2014-08-14T12:07:51-05:00 2013-09-30 861065772 DELOITTE TAX LLP TWO JERICHO PLAZA JERICHO NY 117531681 990 2012-10-01 222629185 CAREGROUP INC CARE 6176671715 109 BROOKLINE AVENUE NO 300 BOSTON MA 02215 JOHN T SZUM 6176671715 2014-08-04 0 CHRISTINE KAWECKI P00743140 5169187000 2012 2015-11-30 17:44:51Z JOHN T SZUM 109 BROOKLINE AVENUE NO 300 BOSTON MA 02215 15372606 0 X WWW.CAREGROUP.ORG X 1984 MA SEE SCHEDULE O. 14 11 21 0 1495602 0 0 0 11919654 11877516 321568 528927 2558541 2966163 14799763 15372606 0 0 0 0 5014295 5172320 0 0 0 9781247 11019676 14795542 16191996 4221 -819390 86975019 87250456 73638754 73790792 13336265 13459664 X SEE SCHEDULE O. 0 0 15152984 13359312 SEE SCHEDULE O. 15152984 1 0 0 1 0 0 0 0 0 0 1 1 0 1 0 0 0 1 0 0 1 0 0 0 0 0 0 0 0 1 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 1 0 0 0 1 15 0 1 21 1 1 1 0 0 0 0 0 0 0 0 0 0 X 14 11 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 MA X JOHN T SZUM 6176671881 109 BROOKLINE AVENUE SUITE 300 BOSTON MA 02215 BARKER ESQ THOMAS R 2.00 X 0 0 0 BUFFERD ALLAN 5.00 2.00 X 0 0 0 DOWN JAMES W 6.00 X 0 0 0 GEBHARDT MD MARK C 2.00 63.00 X 0 721509 84485 GOLDSTEIN ALAN R 1.00 5.00 X 0 0 0 GREEN ESQ KAREN F 6.00 X 0 0 0 HESTNES ESQ HAROLD 6.00 X 0 0 0 KAY STEPHEN B 1.00 5.00 X 0 0 0 MALONEY RICHARD J 2.00 5.00 X 0 0 0 MELZER ROBERT M 5.00 X 0 0 0 NORKUS MICHAEL 6.00 X 0 0 0 SAAL MD A KIM 4.00 10.00 X 0 68125 0 SIMONS THOMAS 2.00 5.00 X 0 0 0 STEVENSON HOWARD H 2.00 2.00 X 0 0 0 STRIEDER HELEN R 11.00 X 0 0 0 WILKINS JOHN P 4.00 X 0 0 0 RICHLIN ESQ DEAN 2.00 X 0 0 0 ROBLE ESQ DANIEL 60.00 X 292673 0 22617 SZUM JOHN 60.00 X 536650 0 138194 MONCREIFF JANE 60.00 X 837645 0 52842 APPLEYARD JOSEPH 60.00 X 144584 0 50723 BOWES GEOFFREY 60.00 X 164490 0 3200 CLOUGH JEANETTE G 60.00 X 991153 38496 885179 DONOVAN SHAWN 60.00 X 429654 0 44117 WOLFSON KAREN 60.00 X 158384 0 26534 3555233 828130 1307891 10 0 1 1 BETH ISRAEL DEACONESS MEDICAL CENTER 330 BROOKLINE AVENUE BOSTON MA 02215 PAYROLL & BENEFITS 5344747 DELOITTE & TOUCHE 200 BERKELEY STREET BOSTON MA 02116 ACCOUNTING 1633787 KPMG LLP 3 CHESTNUT RIDGE ROAD MONTVALE NJ 07645 ACCOUNTING 680060 FOLEY HOAG LLP 155 SEAPORT BLVD BOSTON MA 02210 LEGAL 232396 FERGUSON PARTNERS LP 123 NORTH WACKER DRIVE CHICAGO IL 60606 STAFFING 120471 5 MANAGEMENT SERVICE FEE 900099 8126544 8126544 POOL LOAN PROGRAM 900099 3750972 3750972 11877516 -5929 7079 -13008 534856 0 534856 534856 4156 530700 INVESTMENT MANAGEMENT 523000 2966163 1481796 1484367 2966163 15372606 13359312 1495602 517692 1731481 1731481 2356774 2356774 204917 204917 704710 704710 174438 174438 439012 439012 600000 600000 1895088 1895088 21486 21486 251317 251317 91420 91420 4485 4485 3750972 3750972 3499782 3499782 MISCELLANEOUS 231965 231965 0 0 DUES & SUBSCRIPTIONS 224528 224528 0 0 PARKING 9530 9530 0 0 STORAGE 91 91 0 0 16191996 15152984 1039012 0 1517191 1289923 1717850 1540072 71130000 71130000 1002832 1103372 125432 125432 0 0 11136911 11603714 470235 583375 86975019 87250456 2508754 2660792 71130000 71130000 73638754 73790792 X 13336265 13459664 0 0 13336265 13459664 86975019 87250456 -819390 942789 0 X X 0 1 X 1 0 X X X 0 0 0 BETH ISRAEL DEACONESS MEDICAL CENTRE 042103881 3 1 1 1 4743669 BETH ISRAEL DEACONESS HOSPITAL-NEEDHAM 043229679 3 1 1 1 282083 MOUNT AUBURN HOSPITAL 042103606 3 1 1 1 2055169 NEW ENGLAND BAPTIST HOSPITAL 042103612 3 1 1 1 1006668 HMFP AT BETH ISRAEL DEACONESS MEDICAL CENTRE 222768204 9 1 1 1 830693 MEDICAL CARE OF BOSTON MANAGEMENT CORP DBA AFFILIATED PHYSICIANS GROUP 042810972 9 1 1 1 96887 BETH ISRAEL DEACONESS HOSPITAL-MILTON INC 042103604 3 1 1 1 313168 7 9328337 0 0 0 0 0 0 0 0 1 0 0 EXPLANATION OF LOBBYING ACTIVITIES: PART II-B, LINE 1: AS PREVIOUSLY NOTED, CAREGROUP IS THE SOLE MEMBER OF BETH ISRAEL DEACONESS MEDICAL CENTER (BIDMC). OCCASIONALLY, BIDMC MAY HAVE ENGAGED IN SOME LOBBYING EFFORTS ON BEHALF OF CAREGROUP, INC. AND OTHER AFFILIATED NETWORK ENTITIES. ADDITIONALLY, FROM TIME TO TIME CAREGROUP, INC. PAYS DUES TO CERTAIN MEMBERSHIP ORGANIZATIONS, A PIECE OF WHICH MAY BE USED BY SUCH ORGANIZATIONS FOR LOBBYING ACTIVITIES ON BEHALF OF THIS INSTITUTION AND OTHER SIMILARLY SITUATED ORGANIZATIONS. TOTAL LOBBYING EXPENDITURES ON BEHALF OF CAREGROUP, INC. WERE MINIMAL AND NOT SUBSTANTIAL BASED ON REVENUES. 125432 125432 0 0 CAREGROUP INVESTMENT PARTNERSHIP 11603714 F 11603714 2656392000 2641554250 2641554250 14837750 534856 534856 15372606 2404736000 2388544004 2388544004 16191996 0 16191996 PART XI, LINE 2D - OTHER ADJUSTMENTS: CONSOLIDATED AFFILIATES NET OF ELIMINATIONS 2,641,554,250. PART XI, LINE 4B - OTHER ADJUSTMENTS: CAREGROUP INVESTMETN PARTNERSHIP GAINS/(LOSSES) 534,856. PART XII, LINE 2D - OTHER ADJUSTMENTS: CONSOLIDATED AFFILIATES NET OF ELIMINATIONS 2,388,544,004. CENTRAL AMERICA & CARIBBEAN 0 0 PROGRAM SERVICES JOINTLY OWNED FOREIGN INSURANCE 7087654 CENTRAL AMERICA & CARIBBEAN 0 0 INVESTMENTS 1568674 EAST ASIA & PACIFIC 0 0 INVESTMENTS 21954 EUROPE 0 0 INVESTMENTS 41828 NORTH AMERICA 0 0 INVESTMENTS 26901 SOUTH AMERICA 0 0 INVESTMENTS 13925 0 0 0 0 0 0 8760936 0 8760936 1 0 1 1 0 0 FOREIGN FORMS ALTHOUGH CAREGROUP WAS AN INDIRECT SHAREHOLDER OF A PASSIVE FOREIGN INVESTMENT COMPANY OR A QUALIFIED ELECTING FUND DURING THE PERIOD COVERED BY THIS FILING, SUCH TRANSFERS DID NOT RESULT IN AN OBLIGATION TO FILE FORM 