2020-11-16T10:13:39-06:00 2019-12-31 420714325 RSM US LLP 80 CITY SQUARE BOSTON MA 021293742 990 2019-01-01 043756900 COMMONWEALTH CARE ALLIANCE INC COMM 6174260600 30 WINTER STREET BOSTON MA 02108 MIHIR SHAH TREASURER & CFO 6174260600 2020-11-16 1 LYNNE JOHNSON P00757336 6179129000 73.226.132.236 2020-11-16 09:57:41 ES P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 AECF77219117B6B1EC9B6AE33341583F740A001D 2019 2021-01-29 14:40:06Z CHRISTOPHER D PALMIERI 30 WINTER STREET BOSTON MA 02108 1586751905 0 X WWW.COMMONWEALTHCARE.ORG X 2003 MA COMMONWEALTH CARE ALLIANCE, INC.'S MISSION IS TO IMPROVE THE HEALTH AND WELL-BEING OF PEOPLE WITH SIGNIFICANT NEEDS BY INNOVATING, COORDINATING AND PROVIDING THE HIGHEST QUALITY, INDIVIDUALIZED CARE. 14 13 1489 15 0 0 0 0 1257605215 1540548178 1254268 3617066 200672 616817 1259060155 1544782061 225992 230292 0 0 87862425 102203731 0 0 0 1155405340 1420906809 1243493757 1523340832 15566398 21441229 302580294 405019704 196719255 276030718 105861039 128988986 X COMMONWEALTH CARE ALLIANCE, INC.'S MISSION IS TO IMPROVE THE HEALTH AND WELL-BEING OF PEOPLE WITH SIGNIFICANT NEEDS BY INNOVATING, COORDINATING AND PROVIDING THE HIGHEST QUALITY, INDIVIDUALIZED CARE. 0 0 1342226524 230292 1541164995 COMMONWEALTH CARE ALLIANCE (CCA) HAS CONTRACTED WITH COMMUNITY BASED PRIMARY CARE PRACTICES THAT HAVE DEMONSTRATED EXPERIENCE SERVING ADULTS IN A MANAGED CARE NETWORK. EXAMPLES OF THESE PRIMARY CARE SITES INCLUDE AFFILIATED PHYSICIANS GROUP OF JAMAICA PLAIN, BOSTON UNIVERSITY GERIATRICS, BRIGHTWOOD HEALTH SERVICES, CAMBRIDGE HEALTH ALLIANCE, EAST BOSTON HEALTH CENTER, ELDER SERVICE PLAN OF THE NORTH SHORE, HARBOR HEALTH SERVICE, UPHAM'S CORNER HEALTH CENTER. CCA IS ONE OF THE SIX SENIOR CARE OPTION OR "SCO ORGANIZATIONS IN THE COMMONWEALTH: THE SCO PROGRAM IS A COMPREHENSIVE HEALTH PLAN THAT COVERS ALL SERVICES REIMBURSABLE UNDER A DELIVERY SYSTEM AND ITS PREFERRED NETWORK OF PROVIDERS. CCA IS ALSO ONE OF TWO ORGANIZATIONS THAT OFFERS ONE CARE TO INDIVIDUALS AGED 18 TO 64 RESIDENT IN THE COMMONWEALTH OF MASSACHUSETTS. 1342226524 1 0 0 1 0 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 1 4038 0 1489 1 0 0 0 0 0 0 0 0 0 0 1 0 X 14 13 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 MA X LISA FLEMING SECRETARY & CLERK GENERAL COUNSEL 6174260600 30 WINTER STREET BOSTON MA 02108 CHRISTOPHER D PALMIERI PRESIDENT & CEO, DIRECTOR 20.00 20.00 X X 1157797 0 236637 LISA FLEMING SECRETARY & CLERK, CHIEF LEGAL OFFICER 20.00 20.00 X 673661 0 43764 COURTNEY MURPHY CHIEF OPERATING OFFICER 40.00 0.00 X 648309 0 47966 ROBERT MACARTHUR CHIEF MEDICAL OFFICER 40.00 0.00 X 535154 0 53428 LAWRENCE GOTTLIEB CHIEF QUALITY OFFICER 40.00 0.00 X 499417 0 45159 ERIC PRICE SPECIAL