2021-08-13T05:13:38-05:00 2020-09-30 366055558 GRANT THORNTON LLP 75 STATE STREET BOSTON MA 02109 990 2019-10-01 042106700 MASSACHUSETTS HEALTH & HOSPITAL ASSOC INC MASS 7812626000 500 DISTRICT AVE BURLINGTON MA 01803 JAMES A VAHEY CFO 7812626000 2021-01-21 1 ERIN COUTURE P01390592 6177237900 2019 2022-09-23 18:48:47Z STEVEN M WALSH 500 DISTRICT AVE BURLINGTON MA 01803 11177350 0 X WWW.MHALINK.ORG X 1936 MA TO ADVANCE THE HEALTH OF INDIVIDUALS AND COMMUNITIES BY SERVING AS (CONTINUED ON SCHEDULE O) THE LEADING VOICE FOR ALL MASSACHUSETTS HOSPITALS AND HEALTHCARE SYSTEMS. 30 29 55 30 143258 0 0 0 30629910 10050131 470737 568169 693372 453135 31794019 11071435 12069444 24500 0 0 6950727 6936863 0 0 0 3817695 3558505 22837866 10519868 8956153 551567 17968549 22738188 8193213 12027125 9775336 10711063 TO ADVANCE THE HEALTH OF INDIVIDUALS AND COMMUNITIES BY SERVING AS THE LEADING VOICE FOR ALL MASSACHUSETTS HOSPITALS AND HEALTHCARE SYSTEMS AND TO HELP THEM PROVIDE HIGH QUALITY, COST-EFFECTIVE AND ACCESSIBLE HEALTHCARE. 0 0 THE MASSACHUSETTS HEALTH AND HOSPITAL ASSOCIATION (MHA) IS A VOLUNTARY, NOT-FOR-PROFIT ORGANIZATION COMPRISED OF HOSPITALS AND HEALTH SYSTEMS, RELATED PROVIDERS, AND OTHER MEMBERS WITH A COMMON INTEREST IN PROMOTING THE GOOD HEALTH OF THE PEOPLE OF THE COMMONWEALTH OF MASSACHUSETTS. THROUGH LEADERSHIP IN PUBLIC ADVOCACY, EDUCATION, AND INFORMATION, MHA REPRESENTS AND ADVOCATES FOR THE COLLECTIVE INTERESTS OF HOSPITALS AND HEALTHCARE PROVIDERS AS WELL AS SUPPORTS THEIR EFFORTS TO PROVIDE HIGH QUALITY, COST EFFECTIVE AND ACCESSIBLE CARE. 0 0 0 1 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 1 17 0 1 55 1 1 1 0 0 0 0 0 0 0 X 30 29 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 MA X X JAMES VAHEY 7812626062 500 DISTRICT AVE BURLINGTON MA 01803 STEVEN M WALSH PRESIDENT & CEO 37.50 2.00 X X 808503 0 39237 STEVEN DEFOSSEZ VP, CLINICAL INTEGRATION 37.50 2.00 X 333801 0 34056 MICHAEL SROCZYNSKI SVP, GOVT. ADVOCACY & GEN. COUNSEL 37.50 2.00 X 280051 0 41580 NANCY SIOPES VP OPERATIONS (THRU 01/31/2020) 37.50 2.00 X 0 254786 21449 CHRISTINE BARATTA VP MARKETING & COMM. (THRU 1/19) 37.50 2.00 X 255363 0 17284 PATRICIA NOGA VP, CLINICAL AFFAIRS 37.50 2.00 X 226581 0 30796 PATRICIA CROWLEY VP, GOVERNANCE & MEMBER RELATIONS 37.50 2.00 X 219008 0 31715 GERALD PLANTE CIO 37.50 2.00 X 176362 0 34473 JAMES VAHEY CFO 37.50 2.00 X 166914 0 39581 MARK A KEROACK MD MPH IMMEDIATE