2014-08-08T12:37:18-05:00 2013-09-30 PricewaterhouseCoopers LLP 125 High Street Boston MA 02110 990 2012-10-01 042794625 Southcoast Health System Inc % KEITH HOVAN SOUT 5089615000 c/o Accounting Dept 101 Page St Suite New Bedford MA 02740 LINDA BODENMANN 5089615000 2014-08-08 true PRICEWATERHOUSECOOPERS LLP 6175305000 2012 2015-11-30 17:44:51Z KEITH HOVAN C/O ACCTING DEPT 101 PAGE ST NEW BEDFORD MA 02740 16485362 false X www.southcoast.org X 1986 MA See Schedule O 17 15 0 0 -2650 -1207 0 0 0 0 4716158 4425588 0 0 4716158 4425588 0 0 0 0 0 0 0 0 0 6061045 5826954 6061045 5826954 -1344887 -1401366 101735762 95204431 1787773 786770 99947989 94417661 X SEE SCHEDULE O false false 5426114 Program expenses were incurred in the overall management of SHG and its affiliates. Strategic planning, development and the coordination of services involving multiple affiliates and the development of physician manpower in the medically underserved area of Southeastern Massachusetts were the primary services provided and expenses consisted primarily of salaries and benefits of SHG which were transferred to SHS. 5426114 true false false false false false false false false false true true false false true false false true false false true false false false false false false false false true false false false false false false false false false false false false true true true true false false true 3 0 true 0 true true true CJ false false false false false false false false X 17 15 false false false false false false false true true false true true true true true true true true false false false MA X KEITH HOVAN 5089615000 101 PAGE ST New Bedford MA 02740 X Maureen Sylvia Armstrong 1.0 1.0 X M Wajid Baig MD 1.0 1.0 X Douglas Beaton 1.0 1.0 X R William Blasdale 1.0 1.0 X Peter Bullard Esq 1.0 1.0 X X Christopher Cheney MD 1.0 1.0 X Keith Hovan 1.0 60.0 X X 1359880 336950 Elizabeth Kunz 1.0 1.0 X X Jean MacCormack 1.0 1.0 X X Pamela McNamara 1.0 1.0 X Carl Ribeiro 1.0 1.0 X Jason Rua 1.0 1.0 X Carl Taber 1.0 1.0 X Robert Tripp Jr DO 1.0 1.0 X ELIZABETH LASTAITI 1.0 1.0 X STEVEN MENDES 1.0 1.0 X GILBERT SHAPIRO 1.0 1.0 X 15000 LOUIS CABRAL 1.0 1.0 X JAMES JEROME COOGAN 1.0 1.0 X CURTIS MELLO MD 1.0 1.0 X 15000 Linda Bodenmann 1.0 60.0 X 981891 187076 Gary Conner 1.0 60.0 X 229460 24110 William Grigg X 106228 7826 John Day X 182769 160000 15000 2875228 715962 0 true true false 0 0 0 1668454 -2650 1671104 0 0 0 0 0 14816908 12059774 2757134 2757134 2757134 0 0 0 0 4425588 -2650 4428238 0 0 0 0 0 0 0 0 0 0 0 29294 29294 125637 125637 0 0 275203 275203 402388 402388 0 0 0 0 0 0 0 4094 4094 0 0 0 0 ADMINISTRATIVE FEES 4069415 4069415 STRATEGIC PLANNING 905586 905586 PROPERTY TAXES 11448 11448 BANK CHARGES 2177 2177 1712 1712 5826954 5426114 400840 0 X 0 0 3650478 590586 0 0 0 0 0 0 0 0 436176 333291 0 0 0 0 284095 284091 