2016-08-12T14:46:33-05:00 2015-09-30 990 2014-10-01 042995053 BERKSHIRE FACULTY SERVICES INC BERK 4134472508 725 NORTH STREET PITTSFIELD MA 012014109 DARLENE RODOWICZ TREASURER 4134472508 2016-08-12 2014 2016-12-15 16:53:06Z DARLENE RODOWICZ 725 NORTH STREET PITTSFIELD MA 012014109 30087796 0 X WWW.BERKSHIREHEALTHSYSTEMS.ORG X 1988 MA THE MISSION OF BERKSHIRE FACULTY SERVICES IS TO IMPROVE THE HEALTH OF THE PEOPLE OF THE BERKSHIRES AND SURROUNDING COMMUNITIES BY PROVIDING MEDICAL EDUCATION AND MEDICAL SERVICES IN SUPPORT OF BERKSHIRE MEDICAL CENTER AND FAIRVIEW HOSPITAL. 2 0 176 0 0 -16477 0 0 22170451 30075944 45729 11852 0 0 22216180 30087796 0 0 0 0 27035360 35173490 0 0 0 8105220 10383383 35140580 45556873 -12924400 -15469077 4228000 5740252 4228000 5740252 0 0 X THE MISSION OF BERKSHIRE FACULTY SERVICES IS TO IMPROVE THE HEALTH OF ALL PEOPLE IN THE BERKSHIRES AND SURROUNDING COMMUNITIES, REGARDLESS OF THEIR ABILITY TO PAY. 0 0 41007396 30075944 PROVIDING MEDICAL EDUCATION AND MEDICAL SERVICES THROUGH DULYQUALIFIED AND LICENSED PHYSICIANS, NURSES, AND SUPPORT PERSONNELFOR THE BENEFIT OF BERKSHIRE MEDICAL CENTER, INC. AND AFFILIATEDORGANIZATIONS. BERKSHIRE FACULTY SERVICES EMPLOYS FACULTYMEMBERS OF THE UNIVERSITY OF MASSACHUSETTS MEDICAL SCHOOL ANDBERKSHIRE MEDICAL CENTER TO PROVIDE MEDICAL CARE TO PATIENTS ATBERKSHIRE MEDICAL CENTER; SUCH PATIENT CARE IS AN INTEGRAL PART OFTHE CLINICAL INSTRUCTION PROVIDED FOR MEDICAL STUDENTS ANDRESIDENTS. BMC PROVIDES SUCH CLINICAL INSTRUCTION AS A NECESSARYPART OF THE EDUCATIONAL PROCESS FOR UNIVERSITY OF MASSACHUSETTSMEDICAL SCHOOL MEDICAL STUDENTS AND ACCEPTED PARTICIPANTS INBERKSHIRE MEDICAL CENTER'S RESIDENCY PROGRAM. IN CONNECTION WITHTHE PATIENT CARE IT PROVIDES, BERKSHIRE FACULTY SERVICES BILLS THEPATIENTS OR THIRD-PARTY PAYORS, PAYS ITS EMPLOYEES SALARIES ANDOTHER OPERATING EXPENSES, AND TO THE EXTENT POSSIBLE, PROVIDESCONTRIBUTIONS TO BERKSHIRE MEDICAL CENTER IN SUPPORT OF ITSEDUCATIONAL AND RESEARCH MISSIONS. 41007396 1 0 0 0 0 0 0 0 0 0 0 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 0 0 1 33 0 1 176 1 1 1 0 0 0 0 0 0 0 X 2 0 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 MA X DARLENE RODOWICZ 4134472809 725 NORTH STREET PITTSFIELD MA 01201 DAVID E PHELPS PRESIDENT 7.60 41.40 X X 0 712285 42633 DAVID PHELPS ANNUAL LIFE INSURANCE 1.00 X X 0 107692 0 DARLENE RODOWICZ TREASURER 7.00 43.00 X X 0 473586 38285 CHERYL BOUDREAU CLERK 8.00 32.00 X 0 107771 14827 MICHAEL