PAST CHAIR 1.00 2.00 X X 0 0 0 JOSEPH A WHITE MBA FACHE CHAIRMAN 1.00 2.00 X X 0 0 0 ERIC W DICKSON MD MHCM CHAIRMAN - ELECT 1.00 2.00 X X 0 0 0 KEVIN B CHURCHWELL MD TREASURER 1.00 2.00 X X 0 0 0 KATE E WALSH MPH PAST CHAIR 1.00 2.00 X X 0 0 0 CHRISTINE C SCHUSTER RN SECRETARY 1.00 2.00 X X 0 0 0 PHILIP M CORMIER SCOF CHAIR 1.00 2.00 X 0 0 0 KIM HOLLON FACHE CIAC CHAIR 1.00 2.00 X 0 0 0 WINFIELD S BROWN MSB MHA DIRECTOR 1.00 2.00 X 0 0 0 ANDREW S FREED DIRECTOR 1.00 2.00 X 0 0 0 GENE E GREEN MD MBA DIRECTOR (THRU 10/04/2019) 1.00 2.00 X 0 0 0 MICHAEL J SHEEHY MD DIRECTOR 1.00 2.00 X 0 0 0 MICHAEL J WIDMER PHD DIRECTOR 1.00 2.00 X 0 0 0 LOUIS J WOOLF DIRECTOR 1.00 2.00 X 0 0 0 MAUREEN BANKS FACHE MBA MS DIRECTOR 1.00 2.00 X 0 0 0 RUTH ELLEN FITCH ESQ DIRECTOR 1.00 2.00 X 0 0 0 EDWARD J KELLY DIRECTOR 1.00 2.00 X 0 0 0 JOANNE MARQUSEE DIRECTOR 1.00 2.00 X 0 0 0 PETER J HEALY MHA DIRECTOR 1.00 2.00 X 0 0 0 MICHAEL K LAUF MBA DIRECTOR 1.00 2.00 X 0 0 0 KEVIN TABB MD DIRECTOR 1.00 2.00 X 0 0 0 ANNE ROPER DIRECTOR 1.00 2.00 X 0 0 0 ELIZABETH G NABEL DIRECTOR 1.00 2.00 X 0 0 0 MICHAEL R JAFF DO DIRECTOR 1.00 2.00 X 0 0 0 NANCY L SHENDELL-FALIKRNMA DIRECTOR 1.00 2.00 X 0 0 0 SPIROS HATIRAS FACHE SCOPA CHAIR 1.00 2.00 X 0 0 0 THEA L JAMES MD DIRECTOR 1.00 2.00 X 0 0 0 THERESE M HUDSON-JINKSRNMSN DIRECTOR 1.00 2.00 X 0 0 0 ANNE KLIBANSKI MD DIRECTOR (AS OF 01/23/2020) 1.00 2.00 X 0 0 0 DAVID PHELPS DIRECTOR (AS OF 01/23/2020) 1.00 2.00 X 0 0 0 VALERIE FLEISHMAN SVP & CINO (AS OF 03/20/2020) 37.50 2.00 X 0 0 0 2466583 254786 290171 17 0 1 0 FOLEY & LARDNER 111 HUNTINGTON AVE SUITE 2500 BOSTON MA 02199 LEGAL SERVICES 198052 DEWEY SQUARE GROUP 100 CAMBRIDGE ST STE 1301 BOSTON MA 02114 COMM. CONSULTANT 100018 2 MEMBERSHIP DUES 611710 9532845 9532845 SERVICE FEES - EDUCATION REVENUE 611710 517286 517286 10050131 180060 180060 85860 105915 -20055 -20055 -11878 -8177 388109 0 388109 388109 388109 MEETING/CAFETERIA CHARGES 900099 132241 132241 PRINTING/POSTAGE 900099 22895 22895 318054 318054 473190 11071435 10368185 143258 559992 24500 1572588 4305469 219686 414836 424284 213415 67786 320144 42364 657107 375111 453797 614981 32490 1758 117085 366411 43777 MEETING ROOMS 156503 DUES & MEMBERSHIPS 56552 SUBSCRIPTIONS 28054 OTHERS 11170 10519868 404517 4064287 1186683 603991 188843 194224 8949111 7770857 1488728 1178254 11018166 12177154 0 0 0 0 3681612 4520278 17968549 22738188 1382474 1480404 278719 