CONNECTION WITH ITS COMPLIANCE PROGRAM, SYSTEM'S MANAGEMENT SHALL CONDUCT PERIODIC REVIEWS OF THE CONFLICT OF INTEREST POLICY AND THE OPERATION AND APPLICATION OF IT. MEMBERS SHALL DISCLOSE ANY INTERESTS OR ACTIVITIES IN WHICH THEY ARE INVOLVED OR BECOME INVOLVED THAT DO RESULT, OR MAY APPEAR TO RESULT IN A CONFLICT OF INTEREST OR POTENTIAL CONFLICT OF INTEREST AND SHALL COMPLY WITH, AND MAKE ALL REQUIRED DISCLOSURES UNDER THE CONFLICTOF INTEREST POLICY PRIOR TO COMMENCING, CONTINUING, OR CONSUMMATING ANY ACTIVITY OR TRANSACTION WHICH RAISES A CONFLICT OF INTEREST OR A POTENTIAL CONFLICT OF INTEREST. EACH MEMBER IS UNDER AN ONGOING DUTY TO UPDATE AND KEEP CURRENT THE INFORMATION CONTAINED IN THEIR QUESTIONNAIRE. AT LEAST ANNUALLY, OR AS NECESSARY BASED ON DISLCOSURES, THE GENERAL COUNSEL WILL SUMMARIZE AND REPORT ALL DISCLOSURES TO THE PRESIDENT AND CEO AND THE CHAIRMAN OF THE BOARD OF TRUSTEES (OR HIS/HER DESIGNEE). UPON DISCLOSURE OF FINANCIAL OR NON-FINANCIAL INTERESTS ("INTERESTS") AND ALL MATERIAL FACTS RELATED THERETO BY MEMBER OR AN INTERESTED PERSON, THE CHAIR OF THE SYSTEM'S GOVERNANCE COMMITTEE SHALL DETERMINE IN CONJUNCTION WITH THE GENERAL COUNSEL WHETHER A CONFLICT OF INTERESTS EXISTS. THE GOVERNANCE COMMITTEE CAN CONTINUE TO DISCUSS THE ISSUE WITH THE MEMBER OR INTERESTED PERSON TO CLARIFY OR OBTAIN ADDITIONAL INFORMATION. HOWEVER, BEFORE THE GOVERNANCE COMMITTEE DISCUSSES OR DETERMINES WHETHER THE MEMBER OR OTHER INTERESTED PERSON'S INTERESTS CONSTITUTE A CONFLICT OF INTEREST, THE MEMBER OR INTERESTED PERSON MUST LEAVE THE MEETING. IN THE EVENT THE INTEREST INVOLVES THE CHAIR OR CEO, THE REMAINING GOVERNANCE COMMITTEE MEMBERS SHALL APPOINT ONE OR MORE DISINTERESTED TRUSTEES TO MAKE SUCH A DETERMINATION. ONCE THE DETERMINATION OF THE CONFLICT OF INTEREST IS MADE BY THE GOVERNANCE COMMITTEE, SUCH DETERMINATION, ALONG WITH APPROPRIATE MITIGATION PLANS, WILL BE SUBMITTED BY THE GOVERNANCE COMMITTEE FOR REVIEW AND APPROVAL. IF ANY BOARD OR BOARD COMMITTEE HAS REASONABLE CAUSE TO BELIEVE THAT A MEMBER HAS FAILED TO DISCLOSE AN ACTUAL CONFLICT OF INTEREST OR A POTENTIAL CONFLICT OF INTEREST, IT SHALL INFORM SUCH PERSON OF THE BASIS FOR SUCH BELIEF AND AFFORD SUCH A MEMBER AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE IT. IF, AFTER HEARING THE RESPONSE OF SUCH PERSON AND MAKING FURTHER INQUIRY OR INVESTIGATION AS WARRANTED BY THE CIRCUMSTANCES, THE BOARD OR BOARD COMMITTEE DETERMINES THAT SUCH PERSON HAS IN FACT FAILED TO DISLCOSE AN ACTUAL CONFLICT OF INTEREST OR A POTENTIAL CONFLICT OF INTEREST, THE APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION SHALL BE TAKEN. PART VI, SECTION B, LINE 