ASSISTANCE TO THE CEO 40.00 0.00 X 465590 0 12384 JOHN LOUGHNANE CHIEF OF INNOVATION 40.00 0.00 X 440806 0 19621 KATHLEEN MCCANN CHIEF HR OFFICER (UNTIL MAY 2019) 40.00 0.00 X 438337 0 15208 SARAH GARRITY CHIEF MARKETING OFFICER 40.00 0.00 X 423889 0 31934 DONNA MOORE SENIOR VP, MIH (UNTIL SEPT. 2019) 40.00 0.00 X 383218 0 16362 MIHIR SHAH TREASURER & CFO 20.00 20.00 X 370680 0 15945 CAROL RAPHAEL VICE CHAIR OF THE BOARD 3.00 2.00 X 0 0 0 LEN FISHMAN DIRECTOR 3.00 2.00 X 0 0 0 DAVID KLEIN DIRECTOR 3.00 2.00 X 0 0 0 TEJAL GANDHI MD DIRECTOR 3.00 2.00 X 0 0 0 ROBERT GITTENS DIRECTOR 3.00 2.00 X 0 0 0 IRA GOTTLIEB DIRECTOR 3.00 2.00 X 0 0 0 CHARLES CARR DIRECTOR 3.00 2.00 X 0 0 0 THOMAS LYNCH CHAIR OF THE BOARD (UNTIL DEC. 2019) 6.00 4.00 X 0 0 0 CHRISTOPHER KOLLER DIRECTOR 3.00 2.00 X 0 0 0 JOSEPH PADUDA DIRECTOR 3.00 2.00 X 0 0 0 J GARRETT PARKER JR DIRECTOR 3.00 2.00 X 0 0 0 ROBERT RESTUCCIA DIRECTOR (UNTIL MARCH 2019) 3.00 2.00 X 0 0 0 NANCY TURNBALL DIRECTOR 3.00 2.00 X 0 0 0 LESLIE KIRWAN DIRECTOR 3.00 2.00 X 0 0 0 MARK REYNOLDS DIRECTOR (UNTIL JUNE 2019) 3.00 2.00 X 0 0 0 6036858 0 538408 349 0 1 0 MCKINSEY & COMPANY INC 280 CONGRESS STREET SUITE 1100 BOSTON MA 02210 CONSULTING 5300000 CURTIS PERRY BRANDING PLUS LLC 41 EAST 11TH STREET 11TH FLOOR NEW YORK NY 10003 ADVERTISING 2141182 HURON TRANSACTION ADVISORY LLC 100 HIGH STREET 2301 BOSTON MA 02110 CONSULTING 1608088 DELOITTE CONSULTING LLP 200 BERKELEY STREET 10TH FLOOR BOSTON MA 02116 CONSULTING 1426589 CLEARLINK PARTNERS LLC 574 GRAMERCY DRIVE MARIETTA GA 30068 HEALTHCARE/TECHNOLOGY 1090583 817 ENROLLEE FEES 621300 1539842432 1539842432 GRANT REVENUE 900099 705746 705746 1540548178 3608988 3608988 41977922 41969844 8078 8078 8078 MISCELLANEOUS 900099 616817 616817 616817 1544782061 1541164995 0 3617066 230292 230292 6575265 6575265 74427387 74427387 4330953 4330953 7806575 7806575 9063551 9063551 623602 623602 1733572 1733572 824918 824918 205716 205716 30181400 30181400 2563703 2563703 2380798 2380798 6892836 6892836 7422804 7422804 1555658 1555658 360637 360637 3485765 3485765 3370563 3370563 MEDICAL EXPENSES 1112406962 1112406962 CAPITATION EXPENSES 229589270 229589270 CLAIMS ADJUDICATION 15256256 15256256 DUES & SUBSCRIPTIONS 426354 426354 1625995 1625995 1523340832 1342226524 181114308 0 55140226 17291856 65389975 165080 97094625 179662989 2799336 3519842 41331466 17764497 11914233 23566969 55450446 119626177 1404999 14791453 59781792 302580294 405019704 24639331 30563964 172079924 245466754 196719255 276030718 X 105861039 128988986 105861039 128988986 302580294 405019704 21441229 1686718 0 X 0 1 X 1 1 1 X 5150 5150 762435569 833793457 1029992170 1257805887 1541164995 5425192078 762435569 833798607 1029992170 1257805887 