2016-08-15T12:05:15-05:00 2015-09-30 PricewaterhouseCoopers LLP 101 SEAPORT BOULEVARD Boston MA 02210 990 2014-10-01 042794625 Southcoast Health System Inc % KEITH HOVAN SOUT 5089615000 c/o Accounting Dept 101 Page St New Bedford MA 02740 ROBERT M TAROLA EXECUTIVE VP AND CFO 5089615000 2016-08-15 true PRICEWATERHOUSECOOPERS LLP P01441612 6175305000 2014 2016-09-27 15:27:22Z KEITH HOVAN C/O ACCTING DEPT 101 PAGE ST NEW BEDFORD MA 02740 44457746 false X www.southcoast.org X 1986 MA See Schedule O 17 16 0 0 179469 178199 0 0 0 0 5636817 18199325 0 0 5636817 18199325 0 0 0 0 0 4000000 0 0 0 5429410 1484008 5429410 5484008 207407 12715317 98589103 112550240 631784 5208018 97957319 107342222 X SEE SCHEDULE O true false 5174600 Program expenses were incurred in the overall management of SHG and its affiliates. Strategic planning, development and the coordination of services involving multiple affiliates and the development of physician manpower in the medically underserved area of Southeastern Massachusetts were the primary services provided and expenses consisted primarily of salaries and benefits of SHG which were transferred to SHS. During FY 15, SHS invested in a Behavioral Health Facility. 5174600 true false false false false false false false false false true true true true true false false true false false true false false false false false true true false false true false false false false false false false false false false false false true true true true false false true 1 0 true 0 true true true CJ false false false false false false false false X 17 16 false false false false false false false true true false true true true true true true true true false false true true MA X KEITH HOVAN 5089615000 101 PAGE ST New Bedford MA 02740 Maureen Sylvia Armstrong Trustee 1.0 0.0 X 0 0 0 M Wajid Baig MD Trustee 1.0 0.0 X 0 0 0 Peter Bullard Esq Clerk 1.0 0.0 X X 0 0 0 Christopher Cheney MD Trustee 1.0 0.0 X 0 0 0 Keith Hovan President & CEO 1.0 60.0 X X 0 1429971 293807 Elizabeth Kunz TRUSTEE 1.0 0.0 X 0 0 0 Jean MacCormick Chair 1.0 0.0 X X 0 0 0 Pamela McNamara Trustee 1.0 0.0 X 0 0 0 Carl Ribeiro Trustee 1.0 0.0 X 0 0 0 Jason Rua Vice Chair 1.0 0.0 X X 0 0 0 Carl Taber Trustee 1.0 0.0 X 0 0 0 Robert Tripp Jr DO Trustee 1.0 0.0 X 0 0 0 LOUIS CABRAL TRUSTEE 1.0 0.0 X 0 0 0 JAMES JEROME COOGAN TRUSTEE 1.0 0.0 X 0 0 0 Joseph A Ciffolillo Trustee 1.0 0.0 X 0 0 0 Stephen S Kasparian MD Ex-Officio 1.0 0.0 X 0 0 0 W Hugh M Morton Trustee 1.0 0.0 X 0 0 0 Linda Bodenmann EXECUTIVE VP & COO/ASST CLERK 1.0 60.0 X 0 768498 164019 Kristofer Lindeman Treasurer 1.0 60.0 X 0 152832 12652 John Day Former Officer 0.0 0.0 X 0 203942 160000 Gary Conner EVP & CFO/TREAS 0.0 60.0 X 0 645310 86001 0 3200553 716479 0 true true false 0 0 0 1935359 179469 1755890 0 0 0 0 0 42522387 26258421 16263966 16263966 16263966 0 0 0 0 18199325 179469 18019856 0 0 0 0 0 0 4000000 4000000 0 0 0 0 2814 2814 0 0 0 309408 309408 105977 105977 0 0 0 0 0 0 0 0 0 0 0 0 ADMINISTRATIVE FEES 993295 993295 PROPERTY TAXES 5445 5445 BANK CHARGES 3023 3023 UBIT TAXES 64046 64046 5484008 5174600 309408 0 X 0 0 627000 2225632 0 0 0 0 0 0 0 0 222915 105137 0 0 0 0 284095 284091 4 4 59175118 70319455 33213365 18000862 1320000 9107900 0 0 4030701 12791250 98589103 112550240 83574 5032756 0 0 0 0 0 0 0 0 0 0 0 0 0 0 548210 175262 631784 5208018 X 97957319 107342222 0 0 0 