2014-05-15T08:38:08-05:00 2013-09-30 020383073 WILLIAM STEELE & ASSOCIATES PC 40 STARK STREET MANCHESTER NH 03101 990 2012-10-01 020418718 EXETER MED REAL INC EXET 6035806695 5 ALUMNI DRIVE EXETER NH 03833 KEVIN J O'LEARY 6035806695 2014-05-09 1 WILLIAM G STEELE JR CPA P00233103 6036228881 2014-05-13 2012 2015-11-30 17:44:51Z KEVIN CALLAHAN 5 ALUMNI DRIVE EXETER NH 03833 3768758 0 X N/A X 1989 NH EXETER MED REAL IS A NOT-FOR-PROFIT SUBSIDIARY OF EXETER HEALTH RESOURCES WHICH HOLDS AND MANAGES REAL ESTATE ASSETS FOR THE BENEFIT OF EXETER HEALTH RESOURCES AND ITS' SUBSIDIARIES. EXETER MED REAL OWNS AND LEASES LAND AND BUILDINGS TO THESE ORGANIZATIONS. 5 0 0 0 0 0 0 0 3725882 3768731 24 13 17 14 3725923 3768758 0 0 0 0 0 0 0 0 0 4491184 4538403 4491184 4538403 -765261 -769645 26414406 27546588 662014 613335 25752392 26933253 EXETER MED REAL IS A NOT-FOR-PROFIT SUBSIDIARY OF EXETER HEALTH RESOURCES WHICH HOLDS AND MANAGES REAL ESTATE ASSETS FOR THE BENEFIT OF EXETER HEALTH RESOURCES AND ITS' SUBSIDIARIES. EXETER MED REAL OWNS AND LEASES LAND AND BUILDINGS TO THESE ORGANIZATIONS. 0 0 4538403 3768745 EXETER MED REAL IS ORGANIZED AS A SECTION 501(C)(25) ORGANIZATION WHOSE SOLE PURPOSE IS TO HOLD TITLE TO PROPERTY AND TO DISTRIBUTE THE INCOME THEREFROM TO EXETER HEALTH RESOURCES, A RELATED 501(C)(3) ORGANIZATION. 4538403 0 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 0 0 0 0 1 0 0 1 17 0 1 0 0 0 0 0 0 0 X 5 0 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 0 1 1 1 0 NH X KEVIN J O'LEARY 6035806695 5 ALUMNI DRIVE EXETER NH 03833 KEVIN J CALLAHAN 1.00 45.00 X X 0 603669 194576 KEVIN J O'LEARY 1.00 45.00 X X 0 349585 100989 SUSAN BURNS-TISDALE 0.30 42.00 X 0 276872 42613 DEBRA CRESTA 0.30 40.00 X 0 280323 44793 MARK WHITNEY 0.30 40.00 X 0 205875 44247 0 1716324 427218 0 0 1 0 HUTTER CONSTRUCTION CORP PO BOX 257 810 TURNPIKE RD NEW IPSWICH NH 03071 BUILDING CONTRACTOR 4371752 EXETER HOSPITAL INC 5 ALUMNI DRIVE EXETER NH 03833 CONSTRUCTION, ENGINEERING, CLEANING SERI 296364 STANTEC CONSULTING SERV INC 13980 COLLECTIONS CENTER DRIVE CHICAGO IL 60693 CONSULTING & ARCHITECTURAL SERVICES 196300 LAVALLEBRENSINGER 155 DOW STREET SUITE 400 MANCHESTER NH 03101 ARCHITECTURAL SERVICES 110959 4 RENTAL INCOME 531120 3768731 3768731 3768731 13 13 CASH DISCOUNTS 531120 14 14 14 3768758 3768745 0 13 8775 1506041 9974 259032 2572601 26373 OUTSIDE FEES 133650 REPAIRS/MAINTENANCE 18314 DESIGN/RELOCATION FEES 3599 MISCELLANEOUS 44 4538403 2658908 555606 77893 38929 52598100 25646047 23658516 26952053 19089 0 26414406 27546588 234353 609407 408622 0 19039 3928 662014 613335 X 25752392 26933253 25752392 26933253 26414406 27546588 X -769645 1950506 X X 0 1 X 0 0 186241 186241 49996138 25208034 24788104 314807 96050 