2017-11-10T12:41:37-06:00 2016-12-31 010523282 Berry Dunn McNeil & Parker LLC PO Box 1100 Portland ME 041041100 990 2016-01-01 223195337 New England Life Care Inc NEWE 8002906558 600 Southborough Drive South Portland ME 04106 Michael Gallagher Chief Financial Officer 8002906558 2017-11-08 1 Joseph R Byrne CPA P01289281 2077752387 2017-11-07 69.49.157.66 2017-11-08 08:38:24 ES P C9B17F91A2F9740444165E3537F2E031898F407F 53CA451596873B86A1E24CFE6767DCEC9A681D0F 2016 2017-02-10 21:41:12Z Michael Souza 600 Southborough Drive South Portland ME 04106 49077722 0 X www.nelifecare.org X 1992 ME Delivery of home health care services. 11 11 328 12 0 0 0 0 40864144 49068575 41895 9147 0 0 40906039 49077722 0 0 0 0 17814042 20931797 0 0 0 21696321 27800466 39510363 48732263 1395676 345459 15729652 18137860 4976491 6839040 10753161 11298820 Delivery of home health care services to patients discharged from member hospitals as well as homebound and ambulatory patients living in areas served by the cooperative member hospitals. 0 0 39043154 49068575 New England Life Care (NELC) provided home health services and products to ambulatory and homebound patients in Maine, Massachusetts, Vermont, and New Hampshire. NELC had an average of over 1,900 patients on census per day in 2016. Services included nutritional support and speciality drug administration. NELC received the certificate from the Joint Commission, dated March 30, 2017, providing accreditation for the next three years. 39043154 1 0 0 0 0 0 0 0 0 0 1 0 0 1 1 0 1 0 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 66 0 1 328 1 0 0 0 0 0 0 0 0 0 0 X 11 11 0 0 1 0 1 1 1 1 0 0 1 1 1 1 1 1 1 1 1 1 0 X Michael Gallagher 7819324347 600 Southborough Drive South Portland ME 04106 Peter Chalke Director 1.00 0.00 X 0 0 0 Bruce P King Treasurer 1.00 0.00 X X 0 0 0 Greg Walker Director 1.00 0.00 X 0 0 0 Jeff Sanders Director 1.00 0.00 X 0 0 0 Lisa Harvey-McPherson Director 1.00 0.00 X 0 0 0 Vincent T McDermott Chairman 1.00 0.00 X X 0 0 0 Bruce Burns Past Director 1.00 0.00 X 0 0 0 Amy Hoey Secretary 1.00 0.00 X X 0 0 0 Patrick Jordan Director 1.00 0.00 X 0 0 0 Kevin Whitney Director 1.00 0.00 X 0 0 0 Jessica Dudley Director 1.00 0.00 X 0 0 0 Timothy Jones Director 1.00 0.00 X 0 0 0 Michael Souza President & CEO 40.00 0.00 X 410935 0 6425 Terese Danowski VP, Regional Admin and Finance 40.00 0.00 X 135883 0 7624 Jennifer Charron COO 40.00 0.00 X 231677 0 29846 David Bresnahan Staff Pharmacist 40.00 0.00 X 156454 0 23280 Alain Loriaux Lead Clinical Pharmacist 40.00 0.00 X 177237 0 17671 Ashlan Oberholtzer Reg. Dir. of Partnership Development 40.00 0.00 X 171052 0 8186 Jeni Shields Reg. Dir. of Program Development 40.00 0.00 X 157828 0 3790 1441066 0 96822 34 0 1 0 Wise Construction 21 East Street Winchester MA 01890 Demo & Construction 1616620 Grifols USA 8784 NW 18th Terrace Doral FL 33172 Consulting Services 815166 East Coast Critical PO Box 231 Revere MA 02151 Express Delivery 532819 United Parcel Services PO Box 7247-0244 Philadelphia PA 17170 Package Delivery 510038 DSCI LLC 1 Sundial Avenue Suite 414 Manchester NH 03103 Infrastructure Support 156623 7 Patient Service Rev. 621610 50801902 50801902 Miscellaneous Revenue 900099 16300 16300 Bad Debt Provision 621610 -1749627 -1749627 49068575 2427 2427 6720 0 6720 6720 6720 49077722 49068575 0 9147 560867 560867 16493415 11779995 4713420 448705 332168 116537 2101643 1135705 965938 1327167 986519 340648 278403 278403 70042 70042 144684 144684 43115 159 42956 2471018 2065242 405776 330870 330870 1411305 1058684 352621 568384 406909 161475 58282 1383 56899 67763 165 67598 351673 196511 155162 314346 314346 Medical Supplies 20743691 20743691 Miscellaneous 946890 336023 610867 48732263 39043154 9689109 0 X 671730 980450 711623 984149 9646014 8670750 1638932 1440276 187558 205014 5972045 1862790 1135829 4109255 1737966 1747966 15729652 18137860 3646491 4076315 1300000 2713725 30000 49000 4976491 6839040 X 10753161 11298820 10753161 11298820 15729652 18137860 X 345459 200200 X 0 1 X 1 0 