8621, INFORMATION RETURN BY A SHAREHOLDER OF A PASSIVE FOREIGN INVESTMENT COMPANY OR QUALIFIED ELECTING FUND. X 0 1 X X X X X 0 1 0 0 0 0 0 1 0 GEBHARDT MD MARK C 0 704859 0 0 0 16650 0 59390 0 25095 0 805994 0 0 ROBLE ESQ DANIEL 290718 0 0 0 1955 0 0 0 22617 0 315290 0 0 0 SZUM JOHN 409886 0 78000 0 48764 0 107245 0 30949 0 674844 0 0 0 MONCREIFF JANE 522396 0 250000 0 65249 0 12500 0 40342 0 890487 0 0 0 APPLEYARD JOSEPH 133996 0 0 0 10588 0 22061 0 28662 0 195307 0 0 0 BOWES GEOFFREY 144399 0 20000 0 91 0 2896 0 304 0 167690 0 0 0 CLOUGH JEANETTE G 520763 0 421106 1018 49284 37478 443550 420950 20679 0 1455382 459446 0 0 DONOVAN SHAWN 310855 0 85000 0 33799 0 12500 0 31617 0 473771 0 0 0 WOLFSON KAREN 158175 0 0 0 209 0 18574 0 7960 0 184918 0 0 0 PART I, LINE 1A EXPLANATORY FOOTNOTES AS REQUIRED BY THIS FORM 990, SCHEDULE J, COMPENSATION INFORMATION, THE COMPENSATION DETAIL INCLUDED IN CAREGROUP FORM 990 FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2013 IS CALENDAR YEAR 2012 DETAIL. GROSS-UP PAYMENTS AS NOTED BELOW, CAREGROUP, INC. (CAREGROUP) IS A PARTICIPATING EMPLOYER IN THE BETH ISRAEL DEACONESS MEDICAL CENTER, INC. ANNUITY RETIREMENT PLAN. INDIVIDUALS WHO QUALIFY AS PARTICIPANTS IN THIS PLAN, RECEIVE CURRENTLY TAXABLE INCOME, A PORTION OF WHICH IS DEFINED AS A GROSS-UP PAYMENT PURSUANT TO THE PLAN DOCUMENT. PART I, LINE 4B SCHEDULE J - PART I QUESTION 4B SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN AS NOTED ABOVE, DURING THE 2012 CALENDAR YEAR, CAREGROUP WAS A PARTICIPATING EMPLOYER IN THE BETH ISRAEL DEACONESS MEDICAL CENTER ANNUITY RETIREMENT PLAN WHICH, UNDER THE DEFINITIONS TO THIS FORM 990, IS CONSIDERED A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN. PARTICIPANTS RECEIVED BOTH CURRENTLY TAXABLE AND DEFERRED BENEFITS FROM THIS PLAN AND ADDITIONAL INFORMATION IS INCLUDED WITH THE EXPLANATORY NOTES TO SCHEDULE J BELOW. CAREGROUP IS ALSO A PARTICIPATING EMPLOYER IN THE IRC SEC. 457 PLAN MAINTAINED BY THE MEDICAL CENTER. PURSUANT TO THE PLAN DESIGN, ELIGIBLE EMPLOYEES CAN DEFER PART OF THEIR COMPENSATION. THIS PLAN IS STRICTLY EMPLOYEE FUNDED WITH NO EMPLOYER DEFERRALS. UNDER THE DEFINITIONS TO THIS FORM 990, THIS PLAN IS CONSIDERED A SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN. AMOUNTS DEFERRED BY PARTICIPANTS ARE INCLUDED IN FORM 990 SCHEDULE J PART II COLUMN B(III), OTHER REPORTABLE COMPENSATION, IN ACCORDANCE WITH THE INSTRUCTIONS TO THIS FORM 990. PART I, LINE 7 NON-FIXED PAYMENTS THE CAREGROUP EXECUTIVE COMPENSATION PACKAGES AND CERTAIN EMPLOYEE COMPENSATION PACKAGES INCLUDE OPPORTUNITIES TO EARN INCENTIVE COMPENSATION BASED ON A COMBINATION OF MEETING OR EXCEEDING PRE-DETERMINED GOALS. SUPPLEMENTAL INFORMATION PART III SCHEDULE J ADDITIONAL EXPLANATORY FOOTNOTES: REPORTABLE COMPENSATION LISTED IN FORM 990 PART VII INCLUDES BASE COMPENSATION, INCENTIVE COMPENSATION AND OTHER REPORTABLE COMPENSATION AS REPORTED IN FORM 990 SCHEDULE J. OTHER COMPENSATION LISTED IN FORM 990 PART VII INCLUDES DEFERRED COMPENSATION AND NONTAXABLE BENEFITS AS REPORTED IN FORM 990 SCHEDULE J. OTHER REPORTABLE COMPENSATION: AMOUNTS NOT OTHERWISE SEPARATELY NOTED IN THIS RETURN BUT QUANTIFIED IN OTHER REPORTABLE COMPENSATION INCLUDE AMOUNTS FROM ONE OR MORE OF THE FOLLOWING ITEMS: AMOUNTS DEFERRED BY THE EMPLOYEE (PLUS EARNINGS) UNDER FULLY VESTED 457(B) PLAN; INCREASE/DECREASE IN VALUE OF NONQUALIFIED FULLY VESTED 457(B) PLAN; TAXABLE EMPLOYER-SUBSIDIZED PARKING; TAXABLE MOVING EXPENSES; EARNED TIME CASHED; TAXABLE LIFE, DISABILITY, OR LONG-TERM CARE INSURANCE; AND OTHER TAXABLE RETIREMENT BENEFITS DEFERRED COMPENSATION: AMOUNTS NOT OTHERWISE SEPARATELY NOTED BUT QUANTIFIED IN DEFERRED COMPENSATION INCLUDE AMOUNTS FROM ONE OR MORE OF THE FOLLOWING ITEMS: EMPLOYER CONTRIBUTIONS TO 401K RETIREMENT PLAN, EMPLOYER CONTRIBUTIONS TO 403B RETIREMENT PLAN, EMPLOYER CONTRIBUTION TO PENSION PLAN NON-TAXABLE BENEFITS: AMOUNTS NOT OTHERWISE SEPARATELY NOTED BUT QUANTIFIED IN NON-TAXABLE BENEFITS INCLUDE AMOUNTS FROM ONE OR MORE OF THE NON-TAXABLE BENEFITS: EMPLOYEE CONTRIBUTIONS TO HEALTH INSURANCE, EMPLOYER CONTRIBUTIONS TO HEALTH INSURANCE, EMPLOYEE CONTRIBUTIONS TO FLEXIBLE SPENDING ACCOUNTS FOR DEPENDENT CARE AND/OR MEDICAL REIMBURSEMENT, GROUP TERM LIFE INSURANCE, DISABILITY INSURANCE ALL DIRECTORS SERVE WITHOUT COMPENSATION OR BENEFITS. COMPENSATION PAID TO OFFICERS, DIRECTORS, OR KEY EMPLOYEES WAS EARNED FOR WORK PERFORMED IN A CAPACITY OTHER THAN THAT OF DIRECTOR, AS DENOTED BY THE LISTED TITLES. BETH ISRAEL DEACONESS MEDICAL CENTER AND HARVARD MEDICAL FACULTY PHYSICIANS AT BETH ISRAEL DEACONESS MEDICAL CENTER MAY BE REFERRED TO IN THESE EXPLANATORY NOTES TO FORM 990 PART VII AND FORM 990 SCHEDULE J AS BIDMC AND HMFP RESPECTIVELY. BARKER, ESQ., THOMAS R. DIRECTOR - CAREGROUP, INC. MR. BARKER DEVOTES, ON AVERAGE, 2 HOUR PER WEEK TO THE REPORTING ORGANIZATION. BUFFERD, ALLAN DIRECTOR - CAREGROUP, INC. DIRECTOR AND TREASURER - BETH ISRAEL DEACONESS MEDICAL CENTER MR. BUFFERD'S TERM ON THE CAREGROUP, INC. BOARD BEGAN FEBRUARY 2013 AND HE DEVOTES, ON AVERAGE, 7 HOURS PER WEEK TO THE REPORTING ORGANIZATION AND ALL RELATED ENTITIES FOR THE POSITIONS LISTED HERE. DOWN, JAMES W. DIRECTOR - CAREGROUP, INC. MR. DOWN DEVOTES, ON AVERAGE, 6 HOUR PER WEEK TO THE REPORTING ORGANIZATION. GEBHARDT, M.D., MARK