2015-04-28T09:06:40-05:00 2014-06-30 PricewaterhouseCoopers LLP 125 High Street Boston MA 02110 990 2013-07-01 043476565 CHA MANAGEMENT SERVICES INC % AVERIL KANE CHAM 7813380311 COMMERCE PLACE 350 MAIN STREET Suite MALDEN MA 02148 JILL BATTY CFO CFO 7813380311 2015-04-14 true ERIN COUTURE P01390592 7813380311 2013 2016-02-25 16:41:14Z PATRICK R WARDELL 1493 CAMBRIDGE STREET CAMBRIDGE MA 02139 606803 false X N/A X 1999 MA SEE SCHEDULE O 3 0 0 0 0 0 0 0 0 0 591921 606803 0 0 591921 606803 0 0 0 0 0 0 0 0 0 10300 10600 10300 10600 581621 596203 170338932 170924835 10300 0 170328632 170924835 X SEE SCHEDULE O false false 0 n/a 0 true false false false false false false false false false false false false false false false false true false false false false false false false false false false false true false false false false false false false false false false false false false true true false false false true 0 0 0 false false false false false false false false false false X 3 0 true false false false true true true true true false false true true true true true false false false false MA X AVERIL KANE 7813380311 COMMERCE PLACE 350 MAIN STREET MALDEN MA 02148 X PATRICK R WARDELL PRESIDENT/CEO AS OF 12/13 2.0 48.0 X X 0 593109 28857 ANDREW FUQUA SVP/GEN COUNSEL AS OF 12/13 2.0 48.0 X X 171769 12861 JILL BATTY TREASURER AS OF 1/14 2.0 48.0 X X ALLISON BAYER EVP/COO UNTIL 4/14 2.0 48.0 X X 431601 23282 CONNIE YOUNG CLERK 2.0 48.0 X 147384 24493 GORDON H BOUDROW JR FORMER TREASURER 2.0 48.0 X 357290 12080 0 1701153 101573 0 true true false NONE 0 0 0 606803 606803 0 0 0 0 0 0 0 0 0 0 606803 0 0 606803 0 0 0 0 0 0 0 0 0 0 0 0 10600 10600 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 10600 0 10600 0 0 0 170338932 170924835 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 170338932 170924835 10300 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 10300 0 X 170328632 170924835 0 0 0 0 170328632 170924835 170338932 170924835 596203 X false true X true false X X X false false false CAMBRIDGE PUBLIC HEALTH COMMISSION 043320571 06 true 0 1 INFORMATION ABOUT THE SUPPORT ORGANIZATION SCHEDULE A, PART I, LINE 11H AMOUNT OF SUPPORT CHA MANAGEMENT SERVICES IS A SUPPORTING ORGANIZATION FOR ITS SOLE CORPORATE MEMBER, THE CAMBRIDGE PUBLIC HEALTH COMMISSION (D/B/A CAMBRIDGE HEALTH ALLIANCE), WHICH IS A PUBLIC INSTRUMENTALITY; CREATED BY ACT OF THE MASSACHUSETTS LEGISLATURE. false true false false false false false false false PATRICK R WARDELL PRESIDENT/CEO AS OF 12/13 0 578280 0 0 0 14829 0 0 0 28857 0 621966 GORDON H BOUDROW JR FORMER TREASURER 350043 7247 10200 1880 369370 CONNIE YOUNG CLERK 147384 24493 171877 ANDREW FUQUA SVP/GEN COUNSEL AS OF 12/13 171571 198 3477 9384 184630 ALLISON BAYER EVP/COO UNTIL 4/14 422581 9020 10200 13082 454883 Part I, Line 3 CHA Management Services, Inc. relies on its SOLE CORPORATE MEMBER, CAMBRIDGE PUBLIC HEALTH COMMISSION D/B/A Cambridge Health Alliance (CHA), to determine compensation for CHA Management Services, Inc.'s President. THE INDIVIDUAL SERVING AS PRESIDENT OF CHA MANAGEMENT SERVICES, INC. HAS BEEN THE CHA CEO OR OTHER SENIOR EXECUTIVE. CHA used a compensation committee, independent compensation consultant, compensation survey or study, and approval by the CHA board AND BOARD compensation committee. Part I, Line 4b Effective March 19, 2012, Patrick Wardell entered into an employment agreement with the Cambridge Public Health Commission (CPHC). Under this agreement, Mr. Wardell