4 4 79495594 76418635 16516313 16224768 1320000 1320000 0 0 317197 317147 101735762 95204431 1787773 142050 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 644720 1787773 786770 X 99947989 94417661 0 0 0 0 99947989 94417661 101735762 95204431 X -1401366 6759945 -10888907 X X false true X true false X X X false false false SOUTHCOAST HOSPITALS GROUP IN 222592333 03 true true 0 SOUTHCOAST PHYSICIANS GROUP INC 222703314 09 false true 10737707 2 10737707 4 4 284091 284091 4 ALTERNATIVE INVESTMENTS 4112898 F ALTERNATIVE INVESTMENTS 12111870 C 16224768 0 DUE TO AFFILIATES 644720 644720 PART X, LINE 2 SHS ADOPTED FIN48 IN FISCAL YEAR 2008. THERE IS NO FOOTNOTE DISCLOSURE IN ITS FISCAL SEPTEMBER 30, 2013 CONSOLIDATED AUDITED FINANCIAL STATEMENTS SINCE THE ADOPTION OF FIN48 WAS NOT MATERIAL. Central America and the Caribbean 0 Program Services CAPTIVE INSURANCE 3132710 0 0 3132710 3132710 true false true true false false false true false false false false false false false Keith Hovan 772000 479265 108615 0 319776 0 17174 0 1696830 0 William Grigg 26447 79781 0 0 6395 0 1431 0 114054 0 Linda Bodenmann 454200 213221 314470 0 173175 0 13901 0 1168967 0 John Day 0 0 182769 0 160000 0 0 0 342769 0 Gary Conner 138542 50000 40918 0 20635 0 3475 0 253570 0 PART I, LINE 1A SHS DOES NOT EMPLOY ANY INDIVIDUALS. OFFICERS, DIRECTORS AND TRUSTEES OF SHS RECEIVE NO COMPENSATION FOR THEIR ROLES IN THESE CAPACITIES. OFFICERS, DIRECTORS AND TRUSTEES (CURRENT OR FORMER) WITH REPORTABLE COMPENSATION ARE COMPENSATED BY A NON-PROFIT SUBSIDIARY ORGANIZATION'S PAYROLL FOR SERVICES RENDERED AS EMPLOYEES OF THE SUBSIDIARY. PART I, LINE 3 SOUTHCOAST HOSPITAL GROUP (SHG), A RELATED ORGANIZATION CHECKED THE FOLLOWING BOXES WHICH WERE USED BY SHG TO ESTABLISH COMPENSATION OF THE PRESIDENT: COMPENSATION COMMITTEE INDEPENDANT COMPENSATION CONSULTANT COMPENSATION SURVEY OR STUDY APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE PART I, LINE 4B OFFICERS, DIRECTORS AND TRUSTEES WHO ARE EMPLOYEES OF SOUTHCOAST PARTICIPATE IN SOUTHCOAST'S 457(F) SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN. CONTRIBUTION CREDITS UNDER THE PLAN ARE INCLUDED IN SCHEDULE J, PART, II, COLUMN (C). ONLY UPON TERMINATIONS OF EMPLOYMENT DO FULLY VESTED PARTICIPANTS RECEIVE DISTRIBUTIONS FROM THE PLAN. CONTRIBUTIONS VEST THE EARLIER OF: JULY 1 OF THE 3RD CALENDAR YEAR FOLLOWING THE CALENDAR YEAR IN WHICH THE CONTRIBUTION CREDIT IS MADE; UPON REACHING AGE 62; DEATH; DISABILITY; OR INVOLUNTARY SEPARATION. THE AMOUNT REFLECTED IN SCHEDULE J, PART II, COLUMN B(III) FOR THE FOLLOWING INDIVIDUALS INCLUDES THE VESTED PORTION OF CONTRIBUTIONS MADE TO THE PLAN WHICH ARE NO LONGER SUBJECT TO THE RISK OF FORFEITURE. KEITH HOVAN - $99,408 LINDA BODENMANN - $101,448 IN ADDITION TO THE ABOVE OUTLINED PLAN, THE FOLLOWING INDIVIDUALS ALSO HAVE