1541164995 5425197228 5000 5000 0 5000 5000 5425192228 -319060 100258 103606 1254268 3608988 4748060 -319060 100258 103606 1254268 3608988 4748060 762116509 833898865 1030095776 1259060155 1544773983 5429945288 0.99910 0.99980 0.00090 0.00020 X 0 1 0 0 0 0 1 1897442 0 1 184478 2081920 0 PART II-B, LINE 1: CCA PAYS DUES TO CERTAIN MEMBERSHIP ORGANIZATIONS, A PIECE OF WHICH MAY BE USED BY SUCH ORGANIZATIONS FOR FEDERAL LOBBYING ACTIVITIES ON BEHALF OF CCA AND OTHER SIMILARLY SITUATED ORGANIZATIONS. 119298 119298 2498744 338631 2160113 4225565 1344248 2881317 8799323 6235697 2563626 25688536 9845921 15842615 23566969 ASSETS LIMITED AS TO USE 3733645 DUE FROM BOSTON COMMUNITY MEDICAL GROUP 19867619 DEPOSITS 116744 DUE FROM COMMONWEALTH CLINICAL ALLIANCE, INC 35451585 DUE FROM INSTITUTE FOR ADVANCING CONSUMER CENTERED QUALITY, INC. 513213 OTHER CURRENT ASSETS - 403(B) FORFEITURE ACCOUNT 98986 59781792 MEDICAL EXPENSE OBLIGATIONS 158435404 REFUNDABLE ADVANCES 30330684 DEFERRED RENT 3866871 DEFERRED FUNDRAISING 945583 OTHER LIABILITIES 9123454 UNEARNED ROYALTIES 155000 DUE TO BOSTON COMMUNITY MEDICAL GROUP 9586851 DUE TO COMMONWEALTH CLINICAL ALLIANCE, INC 32973085 DUE TO INSTITUTE FOR ADVANCING CONSUMER CENTERED QUALITY, INC. 49822 245466754 X PART X, LINE 2: THE ORGANIZATION IS REQUIRED TO ASSESS UNCERTAIN TAX POSITIONS AND HAS DETERMINED THAT THERE WERE NO SUCH POSITIONS THAT ARE MATERIAL TO THE CONSOLIDATED FINANCIAL STATEMENTS. 1 HEALTHCARE FOR ALL ONE FEDERAL ST BOSTON MA 02110 043071598 501(C)(3) 100000 HOST SPONSORSHIP BOSTON CENTER FOR INDEPENDENT LIVING 60 TEMPLE PLACE BOSTON MA 02111 042546595 501(C)(3) 22500 HOST SPONSORSHIP DISABILITY POLICY CONSORTIUM INC 11 DARTMOUTH STREET SUITE 301 MALDEN MA 02148 043570281 501(C)(3) 15000 HOST SPONSORSHIP HEALTH LAW ADVOCATES INC ONE FEDERAL ST BOSTON MA 02110 043298116 501(C)(3) 10000 HOST SPONSORSHIP BOSTON SELF HELP CENTER INC 1534 TREMONT ST BOSTON MA 02120 042649399 501(C)(3) 5300 HOST SPONSORSHIP 5 0 PART I, LINE 2: IN 2019, THE ORGANIZATION SPONSORED OTHER HUMAN SERVICES ORGANIZATIONS AND ORGANIZATIONS WITH SIMILAR MISSIONS. MEMBERS OF THE ORGANIZATION'S EXECUTIVE MANAGEMENT TEAM SELECT THE THIRD PARTIES THAT IT WILL SPONSOR, DETERMINE THE AMOUNT OF SPONSORSHIP AND MAINTAIN RECORDS TO SUBSTANTIATE THE CONTRIBUTIONS MADE. 1 X X X X 1 1 0 0 0 0 0 1 1 1 CHRISTOPHER D PALMIERI PRESIDENT & CEO, DIRECTOR 872668 0 249139 0 35990 0 212600 0 24037 0 1394434 0 0 0 LISA FLEMING SECRETARY & CLERK, CHIEF LEGAL OFFIC 407401 0 261903 0 4357 0 12600 0 31164 0 717425 0 0 0 COURTNEY MURPHY CHIEF OPERATING OFFICER 482136 0 165513 0 660 0 12600 0 35366 0 696275 0 0 0 ROBERT MACARTHUR CHIEF MEDICAL OFFICER 440100 0 92216 0 2838 0 12600 0 40828 0 588582 