2015-08-12T05:51:48-07:00 2014-09-27 990 2013-09-29 043341666 Eastern Maine Healthcare SystemsCADean Charles A Dean Memorial HospitalCADean EAST 2076955200 Pritham Avenue PO Box 1129 Greenville ME 04441 Eugene F Murray Jr President & CEO 2015-08-12 false 2013 2016-02-25 16:41:14Z Eugene F Murray Jr PO Box 1129 Greenville ME 044411129 19807301 false false 5247 X www.cadean.org X 1996 ME The mission of Charles A. Dean Memorial Hospital is to provide a continuum of high quality holistic healthcare services. 14 9 184 120 0 277300 94797 18428936 19178551 18550 23123 172543 349516 18897329 19645987 500 500 0 9845072 10767274 0 85909 8419760 9058349 18265332 19826123 631997 -180136 10905607 10457629 6142136 6392927 4763471 4064702 X The mission of Charles A. Dean Memorial Hospital is to provide a continuum of high quality holistic healthcare services. false false 16462465 500 19528369 Provided emergency, ambulance, inpatient acute care, outpatient surgery, specialty physician clinics and nursing home services to patients regardless of ability to pay. The Charles A. Dean Memorial Hospital is a 25 bed Critical Access Hospital in rural northwestern Maine providing emergency, ambulance, inpatient acute care, outpatient surgery, specialty physician clinics and nursing home services to patients regardless of ability to pay.Additional Statistics:Northwoods Healthcare Clinic visits 14,550Hospital diagnostic and rehabilitation visits 16,540Emergency room visits 2,295 Hospital admissions 334Surgery cases 344Ambulance runs 481 515630 Experienced Medicaid shortfall (at cost). 4,942 persons served. 448235 Provided charity care (at cost). 183 persons served. 177324 17603654 true true false true false false false false false true true false false true true true false true false false false false false false true false true true false false true false false false false false false false false false true true false false false false false true true true false false true 48 0 true 184 true false false false false false false false false 0 false false false false false false false false false false X 14 9 false false true false true true true true true false false true true true true true true true false false X X X John J Doyle 2079739081 43 Whiting Hill Road Brewer ME 044121006 EE comp is for admin svcs not brd respons 0.00 0.00 X 0 0 0 Steven Bilodeau Director 0.50 0.00 X 0 0 0 Darin M Peck MD CMO 40.00 0.00 X 281614 0 42424 Dwight Foote Director 0.50 0.00 X 0 0 0 Ruth E McLaughlin Director 0.50 0.00 X 0 0 0 Linda D Gilbert Chairman 2.00 0.00 X X 0 0 0 Geraldine H Godson Director 0.50 0.00 X 0 0 0 Diane K Bartley Director 0.50 0.00 X 0 0 0 Faye E Booker Director 0.50 0.00 X 0 0 0 Sharon Hastings Director 0.50 0.00 X 0 0 0 Steve M Pound Director 0.50 0.00 X 0 0 0 David S Richards Vice Chairman 2.00 0.00 X X 0 0 0 Mary M Hood President CEO Ex-Officio 1.00 50.00 X X 0 897311 250922 Eugene F Murray Jr President & CEO 40.00 0.00 X X 164239 0 57140 Ronald Pelletier Director 0.50 0.00 X 0 0 0 Laureen J Muzzy Director 0.50 0.00 X 0 0 0 Gregg Christensen PA-C Director 40.00 0.00 X 163478 0 23319 Dennis Welsh VP of Operation 40.00 0.00 X 123109 0 35069 Jennifer Goodrich VP/CFO/Treasure 40.00 0.00 X 127612 0 22342 Tracy Bonney-Corson Chief Nursing O 40.00 0.00 X 91272 0 30814 Glenn Martin VPGeneral Couns Secretary 1.00 50.00 X 0 323949 86699 Paul Potvin Physician 40.00 0.00 X 315330 0 26682 John L Toothaker Physician 40.00 0.00 X 234709 0 37212 Lawrence DuBien Physician 40.00 0.00 X 185666 0 37358 David T Rideout Physician 40.00 0.00 X 325302 0 43852 Mario Turi Physician 40.00 0.00 X 246109 0 22224 Edward Olivier Former VP CFO 0.00 50.00 X 0 177275 18967 2258440 1398535 735024 14 true true false Nurse Anesthesia of Maine 141 Main Street Suite 205 Brewer ME 04412 Anesthesia Services 132970 VISTA Staffing Solutions Inc File 50834 Los Angeles CA 900740834 Temp Staffing Srvcs 244159 2 631 17853 1038 75275 5571 94797 Cafeteria 722210 12485 12485 Patient Care Services 621990 19166066 19166066 19178551 17079 17079 0 0 7140 7442 -302 -302 -302 151288 2909 141914 6239 9374 -3330 6044 6044 5719 17854 5719 0 0 0 Meaningful Use Incentive 621990 349818 349818 349818 19645987 19515884 35306 X 0 500 500 0 0 1162432 791099 371333 0 7467557 7161606 305951 380420 358847 21573 1205668 1183681 21987 551197 519939 31258 0 6862 6862 38623 38623 0 0 0 2065356 1163937 901419 73526 510 1382 71634 475963 373645 102020 298 111373 75997 35376 0 290260 212557 77703 72092 56724 15368 0 33832 27466 6366 11283 11283 0 572789 428860 143929 70729 61009 9720 Contractual Allowances 2568582 2568582 Medical Supplies Expenses 816263 816183 80 Bad Debt Expense 681123 680963 160 Charity Care 552497 552497 617196 557769 45450 13977 19826123 17603654 2136560 85909 776 876 484602 168036 0 2965099 3804723 0 0 0 272783 271104 232365 194756 10589948 6840278 3738690 3749670 0 0 0 0 3211292 2268464 10905607 10457629 4491196 4420167 595 308289 276018 1342651 1696147 6142136 6392927 X 4056966 3315444 346652 389055 359853 360203 4763471 4064702 10905607 10457629 X -180136 5100 -523733 X false true X true false X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED false false false false false false false false false false true 3865 3865 false false Part II-B, Line 1i - Other Activities Description Non-deductible portion of dues. 891632 350 32946 1630 3701 919597 866148 9001 20820 855 3482 891632 823036 10000 37367 832 3423 866148 