C. DIRECTOR (EX-OFFICIO) - CAREGROUP, INC. DIRECTOR AND CHAIRMAN OF ORTHOPEDIC SURGERY - HARVARD MEDICAL FACULTY PHYSICIANS AT BETH ISRAEL DEACONESS MEDICAL CENTER CHIEF OF ORTHOPEDIC SURGERY -BETH ISRAEL DEACONESS MEDICAL CENTER DIRECTOR - LONGWOOD MEDICAL INTERNATIONAL FOUNDATION, INC. FKA CARDIOVASCULAR ASSOCIATED PHYSICIANS OF HARVARD MEDICAL FACULTY PHYSICIANS AT BETH ISRAEL DEACONESS MEDICAL CENTER DIRECTOR AND PRESIDENT - BETH ISRAEL DEACONESS ORTHOPEDIC SURGERY FOUNDATION FREDERIC W. & JANE M. ILFELD PROFESSOR OF ORTHOPEDIC SURGERY- HARVARD MEDICAL SCHOOL DR. GEBHARDT DEVOTES, ON AVERAGE, A COMBINED 65 HOURS PER WEEK TO THE REPORTING ORGANIZATION AND ALL RELATED ENTITIES FOR THE POSITIONS LISTED HERE. DR. GEBHARDT PERFORMS SERVICES FOR BOTH HMFP AND BIDMC. AS REQUIRED BY THIS FORM 990, ALTHOUGH DR. GEBHARDT IS PAID DIRECTLY BY HMFP, THE PORTION OF DR. GEBHARDT'S COMPENSATION ATTRIBUTABLE TO EACH POSITION HAS BEEN SEPARATELY REPORTED ON THIS FORM 990, AS FURTHER OUTLINED BELOW. PAYMENTS REPORTED BY HMFP: BASE COMPENSATION: 352,430 INCENTIVE COMPENSATION: 0 OTHER REPORTABLE COMPENSATION: 8,325 DEFERRED COMPENSATION: 29,695 NON-TAXABLE BENEFITS: 12,548 PAYMENTS REPORTED BY BIDMC: BASE COMPENSATION: 352,429 INCENTIVE COMPENSATION: 0 OTHER REPORTABLE COMPENSATION: 8,325 DEFERRED COMPENSATION: 29,695 NON-TAXABLE BENEFITS: 12,547 AS REQUIRED IN THIS FORM 990, COMPENSATION REPORTED BY HMFP AND BIDMC FOR THE 2012 CALENDAR YEAR INCLUDES THE FOLLOWING PAYMENTS FROM THE PRESIDENT AND FELLOWS OF HARVARD COLLEGE/HARVARD MEDICAL SCHOOL RELATED TO DR. GEBHARDT'S POSITION AS CHAIR OF THE HMFP DEPARTMENT OF ORTHOPEDIC SURGERY AND FREDERIC W. & JAMES M. ILFELD PROFESSOR OF ORTHOPEDIC SURGERY, HARVARD MEDICAL SCHOOL: $88,034 BASE AND OTHER REPORTABLE COMPENSATION, $9,390 DEFERRED COMPENSATION AND $19,855 NON-TAXABLE BENEFITS. GOLDSTEIN, ALAN R. DIRECTOR - CAREGROUP, INC. DIRECTOR (BOARD CHAIR) AND TREASURER - MEDICAL CARE OF BOSTON MANAGEMENT CORP D/B/A AFFILIATED PHYSICIANS GROUP MR. GOLDSTEIN DEVOTED, ON AVERAGE, 6 HOURS PER WEEK TO THE REPORTING ORGANIZATION. MR. GOLDSTEIN'S TERM ON THE CAREGROUP, INC. BOARD ENDED FEBRUARY 2013. GREEN, ESQ., KAREN F. DIRECTOR - CAREGROUP, INC. MS. GREEN DEVOTES, ON AVERAGE, 6 HOUR PER WEEK TO THE REPORTING ORGANIZATION. HESTNES, ESQ., HAROLD DIRECTOR AND VICE-CHAIR - CAREGROUP, INC. MR. HESTNES DEVOTES, ON AVERAGE, 6 HOUR PER WEEK TO THE REPORTING ORGANIZATION. KAY, STEPHEN B. DIRECTOR (EX-OFFICIO) - CAREGROUP, INC. DIRECTOR AND BOARD CHAIR - BETH ISRAEL DEACONESS MEDICAL CENTER MR. KAY DEVOTED, ON AVERAGE, A COMBINED 6 HOURS PER WEEK TO THE REPORTING ORGANIZATION AND ALL RELATED ENTITIES FOR THE POSITIONS LISTED HERE. MR. KAY'S TERM ON THE CAREGROUP, INC. BOARD ENDED SEPTEMBER 30, 2013. MALONEY, RICHARD J. DIRECTOR (EX-OFFICIO) - CAREGROUP, INC. DIRECTOR AND BOARD CHAIR - NEW ENGLAND BAPTIST HOSPITAL MR. MALONEY DEVOTES, ON AVERAGE, A COMBINED 7 HOURS PER WEEK TO THE REPORTING ORGANIZATION AND ALL RELATED ENTITIES FOR THE POSITIONS LISTED HERE. MELZER, ROBERT M. DIRECTOR AND BOARD CHAIR - CAREGROUP, INC. MR. MELZER DEVOTED, ON AVERAGE, 5 HOURS PER WEEK TO THE REPORTING ORGANIZATION. MR. MELZER'S TERM ON THE CAREGROUP, INC. BOARD ENDED MARCH 2013. NORKUS, MICHAEL DIRECTOR - CAREGROUP, INC. MR. NORKUS DEVOTES, ON AVERAGE, 6 HOUR PER WEEK TO THE REPORTING ORGANIZATION. SAAL, M.D., A. KIM DIRECTOR - CAREGROUP, INC. TRUSTEE AND CHIEF, DIVISION OF CARDIOLOGY - MOUNT AUBURN HOSPITAL INSTRUCTOR IN MEDICINE - HARVARD MEDICAL SCHOOL DR. SAAL'S TERM ON THE CAREGROUP BOARD BEGAN JANUARY 2013 AND HE DEVOTES, ON AVERAGE, A COMBINED 14 HOURS PER WEEK TO THE REPORTING ORGANIZATION AND ALL RELATED ENTITIES FOR THE POSITIONS LISTED HERE. PAYMENTS REPORTED BY MOUNT AUBURN HOSPITAL: BASE COMPENSATION: 68,125 AS REQUIRED BY THIS FORM 990, COMPENSATION REPORTED BY MOUNT AUBURN HOSPITAL FOR THE 2012 CALENDAR YEAR INCLUDES $68,125 PAID TO DR. SAAL BY MOUNT AUBURN CARDIOLOGY ASSOCIATES AND RELATED TO DR. SAAL'S POSITION AS CHIEF OF THE DIVISION OF CARDIOLOGY AT MOUNT AUBURN HOSPITAL. SIMONS, THOMAS DIRECTOR (EX-OFFICIO) - CAREGROUP, INC. TRUSTEE AND BOARD CHAIR - MOUNT AUBURN HOSPITAL MR. SIMONS DEVOTES, ON AVERAGE, A COMBINED 7 HOURS PER WEEK TO THE REPORTING ORGANIZATION AND ALL RELATED ENTITIES FOR THE POSITIONS LISTED HERE. STEVENSON, HOWARD H. DIRECTOR (EX-OFFICIO) - CAREGROUP, INC. TRUSTEE - MOUNT AUBURN HOSPITAL TRUSTEE - MOUNT AUBURN PROFESSIONAL SERVICES MR. STEVENSON DEVOTES, ON AVERAGE, A COMBINED 4 HOURS PER WEEK TO THE REPORTING ORGANIZATION AND ALL RELATED ENTITIES FOR THE POSITIONS LISTED HERE. STRIEDER, HELEN R. DIRECTOR AND BOARD CHAIR - CAREGROUP, INC. MS. STRIEDER DEVOTES, ON AVERAGE, A COMBINED 11 HOURS PER WEEK TO THE REPORTING ORGANIZATION. MS. STRIEDER'S TERM AS BOARD CHAIR BEGAN MARCH 2013. WILKINS, JOHN P. DIRECTOR - CAREGROUP, INC. MR. WILKINS DEVOTES, ON AVERAGE, A COMBINED 4 HOUR PER WEEK TO THE REPORTING ORGANIZATION AND ALL RELATED ENTITIES FOR THE POSITIONS LISTED HERE. RICHLIN, ESQ., DEAN CLERK - CAREGROUP, INC. MR. RICHLIN'S DEVOTES, ON AVERAGE, 2 HOURS PER WEEK TO THE REPORTING ORGANIZATION. ROBLE, ESQ., DANIEL VICE PRESIDENT, GENERAL COUNSEL AND CLERK CAREGROUP, INC. SUPPLEMENTAL INFORMATION PART III MR. ROBLE DEVOTES, ON AVERAGE, 60 HOURS PER WEEK TO THE REPORTING