2017-05-09T13:30:01-05:00 2016-06-30 010494526 BAKER NEWMAN & NOYES LLC 650 ELM STREET SUITE 302 MANCHESTER NH 03101 990 2015-07-01 331003630 Elliot Professional Services Network Inc ELLI 6036638914 1070 Holt Avenue Unit 1 No 2100 Manchester NH 03109 Joseph Ingold CFO 6036638914 2017-05-05 1 Nicholas E Porto P01310283 8002447444 2017-05-05 2015 2021-01-29 14:40:06Z Douglas F Dean 1070 Holt Avenue Unit 1 No 2100 Manchester NH 03109 59500134 0 X N/A X 2004 NH To promote the charitable, medical and scientific, and educational purposes of the Elliot Health System and its affiliated organizations through the employment of physicians and other professional personnel to provide medical care to those in need. 10 5 240 5 0 0 27641 26124 58454479 59473877 -51 -169 0 0 58482069 59499832 0 0 0 0 67235765 72780827 0 0 0 14471209 10510957 81706974 83291784 -23224905 -23791952 6721552 7211241 8706925 10763963 -1985373 -3552722 X The Elliot Professional Services Network is a group of highly specialized physicians and care providers, which are dedicated to the promotion of highest quality, compassionate and accessible health care. We realize the importance of each patient and each physician in the patient/physician relationship. We are guided by the desire to work within the larger Elliot Health System to create a healthy community. 0 0 80641154 59473877 To provide qualified professional personnel and make the services of such health care professionals available to such persons, including indigent persons, requiring medical care 80641154 1 1 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 1 0 0 0 0 0 1 0 0 0 1 19 0 1 240 1 0 0 0 0 0 0 0 0 0 0 X 10 5 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 NH X Joseph Ingold 6036638914 1070 Holt Avenue Unit 1 No 2100 Manchester NH 03109 X Howard Brodsky Trustee 1.00 3.00 X 0 0 0 Manish Chopra MD Trustee/Physician 1.00 41.00 X 0 273645 31523 Carl Fier MD Trustee/Physician 41.00 1.00 X 830461 0 18668 Mark Integlia MD Trustee/Physician 41.00 1.00 X 406054 0 29934 Sean Owen Trustee 1.00 1.00 X 0 0 0 John Poremba MD Trustee/Physician 41.00 1.00 X 253815 0 24220 Ann G Remus Trustee 1.00 4.00 X 0 0 0 Mary Sargent Trustee 1.00 3.00 X 0 0 0 John F Weeks Chair 1.00 3.00 X X 0 0 0 James L Woodward CEO 1.00 44.10 X X 0 912315 221732 Jeffrey Rooney CFO 1.00 44.00 X 0 0 0 Richard A Elwell CFO (until 12/15) 1.00 44.10 X 0 545414 95283 Lawrence M Hoepp MD Physician 40.00 2.00 X 905445 0 25685 Robert C Parisien MD Physician 40.00 0.00 X 1070829 0 29671 Marina Feldman MD Physician 40.00 0.00 X 664860 0 30058 Gary Curcio MD Physician 40.00 0.00 X 659917 0 30401 Elizabeth Soukup MD Physician 40.00 0.00 X 799414 0 30194 Douglas F Dean Former President & CEO 0.00 0.00 X 0 251909 58768 Richard Phelps Former President & COO 0.00 0.00 X 0 534037 11106 5590795 2517320 637243 175 1 1 0 The Elliot Hospital of the City of Manch 1 Elliot Way Manchester NH 03103 Management and Administration 2648929 Mass General Physician Organization PO Box 3662 Boston MA 02241 Surgery Program Development 586929 Locum Tenens 2655 Northwinds Parkway Alpharetta GA 30009 Physician Services 481772 Bedford Commons OB-GYN PA 201 Riverway Place Bedford NH 03110 OB/GYN On Call Coverage 309500 Faith Minard ARNP 88 Blanford Place Bedford NH 03110 Nursing Services 219231 7 26124 26124 Patient Services 621110 56060654 56060654 Other Medical Services 621110 3413223 3413223 59473877 133 133 302 -302 -302 -302 59499832 59473877 0 -169 1563152 1563152 62478957 62478957 2081519 2081519 3954852 3954852 2702347 2702347 19262 19262 25 25 2797187 167520 2629667 1676 1676 544474 544474 1567554 1567554 6773 6773 9099 9099 208085 208085 Provision for Bad Debt 4138845 4138845 Medical Supplies 1052909 1052909 Provision for State Tax 58446 58446 Medical Services 15552 15552 91070 91070 83291784 80641154 2650630 0 1152731 680 1201946 5306430 5801911 18452 18500 1168443 1009349 214829 159094 29110 29110 6721552 7211241 7124485 7300840 1582440 3463123 8706925 10763963 X -1985373 -3552722 -1985373 -3552722 6721552 7211241 X -23791952 22224603 X X 0 1 X 1 0 X 31753 10629 50961 27641 26124 147108 46119115 55170917 57236894 58454479 59473877 276455282 46150868 55181546 57287855 58482120 59500001 276602390 0 0 0 276602390 3100 5366 3789 453 133 12841 3100 5366 3789 453 133 12841 46153968 55186912 57291644 58482573 59500134 276615231 1.00000 0.99990 0.00000 0.00010 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1168443 1009349 159094 159094 Due To Affiliates 890064 Due to Third Party Payors 31718 Accrued Pension 2541341 3463123 X 58669435 0 58669435 830397 830397 59499832 83291784 0 83291784 0 83291784 Part X, Line 2: Elliot Hospital, EPN and EPS 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 Hospital's tax positions and concluded the Hospital has maintained its tax-exempt status, does not have any significant unrelated business income and had taken no uncertain tax positions that require adjustment to the consolidated financial statements. Part XI, Line 4b - Other Adjustments: Pension Adjustment 830,397. 