2025-08-11T09:13:17-05:00 2024-09-30 861065772 DELOITTE TAX LLP 50 SOUTH SIXTH STREET SUITE 2800 MINNEAPOLIS MN 55402 990 2023-10-01 222747685 BAYSTATE ADMINISTRATIVE SERVICES INC BAYS 4137947872 759 CHESTNUT STREET SPRINGFIELD MA 011990001 LAURIE MARTIN CFO & TREASURER 4137947872 2025-07-30 1 0 CHRIS MESKIMEN P01314196 6123974000 2023 2025-03-06 01:10:19Z LAURIE MARTIN 759 CHESTNUT STREET SPRINGFIELD MA 011990001 199136195 0 5611 X WWW.BAYSTATEHEALTH.ORG X 1986 MA THE MISSION OF THE ORGANIZATION IS TO IMPROVE THE HEALTH OF THE PEOPLE IN OUR COMMUNITIES EVERY DAY, WITH QUALITY AND COMPASSION. 5 0 681 0 46084 0 58337 0 173393977 195230572 544497 885209 2816322 2902983 176813133 199018764 0 0 0 0 89171686 124939703 0 0 0 90572293 103053216 179743979 227992919 -2930846 -28974155 44620760 48842442 76749546 78267660 -32128786 -29425218 THE MISSION OF THE ORGANIZATION IS TO IMPROVE THE HEALTH OF THE PEOPLE IN OUR COMMUNITIES EVERY DAY, WITH QUALITY AND COMPASSION. 0 0 76001535 71614903 BAYSTATE ADMINISTRATIVE SERVICES PROVIDES MANAGEMENT AND ADMINISTRATIVE SUPPORT TO BAYSTATE HEALTH AND ITS AFFILIATES. THESE SERVICES ARE AN INTEGRAL PART OF THE HEALTHCARE DELIVERY SYSTEM AND INCLUDE STRATEGIC PLANNING, HUMAN RESOURCES, RISK MANAGEMENT (INSURANCE) PROGRAMS, MARKETING, FINANCIAL SERVICES AND BENEFIT PLANS ADMINISTRATION FOR ALL HEALTH SYSTEM EMPLOYEES. 122762174 126472568 BAYSTATE ADMINISTRATIVE SERVICES PROVIDES INFORMATION TECHNOLOGY SUPPORT TO BAYSTATE HEALTH AND ITS AFFILIATES. THESE SERVICES ARE AN INTEGRAL PART OF THE HEALTHCARE DELIVERY SYSTEM AND INCLUDE ALL SOFTWARE APPLICATIONS, TELECOMMUNICATIONS, CLINICAL ENGINEERING, AND COMPUTERIZED EQUIPMENT AT THE HOSPITALS. 198763709 1 0 0 1 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 0 1 0 1 0 1 179 0 1 681 1 1 1 0 0 0 0 0 0 0 0 0 1 0 X 5 0 1 0 0 0 1 1 1 1 1 0 0 0 1 1 1 1 1 0 1 0 MA X LAURIE MARTIN BAYSTATE HEALTH INC 4137940000 759 CHESTNUT STREET SPRINGFIELD MA 01199 MARK A KEROACK MD DIR. (THRU 6/3/24)/PRES & CEO - BH 8.00 42.00 X X 2714007 0 44265 ANDREW ARTENSTEIN MD DIRECTOR/PRES-BMP/CPE, CAO 5.00 45.00 X 1284349 0 44386 RAYMOND MCCARTHY DIRECTOR/SVP, CFO & TREASURER BH 5.00 45.00 X X 1181243 0 29919 VANESSA L SMITH DIRECTOR/SVP/CLO 50.00 0.00 X 849273 0 46313 KRISTIN MORALES-LEMIEUX DIRECTOR/SVP/CHRO 49.00 1.00 X 756402 0 25851 PETER D BANKO DIR. (AS OF 6/4/24)/PRES & CEO -BH 7.00 43.00 X X 0 0 0 KRISTIN R DELANEY CLERK/DIR CORP GOVERNANCE 8.00 42.00 X 176880 0 40432 NANCY REMILLARD ASST. CLERK OF THE CORP 42.00 8.00 X 63112 0 13612 KEVIN CONWAY SVP & CHIEF INFORMATION OFFICER 50.00 0.00 X 657147 0 126514 DOUGLAS SALVADOR MD SVP/CQO BH, CMO BMC 10.00 40.00 X 831740 0 53642 RONALD P BRYANT PRESIDENT, BH COMM HOSPITALS 2.00 48.00 X 690386 0 49163 BETTY K LARUE