516370 296827 13517 324 3354 823036 491863 27707 3200 516370 0.60000 0.40000 false true true 160146 160146 4149308 2775084 1374224 5892374 4065194 1827180 388120 388120 3749670 Board Designated Investments 1052281 Due from Restricted Funds 185163 Estimated Prof. Liab. Claims Receivable 277611 Permanently Donor Restricted Funds 360203 Self-Insurance Funds Held by Trustee 4151 Temporarily Donor Restricted Funds 389055 2268464 Accrual for Post Retirement Benefit 1408921 Capital Lease Obligation 9615 Reserve for Prof. Liab. Self Ins. 277611 1696147 X Part V, Line 4: Intended uses of the endowment fund. Endowment Funds are designated for purposes that align within this organization's exempt purpose. Part X : FIN48 Footnote EMHS, 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. false Golf Tournament 12928 11974 954 954 Bike 'n Boat 9645 5380 4265 443 3822 22573 17354 5219 443 4776 5219 true true true X true X true true true false true true 183 449735 1500 448235 0.02800 4942 2144497 1628867 515630 0.03220 5125 2594232 1630367 963865 0.06020 5 49 127801 127801 0.00800 5 49 127801 127801 0.00800 5 5174 2722033 1630367 1091666 0.06820 true 554262 7386684 7564008 -177324 X true true 1 1 CA Dean Memorial Hospital 364 Pritham Avenue Greenville ME 04441 www.cadean.org 37959 X X X X true X X X X X X X X X X 14 true true true X www.cadean.org/About-Us/Annual-Report X www.emhs.org/Community-Benefit/CHNA.aspx X X X X X false false false true true 200.0000 true 300.0000 false X true true X X true false true X false false Part V, Line 1j - Description of Other Needs Assessment 1g The data gathered from the 2014 Community Health Needs Assessment (CHNA) allowed Charles A. Dean Memorial Hospital to identify areas of significant need including priority concerns, gaps in healthcare services, and barriers to care. A hospital task force considered the data and identified areas of significant needs to be addressed, as well as areas of need unable to be addressed by the hospital. An implementation strategy was presented and adopted by the hospitals board of directors. The Implementation Strategy consists of actions the hospital intends to take to address the health need. Programs/resources the hospital plans to commit to address the health need were identified along with planned collaborations with other area organizations.1h To assure broad representation of the communitys interests, key public health and healthcare partners were engaged and consulted throughout the design and implementation phase of the 2014 CHNA. Qualitative Stakeholder Surveys were distributed to public and community health representatives who directly serve the communities interests. Sampling was monitored throughout the survey dissemination to assure a minimum threshold of respondents providing local insight to priority community health needs and opportunities. Survey outreach was conducted by the local hospital, partner healthcare facilities in the same region, the local public health liaison, and a local comprehensive community health coalition.1i The 2014 CHNA report presents findings of three sets of data, by county. The data sets include absolute indicators of health status as gathered in 2010 using BRFSS and other primary source data gathered using empirical methods; A qualitative stakeholder survey conducted in 2014 and 2014 County Health Rankings indicator set. The qualitative stakeholder survey was disseminated broadly to public health and community stakeholders who serve local populations. As such, the Community Health Needs Assessment does not provide for random assignment of survey respondents, nor does it attempt to function as a surveillance instrument. Limitations aside, taken together, the data provide a unique perspective on the health of Maine communities, with a focus on the social, environmental, and clinical factors which influence the ability of populations to lead healthy lives. Part V, Line 3 - Account Input from Person Who Represent the Community Key collaborators were convened as an advisory committee to review the Needs Assessment and assist in the dissemination of a survey instrument to a broad base of key informants representing healthcare, public health, and community stakeholders to identify issues and opportunities for collaborative community health improvement. These collaborators include: Local Public Health District Officials: Stacy Boucher, Aroostook District Coordinating Council; Paula Thomson, Central District Coordinating Council; Becca Matusovich, Cumberland District Public Health Council; Alfred May, Downeast Public Health Council; Jessica Fogg, Penquis District Coordinating Council; Clarisa Weber, Wabanaki Public Health. Healthy Maine Partnerships (contracted entities functioning as part of the local public health system): Jamie Comstock, Bangor Region Public Health & Wellness; Elsie Flemings, Healthy Acadia; Carol Bell, Healthy Aroostook; Anne Lang, Healthy Casco Bay; Joanne Joy, Healthy Communities of the Capital Area; Zoe Miller, Healthy Lakes; Fran Mullin, Healthy Northern Kennebec; Kristen Dow, Healthy Portland; Lucie Rioux, Healthy Rivers; Karen Hawkes, Healthy Sebasticook Valley; Malissa Boynton, Healthy Wabanaki; Vyvyenne Ritchie, Healthy Waldo County; Jane McGillicuddy, Partnership for a Healthy Northern Penobscot; Robin Mayo, Piscataquis Public Health Council; Ellen Willinghan, Power of Prevention; Bill Primmerman, Somerset Public Health; Eleody