2015-11-12T16:14:47-06:00 2014-12-31 043138777 PKF PC 300 CROWN COLONY DRIVE SUITE 400 QUINCY MA 02169 990 2014-01-01 043397450 HARVARD VANGUARD MEDICAL ASSOCIATES INC HARV 6175598181 275 GROVE STREET NO 3-300 NEWTON MA 02466 LELAND J STACY TREASURER 6175598181 2015-11-10 1 ROBERT V DANDROW P00294799 6174220007 2014 2016-02-25 16:41:14Z LELAND J STACY 275 GROVE STREET NO 3-300 NEWTON MA 02466 1501425894 0 X WWW.HARVARDVANGUARD.ORG X 1997 MA STATEMENT 1 AT SCHEDULE O 12 6 5460 0 268715 -54863 42475 36833 1274057553 1452362583 2523463 6308955 8727014 10396232 1285350505 1469104603 0 0 0 0 512658768 521276603 0 0 0 759949773 922482007 1272608541 1443758610 12741964 25345993 616689570 641068369 430391009 432441782 186298561 208626587 X WE CARE FOR PATIENTS COMPASSIONATELY AND EFFECTIVELY, WITH THE HIGHEST MEDICAL AND ETHICAL STANDARDS. WE BUILD A BETTER FUTURE FOR OUR COMMUNITIES THROUGH TEACHING, LEADERSHIP IN HEALTH CARE INNOVATION, AND PHILANTHROPY. 0 0 1347880877 0 1452201713 STATEMENT 2 AT SCHEDULE O 1347880877 1 1 0 0 0 0 0 0 0 0 1 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 236 0 5460 1 1 1 0 0 0 0 0 0 0 0 0 X 12 6 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 MA X JEFFREY SAVASTANO 6175598181 275 GROVE STREET SUITE 3-300 NEWTON MA 024662275 X THERESA BRESTEN COMMUNITY TRUSTEE 4.00 X 10000 1667 0 JOHN CONCANNON COMMUNITY TRUSTEE 4.00 X 10000 0 0 HELEN DAJER CNM APC TRUSTEE; NURSE LEADER 45.00 X 173726 1667 18512 LUCINDA DORAN COMMUNITY TRUSTEE EFF. 2.1.14 4.00 X 10000 0 0 JAMES HOYTE COMMUNITY TRUSTEE 4.00 X 10000 0 0 RALPH A IANNUZZI MD TRUSTEE 1.23.14;CHIEF-OTOLARYNGOLOGY 50.00 X 757700 1667 63710 HIKARU ISIHARA MD TRUSTEE; BOARD CHAIR; INTERNIST 35.50 2.00 X X 329261 10000 103428 BARBARA KIVOWITZ COMMUNITY TRUSTEE 4.00 X 10000 0 0 NOELLE S LAWLER PA-C MHP APC TRUSTEE;ASSOC. 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GAAP REDUCES REVENUE FOR BAD DEBTS 3,751,207. PART XII, LINE 4B - OTHER ADJUSTMENTS: BAD DEBTS 3,751,207. X X X X X 1 1 0 0 0 0 0 0 0 HELEN DAJER CNM APC TRUSTEE; NURSE LEADER 172694 1667 0 0 1032 0 15609 0 2903 0 192238 1667 0 0 RALPH A IANNUZZI MD TRUSTEE 1.23.14;CHIEF-OTOLARYNGOLOGY 726731 1667 12161 0 18808 0 61399 0 2311 0 821410 1667 7161 0 HIKARU ISIHARA MD TRUSTEE; BOARD CHAIR; INTERNIST 325697 10000 0 0 3564 0 36114 0 67314 0 432689 10000 0 0 NOELLE S LAWLER PA-C MHP APC TRUSTEE;ASSOC. CHIEF-PA 174063 0 5969 0 360 0 24230 0 1110 0 205732 0 0 0 LAURA Z LEE MD TRUSTEE; CHIEF PEDIATRICS 237064 6667 5432 0 810 0 34294 0 1573 0 279173 6667 5709 0 STEVEN W PASKAL MD TRUSTEE; INTERNIST 273471 0 2700 0 4965 0 37499 0 36639 0 355274 0 2700 0 ROBERT A SANDS MD T'EE TO 10.9.14;CHIEF RHEUMATOLOGY 234573 0 5777 0 4790 0 39308 0 5882 0 290330 0 5777 0 LORI A WROBLE MD TRUSTEE TO 3.15.14; CHIEF OB/GYN 472592 2500 7161 0 2322 0 22528 0 3786 0 