2019-08-07T08:10:31-07:00 2018-09-30 990 2017-10-01 010377901 Eastern Maine Healthcare SystemsEMMCA Eastern Maine Medical Center Auxiliary EAST 2079739081 43 Whiting Hill Road Brewer ME 04412 John Doyle NLH VP of Finance 2019-08-07 false 2017 2019-02-21 02:37:17Z John Doyle 41734 false false 5247 X www.emmcauxiliary.org X 1940 ME Fund Raising for Exempt Eastern Maine Medical Center 20 17 0 280 0 52569 29958 0 11 10 660 675 53240 30643 4500 4600 0 0 0 0 6124 5506 10624 10106 42616 20537 359871 342747 105000 73300 254871 269447 Fund Raising for Exempt Eastern Maine Medical Center false false 10106 4600 675 Eastern Maine Medical Center Auxiliary (EMMCA) is a subsidiary of Eastern Maine Medical Center (EMMC). All activities were for the purpose of fund raising for exempt EMMC.The Auxiliary of Eastern Medical Center, through volunteer fund raising, raises funds to benefit exempt EMMC. These funds are contributed to EMMC and returned to the community in the form of Community Wellness and Education grants, scholarships for students pursuing careers in healthcare, and the purchase of patient care technology.During fiscal year 2018, EMMCA distributed $4,600 in scholarships for students pursuing careers in healthcare. 10106 true true false false false false false false false true false false false true false true false true false false false false false false true false false false false false false false false false false false false false false false false false false false false false true true true false false true 0 0 false 0 false false false false false false false false false 0 false false false false false false false false false false X 20 17 false false true false true true true true true false false true true true true true true true true false ME X X X John J Doyle 2079739081 43 Whiting Hill Rd Brewer ME 04412 X Libby Arrico Board Member 0.50 0.00 X 0 0 0 Cindy Curran Board Member 0.50 0.00 X 0 0 0 Jennifer Morin President 0.50 0.00 X X 0 0 0 Kelli Roy Board Member 0.50 0.00 X 0 0 0 Kendra Speed Board Member 0.50 0.00 X 0 0 0 Stephanie Oiler Board Member 0.50 0.00 X 0 0 0 Rebecca Potter Board Member 0.50 0.00 X 0 0 0 Jan Currier Board Member 0.50 0.00 X 0 0 0 Helen Genco Board Member 0.50 0.00 X 0 0 0 Mary Brooks Board Member 0.50 0.00 X 0 0 0 Nazrin Dixon Treasurer 0.50 0.00 X X 0 0 0 Susan A Nasberg Vice President 0.50 40.00 X X 0 89594 18809 Kathy Bernier Board Member 0.50 0.00 X 0 0 0 Eileen Hernandez Board Member 0.50 0.00 X 0 0 0 Valerie L Patch Board Member 0.50 0.00 X 0 0 0 Sarah Quirk Board Member 0.50 0.00 X 0 0 0 Nancy Long Board Member 0.50 0.00 X 0 0 0 Roberta Winchell Board Member 0.50 0.00 X 0 0 0 Stacey Young Board Member 0.50 0.00 X 0 0 0 Colleen Russell Secretary 0.50 0.00 X X 0 0 0 Terri Sleeper Board Member 0.50 40.00 X 0 65151 23694 Suzette Vernon Board Member 0.50 30.00 X 0 13036 0 167781 42503 0 false false false NONE 0 28678 1280 689 29958 0 10 10 0 0 0 0 11091 28678 11091 0 0 0 Annual Luncheon 900099 675 675 675 30643 675 10 X 4600 4600 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1126 1126 0 830 830 0 0 0 0 0 1582 1582 0 0 0 0 Gifts 1933 1933 Corporate Tax & Licenses 35 35 0 10106 10106 0 0 0 27821 20546 0 3692 0 0 0 0 0 350 153 0 0 0 0 0 328008 322048 359871 342747 105000 70000 3300 105000 73300 X -73137 -52600 226240 220279 101768 101768 254871 269447 359871 342747 X 20537 -5961 X false true X true false X 43430 14908 41378 52569 29958 182243 0 0 0 0 43430 14908 41378 52569 29958 182243 0 0 182243 90 48 10 11 10 169 0 90 48 10 11 10 169 0 2335 2310 1030 660 675 7010 45855 17266 42418 53240 30643 189422 0.96210 0.95220 0.00090 0.00160 X 323227 9128 15499 316856 313432 24935 15140 323227 301577 26757 14902 313432 319927 -4011 14339 301577 313921 19508 13502 319927 1.00000 false true true Interest in net assets held at EMHSF 322048 322048 X 41734 41734 -11091 -11091 30643 21197 11091 11091 10106 10106 Part V, Line 4: Intended uses of the endowment fund. Endowment funds are designated for purposes that align within this organizations exempt purpose. Part X : FIN48 Footnote Income TaxesEMHS, its hospitals, and certain other affiliates have been determined by the Internal Revenue Service to be tax-exempt charitable organizations as described in Section 501(c)(3) or 501(c)(2) of the Internal Revenue Code (the Code) and, accordingly, are exempt from federal income taxes on related income