COO-BMP/VP-BH, AMBULATORY OPS 10.00 40.00 X 577350 0 48982 TINA BASCH VP, CHIEF INFORMATION SECURITY OFFICER 50.00 0.00 X 500841 0 47623 SAMUEL SKURA TRUSTEE/PRES BMC SVP 2.00 48.00 X 1016222 0 186721 MARION MCGOWAN FORMER DIRECTOR/EVP, COO-BH 0.00 0.00 X 15619 0 380 11314571 0 757803 264 1 1 0 BAYTECHIT LLC 4 OPEN SQUARE WAY STE 310 HOLYOKE MA 01040 IT SERVICES 4290810 CERNER CORP PO BOX 959156 ST LOUIS MO 63195 IT SERVICES 1814486 PARTS SOURCE PO BOX 645186 CINCINNATI OH 45264 IT SERVICES 1625873 POINT B LLC PO BOX 102956 PASADENA CA 911892956 CONSULTING 1420131 BULKLEY RICHARDSON LLC PO BOX 15507 SPRINGFIELD MA 011155507 CONSULTING 1197147 80 AFFILIATE SUPPORT 561000 195230572 195230572 195230572 902640 902640 100000 117431 -17431 -17431 -17431 PARTNERS FOR A HEALTH 624200 1563113 1563113 WORKERS FOR REHAB 621990 1180326 1180326 BAYCARE HEALTH PARTNER 623000 46084 46084 113460 113460 2902983 199018764 198087471 46084 885209 8053701 7111993 941708 15999 14128 1871 72780403 64270286 8510117 33308420 29413710 3894710 5693494 5027761 665733 5087686 4492790 594896 2864657 2864657 45978 45978 9229577 8150375 1079202 1733246 1530580 202666 335597 296356 39241 74164141 65492225 8671916 2830878 2499867 331011 279438 246764 32674 746882 659550 87332 26704 23582 3122 143676 126876 16800 EQUIP. REPAIRS/SUPPLIES 5373942 4745574 628368 RECRUITMENT 1177624 1039926 137698 DUES & MEMBERSHIP 932445 823416 109029 WORKERS COMP SERVICES 843565 744928 98637 2324866 2053022 271844 227992919 198763709 29229210 0 10355959 4597200 2075530 1020541 854081 1008119 11991833 13674404 5683103 5640634 66424 42469 19276933 28499709 44620760 48842442 48665876 65821202 28083670 12446458 76749546 78267660 X -32128786 -29425218 -32128786 -29425218 44620760 48842442 X -28974155 -28204 31705927 X 0 1 X 1 0 X X X 9 BAYSTATE HEALTH INC 042105941 7 1 1226069 0 BAYSTATE MEDICAL CENTER INC 042790311 3 1 151097949 0 BAYSTATE FRANKLIN MEDICAL CENTER 042103575 3 1 11972519 0 BAYSTATE WING HOSPITAL CORPORATION 222519813 3 1 10623119 0 VISITING NURSE ASSOCIATION & HOSPICE OF WNE INC 042105803 10 1 3099239 0 BAYSTATE MEDICAL PRACTICES INC 042888373 10 1 6125585 0 BAYSTATE HEALTH FOUNDATION INC 043549011 1 1 159638 0 BAYSTATE NOBLE HOSPITAL 222537423 3 1 7908225 0 HEALTH NEW ENGLAND INC 042864973 10 1 570396 0 9 192782739 0 1 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 X 1 1 SCHEDULE A, PART IV, SECTION A, LINE 3B: A PRO FORMA FORM 990 SCHEDULE A PART III SUPPORTING ORGANIZATION SCHEDULE WAS PREPARED USING THE 4 YEARS THAT HEALTH NEW ENGLAND, INC., A 501(C)(4) ORGANIZATION HAS BEEN SO DESIGNATED. THE PRO FORMA SCHEDULE A RESULTED IN A 99.37% PUBLIC SUPPORT PERCENTAGE WHICH SUPPORTS THAT IF HEALTH NEW ENGLAND, INC. WAS A 501(C)(3) ORGANIZATION, IT WOULD QUALIFY AS A SUPPORTING