508389 2500 13550 0 DANIEL C BURNES MD INTERIM CEO AND PRESIDENT 583523 194508 34790 11597 18269 6090 227616 75872 18318 6106 882516 294173 0 0 LELAND J STACY TREASURER AND CFO 181633 181633 18112 18112 2577 2577 59709 59709 13663 13663 275694 275694 18112 18112 STEVEN LAMPERT MD CHIEF MEDICAL OFFICER 409337 0 60880 0 3564 0 149469 0 12584 0 635834 0 0 0 LOUIS A BLEY MD ORTHOPEDIST 748283 0 0 0 19900 0 26800 0 36934 0 831917 0 0 0 KAI MITHOEFER MD ORTHOPEDIST 727027 0 0 0 2400 0 31019 0 3572 0 764018 0 0 0 JESSICA S MOSHER MD DERMATOLOGIST 832320 0 2640 0 810 0 33093 0 34320 0 903183 0 2640 0 JAMES E PHILLIPS MD ORTHOPEDIST 793975 0 0 0 19900 0 29795 0 27326 0 870996 0 0 0 STEVEN SHIELDS MD CHIEF GASTROENTEROLOGY 754437 0 6277 0 2832 0 34081 0 29644 0 827271 0 0 0 THOMAS M CONGORAN FORMER CFO 0 296884 0 62907 0 257710 0 333692 0 25956 0 977149 0 139830 MARY M DAWLEY FORMER CHIEF-OPERATIONS -1304 0 0 0 358269 0 0 0 7718 0 364683 0 358269 0 H EUGENE LINDSEY MD FORMER PRESIDENT & CEO 2889 8668 0 0 165895 497684 81417 244250 5552 16657 255753 767259 165259 495778 DANIEL D MORIARTY FORMER CIO 0 317420 0 114879 0 5154 0 105783 0 22834 0 566070 0 30929 KIMBERLY L NELSON FORMER CLERK; CHIEF LEGAL OFFICER 112382 208709 14552 27026 1369 2543 37347 69358 1643 3052 167293 310688 14861 27600 MICHAEL K PINNOLIS MD FORMER CMO -5127 0 0 0 396738 0 0 0 25990 0 417601 0 396738 0 PART I, LINES 4A-B SCHEDULE J, QUESTION 4A - INDIVIDUALS LISTED IN FORM 990, PART VII, SECTION A WHO RECEIVED SEVERANCE PAYMENTS IN 2014 THOMAS M. CONGORAN - $194,231 PAID IN 2014; $307,692 UNPAID AT 12.31.14 MARY M. DAWLEY - $358,269 PAID IN 2014 EUGENE LINDSEY, MD - $583,749 PAID IN 2014; $316,101 UNPAID AT 12.31.14 MICHAEL K. PINNOLIS, MD - $396,738 PAID IN 2014 SCHEDULE J, QUESTION 4B - INDIVIDUALS LISTED IN FORM 990, PART VII, SECTION A WHO PARTICIPATED IN, OR RECEIVED PAYMENT FROM, A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN. LOUIS BLEY; DANIEL BURNES; RALPH IANNUZZI; HIKARU ISIHARA; STEVEN LAMPERT; LAURA LEE; KAI MITHOEFER; JESSICA MOSHER; STEVEN PASKAL; JAMES PHILLIPS; ROBERT SANDS; STEVEN SHIELDS; LORI WROBLE A MASSACHUSETTS DEVELOPMENT FINANCE AGENCY (NOTE 1) 042456011 57586CCZ6 2004-07-01 38680000 FINANCE ACQUISITION OF 4 PRACTICE FACILITIES 0 0 0 B MASSACHUSETTS DEVELOPMENT FINANCE AGENCY 043431814 2012-04-25 86095000 REFINANCE CAPITAL COSTS (NOTE 2) 0 0 0 A 9701200 38680000 527380 265591 37887029 2004 0 0 1 1 B 7135000 86095000 68256651 568546 17269803 2012 1 0 1 1 A 0 1 0 0 0.03000 0.03000 0 0 1 B 0 0 0 0 0 0 1 A 0 0 1 0 0 0 0 0 0 B 0 0 1 0 0 0 0 0 0 A 0 B 0 SCHEDULE K, PART 1, LINE A, COLUMN F - NOTE 1 THE MASSACHUSETTS DEVELOPMENT FINANCE AGENCY IS THE SUCCESSOR TO THE ISSUER OF THE 2004 SERIES, MASSACHUSETTS HEALTH AND EDUCATIONAL FACILITIES AUTHORITY. SCHEDULE K, PART 1, LINE B, COLUMN F - NOTE 