2019-03-31T11:17:57-05:00 2018-09-30 010494526 BAKER NEWMAN & NOYES LLC 650 ELM STREET SUITE 302 MANCHESTER NH 03101 990 2017-10-01 020456218 Foundation Medical Partners FOUN 6035772000 8 Prospect Street Nashua NH 030603928 Susan Desocio President/CEO 6035772000 2019-03-08 1 Nicholas E Porto P01310283 8002447444 2019-03-08 208.105.168.164 2019-03-08 15:35:27 ES P 3452BD8595D9AC820B41F271E29CE8BF50AD3EDC 86AD5A998A217BD7885303F5109AB5202568ED7D 2017 2019-02-21 02:37:17Z Susan DeSocio 8 Prospect Street Nashua NH 030603928 114160768 0 X www.snhhs.org X 1992 NH The organization provides healthcare service within Southern and Central New Hampshire as well as the northeastern Massachusetts border. 13 11 1160 11 0 0 0 0 104914522 112796009 9589 0 1399573 1364759 106323684 114160768 0 0 0 0 97324003 105070750 0 0 0 40133180 42295123 137457183 147365873 -31133499 -33205105 43884286 48786470 45476694 49157128 -1592408 -370658 The Organization provides healthcare services to a diverse population base (including the indigent) within Southern and Central New Hampshire as well as northeastern border of Massachusetts. 0 0 139524270 114160768 Health Care Services 139524270 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 56 0 1 1160 1 0 0 0 0 0 0 0 0 0 0 X 13 11 0 0 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 X Melliyal Annamalai Trustee 1.00 2.00 X 0 0 0 Robert B Eisenberg Trustee 1.00 2.00 X 0 0 0 Holly J Harmon-Morse Trustee 1.00 2.00 X 0 0 0 Mary Jordan Trustee 1.00 2.00 X 0 0 0 Martha E O'Neill Esq Trustee (part year) 1.00 2.00 X 0 0 0 Marc Sadowsky MD Trustee 1.00 2.00 X 0 30600 0 James K Steiner Trustee (part year) 1.00 2.00 X 0 0 0 Marlene Santiago MD Trustee 1.00 2.00 X 0 0 0 Charla B Stevens Esq Trustee 1.00 2.00 X 0 0 0 John J Sullivan Trustee 1.00 2.00 X 0 0 0 Timothy C Sullivan Esq Trustee 1.00 2.00 X 0 0 0 Praveen K Suchdev MD Trustee (part year) 1.00 2.00 X 0 0 0 Timothy J Whitaker Board Chair 1.00 2.00 X X 0 0 0 Thomas A Pursch Board Vice Chair 1.00 2.00 X X 0 0 0 Michael S Rose Pres/CEO SNHHS, Secretary 1.00 42.00 X X 0 664611 119741 Susan DeSocio Pres/CEO Foundation Medical Partners 40.00 1.00 X X 0 390208 78110 Paul Trainor Senior VP & CFO SNHHS, Treasurer 1.00 41.00 X 0 388142 53515 Robert Dorf MD Chief Medical Officer 40.00 0.00 X 335044 0 47004 Katherine E Bellemare VP of Finance (part-year) 40.00 0.00 X 230774 0 16339 Karen Maynard MD Physician 40.00 0.00 X 661082 0 46463 Tung T Nguyen MD Physician 40.00 0.00 X 779321 0 58726 Paul F Boffetti MD Physician 40.00 0.00 X 586996 0 64152 Mollie A MacCormack MD Physician 40.00 0.00 X 762044 0 31479 David H Hoang MD Physician 40.00 0.00 X 555464 0 56499 3910725 1473561 572028 233 0 1 1 Medicus Radiology Services LLC 22 Roulston Road Windham NH 03087 Professional Services 1633727 Peter Hacker 30 Dearborn Street Nashua NH 03060 Medical Services 346428 CHG Companies Inc PO Box 972651 Dallas TX 75397 Professional Services 316841 Electromedical Associates Inc PO Box 473 Amherst NH 03031 Collection Services 314696 Virtual Radiologic Corporation 11995 Singletree Lane Suite 5000 Minneapolis MN 55344 Professional Services 215996 6 Offices of Physicians 621110 117939299 117939299 Provision for Bad Debt 621110 -5143290 -5143290 112796009 1364759 0 1364759 1364759 1364759 114160768 114160768 0 0 629161 629161 88656313 85013447 3642866 3959831 3769027 190804 6715940 6392333 323607 5109505 4863304 246201 11641496 10055066 1586430 69663 69663 652571 558771 93800 6901874 6667716 234158 690586 644274 46312 325660 325660 1537874 1037618 500256 1634409 1634409 Drugs and Medical Suppl 17434488 17434488 0 Telephone 561526 539178 22348 Physician Recruitment 443148 443148 Linen and Laundry 221904 221904 179924 179924 147365873 139524270 7841603 0 -963884 -693608 9685941 10246882 1456478 1062372 2129053 2273812 22175047 13188894 9035859 8986153 22540839 26910859 43884286 48786470 5573067 4537871 5048342 4794430 34855285 39824827 45476694 49157128 X -1592408 -370658 -1592408 -370658 43884286 48786470 X -33205105 34426855 X X 0 1 X 1 0 X 97654740 98456732 102625995 106314095 114160768 519212330 97654740 98456732 102625995 106314095 114160768 519212330 0 0 0 519212330 97654740 98456732 102625995 106314095 114160768 519212330 1.00000 1.00000 0.00000 0.00000 X 470501 470501 7091866 3191345 3900521 8528957 6653880 1875077 6083723 3343669 2740054 8986153 Pension and Insurance Obligations 26791220 LT Portion of Sign on Bonus 119639 26910859 Accrued Pension Liability 26791220 Accrued Payroll Liability 10921746 Malpractice 1115832 Accrued Benefits 949897 Other 46132 39824827 X Part X, Line 2: The System, Medical Center 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. 