2017-11-13T12:18:41-06:00 2016-12-31 KPMG LLP 60 South Street Boston MA 02111 990 2016-01-01 453596033 MINUTEMAN HEALTH INC % JANICE M GOGUEN MINU 8556441776 38 CHAUNCY STREET SIXTH FLOOR BOSTON MA 02111 JANICE M GOGUEN CONTROLLER 8556441776 2017-11-09 true thomas cyr P00651101 6179881000 167.68.102.5 04502320173175000005 2017-11-13 P 0CA5CB447FE18380BCC1C1015EE4A18F99FD79FD 9495D134D490A6B84E3CD7F5ECF2B12979C5F68F 2016 2018-03-14 21:41:22Z JANICE M GOGUEN 38 CHAUNCY STREET 6TH FLOOR BOSTON MA 02111 95891935 false X minutemanhealth.org X 2011 MA minuteman health strives to deliver more choice, more value,and more affordability to individuals and employees in Massachusetts and New Hampshire. 9 9 70 0 0 0 0 23186944 61170118 445441 1258297 0 0 23632385 62428415 0 0 26444373 67626205 6494007 6704394 0 0 0 42284160 26035846 75222540 100366445 -51590155 -37938030 94615690 111701583 83203460 105591611 11412230 6109972 MINUTEMAN HEALTH STRIVES TO DELIVER MORE CHOICE, MORE VALUE AND MORE AFFORDABILITY TO INDIVIDUALS AND EMPLOYEES IN MASSACHUSETTS AND NEW HAMPSHIRE. false false 100366445 62428415 MINUTEMAN HEALTH, INC. (MHI) BEGAN PROVIDING MEDICAL BENEFITS THROUGH HOSPITALS, DOCTORS, AND OTHER HEALTH CARE PROVIDERS WHO AGREED TO BE PART OF THE MHI NETWORK THROUGH THE COMPANY'S PROVIDER NETWORK LESSOR IN THE SPECIFIC SERVICE AREAS OF BRISTOL, ESSEX, MIDDLESEX, NORFOLK, PLYMOUTH, SUFFOLK AND WORCESTER COUNTIES IN MASSACHUSETTS EFFECTIVE JANUARY 1, 2014. MHI BEGAN ISSUING POLICIES EFFECTIVE JANUARY 1, 2015 IN THE SPECIFIC SERVICE AREAS OF BELKNAP, CARROLL, COOS, GRAFTON, HILLSBOROUGH, MERRIMACK, ROCKINGHAM, STRAFFORD AND SULLIVAN COUNTIES IN NEW HAMPSHIRE AS WELL THROUGH DIRECT CONTRACTS WITH PROVIDERS. 100366445 false false false false false false false false false true true false false true true true false false false false false false false false false false false false true false false false false false false false true false false false false false false false false true X 1846 0 true 70 true false false false false false true 4867202 6109972 false X 9 9 true false true false true true true true true false false false true true true true true true true false MA NH X X JANICE M GOGUEN 8556441776 38 CHAUNCY STREET 6TH FLOOR BOSTON MA 02111 ELLEN ZANE CHAIRMAN OF BOARD 4.0 0.0 X 11588 0 0 ROBERT BROOKS VICE CHAIRMAN/CLERK 4.0 0.0 X 5000 0 0 BRADFORD KIMLER DIRECTOR 2.0 0.0 X 9992 0 0 J CHRIS KRYDER MD DIRECTOR 2.0 0.0 X 11660 0 0 CHRISTOPHER PERNA DIRECTOR 2.0 0.0 X 5000 0 0 KELLY DEKEYSER DIRECTOR 2.0 0.0 X 5000 0 0 DEBRA SUE CASEY DIRECTOR 2.0 0.0 X 10189 0 0 MICHAEL TAYLOR DIRECTOR 2.0 0.0 X 11660 0 0 MARVIN KONSTAM MD DIRECTOR 2.0 0.0 X 11660 0 0 THOMAS POLICELLI CEO/PRESIDENT 40.0 0.0 X 539002 0 25057 GREGORY PENCE INTERIM CFO AND CHIEF ACTUARY 40.0 0.0 X 314238 0 8610 SUSAN E BROWN GENERAL COUNSEL AND CLERK 40.0 0.0 X 378148 0 9955 JAN COOK CHIEF MEDICAL OFFICER 40.0 0.0 X 404644 0 10131 ROBERT CHIN CHIEF INFORMATION OFFICER 40.0 0.0 X 373978 0 10179 MICHAEL BOUDREAU SENIOR VP OF OPERATIONS 40.0 0.0 X 335866 0 2946 SCOTT COLBY EXEC. DIR., NH & SVP OF SALES 40.0 0.0 X 223938 0 6653 Keith Ledoux SR VP OF SALES & RETENTION 40.0 0.0 X 157261 0 5065 JANICE GOGUEN CONTROLLER & CHF ACCT OFFICER 40.0 0.0 X 271934 0 8445 LYNN LATHAM VP OF OPERATIONS 40.0 0.0 X 195208 0 5259 HEIDI HENSON VP OF HUMAN RESOURCES 40.0 0.0 X 180406 0 6757 DIERDRE O'RIORDAN DIR. OF QUALITY & MEDICAL MGMT 40.0 