0 0 0 LAWRENCE GOTTLIEB CHIEF QUALITY OFFICER 491035 0 0 0 8382 0 12600 0 32559 0 544576 0 0 0 ERIC PRICE SPECIAL ASSISTANCE TO THE CEO 89695 0 0 0 375895 0 4128 0 8256 0 477974 0 0 0 JOHN LOUGHNANE CHIEF OF INNOVATION 349102 0 90186 0 1518 0 12600 0 7021 0 460427 0 0 0 KATHLEEN MCCANN CHIEF HR OFFICER (UNTIL MAY 2019) 172075 0 96517 0 169745 0 10947 0 4261 0 453545 0 0 0 SARAH GARRITY CHIEF MARKETING OFFICER 318353 0 102698 0 2838 0 12600 0 19334 0 455823 0 0 0 DONNA MOORE SENIOR VP, MIH (UNTIL SEPT. 2019) 242392 0 74368 0 66458 0 13049 0 3313 0 399580 0 0 0 MIHIR SHAH TREASURER & CFO 320198 0 50000 0 482 0 12600 0 3345 0 386625 0 0 0 PART I, LINES 4A-B THE FOLLOWING MEMBERS OF SENIOR MANAGEMENT SEPARATED FROM THE ORGANIZATION AND PAID SEVERANCE IN ACCORDANCE WITH COMPANY WRITTEN SEVERANCE GUIDELINES. IN 2019, KATHY MCCANN, FORMER CHIEF HUMAN RESOURCE OFFICER, RECEIVED A SEVERANCE PAYMENT OF $169,044 IN ACCORDANCE WITH HER WRITTEN EMPLOYMENT AND SEVERANCE AGREEMENT, AND DONNA MOORE, FORMER SENIOR VICE PRESIDENT, RECEIVED A SEVERANCE PAYMENT OF $60,697 IN ACCORDANCE WITH HER WRITTEN EMPLOYMENT AND SEVERANCE AGREEMENT. ERIC PRICE RESIGNED AS CFO IN AUGUST 2018 AND WAS THE SPECIAL ASSISTANT TO THE CEO THROUGH FEBRUARY 2019. MR. PRICE RECEIVED A SEVERANCE PAYMENT OF $375,057 IN ACCORDANCE WITH HIS WRITTEN EMPLOYMENT AND SEVERANCE AGREEMENT. UNDER MR. PALMIERI'S ORIGINAL EMPLOYMENT CONTRACT, HE WAS AWARDED A $500,000 (NET OF TAX) LONG-TERM INCENTIVE PAYABLE ON THE FIFTH ANNIVERSARY OF HIS EMPLOYMENT, NOVEMBER 2, 2020. AMOUNTS ATTRIBUTABLE TO MR. PALMIERI IN COLUMN C INCLUDE AMOUNTS ACCRUED THROUGH 12/31/19 FOR THIS LONG-TERM INCENTIVE AWARD AS WELL AS $12,600 WHICH REPRESENTS THE ORGANIZATION'S MATCH UNDER ITS 403(B) PLAN AVAILABLE TO ALL EMPLOYEES. THE ORGANIZATION AMENDED AND RESTATED EMPLOYMENT AGREEMENT WITH MR. PALMIERI, ON NOVEMBER 2, 2018 FOR AN ADDITIONAL EMPLOYMENT TERM OF FIVE YEARS (SUBJECT TO RENEWAL FOR TWO ADDITIONAL ONE-YEAR TERMS). ALL AMOUNTS ARE PROPERLY REPORTED ON FORM W-2, ON FORM 990, PART VII, AND ON FORM 990, SCH J, PART II. PART I, LINE 7 BONUSES REPORTED IN PART II, COLUMN (B)(II) WERE DETERMINED BY A FIXED FORMULA BASED ON ATTAINING BOTH COMPANY AND INDIVIDUAL PERFORMANCE GOALS AND PRO-RATED BASED ON AN EMPLOYEE'S DATE OF HIRE AS APPLICABLE. THE CEO'S SHORT-TERM BONUS WAS DETERMINED BY A FIXED FORMULA BASED ON ACHIEVING PRE-ESTABLISHED COMPANY GOALS WHICH WERE APPROVED BY THE BOARD OF DIRECTORS. LISA FLEMING, CHIEF LEGAL OFFICER, RECEIVED A ONE-TIME DISCRETIONARY BONUS AS A RESULT OF ADDITIONAL DUTIES SHE ASSUMED AND SERVICES CONTRIBUTED TO THE ORGANIZATION DURING 2019. PART I, LINE 8 THE ORGANIZATION ENTERED INTO A THREE-YEAR EMPLOYMENT CONTRACT WITH ITS PRESIDENT