will be provided a long-term cash incentive bonus based on the achievement of specified organizational objectives over the performance period commencing on March 19, 2012 and ending on June 30, 2015. The incentive amount will be determined by the Compensation Committee of the CPHC at the end of the performance period. Mr. Wardell must be employed by CPHC on the last day of the performance period to receive the incentive bonus. SCHEDULE J, PART II THE FOLLOWING INDIVIDUALS WERE BOARD MEMBERS AND OFFICERS WHO WERE COMPENSATED FOR THEIR POSITIONS AT THE ORGANIZATION'S SOLE CORPORATE MEMBER, CAMBRIDGE PUBLIC HEALTH COMMISSION D/B/A CAMBRIDGE HEALTH ALLIANCE, AND ITS RELATED ORGANIZATIONS. PATRICK R. WARDELL GORDON H. BOUDROW, JR. CONNIE YOUNG ALLISON BAYER ANDREW FUQUA FORM 990, PART I, LINE 1 AND PART III, LINE 1 Mission CHA Management Services, Inc. is a wholly-owned subsidiary of the Cambridge Public Health Commission (CPHC), a public health system created by and existing pursuant to special act of the Massachusetts legislature. The organization receives and holds certain financial assets for its parent CPHC in furtherance of CPHC's mission. CPHC is the legal entity that is licensed to operate healthcare facilities and provide health related services to the communities it serves. FORM 990, PART VI, LINE 2 CERTAIN OFFICERS AND DIRECTORS ARE ALSO EMPLOYEES OF CAMBRIDGE PUBLIC HEALTH COMMISSION OR ITS OTHER WHOLLY-OWNED SUBSIDIARIES. FORM 990, PART VI, LINE 6 Organizational members Cambridge Public Health Commission d/b/a Cambridge Health Alliance is the sole corporate member of CHA Management Services Inc. FORM 990, PART VI, LINE 7A Election of the Board of Directors CAMBRIDGE PUBLIC HEALTH COMMISSION D/B/A Cambridge Health Alliance has the right to appoint, AND DOES APPOINT, members of the Board of Directors. FORM 990, PART VI, LINE 7B Decision approval Certain actions of the Board of Directors must be approved by CAMBRIDGE PUBLIC HEALTH COMMISSION D/B/A Cambridge Health Alliance (CHA), the organization's sole corporate member, as set forth in the bylaws, including adoption of the budget, any merger, consolidation, joint venture, or affiliation with the organization, any capital transaction, and incurrence of debt. CHA has authority to approve or deny any SUCH decision made by the organization's Board of Directors. Items can be recommended to the board of CHA or its committees for review and approval. FORM 990, PART VI, LINE 11A Form 990 review process CHA Management Services' Form 990 is prepared with the assistance of its outside tax accountants and paid preparer (PricewaterhouseCoopers). The organization's internal management and CHA employees reviewed the Form 990 and provided comments and changes. Once the return has been updated the FoRM 990 is presented for further review to each voting member of the governing body and the CHA Finance Committee. PricewaterhouseCoopers then finalizes the ForM 990 based on the review and feedback of the CHA Finance Committee. Copies of the completed Form 990 were distributed in electronic or paper form to members of the governing body prior to filing with the IRS. FORM 990, PART VI, LINE 12C Conflict of Interest Policy The organization regularly and consistently monitors and enforces compliance with the Conflict of Interest Policy with its officers, directors and key employees by annually surveying each such person and sharing the results with each group. Officers, directors