15: FOR ITS PHYSICIAN EMPLOYEES, COMPENSATION IS REVIEWED AND APPROVED UPON EMPLOYMENT OR ADJUSTMENT OR AT LEAST ANNUALLY BY A COMMITTEE OF THE BOARD COMPRISED OF ALL NON-PHYSICIAN TRUSTEES. AS PART OF THE REVIEW, AN INDEPENDENT PHYSICIAN COMPENSATION CONSULTANT IS ENGAGED TO EXPRESS A FAIR MARKET VALUE OPINION ON OFFERS OF EMPLOYMENT OR FOR SALARY ADJUSTMENTS FOR ALL EXPERIENCED PHYSICIANS AND ASSIST IN THE DEVELOPMENT OF SALARY RANGES FOR PHYSICIANS BEING EMPLOYED WHO HAVE RECENTLY GRADUATED FROM TRAINING PROGRAMS. THE CONSULTANT USES SAFE-HARBOR GUIDELINES SET BY THE FEDERAL LEGISLATION OR DEVELOPED BY FEDERAL AGENCIES IN FORMULATING THE OPINIONS AND DEVELOPING THE SALARY RANGES. PART VI, SECTION C, LINE 19: SPG MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC BY PROVIDING THEM UPON REQUEST. PART VII, SECTION A, LINE 1: TRUSTEES AND OFFICERS ARE COMPENSATED FOR THEIR ROLES OUTSIDE OF THEIR CAPACITY AS TRUSTEES AND OFFICERS. PART XI, LINE 9: OTHER CHANGES IN NET ASSETS OR FUND BALANCES REPRESENTS TRANSFERS AMONG AFFILIATES OF $47,780,216. CARI REAL ESTATE LLC 1076 NORTH MAIN STREET PROVIDENCE RI 02904 050501893 REAL ESTATE RI 14535 861026 SPG Southcoast Health System Inc 101 Page Street New Bedford MA 02740 042794625 SUPP SHG MA 501(c)(3) 12,Type I NA false Southcoast Hospitals Group Inc 101 Page Street New Bedford MA 02740 222592333 Acute care MA 501(c)(3) 3 SHS true Southcoast Ventures Inc 101 Page Street New Bedford MA 02740 043003172 PHYS SERV MA 501(c)(3) 12,Type I SHS true CHARLTON LONG TERM CARE SERVICES INC 363 Highland Ave Fall River MA 02720 043109579 SUPP SHG MA 501(c)(3) 12,Type I SHS true Southcoast Visiting Nurse ASSN INC 200 Mill Rd Fairhaven MA 02719 042105745 Home care MA 501(c)(3) 10 SHS true ST LUKE'S NURSING HOME INC 101 PAGE STREET NEW BEDFORD MA 02740 042984542 INACTIVE MA 501(c)(3) 12,TYPE I SHS true Coastline Professional Assurance Co PO Box Grand Cayman CJ 980445031 Insurance CJ SHS CORP true Southcoast Physicians Network Inc 101 Page Street New Bedford MA 02740 450568782 IPA MA SHS CORP true Health Management Initiatives Inc 363 Highland Ave Fall River MA 02720 042998712 Comm Rental MA SHS CORP true false false false false false false false false false false true true false false true true true false true Southcoast Hospitals Group Inc K 1669011 CASH Southcoast Hospitals Group Inc O 1544913 CASH Southcoast Hospitals Group Inc Q 33133528 CASH Southcoast Hospitals Group Inc P 4922984 CASH Health Management Initiatives K 135640 CASH Southcoast Visiting Nurse Assoc Inc Q 253135 CASH Southcoast Visiting Nurse Assoc Inc P 591993 CASH Coastline Professional Assurance Corp P 4779369 CASH