2015-08-14T12:24:00-05:00 2014-09-30 GRANT THORNTON LLP 75 STATE STREET BOSTON MA 02109 990 2013-10-01 042106700 Massachusetts Hospital Association Inc % JAMES VAHEY MASS 7812626000 5 New England Executive Park Suite Burlington MA 01803 JAMES A VAHEY Controller 7812626000 2015-08-14 true Robert J Butler Jr P00037953 7812626000 2015-08-14 2013 2016-03-07 17:11:31Z Patricia Lynn Nicholas 5 New England Executive Park Burlington MA 01803 11502183 false X www.mhalink.org X 1936 MA TO ADVANCE THE HEALTH OF INDIVIDUALS AND COMMUNITIES BY SERVING AS THE LEADING VOICE FOR ALL MASSACHUSETTS HOSPITALS AND HEALTHCARE SYSTEMS. 29 28 45 35 265221 0 0 9835360 10097263 694967 574530 432980 625961 10963307 11297754 0 47300 0 0 6406016 6650307 0 0 0 3665832 4576398 10071848 11274005 891459 23749 19742497 19932411 8862296 8742907 10880201 11189504 TO ADVANCE THE HEALTH OF INDIVIDUALS AND COMMUNITIES BY SERVING AS THE LEADING VOICE FOR ALL MASSACHUSETTS HOSPITALS AND HEALTHCARE SYSTEMS AND TO HELP THEM PROVIDE HIGH QUALITY, COST EFFECTIVE AND ACCESSIBLE HEALTHCARE. false false THE MASSACHUSETTS HOSPITAL ASSOCIATION (MHA) IS A VOLUNTARY, NOT-FOR-PROFIT ORGANIZATION COMPRISED OF HOSPITALS AND HEALTH SYSTEMS, RELATED PROVIDERS, AND OTHER ENTITIES WITH A COMMON INTEREST IN PROMOTING THE GOOD HEALTH OF THE PEOPLE OF THE COMMONWEALTH of MASSACHUSETTS. THROUGH LEADERSHIP IN PUBLIC ADVOCACY, EDUCATION, AND INFORMATION, MHA REPRESENTS AND ADVOCATES FOR THE COLLECTIVE INTERESTS OF HOSPITALS AND HEALTHCARE PROVIDERS AS WELL AS SUPPORTS THEIR EFFORTS TO PROVIDE HIGH QUALITY, COST EFFECTIVE AND ACCESSIBLE CARE. false false false true false false false false false true false false true true true false true false false false false false false true false false true false true false false false false false false false false false false false true true true false true 10 0 true 45 true true true false false false false false X 29 28 false false true false true true true true true false false true true true true true true true true false MA X X JAMES VAHEY 7812626062 5 NEW ENGLAND EXECUTIVE PARK Burlington MA 01803 Patrick L Muldoon FACHE IMMEDIATE PAST CHAIR 1.0 1.0 X X 0 0 0 Michael V Sack FACHE Chair 1.0 1.0 X X Peter J Holden CHAIRMAN-ELECT 1.0 1.0 X X Charles D Gijanto Secretary thru 7/14 1.0 1.0 X X Peter L Slavin MD Immediate Past Chair RETIRED 1.0 1.0 X X Normand E Deschene FACHE Immd Past Chair Ret Thru 7/14 1.0 1.0 X X Patricia Lynn Nicholas FACHE President and CEO 37.5 1.0 X X 774873 173409 Bruce S Auerbach MD FACep CIAC Chair 1.0 1.0 X Keith A Hovan MSNR TREASURER 1.0 1.0 X X Nancy H Palmer TAC Chair 1.0 1.0 X David E Storto Spcl Hospital Chair Thru 7/14 1.0 1.0 X Kathy Schuler RN MS NE-BC ONL Representative thru 7/14 1.0 1.0 X Delia m Vetter Non-Type 1 Member at Large 1.0 1.0 X Neal J Curtin Esq Director thru 7/14 1.0 1.0 X John R Fernandez Director thru 7/14 1.0 1.0 X Peter W Siersma MD Director thru 7/14 1.0 1.0 X Kate E Walsh MPH SECRETARY 1.0 1.0 X X Erik G Wexler Director 1.0 1.0 X Dianne J Anderson RN MS Director 1.0 1.0 X Howard R Grant JD MD Director 1.0 1.0 X Trish L Hannon FACHE Director 1.0 1.0 X Michael K Lauf MBA ONL Representative 1.0 1.0 X Joel M Rudin SPECIALTY HOSPITAL CHAIR 1.0 1.0 X Ronald P Bryant Director 1.0 1.0 X Robert A Gundersen Director 1.0 1.0 X Kevin F Smith Director 1.0 1.0 X Kevin Tabb MD SCOPA CHAIR 1.0 1.0 X Patrick Wardell MBA Director 1.0 1.0 X Edward H Moore MBA SCOF Chair 1.0 1.0 X Joan M Vitello RN PhD DIRECTOR 1.0 1.0 X Louis J Woolf Director 1.0 1.0 X Winfield S Brown MHA FACHE