0 97957319 107342222 98589103 112550240 X 12715317 -3330414 X X false true X true false X X 2 SOUTHCOAST HOSPITALS GROUP IN 222592333 3 true 0 0 SOUTHCOAST PHYSICIANS GROUP INC 222703314 9 false 0 0 2 true false false false false true false false false false false false false false false true false FORM 990, SCHEDULE A, PART IV, SECTION A, LINE 6 AS THE PARENT ORGANIZATION OF SOUTHCOAST HOSPITALS GROUP, SOUTHCOAST HEALTH SYSTEM, OPERATES FOR THE BENEFIT OF SOUTHCOAST HOSPITALS GROUP AND ITS AFFILIATES. 4 4 284091 284091 4 ALTERNATIVE INVESTMENTS 10713 F ALTERNATIVE INVESTMENTS 17990149 C 18000862 INVESTMENT IN CPAC 407999 C INVESTMENT IN JOINT VENTURE 8699901 C 9107900 PREMIER 210818 HMI 3512549 DUE FROM AFFILIATES 9067883 12791250 0 DUE TO AFFILIATES 175262 175262 PART X, LINE 2 SHS ADOPTED FIN48 IN FISCAL YEAR 2008. THERE IS NO FOOTNOTE DISCLOSURE IN ITS FISCAL SEPTEMBER 30, 2015 CONSOLIDATED AUDITED FINANCIAL STATEMENTS SINCE THE ADOPTION OF FIN48 WAS NOT MATERIAL. Central America and the Caribbean Program Services CAPTIVE INSURANCE 2930470 2930470 2930470 true false true true false false PART I EXPENDITURES PER REGION ARE REPORTED ON AN ACCRUAL BASIS, WHICH IS THE METHOD USED TO ACCOUNT FOR THEM IN THE ORGANIZATION'S BOOKS AND RECORDS. true true X true X true X true true false false true true true 1 1 SOUTHCOAST BEAHVIORAL HEALTH 581 Faunce Corner Rd Dartmouth MA 02747 http://www.southcoastbehavioral.com/ 1002 X PSYCHIATRIC HOSPITAL SOUTHCOAST BEAHVIORAL HEALTH true true false false true X 200. 400. X X X X X true true X X X X true X X true false true X false false PART V, SECTION B, LINE 2 IN MARCH 2015, SOUTHCOAST HEALTH SYSTEM ACQUIRED A 25% INTEREST IN NORTHEAST BEHAVIORAL, LLC THAT OWNS A NEWLY CONSTRUCTED 120-BED PSYCHIATRIC HOSPITAL IN DARTMOUTH, MA, DOING BUSINESS AS SOUTHCOAST BEHAVIORAL HEALTH (SBH). PART V, SECTION B, LINE 22D SOUTHCOAST USED THE FINANCIAL GUIDELINES ESTABLISHED BY THE COMMONWEALTH OF MASSACHUSETTS FOR DETERMINING ELIGIBILITY FOR FINANCIAL ASSISTANCE, INCLUDING MASSHEALTH AND THE HEALTH SAFETY NET. FOR PATIENTS IDENTIFIED BETWEEN 200-400% OF THE FEDERAL POVERTY INCOME GUIDELINES, SOUTHCOAST PROVIDED A SLIDING SCALE DISCOUNT. FOR THOSE BEYOND 400%, SOUTHCOAST PROVIDED A 25% DISCOUNT FROM GROSS CHARGES AND INFORMED THEM OF THE OPPORTUNITY TO APPLY FOR FINANCIAL ASSISTANCE. PART I, LINE 3C DISCOUNTS ARE AFFORDED TO A "QUALIFYING PATIENT" - PATIENT WHO IS NOT ELIGIBLE FOR OTHER FINANCIAL ASSISTANCE AND WHO IS UNINSURED FOR MEDICALLY NECESSARY HOSPITAL SERVICES. ELIGIBLE BALANCES ARE THOSE AMOUNTS FOR WHICH QUALIFYING PATIENTS HAVE FULL RESPONSIBILITY DUE TO LACK OF INSURANCE. OBLIGATIONS DO NOT INCLUDE CO-INSURANCE, DEDUCTIBLES OR BALANCES DUE AFTER INSURANCE OR OUT-OF-NETWORK SERVICES. A DISCOUNT OF 25% OF THE TOTAL CHARGES WILL BE APPLIED AT THE TIME OF INITIAL BILLING. ADDITIONAL DISCOUNTS MAY BE POSSIBLE BASED ON THE SIZE OF THE BALANCE, TIMELINESS OF PAYMENT AND FINANCIAL NEED. THESE ARE GIVEN INDIVIDUAL CONSIDERATION. SOUTHCOAST WILL SEEK TO ADVISE QUALIFYING PATIENTS WITH RESPECT TO AVAILABILITY OF DISCOUNT PURSUANT TO THIS POLICY AS WELL AS THE AVAILABILITY OF LOW INCOME AND MASSHEALTH BENEFITS. PART I, LINE 7 AND PART III, SECTION A IN MARCH 2015, SOUTHCOAST HEALTH SYSTEM ACQUIRED A 25% INTEREST IN NORTHEAST BEHAVIORAL, LLC THAT OWNS A NEWLY CONSTRUCTED 120-BED PSYCHIATRIC