pursuant to Section 501(a) of the Code. Accordingly, no provision for federal income taxes has been recorded in the accompanying consolidated financial statements for these organizations.Tax-exempt charitable organizations could be required to record an obligation for income taxes as the result of a tax position they have historically taken on various tax exposure items including unrelated business income or tax status. Under guidance issued by the Financial Accounting Standards Board (FASB), assets and liabilities are established for uncertain tax positions taken or positions expected to be taken in income tax returns when such positions are judged to not meet the "more-likely-than-not" threshold, based upon the technical merits of the position. Estimated interest and penalties, if applicable, related to uncertain tax positions are included as a component of income tax expense. The System has evaluated its tax position taken or expected to be taken on income tax returns and concluded the impact to be not material.Certain of the System's affiliates are taxable entities. Deferred taxes related to these entities are based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect in the years the differences are expected to reverse. The deferred tax assets and liabilities for these entities are not material. Part XII, Line 2d: Other expenses and losses per audited F/S Exp related special events line 8b $11091 false Beach Ball Event 38164 27122 11042 11042 38164 27122 11042 11042 11042 Form 990, Part VI, Line 4: Description of Significant Changes to Organizational Documents Amended and restated bylaws. Changes include:Article I, Section 2: - added The Auxiliary is organized and operated exclusively for charitable, religious, educational and scientific purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, or corresponding provisions of any subsequent federal tax laws. - removed other than dues from subsection (d). - removed reference to General Members in subsection (g) and replaced it with supporters (if any).Article I, Section 3 (Registered Agent): changed Clerk to Secretary and added In the event of the disqualification or vacancy in the office of Secretary, the President of EMMC shall appoint a successor registered agent. Article I, Section 4 (Registered Office): changed city of registered office from Bangor to Brewer and added The principal place of business of the Auxiliary shall be located in Bangor, Maine. Article I, Section 5 (Corporate Seal): changed shall to may in first sentence and added the following sentence: The seal of the Auxiliary may, but need not, be affixed to any document executed by an authorized individual on behalf of the Auxiliary, and its absence therefrom shall not impair the validity of the document or of any action taken in pursuance thereof or in reliance thereon.Article II, Section 1 (Members): added The Auxiliary shall have no individual Members. It shall have one corporate member, which shall be EMMC (referred to herein as EMMC or the Member). Removed reference to General Membership. Added: The Member shall act on any matters brought to it by the Board of Directors of the Auxiliary and shall exercise such other powers as may be conferred on the Member by law, the Articles of Incorporation, or by these Bylaws.Article II, Section 2: Renamed Section 2 Supporters and removed references to Active Members, Sustaining Members, and Life Members. Added: The Board of Directors may create such classes of supporters of the Auxiliary with such qualifications as it desires from time to time, and bestow upon the supporters such rights and obligations as the Board deems appropriate; provided that the supporters shall not have voting rights and shall not have the status of a member as that term is defined in the Maine Nonprofit Corporation Act.Deleted Article II, Section 2 (Annual Meeting); Section 3 (General Membership Meetings); Section 4 (Notice and Quorum); Section 5 (Powers).Article III, Section 2 (Number and Tenure): Removed reference to General Members and added: The term of office of an elected Director shall be three (3) years. The elected Directors shall be divided into three (3) equal delegations as near as may be. The Board shall set the number of elected Directors and there shall be elected by the Board, subject to ratification by the Member, one delegation each year in a regular three (3) year