ORGANIZATION. PAYMENTS REPORTED BY CAREGROUP BASE COMPENSATION: 290,718 INCENTIVE COMPENSATION: 0 OTHER REPORTABLE COMPENSATION: 1,955 DEFERRED COMPENSATION: 0 NON-TAXABLE BENEFITS: 22,617 SZUM, JOHN T. EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER - CAREGROUP, INC. TREASURER, CAREGROUP, INC. MR. SZUM DEVOTES, ON AVERAGE, 60 HOURS PER WEEK TO THE REPORTING ORGANIZATION. PAYMENTS MADE BY CAREGROUP, INC. BASE COMPENSATION: 409,886 BONUS AND INCENTIVE COMPENSATION: 78,000 OTHER REPORTABLE COMPENSATION: 48,764 DEFERRED COMPENSATION: 107,245 NON-TAXABLE BENEFITS: 30,949 OTHER REPORTABLE AND DEFERRED COMPENSATION FOR MR. SZUM INCLUDES COMBINED PAYMENTS FROM A NONQUALIFIED RETIREMENT PLAN IN THE AMOUNT OF $59,375. DEFERRED COMPENSATION REPORTED BY CAREGROUP INCLUDES AN ACTUARIAL CHANGE IN THE PROJECTED BENEFIT OBLIGATION OF MR. SZUM'S SUPPLEMENTAL EXECUTIVE RETIREMENT PROGRAM (SERP) DURING THE 2012 CALENDAR YEAR IN THE AMOUNT OF $91,031. UNDER ORDINARY CIRCUMSTANCES THE SERP DOES NOT VEST UNTIL 2022. MONCREIFF, JANE SENIOR VICE PRESIDENT AND CHIEF INVESTMENT OFFICER - CAREGROUP, INC. MS. MONCREIFF DEVOTES, ON AVERAGE, 60 HOURS PER WEEK TO THE REPORTING ORGANIZATION. PAYMENTS REPORTED BY CAREGROUP: BASE COMPENSATION: 522,396 INCENTIVE COMPENSATION: 250,000 OTHER REPORTABLE COMPENSATION: 65,249 DEFERRED COMPENSATION: 12,500 NON-TAXABLE BENEFITS: 40,342 OTHER REPORTABLE AND DEFERRED COMPENSATION FOR MS. MONCREIFF INCLUDES COMBINED PAYMENTS FROM A NONQUALIFIED RETIREMENT PLAN IN THE AMOUNT OF $59,375. APPLEYARD. JOSEPH DIRECTOR, CORPORATE FINANCE - CAREGROUP, INC. MR. APPLEYARD DEVOTES, ON AVERAGE, 60 HOURS PER WEEK TO THE REPORTING ORGANIZATION. PAYMENTS REPORTED BY CAREGROUP: BASE COMPENSATION: 133,996 INCENTIVE COMPENSATION: 0 OTHER REPORTABLE COMPENSATION: 10,588 DEFERRED COMPENSATION: 22,061 NON-TAXABLE BENEFITS: 28,662 BOWES, GEOFFREY INVESTMENT ASSOCIATE - CAREGROUP, INC. MR. BOWES DEVOTES, ON AVERAGE, 60 HOURS PER WEEK TO THE REPORTING ORGANIZATION. PAYMENTS REPORTED BY CAREGROUP: BASE COMPENSATION: 144,399 INCENTIVE COMPENSATION: 20,000 OTHER REPORTABLE COMPENSATION: 91 DEFERRED COMPENSATION: 2,896 NON-TAXABLE BENEFITS: 304 CLOUGH, JEANETTE G. TRUSTEE, PRESIDENT AND CHIEF EXECUTIVE OFFICER - MOUNT AUBURN HOSPITAL TRUSTEE, PRESIDENT AND CHIEF EXECUTIVE OFFICER - MOUNT AUBURN PROFESSIONAL SERVICES MS. CLOUGH DEVOTES, ON AVERAGE, A COMBINED 60 HOURS PER WEEK TO THE RELATED ENTITIES FOR THE POSITIONS LISTED HERE. IN HER POSITIONS AS PRESIDENT AND CHIEF EXECUTIVE OFFICER FOR MOUNT AUBURN HOSPITAL (MAH) AND MOUNT AUBURN PROFESSIONAL SERVICES (MAPS), MS. CLOUGH RECEIVES PAYMENTS DIRECTLY FROM MAH AS WELL AS FROM CAREGROUP, THE SOLE MEMBER OF MAH, AN ENTITY EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, AND A SUPPORT ORGANIZATION OF MAH. ADDITIONALLY, MS. COUGH PERFORMS SERVICES FOR BOTH MAH AND MAPS BUT NOT DIRECTLY FOR CAREGROUP AND HER COMPENSATION IS FURTHER OUTLINED BELOW. PAYMENTS MADE BY CAREGROUP AND REPORTED BY MOUNT AUBURN HOSPITAL AND MOUNT AUBURN PROFESSIONAL SERVICES: BASE COMPENSATION: 520,763 INCENTIVE COMPENSATION: 421,106 OTHER REPORTABLE COMPENSATION: 49,284 DEFERRED COMPENSATION: 443,550 NON-TAXABLE BENEFITS: 20,679 PAYMENTS MADE BY MOUNT AUBURN HOSPITAL AND REPORTED BY MOUNT AUBURN HOSPITAL AND MOUNT AUBURN PROFESSIONAL SERVICES: BASE COMPENSATION: 0 INCENTIVE COMPENSATION: 1,018 OTHER REPORTABLE COMPENSATION: 37,478 DEFERRED COMPENSATION: 420,950 NON-TAXABLE BENEFITS: 0 INCENTIVE COMPENSATION REPORTED FOR THE 2012 CALENDAR YEAR INCLUDES 1) PAYMENTS IN 2012 PURSUANT TO A LONG TERM INCENTIVE PLAN RELATED TO MOUNT AUBURN HOSPITAL'S FISCAL YEAR ENDED SEPTEMBER 30, 2011 IN THE AMOUNT OF $219,562 AND 2) A PAYMENT PURSUANT TO AN ANNUAL INCENTIVE PLAN RELATED TO THE FISCAL YEAR ENDED SEPTEMBER 30, 2011 IN THE AMOUNT OF $201,544. AS REQUIRED BY THIS FORM 990, THESE INCENTIVE COMPENSATION PAYMENTS WERE REPORTED AS DEFERRED COMPENSATION IN THE PRIOR YEAR FORM 990. DEFERRED COMPENSATION REPORTED BY MOUNT AUBURN HOSPITAL FOR THE 2012 CALENDAR YEAR INCLUDES AN ACTUARIAL CHANGE IN THE PROJECTED BENEFIT OBLIGATION OF MS. CLOUGH'S SUPPLEMENTAL EXECUTIVE RETIREMENT PROGRAM (SERP) OF $402,000. THE SERP DOES NOT VEST UNTIL MS. CLOUGH REACHES AGE 62. DEFERRED COMPENSATION REPORTED FOR THE 2012 CALENDAR YEAR ALSO INCLUDES TWO INCENTIVE PAYMENTS RELATED TO THE SERVICES MS. CLOUGH PERFORMED DURING MOUNT AUBURN'S FISCAL YEAR ENDED SEPTEMBER 30, 2012 BUT WHICH WERE NOT PAID TO MS. CLOUGH UNTIL AFTER DECEMBER 31, 2012 -- ONE IN THE AMOUNT OF $225,000 RELATED TO AN ANNUAL INCENTIVE PLAN, AND ANOTHER FOR $225,000 RELATED TO A LONG TERM INCENTIVE PLAN. OTHER REPORTABLE AND DEFERRED COMPENSATION FOR MS. CLOUGH INCLUDES COMBINED PAYMENTS FROM A NONQUALIFIED RETIREMENT PLAN IN THE AMOUNT OF $59,375. ADDITIONALLY, OTHER REPORTABLE COMPENSATION IN THE AMOUNT OF $18,018 WAS REPORTED AS DEFERRED COMPENSATION IN THE PRIOR YEAR FORM 990, AS REQUIRED. DONOVAN, SHAWN VICE PRESIDENT, MARKETABLE SECURITIES - CAREGROUP, INC. MR. DONOVAN DEVOTES, ON AVERAGE, 60 HOURS PER WEEK TO THE REPORTING ORGANIZATION. PAYMENTS REPORTED BY CAREGROUP: BASE COMPENSATION: 310,855 INCENTIVE COMPENSATION: 85,000 OTHER REPORTABLE COMPENSATION: 33,799 DEFERRED COMPENSATION: 12,500 NON-TAXABLE BENEFITS: 31,617 OTHER REPORTABLE AND DEFERRED COMPENSATION