HOSPITAL IN DARTMOUTH, MA, DOING BUSINESS AS SOUTHCOAST BEHAVIORAL HEALTH (SBH). SBH HAS A DECEMBER 31 YEAR END. SINCE THIS JOINT VENTURE'S YEAR END DID NOT END WITHIN THE TAX YEAR BEING REPORTED ON THIS FORM 990, SOUTHCOAST DID NOT REPORT ANY FINANCIAL INFORMATION FROM THE JOINT VENTURE FOR FISCAL YEAR 15. PART III, LINE 9B SOUTHCOAST'S CREDIT AND COLLECTION POLICY CONTAINS PROVISIONS REGARDING COLLECTION PRACTICES TO BE FOLLOWED FOR PATIENTS KNOWN TO QUALIFY FOR CHARITY CARE OR OTHER FINANCIAL ASSISTANCE. FOR INDIVIDUALS DETERMINED TO BE LOW INCOME PATIENTS ANY SERVICES PROVIDED PRIOR TO SUCH DETERMINATION DATE AND NOT COVERED UNDER THE SAFETY NET (HSN) WILL BE WRITTEN OFF AS CHARITY CARE. ANY SERVICE DENIED BY THE HSN FOR THE MEDICALLY NECESSARY CARE WILL ALSO BE CONSIDERED CHARITY CARE. ANY COPAYMENTS OR DEDUCTIBLES FOR MASSHEALTH AND MASSHEALTH MANAGED CARE RECIPIENTS WILL BE CONSIDERED CHARITY CARE IF UNRESOLVED AT THE CONCLUSION OF SOUTHCOAST'S COLLECTION PROCESS. THE FOLLOWING ARE EXEMPT FROM ANY COLLECTION OR BILLING PROCEDURES BEYOND THE INITIAL BILL PURSUANT TO STATE REGULATIONS: 1. PATIENTS ENROLLED IN A PUBLIC HEALTH INSURANCE PROGRAM, EXCEPT SOUTHCOAST MAY SEEK COLLECTION ACTION AGAINST ANY PATIENT ENROLLED IN A PUBLIC HEALTH INSURANCE PROGRAM FOR THEIR REQUIRED COPAYMENTS AND DEDUCTIBLES SET FORTH IN EACH PLAN; 2. SOUTHCOAST MAY INITIATE BILLING AND COLLECTION FOR A PATIENT ALLEGING TO PARTICIPATE IN A FINANCIAL ASSISTANCE PROGRAM THAT COVERS THE COSTS OF SOUTHCOAST SERVICES BUT FAILS TO PROVIDE PROOF OF PARTICIPATION; 3. SOUTHCOAST MAY CONTINUE COLLECTION ACTION ON ANY LOW INCOME PATIENT FOR SERVICES RENDERED PRIOR TO THE LOW INCOME DETERMINATION, HOWEVER, COLLECTION ACTION WILL CEASE ONCE ELIGIBILITY IS DETERMINED; AND 4. SOUTHCOAST WILL NOT SEEK COLLECTION FROM AN INDIVIDUAL WHO HAS BEEN APPROVED FOR MEDICAL HARDSHIP UNDER THE MASSACHUSETTS HSN WITH RESPECT TO THE AMOUNT OF THE BILL EXCEEDING THE MEDICAL HARDSHIP CONTRIBUTION. SOUTHCOAST WILL NOT PURSUE COLLECTION FROM A PATIENT INVOLVED IN BANKRUPTCY PROCEEDING AND WILL NOT CHARGE INTEREST IN AN OVERDUE BALANCE OF A LOW INCOME PATIENT. PART VI, LINE 2 SOUTHCOAST HEALTH SYSTEM ENTERED INTO A JOINT VENTURE AGREEMENT WITH NORTHEAST BEHAVIORAL, LLC IN MARCH 2015, TO FORM SOUTHCOAST BEHAVIORAL HEALTH (SBH). SBH AIMS TO ADDRESS AN URGENT HEALTHCARE NEED OF THE COMMUNITY IT SERVES BY PROVIDING HIGH QUALITY MEDICAL CARE FOR COMMUNITY MEMBERS FACING BEHAVIORAL HEALTH ISSUES. SERVICES PROVIDED BY SBH ADDRESS NEEDS IDENTIFIED BY ITS AFFILIATE SOUTHCOAST HOSPITAL GROUP IN ITS MOST RECENT COMMUNITY HEALTH NEEDS ASSESSMENT. PART VI, LINE 3 SOUTHCOAST POSTS NOTIFICATIONS OF INSURANCE ELIGIBILITY IN MULTIPLE LANGUAGES THROUGHOUT ALL OF ITS INPATIENT AND OUTPATIENT FACILITIES. SOUTHCOAST ALSO UTILIZES OUTREACH BROCHURES, DISPLAYED IN OUR FACILITIES AND ALSO DISTRIBUTED AT A NUMBER OF HEALTH INURANCE OUTREACH EVENTS AND ALSO THROUGH REGULAR OUTREACH ON OUR SOUTHCOAST HEALTH VAN. IN 2015, THE SOUTHCOAST PATIENT ACCESS DEPARTMENT PROVIDED OUTREACH TO TENS OF THOUSANDS OF RESIDENTS AND ENROLLED OVER 7100 RESIDENTS IN HEALTH INSURANCE AND OTHER SUBSIDIES. PART VI, LINE 4 Southcoast Health system serves a diverse region along the South Coast of Massachusetts, including several urban centers with a number of demographic challenges, and rural and suburban towns. Perhaps