2 THE 2012 ISSUE REFINANCED THE 2007 ISSUE. THE PROCEEDS OF THE 2012 ISSUE WERE USED TO: RETIRE THE 2007 ISSUE - $68,256,651; PAY ISSUANCE COSTS - $568,546; AND PAY THE SWAP TERMINATION CHARGES - $17,269,803 (PART II, LINE 11 - OTHER SPENT PROCEEDS). STATEMENT 1: PART I, LINE 1, DESCRIPTION OF ORGANIZATION'S MISSION WE CARE FOR PATIENTS COMPASSIONATELY AND EFFECTIVELY, WITH THE HIGHEST MEDICAL AND ETHICAL STANDARDS. WE BUILD A BETTER FUTURE FOR OUR COMMUNITIES THROUGH TEACHING, LEADERSHIP IN HEALTH CARE INNOVATION, AND PHILANTHROPY. STATEMENT 2: DESCRIPTION OF ORGANIZATION'S PROGRAM SERVICE ACCOMPLISHMENTS IN 2014 HARVARD VANGUARD PROVIDED MEDICAL, PREVENTATIVE AND OTHER CLINICAL SERVICES TO ITS APPROXIMATELY 479,000 PATIENTS THROUGH 1,951,254 PATIENT VISITS (INCLUDING 154,481 MEDICAID VISITS AND 368,363 MEDICARE VISITS). HARVARD VANGUARD WORKS WITH THE OTHER PARTICIPATING ORGANIZATIONS OF ATRIUS HEALTH, INC. TO IMPROVE THE QUALITY OF HEALTH CARE SERVICES PROVIDED TO PATIENTS IN EASTERN AND CENTRAL MASSACHUSETTS THROUGH CLINICAL INTEGRATION AND THE IMPLEMENTATION OF A UNIFIED ELECTRONIC MEDICAL RECORD SYSTEM. HARVARD VANGUARD PARTICIPATED IN EDUCATIONAL AND TRAINING PROGRAMS FOR MEDICAL STUDENTS AND MEDICAL RESIDENTS AND FOR OTHER HEALTHCARE PROFESSIONALS INCLUDING PHYSICIAN ASSISTANTS AND NURSES, SUCH PROGRAMS INCLUDED 165 CLINICIAN TEACHERS. HARVARD VANGUARD CONDUCTED CLINICAL RESEARCH ACTIVITIES WHICH WILL IMPACT THE COMMUNITIES AT LARGE. FORM 990, PART VI, SECTION A, LINE 6 HARVARD VANGUARD MEDICAL ASSOCIATES (THE CORPORATION) HAS THREE CLASSES OF MEMBERS: 1. THE CORPORATE MEMBER (ATRIUS HEALTH, INC.) - THE CORPORATE MEMBER CAN BE REMOVED ONLY IF HARVARD VANGUARD IS REMOVED, BY THE CORPORATE MEMBER, AS A PARTICIPATING ORGANIZATION IN THE ATRIUS HEALTH SYSTEM. THE CORPORATE MEMBER HAS CERTAIN DEFINED APPROVAL RIGHTS OF THE ACTIONS OF THE CORPORATION. 2. THE FOUNDING MEMBERS (ALSO REFERRED TO AS THE VOTING MEMBER TRUSTEES OR THE PHYSICIAN TRUSTEES) ARE THE PHYSICIAN TRUSTEES ELECTED TO THE BOARD BY THE VOTING MEMBERS OF THE CORPORATION (DEFINED BELOW) WHO HAVE CERTAIN STATUTORY POWERS AND OTHER POWERS DEFINED IN THE BYLAWS. 3. THE VOTING MEMBERS OF THE CORPORATION (VMOC)- VMOCS ARE THE PHYSICIAN EMPLOYEES OF THE CORPORATION WHO MUST (A) BE AN EMPLOYEE OF THE CORPORATION IN GOOD STANDING; (B) HAVE A MINIMUM WORK SCHEDULE REQUIREMENT OF .5 FTE; (C) BE EMPLOYED BY THE CORPORATION FOR AT LEAST 2 YEARS. FORM 990, PART VI, SECTION A, LINE 7A THE VOTING MEMBERS OF THE CORPORATION ELECT THE PHYSICIAN TRUSTEES (ALSO KNOWN AS THE FOUNDING MEMBERS AND THE VOTING MEMBER TRUSTEES). FORM 990, PART VI, SECTION A, LINE 7B MOST MAJOR DECISIONS OF THE BOARD MUST BE APPROVED BY THE CORPORATE MEMBER. THE CORPORATE MEMBER MUST APPROVE ALL BUDGETS, PLANS, AND MATERIAL CHANGES; APPROVE ALL PROGRAM