0 1 0 0 0 0 0 1 0 Michael S Rose Pres/CEO SNHHS, Secretary 0 490823 0 134165 0 39623 0 91186 0 28555 0 784352 0 0 Susan DeSocio Pres/CEO Foundation Medical Partners 0 329345 0 56422 0 4441 0 73908 0 4202 0 468318 0 0 Paul Trainor Senior VP & CFO SNHHS, Treasurer 0 302099 0 55024 0 31019 0 49705 0 3810 0 441657 0 0 Robert Dorf MD Chief Medical Officer 304234 0 30000 0 810 0 15754 0 31250 0 382048 0 0 0 Katherine E Bellemare VP of Finance (part-year) 196719 0 32250 0 1805 0 3770 0 12569 0 247113 0 0 0 Karen Maynard MD Physician 657157 0 2000 0 1925 0 14642 0 31821 0 707545 0 0 0 Tung T Nguyen MD Physician 759079 0 1000 0 19242 0 31276 0 27450 0 838047 0 0 0 Paul F Boffetti MD Physician 526618 0 40056 0 20322 0 23450 0 40702 0 651148 0 0 0 Mollie A MacCormack MD Physician 761257 0 247 0 540 0 27641 0 3838 0 793523 0 0 0 David H Hoang MD Physician 535654 0 1000 0 18810 0 24315 0 32184 0 611963 0 0 0 Part I, Line 4b A related organization, SNHMC, provides a Supplemental Employee Retirement Plan, a 457(f) plan, to certain executives. Funding for this plan during the year was provided as follows: Susan DeSocio - $63,308, Michael S. Rose - $80,586, Paul Trainor - $40,202. FMP provides a Supplemental Employee Retirement Plan, a 457(f) plan, to certain executives. Funding for this plan during the year was provided as follows: Robert Dorf - $10,454; Karen Maynard - $9,342; Paul Boffetti - $18,151; David Hoang - $19,015; Tung Nguyen - $25,976; Mollie MacCormack - $23,970. 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' Executive Compensation Committee. The amount designated for the CEO and CFO are considered in the compensation consultant's analysis of executive compensation. Part I, Line 3: The CEO 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, is also the Medical Director of the Medical Center's Electro Convulsive Therapy (ECT) unit. During Calendar year 2017 the Medical Center paid New England Neurological Association $12,000 for ECT and $18,600 for weekend coverage provided by Dr.Sadowsky to Southern New Hampshire Health System. 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, after due consultation with the Board of Trustees of the Foundation, the sole Member shall: (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 of which SNHHS is the sole corporate member and periodically develop, adopt, and periodically amend or revise a system-wide strategic plan; (c) conduct system-wide financial and capital planning encompassing all corporations 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; (d) periodically conduct by appropriate means an evaluation of the performance of each member of a board of trustees of all corporations of which SNHHS is the sole corporate member, the results of which shall be used 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, or agree to enter into or otherwise approve of any transaction including a 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 VII: Katherine E. Bellemare, who served as the Organization's VP of Finance, retired in April of 2018. Ms. Bellemare has been listed as current officer of the Organization in accordance with IRS instructions. Form 990, Part XI, line 9: Transfer From Affiliate 34,426,855. Form 990, Part XII, Line 2c: The audit process has not changed from the prior year. Form 990: On October 30, 2017, the system signed a combination agreement with Elliot Health System to form a new company. After meeting all applicable obligations and conditions of the definitive agreement on April 30, 2018, the health systems closed the transaction and formed SolutioNHealth, which became the sole-corporate member of Southern New Hampshire Health System, Inc. which is the sole-corporate member of Southern New Hampshire Medical Center and Foundation Medical Partners. SolutionHealth allows the system to establish a regional healthcare organization in New Hampshire that combines resources and skill-sets from both Elliot Health System and Southern New Hampshire Health System, Inc. This strategic collaboration allows the two Systems to: - support and facilitate an integrated community-based, regional health care delivery system among the Hospital Systems; - align the missions and economic interests of the Hospital Systems to enhance care for the communities served; - engage in collaborative regional planning relating to the delivery of health care services in southern New Hampshire; - create a high degree of interdependence and cooperation in a health care network so as to control costs, increase value, ensure quality, and improve access in the communities served by the Hospital Systems; - enhance regional access for those served by the Hospital Systems; - support, protect and enhance the ability of the Hospital Systems to perform their existing historic charitable mission in the future; and - strengthen the charitable missions of the Hospital Systems, embracing a commitment to southern New Hampshire as a region. 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 One Elliot Way Manchester NH 03103 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 N/A 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 Elliot Common Trust Fund LLC One Elliot Way Manchester NH 03103 203653624 Investments NH N/A 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