the most significant demographic trend in the region is its changing racial makeup; from 2000 to 2010 the minority population increased by 5.6 percentage points region-wide, 8.2 percentage points in Fall River, and 11.0 percentage points in New Bedford. Hispanics account for a significant portion of this change; the number of Hispanics increased by 7.3 percentage points region-wide from 2000 to 2010, and by 4.1 percentage points in Fall River and 6.5 percentage points in New Bedford. Both cities also have pockets of undocumented immigrants, including South and Central Americans in New Bedford, although estimates vary widely as to the size of these groups. Portuguese speakers are being supplanted by Spanish speakers in the regions cities, although some Portuguese-only speakers remain, particularly in Fall River and New Bedford but also in some of the regions suburbs such as Acushnet, Dartmouth, Fairhaven, and Westport. The Southcoast has one of the lowest levels of educational attainment of any region in Massachusetts. The urban areas of Fall River and New Bedford have particularly low rates of educational attainment, although many of the regions suburban towns also have average educational attainment levels that are below the state average. The region and its cities have made gains since 1980 in terms of the percentage of residents who have earned a high school diploma but still lag the state average considerably in terms of the percentage of residents with 4-year college degrees or above. The region's health is affected by the physical conditions of the South Coast. This includes access to amenities that facilitate healthy eating and active living, air quality, and sources of environmental contamination. The analysis shows that Southcoast residents face environmental factors that may be a detriment to their health. For example: -Residents of both Bristol and Plymouth counties have access to fewer grocery stores and supermarkets per capita as compared to Massachusetts as a whole (a combined rate of 17.5 per 100,000 residents, versus 19.8 statewide). -Significant portions of Fall River and New Bedford are classified as food deserts where most residents live over 0.5 miles away from a grocery store or supermarket, while several neighborhoods of Acushnet, Fairhaven and Wareham have no access to such amenities within one mile. -While fresh, healthy, affordable food can be hard for the regions residents to obtain, fast food options are abundant. In Bristol County, there are 65.6 fast food establishments per 100,000 residents and 60.0 per 100,000 in Plymouth County. While these rates are lower than that of the state (71.9), there are nevertheless far more fast food establishments than there are grocery stores and supermarkets. -Southcoast residents also have less access to recreation and fitness facilities than Massachusetts residents as a whole. In Bristol County there are 13.7 such facilities per 100,000 residents versus 15.9 statewide. Plymouth County residents have comparatively better access with 18.0 facilities for every 100,000 residents. -The Southcoast is home to a number of sites that contain and/or generate contaminants that can negatively affect residents health. Fall River is home to 427 contaminated sites, 71 of which present sufficient hazards as to limit activity on and use of these parcels; in New