rotation at each Annual Meeting of the Auxiliary. Each elected Director shall hold office until such Directors successor shall have been elected and qualified. In the ordinary course, no elected Director may serve more than two (2) consecutive terms. Subject to Member approval, exceptions may be made by the Board. Deleted Article III, Section 3 (Term). Article III, Section 5 (Annual Meetings and Regular Meetings): Added: The Annual Meeting of the Auxiliary for the election of the Board of Directors shall be held in Bangor, Maine during the month of November in each year, or at such other time and place as shall be fixed by the Board of Directors and set forth in the notice of meeting. Following the election of the Board at the Annual Meeting of the Auxiliary, officers shall be elected and designated in accordance with Article IV, and the Board shall transact such other business as may properly come before the meeting. Article III, Section 6: Added special before the word meeting.Article III, Section 7: Added: including hand deliver, courier, telephone, facsimile transmission or electronic mail after the word communication.Article III, Section 8: Added (subject to approval by the Member) in the last sentence after the filling of vacancies of the Board. Article III, Section 10 (Vacancies): Deleted reference to General Member and added: Except as otherwise provided by law, any vacancy on the Board, whether by reason of death, resignation or removal, may be filled by the remaining Board members. Vacancies, when filled, shall be filled from a list of nominees submitted to the Board and approved by the Member prior to the meeting of the Board at which action is to be taken. Article III, Section 11 (Presumption of Assent): added abstention in addition to dissent.Article III, Section 16 (Removal): added new section that says: Any Director elected by the Board may be removed by the Member with or without cause in accordance with Section 704 of the Maine Nonprofit Corporation Act. Article IV, Section 1 (Officers): added and other such officers as may be deemed necessary by the Board of Directors after Treasurer in the first sentence. Article IV, Section 2 (Vacancy): added the before resignation and or removal after disability in the first sentence. Deleted The unexpired term of any other officer from the second sentence and replaced it with A vacancy in any other office because of resignation, death, disability, removal or otherwise. Deleted reference to General Member and replaced it with Board member. Article V, Section 2 (Standing Committees): deleted Membership and replaced it with Advocacy Committee. Article V, Section 7.1 (Executive Committee): deleted the Auxiliarys representative to the EMMC Board of Trustees. Article V, Section 7.3 (Executive Committee): deleted for information and ratification at its next meeting from the second sentence.Article V, Section 8 (Finance Committee): added Committee to section title and deleted and shall oversee the Memorial Book Fund from the second sentence.Article V, Section 9 (Bylaws Committee): added Committee to section title.Article V, Section 10 (Program/Advocacy Committee): deleted Membership from section title and deleted General Membership.Article V, Section 11 (Gift Shop Committee): added Committee to section title.Article V, Section12 (Nominating Committee): added Committee to section title. Deleted reference to General Membership and replaced with Community. Deleted At the Annual Meeting, General Members may nominate candidates as Directors from the floor. The Nominating Committee shall nominate a Director to stand for election by the Board as a Trustee of EMMC. This individual must qualify as an independent Trustee pursuant to the EMMC Bylaws. Article V, Section 13 (Public Relations Committee): added Committee to section title and Public Relations before Committee in first sentence.Article V, Section 14 (Ways & Means Committee): added Committee to section title. Replaced CMN with Childrens Miracle Network Hospital (CMHN). Article V, Section 15 (Education Committee): added Committee to section title and Education before Committee in first sentence.Article VI (Indemnification): deleted reference to General Member.Article VIII (Fidelity Coverage): deleted Bonding from section title and replaced with Fidelity Coverage. Deleted All individuals handling or directing the use of corporate