AND CEO, CHRISTOPHER PALMIERI, ON NOVEMBER 2, 2015 "(THE 2015 CONTRACT)." THE TERMS OF THIS CONTRACT SET FORTH BASE SALARY, SHORT AND LONG-TERM INCENTIVES, RELOCATION, HEALTH AND WELFARE BENEFITS, SEVERANCE PROVISIONS AND OTHER CUSTOMARY TERMS AND RESTRICTIVE COVENANTS. UNDER THIS CONTRACT, MR. PALMIERI WAS AWARDED A $500,000 (NET OF TAX) LONG-TERM INCENTIVE PAYABLE ON THE FIFTH ANNIVERSARY OF HIS EMPLOYMENT, NOVEMBER 2, 2020. ON DECEMBER 18, 2017, THE ORGANIZATION'S BOARD OF DIRECTORS AMENDED THE TERMS OF THIS LONG TERM INCENTIVE AWARD SO THAT IF MR. PALMIERI'S EMPLOYMENT WITH THE ORGANIZATION IS TERMINATED PRIOR TO NOVEMBER 3, 2020 DUE TO ONE OF THE FOLLOWING TERMINATION EVENTS (AS DEFINED IN THE PALMIERI EMPLOYMENT CONTRACT): (A) A CCA NOTICE TERMINATION, (B) A DEATH OR DISABILITY TERMINATION OR A (C) GOOD REASON TERMINATION, MR. PALMIERI SHALL BE ENTITLED TO RECEIVE A PRO RATA PORTION OF THE LONG-TERM INCENTIVE BENEFIT BASED ON THE NUMBER OF MONTHS HE IS EMPLOYED BY THE ORGANIZATION, INCLUDING THE MONTH OF TERMINATION. AMOUNTS ATTRIBUTABLE TO MR. PALMIERI IN COLUMN C INCLUDE AMOUNTS ACCRUED THROUGH 12/31/19 FOR THIS LONG-TERM INCENTIVE AWARD AS WELL AS $12,600 WHICH REPRESENTS THE ORGANIZATION'S MATCH UNDER ITS 403(B) PLAN AVAILABLE TO ALL EMPLOYEES. IN ACCORDANCE WITH TERM OF THE CEO'S EMPLOYMENT CONTRACT, THE BOARD OF DIRECTORS APPROVED A NEW EMPLOYMENT CONTRACT BETWEEN MR. PALMIERI AND THE ORGANIZATION EFFECTIVE NOVEMBER 2, 2018 (THE "2018 CONTRACT"). THE 2018 CONTRACT ESTABLISHED A NEW BASE SALARY AND OTHER COMPENSATION ELEMENTS FOR MR. PALMIERI. PART II, COLUMN (D): AMOUNTS INCLUDED IN COLUMN D REPRESENT HEALTH AND WELFARE BENEFITS PROVIDED BY THE ORGANIZATION TO THE INDIVIDUALS LISTED ON THIS SCHEDULE. AMOUNTS IN THIS COLUMN ALSO INCLUDE NONTAXABLE TRANSPORTATION BENEFITS FOR LISA FLEMING, SARAH GARRITY, LAWRENCE GOTTLIEB, DONNA MOORE, COURTNEY MURPHY, CHRISTOPHER PALMIERI. PART II, COLUMN (B)(III): CHRISTOPHER PALMIERI RECEIVES AN ANNUAL STIPEND OF $35,000 TO PURCHASE ADDITIONAL BENEFITS OF HIS CHOOSING. FORM 990, PART VI, SECTION B, LINE 11B THE BOARD OF DIRECTORS REVIEWS THE FORM 990 BEFORE THE RETURN IS FILED WITH THE INTERNAL REVENUE SERVICE. THE BOARD ALSO REVIEWS THE ORGANIZATION'S FINANCIAL STATEMENTS ON A QUARTERLY BASIS. FORM 990, PART VI, SECTION B, LINE 12C THE ANNUAL COMPLIANCE POLICY AND CONFLICT OF INTEREST FORMS ARE DISTRIBUTED TO THE BOARD, OFFICERS, AND KEY EMPLOYEES, AND THE COMPLIANCE DEPARTMENT MONITORS FOR COMPLETION ANNUALLY. THE BOARD, OFFICERS, AND KEY EMPLOYEES ALSO RECEIVE ANNUAL TRAINING ON CONFLICTS OF INTEREST AND COMPLIANCE. THE ORGANIZATION'S CONFLICT OF INTEREST POLICY COVERS CCA EMPLOYEES, OFFICERS AND DIRECTORS. THE POLICY CALLS FOR