1 1 0 0 0 0 0 1 0 Manish Chopra MD Trustee/Physician 0 257145 0 0 0 16500 0 15578 0 15945 0 305168 0 0 Carl Fier MD Trustee/Physician 830461 0 0 0 0 0 7950 0 10718 0 849129 0 0 0 Mark Integlia MD Trustee/Physician 389035 0 0 0 17019 0 13250 0 16684 0 435988 0 0 0 John Poremba MD Trustee/Physician 253815 0 0 0 0 0 7920 0 16300 0 278035 0 0 0 James L Woodward CEO 0 677538 0 202583 0 32194 0 204256 0 17476 0 1134047 0 0 Richard A Elwell CFO (until 12/15) 0 402046 0 116667 0 26701 0 82653 0 12630 0 640697 0 0 Lawrence M Hoepp MD Physician 887445 0 0 0 18000 0 13250 0 12435 0 931130 0 0 0 Robert C Parisien MD Physician 1052829 0 0 0 18000 0 13250 0 16421 0 1100500 0 0 0 Marina Feldman MD Physician 564860 0 100000 0 0 0 13250 0 16808 0 694918 0 0 0 Gary Curcio MD Physician 641917 0 0 0 18000 0 13250 0 17151 0 690318 0 0 0 Elizabeth Soukup MD Physician 799414 0 0 0 0 0 13250 0 16944 0 829608 0 0 0 Douglas F Dean Former President & CEO 0 163169 0 0 0 88740 0 46298 0 12470 0 310677 0 70740 Richard Phelps Former President & COO 0 13122 0 47769 0 473146 0 0 0 11106 0 545143 0 13154 Part I, Line 3 The CEO of Elliot Professional Services Network during the year, James Woodward, was compensated by a related organization, The Elliot Hospital of the City of Manchester. The Hospital uses a compensation committee, an independent compensation consultant, Forms 990 of other organizations, compensation studies, and approval by the Board or a compensation committee to establish the compensation for the CEO. Part I, Lines 4a-b Richard Phelps, who was employed by a related organization, The Elliot Hospital of the City of Manchester, received a severance payment of $459,992 in 2015. 2015 contributions to the 457(f) plan of The Elliot Hospital of the City of Manchester, a related organization, during the year were: James Woodward-$191,006; Richard Elwell-$82,653. Part I, Line 7 The Organization has adopted an incentive pay program that provides designated management employees an opportunity to earn a designated percentage of salary based on the achievement by the Organization of a number of critical success factors. The critical success factors are established annually by the independent executive compensation committee of the Board of Trustees with assistance from an independent national compensation consulting company. The maximum potential incentive payments under the plan are considered by the compensation consultant in ensuring that management compensation is reasonable. Form 990, Part VII-A and Schedule J, Part II: Jeffrey Rooney, who served as Chief Financial Officer during the fiscal year covered by this 990 filing, was a contracted employee through Martinville Dunn, LLC, an unrelated organization. Compensation, totaling $291,819, was paid to the LLC by the Hospital for his services. As the fees paid to Martinville Dunn, LLC were paid for Mr. Rooney's services to the entire related party system, an accurate breakdown of this fee relative to the filing organization is not readily determinable. In accordance with IRS instructions, this fee is not to be reported as compensation on Form 990, Part VII-A or Schedule J, Part II. Rather, it is disclosed in Schedule O for Form 990, Part Part VI, Line 3 and further described in the supplemental information section of Schedule J, Part III. See also, Schedule L. Schedule J, Part II: During the year, Mr. Dean and Mr. Phelps withdrew funds from their deferred compensation plans ($70,740 and $13,154, respectively). These amounts are reported as taxable compensation in Part III, Column B(iii). It should be noted that these amounts were reported in prior years as deferred compensation in Part II, Column C. Accordingly, these amounts are also reflected in Part II, Column F. Martinville Dunn LLC Chief Financial Officer 291819 Jeffrey Rooney, who served as Chief Financial Officer during the reporting period, was an officer of Martinville Dunn, LLC, an unrelated organization paid by Elliot Hospital for Mr. Rooney's services as CFO to the entire health system. As the fees paid to Martinville Dunn, LLC were paid by the Hospital for Mr. Rooney's services to the entire related party system, an accurate breakdown of this fee relative to the filing organization is not readily determinable. Therefore, the entire payment made to Martinville Dunn, LLC has been disclosed