funds shall be bonded and replaced with The Auxiliary shall maintain appropriate fidelity coverage protecting the Auxiliary from losses caused by the fraudulent or dishonest acts of individuals handling or directing the use of corporate funds. Article IX (Amendments): revised first paragraph of article to read: Subject to review and approval by the board of trustees of the Member, these Bylaws and the Articles of Incorporation may be amended, in whole or in part at any regular or special meeting of the Board at which a quorum of two-thirds of all Directors then in office is present by an affirmative vote of two-thirds of all Directors present, provided written notice of the proposed amendment shall have been given in the call of the meeting, or provided such amendment shall have been presented in writing at the Board meeting next preceding the meeting at which action on the amendment is to be taken.See Additional Information portion of Schedule O for additonal EMMC AUXILIARY Articles of Incorporation Changes. Form 990, Part VI, Line 6: Explanation of Classes of Members or Shareholder Eastern Maine Medical Center Auxiliary (the "Corporation") is a Maine nonprofit corporation. Eastern Maine Medical Center (the "Member"), also a Maine nonprofit corporation, is the sole corporate member of the Corporation. Form 990, Part VI, Line 7a: How Members or Shareholders Elect Governing Body The Member has authority to elect directors of the Corporation. Form 990, Part VI, Line 7b: Describe Decisions of Governing Body Approval by Members or Shareholders The Member has authority to approve amendments to the Corporation's articles of incorporation and to its bylaws. Form 990, Part VI, Line 11b: Form 990 Review Process Form 990 is provided to each board member either electronically or in hard copy with an opportunity to ask questions prior to filing with the IRS. Form 990, Part VI, Line 12c: Explanation of Monitoring and Enforcement of Conflicts The organization requests updates of potential conflicts and relationships from the officers and Board members on an annual basis. The request requires disclosure of all business relationships, board memberships, and family relationships. A database is maintained that is compared to payroll records and the accounts payable vendor list to identify any potential conflicts of interest. Transactions are reviewed for reasonableness as an arm's length transaction. The first agenda item for board meetings and board committee meetings is for members to declare any conflict of interest with upcoming agenda items or deliberations. At any point when consideration is being given to purchase/contract with a party in interest, the member with the conflict is either excused from the discussion and consideration process or abstains from voting on the matter. All transactions identified with parties in interest are disclosed within the Form 990. All are deemed to be arm's length transactions. Form 990, Part VI, Line 15a: Compensation Review & Approval Process - CEO, Top Management Eastern Maine Medical Center Auxiliary has no employees. Compensated officers of Eastern Maine Medical Center Auxiliary are employed by tax exempt related organizations. Form 990, Part VI, Line 15b: Compensation Review and Approval Process for Officers and Key Employees Eastern Maine Medical Center Auxiliary has no employees. Compensated officers of Eastern Maine Medical Center Auxiliary are employed by tax exempt related organizations. Form 990, Part VI, Line 19: Other Organization Documents Publicly Available Eastern Maine Medical Center Auxiliary makes its governing documents, conflict of interest policy and financial statements available to thblic upon request. Other Changes In Net Assets Or Fund Balances - Other Decreases Net Change in Funds Held at EMHS Foundation = -$5961 FORM 990 PART VI LINE 4-SIGNIFICANT CHANGES TO ORGANIZATIONAL DOCUMENT Additional information regarding Form 990, Part VI, Line 4 - Significant Changes to Organizational Documents:EMMC AUXILIARY ARTICLES OF INCORPORATIONAmended and restated Articles of Incorporation to read as follows:ARTICLE INAMEThe name of this Corporation is Eastern Maine Medical Center Auxiliary (the Corporation).ARTICLE II PURPOSEThe Corporation is organized and operated exclusively for charitable, religious, educational and scientific purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, or