Libby, Washington County: One Community. Other Entities: Federally Qualified Health Centers, Bangor Public Health and Community Services, Portland Public Health Part V, Line 4 - List Other Hospital Facilities that Jointly Conducted Needs Assessment The CHNA was developed and implemented as a collaborative between the EMHS Healthcare System and other independent hospitals serving Maine communities. EMHS Member Organizations: Acadia Hospital, Blue Hill Memorial Hospital, Charles A. Dean Memorial Hospital, Eastern Maine Medical Center, Inland Hospital, Mercy Hospital, Sebasticook Valley Health, and TAMC. Partnering Hospitals: Cary Medical Center, Down East Community Hospital, Houlton Regional Hospital, Maine Coast Memorial Hospital, Mayo Regional Hospital, Millinocket Regional Hospital, Mount Desert Island Hospital, Northern Maine Medical Center, and Redington-Fairview General Hospital. Part V, Line 5c - Description of Making Needs Assessment Widely Available Instructions on the website assist viewers to download and /or print sections of the report. Individuals without computer or printer access were provided a phone number where they can request a printed assessment Part V, Line 7 - Explanation of Needs Not Addressed and Reasons Why Non-Selected priorities:TransportationLack of insurance/unable to pay for the careHunger/Food InsecuritiesWe did not choose the priorities listed because we know that theyre important, but we have current processes in place to help with these concerns. For transportation, CA Dean has purchased a courtesy van which is not advertised, but is used to pick up/drop off patients free of charge. The lack of insurance/unable to pay for care issue has been addressed by our newly certified patient financial counselor who is also a Certified Application Specialist for the Healthcare Marketplace. She also works to help those who do not have the means to pay fill out paperwork for MaineCare and Free Care if needed. We have worked with the local school to develop the backpack program which is a program that sends backpacks full of healthy food home with children who need it each night and over the weekends. Part V, Line 14g - Other Means Hospital Facility Publicized the Policy Posted signs and individual notices containing information on the availability of free care are located in key public areas in the hospital. Signs and notices inform the patient of the availability of free care and include eligibility criteria, instructions on how to applyand how to obtain additional information or assistance.The "Billing Help" section of the hospital web pages provides a link to the free care application form, instructions and eligibility criteria. Part V, Line 20d - Other Billing Determination of Individuals Without Insurance Hospital charges are discounted at 100% for patients who qualify for free care with income at or below 200% FPL. The hospital also offers a partial discount for patients who fall within the 201% to 300% FPL. 3 Northwoods Healthcare 364 Pritham Avenue Greenville ME 04441 Outpatient clinic Northwoods Healthcare 7 Greenville Road Monson ME 04464 Outpatient clinic Northwoods Healthcare 22 Haley Court Rd Sangerville ME 04479 Outpatient clinic Part I, Line 6a - Related Organization Community Benefit Report The Charles A Dean Memorial Hospital community benefit report is contained in an annual community benefit report prepared by Eastern Maine Healthcare Systems which is the parent organization of all related organizations. Part I, Line 7 - Explanation of Costing Methodology Ratio of Patient Care Cost-to-Charges is used in calculations. Part I, Line 7, Column F - Explanation of Bad Debt Expense $681,123 of bad debt expense, $552,497 of charity care and $2,568,582 of contractual allowances is included on Form 990, Part IX, line 25, column (A) Part III, Line 2 - Methodology Used To Estimate Bad Debt Expense The costing methodology used to determine the amount is cost to charge ratio. Part III, Line 4 - Bad Debt Expense Patient and trade accounts receivable are stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollectible amounts through a charge to earnings and a valuation allowance based on its assessment of the current status of individual accounts. Balances that are still outstanding after management has used reasonable collection efforts are written off through a charge to the valuation allowance and the applicable patient accounts receivable. Credit is extended without collateral. Part III, Line 8 - Explanation Of Shortfall As Community Benefit Medicare losses should be treated as a community benefit because the losses are incurred in performing an important public service, and Maine hospitals experience one of the lowest Medicare reimbursement rates in the country. Part III, Line 9b - Provisions On Collection Practices For Qualified Patients All account guarantors who express an inability to pay inpatient and outpatient services are screened for eligibility for charity care using an application and guidelines established by CA Dean. An account may be reconsidered for charity care at any time when new information is available about a patient's inability to pay. Part VI - Patient Education of Eligibility for Assistance CA Dean offers free care and sliding scale assistance programs. We have posters and pamphlets at all patient intake areas. Patient bills and our web site also list information on the availability of these programs and