FOR MR. DONOVAN INCLUDES COMBINED PAYMENTS FROM A NONQUALIFIED RETIREMENT PLAN IN THE AMOUNT OF $28,952. WOLFSON, KAREN DIRECTOR, TAXATION AND BOND COMPLIANCE OFFICER - CAREGROUP, INC. MS. WOLFSON DEVOTES, ON AVERAGE, 60 HOURS PER WEEK TO THE REPORTING ORGANIZATION. PAYMENTS REPORTED BY CAREGROUP: BASE COMPENSATION: 158,175 INCENTIVE COMPENSATION: 0 OTHER REPORTABLE COMPENSATION: 209 DEFERRED COMPENSATION: 18,574 NON-TAXABLE BENEFITS: 7,960 A MA DEVELOPMENT FINANCE AGENCY 043431814 NONEAVAIL 2012-07-11 49910000 REFUND ISSUES DATED 2/11/1998 0 0 0 B MA DEVELOPMENT FINANCE AGENCY 043431814 NONEAVAIL 2011-09-15 120280000 REFUND ISSUES DATED 2/11/1998 0 0 0 C MA HEALTH & ED FACILITIES AUTHORITY 042456011 57586C3S2 2008-06-09 377527010 REFUND ISSUES DATED 1/19/1989; 9/23/1992;8/12/2004 0 0 0 D MA HEALTH & ED FACILITIES AUTHORITY 042456011 57586CDK8 2004-08-12 187125000 REFUND ISSUES DATED 9/23/1992; 11/9/1994 0 0 0 A 49910000 368094 49541906 1 0 1 1 B 19395000 120280000 290672 119989328 1 0 1 1 C 74930000 378911689 27356617 3929290 134556855 213068927 2011 1 0 0 1 D 154175000 187125000 1796643 7991727 177336630 1 0 1 1 A 0 1 0 0 0 0 0 B 0 1 1 1 0 0.00600 0.00100 0.00700 0 0 1 C 0 0 0 0 0 0 0 D 0 0 0 0 0 0 0 A 0 0 1 0 0 0 0 0 1 B 0 0 1 0 0 0 0 0 1 C 0 0 0 1 0 0 0 0 1 D 0 0 0 1 1 1 CITI BANK 0 1 0 0 1 A 1 B 1 C 1 D 1 SCHEDULE K - EXPLANATORY STATEMENT CAREGROUP, INC., (CAREGROUP) IS A MASSACHUSETTS NON-PROFIT CORPORATION EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED THAT SERVES AS A SUPPORT ORGANIZATION OF BETH ISRAEL DEACONESS MEDICAL CENTER, BETH ISRAEL DEACONESS HOSPITAL - NEEDHAM, BETH ISRAEL DEACONESS HOSPITAL - MILTON, MOUNT AUBURN HOSPITAL, NEW ENGLAND BAPTIST HOSPITAL AND THESE ENTITIES PHYSICIAN GROUPS AND AFFILIATED ENTITIESOTHER CAREGIVERS. CAREGROUP'S PURPOSE IS TO OVERSEE THE FINANCIAL WELL-BEING OF THE AFFILIATED ENTITIES WHICH MAKE UP THE CAREGROUP SYSTEM. - CAREGROUP AND SOME OF ITS AFFILIATES JOINTLY BORROW DEBT AS AN OBLIGATED GROUP. THE OBLIGATED GROUP MEMBERS ARE: CAREGROUP, BETH ISRAEL DEACONESS MEDICAL CENTER (MEDICAL CENTER), MOUNT AUBURN HOSPITAL (MAH), NEW ENGLAND BAPTIST HOSPITAL (NEBH), BETH ISRAEL DEACONESS - NEEDHAM (BID-NEEDHAM), MOUNT AUBURN PROFESSIONAL SERVICES (MAPS) AND MEDICAL CARE OF BOSTON MANAGEMENT CORP D/B/A AFFILIATED PHYSICIANS GROUP (APG). THE INFORMATION REPORTED ON SCHEDULE K FOR BETH ISRAEL DEACONESS MEDICAL CENTER (MEDICAL CENTER) REFLECTS THE COMBINED CAREGROUP OBLIGATED GROUP DEBT ISSUED AFTER DECEMBER 31, 2002 WITH AN OUTSTANDING PRINCIPAL BALANCE IN EXCESS OF $100,000. SCHEDULE K PART 1F - DESCRIPTION OF TAX-EXEMPT DEBT PURPOSE PURPOSES OF CAREGROUP SERIES E BONDS: - TO FINANCE OR REFINANCE VARIOUS RENOVATION AND CONSTRUCTION PROJECTS AND CAPITAL EQUIPMENT ACQUISITIONS FOR THE MEDICAL CENTER - TO FINANCE OR REFINANCE CONSTRUCTION, RENOVATION, FURNISHING AND VARIOUS OTHER CAPITAL ACQUISITIONS FOR MAH'S NEW AND EXPANDED FACILITIES WITH APPROXIMATELY 250,000 SQUARE FEET OF NEW AND RENOVATED SPACE TO INCLUDE: A NEW SIX-STORY ACUTE CARE FACILITY TO SUPPORT ADDITIONAL CRITICAL CARE AND MEDICAL /SURGICAL BEDS, EXPANDED OPERATING ROOMS AND INTERVENTIONAL RADIOLOGY ROOMS AND A NEW PARKING GARAGE - TO FINANCE OR REFINANCE CONSTRUCTION, RENOVATION, FURNISHING AND VARIOUS OTHER CAPITAL ACQUISITIONS FOR NEBH'S MASTER FACILITY PLAN, INCLUDING A NEW ATRIUM OF APPROXIMATELY 2,740 SQUARE FEET, A PRE-OPERATIVE AND POST ANESTHESIA UNIT OF APPROXIMATELY 14, 310 SQUARE FEET, CONSTRUCTION OF A CENTRAL STERILE SUPPLY AREA OF APPROXIMATELY 8,290 SQUARE FEET AND CONSTRUCTION OF NEW OPERATING ROOMS OF APPROXIMATELY 18,615 SQUARE FEET; - TO FINANCE OR REFINANCE CONSTRUCTION, RENOVATION, FURNISHING AND VARIOUS OTHER CAPITAL ACQUISITIONS FOR BID-NEEDHAM'S NEW AND EXPANDED FACILITIES INCLUDING AN APPROXIMATELY 59,000 SQUARE FOOT PROJECT ON TWO FLOORS TO RENOVATE AND EXPAND SERVICES IN THE EMERGENCY DEPARTMENT, INPATIENT UNITS, RADIOLOGY DEPARTMENT AND ASSOCIATED SUPPORT SERVICES; - TO REFINANCE $201,975,000 OF DEBT PREVIOUSLY ISSUED BY MEMBERS OF THE OBLIGATED GROUP, INCLUDING $138,075,000 OF THE CAREGROUP SERIES C BONDS DESCRIBED BELOW. PURPOSES OF CAREGROUP SERIES D BONDS: - REFUNDING OF THE OUTSTANDING PRINCIPAL BALANCE OF THE MAH SERIES B BONDS BY CREATING AN IRREVOCABLE REFUNDING TRUST DATED JULY 13, 2004 PURPOSES OF CAREGROUP SERIES C BONDS: - REFUNDING OF THE OUTSTANDING PRINCIPAL BALANCE OF THE BETH ISRAEL HOSPITAL ASSOCIATION SERIES G BONDS BY CREATING AN IRREVOCABLE REFUNDING TRUST DATED JULY 13, 2004 PURPOSES OF CAREGROUP SERIES F BONDS: - REFUNDING OF A PORTION OF THE OUTSTANDING PRINCIPAL BALANCE OF THE CAREGROUP SERIES A BONDS BY CREATING AN IRREVOCABLE REFUNDING TRUST DATED SEPTEMBER 1, 2011 PURPOSES OF CAREGROUP SERIES G BONDS: - REFUNDING THE REMAINING PORTION OF THE OUTSTANDING PRINCIPAL BALANCE OF THE CAREGROUP SERIES A BONDS BY CREATING AN IRREVOCABLE REFUNDING TRUST DATED JULY 1,2012. SCHEDULE K PART II LINE 3 - TOTAL ISSUE PROCEEDS THE DIFFERENCE BETWEEN THE TOTAL PROCEEDS AND THE ISSUE PRICE IS THE INVESTMENT EARNINGS OF $1,384,679. SCHEDULE K PART II LINE 11 - OTHER SPENT PROCEEDS COLUMNS A, B AND D: THE OTHER SPENT PROCEEDS RELATE TO THE REFUNDING PROCEEDS OF THESE ISSUES. COLUMN C: $8,993,760 OF THE PROCEEDS LISTED WERE USED FOR TERMINATION OF THE HEDGE AGREEMENT, WITH