218757 2100914 341963 1758951 26952053 DUE TO AFFILIATES 3928 3928 X DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: EXETER MED REAL IS INCLUDED IN THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS OF EXETER HEALTH RESOURCES, INC. INCLUDED IN THOSE CONSOLIDATED AUDITED FINANCIAL STATEMENTS IS THE FOLLOWING "MANAGEMENT EVALUATED THE TAX POSITIONS OF THESE ENTITIES AND HAS CONCLUDED THAT THEY HAVE MAINTAINED THEIR TAX-EXEMPT STATUS, DO NOT HAVE ANY SIGNIFICANT UNRELATED BUSINESS INCOME, AND HAVE TAKEN NO UNCERTAIN TAX POSITIONS THAT REQUIRE ADJUSTMENT TO THE CONSOLIDATED FINANCIAL STATEMENTS." X 0 1 0 1 0 KEVIN J CALLAHAN 0 509869 0 0 0 93800 0 167500 0 27076 0 798245 0 0 KEVIN J O'LEARY 0 296066 0 0 0 53519 0 83000 0 17989 0 450574 0 0 SUSAN BURNS-TISDALE 0 245658 0 0 0 31214 0 15000 0 27613 0 319485 0 0 DEBRA CRESTA 0 252204 0 0 0 28119 0 15000 0 29793 0 325116 0 0 MARK WHITNEY 0 198746 0 0 0 7129 0 12730 0 31517 0 250122 0 0 PART I, LINE 1A TAX INDEMNIFICATION AND GROSS UP PAYMENTS WERE PROVIDED TO KEVIN CALLAHAN, KEVIN O'LEARY, SUSAN BURNS-TISDALE, DEBRA CRESTA AND MARK WHITNEY (FOR ACQUISITION OF SUPPLEMENTAL LONG TERM DISABILITY INSURANCE). THE BENEFIT WAS TREATED AS TAXABLE INCOME. PART I, LINE 1B THERE WAS NO EXISTING POLICY CONCERNING TAX INDEMNIFICATION AND GROSS UP PAYMENTS. HOWEVER, IN THE INSTANCE OF SUCH ACTION RELATED TO THE ACQUISITION OF LONG TERM DISABILITY INSURANCE DESCRIBED ABOVE, THE TAX INDEMNIFICATION AND GROSS UP PAYMENTS WERE APPROVED BY THE EXETER HEALTH RESOURCES BOARD OF TRUSTEES EXECUTIVE COMMITTEE COMPRISED OF DISINTERESTED PERSONS. PART I, LINE 4B THE ORGANIZATION'S PARENT (EXETER HEALTH RESOURCES, INC) MAINTAINS A SPLIT DOLLAR SUPPLEMENTAL RETIREMENT PLAN FOR TWO EXECUTIVES (LISTED BELOW WITH AMOUNTS)SELECTED BY THE EXETER HEALTH RESOURCES BOARD OF TRUSTEES. THE PLAN IS CLOSED TO FUTURE PARTICIPANTS. THE PLAN PROVIDES FOR ANNUAL PAYMENTS OF PREMIUMS FOR LIFE INSURANCE POLICIES INSURING THE LISTED INDIVIDUALS. THOSE LIFE INSURANCE PREMIUMS ARE COLLATERALLY ASSIGNED TO THE CORPORATION AND ANY EXCESS ACCUMULATED VALUE IN THE POLICIES (NET OF ACCUMULATED PREMIUM PAYMENTS) IS AVAILABLE TO BE PAID TO THE PARTICIPANT ONCE VESTED AT AGE 62. KEVIN CALLAHAN - EXCESS ACCUMULATED VALUE - $1,118,815 KEVIN O'LEARY - EXCESS ACCUMULATED VALUE - $466,844 CERTAIN OF THE LISTED EMPLOYEES PARTICIPATE IN A NONQUALIFIED DEFERRED COMPENSATION PLAN AS DESCRIBED IN INTERNAL REVENUE CODE SECTION 457(F) SPONSORED BY EXETER HEALTH RESOURCES. IN THE CALENDAR YEAR ENDED DEC 31, 2012 THE CONTRIBUTION TO THE PLAN FOR THE NON-VESTED BENEFIT OF KEVIN CALLAHAN WAS $160,000 AND THE CONTRIBUTION TO THE PLAN FOR THE NON-VESTED BENEFIT OF KEVIN O'LEARY WAS $68,000. PARTICIPANTS IN THE 457(F) PLAN