corresponding provisions of any subsequent federal tax laws. Without limiting the generality of the foregoing, the Corporation is organized for the sole purpose of supporting the charitable purposes of Eastern Maine Medical Center (EMMC), and in this regard: a. The Corporation shall serve as an advocate for EMMC and its affiliated organizations in the community.b. The Corporation shall render service to EMMC and assist EMMC in promoting the health and welfare of the community in accordance with objectives established by the President of EMMC.c. The Corporation shall carry on such fund raising programs as may be approved by the President of EMMC.d. The proceeds from all fundraising shall be expended for purposes approved by the Board of Directors of the Corporation and by the President of EMMC.e. Notwithstanding any other provision of these Bylaws, the Corporation shall not carry on any other activities not permitted to be carried on by an organization exempt from Federal income tax under Section 501(c)(3) of the Internal Revenue Code.ARTICLE III NONPROFIT CHARACTERThe Corporation will not be operated for the pecuniary gain or profit, incidental or otherwise, of any private individual. No part of the net earnings of the Corporation shall inure to the benefit of or be distributable to its directors, officers, supporters (if any), or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for any services rendered and to make payments and distributions for furtherance of the purposes set forth herein. No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the Corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. ARTICLE IVMEMBER OF THE CORPORATIONThe Corporation shall have no individual Members. It shall have one corporate Member, which shall be EMMC. The Board of Directors of the Corporation may create such classes of supporters of the Corporation with such qualifications as it desires from time to time, and bestow upon the supporters such rights and obligations as the Board deems appropriate; provided that the supporters shall not have voting rights and shall not have the status of a member as that term is defined in the Maine Nonprofit Corporation Act.ARTICLE V BOARD OF DIRECTORSThe functions, business and government of the Corporation shall be directed by the Board of Directors whose number, manner of selection and term of office shall be provided by its Bylaws. The minimum number of directors shall be fifteen (15) and the maximum number of directors shall be thirty-three (33). ARTICLE VI OFFICERSThe officers of the Corporation shall be designated in, and selected in accordance with the provisions of, the Corporation's Bylaws.ARTICLE VII DISSOLUTIONSubject to any approvals described in these Articles of Incorporation or the Bylaws of the Corporation, upon the dissolution and final liquidation of the Corporation, all of its assets, after paying or making provision for payment of all its known debts, obligations and liabilities, and returning, transferring or conveying assets held by the Corporation conditional upon their return, transfer or conveyance upon dissolution of the Corporation, shall be distributed to EMMC or its successors, so long as such distributee is an organization exempt from federal income tax by virtue of being an organization described in Section 501(c)(3) of the Code. Any assets not so disposed of shall be disposed to one or more corporations, trusts, funds or other organizations, which at the time are exempt from federal income tax as organizations described in Section 501(c)(3) of the Code and which are organized and operated exclusively for such purposes. No private individual shall share in the distribution of any Corporation assets upon dissolution of the Corporation.ARTICLE VIII AMENDMENTSThese Articles of Incorporation may be amended, modified, or restated as set forth in the Bylaws of the Corporation and the Maine Nonprofit Corporation Act, 13-B M.R.S. 101 et seq. Eastern Maine Healthcare Systems EMHS 43 Whiting Hill Road Brewer ME 04412 010527066 Supporting Organization for healthcare affiliates ME 501 (c)(3) 12 Type II N/A true Eastern Maine Medical Center EMMC P O Box 404 489 State Street Bangor ME 044020404 010211501 Provide healthcare services ME 501 (c)(3) 3 EMHS true Eastern Maine Healthcare Real Estate 43 Whiting Hill Road Brewer ME 04412 010391036 Leases real estate ME 501 (c)(2) EMHS