CHANGES; APPROVE ANY AMENDMENT TO THE ARTICLES OF ORGANIZATION AND OR BY-LAWS; APPROVE COMPENSATION STRUCTURES AND RANGES FOR DIRECTORS, PHYSICIANS, SENIOR MANAGERS AND OTHER PROFESSIONALS; AND, IN GENERAL APPROVE ANY OTHER ACTIONS NOT IN THE NORMAL COURSE OF BUSINESS. IN ADDITION TO POWERS PROVIDED BY LAW, THE ARTICLES OF ORGANIZATION AND HARVARD VANGUARD'S BYLAWS, THE CORPORATE MEMBER HAS AUTHORITY TO: (A) LEVY ASSESSMENTS TO COVER THE CORPORATE MEMBER'S COSTS OF OPERATIONS; (B) APPROVE, OR DISAPPROVE, THE SELECTION OR REMOVAL OF MORE THAN FIFTY PERCENT (50%), BUT LESS THAN EIGHTY PERCENT (80%) OF HARVARD VANGUARD'S TRUSTEES AND, (C) ACT AS HARVARD VANGUARD'S EXCLUSIVE AGENT FOR PURPOSES OF NEGOTIATING PAYOR CONTRACTS FOR HARVARD VANGUARD AND THE OTHER PARTICIPATING ORGANIZATIONS AS DEFINED IN THE CORPORATE MEMBER'S BYLAWS. UPON DISSOLUTION OF HARVARD VANGUARD, THE NET ASSETS OF HARVARD VANGUARD WILL BE DISPOSED OF TO ATRIUS HEALTH, INC. PROVIDED IT IS THEN EXEMPT FROM FEDERAL INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. THE VOTING MEMBER TRUSTEES (ALSO KNOWN AS FOUNDING MEMBERS AND PHYSICIAN TRUSTEES) HAVE CERTAIN DEFINED POWERS AS SET FORTH IN THE BYLAWS INCLUDING: (A) AMENDMENT OF THE CORPORATION'S ARTICLES OF ORGANIZATION; (B) AMENDMENT OF THE CORPORATION'S BYLAWS; (C) SALE, LEASE, EXCHANGE OR OTHER DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE CORPORATION'S ASSETS; (D) MERGER OR CONSOLIDATION OF THE CORPORATION WITH ANOTHER CORPORATION; AND (E) HAVE THE POWERS RESERVED TO MEMBERS SET FORTH IN CHAPTER 180 OF THE MASSACHUSETTS GENERAL LAWS. THESE ACTIONS ARE SUBJECT TO THE APPROVAL OF THE CORPORATE MEMBER AS DESCRIBED ABOVE. CERTAIN OF THE INDEPENDENT TRUSTEES SERVE AS THE MEMBERS OF THE COMPENSATION COMMITTEE FOR THE CORPORATION. THE CORPORATIONS BY-LAWS DIRECT THE COMPENSATION COMMITTEE TO: (I) CONSULT WITH A NATIONALLY RECOGNIZED COMPENSATION CONSULTING COMPANY TO ASSIST IT IN DETERMINING THAT SUCH COMPENSATION RANGES AND STRUCTURE ARE REASONABLE (AS DEFINED BY APPLICABLE INTERNAL REVENUE SERVICE REGULATIONS AND RULINGS); (II) ADOPT AND IMPLEMENT POLICIES AND PROCEDURES CONSISTENT WITH SECTION 4958 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED FROM TIME TO TIME, AND THE REGULATIONS ISSUED THEREUNDER. FORM 990, PART VI, SECTION B, LINE 11 ATRIUS HEALTH ENGAGED AN OUTSIDE TAX/ACCOUNTING FIRM TO REVIEW AND PREPARE THE FORM 990 FOR HARVARD VANGUARD. AN INTERNAL TEAM AT HARVARD VANGUARD INCLUDING STAFF FROM LEGAL, ACCOUNTING, AND HUMAN RESOURCES DEPARTMENTS WORK CLOSELY WITH THE OUTSIDE FIRM TO PREPARE THE DOCUMENT. ALL INFORMATION ON THE 990 RELATING TO COMPENSATION (INCLUDING PART VI, PART VII, AND SCHEDULE J) IS FORMALLY REVIEWED AND APPROVED BY THE HARVARD VANGUARD COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES, WHICH IS COMPOSED OF