the application process. C A Dean has put forth a designated position financial councilor within the organization to assist with these programs Part VI - Community Information Located in Greenville, CA Dean is the only healthcare provider within a 35 mile radius serving the Moosehead Lake region of Maine. This area has a HPSA rating and is one of the poorest counties in the state. We have a heavy Medicare/MaineCare population. We also are the eldest populated County in Maine. Piscataquis has a population rate of 16.4%/1000 of residents 65 and older. State average is 12.4%/1000. Part VI - Community Building Activities In keeping with our mission statement, CA Dean actively participates by fulfilling the needs of our civic, community and faith based organizations. We offer flu clinics and blood pressure clinics just to name a few. CA Dean works in collaboration with the school on a number of projects including; nutritious food 'back pack program', activities that promote health and wellness, and general health education. CA Dean sponsors a number of healthy lifestyle activities such as a an annual triathalon and Bike and Boat. We also offer a Community Paramedicine Program in conjunction with ER, Inpatient, and the provider offices as a follow-up on patients in our communities. Part VI - Explanation Of How Organization Furthers Its Exempt Purpose We have an Elderwell program that allows the elderly in our community to use our exercise equipment (at a very minimal fee) to promote physical activity in this population. Our 'loan closet' program provides medical equipment supplies for our community at no cost. We author educational healthcare articles for publication in our local newspapers. We offer the use of our buildings, tele-med and office equipment to civic and community groups for meetings and publications. We developed 'walk-in clinic hours' to create greater access to healthcare for our patients. Participate in a bone builders program. Support Community health initiatives around diet and exercise both at the adult and the school level age. CA Dean sponsors several healthy lifestyle events annually such as a triathalon and Bike and Boat. CA Dean serves an elderly population with a high chronic disease burden. Lack of adequate transportation has been attributed to the inability of some patients to access health care. CA Dean implemented a free transportation program for the eligible population (no other means of transportation). This program provides limited transportation to and from medical appointments and procedures at no cost for this eligible population. We also offer a surgical weight loss support group on a quarterly basis as part of Eastern Maine Medical Center's Surgical Weight Loss Program. Part VI - Affilated Health Care System Roles and Promotion CA Dean is a member of EMHS. EMHS serves the northern two-thirds (most rural areas) of Maine. Together, EMHS member organizations identify and meet the health priorities of the state. By working together, our members are able to share resources and information, as well as control costs and better serve our Maine communities. EMHS is addressing the changes and mandates of the new health care reform. Focus groups consisting of staff from each member organization have been formed and are actively collecting data and striving to meet or define best practices as we implement these mandated changes. The roll out and use of electronic medical records across our system is one of these initiatives that is being developed and will enhance the efficiencies of each individual member organization. We have initiated plans for an ACO medical home model and have been certified as a patient centered medical home model level 3 and participate in the State of Maine's Patient Centered Medical Home Initiative. Part VI - States Where Community Benefit Report Filed ME Part V - Explanation of Number of Facility Type N/A X true true false true false false false false false false false false Darin M Peck MD CMO 225552 54715 1347 17132 25292 324038 David T Rideout Physician 324067 100 1135 16400 27452 369154 Dennis Welsh VP of Operation 120817 100 2192 10563 24506 158178 Edward Olivier Former VP CFO 121340 19726 36209 10459 8508 196242 Eugene F Murray Jr President & CEO 143668 7500 13071 26827 30313 221379 Glenn Martin VPGeneral Couns Secretary 299530 21640 2779 60231 26468 410648 Gregg Christensen PA-C Director 91055 70153 2270 13704 9615 186797 John L Toothaker Physician 231506 100 3103 19515 17697 271921 Lawrence DuBien Physician 181537 100 4029 15717 21641 223024 Mario Turi Physician 245008 100 1001 19772 2452 268333 Mary M Hood President CEO Ex-Officio 712895 171996 12420 232431 18491 1148233 Paul Potvin Physician 314107 100 1123 20067 6615 342012 Part I, Line 1a: Relevant information in regards to selections on 1a. Tracy Bonney-Corson, officer received a gift certificate for $50 with a $4.14 gross-up payment. Darin Peck, board member and officer received a gift certificate for $50 with a $4.14 gross-up payment. Linda D Gilbert VP at Bank VP=Chair Brd 276018 unsec note w/bank false Donna Welsh fam of offic 19430 compensation false Schedule L, Part V Supplemental Information Linda D. Gilbert, Charles A. Dean Board Chairman is a Camden National Bank VP. Camden National Bank is Charles A. Dean's primary bank, holding deposits of $1,574,772 and a note for $276,018.Donna Welsh is a family member of an officer and is an