ORGANIZATION UNDER 509(A)(2). SCHEDULE A, PART IV, SECTION A, LINE 3C: BAYSTATE HEALTH, INC. IS THE PARENT ORGANIZATION OF HEALTH NEW ENGLAND, INC. AND BAYSTATE ADMINISTRATIVE SERVICES, INC. BAYSTATE HEALTH, INC. HAS OVERLAPPING GOVERNANCE WITH HEALTH NEW ENGLAND, INC., INCLUDING THE TREASURER AND SEVERAL BOARD MEMBERS. THEY ALSO SHARE THE SAME AUDIT AND COMPLIANCE COMMITTEE. IN ADDITION, THE MISSION OF HEALTH NEW ENGLAND, INC., AS PART OF BAYSTATE HEALTH, INC. (AN INTEGRATED HEALTH CARE SYSTEM), IS TO IMPROVE THE OVERALL QUALITY OF LIFE AND HEALTH STATUS OF THE COMMUNITIES WE SERVE AND TO CONTRIBUTE TO THE ECONOMIC SUCCESS OF OUR REGION. HEALTH NEW ENGLAND, INC. IS COMMITTED TO MEETING THE IDENTIFIED HEALTH AND WELLNESS NEEDS OF OUR COMMUNITIES SERVED THROUGH THE COMBINED EFFORTS OF BAYSTATE HEALTH, COMMUNITY ORGANIZATION PARTNERS, AND AFFILIATED PROVIDERS. SCHEDULE A, PART IV, SECTION D, LINE 3: THE BOARD OF DIRECTORS OF BAYSTATE ADMINISTRATIVE SERVICES, INC. IS COMPRISED OF SR. MANAGEMENT OF ITS SUPPORTED ORGANIZATIONS INCLUDING ITS PARENT BAYSTATE HEALTH, INC. AND THUS ALL FINANCIALLY RELATED DECISIONS ARE MADE BY THE SUPPORTED ORGANIZATIONS. SCHEDULE A, PART IV, SECTION E, LINE 2A: ORGANIZATIONS SUPPORTED BY BAYSTATE ADMINISTRATIVE SERVICES, INC. (BAS) ARE LISTED ON SCHEDULE R, PART II, IDENTIFICATION OF RELATED TAX-EXEMPT ORGANIZATIONS AND PART IV, IDENTIFICATION OF RELATED ORGANIZATIONS TAXABLE AS A CORPORATION OR TRUST. ARTICLE II OF THE BAS ARTICLES OF ORGANIZATION STATES THE PURPOSES FOR WHICH THE CORPORATION WAS FORMED: TO PROMOTE THE HEALTH, CHARITABLE AND EDUCATIONAL PURPOSES OF BAYSTATE HEALTH, INC. AND ITS TAX EXEMPT AFFILIATES INCLUDING BAYSTATE MEDICAL CENTER, INC., BAYSTATE FRANKLIN MEDICAL CENTER, BAYSTATE WING HOSPITAL CORPORATION, BAYSTATE NOBLE HOSPITAL CORPORATION, BAYSTATE HEALTH FOUNDATION, INC., BAYSTATE MEDICAL PRACTICES, INC., VISITING NURSE ASSOCIATION AND HOSPICE OF WESTERN NEW ENGLAND, INC., AND HEALTH NEW ENGLAND, INC., BY MANAGING, OPERATING, AND PROVIDING MANAGEMENT COUNSEL AND ADVICE IN CONNECTION WITH THE PROVISION OF MEDICAL OR HEALTH CARE AND SERVICES ANCILLARY THERETO, AND BY ENGAGING IN SUCH OTHER ACTIVITIES AS MAY BE APPROPRIATE AND AS ARE CONSISTENT WITH CHAPTER 180 OF THE MASSACHUSETTS GENERAL LAWS, AS NOW IN FORCE OR HEREAFTER AMENDED, AND WITH SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (OR THE CORRESPONDING PROVISION OF ANY FUTURE UNITED STATE INTERNAL REVENUE LAW). 0 1 0 0 0 0 1 91718 0 0 91718 0 PART II-B, LINE 1: THE AMOUNT RECORDED AS TOTAL LOBBYING EXPENDITURES REPRESENTS BAS SALARIES AND OPERATING EXPENSES AS REPORTED ON MASSACHUSETTS PUBLIC RECORDS DIVISION LOBBYIST DISCLOSURE FOR ACTIVITIES RELATED TO HEALTH CARE POLICY, BILLS, AND APPROPRIATIONS. 