DO NOT VEST UNTIL AGE 62. FORM 990, PART VI, SECTION A, LINE 6 EXETER HEALTH RESOURCES, INC., A CHARITABLE ORGANIZATION ACTING THROUGH ITS BOARD OF TRUSTEES IS THE SOLE MEMBER OF THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A AS SOLE SHAREHOLDER, EXETER HEALTH RESOURCES ELECTS THE BOARD OF TRUSTEES. FORM 990, PART VI, SECTION A, LINE 7B THE STOCKHOLDER HAS THE RIGHT TO APPROVE A DISSOLUTION OF THE CORPORATION AND TO REMOVE THE DIRECTORS. FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 IS PREPARED BY AN OUTSIDE TAX ACCOUNTANT WITH INFORMATION PROVIDED BY THE ORGANIZATION. THE 990 IS REVIEWED BY THE ORGANIZATION'S TREASURER AND THEN PRESENTED TO THE BOARD OF TRUSTEES BEFORE IT IS FILED WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C THE BOARD OF TRUSTEES HAS ADOPTED A CONFLICT OF INTEREST POLICY THAT REQUIRES THE DISCLOSURE OF CONFLICTS OF INTEREST EITHER WHEN THE INTEREST BECOMES A MATTER OF POSSIBLE ACTION BY THE BOARD OR DURING AN ANNUAL DISCLOSURE PROCESS. TRUSTEES, OFFICERS, AND KEY EMPLOYEES, AS WELL AS ALL MEMBERS OF SENIOR MANAGEMENT, ARE PART OF THE ANNUAL DISCLOSURE PROCESS, WHICH IS INITIATED BY THE ISSUANCE OF A MEMORANDUM AND ACCOMPANYING QUESTIONNAIRE BY THE PRESIDENT AND CHIEF EXECUTIVE OFFICER (CEO). ALL DISCLOSURES ARE REVIEWED. ANY TRUSTEE WITH A CONFLICT OF INTEREST IS REQUIRED TO ABSTAIN FROM VOTING AND IS NOT INCLUDED IN A QUORUM DETERMINATION ON THE MATTER AND ANY OFFICER, KEY EMPLOYEE, OR MEMBER OF SENIOR MANAGEMENT WITH A CONFLICT DOES NOT TAKE PART IN MAKING AND IS NOT PRESENT FOR ANY DECISION REGARDING THE MATTER. THE POLICY IS MONITORED AND ENFORCED BY BOTH THE PRESIDENT AND CEO AND THE FULL BOARD. A SEPARATE ORGANIZATIONAL POLICY REQUIRES ALL EMPLOYEES TO DISCLOSE ANY CONFLICT OF INTEREST IN WRITING UPON HIRE. FORM 990, PART VI, SECTION B, LINE 15 THE ORGANIZATION'S PARENT (EXETER HEALTH RESOURCES) HAS A FORMAL PROCESS FOR DETERMINING TOTAL COMPENSATION FOR THE PRESIDENT AND OTHER LISTED OFFICERS THAT IS INTENDED TO PROVIDE REASONABLE COMPENSATION FOR ACHIEVING THE ORGANIZATION'S MISSION, TO RECOGNIZE INDIVIDUAL AND TEAM PERFORMANCE AND TO COMPLY WITH THE ORGANIZATION'S OBLIGATIONS AS A TAX-EXEMPT CHARITABLE ORGANIZATION. THE EXECUTIVE COMMITTEE OF THE EXETER HEALTH RESOURCES' BOARD OF TRUSTEES CONDUCTS AN ANNUAL REVIEW OF THE COMPENSATION OF THE PRESIDENT AND OTHER LISTED OFFICERS. IN DOING SO, THE COMMITTEE RETAINS A QUALIFIED INDEPENDENT COMPENSATION CONSULTANT TO CONDUCT COMPETITIVE MARKET ANALYSIS OF THE MARKET RANGES OF BASE, INCENTIVE, AND TOTAL CASH COMPENSATION, AND TO PROVIDE ADVICE CONCERNING THE REASONABLENESS OF THE COMPENSATION OF THE PRESIDENT AND OTHER LISTED OFFICERS. THE COMMITTEE UTILIZES THAT ANALYSIS AND OTHER APPROPRIATE