INDEPENDENT TRUSTEES, AND BY THE COMPENSATION COMMITTEE OF ATRIUS HEALTH (HARVARD VANGUARD'S CORPORATE MEMBER), WHICH IS COMPOSED OF INDEPENDENT TRUSTEES. IN ADDITION, THE ATRIUS HEALTH AUDIT & COMPLIANCE COMMITTEE, ACTING IN ITS DELEGATED ROLE TO OVERSEE THE PREPARATION OF HARVARD VANGUARD'S 990, FORMALLY REVIEWS AND APPROVES THE 990. A DRAFT 990 IS PROVIDED TO THE MEMBERS OF THE AUDIT & COMPLIANCE COMMITTEE IN ADVANCE OF A MEETING WHERE THE OUTSIDE FIRM PRESENTS MAJOR HIGHLIGHTS AND ISSUES (IF ANY). THEN, A FINAL DRAFT 990 IS PROVIDED TO THE FULL BOARD OF TRUSTEES OF HARVARD VANGUARD BEFORE FILING. FORM 990, PART VI, SECTION B, LINE 12C ARTICLE 11 OF HARVARD VANGUARD'S BY-LAWS, TITLED "CONFLICTS OF INTEREST", CONTAINS HARVARD VANGUARD'S POLICY AND COMPLIANCE PROCEDURES. HARVARD VANGUARD OFFICERS, DIRECTORS OR TRUSTEES, AND KEY EMPLOYEES ARE REQUIRED TO DISCLOSE ANNUALLY INTERESTS THAT COULD GIVE RISE TO CONFLICTS AS DEFINED BY THE POLICY AND THE IRS. OFFICERS, TRUSTEES, AND KEY EMPLOYEES ARE REQUIRED TO COMPLETE AN ANNUAL CONFLICTS OF INTEREST DISCLOSURE FORM. THE RESPONSES ARE REVIEWED BY THE GENERAL COUNSEL. IN THE EVENT A CONFLICT IS DISCLOSED THE GENERAL COUNSEL REVIEWS SUCH CONFLICT WITH THE CHAIR OF THE BOARD OF TRUSTEES AND THE CHAIR OF THE GOVERNANCE COMMITTEE. IN ACCORDANCE WITH THE CONFLICTS OF INTEREST POLICY, ANY SUCH DISCLOSURE THAT MEETS THE DEFINITION OF A POTENTIAL CONFLICT IS REVIEWED BY THE BOARD OF TRUSTEES AND ADDRESSED AS DIRECTED BY THE BOARD. IN ACCORDANCE WITH THE POLICY, OFFICERS, TRUSTEES AND KEY EMPLOYEES ARE EXPECTED TO DISCLOSE ANY POTENTIAL CONFLICT OF INTEREST THAT ARISES DURING THE YEAR AND ANY SUCH POTENTIAL CONFLICT WOULD BE REVIEWED IN ACCORDANCE WITH THE PROCESS NOTED ABOVE. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION PROGRAMS FOR THE HARVARD VANGUARD MEDICAL ASSOCIATES' OFFICERS AND KEY EMPLOYEES AND THE PHYSICIAN COMPENSATION MODELS ARE PREPARED IN COMPLIANCE WITH IRS GUIDELINES. COMPENSATION RECOMMENDATIONS ARE MADE BASED ON A COMPENSATION PHILOSOPHY APPROVED BY THE HARVARD VANGUARD COMPENSATION COMMITTEE WHICH IS MADE UP OF INDEPENDENT TRUSTEES. THE INDEPENDENT COMPENSATION COMMITTEE APPROVES COMPENSATION FOR ALL OFFICERS AND KEY EMPLOYEES BASED ON RESEARCH AND STATEMENTS OF REASONABLENESS FROM NATIONALLY RECOGNIZED COMPENSATION CONSULTANTS WHO PROVIDE AN ANALYSIS WITH REGARD TO DETERMINING THE MARKET COMPETITIVENESS AND REASONABLENESS OF THE COMPENSATION. ANNUALLY THE COMMITTEE APPROVES THE ORGANIZATIONAL GOALS (FOR EXAMPLE INCLUDING GOALS RELATED TO PATIENT SAFETY AND QUALITY) AND MEASUREMENTS FOR THE CEO, OFFICERS AND KEY EMPLOYEES. THE KEY CRITERIA FOR OFFICERS, KEY EMPLOYEES AND PHYSICIANS ARE MARKET COMPETITIVENESS, ORGANIZATIONAL ACHIEVEMENT AND INDIVIDUAL PERFORMANCE. CEO COMPENSATION IS BASED ON MARKET COMPETITIVENESS, AN