SEPARATE SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLANS. KEITH HOVAN SOUTHCOAST HOSPITAL GROUP, INC. ESTABLISHED AN EXECUTIVE BENEFIT PLAN FOR THE BENEFIT OF KEITH HOVAN. UNDER THE TERMS OF THE PLAN, A CONTRIBUTION CREDIT, INCLUDED IN SCHEDULE J, PART I, COLUMN (C) IS CREDITED TO HIS ACCOUNT ON A YEARLY BASIS. THE ACCOUNT BALANCE VESTS AS FOLLOWS: JUNE 30, 2013 - 50%; JUNE 30, 2016 75% AND JUNE 30, 2018 100%. LINDA BODENMANN - SOUTHCOAST HOSPITAL GROUP, INC. ESTABLISHED AN EXECUTIVE BENEFIT PLAN FOR THE BENEFIT OF LINDA BODENMANN. UNDER THE TERMS OF THE PLAN, A CONTRIBUTION CREDIT, INCLUDED IN SCHEDULE J, PART I, COLUMN (C) IS CREDITED TO HER ACCOUNT ON A YEARLY BASIS. THE ACCOUNT BALANCE VESTS AS FOLLOWS: DECEMBER 31, 2012 50%; DECEMBER 31, 2015 75%; AND THE DATE THE PARTICIPANT ATTAINS AGE 62 AND COMPLETES 3 YEARS OF FULL SERVICE WITH THE EMPLOYER BEGINNING ON JANUARY 1, 2008 100%. PURSUANT TO THE PLAN, $204,781 WAS INCLUDED IN MS. BODENMANN 2012 FORM W-2 AND SCH J, PART I, COLUMN (B)(III). JOHN DAY - IN 2002 SOUTHCOAST HOSPITAL GROUP, INC. (SHG) ESTABLISHED A SPLIT DOLLAR ARRANGEMENT FOR JOHN DAY. THE PREMIUMS PAID INTO THE POLICY BY SHG ARE DEEMED TO BE LOANED TO MR. DAY AND MR. DAY IS THEREFORE SUBJECT TO INCOME TAX ON THE IMPUTED INTEREST ASSOCIATED WITH THE LOANS. MR. DAY IS PROVIDED WITH AN ANNUAL GROSS UP TO COVER THE INCOME TAXES DUE ON THE IMPUTED INTEREST AMOUNT. THESE AMOUNTS ARE REPORTED IN PART II, COLUMN B(III). THE ANNUAL PREMIUM PAID BY SHG IS REFLECTED IN PART II, COLUMN C AND REPRESENTS THE BENEFIT THAT WILL BE RECEIVED BY MR. DAY WHEN MOST OF THE LOAN IS FORGIVEN UPON REACHING AGE 65. PART I & PART III, LINE 1 SOUTHCOAST HEALTH SYSTEM, INC.(SHS) MISSION IS TO CARE FOR AND IMPROVE THE HEALTH AND PROMOTE THE WELLNESS OF THE INDIVIDUALS AND COMMUNITIES SERVED AND OPERATING EXCLUSIVELY FOR THE BENEFIT OF SOUTHCOAST HOSPITALS GROUP, INC (SHG), A SAFETY NET PROVIDER OF HOSPITAL SERVICES AND ITS AFFILIATED ORGANIZATIONS THROUGH THE DEVELOPMENT OF A COMMUNITY OWNED SYSTEM WITH MULTIPLE ACCESS POINTS OFFERING AN INTEGRATED CONTINUUM OF HEALTH CARE SERVICES. PART VI, SECTION B, LINE 11B THE ORGANIZATION PREPARES THE FORM 990 WITH THE ASSISTANCE OF A PAID PREPARER. A DRAFT OF THE FORM 990 IS PRESENTED TO THE MANAGEMENT FOR REVIEW AND COMMENT. A DRAFT OF THE FORM 990 IS ALSO PROVIDED TO THE ORGANIZATION'S AUDIT COMMITTEE FOR REVIEW. A FINAL COPY OF THE FORM 990 IS PROVIDED TO EACH MEMBER OF THE BOARD OF TRUSTEES PRIOR TO FILING WITH THE IRS. AN OFFICER OF THE ORGANIZATION AND ITS PAID PREPARER, RESPECTIVELY, SIGN THE FINAL FORM 990. PART VI, SECTION B, LINE 12C SHS HAS CONFLICT OF INTEREST, LEGAL COMPLIANCE AND CODE OF CONDUCT POLICIES THAT APPLY TO ALL TRUSTEES, OFFICERS, DIRECTORS AND EMPLOYEES (REFERRED TO AS "MEMBERS"). ON AN ANNUAL BASIS, EACH MEMBER WILL COMPLETE