DELEO PHYSICIAN 50.00 X 840213 0 34003 ANDREW DEMAGGIO PHYSICIAN 50.00 X 786780 0 36241 RODRIGO SANTAMARINA PHYSICIAN 50.00 X 650247 0 46055 HARVEY ZIMBLER PHYSICIAN 50.00 X 543389 0 26791 JONAH MARSHALL PHYSICIAN 50.00 X 497322 0 40161 3317951 1401334 278996 85 0 1 0 MCKESSON SPECIALTY DISTRIBUTION 15212 COLLECITONS CENTER DRIVE CHICAGO IL 60693 MEDICAL SUPPLIES 752981 CURASCRIPT DISTRIBUTION PO BOX 978510 DALLAS TX 753978510 MEDICAL SUPPLIES 262121 HTA-NORTHERN BERKSHIRE LLC PO BOX 823612 PHILADELPHIA PA 191823612 PROPERTY LEASING 226877 CAROL PHELPS TRANSCRIPTION 589 NOTCH ROAD CHESHIRE MA 01225 TRANSCRIPTION SVCS 142858 HAYES LOCUMS LLC 6700 N ANDREWS AVE SUITE 600 FORT LAUDERDALE FL 33309 PHYSICIAN SVCS 135841 6 NET PATIENT SVC REV. 621110 27793480 27793480 MEDICAL SVCS REV. 621110 1458660 1458660 TEACHING & ADMIN REV. 611600 823804 823804 30075944 11852 11852 30087796 30075944 0 11852 30560414 30560414 829302 829302 2193836 2193836 1589938 1589938 4549477 4549477 641288 641288 2982 2982 1807153 1807153 33068 33068 635486 635486 28940 28940 -49947 -49947 1613617 1613617 CONTINUING MED EDUCATIO 455305 455305 INTERCOMPANY SALARY AND 200557 200557 TRANSCRIPTION 137857 137857 CLEANING 80470 80470 247130 247130 45556873 41007396 4549477 0 14782 9838 1668621 2482338 79913 39038 41929 31224 2422755 3177814 4228000 5740252 2668813 3927098 3333 1559187 1809821 4228000 5740252 X 0 0 4228000 5740252 X -15469077 15469077 X X 0 1 X 1 0 X X 2 BERKSHIRE MEDICAL CENTER INC 042791396 3 1 0 0 FAIRVIEW HOSPITAL 042133860 3 1 0 0 2 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 SCHEDULE A, SECTION C, LINE 1 BERKSHIRE FACULTY SERVICES INC. HAS TWO DIRECTORS. DAVE PHELPS IS A DIRECTOR FOR BERKSHIRE FACULTY SERVICES, INC. AS WELL AS BERKSHIRE MEDICAL CENTER, INC. AND FAIRVIEW HOSPITAL. SCHEDULE A, PART IV, SECTION A, LINE 6 BERKSHIRE FACULTY SERVICES INC. PROVIDED SUPPORT TO GREYLOCK GASTROENTEROLGOY, AN INDEPENDENT PHYSICIAN PRACTICE. THE SUPPORT PROVIDED WAS IN THE FORM OF MEDICAL OFFICE STAFF AND PROVISION OF FACILITIES. 0 DEFERRED COMPENSATION 457B 1809824 DUE FROM AFFILIATES 1367990 3177814 DEFERRED COMPENSATION 1809821 1809821 FORM 990-4, LINE 43 THE BHS CONSOLIDATED AUDITED FINANCIAL STATEMENTS DO NOT INCLUDE A FOOTNOTE REGARDING FIN 48.( PART X, LINE 2.) 