Bedford, 78 out of 583 brownfield sites are so limited. Per capita and median household income levels in the region are below state averages and Fall River and New Bedford have some of the highest poverty rates in the state and account for the majority of the regions poor in absolute numbers. Poverty and income are reflected in wages; there exists a significant wage gap between the Southcoast and the state and this gap continues to widen. The regions changing racial makeup and continued socioeconomic struggles place unique stresses on healthcare delivery, particularly in addressing health disparities based on race, income, and education. PART VI, LINE 5 SOUTHCOAST HEALTH SYSTEM ENTERED INTO A JOINT VENTURE AGREEMENT WITH NORTHEAST BEHAVIORAL, LLC IN MARCH 2015, TO FORM SOUTHCOAST BEHAVIORAL HEALTH (SBH). CONSISTENT WITH SHS POLICY ON JOINT VENTURES, THE SBH OPERATING AGREEMENT REQUIRES SBH TO ADOPT AND IMPLEMENT POLICIES AND PROCEDURES ESTABLISHED BY THE SOUTHCOAST MEMBER TO PROMOTE THE PUBLIC HEALTH NEEDS OF THE COMMUNITY, INCLUDING POLICIES AND PROCEDURES REGARDING ADMISSION TO THE HOSPITAL, FINANCIAL ASSISTANCE ELIGIBILITY CRITERIA, INDIGENT AND CHARITY CARE RENDERED THROUGH THE BEHAVIORAL BUSINESS, PERFORMANCE OF COMMUNITY HEALTH NEEDS ASSESSMENTS, COMMUNITY EDUCATION ACTIVITIES AND OTHER COMMUNITY HEALTH CARE PROGRAMS MADE ACCESSIBLE THROUGH THE HOSPITAL TO THE PUBLIC. PART VI, LINE 6 SOUTHCOAST'S PARENT CORPORATION, SOUTHCOAST HEALTH SYSTEM, INC. (SHS) IS A MASSACHUSETTS NON-PROFIT ORGANIZATION THAT OVERSEES AND COORDINATES A SERIES OF AFFILIATED ORGANIZATIONS THAT PROVIDE A VERY BROAD RANGE OF HEALTH CARE AND RELATED SERVICES TO THE COMMUNITIES OF SOUTHEASTERN MASSACHUSETTS AND ADJOINING COMMUNITIES IN RHODE ISLAND. SHS'S PURPOSE IS TO IMPROVE THE HEALTH AND WELFARE OF THE SOUTHCOAST COMMUNITIES AND IS OPERATED EXCLUSIVELY FOR THE BENEFIT OF ITS CHARITABLE AFFILIATES. SOUTRHCOAST CURRETNLY OPERATES THREE ACUTE CARE HOSPITALS UNDER A SINGLE LICENSE IN FALL RIVER, NEW BEDFORD AND WAREHAM, MASSACHUSETTS. SOUTHCOAST PROVIDES A FULL RANGE OF INPATIENT AND OUTPATIENT, PRIMARY AND SECONDARY AND TERTIARY HEALTH CARE SERVICES. PART VI, LINE 7 MASSACHUSETTS true true false false false false false false false Keith Hovan President & CEO 0 880553 0 236833 0 312585 0 276938 0 16869 0 1723778 0 173173 Linda Bodenmann EXECUTIVE VP & COO/ASST CLERK 0 528340 0 83026 0 157132 0 150609 0 13410 0 932517 0 85769 John Day Former Officer 0 0 0 0 0 203942 0 160000 0 0 0 363942 0 0 Gary Conner EVP & CFO/TREAS 0 285425 0 75406 0 284479 0 73395 0 12606 0 731311 0 0 Kristofer Lindeman Treasurer 0 147832 0 5000 0 0 0 0 0 12652 0 165484 0 0 PART I, LINE 1A SHS DOES NOT EMPLOY ANY INDIVIDUALS. OFFICERS AND TRUSTEES OF SHS RECEIVE NO COMPENSATION FOR THEIR ROLES IN THESE CAPACITIES. OFFICERS AND TRUSTEES (CURRENT OR FORMER) WITH REPORTABLE COMPENSATION ARE COMPENSATED BY A NON-PROFIT SUBSIDIARY ORGANIZATION'S PAYROLL FOR SERVICES RENDERED AS EMPLOYEES OF THE SUBSIDIARY. PART I, LINE 3 SOUTHCOAST HOSPITAL GROUP (SHG), A RELATED ORGANIZATION CHECKED THE FOLLOWING BOXES WHICH WERE USED BY SHG TO ESTABLISH COMPENSATION OF THE PRESIDENT: COMPENSATION COMMITTEE INDEPENDANT COMPENSATION CONSULTANT COMPENSATION SURVEY OR STUDY APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE PART I, LINE 4A THE FOLLOWING INDIVIDUAL SEPARATED FROM SOUTHCOAST