employee of Charles A. Dean. Form 990, Part III, Line 4d: Other Program Services Description OTHER PROGRAM SERVICES 4: Provided emergency, ambulance, inpatient acute care, outpatient surgery, specialty physician clinics and nursing home services to patients regardless of ability to pay. The Charles A. Dean Memorial Hospital is a 25 bed Critical Access Hospital in rural northwestern Maine providing emergency, ambulance, inpatient acute care, outpatient surgery, specialty physician clinics and nursing home services to patients regardless of ability to pay.Additional Statistics:Northwoods Healthcare Clinic visits 14,550Hospital diagnostic and rehabilitation visits 16,540Emergency room visits 2,295 Hospital admissions 334Surgery cases 344Ambulance runs 481 OTHER PROGRAM SERVICES 5: Please see the following excerpt from the EMHS Annual Report to the Community for details of community benefit projects by C.A. Dean.Charles A. Dean Memorial HospitalLeadership: Geno Murray, President and CEO; Linda Gilbert, Board Chair Description: CA Dean is a 25-bed critical access hospital nestled in the Moosehead Lake region. CA Dean has outpatient family practice clinics in Greenville, Monson, and Sangerville, as well as a specialty clinic in Greenville.Employees: 176Location: Greenville, Monson, SangervilleCharles A. Dean Memorial Hospital Highlights-Hosted 4-H kids program about muscles and bones, which included dissecting a cow leg with Mario Turi, MD, orthopedic surgeon-Sponsored a backpack program for students in the Greenville school system with food insecurities and also secured $2,500 to use to support the backpack program -Received recognition for being one of the Top 100 Hospitals for Patient Satisfaction by the National Rural Health Association-Experienced great success in provider recruitment, hiring five new providersTotal Community Benefit: $1,268,990Philanthropy: $1,039Community Benefit Operations: $100,701Community Health Improvement Services: $27,100Traditional Charity Care*: $448,235Unpaid Cost of Public Programs:Medicare: $177,324Medicaid: $515,630 Form 990, Part VI, Line 4: Description of Significant Changes to Organizational Documents ADOPTION OF UNIFORM BYLAWS BY EMHS MEMBER ORGANIZATIONS (FY 2014)As part of the Governance Integration Project, a Bylaws Task Force was established and charged with drafting a uniform set of bylaws for EMHS Member Organizations for the purpose of achieving clarity and transparency, shared understanding, efficiency in board operations and administration, and compliance with legal requirements and best practice standards.As a result of the work performed by the Bylaws Task Force, the following EMHS Member Organizations adopted Restated Bylaws in FY 2014:1.Acadia Hospital, Corp.2.Charles A. Dean Memorial Hospital3.Eastern Maine HomeCare4.Eastern Maine Medical Center5.EMHS Foundation6.Inland Hospital7.Mercy Hospital8.Rosscare9.The Blue Hill Memorial Hospital10.The Aroostook Medical Center11.VNA Home Health & HospiceThere were no changes to the Bylaws of Sebasticook Valley Health in FY 2014 because Sebasticook was not an Integrated Member Organization for the period covered by this tax return. Impact on Board Structure and Key Operations This Summary focuses on the elements in the uniform bylaws adopted by the Member Organizations that required a change in board structure and/or key operations. Structure includes board composition and the role of officers. Key operations include how the boards oversight responsibilities are deployed across committees and the board as a whole. These changes had the most impact on board leadership, as their implementation shifted current committee roles, affected individual trustee or directors committee assignments, and affected the appointment of the secretary and the treasurer. Key Changes in Board Structure and Role of Officers: 1) Proposed size ranges. The number of board members for member hospitals is 11 -19; and the number of board members for non-hospital members is 9-15. The term limit for board members is up to four (4) consecutive three-year terms. 2) EMHS CEO became a voting member of all boards. This was previously the case for all Member Organizations with the exception of Inland and BHMH. 3) Hospital boards have ex officio seats for the two senior physician leaders. Exceptions: a. EMMC retained current complement of four ex officio physician seats; Acadia established one ex officio physician seat and Charles A. Dean Memorial Hospital retained one ex officio physician seat. b. Inland previously had a third seat designated for a physician, but now the current occupant may continue service on the board as a regular trustee assigned to an elected term. 4) Officers. The President of the Member appoints the secretary and, in consultation with the Board, the president of the Member Organizations. The president may be removed by the President of the Member, in consultation with the Board. EMHS general counsel now serves as secretary of each Member Organization. The respective chief financial officers now serve as treasurer of the Member Organizations. Previously, volunteer board members served in the offices of secretary and treasurer at BHMH, Inland and TAMC. a. After the changes noted, the remaining board volunteer officer positions were limited to chair and vice chair unless otherwise deemed necessary by the board. Thechair and vice chair positions are limited to three consecutive one-year terms. 