0.0 X 187033 0 5378 MARGARET DRESING VP OF PRODUCT 40.0 0.0 X 173231 0 6964 3816636 0 111399 22 true true false OPTUM RX PO BOX 27275 NEW YORK NY 10087 PHARM. BENEFITS MGT 13957139 HEALTH NEW ENGLAND ONE MONARCH PLACE SUITE 1500 SPRINGFIELD MA 01144 TPA SERVICES 5925133 PROVIDER NETWORK ALLIANCE 800 WASHINGTON STREET BOSTON MA 02111 NETWORK PROVIDER 3326433 WALLWORK CURRY MCKENNA 10 CITY SQUARE 5TH FLOOR BOSTON MA 02129 OUTREACH 1417458 MILLIMAN 80 lAMBERTON ROAD WINDSOR CT 06095 ACTUARIAL SERVICES 1349992 23 0 PREMIUM REVENUE 524114 61170118 61170118 61170118 1030819 1030819 0 0 0 0 0 33690998 33463520 227478 227478 227478 0 0 0 0 0 0 0 0 0 0 62428415 61170118 1258297 0 0 0 67626205 0 3815579 0 2361794 114915 0 412106 12138068 1317934 1760630 0 0 131042 0 7655946 470567 98666 0 478707 173270 0 0 0 0 57753 93738 ASSOCIATION FEES 75983 CERTIFICATIONS/ACCRED./REGUL 27937 ASSESSMENT FEES 2303877 PREMIUM DEFICIENCY RESERVE -748272 100366445 0 9664782 10591903 0 0 0 0 1475518 3186530 0 0 0 0 0 0 0 0 53324 4078 304852 237821 77938 67031 0 0 83189733 96560048 0 0 0 0 154395 1291993 94615690 111701583 5716241 9931254 0 0 0 0 0 0 0 0 0 0 0 0 24904495 24904495 52582724 70755862 83203460 105591611 X 11412230 6109972 0 0 0 0 11412230 6109972 94615690 111701583 X -37938030 32635772 X X false true X true true true 304852 237821 67031 67031 BONDS 76743666 SHORT TERM INVESTMENTS 19816382 96560048 0 CLAIMS UNPAID 9969574 PREMIUM PAID IN ADVANCE 3830342 AGG. HEALTH POLICY RESERVES 53461687 COST SHARING REDUCTION LIABILITY 3494259 70755862 X 62428415 62428415 62428415 100366445 100366445 100366445 FIN 48 (ASC 740) THE ORGANIZATION IS REQUIRED TO ASSESS UNCERTAIN TAX POSITIONS AND HAS DETERMINED THAT THERE ARE NO SUCH POSITIONS THAT WOULD JEOPARDIZE ITS TAX-EXEMPT STATUS OR HAVE A MATERIAL EFFECT ON THE FINANCIAL STATEMENTS. X X X X X X false false false false false true false false false THOMAS POLICELLI CEO/PRESIDENT 458178 0 65625 0 15199 0 21950 0 3107 0 564059 0 0 0 GREGORY PENCE INTERIM CFO AND CHIEF ACTUARY 207434 0 96938 0 9866 0 6031 0 2579 0 322848 0 0 0 SUSAN E BROWN GENERAL COUNSEL AND CLERK 317949 0 45000 0 15199 0 7950 0 2005 0 388103 0 0 0 JAN COOK CHIEF MEDICAL OFFICER 344445 0 45000 0 15199 0 7950 0 2181 0 414775 0 0 0 ROBERT CHIN CHIEF INFORMATION OFFICER 318312 0 45000 0 10666 0 7950 0 2229 0 384157 0 0 0 MICHAEL BOUDREAU SENIOR VP OF OPERATIONS 272675 0 47992 0 15199 0 0 0 2946 0 338812 0 0 0 SCOTT COLBY EXEC. DIR., NH & SVP OF SALES 169415 0 44000 0 10523 0 4735 0 1918 0 230591 0 0 0 Keith Ledoux SR VP OF SALES & RETENTION 146154 0 0 0 11107 0 3000 0 2065 0 162326 0 0 0 JANICE GOGUEN CONTROLLER & CHF ACCT OFFICER 175400 0 81335 0 15199 0 5623 0 2822 0 280379 0 0 0 LYNN LATHAM VP OF OPERATIONS 168481 0 11528 0 15199 0 4169 0 1090 0 200467 0 0 0 HEIDI HENSON VP OF HUMAN RESOURCES 158975 0 11565 0 9866 0 5116 0 1641 0 187163 0 0 0 DIERDRE O'RIORDAN DIR. OF QUALITY & MEDICAL MGMT 169424 0 12276 0 5333 0 4573 0 805 0 192411 0 0 0 MARGARET DRESING VP OF PRODUCT 152286 0 11079 0 9866 0 4901 0 2063 0 180195 0 0 0 FORM 990 SCH J PART I LINE 6A THE COMPANY PAID A PERFORMANCE BASED INCENTIVE PAYMENT BASED ON FORMULAS AND CRITERIA APPROVED BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS AND DEVELOPED IN COLLABORATION WITH AN INDEPENDENT THIRD PARTY COMPENSATION ADVISOR IN 2016 RELATING TO THE FINANCIAL RESULTS OF 2015. THAT AMOUNT IS INCLUDED ON SCHEDULE J, PART II, COLUMN (B)(II). FORM 990, SCH. J PART II OTHER COMPENSATION REPRESENTS A BENEFIT STIPEND BASED ON EACH EMPLOYEE'S FAMILY size. NEW ENGLAND QUALITY CARE ALLIANCE SIMILAR BOARD PROVIDER false PROVIDER NETWORK ALLIANCE SIMILAR BOARD 4101463 NETWORK STRATEGY CONSULTA false Form Sch L Part IV INTERESTED PERSONS TRANSACTIONS A) TUFTS PARENT, INC. IS THE PARENT ORGANIZATION OF TUFTS MEDICAL CENTER, INC. (TUFTS MC), NEW ENGLAND QUALITY CARE ALLIANCE (NEQCA) AND A GREATER THAN 35% OWNER IN PROVIDER NETWORK ALLIANCE LLC (PNA). ELLEN ZANE, CHRIS KRYDER, AND MARVIN KONSTAM ARE ALL TRUSTEES OF BOTH TUFTS PARENT AND TUFTS MC. AS OF JANUARY 1, 2014, TUFTS MEDICAL CENTER AND NEQCA OWNED A COMBINED 55% OF PNA. EFFECTIVE JULY 21, 2014 TUFTS MEDICAL CENTER AND NEQCA'S OWNERSHIP WAS REDUCED TO 40% DUE TO THE ENTRANCE OF AN ADDITIONAL UNRELATED PARTNER. THE COMPANY ENTERED INTO AN AGREEMENT WITH PNA TO LEASE ITS PROVIDER NETWORK. THE COMPANY INCURRED $4,101,463 IN PROVIDER NETWORK COST IN 2016. Form 990 Part V Line 13a The Company was incorporated on September 23, 2011 and is funded through the Affordable Care Act (the Act). The Company received its Massachusetts health maintenance organization license in August 2013 retroactive to March 1, 2013. Membership enrollment began on October 1, 2013 for coverage effective January 1, 2014. Additionally, the Company established operations in New Hampshire and received a health maintenance organization license on March 24, 2014 to issue policies in New Hampshire effective January 1, 2015. The Company has no subsidiaries. MHI is an approved consumer owned and operated organization and is designed to fulfill the spirit and intent of the Consumer Owned and Operated CO OP model (CO OP), and the standards set forth in Sections 1322(b)(3), 1322(b)(4) and 1322(c)(3) of the Act. The Company is incorporated under Massachusetts General Law (M.G.L.) c. 180. The Company is licensed by the Massachusetts Division of Insurance as a M.G.L. c. 176G HMO insurer and by New Hampshire Division of Insurance as a foreign HMO issuer. ALL LICENSES HAVE BEEN SUBSEQUENTLY RENEWED. ON AUGUST 2, 2017 AN ORDER OF REHABILITATION WAS FILED WITH THE SUPREME JUDICIAL COURT FOR SUFFOLK COUNTY. THE ACTING COMMISSIONER OF INSURANCE FOR THE COMMONWEALTH OF MASSACHUSETTS AND HIS SUCCESSOR IN OFFICE WAS APPOINTED AS RECEiVER OF MHI FOR THE PURPOSE OF REHABILITATING MHI AND CONSERVING ITS ASSETS PURSUANT TO G.L.C. 176G, PARAGRAPHS 20 AND 20A, AND G.L.C. 175, PARAGRAPH 180B. Form 990 Part V Line 13b Pursuant to IRS Notice 2011-23 Qualified Non-Profit Health Insurance Companies exempt under IRC Section 501 (C) (29) are required to disclose the amount of their insurance reserves required by the State in which they operate and the total amount of their reserves. The Company is licensed in the Commonwealth of Massachusetts and the State of New Hampshire. The Commonwealth of Massachusetts, per Chapter 176G Section 25, requires a carrier to have net worth equal to the greater of $1,000,000, 2% of annual premiums up to a certain threshold, three months of uncovered health care expenditures, or 8% of annual health care expenditures. As of December 31, 2016, the greater amount for the Company is $4,867,202. The Company complies with the requirement. The State of New Hampshire requires the Company to establish a separate account for the benefit of New Hampshire policyholders in the amount of $1,000,000. The Company