531417 521008 10409 5151686 5119626 32060 42469 DUE FROM AFFILIATED COMPANIES 28499709 28499709 DUE TO AFFILIATED COMPANIES 12446458 12446458 X X 1 1 0 1 0 0 0 0 0 0 0 MARK A KEROACK MD DIR. (THRU 6/3/24)/PRES & CEO - BH 1487185 0 683230 0 543592 0 24750 0 19515 0 2758272 0 4275 0 ANDREW ARTENSTEIN MD DIRECTOR/PRES-BMP/CPE, CAO 737819 0 245372 0 301158 0 24750 0 19636 0 1328735 0 4275 0 RAYMOND MCCARTHY DIRECTOR/SVP, CFO & TREASURER BH 709330 0 234559 0 237354 0 28050 0 1869 0 1211162 0 4275 0 SAMUEL SKURA TRUSTEE/PRES BMC SVP 718579 0 261625 0 36018 0 182910 0 3811 0 1202943 0 0 0 VANESSA L SMITH DIRECTOR/SVP/CLO 510049 0 173258 0 165966 0 21450 0 24863 0 895586 0 4275 0 DOUGLAS SALVADOR MD SVP/CQO BH, CMO BMC 497329 0 170687 0 163724 0 21450 0 32192 0 885382 0 4275 0 KEVIN CONWAY SVP & CHIEF INFORMATION OFFICER 453862 0 152546 0 50739 0 122489 0 4025 0 783661 0 0 0 KRISTIN MORALES-LEMIEUX DIRECTOR/SVP/CHRO 453469 0 152893 0 150040 0 21450 0 4401 0 782253 0 4275 0 RONALD P BRYANT PRESIDENT, BH COMM HOSPITALS 491814 0 119799 0 78773 0 24750 0 24413 0 739549 0 4275 0 BETTY K LARUE COO-BMP/VP-BH, AMBULATORY OPS 409722 0 99706 0 67922 0 28050 0 20932 0 626332 0 4275 0 TINA BASCH VP, CHIEF INFORMATION SECURITY OFFIC 244826 0 197076 0 58939 0 15560 0 32063 0 548464 0 0 0 KRISTIN R DELANEY CLERK/DIR CORP GOVERNANCE 158929 0 15361 0 2590 0 11919 0 28513 0 217312 0 0 0 PART I, LINE 1A TAX GROSS UP/ DISCRETIONARY SPENDING ACCOUNT - A FEW KEY EMPLOYEES WERE PROVIDED WITH REIMBURSEMENT FOR FINANCIAL, TAX AND ESTATE PLANNING, AND RELOCATION EXPENSES REQUIRING A TAX GROSS UP. THESE ITEMS WERE TREATED AS TAXABLE COMPENSATION AS APPROPRIATE IN ACCORDANCE WITH BAYSTATE'S WRITTEN POLICIES WHICH REQUIRE COMPLIANCE WITH THE IRS'S ACCOUNTABLE PLAN RULES. PART I, LINE 3 THE COMPENSATION OF THE PRESIDENT IS REVIEWED AND DETERMINED ANNUALLY BY THE HUMAN RESOURCES COMMITTEE OF BAYSTATE HEALTH, INC. (THE PARENT ORGANIZATION OF THE HEALTH CARE SYSTEM TO WHICH THE FILING ORGANIZATION BELONGS). THE INDIVIDUALS RESPONSIBLE FOR DELIBERATING THE COMPENSATION ARRANGEMENT FOR THE PRESIDENT WOULD BE THOSE INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION ARRANGEMENT AND WOULD BE CONSIDERED INDEPENDENT FOR COMPENSATION DELIBERATION PURPOSES. THE COMPENSATION OF THE PRESIDENT IS ESTABLISHED BASED ON INFORMATION PROVIDED BY INDEPENDENT THIRD PARTY CONSULTANTS FOR REASONABLENESS AND APPROPRIATE COMPARABILITY DATA. THE COMPENSATION IS THEN ESTABLISHED, REVIEWED AND APPROVED BY THE DULY AUTHORIZED HUMAN RESOURCES COMMITTEE OF BAYSTATE HEALTH, INC. AND ALL SUCH DELIBERATIONS AND DECISIONS ARE DOCUMENTED CONTEMPORANEOUSLY. PART I, LINE 4B: ANDREW ARTENSTEIN, MD - SUPPLEMENTAL RETIREMENT OF $194,107 IS INCLUDED IN COLUMN B. THIS AMOUNT CONSISTS OF $189,832 EARNED AND PAID IN 2023 