EVALUATION OF INDIVIDUAL PERFORMANCE, AN ASSESSMENT OF ACHIEVEMENT OF ORGANIZATIONAL GOALS AND SUBJECTIVE AND OBJECTIVE MEASUREMENTS APPROVED BY THE COMMITTEE. DECISIONS ON CEO COMPENSATION ARE JOINTLY SHARED WITH THE CORPORATE MEMBER'S COMPENSATION COMMITTEE. COMPENSATION DECISIONS BY THE COMMITTEE ARE MADE IN ADVANCE OF IMPLEMENTATION, AND ARE PROPERLY DOCUMENTED ON A TIMELY BASIS IN COMMITTEE MINUTES. ALL COMPENSATION DECISIONS RELATED TO OFFICERS AND KEY EMPLOYEES AND THE PHYSICIAN COMPENSATION MODELS MUST BE APPROVED BY THE HARVARD VANGUARD COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES AND BY HARVARD VANGUARD'S CORPORATE MEMBER'S COMPENSATION COMMITTEE. THE BOARD HAS APPROVED THE STIPEND PROGRAM FOR THE TRUSTEES OF THE ORGANIZATION IN RECOGNITION OF THE COMPLEXITY OF THE ORGANIZATION AND THE TIME DEVOTED TO BOARD ACTIVITIES. FORM 990, PART VI, SECTION C, LINE 19 FINANCIAL STATEMENTS ARE ATTACHED TO THE MA FORM PC FILED WITH THE ATTORNEY GENERAL'S OFFICE, WHICH IS OPEN TO PUBLIC INSPECTION. THE ARTICLES OF ORGANIZATION ARE AVAILABLE AT THE MASSACHUSETTS SECRETARY OF STATE'S OFFICE, INCLUDING ON-LINE. OTHER GOVERNING DOCUMENTS AND THE CONFLICT OF INTEREST POLICY ARE NOT GENERALLY AVAILABLE TO THE PUBLIC. REQUESTS FOR COPIES OF SUCH DOCUMENTS ARE CONSIDERED ON A CASE BY CASE BASIS. FORM 990 - PARTS VII, IX, X AND SCHEDULE J COMPENSATION REIMBURSED FOR LEASED EMPLOYEES (REPORTING): HARVARD VANGUARD LEASES EMPLOYEES TO RELATED ORGANIZATIONS AND IS REIMBURSED. THE REIMBURSEMENTS ARE REPORTED AS REVENUE. SCHEDULE J (FORM 990) AND PARTS VII AND X OF FORM 990 REPORT THE COMPENSATION OF INDIVIDUALS LISTED IN PART VII AS PAID BY HARVARD VANGUARD AND ATRIUS HEALTH BASED ON THE COMPENSATION CHARGED TO EACH ORGANIZATION. THE FOLLOWING INDIVIDUALS ACT IN THE SAME OR SIMILAR CAPACITY FOR HARVARD VANGUARD AND ATRIUS HEALTH, INC.. ATRIUS HEALTH REIMBURSES HARVARD VANGUARD FOR THE VALUE OF THE SERVICES PROVIDED. DANIEL C. BURNES - INTERIM CEO AND PRESIDENT KIMBERLY L. NELSON - CHIEF LEGAL OFFICER LELAND J. STACY - CFO/TREASURER FORM 990, PART IX, LINE 11G OUTSIDE UTILIZATION CHARGES (CAPITATION CONTRACTS): PROGRAM SERVICE EXPENSES 527,310,420. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 527,310,420. CONTRACTED MEDICAL SERVICES: PROGRAM SERVICE EXPENSES 5,230,943. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 5,230,943. OTHER SERVICES: PROGRAM SERVICE EXPENSES 10,427,220. MANAGEMENT AND GENERAL EXPENSES 11,688,405. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 22,115,625. FORM 990, PART XI, LINE 9: CRICO SUBPART F INCOME - INCOME FOR FORM 990, NOT FOR FINANCIAL REPORTING -5,824,145. CHANGE IN INTEREST IN AFFILIATE 18,958. UNREALIZED GAIN ON INTEREST RATE SWAP 2,857,017. ATRIUS HEALTH INC 275 GROVE STREET SUITE 3-300 NEWTON MA 02466 010803117 ORGANIZE AND INTEGRATE HEALTHCARE DELIVERY MA 501(C)(3) LINE 9 N/A 0 DEDHAM MEDICAL ASSOCIATES INC ONE LYONS STREET DEDHAM MA 02026 043136240 MULTI-SPECIALTY MEDICAL GROUP MA 501(C)(3) LINE 9 ATRIUS HEALTH INC 1 SOUTH SHORE MEDICAL CENTER 75 WASHINGTON STREET NORWELL MA 02061 042297845 MULTI-SPECIALTY MEDICAL GROUP MA 501(C)(3) LINE 9 ATRIUS HEALTH INC 1 SOUTHBORO MEDICAL GROUP 24 NEWTON STREET SOUTHBORO MA 01772 042487729 MULTI-SPECIALTY MEDICAL GROUP MA 501(C)(3) LINE 9 ATRIUS HEALTH INC 1 GRANITE MEDICAL GROUP INC 500 CONGRESS STREET QUINCY MA 02169 043341331 MULTI-SPECIALTY MEDICAL GROUP MA 501(C)(3) LINE 9 ATRIUS HEALTH INC 1 ATRIUS HEALTH FOUNDATION INC 275 GROVE STREET SUITE 3-300 NEWTON MA 02466 264517944 SUPPORT ATRIUS HEALTH AND ITS PARTICIPATING ORGANIZATIONS MA 501(C)(3) LINE 11A, I ATRIUS HEALTH INC 1 RELIANT MEDICAL GROUP INC (FORMERLY FALLON CLINIC INC) 630 PLANTATION STREET WORCESTER MA 01605 042472266 PROVIDE MEDICAL SERVICES MA 501(C)(3) LINE 9 ATRIUS HEALTH INC 1 RELIANT MEDICAL GROUP FOUNDATION INC (FORMERLY FALLON CLINIC FOUNDATION) 630 PLANTATION STREET WORCESTER MA 01605 222912515 PROMOTE COMMUNITY HEALTH MA 501(C)(3) LINE 7 RELIANT MEDICAL GROUP INC 1 LAKEVIEW MEDICAL INC 44 SOUTHBRIDGE STREET AUBURN MA 01501 043106404 MEDICAL EQUIPMENT SUPPLIER MA 501(C)(3) LINE 9 RELIANT MEDICAL GROUP INC 1 VISITING NURSE ASSOCIATION OF BOSTON INC 500 RUTHERFORD AVENUE CHARLESTOWN MA 02129 042105800 HOME HEALTH CARE MA 501 (C)(3) LINE 9 VISITING NURSE ASSN OF BOSTON FOUNDATION INC 1 VISITING NURSE ASSOCIATION OF BOSTON FOUNDATION INC 500 RUTHERFORD AVENUE CHARLESTOWN MA 02129 042880614 FUND RAISING MA 501 (C)(3) LINE 7 VNA CARE NETWORK FOUNDATION INC 1 VNA HOSPICE CARE INC 100 TRADE CENTER SUITE G-500 WOBURN MA 01801 042658051 HOSPICE CARE MA 501 (C)(3) LINE 9 VISITING NURSE ASSN OF BOSTON FOUNDATION INC 1 VISITING NURSE ASSOCIATION OF BOSTON MANAGMENT RESOURCES INC 500 RUTHERFORD AVENUE CHARLESTOWN MA 02129 042880108 MANAGEMENT SERVICES MA 501 (C)(3) LINE 9 VISITING NURSE ASSN OF BOSTON FOUNDATION INC 1 VNA CARE HOSPICE INC 120 THOMAS STREET WORCESTER MA 01608 043217872 HOSPICE CARE MA 501 (C)(3) LINE 9 VNA CARE NETWORK FOUNDATION INC 1 VENTURE 2-BRN LLC 275 GROVE STREET SUITE 3-300 NEWTON MA 02466 205842227 MRI SERVICES MA N/A RELATED 1799102 3134245 0 1 0.45000 VENTURE 3-WW LLC 275 GROVE STREET SUITE 3-300 NEWTON MA 02466 208676840 INACTIVE MA N/A RELATED 14738 0 1 0.48000 VENTURE 4-WW2 LLC 275 GROVE STREET SUITE 3-300 NEWTON MA 02466 262783850 DIGITAL MAMMOGRAPHY, ULTRASOUND AND BONE DENSITY SERVICES MA N/A RELATED 1335639 1792271 0 1 0.46000 VENTURE V-90 LIBBEY LLC 275 GROVE STREET SUITE 3-300 NEWTON MA 02466 274351500 GASTROINTES- TINAL ENDOSCOPIC SERVICES MA N/A RELATED 556078 2020593 0 0 0.30000 HOME STAFF LLC 40 MILLBROOK STREET WORCESTER MA 01606 421757904 HOME CARE MA N/A DEDHAM