0 0 0 0 0 0 0 0 0 DAVID E PHELPS PRESIDENT 0 673069 0 0 0 39216 0 11825 0 31117 0 755227 0 0 DAVID PHELPS ANNUAL LIFE INSURANCE 0 0 0 0 0 107692 0 0 0 0 0 107692 0 0 DARLENE RODOWICZ TREASURER 0 425865 0 0 0 47721 0 11825 0 27150 0 512561 0 0 MICHAEL DELEO PHYSICIAN 836258 0 0 0 3955 0 2515 0 31488 0 874216 0 0 0 ANDREW DEMAGGIO PHYSICIAN 510404 0 273786 0 2590 0 11825 0 24416 0 823021 0 0 0 RODRIGO SANTAMARINA PHYSICIAN 343379 0 301621 0 5247 0 10134 0 35921 0 696302 0 0 0 HARVEY ZIMBLER PHYSICIAN 536937 0 0 0 6452 0 1020 0 25771 0 570180 0 0 0 JONAH MARSHALL PHYSICIAN 383025 0 88739 0 25558 0 11825 0 28336 0 537483 0 0 0 SCHEDULE J, PART II IN REFERENCE TO FORM 990, PART VII AND SCHEDULE J PART II, NO COMPENSATION IS PAID BY THE FILING ENTITY TO ANY DIRECTOR (TRUSTEE) FOR HIS OR HER ROLE AS DIRECTOR (TRUSTEE). THE OFFICERS OF THE FILING ENTITY ARE COMPENSATED FOR THEIR ROLES AS OFFICERS. A PORTION OF THE COMPENSATION AMOUNT PAID TO OFFICERS OF THE FILING ENTITY IS ALLOCATED INTERNALLY AMONG THE FILING ENTITY AND ITS 26 ASSOCIATED NON-PROFIT, TAX-EXEMPT ENTITIES IN ORDER TO PROPERLY REFLECT THE DIVISION OF THE OFFICERS' TIME AND EFFORT AMONG THOSE VARIOUS ENTITIES AND EACH ENTITY'S RELATIVE CONTRIBUTION TO THE OFFICERS' TOTAL COMPENSATION (SEE BELOW). COMPENSATION OF THE CHIEF EXECUTIVE OFFICER, DAVID PHELPS, IS REVIEWED AND ESTABLISHED AT LEAST BIANNUALLY BY THE INDEPENDENT VOLUNTEER GOVERNING BODY OF BERKSHIRE HEALTH SYSTEMS, INC. (PARENT ORGANIZATION OF THE FILING ENTITY), BASED ON PERFORMANCE REVIEWS AND COMPARISON TO INDEPENDENTLY ESTABLISHED, REGIONALLY APPROPRIATE BENCHMARKS FOR SIMILAR POSITIONS IN SIMILARLY SIZED HEALTHCARE ORGANIZATIONS, AS VERIFIED BY INDEPENDENT, NATIONALLY RECOGNIZED COMPENSATION CONSULTANTS. COMPENSATION OF OTHER OFFICERS AND KEY EMPLOYEES IS SET IN ACCORDANCE WITH GOVERNING-BODY ESTABLISHED PRINCIPLES BASED ON COMPARABLE BENCHMARK IDENTIFIED BY SUCH INDEPENDENT CONSULTANTS. IN THE REPORTING YEAR, THE GOVERNING BODY TARGETED TOTAL COMPENSATION FOR MANAGEMENT EMPLOYEES AT THE 60TH PERCENTILE OF APPROPRIATE BENCHMARKS (OTHER THAN THE CHIEF EXECUTIVE OFFICER WHOSE TOTAL COMPENSATION REMAINS TARGETED AT THE 50TH PERCENTILE). FOR MOST OF MR. PHELPS' 20+-YEAR TENURE AS CHIEF EXECUTIVE OFFICER, A WRITTEN AGREEMENT BETWEEN BERKSHIRE HEALTH SYSTEMS AND MR. PHELPS HAS CALLED FOR BERKSHIRE HEALTH SYSTEMS (AND ITS AFFILIATES) TO FUND A RETIREMENT PROGRAM THAT, WHEN ADDED TO HIS BASE COMPENSATION AND OTHER ROUTINE BENEFITS, WAS INTENDED TO BRING MR. PHELPS' TOTAL COMPENSATION CLOSE TO THE 50TH PERCENTILE RANGE OF TOTAL COMPENSATION FOR COMPARABLE EXECUTIVES IN COMPARABLE HEALTHCARE