THE REMAINDER USED FOR REFUNDING PURPOSES OF THE ISSUE. SCHEDULE K PART II LINE 13 - YEAR OF SUBSTANTIAL COMPLETION OF PROJECT(S) THE PROJECTS FINANCED AND/OR REFINANCED WITH TAX-EXEMPT BOND FINANCED WERE COMPLETED, ON VARIOUS DATES. COLUMNS A, B AND D: ALL MEMBERS OF THE CAREGROUP OBLIGATED GROUP UNDERSTAND THIS QUESTION RELATES TO THE NON-REFUNDING PROCEEDS OF THE ISSUES. SINCE THE ISSUES LISTED IN THESE COLUMNS WERE USED ENTIRELY FOR REFUNDING PROCEEDS, THESE LINES HAVE BEEN LEFT BLANK. SCHEDULE K PART III QUESTIONS 2 AND 3: FACILITIES FINANCED WITH TAX-EXEMPT BONDS ARE PRIMARILY OCCUPIED BY CAREGROUP AND ITS AFFILIATED TAX-EXEMPT ENTITIES, INCLUDING BUT NOT LIMITED TO THE MEDICAL CENTER, BID-NEEDHAM, HARVARD MEDICAL FACULTY PHYSICIANS AT BETH ISRAEL DEACONESS MEDICAL CENTER, NEBH, NEW ENGLAND BAPTIST MEDICAL ASSOCIATES, MAH, MAPS AND APG. SOME FINANCED SPACE MAY CONTAIN LEASE ARRANGEMENTS, AND THE AFFILIATES WHICH OWN THE DEBT FINANCED SPACE MAY OPT TO ENGAGE A MANAGEMENT SERVICES COMPANY (I.E. CLEANING, PATIENT TRANSPORT, AND FOOD SERVICES) OR ENGAGE IN RESEARCH PURSUANT TO RESEARCH AGREEMENTS WITHIN TAX EXEMPT DEBT FINANCED SPACE. ANY SUCH AGREEMENTS IN PLACE AS OF SEPTEMBER 30, 2013 WERE REVIEWED TO ENSURE PROPER ACCOUNTING OF ANY PRIVATE USE GENERATED FROM SUCH ACTIVITIES. IN ADDITION, SUCH AGREEMENTS ARE GENERALLY REVIEWED BY INSIDE COUNSEL PRIOR TO FINALIZING. SCHEDULE K PART IV, LINE 2C, REBATE CALCULATIONS COLUMN C: A REBATE CALCULATION WAS COMPLETED AS OF SEPTEMBER 30, 2012 WITH NO REBATE DUE. COLUMN D: A REBATE CALCULATION WAS COMPLETED AS OF SEPTEMBER 30, 2013 WITH NO REBATE DUE. CRICORMF CRICOVT R. MELZER - DIRECTO 31742153 SEE SUPPLEMENTAL INFORMATION 0 CRICORMF CRICOVT A. BUFFERD - DIRECTOR 31742153 SEE SUPPLEMENTAL INFORMATION 0 SCHEDULE L PART IV - BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS ALLAN BUFFERD, TREASURER AND BOARD MEMBER OF BETH ISRAEL DEACONESS MEDICAL CENTER (BIDMC) FOR WHICH CAREGROUP SERVES AS THE SOLE MEMBER, IS THE BOARD CHAIRMAN OF THE RISK MANAGEMENT FOUNDATION OF THE HARVARD MEDICAL INSTITUTIONS, INC. (CRICO/RMF), CONTROLLED RISK INSURANCE COMPANY, LTD (CRICO CAYMAN) AND CONTROLLED RISK INSURANCE COMPANY OF VERMONT, INC, (A RISK RETENTION GROUP) (CRICO VERMONT). CRICO/VT IS A WHOLLY-OWNED SUBSIDIARY OF CRICO/RMF. HE ALSO CURRENTLY SITS ON THE BOSTON CHILDREN'S HOSPITAL BOARD. IN ADDITION, KEVIN TABB, BIDMC PRESIDENT AND CHIEF EXECUTIVE OFFICER, ALSO HOLDS A POSITION ON THE CRICO/RMF BOARD., IN ADDITION, ROBERT MELZER SERVED ON BOTH THE CAREGROUP AND CRICO/RMF BOARDS THROUGH MARCH 2013.CAREGROUP, IS THE SOLE MEMBER AND A SUPPORTING ORGANIZATION OF BIDMC, BIDN, MOUNT AUBURN HOSPITAL, NEW ENGLAND BAPTIST HOSPITAL, IS A CRICO/CAYMAN SHAREHOLDER AND CRICO/RMF MEMBER AND THROUGH CAREGROUP, THESE ENTITIES PURCHASE PHYSICIAN PROFESSIONAL LIABILITY INSURANCE AND GENERAL LIABILITY INSURANCE. FOR THE PERIOD COVERED BY THIS FILING, THESE ENTITIES COMBINED PAID $31,742,153 TO CRICO AND RMF FOR THIS INSURANCE COVERAGE. ALL CRICO/RMF AND CRICO/CAYMAN SHAREHOLDERS ARE ENTITIES EXEMPT FROM INCOME TAXES UNDER SECTION 501(C) (3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED AND AMOUNTS RELATED TO CRICO/CAYMAN HAVE BEEN REPORTED ON SCHEDULE F, STATEMENT OF ACTIVITIES OUTSIDE THE UNITED STATES, FOR CAREGROUP INC. AND ITS AFFILIATES AS REQUIRED BY FORM 990. CAREGROUP MAINTAINS AN ACCOUNTABLE BUSINESS EXPENSE REIMBURSEMENT PLAN. FROM TIME TO TIME, CAREGROUP MAY REIMBURSE ITS OFFICERS, DIRECTORS/TRUSTEES AND/OR KEY EMPLOYEES FOR EXPENSES THEY INCURRED AND WHICH ARE PROPERLY ORDINARY AND NECESSARY BUSINESS EXPENSES OF THE REPORTING ENTITY. THE POLICIES AND PROCEDURES REQUIRED BY THE ACCOUNTABLE BUSINESS PLAN MUST BE FOLLOWED IN ORDER TO RECEIVE REIMBURSEMENT FOR SUCH EXPENSES AND IT IS POSSIBLE THAT ONE OR MORE INDIVIDUALS RECEIVED NON-TAXABLE REIMBURSEMENTS WHICH TOTALED $10,000 OR MORE DURING THE FISCAL PERIOD COVERED BY THIS FILING.ALL OF THE ABOVE TRANSACTIONS WERE NEGOTIATED AT ARMS-LENGTH AND IN ACCORDANCE WITH THE CAREGROUP CONFLICT OF INTEREST POLICY. MISSION STATEMENT FORM 990, PART I, LINE 1 AND PART III, LINE 1: THE PURPOSE OF CAREGROUP, INC. (CAREGROUP) IS TO OVERSEE THE FINANCIAL WELL-BEING OF THE AFFILIATED ENTITIES WHICH MAKE UP THE CAREGROUP SYSTEM. CAREGROUP SERVES AS THE SOLE MEMBER AND A SUPPORT ORGANIZATION OF BETH ISRAEL DEACONESS MEDICAL CENTER (BIDMC OR MEDICAL CENTER). BIDMC IS THE SOLE MEMBER OF BETH ISRAEL DEACONESS HOSPITAL - NEEDHAM, INC. (BIDN), MEDICAL CARE OF BOSTON MANAGEMENT CORPORATION, D/B/A AFFILIATED PHYSICIANS GROUP (APG) AND BETH ISRAEL DEACONESS HOSPITAL - MILTON, INC. (BID-MILTON). IN ADDITION, HARVARD MEDICAL FACULTY PHYSICIANS AT BETH ISRAEL DEACONESS MEDICAL CENTER, INC. (HMFP) IS THE DEDICATED PHYSICIAN PRACTICE OF THE MEDICAL CENTER AND AN ENTITY INTEGRALLY RELATED TO HELPING THE MEDICAL CENTER ACCOMPLISH ITS CHARITABLE PURPOSES. CAREGROUP ALSO SERVES AS THE SOLE MEMBER AND A SUPPORT ORGANIZATION OF NEW ENGLAND BAPTIST HOSPITAL (NEBH) AND MOUNT AUBURN HOSPITAL (MAH), WHICH IN TURN SERVE AS THE SOLE MEMBER OF NEW ENGLAND BAPTIST MEDICAL ASSOCIATES (NEBMA) AND MOUNT AUBURN PROFESSIONAL SERVICES (MAPS), RESPECTIVELY. EACH OF THE ENTITIES LISTED IN THIS PARAGRAPH MAY, IN TURN, SERVE AS MEMBER OF ADDITIONAL ENTITIES WITHIN THE CAREGROUP