IN 2014. PURSUANT TO HIS AGREEMENT AND CONTINGENT ON CERTAIN CONDITIONS, HE IS ENTITLED TO RECEIVE SEVERANCE PAYMENTS FOR SPECIFIED PERIODS BASED ON FINAL PAY RATES. IN CALENDAR YEAR 2014, HE RECEIVED THE AMOUNT BELOW AS SEVERANCE COMPENSATION. THIS AMOUNTS IS INCLUDED IN SCHEDULE J, PART II, COLUMN B(III): GARY CONNER - $118,304 PART I, LINE 4B OFFICERS AND DIRECTORS WHO ARE EMPLOYEES OF SOUTHCOAST PARTICIPATE IN SOUTHCOAST'S 457(F) SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN. CONTRIBUTION CREDITS UNDER THE PLAN ARE INCLUDED IN SCHEDULE J, PART, II, COLUMN (C). ONLY UPON TERMINATIONS OF EMPLOYMENT DO FULLY VESTED PARTICIPANTS RECEIVE DISTRIBUTIONS FROM THE PLAN. CONTRIBUTIONS VEST THE EARLIER OF: JULY 1 OF THE 3RD CALENDAR YEAR FOLLOWING THE CALENDAR YEAR IN WHICH THE CONTRIBUTION CREDIT IS MADE; UPON REACHING AGE 62; DEATH; DISABILITY; OR INVOLUNTARY SEPARATION. THE AMOUNT REFLECTED IN SCHEDULE, J, PART II, COLUMN B(III) FOR THE FOLLOWING INDIVIDUALS INCLUDES THE VESTED PORTION OF CONTRIBUTIONS MADE TO THE PLAN WHICH ARE NO LONGER SUBJECT TO THE RISK OF FORFEITURE. KEITH HOVAN - $238,433 LINDA BODENMANN - $116,420 THE FOLLOWING INDIVIDUALS RECIEVED A DISTRIBUTION UNDER THIS PLAN: GARY CONNER - $151,711 IN ADDITION TO THE ABOVE OUTLINED PLAN, THE FOLLOWING INDIVIDUALS ALSO HAVE SEPARATE SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLANS. KEITH HOVAN - SOUTHCOAST HOSPITAL GROUP, INC. ESTABLISHED AN EXECUTIVE BENEFIT PLAN FOR THE BENEFIT OF KEITH HOVAN. UNDER THE TERMS OF THE PLAN, A CONTRIBUTION CREDIT, INCLUDED IN SCHEDULE J, PART I, COLUMN (C) IS CREDITED TO HIS ACCOUNT ON A YEARLY BASIS. THE ACCOUNT BALANCE VESTS AS FOLLOWS: JUNE 30, 2013 -50%; JUNE 30, 2016 - 75% AND JUNE 30, 2018 - 100%. PURSUANT TO THE PLAN $54,800 WAS INCLUDED IN MR. HOVAN'S 2014 FORM W-2 AND SCH J, PART II, COLUMN B(III). LINDA BODENMANN - SOUTHCOAST HOSPITAL GROUP, INC. ESTABLISHED AN EXECUTIVE BENEFIT PLAN FOR THE BENEFIT OF LINDA BODENMANN. UNDER THE TERMS OF THE PLAN, A CONTRIBUTION CREDIT, INCLUDED IN SCHEDULE J, PART I, COLUMN (C) IS CREDITED TO HER ACCOUNT ON A YEARLY BASIS. THE ACCOUNT BALANCE VESTS AS FOLLOWS: DECEMBER 31, 2012 - 50%; DECEMBER 31, 2015 -75 %; AND THE DATE THE PARTICIPANT ATTAINS AGE 62 AND COMPLETES 3 YEARS OF FULL SERVICE WITH THE EMPLOYER BEGINNING ON JANUARY 1, 2008 - 100%. PURSUANT TO THE PLAN, $32,500 WAS INCLUDED IN MS. BODENMANN'S 2014 FORM W-2 AND SHC, J, PART II, COLUMN (B) (III). JOHN DAY - IN 2002 SOUTHCOAST HOSPITAL GROUP, INC. (SHG) ESTABLISHED A SPLIT DOLLAR ARRANGEMENT FOR JOHN DAY. THE PREMIUMS PAID INTO THE POLICY BY SHG ARE DEEMED TO BE LOANED TO MR. DAY AND MR. DAY IS THEREFORE SUBJECT TO INCOME TAX ON THE IMPUTED INTEREST ASSOCIATED WITH THE LOANS. MR. DAY IS PROVIDED WITH AN ANNUAL GROSS UP TO COVER THE INCOME TAXES DUE ON THE IMPUTED INTEREST AMOUNT. THESE AMOUNTS ARE REPORTED IN PART II, COLUMN B(III). THE ANNUAL PREMIUM PAID BY SHG IS REFLECTED IN PART II, COLUMN C AND REPRESENTS THE BENEFIT THAT WILL BE RECEIVED BY MR. DAY WHEN MOST OF THE LOAN IS FORGIVEN UPON REACHING AGE 65. PART I & PART III, LINE 1 SOUTHCOAST HEALTH SYSTEM, INC.