and key employees are also given a copy of the Conflict of Interest Policy along with the annual survey and are reminded of their obligation to promptly report any new potential conflicts that arise. The compliance officer reviews the responses. If a conflict of interest is determined, the applicable individual is precluded from participating in deliberation on or decision-making regarding the topic giving rise to the conflict. Each conflict policy contains disciplinary provisions to address violations of the policy. FORM 990, PART VI, LINE 14 Document Retention and Destruction Policy The organization has an active Document Retention and Destruction Policy approved by Management. This policy has not been approved by the Board or a committee of the Board as of June 30, 2014. FORM 990, PART VI, LINE 15A PROCESS FOR DETERMINING COMPENSATION THE COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES OF THE ORGANIZATION'S SOLE MEMBER, CAMBRIDGE PUBLIC HEALTH COMMISSION D/B/A CAMBRIDGE HEALTH ALLIANCE (CHA), IS THE AUTHORIZED BODY FOR REVIEWING THE COMPENSATION OF THE CHA CEO AND OTHER CHA SENIOR EXECUTIVES. THE CHA CEO OR OTHER CHA SENIOR EXECUTIVE SERVES OR HAS SERVED AS THE PRESIDENT OF THE ORGANIZATION. THE COMMITTEE RELIED UPON COMPARABILITY DATA OBTAINED BY AN INDEPENDENT CONSULTANT WHEN APPROVING THE CEO'S 2013 COMPENSATION AND DISCUSSED THEIR FINDINGS WITH THE CHA BOARD OF TRUSTEES AND DOCUMENTED THEIR DECISIONS IN THE BOARD MINUTES. FORM 990, PART VI, LINE 15B CHA'S COMPENSATION COMMITTEE IS THE "AUTHORIZED BODY" FOR REVIEWING COMPENSATION OF ALL OFFICERS AND KEY EMPLOYEES OF CHA AND ITS SUBSIDIARIES, INCLUDING THE ORGANIZATION. THE COMPENSATION COMMITTEE ALSO REVIEWS ALL DEPARTMENT CHIEF COMPENSATION. THE COMPENSATION COMMITTEE CONSISTS OF INDEPENDENT MEMBERS AND REVIEWS AND RECOMMENDS COMPENSATION BASED ON MARKET DATA AND BENCHMARKS PROVIDED BY INDEPENDENT CONSULTANTS. FORM 990, PART VI, LINE 19 The governing documents, conflict of interest policy and financial statements are made available to the public either by mail or in person at the organization's office, depending on the form of request. CAMBRIDGE PUBLIC HEALTH COMMISSION COMMERCE PLACE 350 MAIN ST MALDEN MA 02148 043320571 HEALTHCARE MA 115 N/A NA false CAMBRIDGE HEALTH ALLIANCE PHYS ORG INC COMMERCE PLACE 350 MAIN ST MALDEN MA 02148 043167608 PHYSICIAN SVC MA 501(C)(3) 7 CPHC true WHIDDEN MEMORIAL HOSPITAL INC COMMERCE PLACE 350 MAIN ST MALDEN MA 02148 043561265 SEE PART VII MA 501(C)(3) 11A CPHC true INSTITUTE FOR COMMUNITY HEALTH INC COMMERCE PLACE 350 MAIN ST MALDEN MA 02148 043543853 HLTH RESEARCH MA 501(C)(3) 7 CPHC true CAMBRIDGE HEALTH ALLIANCE FOUNDATIONINC COMMERCE PLACE 350 MAIN ST MALDEN MA 02148 010676306 FOUNDATION MA 501(C)(3) 11A CPHC true SOMERVILLE HOSPITAL COMMERCE PLACE 350 MAIN ST MALDEN MA 02148 042103852 SEE PART VII MA 501(C)(3) 11A CPHC true CAMBRIDGE ENERGY ALLIANCE 1385 CAMBRIDGE STREET CAMBRIDGE MA 02139 260666300 REDUCE ENERGY MA 501(C)(3) 9 NA false false false false false false false false false false false false false false false false false false false false PART II, LINE 3, COLUMN (B) WHIDDEN MEMORIAL HOSPITAL, INC. PRIMARY ACTIVITY: REAL ESTATE HOLDING AND EMPLOYMENT SERVICES SUPPORTING ORGANIZATION FOR CAMBRIDGE PUBLIC HEALTH COMMISSION. PART II, LINE 6, COLUMN (B) SOMERVILLE HOSPITAL PRIMARY ACTIVITY: REAL ESTATE HOLDING AND EMPLOYMENT SERVICES SUPPORTING ORGANIZATION FOR CAMBRIDGE PUBLIC HEALTH COMMISSION.