5) The position of honorary board member was eliminated. Previously, four hospitals (Acadia, Charles A. Dean Memorial Hospital, EMMC and Inland) permitted the election of honorary board members. Among them, only Inland had (two) honorary trustees, who are grandfathered under the uniform bylaws.Key Changes in Board OperationsThe committee structure was designed to: align across Member Organizations to the extent practicable; assure that boards have the benefit of committee work in areas requiring specialty expertise; facilitate coordinated board education and development; and encourage the exchange of best practices. Under the uniform bylaws, as has always been the case, unless explicitly delegated by the board [see 2c and 2d below], committee authority is limited to making recommendations to the full board. 1) The changes in committee structure made under the uniform bylaws reflect consideration that, rather than being delegated to a standing committee, the following oversight and strategic responsibilities are better retained within the province of the entire board: a) Mission, vision, values b) Community health needs assessment within a population health context c) Community benefit: planning, measuring, reporting d) Strategic planning in coordination with the EMHS process e) Compliance with IRS Form 990, conflict of interest policy, and independence requirements f) Philanthropy g) Advocacy 2) Committees a. Under the uniform bylaws, Hospital standing committees comprise: Finance (and where relevant, an Investment Subcommittee); Governance (and an independent Nominating Subcommittee); Quality and Professional Affairs; and Joint Conference. b. Under the uniform bylaws, Non-hospital standing committees comprise: Finance (and where relevant, an Investment Subcommittee); Governance (and an independent Nominating Subcommittee); and where patient care is provided, Quality and Professional Affairs. c. Under the uniform bylaws, Special and ad hoc committees may be appointed by the chair for any specific purpose or function, to be terminated at any time by the chair. Committee chairs may serve no more than five (5) consecutive full one-year terms. 3) Dissolution of the Executive Committee (EC) Under the uniform bylaws, the Executive Committee has been dissolved and certain responsibilities transferred to the Governance Committee and the Quality and Affairs Committee. The rationale behind this change was as follows: a. Over time, ECs can grow in size and function to a degree that risks generating a sense among non-members of being rubber stamps. Prior to adoption of the uniform bylaws, five of the six ECs had rosters that represented half or more of the elected board members. b. Prior to adoption of the uniform bylaws, three of the ECs had committee- level responsibility for finance. Under the uniform bylaws, each Member Organization has a dedicated Finance Committee. c. Historically, the EC has been delegated authority to act on behalf of the board, within defined parameters, when a time-sensitive matter requires action between regularly scheduled board meetings. The uniform bylaws vest this authority in the Governance Committee, which has been the practice on the EMHS board. d. Prior to adoption of the uniform bylaws, four hospital ECs (Acadia, EMMC, Inland, TAMC) had authority to approve medical staff privileges and credentials between board meetings. The uniform bylaws vest this authority in the Quality and Professional Affairs Committee. Transferring this between-meetings exigency role to the Quality and Professional Affairs Committee retains the integrity of the process and aligns with the role and aptitude of the Quality and Professional Affairs Committee. e. Over time, some ECs have inherited responsibilities when another committee has been dissolved. Current examples include community relations and fundraising functions increasingly viewed as board-wide concerns. f. Some ECs conduct executive performance reviews. A uniform policy to be developed in support of the uniform bylaws will assign this responsibility to an ad hoc group comprising the EMHS CEO and independent Member Organization board members serving as chair, vice chair, and committee chairs. 4) Meeting Frequency Under the uniform bylaws, Boards will meet at least four times annually. Provisions remain the same for holding special meetings. 5) Fiduciary Duty The uniform bylaws contain a straightforward affirmation of fiduciary duty consistent with Maine statutory law. 6) Indemnification The uniform bylaws set forth identical indemnification provisions for all Member Organizations Form 990, Part VI, Line 6: Explanation of Classes of Members or Shareholder The Charles A. Dean Memorial Hospital (the "Corporation") is a Maine nonprofit corporation. Eastern Maine Healthcare Systems ("EMHS"), 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 Each year at their annual meeting, the directors elect replacements for those directors whose terms are expiring Election of directors is subject to ratification by the EMHS Board of Directors. Form 990, Part VI, Line 7b: Describe Decisions of Governing Body Approval by Members or Shareholders EMHS has authority to appoint and remove the CEO of the Corporation. EMHS also has joint and superior authority to approve, disapprove or initiate action with respect to the following matters: I.amendments to the corporations Articles of Incorporation or