(SHS) MISSION IS TO CARE FOR AND IMPROVE THE HEALTH AND PROMOTE THE WELLNESS OF THE INDIVIDUALS AND COMMUNITIES SERVED BY OPERATING EXCLUSIVELY FOR THE BENEFIT OF SOUTHCOAST HOSPITALS GROUP, INC (SHG), A SAFETY NET PROVIDER OF HOSPITAL SERVICES, AND ITS AFFILIATED ORGANIZATIONS THROUGH THE DEVELOPMENT OF A COMMUNITY OWNED SYSTEM WITH MULTIPLE ACCESS POINTS OFFERING AN INTEGRATED CONTINUUM OF HEALTH CARE SERVICES. PART III, LINE 2 SOUTHCOAST HEALTH SYSTEM ENTERED INTO A JOINT VENTURE AGREEMENT WITH NORTHEAST BEHAVIORAL, LLC IN MARCH 2015, TO FORM SOUTHCOAST BEHAVIORAL HEALTH (SBH). SBH AIMS TO ADDRESS AN URGENT HEALTHCARE NEED OF THE COMMUNITY IT SERVES BY PROVIDING HIGH QUALITY MEDICAL CARE FOR COMMUNITY MEMBERS FACING BEHAVIORAL HEALTH ISSUES. PART VI, SECTION B, LINE 11B THE ORGANIZATION PREPARES THE FORM 990 WITH THE ASSISTANCE OF A PAID PREPARER. A DRAFT OF THE FORM 990 IS PRESENTED TO THE MANAGEMENT FOR REVIEW AND COMMENT. A DRAFT OF THE FORM 990 IS ALSO PROVIDED TO THE ORGANIZATION'S AUDIT COMMITTEE FOR REVIEW. A FINAL COPY OF THE FORM 990 IS PROVIDED TO EACH MEMBER OF THE BOARD OF TRUSTEES PRIOR TO FILING WITH THE IRS. AN OFFICER OF THE ORGANIZATION AND ITS PAID PREPARER, RESPECTIVELY, SIGN THE FINAL FORM 990. PART VI, SECTION B, LINE 12C SHS HAS CONFLICT OF INTEREST, LEGAL COMPLIANCE AND CODE OF CONDUCT POLICIES THAT APPLY TO ALL TRUSTEES, OFFICERS AND EMPLOYEES (REFERRED TO AS "MEMBERS"). ON AN ANNUAL BASIS, EACH MEMBER WILL COMPLETE THE CONFLICT OF INTEREST QUESTIONNAIRE WHICH AFFIRMS THAT EACH PERSON HAS: (1) RECEIVED A COPY OF THE POLICY; (2) READ AND UNDERSTOOD THE POLICY; (3) AGREED TO COMPLY WITH THE POLICY, AND (4) UNDERSTOOD THAT THE SYSTEM ENTITIES ARE CHARITABLE ORGANIZATIONS AND THAT TO MAINTAIN THEIR FEDERAL TAX EXEMPTION, SUCH ENTITIES MUST ENGAGE PRIMARILY IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSES. TO ENSURE THE SYSTEM OPERATES IN A MANNER CONSISTENT WITH ITS CHARITABLE PURPOSES, DOES NOT ENGAGE IN ACTIVITIES THAT COULD JEOPARDIZE ITS STATUS AS AN ORGANIZATION EXEMPT FROM FEDERAL TAXATION, AND IN CONNECTION WITH ITS COMPLIANCE PROGRAM, SYSTEM'S MANAGEMENT SHALL CONDUCT PERIODIC REVIEWS OF THE CONFLICT OF INTEREST POLICY AND THE OPERATION AND APPLICATION OF IT. MEMBERS SHALL DISCLOSE ANY INTERESTS OR ACTIVITIES IN WHICH THEY ARE INVOLVED OR BECOME INVOLVED THAT DO RESULT, OR MAY APPEAR TO RESULT IN A CONFLICT OF INTEREST OR POTENTIAL CONFLICT OF INTEREST AND SHALL COMPLY WITH, AND MAKE ALL REQUIRED DISCLOSURES UNDER THE CONFLICT OF INTEREST POLICY PRIOR TO COMMENCING, CONTINUING, OR CONSUMMATING ANY ACTIVITY OR TRANSACTION WHICH RAISES A CONFLICT OF INTEREST OR A POTENTIAL CONFLICT OF INTEREST. EACH MEMBER IS UNDER AN ONGOING DUTY TO UPDATE AND KEEP CURRENT THE INFORMATION CONTAINED IN THEIR QUESTIONNAIRE. AT LEAST ANNUALLY, OR AS NECESSARY BASED ON DISCLOSURES, THE GENERAL COUNSEL WILL SUMMARIZE AND REPORT ALL DISCLOSURES TO THE PRESIDENT AND CEO AND THE CHAIRMAN OF THE BOARD OF TRUSTEES (OR HIS/HER DESIGNEE). UPON DISCLOSURE OF FINANCIAL OR NON-FINANCIAL INTERESTS ("INTERESTS") AND ALL MATERIAL FACTS RELATED THERETO BY MEMBER OR AN INTERESTED PERSON, THE CHAIR OF THE SYSTEM'S GOVERNANCE COMMITTEE SHALL DETERMINE IN CONJUNCTION WITH THE GENERAL COUNSEL WHETHER A CONFLICT OF INTEREST EXISTS. THE GOVERNANCE COMMITTEE CAN CONTINUE TO DISCUSS THE ISSUE WITH THE MEMBER OR INTERESTED PERSON TO CLARIFY OR OBTAIN ADDITIONAL INFORMATION. HOWEVER, BEFORE THE GOVERNANCE COMMITTEE DISCUSSES OR DETERMINES WHETHER THE MEMBER OR OTHER INTERESTED PERSON'S INTERESTS CONSTITUTE A CONFLICT OF INTEREST, THE MEMBER OR INTERESTED