2013-08-13T11:26:27-05:00 2012-09-30 060903326 WHITTLESEY & HADLEY PC 147 CHARTER OAK AVE HARTFORD CT 061065100 990 2011-10-01 222546079 EASTERN CONNECTICUT HEALTH NETWORK INC EAST 8606461222 71 HAYNES STREET MANCHESTER CT 06040 MICHAEL D VEILLETTE 8606461222 2013-08-13 ROBERT W MCCALL P00592560 8605223111 2011 2016-02-25 16:41:14Z MICHAEL D VEILLETTE 71 HAYNES STREET MANCHESTER CT 06040 30517731 0 X WWW.ECHN.ORG X 1995 CT INTEGRATED HEALTHCARE SYSTEM. 22 17 0 0 0 0 311601 832567 28879647 25923519 0 0 -110059 3761645 29081189 30517731 0 0 0 0 0 0 0 0 0 28968969 29989067 28968969 29989067 112220 528664 22769648 20833299 17803991 24159488 4965657 -3326189 X ECHN'S MISSION IS TO IMPROVE THE HEALTH OF OUR COMMUNITIES WITH COMPETENCE AND COMPASSION. WE WILL PROVIDE HEALTH CARE SERVICES THAT EXCEED THE EXPECTATIONS OF OUR PATIENTS, PHYSICIANS AND COMMUNITY. 0 0 29989067 29685164 EASTERN CONNECTICUT HEALTH NETWORK, INC. (ECHN) AND AFFILIATES (COLLECTIVELY, THE NETWORK) IS A NONPROFIT LOCALLY GOVERNED HEALTH SYSTEM CREATED ON SEPTEMBER 12, 1995, THROUGH THE MERGER OF THE CORPORATE PARENTS OF MANCHESTER MEMORIAL HOSPITAL (MMH) AND ROCKVILLE GENERAL HOSPITAL, INC. (RGH). ITS PURPOSE IS TO PROVIDE A HEALTH CARE SYSTEM FOR THE COMMUNITIES IT SERVES, WITH QUALITY MEDICAL CARE AT A REASONABLE COST, TO FOSTER AN ENVIRONMENT CONDUCIVE TO HEALTH AND WELL-BEING, WHETHER IN THE HOME OR IN THE COMMUNITY, AND TO ENABLE THE HEALTH CARE SYSTEM TO EXPAND TO MEET THE FUTURE NEEDS OF ITS COMMUNITIES. ECHN, THROUGH ITS AFFILIATES (OR MEMBERS), PROVIDES HEALTH CARE, HEALTH EDUCATION, AND COMMUNITY SERVICES TO RESIDENTS OF MORE THAN 20 TOWNS IN EASTERN CONNECTICUT, REGARDLESS OF THEIR ABILITY TO PAY. ECHN PROVIDES CARE TO PATIENTS WHO MEET CERTAIN CRITERIA UNDER ITS CHARITY CARE POLICIES WITHOUT CHARGE OR AT AMOUNTS LESS THAN ITS ESTABLISHED AND CONTRACTUAL RATES. ECHN DOES NOT PURSUE COLLECTION OF AMOUNTS DETERMINED TO QUALIFY AS CHARITY CARE; SUCH AS, THESE AMOUNTS ARE NOT REPORTED AS REVENUE. CHARITY CARE FOR FY 2012 WAS $7,146,993, FOR 3,493 TOTAL APPROVED APPLICANTS AT MMH AND RGH. EXPENSES RELATED TO SERVICES PERFORMED FOR PATIENTS OF ECHN, INC. CONTRIBUTE IMPORTANTLY TO ITS EXEMPT PURPOSE BECAUSE THE EXPENSES ARE INCURRED IN THE DIAGNOSIS, CURE, MITIGATION, TREATMENT AND PREVENTION OF DISEASE, AND FOR MEDICAL PURPOSES AFFECTING THE STRUCTURE OR FUNCTION OF THE HUMAN BODY.ECHN, INC. PROVIDED NEEDED MEDICAL CARE TO THE COMMUNITY REGARDLESS OF ANY INDIVIDUALS ABILITY TO PAY. AT MMH AND RGH, ELEVEN THOUSAND THREE HUNDRED FIFTY (11,350) INPATIENTS WERE CARED FOR IN FY12 REPRESENTING 58,601 PATIENT DAYS; THREE HUNDRED FIFTY SEVEN THOUSAND NINETY THREE (357,093) OUTPATIENT VISITS WERE RECORDED.INCLUDED IN THE 11,350 INPATIENTS WERE 7,751 GOVERNMENT RELATED PATIENTS. THE GOVERNMENT INPATIENTS FALL INTO THE FOLLOWING GROUPS.MEDICARE 4,207MEDICARE MANAGED CARE 