Bylaws;II.changes in legal form of organization of the Corporation;III.election of the Directors/Trustees of the Corporation;IV.action concerning the Corporations operating budget and capital expenditures;V.the Corporations acquisition of assets or assumption of liabilities of an unaffiliated third party;VI.transfer of 5% or more of the assets of the Corporation;VII.financing transactions concerning the Corporation; VIII.merger, consolidation, sale, lease, mortgage, pledge or other disposition of all or substantially all assets of the Corporation; IX.add or revise a health care service of the Corporation;X.discontinue or close a health care service of the Corporation;XI.action concerning the Corporations role in the EMHS Strategic Plan;XII.action concerning the Corporations participation in key strategic affiliations with third parties not affiliated with EMHS; andXIII.dissolution of the Corporation. Form 990, Part VI, Line 11b: Form 990 Review Process Form 990 is reviewed by the CEO and CFO of CA Dean Memorial Hospital. It 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 The CEO of The Charles A. Dean Memorial Hospital (C.A. Dean), who is employed by C.A. Dean, reports directly to the system parent, Eastern Maine Healthcare Systems (EMHS) President/CEO (President) who serves on the board ex-officio. The EMHS Executive Performance Management Committee (the Committee) is responsible to monitor and evaluate the performance of the EMHS President, to set compensation of the EMHS President, and to review recommendations of the EMHS President with respect to compensation of the Chief Executive Officer of the direct subsidiaries, and other direct reports to the President. The Committee is comprised entirely of independent Directors per EMHS bylaws. Process:The Committee meets regularly throughout the fiscal year at the discretion of the Committee chair as well as on call of the Chair of the EMHS board. In carrying out its duties pursuant to the Bylaws, the Committee:-Assures that the executive compensation program is administered in a manner consistent with the EMHS executive compensation philosophy.-Reviews and updates the EMHS executive compensation philosophy which serves as the foundation on which all current and future executive compensation decisions are made.-Assures that value of compensation provided by EMHS does not exceed the value of services provided by the executive.-Reviews annual incentive compensation criteria for eligible executives, as defined by the EMHS President.-Reviews periodic compensation survey information and provides expert input to proposed changes to the executive compensation program.-Assures that a formal and timely performance management system is in place for executives.-Reviews incentive compensation criteria scoring and associated pay schedules for officers and key employees.-Provides any public statements regarding executive compensation practices at EMHS deemed appropriate.-Maintains minutes of the meetings and communicates actions to the EMHS Board of Directors.To accomplish this, the committee uses an external consultant with access to comparative data from independent sources and include national as well as regional data points. The EMHS President reviews all direct report compensation actions with the committee. In addition, the EMHS President ensures that any subsidiary policies and practices governing executive compensation are consistent with the committee's philosophy and practices statement.Form 990, Part VI, Line 15b - Compensation Review & Approval Process for Officers & Key EmployeesCompensation of other officers and key employees of the organization is established by the Human Resources department who utilize external market research to establish compensation ranges for specific positions. On an annual basis, the compensation ranges are compared to the updated survey information. The hiring manager will determine where the employee will fall within the ranges established by the Human Resources department based on experience and credentials. Form 990, Part VI, Line 19: Other Organization Documents Publicly Available The Charles A. Dean Memorial Hospital makes its governing documents, conflict of interest policy and financial statements available to the public upon request. Other Changes In Net Assets Or Fund Balances - Other Increases Change in net assets held @ EMHS Foundation = $2149 Other Changes In Net Assets Or Fund Balances - Other Decreases Contribution To Strat Pool Per Affiliation Agreement = -$104035 Other Changes In Net Assets Or Fund Balances - Other Decreases Post Retirement Health Benefit FAS158 = -$157966 Other Changes In Net Assets Or Fund Balances - Other Decreases Transfer to exempt parent-Eastern Maine Healthcare Systems = -$263881 Eastern Maine Healthcare Systems EMHS 43 Whiting Hill Road Brewer ME 04412 010527066 Supporting organization for healthcare affiliates ME 501(c)(3) 11 Type III Func Int N/A true Eastern Maine Medical Center EMMC PO Box 404 489 State Street Bangor ME 044020404 010211501 Provide healthcare services ME 501(c)(3) 3 Eastern Maine Healthcare Systems true Eastern Maine Healthcare Real Estate 43 Whiting Hill Road Brewer ME 04412 010391036 Leases real estate ME 501(c)(2) Eastern Maine Healthcare Systems true Rosscare 43 Whiting Hill Road Ste 400 Brewer ME 04412 010391038 Provide services to elderly ME 501(c)(3) PF Eastern Maine Healthcare Systems true Rosscare Nursing