here. 0 Form 990, Part VI, Section A, line 3 Jeffrey Rooney, who served as Chief Financial Officer during the fiscal year covered by this 990 filing, was a contracted employee through Martinville Dunn, LLC, an unrelated organization. Compensation, totaling $291,819, was paid to the LLC by the Hospital for his services. As the fees paid to Martinville Dunn, LLC were paid for Mr. Rooney's services to the entire related party system, an accurate breakdown of this fee relative to the filing organization is not readily determinable. In accordance with IRS instructions, this fee is not to be reported as compensation on Form 990, Part VII-A or Schedule J, Part II. Rather, it is disclosed in Schedule O for Form 990, Part Part VI, Line 3 and further described in the supplemental information section of Schedule J, Part III. See also, Schedule L. Form 990, Part VI, Section A, line 6 Elliot Hospital is the sole member of the reporting organization. Form 990, Part VI, Section A, line 7a Elliot Hospital, the sole member of the reporting organization, has the right to ratify the election of all Board members of Elliot Professional Services Network. Additionally, representatives from the sole member share equal representation on the Board of Trustees with the filing organization. Form 990, Part VI, Section A, line 7b The sole member, Elliot Hospital, has the right to the following governance decisions: approval of Elliot Professional Services Network's annual budget, approval of Bylaws and Articles of Organization and amendments of same, and approval of strategic plans. Form 990, Part VI, Section B, line 11 The completed Form 990 is presented to the full Board prior to filing. Board members can review the draft and bring any questions forward for discussion prior to filing. Form 990, Part VI, Section B, line 12c Officers, directors and key employees are required annually to sign a conflict of interest form which requires reporting any potential conflict of interest arrangements with the organization. Form 990, Part VI, Section B, line 15 The compensation committee of the board utilizes outside compensation consultants to evaluate the salaries for the CEO, CFO, and COO. The consultants utilize their internal data along with national and local benchmark data from the industry to develop salary levels. Recommendations of the consultant are reviewed by the compensation committee, who recommends compensation levels to the full Board for approval. An outside consulting firm is also used by the organization to review the compensation of the remainder of the Vice Presidents. Again, national and local benchmarks for salaries are consulted to determine salary levels for these positions. Form 990, Part VI, Section C, line 19 Each of these documents is filed with the New Hampshire Secretary of State and is available upon request. Form 990, Part VII: In March of 2017, former Elliot Health System's Chief Executive Officer, Douglas F. Dean, came out of retirement to again resume this role that he previously had held before retiring in June 2014. As this event occurred after the fiscal year covered by this Form 990 filing, he is being listed in Part VII as a "former officer" in accordance with IRS instructions. Form 990, Part XI, line 9: Transfer from Affiliates 23,055,000. Pension Adjustment -830,397. Form 990, Part XII, Line 2c: The audit process has not changed from the prior year. Elliot Health System 1070 Holt Avenue Unit 1 Suite 2100 Manchester NH 03109 020509911 Management NH 501(c)(3) Line 11b, II 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 11b, II Elliot Hospital 0 Elliot Hospital 1 Elliot Way Manchester NH 03103 020232673 Physician Services NH 501(c)(3) Line 3 Elliot Health System 0 Elliot Physician Network 1070 Holt Avenue Unit 1 Suite 2100 Manchester NH 03109 020509589 Physician Services NH 501(c)(3) Line 3 Elliot Hospital 0 Everwell Inc 1 Medical Center Drive Lebanon NH 03756 352506275 Supporting Organization NH 501(c)(3) Line 11a, 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 9 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 9 Elliot Health System 0 VNA of Manchester & Southern NH & Subs 1070 Holt Avenue Unit 1 Suite 2100 Manchester NH 03109 030395296 VNA Holding Company NH 501(c)(3) Line 11b, 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 9 Elliot Health System 0 Elliot Common Trust Fund LLC 1 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 0 0 0 0 1 1 0 0 0 0 0 1 1 0 0 Schedule R, Part II: Everwell, Inc. was formed in 2014 as a 501(c)(3) organization. It is a joint venture between Elliot Health System and Dartmouth Hitchcock Health, with each entity having equal representation on the Board of Directors.