147991 3113886 3254255 3418134 7144475 8193213 12027125 X 9775336 10711063 9775336 10711063 17968549 22738188 551567 384160 0 X 0 1 X 1 0 0 0 0 0 0 0 9532846 1056368 1056368 1056368 NON-DEDUCTIBLE DUES: PART III-B, LINE 2B THE ORGANIZATION REVIEWED ITS HISTORIC LOBBYING ACTIVITIES AND DETERMINED THAT IT IS NOT REQUIRED TO REPORT CARRYOVER FROM PRIOR YEARS ON THIS LINE. 132000 132000 1196684 1196684 0 4719250 3843721 875529 2901177 2730452 170725 0 1178254 OTHER INVESTMENTS 4169956 CASH VALUE OF LIFE INSURANCE 350322 4520278 RETIREMENT PLAN OBLIGATION 4169956 INTERCOMPANY PAYABLES 2974519 7144475 X PART X, LINE 2: ASC 740 FOOTNOTE MHA AND MCCH ARE NOT-FOR-PROFIT ORGANIZATIONS DESCRIBED IN SECTION 501(C)(6) OF THE INTERNAL REVENUE CODE, AS AMENDED (THE CODE), AND ARE GENERALLY EXEMPT FROM INCOME TAXES PURSUANT TO SECTION 501(A) OF THE CODE. MHREA IS A NOT-FOR-PROFIT ORGANIZATION DESCRIBED IN SECTION 501(C)(3) OF THE CODE, AND IS GENERALLY EXEMPT FROM INCOME TAXES PURSUANT TO SECTION 501(A) OF THE CODE. THE INSURANCE AGENCY IS A FOR-PROFIT SUBSIDIARY OF MHA, AND ANY INCOME TAX IS NOT SIGNIFICANT TO THE CONSOLIDATED FINANCIAL STATEMENTS. MHA AND AFFILIATES ARE REQUIRED TO ASSESS UNCERTAIN TAX POSITIONS AND HAVE DETERMINED THAT THERE WERE NO SUCH POSITIONS THAT ARE MATERIAL TO THE CONSOLIDATED FINANCIAL STATEMENTS. MHA AND AFFILIATES ARE RESPONSIBLE FOR MAINTENANCE OF THEIR TAX-EXEMPT STATUS; IDENTIFYING AND REPORTING UNRELATED INCOME; DETERMINING ITS FILING AND TAX OBLIGATIONS IN JURISDICTIONS IN WHICH THEY HAVE NEXUS; AND IDENTIFYING AND EVALUATING OTHER MATTERS THAT MAY BE CONSIDERED TAX POSITIONS. MHA AND AFFILIATES ARE REQUIRED TO ASSESS UNCERTAIN TAX POSITIONS AND HAS DETERMINED THAT THERE WERE NO SUCH POSITIONS THAT ARE MATERIAL TO THE CONSOLIDATED FINANCIAL STATEMENTS. 1 MASSACHSETTS HEALTH QUALITY PARTNERS 42 PLEASANT ST WATERTOWN MA 02472 043542817 501(C)(3) 10000 SEE PART IV THE COMMONWEALTH INSTITUTE PO BOX 473 MAYNARD MA 01754 043371964 501(C)(3) 5000 SEE PART IV 2 PART I, LINE 2: MHA MAKES GENERAL CONTRIBUTIONS, NOT GRANTS, TO CERTAIN ORGANIZATIONS SUPPORTING THE FOLLOWING EFFORTS: - MASSACHUSETTS HEALTH QUALITY PARTNERS - THE COMMONWEALTH INSTITUTE X X X X X 1 1 0 STEVEN M WALSH PRESIDENT & CEO 592740 0 193970 0 21793 0 16800 0 22437 0 847740 0 0 0 STEVEN DEFOSSEZ VP, CLINICAL INTEGRATION 286397 0 41414 0 5990 0 16800 0 17256 0 367857 0 0 0 MICHAEL SROCZYNSKI SVP, GOVT. ADVOCACY & GEN. COUNSEL 230866 0 46471 0 2714 0 16800 0 24780 0 321631 0 0 0 NANCY SIOPES VP OPERATIONS (THRU 01/31/2020) 0 215930 0 34383 0 4473 0 15127 0 6322 0 276235 0 0 CHRISTINE BARATTA VP MARKETING & COMM. (THRU 1/19) 15108 0 35000 0 205255 0 4399 0 12885 0 272647 0 0 0 PATRICIA NOGA VP, CLINICAL AFFAIRS 191399 0 31165 0 4017 0 13717 0 17079 0 257377 0 0 0 PATRICIA CROWLEY VP, GOVERNANCE & MEMBER RELATIONS 188861 0 27862 0 2285 0 11792 0 19923 0 250723 0 0 0 GERALD PLANTE CIO 167144 0 7500 0 1718 0 9856 0 24617 0 210835 0 0 0 JAMES VAHEY CFO 154360 0 10000 0 2554 0 10448 0 29133 0 206495 0 0 0 PART I, LINES 4A-B LINE 4A SEVERANCE AGREEMENT VP COMMUNICATIONS AND MARKETING SEPERATED FROM THE ORGANIZATION IN JANUARY 2019. BASED ON AN AGREEMENT SIGNED AT HER DEPARTURE, AND PURSUANT TO CERTAIN CONDITIONS, SHE RECEIVED ONE YEAR OF SALARY CONTINUATION AND A PAYOUT OF HER INCENTIVE COMPENSATION EARNED DURING 2018. INCLUDED IN SCHEDULE J, PART II, COLUMNS B(II) AND B(III) ARE THE AMOUNTS PAID UNDER THIS AGREEMENT. LINE 4B SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN THE PRESIDENT AND CEO, PARTICIPATES IN A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN. NO AMOUNTS WERE PAID OUT DURING CALENDAR YEAR 2019 OR FISCAL YEAR ENDED SEPTEMBER 30, 2020. $71,000 WAS CONTRIBUTED TO THE PLAN DURING THE CALENDAR YEAR 2019. FORM 990, PART VI, SECTION A, LINE 1 DELEGATION OF AUTHORITY THE EXECUTIVE COMMITTEE MEETS SIX TIMES EACH YEAR TO ADDRESS INTERNAL OPERATIONAL POLICIES WHICH ARE LATER REVIEWED BY THE FULL GOVERNING BODY. FORM 990, PART VI, SECTION A, LINE 6 MEMBERS OR STOCKHOLDERS THE ASSOCIATION HAS SIX TYPES OF MEMBERS PER ITS BYLAWS: 1. INSTATE HOSPITALS 2. OTHER HEALTH CARE PROVIDERS 3. AFFILIATED MEMBERS 4. ALLIED MEMBERS 5. HONORARY/LIFETIME MEMBERS 6. HOSPITALS LICENSED OUTSIDE OF MASSACHUSETTS FORM 990, PART VI, SECTION A, LINE 7A MEMBERS OR STOCKHOLDERS WHO MAY ELECT MEMBERS OF GOVERNING BODY MHA HOLDS A GOVERNANCE COMMITTEE MEETING EACH YEAR TO DEVELOP A LIST OF OFFICERS WHO ARE PRESENTED TO THE ANNUAL MEMBERSHIP MEETING FOR VOTING OF THE MHA BOARD OF TRUSTEES FOR EACH YEAR. FORM 990, PART VI, SECTION A, LINE 7B DECISIONS SUBJECT TO APPROVAL ANY CHANGES TO THE MHA BY-LAWS OR CORPORATE GOVERNANCE DOCUMENTS MUST BE APPROVED AT THE ANNUAL MEMBERSHIP MEETING EACH YEAR. OTHER CHANGES TO CORPORATE POLICIES AND PROCEDURES ARE APPROVED BY THE BOARD OR OTHER GOVERNANCE COMMITTEES. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 REVIEW PROCESS THE FORM 990 WAS PREPARED BY THE ORGANIZATION'S TAX SERVICE PROVIDER WITH INFORMATION PROVIDED BY THE CFO. THE FORM GOES THROUGH REVIEW BY THE CHIEF EXECUTIVE OFFICER PRIOR TO BEING PRESENTED TO THE EXECUTIVE COMMITTEE OF THE BOARD OF TRUSTEES. THE EXECUTIVE COMMITTEE REVIEWS THE FORM 990 IN DETAIL AND APPROVES IT FOR SUBMISSION. PRIOR TO THE FINAL FORM BEING ELECTRONICALLY SUBMITTED TO THE INTERNAL REVENUE SERVICE, A COPY IS ALSO PROVIDED TO ALL THE MEMBERS OF THE BOARD OF TRUSTEES TO REVIEW AND PROVIDE ANY FINAL COMMENTS. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST POLICY MONITORING & ENFORCEMENT THE ASSOCIATION MAINTAINS A WRITTEN CONFLICT OF INTEREST POLICY INCLUDED IN THE ASSOCIATION'S POLICIES AND PROCEDURES MANUAL. THIS MANUAL IS UPDATED AND DISSEMINATED TO EMPLOYEES AND TRUSTEES ANNUALLY. AT THE START OF EACH FISCAL YEAR, THE MANAGER OF HUMAN RESOURCES REQUIRES THAT EACH KEY EMPLOYEE, OFFICER AND TRUSTEE COMPLETE A CONFLICT OF INTEREST DISCLOSURE FORM. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF THE INTEREST AND BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE TRUSTEES AND MEMBERS OF COMMITTEES WITH GOVERNING BOARD DELEGATED POWERS. INDIVIDUALS WITH A CONFLICT OF INTEREST ARE PROHIBITED FROM PARTICIPATING IN THE DISCUSSION AND RESOLUTION OF THE CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 PROCESS FOR DETERMINING COMPENSATION LINE 15A THE ORGANIZATION'S COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES IS AN INDEPENDENT COMMITTEE THAT DOES NOT HAVE ANY CONFLICTS OF INTEREST WITH RESPECT TO THE COMPENSATION PAID TO THE ORGANIZATION'S EXECUTIVES. THIS COMMITTEE REVIEWS THE CHIEF EXECUTIVE OFFICER'S ANNUAL GOALS AND PERFORMANCE. THE COMMITTEE SETS AND APPROVES THE COMPENSATION PACKAGE OF THE CHIEF EXECUTIVE OFFICER EACH YEAR. THE COMMITTEE HIRES A COMPENSATION CONSULTING FIRM TO PROVIDE EXPERTISE AND GUIDANCE REGARDING COMPARABLE COMPENSATION DATA FOR SIMILARLY QUALIFIED PEOPLE IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILAR SIZED ORGANIZATIONS, AND PERIODIC UPDATES AS PRUDENT. THE COMPENSATION REVIEW IS AN ANNUAL PROCESS AND IS DOCUMENTED EACH YEAR IN THE COMPENSATION COMMITTEE MINUTES, IN WHICH THE DELIBERATION AND DECISION REGARDING THE COMPENSATION ARRANGEMENT FOR THE CEO IS RECORDED. THE COMPENSATION COMMITTEE REPORTS ON ITS MEETINGS AND ACTIONS TO THE