ORGANIZATIONS, AS DETERMINED BY INDEPENDENT, NATIONALLY RECOGNIZED COMPENSATION REVIEWERS. MR. PHELPS' TOTAL COMPENSATION INCLUDES THE COST OF A LIFE INSURANCE POLICY AS WELL AS CERTAIN OTHER TAXABLE BENEFITS THAT ARE GENERALLY AVAILABLE TO EMPLOYEES OF THE REPORTING ENTITY AND ITS RELATED ORGANIZATIONS. MR. PHELPS' BASE COMPENSATION AND LIFE INSURANCE (AND OTHER TAXABLE BENEFITS) ARE REPORTED SEPARATELY ON SCHEDULE J, PART II, COLUMNS (B) (I) AND B (II) RESPECTIVELY AND FORM 990, PART VII COLUMN (E). MR. PHELPS' CASH COMPENSATION AND BENEFITS ARE ALLOCATED AMONG THE 26 RELATED ENTITIES FOR WHICH MR. PHELPS IS RESPONSIBLE. THE FOLLOWING LIST SHOWS THE ENTITIES TO WHICH THE IDENTIFIED OFFICER PROVIDED SERVICES, THE AVERAGE WEEKLY HOURS ALLOCATED TO EACH ENTITY, AND THE RESPECTIVE ALLOCABLE SHARE OF HIS OR HER ANNUAL COMPENSATION (REPORTABLE COMPENSATION AND OTHER COMPENSATION) FOR CALENDAR 2013: DAVID E. PHELPS, PRESIDENT (ALLOCATION IS INCLUSIVE OF $107,692 LIFE INSURANCE CASHOUT WHICH IS INCLUDED IN FORM 990 PART VII SECTION A LINE 1A ITEM 19 COLUMN E AND SCHEDULE J PART II ITEM 2 COLUMN B(III).) BERKSHIRE MEDICAL CENTER, INC: 25.9 WEEKLY HOURS/50 WEEKLY HOURS $448,719 FAIRVIEW HOSPITAL: 3.5 HOURS/50 HOURS $60,404 BERKSHIRE FACULTY SERVICES, INC: 8.6 HOURS/50 HOURS $151,011 BERKSHIRE INDEMNITY CO, SPC, LTD: 2 HOURS/50 HOURS $30,202 BHS MANAGEMENT SERVICES, INC (10 HOURS/50 HOURS) FOR BENEFIT OF: BOURNE MANAGEMENT SYSTEMS, INC: $12,253 GREENFIELD MANAGEMENT SYSTEMS, INC: $11,391 NEW BEDFORD MANAGEMENT SYSTEMS, INC: $12,944 NORTHAMPTON MANAGEMENT SYSTEMS, INC: $11,218 EAST LONGMEADOW MANAGEMENT SYSTEMS, INC: $6,386 DANVERS MANAGEMENT SYSTEMS, INC: $6,040 PEABODY MANAGEMENT SYSTEMS, INC: $10,873 SOUTH YARMOUTH MANAGEMENT SYSTEMS, INC: $6,903 BERKSHIRE PENNSYLVANIA, INC: $1,553 XENIA EAST MANAGEMENT SYSTEMS, INC: $1,553 WILLOWOOD OF GREAT BARRINGTON, INC: $9,492 WILLOWOOD OF NORTH ADAMS, INC: $10,873 WILLOWOOD OF WILLIAMSTOWN, INC: $13,634 HILLCREST EXTENDED CARE SERVICES, INC: $25,197 BERKSHIRE RETIREMENT COMMUNITY, INC: $5,350 BERKSHIRE EXTENDED CARE SERVICES, INC: $690 INTEGRINURSE, INC: $2,071 INTEGRISCRIPT, INC: $5,005 HOSPICECARE IN THE BERKSHIRES, INC: $11,908 PITTSFIELD MANAGEMENT SYSTEMS, INC: $7,249 TOTAL REPORTABLE COMPENSATION AND OTHER COMPENSATION $862,919 DARLENE RODOWICZ, TREASURER BERKSHIRE MEDICAL CENTER, INC: 37 WEEKLY HOURS/50 WEEKLY HOURS $379,294 FAIRVIEW HOSPITAL: 3 HOURS/50 HOURS $30,754 BERKSHIRE