AND $4,275 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,950 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. TINA BASCH - SUPPLEMENTAL RETIREMENT OF $3,890 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. RONALD P. BRYANT - SUPPLEMENTAL RETIREMENT OF $30,616 IS INCLUDED IN COLUMN B. THIS AMOUNT CONSISTS OF $26,341 EARNED AND PAID IN 2023 AND $4,275 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,950 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. KEVIN CONWAY - SUPPLEMENTAL RETIREMENT OF $105,989 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. MARK A. KEROACK, MD - SUPPLEMENTAL RETIREMENT OF $431,905 IS INCLUDED IN COLUMN B. THIS AMOUNT CONSISTS OF $427,630 EARNED AND PAID IN 2023 AND $4,275 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,950 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. BETTY K. LARUE - SUPPLEMENTAL RETIREMENT OF $26,941 IS INCLUDED IN COLUMN B. THIS AMOUNT CONSISTS OF $22,666 EARNED AND PAID IN 2023 AND $4,275 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,950 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. RAYMOND MCCARTHY - SUPPLEMENTAL RETIREMENT OF $190,955 IS INCLUDED IN COLUMN B. THIS AMOUNT CONSISTS OF $186,680 EARNED AND PAID IN 2023 AND $4,275 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,950 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. KRISTIN MORALES-LEMIEUX - SUPPLEMENTAL RETIREMENT OF $114,540 IS INCLUDED IN COLUMN B THIS AMOUNT CONSISTS OF $110,265 EARNED AND PAID IN 2023 AND $4,275 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,950 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. DOUGLAS SALVADOR, MD - SUPPLEMENTAL RETIREMENT OF $128,870 IS INCLUDED IN COLUMN B. THIS AMOUNT CONSISTS OF $124,595 EARNED AND PAID IN 2023 AND $4,275 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,950 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. VANESSA L. SMITH - SUPPLEMENTAL RETIREMENT OF $190,955 IS INCLUDED IN COLUMN B THIS AMOUNT CONSISTS OF $186,680 EARNED AND PAID IN 2023 AND $4,275 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,950 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. SAMUEL SKURA - SUPPLEMENTAL RETIREMENT OF $166,410 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2023. FORM 990, PART VI, SECTION A, LINE 1A BAYSTATE ADMINISTRATIVE SERVICES (BAS) IS PART OF AN INTEGRATED DELIVERY SYSTEM INCLUDING NOT FOR PROFIT COMMUNITY HOSPITALS, WHICH HAVE COMMUNITY BOARDS. BAS IS A MANAGEMENT SERVICES SUPPORTING ORGANIZATION, WHICH SUPPORTS BAYSTATE HEALTH AND ITS AFFILIATES AND IS COMPRISED PRIMARILY OF BAS EMPLOYEES. THIS BOARD STRUCTURE HAS NOT CHANGED SIGNIFICANTLY SINCE THE ORGANIZATION APPLIED FOR EXEMPT STATUS. FORM 990, PART VI, SECTION A, LINE 2 TWO OR MORE OF THE