NETWORK OF AFFILIATES. EXEMPT PURPOSE ACHIEVEMENTS FORM 990, PART III, LINE 4A: AS A SUPPORT AND MANAGEMENT OVERSEEING THE FINANCIAL WELL-BEING OF ITS AFFILIATED ENTITIES CAREGROUP PROVIDES, AMONG OTHER THINGS, MANAGEMENT LEADERSHIP, DEBT STRUCTURING SUPPORT, INVESTMENT MANAGEMENT FOR THE ENDOWMENT ASSETS, FINANCING OF CAPITAL PROJECTS THROUGH ITS POOLED AND OBLIGATED GROUP DEBT, AND FINANCIAL SUPPORT SERVICES, INCLUDING INTERNAL AUDIT AND TAX SERVICES FOR THE CONSOLIDATED NETWORK OF ENTITIES. IN ADDITION, CAREGROUP HAS PARTICIPATED IN THE DEVELOPMENT OF HEALTH RELATED VENTURES AND PARTNERSHIPS AND GENERALLY SUPPORTS THE DELIVERY OF HEALTHCARE SERVICES, RESEARCH AND TEACHING SERVICES THROUGHOUT THE NETWORK. ALL OF THESE ACTIVITIES FURTHER BOTH THE EXEMPT PURPOSES OF CAREGROUP AND THE ENTITIES WHICH IT SUPPORTS. PART IV, QUESTION 24B: INVESTMENT OF TAX-EXEMPT BOND PROCEEDS BEYOND THE TEMPORARY PERIOD EXCEPTION PROCEEDS IN THE PROJECT FUND WERE UNEXPECTEDLY HELD BEYOND THE THREE-YEAR TEMPORARY PERIOD, BUT WERE YIELD RESTRICTED IN COMPLIANCE WITH FEDERAL TAX REQUIREMENTS. STATEMENT REGARDING AUDITED FINANCIAL STATEMENTS PART IV, QUESTION 12: THE BOSTON, MA OFFICE OF KPMG ISSUED AN UNQUALIFIED OPINION ON THE CAREGROUP AND AFFILIATES CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR FISCAL YEAR ENDED SEPTEMBER 30, 2013. THESE STATEMENTS WERE PREPARED IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) AND INCLUDE THE ACCOUNTS OF CAREGROUP, BETH ISRAEL DEACONESS MEDICAL CENTER, INC. AND ITS AFFILIATES, MOUNT AUBURN HOSPITAL AND ITS AFFILIATE, AND NEW ENGLAND BAPTIST HOSPITAL AND ITS AFFILIATE. STATEMENT REGARDING PAYROLL PART V, QUESTION 2A: BETH ISRAEL DEACONESS MEDICAL CENTER, INC. SERVES AS THE COMMON PAY AGENT FOR CAREGROUP, INC. IN ACCORDANCE WITH INSTRUCTIONS TO THE 2012 FORM 990, CAREGROUP IS REPORTING THE NUMBER OF FORMS W-2 ISSUED AS IF THEY HAD BEEN ISSUED DIRECTLY BY CAREGROUP. FORM 990, PART VI, SECTION A, LINE 2 BUSINESS AND FAMILY RELATIONSHIPS THE FOLLOWING CAREGROUP OFFICERS, DIRECTORS/TRUSTEES AND KEY EMPLOYEES HAVE BUSINESS AND FAMILY RELATIONSHIPS: ALLAN BUFFERD AND ROBERT MELZER - BUSINESS RELATIONSHIP AS NOTED IN VARIOUS NARRATIVE DISCLOSURES WHICH SUPPORT THIS FORM 990 AND RELATED SCHEDULES, CAREGROUP, INC. (CAREGROUP) IS A MASSACHUSETTS NON-PROFIT CORPORATION EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED. CAREGROUP'S PURPOSE IS TO OVERSEE THE FINANCIAL WELL-BEING OF THE AFFILIATED ENTITIES WHICH MAKE UP THE CAREGROUP SYSTEM. CAREGROUP SERVES AS THE SOLE MEMBER AND A SUPPORT ORGANIZATION OF BETH ISRAEL DEACONESS MEDICAL CENTER (BIDMC OR MEDICAL CENTER). BIDMC IS THE SOLE MEMBER OF BETH ISRAEL DEACONESS HOSPITAL - NEEDHAM, INC. (BIDN), MEDICAL CARE OF BOSTON MANAGEMENT CORPORATION, D/B/A AFFILIATED PHYSICIANS GROUP (APG) AND BETH ISRAEL DEACONESS HOSPITAL - MILTON, INC. (BID-MILTON). IN ADDITION, HARVARD MEDICAL FACULTY PHYSICIANS AT BETH ISRAEL DEACONESS MEDICAL CENTER, INC. (HMFP) IS THE DEDICATED PHYSICIAN PRACTICE OF THE MEDICAL CENTER AND AN ENTITY INTEGRALLY RELATED TO HELPING THE MEDICAL CENTER ACCOMPLISH ITS CHARITABLE PURPOSES. CAREGROUP ALSO SERVES AS THE SOLE MEMBER AND A SUPPORT ORGANIZATION OF NEW ENGLAND BAPTIST HOSPITAL (NEBH) AND MOUNT AUBURN HOSPITAL (MAH), WHICH IN TURN SERVE AS THE SOLE MEMBER OF NEW ENGLAND BAPTIST MEDICAL ASSOCIATES (NEBMA) AND MOUNT AUBURN PROFESSIONAL SERVICES (MAPS), RESPECTIVELY. EACH OF THE ENTITIES LISTED IN THIS PARAGRAPH MAY, IN TURN, SERVE AS MEMBER OF ADDITIONAL ENTITIES WITHIN THE CAREGROUP NETWORK OF AFFILIATES. TWO OR MORE OF THE PERSONS LISTED IN THIS FORM 990 PART VII HAVE A BUSINESS RELATIONSHIP WITH EACH OTHER BY VIRTUE OF SITTING ON ONE OR MORE BOARDS OF DIRECTORS/TRUSTEES OR BY SERVING IN EMPLOYMENT RELATIONSHIP ONE OR MORE ENTITIES WITHIN THE CAREGROUP NETWORK OF AFFILIATED ORGANIZATIONS. ADDITIONAL DETAIL IS PROVIDED IN THE EXPLANATORY NOTES TO THIS FORM 990 SCHEDULE J. FORM 990, PART VI, SECTION B, LINE 11 FORM 990 REVIEW PROCESS THE FORM 990 IS REVIEWED BY THE CAREGROUP PROGRAM DIRECTOR, TAXATION AND THE CAREGROUP EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER. THE RETURN IS ALSO REVIEWED AND SIGNED BY DELOITTE TAX, LLP. THE COMPLETE FORM 990 IS PRESENTED TO THE CAREGROUP AUDIT COMMITTEE FOR REVIEW AND DISCUSSION. A COPY OF THE COMPLETE RETURN IS ALSO PROVIDED TO EACH MEMBER OF THE CAREGROUP BOARD OF DIRECTORS PRIOR TO SUBMISSION TO THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C EXPLANATION OF MONITORING AND ENFORCEMENT OF CONFLICTS CAREGROUP, INC. HAS A COMPREHENSIVE CONFLICT OF INTEREST POLICY. PURSUANT TO THAT POLICY, ALL OFFICERS, DIRECTORS AND KEY EMPLOYEES ARE ASKED TO COMPLETE AN ANNUAL CONFLICT DISCLOSURE WHICH IS DESIGNED TO REQUIRE DISCLOSURE OF ANY BUSINESS RELATIONSHIPS MAINTAINED BY OFFICERS, DIRECTORS OR KEY EMPLOYEES AND THEIR FAMILY MEMBERS WHICH MAY RESULT IN A CONFLICT OF INTEREST. IN ADDITION, ANY INDIVIDUAL WHO COMMENCES A TERM AS AN OFFICER, DIRECTOR OR KEY EMPLOYEE IS REQUIRED TO COMPLETE THE ANNUAL CONFLICT DISCLOSURE AT THE TIME SUCH POSITION COMMENCES. THE CAREGROUP CHIEF OF STAFF COLLECTS THE RESPONSES AND PROVIDES THEM TO THE CAREGROUP EXECUTIVE COMMITTEE WHICH REVIEWS POSITIVE RESPONSES FOR ULTIMATE DETERMINATION OF ANY POTENTIAL OR ACTUAL CONFLICT. ANY ACTIVITY THAT