FULL BOARD OF TRUSTEES. LINE 15B THE CHIEF EXECUTIVE OFFICER MAKES RECOMMENDATIONS FOR REVIEW AND APPROVAL OF OFFICERS AND KEY EMPLOYEES' COMPENSATION TO THE COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES. THE ORGANIZATION'S COMPENSATION COMMITTEE IS AN INDEPENDENT COMMITTEE THAT DOES NOT HAVE ANY CONFLICTS OF INTEREST WITH RESPECT TO THE COMPENSATION PAID TO THE ORGANIZATION'S EXECUTIVES. FROM TIME TO TIME, THE COMMITTEE HIRES A COMPENSATION CONSULTING FIRM TO PROVIDE EXPERTISE AND GUIDANCE REGARDING COMPARABLE COMPENSATION DATA FOR SIMILARLY QUALIFIED PEOPLE IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILAR SIZED ORGANIZATIONS, AND PERIODIC UPDATES AS PRUDENT. THE COMPENSATION REVIEW IS DOCUMENTED IN THE COMPENSATION COMMITTEE MINUTES, IN WHICH THE DELIBERATION AND DECISION REGARDING THE COMPENSATION ARRANGEMENT FOR OFFICERS AND KEY EMPLOYEES IS RECORDED. FORM 990, PART VI, SECTION C, LINE 19 HOW DOCUMENTS ARE MADE AVAILABLE TO THE PUBLIC THE ORGANIZATION MAKES ITS FORM 990 AVAILABLE TO THE PUBLIC BY RETAINING A COPY AT ITS PLACE OF BUSINESS. THE FORM 990 AND AUDITED FINANCIAL STATEMENTS ARE LIKEWISE PUBLISHED ON GUIDESTAR AND PROPUBLICA. THE ORGANIZATION'S GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY MAY BE PROVIDED AT MANAGEMENT'S DISCRETION, IF REQUESTED. GENERAL STATEMENT REGARDING THE COVID-19 PANDEMIC: IN MARCH 2020, THE WORLD HEALTH ORGANIZATION DECLARED THE OUTBREAK OF A NOVEL CORONAVIRUS DISEASE ("COVID-19") AS A PANDEMIC, AND MHA EXPECTS ITS OPERATIONS IN ALL LOCATIONS TO BE AFFECTED AS THE VIRUS CONTINUES TO PROLIFERATE. IN RESPONSE, MANAGEMENT IMPLEMENTED COST SAVINGS AND OTHER MEASURES TO REDUCE OPERATING EXPENSES AND ENSURE ADEQUATE LIQUIDITY. GIVEN THE UNCERTAINTY AROUND THE PANDEMIC'S DURATION, THE FULL OPERATIONAL AND FINANCIAL IMPACT OF COVID-19 CANNOT BE DETERMINED AT THIS TIME. MA HOSPITAL RESEARCH & ED ASSOCIATION 500 DISTRICT AVE BURLINGTON MA 01803 237039401 EDUCATION MA 501(C)(3) LINE 10 MHA 1 MA COUNCIL OF COMMUNITY HOSPITALS INC 500 DISTRICT AVE BURLINGTON MA 01803 043116067 SUPPORT MA 501(C)(6) N/A MHA 1 MHA SOLUTIONS INC 500 DISTRICT AVE BURLINGTON MA 01803 042915488 INSURANCE MA MHA SUBHOLD C 1007297 457676 1.00000 1 1 0 0 0 0 0 0 0 0 0 0 1 0 1 1 0 1 1 0 MHA SOLUTIONS INC A 50700 FMV MHA SOLUTIONS INC I 53000 FMV MHA SOLUTIONS INC O 120000 FMV MHA SOLUTIONS INC O 139200 FMV MHA SOLUTIONS INC R 132287 FMV MHREA O 97336 FMV