CONFLICT OF INTEREST ANALYSIS AND ACTUAL CONFLICTS ARE REVIEWED AND CONFLICTS DETERMINATIONS ARE MADE FOR EMPLOYEES OF DIRECTOR LEVEL AND ABOVE (DIRECTOR, SENIOR DIRECTOR, VICE PRESIDENT, SENIOR VICE PRESIDENT). WHERE AN ACTUAL OR PERCEIVED CONFLICT OF INTEREST INVOLVING A TRANSACTION IS DETERMINED, THE EMPLOYEE IS PROHIBITED FROM PARTICIPATING IN EITHER MANAGEMENT'S OR THE BOARD'S DELIBERATIONS AND DECISIONS IN THE TRANSACTION. FORM 990, PART VI, SECTION B, LINE 15 THE ORGANIZATION HAS A COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS COMPRISED ENTIRELY OF INDEPENDENT DIRECTORS. THIS COMMITTEE MAKES RECOMMENDATIONS TO THE BOARD OF DIRECTORS REGARDING EXECUTIVE COMPENSATION POLICIES AS WELL AS THE COMPENSATION STRUCTURE OF ITS PRESIDENT AND CHIEF EXECUTIVE OFFICER. AMONG OTHER THINGS, THIS COMMITTEE IS RESPONSIBLE FOR ENSURING THAT THE TOTAL COMPENSATION PROVIDED TO EXECUTIVE OFFICERS IS DETERMINED BY A FAIR AND EQUITABLE PROCESS, INFORMED BY CURRENT AND CREDIBLE MARKET PRACTICE INFORMATION, AND IS COMPLIANT WITH APPLICABLE LEGAL AND REGULATORY GUIDELINES. THE ORGANIZATION ENGAGED COMPENSATION CONSULTANTS TO PROVIDE A COMPREHENSIVE COMPENSATION ASSESSMENT AND RECOMMENDATIONS TO CREATE A REASONABLE COMPENSATION PACKAGE FOR ITS PRESIDENT AND CEO UNDER A NEW EMPLOYMENT AGREEMENT. THE COMMITTEE MET TO REVIEW THE EXECUTIVE COMPENSATION STRUCTURE AND THE CURRENT AND PROPOSED COMPENSATION LEVELS, ALL IN THE CONTEXT OF COMPARABLE MARKET DATA. WITH REGARD TO THE CEO'S COMPENSATION, THE COMMITTEE MET WITHOUT THE CEO PRESENT TO REVIEW INDIVIDUAL ELEMENTS AND HIS TOTAL COMPENSATION AS WELL AS THE CEO'S PERFORMANCE AGAINST PRE-ESTABLISHED GOALS. IN 2019, THE COMMITTEE AND THE BOARD APPROVED THE PAYMENT OF A SHORT TERM INCENTIVE TO THE CEO BASED UPON ACHIEVEMENT OF THESE 2018 PERFORMANCE GOALS. IN ADDITION, IN ESTABLISHING THE CEO'S BASE SALARY AND OTHER COMPENSATION ELEMENTS UNDER THE CEO'S NEW EMPLOYMENT CONTRACT, THE COMMITTEE RECEIVED A MARKET SURVEY PREPARED BY ITS INDEPENDENT COMPENSATION CONSULTANT. THE BOARD OF DIRECTORS VOTED TO APPROVE THE COMMITTEE'S RECOMMENDATION. ALL OF THE DELIBERATIONS WERE CONTEMPORANEOUSLY DOCUMENTED IN THE MINUTES OF THE COMMITTEE AND BOARD. THE COMPENSATION OF OTHER OFFICERS AND KEY EMPLOYEES ARE REVIEWED ANNUALLY AND ARE ADJUSTED BASED UPON PERFORMANCE AND IN RELATION TO MARKET VALUE OF SURVEY OF POSITIONS. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, FORM 990, AND FINANCIAL STATEMENTS AVAILABLE UPON REQUEST FOR THE SAME PERIOD OF DISCLOSURE AS SET FORTH IN SECTION 6104(D). IN ADDITION, THE FORM 990 WITHOUT SCHEDULE B IS AVAILABLE VIA GUIDESTAR AND THE MASSACHUSETTS ATTORNEY GENERAL'S WEBSITE. 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