THE CONFLICT OF INTEREST QUESTIONNAIRE WHICH AFFIRMS THAT EACH PERSON HAS: (1) RECEIVED A COPY OF THE POLICY; (2) READ AND UNDERSTOOD THE POLICY; (3) AGREED TO COMPLY WITH THE POLICY, AND (4) UNDERSTOOD THAT THE SYSTEM ENTITIES ARE CHARITABLE ORGANIZATIONS AND THAT TO MAINTAIN THEIR FEDERAL TAX EXEMPTION, SUCH ENTITIES MUST ENGAGE PRIMARILY IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSES. TO ENSURE THE SYSTEM OPERATES IN A MANNER CONSISTENT WITH ITS CHARITABLE PURPOSES, DOES NOT ENGAGE IN ACTIVITIES THAT COULD JEOPARDIZE ITS STATUS AS AN ORGANIZATION EXEMPT FROM FEDERAL TAXATION, AND IN CONNECTION WITH ITS COMPLIANCE PROGRAM, SYSTEM'S MANAGEMENT SHALL CONDUCT PERIODIC REVIEWS OF THE CONFLICT OF INTEREST POLICY AND THE OPERATION AND APPLICATION OF IT. MEMBERS SHALL DISCLOSE ANY INTERESTS OR ACTIVITIES IN WHICH THEY ARE INVOLVED OR BECOME INVOLVED THAT DO RESULT, OR MAY APPEAR TO RESULT IN A CONFLICT OF INTEREST OR POTENTIAL CONFLICT OF INTEREST AND SHALL COMPLY WITH, AND MAKE ALL REQUIRED DISCLOSURES UNDER THE CONFLICT OF INTEREST POLICY PRIOR TO COMMENCING, CONTINUING, OR CONSUMMATING ANY ACTIVITY OR TRANSACTION WHICH RAISES A CONFLICT OF INTEREST OR A POTENTIAL CONFLICT OF INTEREST. EACH MEMBER IS UNDER AN ONGOING DUTY TO UPDATE AND KEEP CURRENT THE INFORMATION CONTAINED IN THEIR QUESTIONNAIRE. AT LEAST ANNUALLY, OR AS NECESSARY BASED ON DISCLOSURES, THE GENERAL COUNSEL WILL SUMMARIZE AND REPORT ALL DISCLOSURES TO THE PRESIDENT AND CEO AND THE CHAIRMAN OF THE BOARD OF TRUSTEES (OR HIS/HER DESIGNEE). UPON DISCLOSURE OF FINANCIAL OR NON-FINANCIAL INTERESTS ("INTERESTS") AND ALL MATERIAL FACTS RELATED THERETO BY MEMBER OR AN INTERESTED PERSON, THE CHAIR OF THE SYSTEM'S GOVERNANCE COMMITTEE SHALL DETERMINE IN CONJUNCTION WITH THE GENERAL COUNSEL WHETHER A CONFLICT OF INTEREST EXISTS. THE GOVERNANCE COMMITTEE CAN CONTINUE TO DISCUSS THE ISSUE WITH THE MEMBER OR INTERESTED PERSON TO CLARIFY OR OBTAIN ADDITIONAL INFORMATION. HOWEVER, BEFORE THE GOVERNANCE COMMITTEE DISCUSSES OR DETERMINES WHETHER THE MEMBER OR OTHER INTERESTED PERSON'S INTERESTS CONSTITUTE A CONFLICT OF INTEREST, THE MEMBER OR INTERESTED PERSON MUST LEAVE THE MEETING. IN THE EVENT THE INTEREST INVOLVES THE CHAIR OR CEO, THE REMAINING GOVERNANCE COMMITTEE MEMBERS SHALL APPOINT ONE OR MORE DISINTERESTED TRUSTEES TO MAKE SUCH A DETERMINATION. ONCE THE DETERMINATION OF THE CONFLICT OF INTEREST IS MADE BY THE GOVERNANCE COMMITTEE, SUCH DETERMINATION, ALONG WITH APPROPRIATE MITIGATION PLANS, WILL BE SUBMITTED BY THE GOVERNANCE COMMITTEE FOR REVIEW AND APPROVAL. IF THE BOARD OR ANY BOARD COMMITTEE HAS REASONABLE CAUSE TO BELIEVE THAT A MEMBER HAS FAILED TO DISCLOSE AN ACTUAL CONFLICT OF INTEREST OR A POTENTIAL CONFLICT OF INTEREST, IT SHALL INFORM SUCH PERSON OF THE BASIS FOR SUCH BELIEF AND AFFORD SUCH A MEMBER AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE IT. IF, AFTER HEARING THE RESPONSE OF SUCH PERSON AND MAKING FURTHER INQUIRY OR INVESTIGATION AS WARRANTED BY THE CIRCUMSTANCES, THE BOARD OR BOARD COMMITTEE DETERMINES THAT SUCH PERSON HAS IN FACT FAILED TO DISLCOSE AN ACTUAL CONFLICT OF INTEREST OR A POTENTIAL CONFLICT OF INTEREST, THE APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION SHALL BE TAKEN. PART VI, SECTION C, LINE 19 SHS MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. PART XI, LINE 9 TRANSFERS TO AFFILIATES $-10,887,707 BOOK TO TAX ADJUSTMENT $-1,200 ___________ TOTAL TO FORM 990, PART XI, LINE 5 $-10,888,907. PART XII, LINE 2A AND 2B FINANCIAL RESULTS FOR SHS ARE INCLUDED IN THE SOUTHCOAST HEALTH SYSTEM, INC AND AFFILIATES AUDITED FINANCIAL STATEMENTS AS OF AND FOR THE YEARS SEPTEMBER 30, 2013 AND 2012 WHICH WERE ISSUED WITH AN INDEPENDENT AUDITORS REPORT WITH AN UNQUALIFIED OPINION. INCLUDED IN THESE AUDITED FINANCIAL STATEMENTS IS SUPPLEMENTAL CONSOLIDATED INFORMATION AS OF AND FOR THE YEARS ENDED SEPTEMBER 30, 2013. NO STAND ALONE AUDITED FINANCIAL STATEMENTS WERE ISSUED FOR SHS FOR THE YEAR ENDED SEPTEMBER 30, 2013. Southcoast Accountable Care Org c/o Southcoast Health System Inc New Bedford MA 027403464 611577608 ACO MA SHS INC Southcoast Hospitals Group Inc 101 Page St New Bedford MA 02740 222592333 acute care MA 501(c)(3) 3 SHS true Southcoast Physicians Group Inc 200 Mill Rd Ste 180 Fairhaven MA 02719 222703314 PHYS. SVCS. MA 501(c)(3) 9 SHS true Southcoast Ventures Inc 101 Page St New Bedford MA 02740 043003172 PHYS. SVCS. MA 501(c)(3) 11, Type I SHS true Charlton Long Term Care SVCS INC 363 Highland Ave Fall River MA 02720 043109579 SUPP. SHG MA 501(c)(3) 11, Type 1 SHS true Southcoast Visiting Nurse Associati 200 Mill Rd Fairhaven MA 02719 042105745 home care MA 501(c)(3) 9 SHS true Saint Luke's Nursing Home Inc 101 Page St New Bedford MA 02740 042984542 Inactive MA 501(c)(3) 11, Type I SHS true Coastline Professional Assurance Co 980445031 Insurance CJ SHS C Corp 906187 40507760 1.00000 true Southcoast Physicians Network Inc 101 Page St New Bedford MA 02740 450568782 IPA MA SHS C Corp 309230 5325712 1.00000 true Health Management Initiatives Inc 363 Highland Ave Fall River MA 02720 042998712 COMM RENTALS MA SHS C Corp 97335 3311751 1.00000 true true false false false false false false false false false false false false false false false false true false Health Management Initiatives Inc A 27315 cost Southcoast Physicians Group Inc R 10737707 cost Southcoast Ventures Inc R 150000 cost SCHEDULE R, PART I SHS IS THE SOLE MEMBER OF SOUTHCOAST ACCOUNTABLE CARE ORGANIZATION, LLC WHICH WAS ORGANIZED IN MASSACHUSETTS ON AUGUST 30, 2012. SCHEDULE R, PART V ALL TRANSACTIONS REPORTED WERE CASH TRANSACTIONS, THEREFORE, COST/ACTUAL CASH VALUE WAS THE METHOD USED.