Director 1.0 1.0 X Mark A Keroack MD MPH Director 1.0 1.0 X Colette AM Phillips Director 1.0 1.0 X Deeb N Salem MD FACC FACP Director 1.0 1.0 X Kerry Watson Director 1.0 1.0 X Timothy Gens EVP and General Counsel 37.5 1.0 X 391285 43882 Nancy Siopes MBA CPCU CIC CRM VP Operations 37.5 1.0 X 201541 16218 Patricia Noga VP Clinical Affairs 37.5 1.0 X 194898 40686 Christine Baratta VP Marketing & Communications 37.5 1.0 X 248875 37282 Patricia Crowley VP Governance and Relations 37.5 1.0 X 202805 35991 Michael Sroczynski VP Government Advocacy 37.5 1.0 X 195604 21472 Anuj Goel VP Legal Regulatory Affairs 37.5 1.0 X 189595 34587 2399476 0 403527 20 false true false NONE 0 0 0 SERVICE FEES 611710 1128692 1128692 MEMBERSHIP DUES 611710 8968571 8968571 10097263 574530 574530 0 0 173271 189374 -16103 0 -16103 -15741 -362 0 57993 15055 42938 42938 0 0 OTHER INCOME 900099 599126 318164 280962 599126 11297754 10415427 265221 617106 47300 0 0 0 1601208 0 3975350 330281 409744 333724 0 52014 66740 1111289 0 53435 371097 47667 354572 197344 0 573513 141661 0 16017 202485 0 422359 34515 CONSULTING FEES 470106 OTHER EXPENSES 461584 11274005 387943 255693 0 0 0 0 18764 71614 0 0 0 0 0 0 0 0 149789 153164 7967857 5516011 2660973 2451846 14480455 14644682 0 0 0 0 0 0 2044573 2355412 19742497 19932411 1224814 1340388 0 0 395641 361683 0 0 0 0 0 0 3426733 3266878 0 0 3815108 3773958 8862296 8742907 X 10880201 11189504 0 0 0 0 10880201 11189504 19742497 19932411 X 23749 235786 49768 X false true X true false false false true 8968571 2600979 2600979 1743490 857489 132000 132000 1196684 1196684 4568150 2676739 1891411 0 2071023 1642588 428435 2451846 OTHER ASSETS 6691 CASH VALUE OF LIFE INSURANCE 290536 OTHER INVESTMENTS 2058185 2355412 0 DUE TO AFFILIATE 1044779 LT RETIREMENT PLAN OBLIGATION 2058185 INTEREST RATE SWAP 670994 3773958 X ASC 740 Footnote SCHEDULE D, PART X, LINE 2 MHA is a not-for-profit organization described in Section 501(c)(6) of the Internal Revenue Code, as amended (the Code), and is generally exempt from income taxes pursuant to Section 501(a) of the Code. MHA is required to assess uncertain tax positions and has determined that there were no such positions that are material to the financial statements. Golf Outing 57993 57993 1070 11796 2189 0 57993 57993 1070 11796 2189 15055 42938 true Coalition to Protect America's Health PO Box 30211 Bethesda MD 20824 522253225 501(c)(4) 25000 General Support Procedures for Monitoring use of Grant Funds Schedule I, Part I, Line 2 MHA makes general contributions to support the Grass Roots advocacy of a national organization advocating for increased hospital funding and other support. X X X X X false true false true Patricia Lynn Nicholas FACHE President and CEO 573716 169223 31934 145545 27864 948282 Nancy Siopes MBA CPCU CIC CRM VP Operations 200508 1033 12003 4215 217759 Patricia Noga VP Clinical Affairs 167614 25085 2199 12182 28504 235584 Timothy Gens EVP and General Counsel 298820 69848 22617 14185 29697 435167 Christine Baratta VP Marketing & Communications 193373 36309 19193 13366 23916 286157 Patricia Crowley VP Governance and Relations 169677 32032 1096 12404 23587 238796 Michael Sroczynski VP Government Advocacy 163979 30507 1118 11832 9640 217076 Anuj Goel VP Legal Regulatory Affairs 160859 27775 961 11070 23517 224182 Supplemental nonqualified retirement plan SCHEDULE J, PART I, LINE 4 THE PRESIDENT AND CEO HAS A SEVERANCE AGREEMENT WITH MHA. IF MHA SEVERS THE CEO'S EMPLOYMENT, MHA WILL PROVIDE SEVERANCE BENEFITS EQUAL TO ONE YEAR OF BASE SALARY AND