complied with this requirement as well. Form 990 Part VI Line 2 MR. POLICELLI AND MR. CHIN ARE OFFICERS, DIRECTORS, AND PART OWNERS OF AVERDE HEALTH, INC. The company did not contract with Averde Health Inc. during 2016. FORM 990, PART VI, SECTION A, LINE 4 DURING 2016, THE ORGANIZATION MADE CHANGES TO ITS BY-LAWS IN ORDER TO EXTEND TERM LIMITS AND BRING THE BYLAWS INTO COMPLIANCE WITH CMS 2016 IFR AMENDING CO-OP REGULATIONS. Form 990 Part VI Line 6 The Company was governed by a formation Board of Directors in 2014. In December of 2014, the Company held its first member election of the Board of Directors and transitioned to the Operational Board. The 2015 Operational Board was comprised of 4 elected directors and 5 appointed directors, and commenced operations during the first Board meeting of 2015. Form 990 Part VI LineS 7A AND 7b The members of the Company will have the power to: (i) elect and recommend removal of persons serving on the board of directors, (ii) approve any action by the board to amend or restate the Articles; (iii) approve any action by the board to amend, restate or repeal any provision of the Bylaws that would alter the powers of the members, and (iv) any other powers expressly reserved to them by law. All other powers of the Company reside exclusively with the directors. Form 990 Part VI Line 11a AND 11B The Company provided a copy of the Form 990 to the MASSACHUSETTS DIVISION OF INSURANCE prior to filing with the Internal Revenue Service. Form 990 Part VI Line 12a AND 12C The Board of Directors OF MINUTEMAN HEALTH HAS ADOPTED A CONFLICT OF INTEREST POLICY WHICH APPLIES TO ALL DIRECTORS AND SENIOR STAFF. EACH INDIVIDUAL IS ASKED TO REVIEW THE POLICY UPON HIRING OR APPOINTMENT TO THE BOARD AND PROVIDE AN ANNUAL DISCLOSURE AS TO THE POTENTIAL CONFLICTS OF INTEREST. THE DISCLOSURES ARE REVIEWED BY THE GENERAL COUNSEL AND COMPLIANCE OFFICER AND SHARED WITH THE BOARD CHAIR. INDIVIDUALS ARE REQUIRED TO DISCLOSE ANY POTENTIAL CONFLICTS OF INTEREST AS THEY ARISE. Form 990 Part VI LineS 15A AND 15b Minuteman Health obtains approval of its C level employment contracts and compensation from the Centers of Medicare and Medicaid Services. It also contracts with an independent consultant to review the monetary value of the C level employment contracts. Conclusions are shared with the Compensation Committee of the Board of Directors who propose the C level employment contracts that are shared with the Centers of Medicare and Medicaid Services. the COMPANY ALSO REVIEWs COMPARATIVE INFORMATION OBTAINED FROM COMPETITOR FORM 990S. Form 990 Part VI Line 19 The federal Form 990 is available upon request by any member of the general public. The Company files quarterly and annual filings with the NAIC and the Massachusetts and New Hampshire Divisions of Insurance. PART XI, LINE 9 OTHER CHANGE OF NET ASSETS $32,635,772. THE COMPANY RECEIVED TOTAL DRAWDOWNS OF $32,928,437 FROM ITS CO-OP SOLVENCY LOAN DURING 2016. THESE DRAWDOWNS ARE CLASSIFIED AS SURPLUS NOTES AND USED TO ESTABLISH RESERVES TO MEET RISK-BASED CAPITAL REQUIREMENTS AND OTHER STATE RESERVE REQUIREMENTS AND STATE INSURANCE LAWS. THE COMPANY ALSO RECOGNIZED A CHANGE IN NON-ADMITTED ASSETS OF ($292,665). Form 990 Part XII Line 2C The Company has undergone financial statement and A-133 audits for the year ended December 31, 2016. THE REPORTS WERE REVIEWED PRIOR TO FINALIZATION BY THE MASSACHUSETTS DIVISION OF INSURANCE.