985MEDICAID 2,001MEDICAID MANAGED CARE 222CHAMPUS 45TOTAL GOV PATIENTS 7,751TOTAL NON GOV PATIENTS 3,599TOTAL PATIENTS 11,350 INCLUDED IN THE 357,782 OUTPATIENT VISITS THE FOLLOWING WERE GOVERNMENT RELATED. THE VISITS ARE A PRODUCT OF GROSS REVENUE RELATIONSHIP TO TOTAL VISITS.MEDICARE 101,500MEDICARE MANAGED CARE 28,762MEDICAID 47,071MEDICAID MANAGED CARE 7,719SAGA 45CHAMPUS 291TOTAL GOV PATIENTS 193,639TOTAL NON GOV PATIENTS 163,454TOTAL OUTPATIENTS 357,093MMH AND RGH PROVIDED UNCOMPENSATED CARE TO 57,782 MEDICAID PATIENTS FOR A NET COMMUNITY BENEFIT AMOUNT OF $9,852,952 AFTER MEDICAID REIMBURSEMENT. ADDITIONAL INFORMATION REGARDING PROGRAMS FOR THE COMMUNITY AT MMH AND RGH: COMMUNITY HEALTH IMPROVEMENT SERVICES (A) COMMUNITY HEALTH EDUCATION (A1) 134,988 $ 476,943 COMMUNITY BASED CLINICAL SERVICES (A2) 809 $ 1,006,906 HEALTH CARE SUPPORT SERVICES (A3) 5,236 $ 135,571**** COMMUNITY HEALTH IMPROVEMENT SERVICES 141,033 $ 1,619,420HEALTH PROFESSIONS EDUCATION (B) PHYSICIANS/MEDICAL STUDENTS (B1) 23 $ 328,219 NURSES/NURSING STUDENTS (B2) 223 $ 536,077 OTHER HEALTH PROFESSIONAL EDUCATION (B3) 206 $ 88,431**** HEALTH PROFESSIONS EDUCATION 452 $ 952,727SUBSIDIZED HEALTH SERVICES (C) NEONATAL INTENSIVE CARE (C2) 193 $ 1,188,090**** SUBSIDIZED HEALTH SERVICES 193 $ 1,188,090RESEARCH (D) OTHER RESEARCH (D3) 0 $ 260,646**** RESEARCH 0 $ 260,646FINANCIAL AND IN-KIND CONTRIBUTIONS (E) CASH DONATIONS (E1) 0 $ 33,078 GRANTS (E2) 200 $ 3,201 IN-KIND DONATIONS (E3) 17,489 $ 181,745**** FINANCIAL AND IN-KIND CONTRIBUTIONS 17,689 $ 218,024COMMUNITY BUILDING ACTIVITIES (F) ECONOMIC DEVELOPMENT (F2) 12 $ 1,814 COMMUNITY SUPPORT (F3) 1,809 $ 1,323,194 COALITION BUILDING (F6) 0 $ 9,303 COMMUNITY HEALTH IMPROVEMENT ADVOCACY (F7) 0 $ 420 WORKFORCE DEVELOPMENT (F8) 324 $ 3,764**** COMMUNITY BUILDING ACTIVITIES 2,145 $ 1,338,495COMMUNITY BENEFIT OPERATIONS (G) DEDICATED STAFF (G1) 0 $ 199,458**** COMMUNITY BENEFIT OPERATIONS 0 $ 199,458FINANCIAL ASSISTANCE FINANCIAL ASSISTANCE 3,493 $ 2,344,731**** FINANCIAL ASSISTANCE 3,493 $ 2,344,731GOVERNMENT SPONSORED HEALTH CARE MEDICAID 57,782 $ 9,852,951**** GOVERNMENT SPONSORED HEALTH CARE 57,782 $ 9,852,951TOTALS - COMMUNITY BENEFIT 222,787 $17,974,542 SEE SCHEDULE 0 FOR CONTINUTION 29989067 1 1 0 1 0 0 0 0 0 0 1 1 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 1 0 0 0 0 0 1 0 0 0 0 1 0 0 0 0 1 CJ 0 0 0 0 0 0 0 0 0 0 X 22 17 1 0 0 0 0 1 1 1 1 0 0 1 1 1 1 1 1 1 1 1 1 X JAMES RAY 8606461222 71 HAYNES STREET MANCHESTER CT 06040 DENNIS O'NEILL MD 1.00 X X 0 0 0 ROBIN MURDOCK MEGGERS 1.00 X X 0 0 0 MICHELE CONLON MD 1.00 X X 0 0 0 CRAIG LAPPEN 1.00 X X 0 0 0 PAUL BERTE 1.00 X 0 0 0 GORON BRODIE MD 1.00 X 0 0 0 GLORIA BROOKS 1.00 X 0 0 0 THOMASINA CLEMONS 1.00 X 0 0 0 ANTHONY DISTEFANO MD 1.00 X 0 0 0 MILTON DOREMUS 1.00 X 0 0 0 JOY DORIN 1.00 X 0 0 0 DAVID ENGELSON 1.00 X 0 0 0 DAVID GONCI 1.00 X 0 0 0 JEFFREY HEIDTMAN 