INFORMATION IN CONNECTION WITH ITS ANNUAL REVIEW AND MAKES RECOMMENDATIONS TO THE FULL BOARD OF EXETER HEALTH RESOURCES FOR ADJUSTMENT OF THE PRESIDENT'S COMPENSATION AND THE COMPENSATION FOR OTHER LISTED OFFICERS. INFORMATION WHICH THE COMMITTEE MAY CONSIDER CAN INCLUDE BUT IS NOT LIMITED TO THE PERFORMANCE OF AN INDIVIDUAL AND/OR THAT INDIVIDUAL'S CONTRIBUTIONS TO A TEAM, THE PERFORMANCE OF THE ORGANIZATION IN WHOLE AND IN PART, THE ELEMENTS OF TOTAL COMPENSATION AND SALARY HISTORY, THE ORGANIZATION'S COMPENSATION TARGETS AND COMPARABILITY DATA, INCLUDING THE DATA PREPARED BY THE INDEPENDENT CONSULTANT AND REVIEWED WITH THE COMMITTEE. THE COMMITTEE INCORPORATES A PERFORMANCE APPRAISAL PROCESS IN THE PRESIDENT'S AND THE OTHER LISTED OFFICERS' COMPENSATION REVIEW. THE PRESIDENT AND OTHER LISTED OFFICERS ARE NOT PRESENT WHEN THE COMMITTEE DISCUSSES THEIR RESPECTIVE COMPENSATION. IN ADDITION, THE COMMITTEE DETERMINES IF THE THRESHOLD REQUIREMENTS FOR INCENTIVE AWARDS ARE MET, CONSISTING OF THE ORGANIZATION'S PERFORMANCE RESULTS FOR QUALITY, OPERATING SYSTEM EXCELLENCE AND FINANCIAL PERFORMANCE. THE RESULTS OF THE COMMITTEE'S DELIBERATIONS ARE PRESENTED TO THE EXETER HEALTH RESOURCES BOARD AND INCLUDE RECOMMENDATIONS CONCERNING SALARY RANGE ADJUSTMENTS AND INCENTIVE AWARDS AND THE BASIS FOR THE COMMITTEE'S DECISIONS / RECOMMENDATIONS. THE DELIBERATIONS OF THE EXETER HEALTH RESOURCES BOARD ARE CONDUCTED IN EXECUTIVE SESSION WITH THE INDEPENDENT MEMBERS OF THE BOARD BUT DO INCLUDE THE PRESIDENT ONLY FOR THAT PERIOD OF TIME IN WHICH THE EXETER HEALTH RESOURCES BOARD HAS QUESTIONS CONCERNING THE PERFORMANCE OF ANY OTHER LISTED OFFICER OTHER THAN THE PRESIDENT. THE EXETER HEALTH RESOURCES BOARD REVIEWS THE PRESIDENT'S PERFORMANCE AND DETERMINES IF THE ADJUSTMENTS AND AWARDS RECOMMENDED BY THE COMMITTEE FOR THE PRESIDENT ARE IN THE ORGANIZATION'S BEST INTEREST AND FOR THE BENEFIT OF THE ORGANIZATION AND THE PARENT ORGANIZATION. FOR THE EXETER MED REAL LISTED OFFICER POSITIONS AND TRUSTEES; ADJUSTMENTS AND INCENTIVE AWARDS ARE APPROVED UPON RECOMMENDATION OF THE PRESIDENT BY THE EXECUTIVE COMMITTEE WITHIN THE EXETER HEALTH RESOURCES BOARD APPROVED PARAMETERS AND RATIFIED BY THE EXETER HEALTH RESOURCES BOARD OF TRUSTEES. FORM 990, PART VI, SECTION C, LINE 19 THESE DOCUMENTS ARE AVAILABLE UPON REQUEST. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 9: TRANSFERS BETWEEN AFFILIATES 1,950,506. FORM 990, PART XII, QUESTION 2C THE ORGANIZATION IS PART OF THE CONSOLIDATED OPERATIONS OF EXETER HEALTH RESOURCES, INC. THE EXETER HEALTH RESOURCES` EXECUTIVE COMMITTEE IS RESPONSIBLE FOR THE OVERSIGHT OF THE AUDIT AND THE SELECTION OF AN INDEPENDENT ACCOUNTANT. 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