REQUIRES ACTION UNDER THE CONFLICT OF INTEREST POLICY IS SUBJECT TO ONGOING REVIEW AND ACTION THROUGH THE EXECUTIVE COMMITTEE WORKING WITH THE EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER. PURSUANT TO THE CONFLICT OF INTEREST POLICY, CERTAIN ACTIVITIES WHICH COULD CREATE CONFLICTS OF INTEREST ARE PROHIBITED WHILE OTHER TYPES OF RELATIONSHIPS ARE PERMITTED, SUBJECT TO COMPLIANCE WITH A PLAN TO REQUIRE DISCLOSURE AND RECUSAL, INCLUDING APPROPRIATE DOCUMENTATION IN THE MINUTES. A SUMMARY OF THE ANNUAL CONFLICT OF INTEREST PROCESS IS PROVIDED TO THE CAREGROUP AUDIT COMMITTEE. IN ADDITION TO THE CONFLICT OF INTEREST PROCESS OUTLINED ABOVE, THE CAREGROUP TAX DEPARTMENT ISSUES A TAX QUESTIONNAIRE TO ALL CURRENT AND FORMER MEMBERS OF THE CAREGROUP BOARD OF DIRECTORS AS WELL AS CURRENT AND FORMER OFFICERS AND KEY EMPLOYEES. THE TAX QUESTIONNAIRE IS DESIGNED TO GATHER THE INFORMATION NECESSARY FOR THE CAREGROUP TO COMPLETELY AND ACCURATELY PROCESS AND COMPLETE FORM 990 PART VI QUESTION 2, FAMILY AND BUSINESS RELATIONSHIPS BETWEEN OFFICERS, DIRECTORS/TRUSTEES AND KEY EMPLOYEES AND FORM 990 SCHEDULE L, TRANSACTIONS WITH INTERESTED PERSONS AND FORM 990, PART VI, QUESTION 2, FAMILY AND BUSINESS RELATIONSHIPS BETWEEN OFFICERS, DIRECTORS/TRUSTEES AND KEY EMPLOYEES. FORM 990, PART VI, SECTION B, LINE 15 DESCRIPTION OF PROCESS TO DETERMINE COMPENSATION OF THE ORGANIZATIONS CEO AND OTHER OFFICERS AND KEY EMPLOYEES CAREGROUP HAS A COMPENSATION COMMITTEE THAT IS COMPOSED OF MEMBERS OF THE BOARD OF DIRECTORS. ALL MEMBERS ARE INDEPENDENT. FOR THE PERIOD COVERED BY THIS FILING, THE COMPENSATION COMMITTEE ("COMMITTEE") ESTABLISHED THE POLICIES AND THE COMPENSATION STRUCTURE OF THE CAREGROUP EXECUTIVE VICE PRESIDENT / CHIEF FINANCIAL OFFICER AND CHIEF INVESTMENT OFFICER. IN SETTING COMPENSATION, THE COMMITTEE RELIED UPON WRITTEN COMPENSATION SURVEYS/STUDIES PRODUCED BY AN INDEPENDENT COMPENSATION CONSULTING FIRM THAT REGULARLY ASSESSES EXECUTIVE COMPENSATION AND BENEFITS OF SIMILAR ORGANIZATIONS. THE COMMITTEE MET TO REVIEW THE COMPENSATION STRUCTURE OF THE INDIVIDUALS DESCRIBED ABOVE AND AT THAT TIME REVIEWED THE COMPENSATION SURVEY DATA PREPARED BY THE INDEPENDENT COMPENSATION CONSULTING FIRM. THE COMMITTEE RECOMMENDED THE REVIEWED PACKAGES WHICH WERE SUBMITTED TO THE FULL BOARD OF DIRECTORS FOR APPROVAL. ALL DELIBERATIONS WERE CONTEMPORANEOUSLY DOCUMENTED IN MINUTES. THE COMMITTEE IS RESPONSIBLE FOR ASSURING THAT THE TOTAL COMPENSATION PROVIDED IS FAIR AND REASONABLE USING CURRENT AND CREDIBLE MARKET PRACTICE INFORMATION AND THAT IT COMPLIES WITH APPLICABLE LEGAL AND REGULATORY GUIDELINES. FORM 990, PART VI, SECTION C, LINE 19 FORM 990, PART VI, SECTION C, LINE 19: OTHER ORGANIZATION DOCUMENTS PUBLICLY AVAILABLE THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE GENERAL PUBLIC UPON REQUEST AT THE FOLLOWING LOCATION: CAREGROUP, INC. 109 BROOKLINE AVENUE, SUITE 300 BOSTON, MA 02215 FINANCIAL STATEMENTS AND COMMITTEE OVERSIGHT PART XII, QUESTION 2B, 2C AND 2D AS PREVIOUSLY REPORTED IN THIS FILING, CAREGROUP, INC. IS A PUBLIC CHARITY EXEMPT FROM INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED. ALSO AS PREVIOUSLY NOTED, THE FINANCIAL RECORDS OF CAREGROUP, INC. ARE AUDITED EACH YEAR AS PART OF THE CAREGROUP, INC. AND AFFILIATES CONSOLIDATED AUDITED FINANCIAL STATEMENT PROCESS, AND FOR THE PERIOD COVERED BY THIS FILING THE BOSTON, MA OFFICE OF KPMG ISSUED AN UNQUALIFIED OPINION ON THESE FINANCIAL STATEMENTS. THIS PROCESS IS MONITORED AND REVIEWED INTERNALLY BY THE CAREGROUP, INC. AUDIT COMMITTEE. ASSOC PHYS HARVARD MED FAC PHY AT BIDMC 375 LONGWOOD AVE BOSTON MA 02215 320058309 TO PROVIDE EMERGENCY MEDICAL SERVICES MA 501(C)(3) LINE 11A, I HMFP AT BIDMC 0 BI ANAESTHESIA FOUNDATION INC 330 BROOKLINE AVE BOSTON MA 02215 042997215 SUPPORT PATIENT CARE, RESEARCH AND TEACHING MISSIONS OF BIDMC, HFMP AND HMS MA 501(C)(3) LINE 11A, I HMFP AT BIDMC 0 BI COMMUNITY FOUNDATION INC 330 BROOKLINE AVE BOSTON MA 02215 042776678 INACTIVE CORPORATION MA 501(C)(3) LINE 7 N/A 0 BI DEACONESS DEPARTMENT OF MEDICINE FOUNDATION INC 330 BROOKLINE AVE BOSTON MA 02215 043079630 SUPPORT PATIENT CARE, RESEARCH AND TEACHING MISSIONS OF BIDMC, HFMP AND HMS MA 501(C)(3) LINE 11A, I HMFP AT BIDMC 0 BI DEACONESS DEPARTMENT OF NEONATOLOGY FOUNDATION INC 330 BROOKLINE AVE BOSTON MA 02215 208253452 SUPPORT PATIENT CARE, RESEARCH AND TEACHING MISSIONS OF BIDMC, HFMP AND HMS MA 501(C)(3) LINE 11A, I HMFP AT BIDMC 0 BI DEACONESS DEPARTMENT OF NEUROLOGY FOUNDATION INC 330 BROOKLINE AVE BOSTON MA 02215 043030397 SUPPORT PATIENT CARE, RESEARCH AND TEACHING MISSIONS OF BIDMC, HFMP AND HMS MA 501(C)(3) LINE 11A, I HMFP AT BIDMC 0 BI DEACONESS DEPARTMENT OF ORTHOPAEDIC SURGERY FOUNDATION INC 330 BROOKLINE AVE BOSTON MA 02215 204974585 SUPPORT PATIENT CARE, RESEARCH AND TEACHING MISSIONS OF BIDMC, HFMP AND HMS MA 501(C)(3) LINE 11A, I HMFP AT BIDMC 0 BI DEACONESS DEPARTMENT OF SURGERY FOUNDATION INC 110 FRANCIS STREET BOSTON MA 02215 020671240 SUPPORT PATIENT CARE, RESEARCH AND TEACHING MISSIONS OF BIDMC, HFMP AND HMS MA 501(C)(3) LINE 11A, I HMFP AT BIDMC 0 BI DEACONESS HOSPITAL - NEEDHAM INC 148 CHESTNUT ST NEEDHAM MA 02492 043229679 HOSPITAL FOR THE TREATMENT, CARE AND RELIEF OF SICK AND SUFFERING PERSONS. 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