1.00 X 0 0 0 REBECCA JANENDA 1.00 X 0 0 0 JOSEPH JEAMEL JR 1.00 X 0 0 0 CLAUDIO MILITE MD 1.00 X 0 0 0 PETER MULLIGAN 1.00 X 0 0 0 ROSEMARIE PAPA 1.00 X 0 0 0 THOMAS SCANLON 1.00 X 0 0 0 WILSON VEGA 1.00 X 0 0 0 LENORA WILLIAMS MD 1.00 X 0 0 0 PETER J KARL 37.50 X 0 766216 125567 KEVIN G MURPHY 37.50 X 0 435547 77082 MICHAEL D VEILLETTE 37.50 X 0 301364 51959 DEBORAH GOGLIETTINO 37.50 X 0 281288 47022 DENNIS MCCONVILLE 37.50 X 0 258851 37601 DEBORAH PARKER 37.50 X 0 267792 51529 JOEL REICH MD 37.50 X 0 388378 49746 CHARLES COVIN 37.50 X 0 208398 20047 LEONA CROSSKEY 37.50 X 0 183913 23753 KATHLEEN SIMS 37.50 X 0 211111 31762 ROBERT CARROLL MD 37.50 X 0 388212 37540 CAROLYN MCKENNA 37.50 X 0 107944 8609 0 3799014 562217 0 1 1 0 0 832567 832567 AFFILIATION CHARGE 900099 22526010 22526010 PARTNERSHIP AND OTHER 900099 2005295 2005295 OTHER HEALTHCARE RELAT 900099 1392214 1392214 25923519 VNHSC INHERENT CONTRIB 900099 4592459 4592459 NON-OPERATING GAIN/LOS 900099 -830814 -830814 3761645 30517731 29685164 0 0 X 1481559 1481559 18506 18506 45000 45000 582693 582693 1372163 1372163 2237554 2237554 509925 509925 434120 434120 103694 103694 109228 109228 219413 219413 150759 150759 3584366 3584366 ALLOCATED WAGES AND BEN 13839401 13839401 REPAIRS/MAINTENANCE 3139575 3139575 OUTSIDE SERVICES 1186417 1186417 HOSPITAL ASSOCIATION DU 347386 347386 627308 627308 29989067 29989067 0 0 292977 115450 122030 926570 221955 326935 1354342 1390040 555034 178165 391964 376869 3245067 17141313 17697435 22769648 20833299 743227 1572925 3538609 3097152 13522155 19489411 17803991 24159488 X 4690416 -3944964 275241 618775 4965657 -3326189 22769648 20833299 X 528664 -8820510 X 0 1 1 X 0 X X X 0 0 0 MANCHESTER MEMORIAL HOSPITAL 060646710 3 1 1 1 0 ROCKVILLE GENERAL HOSPITAL 060653151 3 1 1 1 0 ECHN ELDERCARE SERVICES INC 061149193 9 1 1 1 0 ECHN WELLNESS SERVICES INC 061360082 9 1 1 1 0 4 0 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 1 45000 0 0 45000 0 EXPLANATION OF LOBBYING ACTIVITIES: PART II-B, LINE 1: WE ARE MEMBERS AND PAY DUES TO THE AMERICAN HOSPITAL ASSOCIATION AND THE CONNECTICUT HOSPITAL ASSOCIATION. THESE ASSOCIATIONS ENGAGE IN DIRECT COMMUNICATIONS WITH MEMBERS OF FEDERAL, STATE AND LOCAL GOVERNMENTS TO INFLUENCE LEGISLATION AFFECTING THE HEALTH CARE INDUSTRY. LOBBYING FEES OF $45,000 WERE PAID TO A LOBBYING FIRM TO INFLUENCE HEALTH CARE RELATED LEGISLATION. 123513 44112 79401 431521 134053 297468 376869 BENEFICIAL INTEREST IN THE NET ASSETS OF ECHN COMM HEALTHCARE FOUNDATION 3483853 DUE FROM AFFILIATES 3631838 GOODWILL 5628028 INVESTMENT IN JOINT VENTURES 4953716 17697435 DUE TO AFFILIATED ENTITIES 19489411 19489411 30517731 29989067 528664 702564 -9523074 -8820510 -8291846 21697221 702564 -9523074 -8820510 30517731 0 30517731 7463057 0 7463057 22526010 22526010 29989067 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: THE NETWORK