PERSON MUST LEAVE THE MEETING. IN THE EVENT THE INTEREST INVOLVES THE CHAIR OR CEO, THE REMAINING GOVERNANCE COMMITTEE MEMBERS SHALL APPOINT ONE OR MORE DISINTERESTED TRUSTEES TO MAKE SUCH A DETERMINATION. ONCE THE DETERMINATION OF THE CONFLICT OF INTEREST IS MADE BY THE GOVERNANCE COMMITTEE, SUCH DETERMINATION, ALONG WITH APPROPRIATE MITIGATION PLANS, WILL BE SUBMITTED BY THE GOVERNANCE COMMITTEE FOR REVIEW AND APPROVAL. IF THE BOARD OR ANY BOARD COMMITTEE HAS REASONABLE CAUSE TO BELIEVE THAT A MEMBER HAS FAILED TO DISCLOSE AN ACTUAL CONFLICT OF INTEREST OR A POTENTIAL CONFLICT OF INTEREST, IT SHALL INFORM SUCH PERSON OF THE BASIS FOR SUCH BELIEF AND AFFORD SUCH A MEMBER AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE IT. IF, AFTER HEARING THE RESPONSE OF SUCH PERSON AND MAKING FURTHER INQUIRY OR INVESTIGATION AS WARRANTED BY THE CIRCUMSTANCES, THE BOARD OR BOARD COMMITTEE DETERMINES THAT SUCH PERSON HAS IN FACT FAILED TO DISLCOSE AN ACTUAL CONFLICT OF INTEREST OR A POTENTIAL CONFLICT OF INTEREST, THE APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION SHALL BE TAKEN. PART VI, SECTION C, LINE 19 SHS MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. PART XII, LINE 2A AND 2B FINANCIAL RESULTS FOR SHS ARE INCLUDED IN THE SOUTHCOAST HEALTH SYSTEM, INC AND AFFILIATES AUDITED FINANCIAL STATEMENTS AS OF AND FOR THE YEARS SEPTEMBER 30, 2014 AND 2015 WHICH WERE ISSUED WITH AN INDEPENDENT AUDITORS REPORT WITH AN UNQUALIFIED OPINION. INCLUDED IN THESE AUDITED FINANCIAL STATEMENTS IS SUPPLEMENTAL CONSOLIDATED INFORMATION AS OF AND FOR THE YEARS ENDED SEPTEMBER 30, 2015. NO STAND ALONE AUDITED FINANCIAL STATEMENTS WERE ISSUED FOR SHS FOR THE YEAR ENDED SEPTEMBER 30, 2015. Southcoast Accountable Care Org LLC 101 Page St New Bedford MA 02740 611577608 ACO MA SHS INC Southcoast Hospitals Group Inc 101 Page St New Bedford MA 02740 222592333 acute care MA 501(c)(3) 3 SHS true Southcoast Physicians Group Inc 200 Mill Rd Ste 180 Fairhaven MA 02719 222703314 PHYS. SVCS. MA 501(c)(3) 9 SHS true Southcoast Ventures Inc 101 Page St New Bedford MA 02740 043003172 PHYS. SVCS. MA 501(c)(3) 11, Type I SHS true Charlton Long Term Care SVCS INC 363 Highland Ave Fall River MA 02720 043109579 SUPP. SHG MA 501(c)(3) 11, Type I SHS true Southcoast Visiting Nurse Association In 200 Mill Rd Fairhaven MA 02719 042105745 home care MA 501(c)(3) 9 SHS true Saint Luke's Nursing Home Inc 101 Page St New Bedford MA 02740 042984542 Inactive MA 501(c)(3) 11, Type I SHS true Coastline Professional Assurance Co 980445031 Insurance CJ NA C Corp 2432100 27460272 1.00000 true Southcoast Physicians Network Inc 101 Page St New Bedford MA 02740 450568782 IPA MA NA C Corp 8226358 7493531 1.00000 true Health Management Initiatives Inc 363 Highland Ave Fall River MA 02720 042998712 COMM RENTAL MA NA C Corp 814268 6485494 1.00000 true true true false true false false false false false false false false false false false false false true true Southcoast Physicians Group Inc R 71300000 cost Southcoast Hospitals Group Inc S 71263762 cost Health Management Inititaives Inc A 11895 COST SCHEDULE R, PART I SHS IS THE SOLE MEMBER OF SOUTHCOAST ACCOUNTABLE CARE ORGANIZATION, LLC WHICH WAS ORGANIZED IN MASSACHUSETTS ON AUGUST 30, 2012. SCHEDULE R, PART V ALL TRANSACTIONS REPORTED WERE CASH TRANSACTIONS, THEREFORE, COST/ACTUAL CASH VALUE WAS THE METHOD USED.