PERSONS LISTED IN THIS FORM 990 PART VII HAVE A BUSINESS RELATIONSHIP WITH EACH OTHER BY VIRTUE OF SITTING ON ONE OR MORE BOARDS OF DIRECTORS OR BY SERVING IN AN EMPLOYMENT RELATIONSHIP WITH ONE OR MORE ENTITIES IN THE BAYSTATE GROUP OF AFFILIATED ENTITIES AND IN THE COMMUNITY. FORM 990, PART VI, SECTION A, LINE 6 THE FILING ORGANIZATION HAS ONE MEMBER, BAYSTATE HEALTH, INC. (BH). FORM 990, PART VI, SECTION A, LINE 7A ALL OF THE MEMBERS OF THE BOARD OF DIRECTORS OF THE FILING ORGANIZATION ARE INDIVIDUALS SERVING EX OFFICIO BASED ON POSITIONS THEY HOLD WITH BAYSTATE HEALTH, INC. (BH). FORM 990, PART VI, SECTION A, LINE 7B UNDER MASSACHUSETTS LAW, A VOLUNTARY DISSOLUTION OF THE ORGANIZATION IS REQUIRED TO BE APPROVED BY BAYSTATE HEALTH, INC., AS THE SOLE MEMBER OF THE FILING ORGANIZATION. AS THE SOLE MEMBER, BAYSTATE HEALTH ALSO HAS THE AUTHORITY TO AMEND THE BYLAWS OF THE FILING ORGANIZATION. FORM 990, PART VI, SECTION B, LINE 11B PRIOR TO FILING THE FORM 990, APPROPRIATE SECTIONS WERE REVIEWED BY THE TAX, FINANCE, AND HUMAN RESOURCES AREAS OF BAYSTATE HEALTH, INC. (THE SOLE MEMBER OF THE FILING ORGANIZATION AND THE PARENT ORGANIZATION OF THE HEALTH CARE SYSTEM TO WHICH THE FILING ORGANIZATION BELONGS) AND BY OUTSIDE LEGAL COUNSEL. THE FORM 990 WAS ALSO REVIEWED BY TAX EXPERTS FROM AN INDEPENDENT ACCOUNTING FIRM AND SIGNED-OFF AS A PAID PREPARER. THE PROCESS, KEY AREAS AND ANY NEW CHANGES WERE REVIEWED PRIOR TO FILING WITH THE BAYSTATE HEALTH AUDIT AND COMPLIANCE COMMITTEE (ACC). THE ACC MEMBERS HAD AN OPPORTUNITY TO ASK QUESTIONS REGARDING THE TAX COMPLIANCE PROCESS AND THE TAX FILINGS IN GENERAL. THE FORM 990 WAS PROVIDED TO ALL MEMBERS OF THE BAYSTATE HEALTH BOARD OF TRUSTEES PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C BAYSTATE ADMINISTRATIVE SERVICE, INC. IS AN AFFILIATE OF BAYSTATE HEALTH, INC. (BH). BH AND ITS AFFILIATED ENTITIES HAVE A COMPREHENSIVE CONFLICT OF INTEREST POLICY APPLICABLE TO ALL OF THE AFFILIATED ENTITIES. ALL DIRECTORS, TRUSTEES, OFFICERS, KEY EMPLOYEES, AND HIGHEST COMPENSATED EMPLOYEES OF BH AND ITS AFFILIATES ARE ASKED TO COMPLETE AN ANNUAL "CONFLICT OF INTEREST" FORM. WE UTILIZE AN ELECTRONIC DATABASE TO RECEIVE AND MANAGE ALL CONFLICT OF INTEREST SUBMISSIONS. THIS INFORMATION IS REVIEWED BY THE CHIEF COMPLIANCE OFFICER, CHIEF EXECUTIVE OFFICER, CHAIR OF THE BOARD OF TRUSTEES, CHIEF GENERAL COUNSEL AND THE CHAIR OF THE AUDIT & COMPLIANCE COMMITTEE. A SUMMARY OF THE CONFLICT OF INTEREST DISCLOSURES IS PROVIDED TO THE BAYSTATE HEALTH BOARD OF TRUSTEES AND THE TAX DEPARTMENT. POTENTIAL CONFLICT OF INTEREST TRANSACTIONS ARE REVIEWED AS APPROPRIATE UNDER THE POLICY, WHICH PROVIDES FOR RECUSAL FROM DISCUSSION AND DELIBERATION BY ANY PARTY WITH A POTENTIAL CONFLICT OF INTEREST. FORM 990, PART