X 241718 124220 117498 2308760 1738570 570190 3421567 3421567 4109255 Due From VHA 15469 Split Dollar Life Insurance 1692497 Deferred Compensation Plan 40000 1747966 Deferred Compensation 49000 49000 49077722 0 49077722 0 49077722 48732263 0 48732263 0 48732263 X X X X 0 0 0 1 0 1 0 1 0 Michael Souza President & CEO 270558 0 128129 0 12248 0 6425 0 0 0 417360 0 0 0 Jennifer Charron COO 204539 0 26460 0 678 0 7524 0 22322 0 261523 0 0 0 David Bresnahan Staff Pharmacist 156178 0 28 0 248 0 5072 0 18208 0 179734 0 0 0 Alain Loriaux Lead Clinical Pharmacist 176133 0 1049 0 55 0 8976 0 8695 0 194908 0 0 0 Ashlan Oberholtzer Reg. Dir. of Partnership Development 110000 0 61000 0 52 0 8186 0 0 0 179238 0 0 0 Jeni Shields Reg. Dir. of Program Development 102296 0 55000 0 532 0 3227 0 563 0 161618 0 0 0 Part I, Line 5 The Organization's bonus compensation structure compensates individuals for achieving specific goals with the overarching criteria that the Organization must achieve its net revenue and net income goals for the calendar year. Part I, Line 6 The Organization's bonus compensation structure compensates individuals for achieving specific goals with the overarching criteria that the Organization must achieve its net revenue and net income goals for the calendar year. Part I, Line 7 President and CEO Michael Souza was paid a bonus in the amount of $128,129 which is included in Part II, Section B(ii) of Schedule J. $79,792 of this bonus payment was in the form of a discretionary retention bonus. The remaining $48,337 of this bonus payment was a variable bonus. Form 990, Part VI, Section A, line 4 The bylaws of the Organization were amended during 2016. Significant changes to bylaws are noted below as follows: 1. Bylaws were updated to provide that members of the Corporation (participating hospitals) may participate in either (or both) of two different activity lines of the corporation (infusion therapy and compounding pharmacy) and to provide for additional good standing criteria related to membership. 2. Updated to provide for additional processes around the expulsion of a member from the corporation. 3. Reduction in the quorum requirements for a members' meeting (from a majority of members to 20% of members). 4. Provides for members of the board of directors to be elected at the annual meeting of the members of the Corporation and for members to be permitted to vote by ballot (and not be required to be present in person). 5. Increases the size of the board of directors. Previous range: 6-12 directors. New range: 7-15 directors. Actual number of directors within this range to be set by resolution of the board of directors. 6. Provides for members to elect the board of directors. 7. Removes the position of Executive Vice President from the list of named officers provided for in the bylaws. 8. Provides that the Compensation Committee of the Board of Directors shall obtain and rely on appropriate comparability data in making compensation and benefit decisions and shall ensure that such decisions are in compliance with law relating to organizations described in Section 501(c)(3), including Section 4958. 9. Requires officers, directors, and persons in a position of significant authority at the Corporation to sign a statement disclosing financial interests. Form 990, Part VI, Section A, line 6 Each hospital that the Organization provides services for owns an equity share in New England Life Care, Inc. There is a single class of membership in the Corporation. Any nonprofit hospital located in Maine, New Hampshire, Massachusetts, or Vermont authorized to provide services under Internal Revenue Code section 501(e) is qualified for membership and may be elected to membership at any annual or special meeting of the members by a two-thirds majority vote of the entire membership of the Corporation. No member may hold more than one membership in the Corporation. The Corporation shall have no capital stock; however, membership certificates of the Corporation shall be required. No