ASSOCIATED BENEFITS, WITHOUT OFFSET, AND AN ADDITIONAL SIX MONTHS' SEVERANCE, OFFSET BY SALARY OF SUBSEQUENT EMPLOYMENT. SEVERANCE BENEFITS WILL NOT APPLY IF THE CAUSE OF THE TERMINATION IS DUE TO GROSS NEGLIGENCE FRAUD OR AN ILLEGAL ACT. THE SENIOR VICE PRESIDENT OF POLICY AND REGULATION AND GENERAL COUNSEL AND THE VICE PRESIDENT, MARKETING & COMMUNICATIONS HAVE A SEVERANCE AGREEMENT WITH MHA. IF MHA SEVERS THE THEIR EMPLOYMENT, MHA WILL PROVIDE SEVERANCE BENEFITS EQUAL TO THIRTY- NINE WEEKS OF BASE SALARY AND ASSOCIATED BENEFITS, WITHOUT OFFSET, AND AN ADDITIONAL THIRTEEN WEEKS SEVERANCE, OFFSET BY SALARY OF SUBSEQUENT EMPLOYMENT. SEVERANCE BENEFITS WILL NOT APPLY IF THE CAUSE OF THE TERMINATION IS DUE TO WILLFUL MISCONDUCT, GROSS NEGLIGENCE OR AN ILLEGAL ACT. Supplemental nonqualified retirement plan SCHEDULE J, PART I, LINE 4B The President and CEO Patricia Lynn Nicholas participates in a supplemental nonqualified retirement plan. No amounts were paid to Ms. Nicholas. Amounts contributed to the plan during the year, subject to substantial risk of forfeiture, totaled $130,245, and are reported as other reportable compensation in Column C of Part II. Incentive Payments Schedule J, Part I, Line 7 Compensation packages for the listed individuals include opportunities to earn incentive compensation based on a combination of meeting or exceeding pre-determined goals. This incentive compensation is subject to review and approval by the compensation committee and has been reported on Schedule J, Part II, Column Bii. Delegation of Authority Form 990, Part VI, Line 1A EXECUTIVE COMMITTEE MEETS SIX TIMES EACH YEAR TO ADDRESS INTERNAL OPERATIONAL POLICIES WHICH ARE LATER REVIEWED BY THE FULL GOVERNING BODY. Changes to Governing Documents FORM 990, PART VI, LINE 4 IN JUNE OF 2014, THE BY-LAWS WERE AMENDED TO INCLUDE A CLARIFICATION TO THE QUORUM STANDARDS FOR VOTING AT MEMBERSHIP MEETINGS. THIS CHANGE WAS REVIEWED AND APPROVED AT THE ANNUAL MEMBERSHIP MEETING. Members or Stockholders Form 990, Part VI, Line 6 THE ORGANIZATION HAS DUES PAYING MEMBERS. Members or Stockholders Who May Elect Form 990, Part VI, Line 7a MHA HOLDS A GOVERNANCE COMMITTEE MEETING EACH YEAR TO DEVELOP A LIST OF OFFICERS WHO ARE PRESENTED TO THE ANNUAL MEMBERSHIP MEETING (WHICH IS HELD IN JUNE) FOR VOTING OF THE MHA BOARD OF TRUSTEES FOR EACH YEAR. Decisions Subject to Approval Form 990, Part VI, Line 7b ANY CHANGES TO THE MHA BYLAWS OR CORPORATE GOVERNANCE DOCUMENTS MUST BE APPROVED AT THE ANNUAL MEMBERSHIP MEETING HELD IN JUNE OF EACH YEAR. OTHER CHANGES TO CORPORATE POLICIES AND PROCEDURES ARE APPROVED BY THE BOARD OR OTHER GOVERNANCE COMMITTEES. Form 990 Review Process Form 990, Part VI, Line 11b THE FORM 990 WAS PREPARED BY THE ORGANIZATION'S TAX SERVICE PROVIDER WITH INFORMATION PROVIDED BY THE CONTROLLER. THE FORM WAS REVIEWED BY THE CHIEF EXECUTIVE OFFICER AND GENERAL COUNSEL PRIOR TO BEING PRESENTED TO THE EXECUTIVE COMMITTEE OF THE BOARD OF TRUSTEES. THE EXECUTIVE COMMITTEE REVIEWS THE FORM 990 IN DETAIL AND APPROVES IT FOR SUBMISSION. PRIOR TO THE FINAL FORM BEING ELECTRONICALLY SUBMITTED TO THE INTERNAL REVENUE SERVICE, A COPY IS ALSO PROVIDED TO ALL MEMBERS OF THE BOARD OF TRUSTEES to review and provide any final comments. Conflict of Interest Policy Monitoring & Enforcement Form 990, Part VI, Line 12c THE ASSOCIATION MAINTAINS A WRITTEN CONFLICT OF INTEREST POLICY THAT IS INCLUDED IN THE ASSOCIATION'S POLICIES AND PROCEDURES MANUAL WHICH IS UPDATED AND DISSEMINATED TO EMPLOYEES AND TRUSTEES ANNUALLY. AT THE START OF EACH FISCAL YEAR, THE SENIOR DIRECTOR OF HUMAN RESOURCES OF THE ORGANIZATION REQUIRES THAT EACH KEY EMPLOYEE, OFFICER AND TRUSTEE COMPLETE A CONFLICT OF INTEREST DISCLOSURE FORM. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF THE INTEREST AND BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE TRUSTEES AND MEMBERS OF COMMITTEES WITH GOVERNING BOARD DELEGATED POWERS. INDIVIDUALS WITH A CONFLICT OF INTEREST ARE PROHIBITED FROM PARTICIPATING IN THE DISCUSSION AND RESOLUTION OF THE CONFLICT. Process for Determining Compensation Form 990, Part VI, Line 15a THE ORGANIZATION'S COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES IS AN INDEPENDENT COMMITTEE THAT DOES NOT HAVE ANY CONFLICTS OF INTEREST WITH RESPECT TO THE COMPENSATION PAID TO THE ORGANIZATION'S EXECUTIVES. THIS COMMITTEE REVIEWS THE CHIEF EXECUTIVE OFFICER'S ANNUAL GOALS AND PERFORMANCE. THE COMMITTEE SETS AND APPROVES THE COMPENSATION PACKAGE OF THE CHIEF EXECUTIVE OFFICER EACH YEAR. THE COMMITTEE HIRES A COMPENSATION CONSULTING FIRM TO PROVIDE EXPERTISE AND GUIDANCE REGARDING COMPARABLE COMPENSATION DATA FOR SIMILARLY QUALIFIED PEOPLE IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILAR SIZED ORGANIZATIONS, AND PERIODIC UPDATES AS PRUDENT. THE COMPENSATION REVIEW IS AN ANNUAL PROCESS AND IS DOCUMENTED EACH YEAR IN THE COMPENSATION COMMITTEE MINUTES, IN WHICH THE DELIBERATION AND DECISION REGARDING THE COMPENSATION ARRANGEMENT FOR THE CEO IS RECORDED. THE COMPENSATION COMMITTEE REPORTS ON ITS MEETINGS AND ACTIONS TO THE FULL BOARD OF TRUSTEES. Process for Determining Compensation Form 990, Part VI, Line 15b THE CHIEF EXECUTIVE OFFICER MAKES RECOMMENDATIONS FOR REVIEW AND APPROVAL OF KEY EMPLOYEE COMPENSATION TO THE COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES. THE ORGANIZATION'S COMPENSATION COMMITTEE IS AN INDEPENDENT COMMITTEE THAT DOES NOT HAVE ANY CONFLICTS OF INTEREST WITH RESPECT TO THE COMPENSATION PAID TO THE ORGANIZATION'S EXECUTIVES. ON A BIENNIAL BASIS, THE COMMITTEE HIRES A COMPENSATION CONSULTING FIRM TO PROVIDE EXPERTISE AND GUIDANCE REGARDING COMPARABLE COMPENSATION DATA FOR SIMILARLY QUALIFIED PEOPLE IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILAR SIZED ORGANIZATIONS, AND PERIODIC UPDATES AS PRUDENT. THE COMPENSATION REVIEW IS DOCUMENTED IN THE COMPENSATION COMMITTEE MINUTES, IN WHICH THE DELIBERATION AND DECISION REGARDING THE COMPENSATION ARRANGEMENT FOR KEY EMPLOYEES IS RECORDED. How Documents are Made Available to the Public Form 990, Part VI, Line 19 THE ASSOCIATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. Lobbying Activity FORM 990, PART X, LINE 11(d) The expenditures on this line item include amounts provided to contract lobbyists ($253,800) and money provided to a state ballot campaign committee (Committee for Quality Hospital Care), which provided grass roots communication and messaging ($857,489). Other Changes in Net Assets FORM 990, PART XI, LINE 9 GAIN ON INTEREST RATE SWAPS: 49,768 MA Hospital Research & Ed Association 5 New England Executive Park Burlington MA 01803 237039401 EDUCATION MA 501(c)(3) 09 MHA true MHA Insurance Agency Inc 5 New England Executive Park Burlington MA 01803 042915488 Insurance MA MHA C Corp 1032497 486874 1.00000 true true false false false false false false false false false false true false true true false true true true MHA IA o 159480 FMV MHA IA o 127500 FMV MHA IA q 20000 CASH MHA IA a 50700 FMV MHA IA q 8000 CASH MHA IA l 53000 FMV MHA IA r 135000 FMV MHA IA r 35429 FMV MHREA o 169474 FMV MHREA l 25000 FMV MHREA r 351456 FMV