VI, SECTION B, LINE 15B THE COMPENSATION OF THE PRESIDENT AND CEO IS PAID BY BAYSTATE ADMINISTRATIVE SERVICES, INC. THE COMPENSATION IS REVIEWED AND DETERMINED ANNUALLY BY THE HUMAN RESOURCES COMMITTEE OF BAYSTATE HEALTH, INC. (THE PARENT ORGANIZATION OF THE HEALTH CARE SYSTEM TO WHICH THE FILING ORGANIZATION BELONGS). THIS COMMITTEE CONSISTS ENTIRELY OF INDIVIDUALS SERVING ON THE BOARD OF BAYSTATE HEALTH, INC. THE INDIVIDUALS RESPONSIBLE FOR DELIBERATING THE COMPENSATION ARRANGEMENT FOR THE PRESIDENT AND CEO AND OF OTHER OFFICERS WOULD BE THOSE INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION ARRANGEMENT AND WOULD BE CONSIDERED INDEPENDENT FOR COMPENSATION DELIBERATION PURPOSES. THE COMPENSATION OF THE PRESIDENT AND CEO IS ESTABLISHED BASED ON INFORMATION PROVIDED BY INDEPENDENT THIRD PARTY CONSULTANTS FOR REASONABLENESS AND APPROPRIATE COMPARABILITY DATA.THE COMPENSATION IS THEN ESTABLISHED, REVIEWED AND APPROVED BY THE DULY AUTHORIZED COMPENSATION COMMITTEE OF BAYSTATE HEALTH, INC. THE COMPENSATION OF THE SENIOR VICE PRESIDENT, FINANCE, CFO AND TREASURER AND THE KEY EMPLOYEE IS PAID BY BAYSTATE ADMINISTRATIVE SERVICES, INC. THE COMPENSATION OF THE SENIOR VICE PRESIDENT, FINANCE, CFO AND TREASURER AND THE KEY EMPLOYEE IS REVIEWED AND DETERMINED ANNUALLY BY THE HUMAN RESOURCES COMMITTEE OF BAYSTATE HEALTH, INC. (THE PARENT ORGANIZATION OF THE HEALTH CARE SYSTEM TO WHICH THE FILING ORGANIZATION BELONGS). THIS COMMITTEE CONSISTS ENTIRELY OF INDIVIDUALS SERVING ON THE BOARD OF BAYSTATE HEALTH, INC. THE INDIVIDUALS RESPONSIBLE FOR DELIBERATING THE COMPENSATION ARRANGEMENT FOR THE SENIOR VICE PRESIDENT, FINANCE, CFO AND TREASURER AND OF OTHER OFFICERS WOULD BE THOSE INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION ARRANGEMENT AND WOULD BE CONSIDERED INDEPENDENT FOR COMPENSATION DELIBERATION PURPOSES. THE COMPENSATION OF THE SENIOR VICE PRESIDENT, FINANCE, CFO AND TREASURER IS ESTABLISHED BASED ON INFORMATION PROVIDED BY INDEPENDENT THIRD PARTY CONSULTANTS FOR REASONABLENESS AND APPROPRIATE COMPARABILITY DATA.THE COMPENSATION IS THEN ESTABLISHED, REVIEWED AND APPROVED BY THE DULY AUTHORIZED COMPENSATION COMMITTEE OF BAYSTATE HEALTH, INC. THE COMPENSATION OF OTHER OFFICERS OF THE FILING ORGANIZATION IS DETERMINED IN ACCORDANCE WITH THE EXECUTIVE COMPENSATION PHILOSOPHY STATEMENT, IN CONSULTATION WITH HUMAN RESOURCES, BASED ON THE BAYSTATE HEALTH BOARD APPROVED BUDGET AND WAGE PROGRAM FOR EACH FISCAL YEAR. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC AT WWW.BAYSTATEHEALTH.ORG. ARTICLES OF ORGANIZATION AND BYLAWS ARE GENERALLY AVAILABLE AT THE COMMONWEALTH OF MASSACHUSETTS WEBSITE. FORM 990, PART XI, LINE 9: ADJUSTMENT FOR MINIMUM PENSION LIABILITY 31,705,927. 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