later than the 15th day of the ninth month after the end of each fiscal year, the Corporation shall allocate or pay all of its net earnings to its members on the basis of patronage of the Corporation's services performed for each member, subject to cash reserve requirements. Form 990, Part VI, Section A, line 7a There is a single class of membership in the Corporation. Application for new membership is submitted in writing to the Board of Directors and Board Secretary. Upon a majority approval by the Board, the application is submitted to the full membership for ratification. No Member may hold more than one membership in the corporation. Each Member shall be entitled to vote on each matter submitted to a vote of the membership. A majority of the Members must vote in the affirmative to accept a new member application. Form 990, Part VI, Section A, line 7b All Board Members are comprised of directors from Member Organizations. The Board of Directors shall consist of not less than six and not more than twelve directors. Each director shall serve for a 2 year term. A Member Hospital may nominate a representative to the Board of Directors to fill an open Board position. The composition of the Board of Directors shall be determined periodically by a resolution of the Board of Directors. A director filling a newly created directorship shall be elected by an affirmative vote of a majority of the directors. Vacancies on the Board caused by resignations, removal, disqualification or death of a director may be filled by a new diretor elected by an affirmative vote of a majority of the remaining directors. Form 990, Part VI, Section A, line 8b The Organization has no formal board sub-committee to handle this function. Form 990, Part VI, Section B, line 11b The Organization's CEO and CFO formally review the annual Form 990 with the board chairman and respond to questions from the board chairman and other board members once they have reviewed a copy of the draft document. Form 990, Part VI, Section B, line 12c All employees execute a formal disclosure document on an annual basis. Any apparent conflict is reported to the compliance officer, to legal counsel, and, if appropriate, to the full board. In March 2015, 2014, and 2013 the full NELC board executed formal conflict of interest disclosure forms for 2015, 2014 and 2013 respectively. Form 990, Part VI, Section B, line 15 CEO and CFO compensation is reviewed and approved by the officers of the NELC board. All other NELC officers, and key employee compensation matters are administered internally with board oversight within the budget process and via board review of the employee compensation disclosed on the annual Form 990. Form 990, Part VI, Section C, line 19 The Organization's governing documents, conflict of interest policy, and financial statements are made available to the public upon request. Form 990, Part X, Line 10: Land, Buildings, and Equipment Section 1.263(a)-3(n) Election: New England Life Care, Inc. 600 Southborough Drive South Portland, ME 04106 EIN 22-3195337 New England Life Care, Inc. is electing to capitalize repair and maintenance costs under Regulation Section 1.263(a)-3(n). Form 990, Part XI, line 9: Members' Capital Contributions 200,200. Schedule A, Part 1, Line 3: New England Life Care is a cooperative hospital service organization described in IRC section 170(b)(1)(A)(iii), and is comprised of a number of member hospitals. However, the Organization is not licensed in the State of Maine as a hospital. Accordingly, Schedule H is not being attached, as the Organization does not meet the definition of a hospital for purposes of Schedule H. Form 990, Part VIII, Line 2a: Inception to date, NELC has provided $17,679,875 of uncompensated free care (Charity Care) to patients. Charity care services provided in 2016 amounted to $1,703,243. NELC LLC 4 Constitution Way Suite J Woburn MA 01801 464810145 Home Health Services MA New England Life Care Inc C 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0