Homes Inc 43 Whiting Hill Road Ste 400 Brewer ME 04412 010430751 Operation of nursing homes ME 501(c)(3) 9 Rosscare true Acadia Hospital Corp AHC 43 Whiting Hill Road Brewer ME 04412 010459837 Provide healthcare services ME 501(c)(3) 3 Eastern Maine Healthcare Systems true Eastern Maine Medical Center Auxiliary 43 Whiting Hill Road Brewer ME 04412 010377901 Fund raising for exempt Eastern Maine Medical Center ME 501(c)(3) 9 Eastern Maine Medical Center true Acadia Healthcare Inc AHI 43 Whiting Hill Road Brewer ME 04412 223183888 Provide healthcare services ME 501(c)(3) 9 Acadia Hospital Corp true EMHS Foundation 43 Whiting Hill Road Ste 400 Brewer ME 04412 222514163 Raise and manage funds for exempt organizations ME 501(c)(3) 11, Type II Eastern Maine Healthcare Systems true Norumbega Medical Specialists LTD 43 Whiting Hill Road Ste 400 Brewer ME 04412 010465231 Provide patient care and education ME 501(c)(3) 9 Eastern Maine Medical Center true Inland Hospital 200 Kennedy Memorial Drive Waterville ME 04901 010217211 Provide healthcare services ME 501(c)(3) 3 Eastern Maine Healthcare Systems true Lakewood A Continuing Care Center 220 Kennedy Memorial Drive Waterville ME 04901 010421234 Provide skilled and long-term nursing care ME 501(c)(3) 3 Inland Hospital true Sebasticook Valley Health SVH 447 North Main Street Pittsfield ME 04967 010263628 Critical care hospital ME 501(c)(3) 3 Eastern Maine Healthcare Systems true The Aroostook Medical Center TAMC PO Box 151 140 Academy Street Presque Isle ME 047690151 010372148 Provide healthcare services ME 501(c)(3) 3 Eastern Maine Healthcare Systems true TAMC Title Corp PO Box 151 140 Academy Street Presque Isle ME 047690151 010389226 Real estate holding company ME 501(c)(2) The Aroostook Medical Center true TAMC Endowments PO Box 151 140 Academy Steet Presque Isle ME 047690151 010389222 Raise funds for exempt organizations ME 501(c)(3) 11, Type I The Aroostook Medical Center true Horizons Health Services PO Box 151 140 Academy Street Presque Isle ME 047690151 010504393 Provide patient care ME 501(c)(3) 3 The Aroostook Medical Center true Eastern Maine HomeCare PO Box 688 Caribou ME 04736 010328442 Provide home health and hospice services ME 501(c)(3) 9 Eastern Maine Healthcare Systems true Maine Inst for Human Genetics and Health 43 Whiting Hill Road Brewer ME 04412 550894346 Biomedical research and development ME 501(c)(3) 9 Eastern Maine Healthcare Systems true Blue Hill Memorial Hospital 57 Water Street Blue Hill ME 046145231 010227195 Provide healthcare services ME 501(c)(3) 3 Eastern Maine Healthcare Systems true Meadow Wood LLC 43 Whiting Hill Road Brewer ME 04412 272935243 Provide patient care ME 501(c)(3) 9 AHI true Sebasticook Valley Family Practice Assoc 447 North Main Street Pittsfield ME 04967 010357854 Provide patient care ME 501(c)(3) 9 SVH true Sebasticook Valley Work Health LLC 447 North Main Street Pittsfield ME 04967 453359446 Provide patient care ME 501(c)(3) 3 SVH true Restoration Health LLC 43 Whiting Hill Road Brewer ME 04412 352449986 Provide mental & behavioral hlth srvcs ME 501(c)(3) 9 Acadia Healthcare Inc true Mercy Hospital 144 State Street Portland ME 04101 010211534 Provide healthcare services ME 501(c)(3) 3 Eastern Maine Healthcare Systems true Mercy Health System of Maine 144 State Street Portland ME 04101 010484074 Supporting org for healthcare affiliates ME 501(c)(3) 11 Type III Func Int Eastern Maine Healthcare Systems true VNA Home Health & Hospice 50 Foden Road South Portland ME 04106 010246804 Provide home health and hospice services ME 501(c)(3) 9 Eastern Maine Healthcare Systems true Beacon Health LLC 43 Whiting Hill Road Brewer ME 04412 452967056 Accountable care organization ME EMHS related -10223489 2555324 false false Affiliated Healthcare Systems AHS PO Box 940 Bangor ME 044020940 010385322 Holding Co. ME EMHS C true Affiliated Healthcare Management PO Box 811 Bangor ME 044020811 010349339 Hlthcr mgmnt ME AHS C true Affiliated Laboratory Inc PO Box 638 Bangor ME 044020638 010381283 Clinicl lab ME AHS C true Affiliated Materiel Services PO Box 1300 Bangor ME 044021300 010381189 Purchasing ME AHS C true Affiliated Pharmacy Services 917 Union St Suite 7 Bangor ME 04401 010587230 Pharmacy ME AHS C true Meridian Mobile Health LLC 931 Union St PO Box 940 Bangor ME 044020940 010512673 Ambulance ME AHS C true Maine Network for Health PO Box 2813 Bangor ME 044022813 010496352 Support srv ME EMHS C true Dirigo Pines Retirement Community LLC 9 Alumni Drive Orono ME 04473 010537924 Holding Co. ME AHS C true Dirigo Pines Inn LLC 9 Alumni Drive Orono ME 04473 020547749 Contin Care ME Rosscare C true Dirigo Funding LLC 9 Alumni Drive Orono ME 04473 010599968 Prov Finance ME AHS C true Dirigo Pines Development Company LLC 9 Alumni Drive Orono ME 04473 010537924 RetirCottag ME AHS C true M Drug LLC PO Box 1779 Bangor ME 044021779 272175482 Pharmacy ME AHS C true Alliance Health Documentation LLC 9 Central Street Ste 205 Bangor ME 04401 462751855 Transcription ME AHS C true false false false false false false false false false false false false true false false true false true true Eastern Maine Healthcare Systems EMHS m 967053 FMV Eastern Maine Healthcare Systems EMHS p 1705212 FMV Eastern Maine Healthcare Systems EMHS r 104035 FMV Eastern Maine Medical Center EMMC m 192375 FMV EMHS Foundation m 100000 FMV Affiliated Laboratory Inc m 118991 FMV Affiliated Materiel Services p 156004 FMV