true Rosscare 43 Whiting Hill Road Ste 400 Brewer ME 04412 010391038 Provide services to elderly ME 501 (c)(3) PF EMHS true Rosscare Nursing Homes Inc 43 Whiting Hill Road Ste 400 Brewer ME 04412 010430751 Operation of nursing homes ME 501 (c)(3) 10 Rosscare true Acadia Hospital Corp AHC 43 Whiting Hill Road Brewer ME 04412 010459837 Provide healthcare services ME 501 (c)(3) 3 EMHS true Acadia Healthcare Inc AHI 43 Whiting Hill Road Brewer ME 04412 223183888 Provide healthcare services ME 501 (c)(3) 10 AHC true EMHS Foundation 43 Whiting Hill Road Ste 400 Brewer ME 04412 222514163 Raise and manage funds for exempt organizations ME 501 (c)(3) 12 Type II EMHS true Norumbega Medical Specialists LTD 43 Whiting Hill Road Ste 400 Brewer ME 04412 010465231 Provide patient care and education ME 501 (c)(3) 10 EMMC true Inland Hospital 200 Kennedy Memorial Drive Waterville ME 04901 010217211 Provide healthcare services ME 501 (c)(3) 3 EMHS true Lakewood 220 Kennedy Memorial Drive Waterville ME 04901 010421234 Provide skilled and long term nurse care ME 501 (c)(3) 3 Inland Hospital true CA Dean Memorial Hospital Pritham Avenue P O Box 1129 Greenville ME 044411129 043341666 Provide healthcare services ME 501 (c)(3) 3 EMHS true Sebasticook Valley Health SVH 447 North Main Street Pittsfield ME 04967 010263628 Critical care hospital ME 501 (c)(3) 3 EMHS true The Aroostook Medical Center TAMC P O Box 151 140 Academy Street Presque Isle ME 047690151 010372148 Provide healthcare services ME 501 (c)(3) 3 EMHS true Horizons Health Services P O Box 151 140 Academy Street Presque Isle ME 047690151 010504393 Provide patient care ME 501 (c)(3) 3 TAMC true Blue Hill Memorial Hospital 57 Water Street Blue Hill ME 046145231 010227195 Provide healthcare services ME 501 (c)(3) 3 EMHS true Sebasticook Valley Family Practice Assoc 447 North Main Street Pittsfield ME 04967 010357854 Provide patient care ME 501(c)(3) 10 SVH true Restoration Health LLC 43 Whiting Hill Raod Brewer ME 04412 352449986 Provide mental & behavioral hlth srvs ME 501 (c)(3) 10 AHI true Mercy Hospital 144 State Street Portland ME 04101 010211534 Provide healthcare services ME 501 (c)(3) 3 EMHS true VNA Home Health & Hospice 50 Foden Road South Portland ME 04106 010246804 Provide home health and hospice services ME 501 (c)(3) 10 EMHS true Maine Coast Regional Health Facilities 50 Union Street Ellsworth ME 04605 010198331 Provide healthcare services ME 501(c)(3) 3 EMHS true Maine Coast Medical Realty 50 Union Street Ellsworth ME 04605 010390918 Lease medical facilities ME 501(c)(3) 12 Type I MCMH true WorkHealth LLC 43 Whiting Hill Road Brewer ME 04412 474315094 Provide healthcare services ME 501(c)(3) 12 Type II EMHS true Lifestages Physician Services LLC 50 Foden Rd South Portland ME 04106 821043752 Provide home health and hospice services ME 501(c)(3) 10 VNA true Beacon Health LLC 43 Whiting Hill Road Brewer ME 04412 452967056 Accountable care organization ME 501(c)(3) 12 Type II EMHS true Beacon Rural Health LLC 43 Whiting Hill Road Brewer ME 04412 474483187 Accountable care organization ME 501(c)(3) 12 Type II EMHS true Beacon Health ACO Holdings LLC 43 Whiting Hill Road Brewer ME 04412 364903784 Accountable care organization ME 501(c)(3) 12 Type II EMHS true LTC LLC 43 Whiting Hill Road Brewer ME 04412 010211501 Operaton of nursing homes ME 501(c)(3) 3 EMMC true Meridian Mobile Health LLC 43 Whiting Hill Road Brewer ME 04412 010512673 Ambulance ME AHS false false M Drug LLC 43 Whiting Hill Road Brewer ME 04412 272175482 Pharmacy ME AHS false false Alliance Health Documentation 43 Whiting Hill Road Brewer ME 04412 462751855 Transcription ME AHS false false Affiliated Healthcare Systems AHS 43 Whiting Hill Road Brewer ME 04412 010385322 Holding co ME EMHS C true Affiliated Healthcare Management 43 Whiting Hill Road Brewer ME 04412 010349339 Hlthcr mgmt ME AHS C true Affiliated Laboratory Inc 43 Whiting Hill Road Brewer ME 04412 010381283 Clinicl lab ME AHS C true Affiliated Materiel Services 43 Whiting Hill Road Brewer ME 04412 010381189 Purchasing ME AHS C true Maine Coast Physician Affiliates 50 Union Street Ellsworth ME 04605 010479952 Patient Care ME MCMH C true Beacon Direct 43 Whiting Hill Road Brewer ME 04412 371864965 Healthcare Self-funded TPA ME EMHS C true false false false false false false false false false false false false true false false false false false true