FACULTY SERVICES, INC: 7 HOURS/50 HOURS $71,759 BERKSHIRE INDEMNITY CO, SPC, LTD: 2.5 HOURS/50 HOURS $25,628 BHS MANAGEMENT SERVICES, INC FOR THE BENEFIT OF BERKSHIRE HEALTHCARE SYSTEMS, INC: 0.5 HOUR/50 HOURS $5,126 TOTAL REPORTABLE COMPENSATION AND OTHER COMPENSATION $512,561 FORM 990, PART VI, SECTION A, LINE 3 BERKSHIRE FACULTY SERVICES RELIES ON BHS MANAGMENT SERVICES, INC. TO PROVIDE MANAGEMENT AND SUPPORT SERVICES FOR THE CHIEF EXECUTIVE OFFICER, CHIEF FINANCIAL OFFICER, VP GENERAL COUNSEL, VP OF HUMAN RESOURCES, AND VP OF PHYSICIAN SERVICES. FORM 990, PART VI, SECTION A, LINE 6 BHS MANAGMENT SERVICES, INC. IS THE SOLE CORPORATE MEMBER OF BERKSHIRE FACULTY SERVICES. FORM 990, PART VI, SECTION A, LINE 7A THE BOARD OF TRUSTEES IS ELECTED BY THE MEMBERS OF THE BOARD OF TRUSTEES OF BERKSHIRE HEALTH SYSTEMS, INC. FORM 990, PART VI, SECTION A, LINE 7B DECISIONS OF THE BFS BOARD ARE SUBJECT TO REVIEW BY THE BOARD OF BHS, INC. FORM 990, PART VI, SECTION B, LINE 11 BERKSHIRE HEALTH SYSTEMS ("BHS") WILL MAKE THE FORMS 990 FOR BHS AND AFFILIATES AVAILABLE TO THE MEMBERS OF THE RESPECTIVE GOVERNING BODIES FOR THEIR REVIEW BY (A) SENDING COPIES TO THEM PHYSICALLY OR ELECTRONICALLY, OR (B) NOTIFYING THE MEMBERS THAT THE FORMS 990 CAN BE ACCESSED BY A SECURE WEB-BASED FOLDER BEFORE THEY ARE FILED WITH THE IRS. IN ADDITION, BHS MANAGEMENT WILL REVIEW THE FORMS 990 WITH THE BHS FINANCE COMMITTEE AND ADDRESS QUESTIONS AND COMMENTS COVERING KEY ELEMENTS OF THE FORMS 990 THAT ARE OF CONCERN TO ALL FORMS 990, AND ANY SIGNIFICANT ELEMENTS THAT ARE PECULIAR TO ONE OR MORE OF THE AFFILIATE'S FORMS 990. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION ENFORCES AND MONITORS ITS CONFLICT OF INTEREST POLICY BY REQUIRING ALL MEMBERS OF THE GOVERNING BODY AND SENIOR MANAGEMENT TO DISCLOSE POTENTIAL CONFLICTS OF INTEREST (A) ANNUALLY AND (B) AS POTENTIAL CONFLICTS ARISE. SENIOR EMPLOYEES ARE NOT PERMITTED TO HAVE MATERIAL CONFLICTS OF INTEREST AND MEMBERS OF THE GOVERNING BODY ARE TO ABSTAIN FROM ACTION THAT MAY BE INFLUENCED BY THEIR CONFLICT OR POTENTIAL CONFLICT BY (A) NOT VOTING, OR (B) NOT VOTING AND LEAVING THE ROOM, OR (C) LEAVING THE GOVERNING BODY, AS DETERMINED BY THE GOVERNING BODY. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION OF THE CHIEF EXECUTIVE OFFICER IS REVIEWED AND ESTABLISHED AT LEAST BIANNUALLY BY THE INDEPENDENT, VOLUNTEER BHS GOVERNING BODY, BASED ON PERFORMANCE REVIEWS AND COMPARISON TO INDEPENDENTLY ESTABLISHED, REGIONALLY APPROPRIATE BENCHMARKS FOR SIMILAR POSITIONS IN SIMILARLY SIZED HEALTHCARE ORGANIZATIONS, AS VERIFIED BY INDEPENDENT, NATIONALLY RECOGNIZED COMPENSATION CONSULTANTS. COMPENSATION OF OTHER OFFICERS AND KEY EMPLOYEES IS SET IN ACCORDANCE WITH GOVERNING BODY-ESTABLISHED PRINCIPLES BASED ON COMPARABLE BENCHMARK IDENTIFIED BY SUCH INDEPENDENT CONSULTANTS. IN THE REPORTING YEAR, THE GOVERNING BODY TARGETED TOTAL COMPENSATION FOR MANAGEMENT EMPLOYEES AT THE 60TH PERCENTILE OF APPROPRIATE BENCHMARKS. THE ORGANIZATION FOLLOWED THIS PROCESS FOR TAX YEAR BEING REPORTED. FORM 990, PART VI, SECTION C, LINE 19 GOVERNANCE DOCUMENTS, THE CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC AT THE OFFICES OF (A) THE CHIEF FINANCIAL OFFICER, AND (B) THE VICE PRESIDENT AND GENERAL COUNSEL AT 725 NORTH STREET, PITTSFIELD, MA 01201. FORM 990, PART XI, LINE 9: EQUITY TRANSFER 15,469,077. FORM 990, PART XII, LINE 2C THE PROCESS USED BY THE AUDIT COMMITTEE FOR THE OVERSIGHT OF THE AUDIT OF FINANCIAL STATEMENTS HAS NOT CHANGED COMPARED TO THE PRIOR YEAR. FORM 990, PART I, LINE 2 BERKSHIRE FACULTY SERVICES (BFS) IS PART OF AN INTEGRATED DELIVERY SYSTEM INCLUDING NOT FOR PROFIT COMMUNITY HOSPITALS, WHICH HAVE COMMUNITY BOARDS. BFS IS A PHYSICIAN SERVICES SUPPORTING ORGANIZATION, WHICH SUPPORTS BERKSHIRE HEALTH SYSTEMS AND ITS AFFILIATES. THE BFS BOARD IS COMPRISED OF EMPLOYEES OF BERKSHIRE HEALTH SYSTEMS MANAGEMENTS SERVICES, INC. (BHSMS) WHO ARE ALSO THE OFFICERS OF BERKSHIRE FACULTY SERVICES, INC. AND WHO HOLD THE SAME OFFICE ON THE BOARD OF BERKSHIRE MEDICAL CENTER INC. THIS BOARD STRUCTURE HAS NOT CHANGED SIGNIFICANTLY SINCE THE ORGANIZATION APPLIED FOR EXEMPT STATUS. BERKSHIRE HEALTH SYSTEMS INC 725 NORTH STREET PITTSFIELD MA 01201 042442944 PARENT CORPORATION MA 501 (C) (3) 11B-II N/A 0 BERKSHIRE MEDICAL CENTER INC 725 NORTH STREET PITTSFIELD MA 01201 042791396 ACUTE CARE HOSPITAL MA 501 (C) (3) 3 N/A 0 FAIRVIEW HOSPITAL 725 NORTH STREET PITTSFIELD MA 01201 042133860 ACUTE CARE HOSPITAL MA 501 (C) (3) 3 N/A 0 BHS MANAGEMENT SERVICES INC 725 NORTH STREET PITTSFIELD MA 01201 222755258 MANAGEMENT SERVICES MA 501 (C) (3) 11B-II N/A 0 TRI-STATE MEDICAL MANAGEMENT CORP 725 NORTH STREET PITTSFIELD MA 01201 040913352 REAL ESTATE MANAGEMENT MA FAIRVIEW HOSPITAL C 0 WILLIAMSTOWN MEDICAL ASSOCIATES PC 197 ADAMS ROAD WILLIAMSTOWN MA 01267 042680535 HEALTHCARE SERVICES MA N/A C 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 1 1 1 1 0