MEDICAL URGENT CARE CTR AFFILIATED WITH BID MED CTR LLC 1177 PROVIDENCE HWY NORWOOD MA 02062 463745783 URGENT HEALTH CARE SERVICES MA N/A MASSACHUSETTS ASSURANCE COMPANY LTD FIRST CARIBBEAN HOUSE GEORGE TOWN GRAND CAYMAN CJ 980469895 INSURANCE CJ N/A C 1 ASPECTUS INC 630 PLANTATION STREET WORCESTER MA 01605 043403101 INACTIVE MA N/A C 1 VNA PRIVATE CARE INC 350 GRANITE STREET UNIT 1104 BRAINTREE MA 02184 201916670 PRIVATE DUTY HOME CARE MA N/A C 0 0 0 1 0 0 0 0 0 0 1 0 1 1 1 1 0 1 0 0 SOUTH SHORE MEDICAL CENTER INC L 984077 COST ATRIUS HEALTH INC L 27927331 SEE STATEMENT VENTURE 2-BRN LLC L 35596 COST OF SERVICES VENTURE 4-WW2 LLC L 35387 COST OF SERVICES DEDHAM MEDICAL ASSOCIATES INC L 990177 COST SOUTHBORO MEDICAL GROUP INC L 107395 COST DEDHAM MEDICAL ASSOCIATES INC M 1397866 COST ATRIUS HEALTH INC M 11286509 SEE STATEMENT ATRIUS HEALTH FOUNDATION INC C 36833 COST SOUTH SHORE MEDICAL CENTER INC J 344485 SUB-LEASE COST ATRIUS HEALTH FOUNDATION INC L 94633 COST ATRIUS HEALTH FOUNDATION INC L 23817 COST GRANITE MEDICAL GROUP INC L 940945 COST VENTURE V-90 LIBBEY LLC L 17112 COST SOUTH SHORE MEDICAL CENTER INC M 102237 COST RELIANT MEDICAL GROUP INC L 70944 COST RELIANT MEDICAL GROUP INC M 358170 COST SCHEDULE R, PART V, LINE 2 CHARGES TO/FROM ATRIUS HEALTH, INC. (CODES L, M, N, O & Q) ATRIUS HEALTH, INC. PROVIDES OVERSIGHT AND COORDINATION OF SERVICES AS THE SOLE CORPORATE MEMBER OF SEVEN TAX-EXEMPT MEDICAL GROUP PRACTICES (PARTICIPATING ORGANIZATIONS) IN EASTERN AND CENTRAL MASSACHUSETTS, OF WHICH HARVARD VANGUARD ASSOCIATES, INC. ("HARVARD VANGUARD") IS ONE OF THE PARTICIPATING ORGANIZATIONS. ATRIUS HEALTH LEASES ITS EMPLOYEES FROM HARVARD VANGUARD AND OCCUPIES HARVARD VANGUARD SPACE. ATRIUS HEALTH REIMBURSES HARVARD VANGUARD FOR THE PAYROLL COSTS, SPACE OCCUPIED AND SUPPORT SERVICES RECEIVED. THE REIMBURSEMENTS ARE BASED ON PAYROLL PAID, ASSOCIATED EMPLOYEE COSTS AT A SET RATE (DETERMINED ON THE RATIO OF PAYROLL TAXES, EMPLOYEE BENEFITS AND OTHER PAYROLL RELATED COSTS TO THE PAYROLL PAID), AND ALLOCATION OF OTHER COSTS, INCLUDING HARVARD VANGUARD OFFICE SPACE OCCUPIED BY ATRIUS HEALTH PERSONNEL. ADDITIONALLY, HARVARD VANGUARD WAS REIMBURSED FOR OTHER DIRECT EXPENSES INCURRED BY HARVARD VANGUARD ON BEHALF OF ATRIUS HEALTH. THE GENERAL CORPORATE AND ACO COSTS OF ATRIUS HEALTH ARE ALLOCATED TO ATRIUS HEALTH'S PARTICIPATING ORGANIZATIONS, OTHER THAN RELIANT MEDICAL GROUP, INC., GENERALLY USING THE AVERAGE OF FOUR METHODOLOGIES - REVENUE; PATIENT VISITS; PHYSICIAN FULL-TIME EQUIVALENTS; AND PATIENTS. SCHEDULE R, PART V, LINE 2 JOINT PROGRAMS WITH CERTAIN RELATED ORGANIZATIONS (CODE L AND M) HARVARD VANGUARD MEDICAL ASSOCIATES AND EACH OF DEDHAM MEDICAL ASSOCIATES, GRANITE MEDICAL GROUP AND RELIANT MEDICAL GROUP HAVE ENTERED INTO SEVERAL JOINT CLINICAL AND ADMINISTRATIVE PROGRAMS.