ACCOUNTS FOR UNCERTAIN TAX POSITIONS IN ACCORDANCE WITH PROVISIONS OF FASB ASC 740, INCOME TAXES WHICH PROVIDES A FRAMEWORK FOR HOW COMPANIES SHOULD RECOGNIZE, MEASURE, PRESENT AND DISCLOSE UNCERTAIN TAX POSITIONS IN THEIR FINANCIAL STATEMENTS. THE NETWORK MAY RECOGNIZE THE TAX BENEFIT FROM AN UNCERTAIN TAX POSITION ONLY IF IT IS MORE LIKELY THAN NOT THAT THE TAX POSITION WILL BE SUSTAINED ON EXAMINATION BY THE TAXING AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. THE NETWORK DOES NOT HAVE ANY UNCERTAIN TAX POSITIONS AS OF SEPTEMBER 30, 2012 AND 2011. AS OF SEPTEMBER 30, 2012 AND 2011, THE NETWORK DID NOT RECORD ANY PENALTIES OR INTEREST ASSOCIATED WITH UNCERTAIN TAX POSITIONS. PART XI, LINE 8 - OTHER ADJUSTMENTS: TRANSFERS TO AFFILIATES, NET -265,570. VNHSC TRANSFER -9,257,504. TOTAL TO SCHEDULE D, PART XI, LINE 8: -9,523,074. PART XII, LINE 2D - OTHER ADJUSTMENTS: TRANSFERS TO AFFILIATES,NET -265,570. VNHSC TRANSFER -9,257,504. PART XIII, LINE 4B - OTHER ADJUSTMENTS: ECHN ALLOCATION 22,526,010. X X X X X 0 1 0 1 1 0 1 0 0 PETER J KARL 0 560216 0 206000 0 0 0 103459 0 22108 0 891783 0 0 KEVIN G MURPHY 0 351064 0 84483 0 0 0 52124 0 24958 0 512629 0 0 MICHAEL D VEILLETTE 0 233486 0 67878 0 0 0 32701 0 19258 0 353323 0 0 DEBORAH GOGLIETTINO 0 232603 0 48685 0 0 0 31939 0 15083 0 328310 0 0 DENNIS MCCONVILLE 0 207451 0 51400 0 0 0 22062 0 15539 0 296452 0 0 DEBORAH PARKER 0 220350 0 47442 0 0 0 30078 0 21451 0 319321 0 0 JOEL REICH MD 0 323358 0 65020 0 0 0 34478 0 15268 0 438124 0 0 CHARLES COVIN 0 179710 0 28688 0 0 0 5548 0 14499 0 228445 0 0 LEONA CROSSKEY 0 153009 0 30904 0 0 0 4875 0 18878 0 207666 0 0 KATHLEEN SIMS 0 181487 0 29624 0 0 0 11978 0 19784 0 242873 0 0 ROBERT CARROLL MD 0 383712 0 4500 0 0 0 17738 0 19802 0 425752 0 0 CAROLYN MCKENNA 0 62142 0 45802 0 0 0 1585 0 7024 0 116553 0 0 PART I, LINE 3 THE BOARD OF TRUSTEES (THE "BOARD") APPOINTS AN EXECUTIVE COMPENSATION COMMITTEE (THE "COMMITTEE") AND HAS DELEGATED THE RESPONSIBILITY OF COMPLETING AN ANNUAL MARKET ANALYSIS OF THE CEO'S COMPENSATION AND OTHER SENIOR EXECUTIVES AND COMPLETION OF THE CEO'S ANNUAL PERFORMANCE REVIEW. THE EVALUATION OF THE CEO IS AN IMPORTANT RESPONSIBILITY OF THE BOARD AND IS CRITICAL TO THE GOVERNANCE RESPONSIBILITIES OF THE BOARD. THE EXECUTIVE COMPENSATION COMMITTEE SOLICITS FEEDBACK ABOUT THE PERFORMANCE OF THE CEO FROM EVERY ACTIVE BOARD MEMBER WHICH WHEN RECEIVED IS ANALYZED AND REVIEWED BY THE MEMBERS OF THE COMMITTEE. THE CEO COMPLETES A SELF- EVALUATION AND AN EVALUATION FOR ALL ELIGIBLE MEMBERS OF THE SENIOR LEADERSHIP TEAM, WHO COMPLETE BOTH A SELF-EVALUATION AND A PEER EVALUATION. THE RESULTS OF THE ASSESSMENTS COMPLETED BY MEMBERS OF THE SENIOR LEADERSHIP TEAM ARE REVIEWED BY THE CEO WHO DISCUSSES THE RESULTS WITH THE MEMBERS OF THE COMMITTEE ON AN ANNUAL BASIS. THE EXECUTIVE COMPENSATION COMMITTEE IN COLLABORATION WITH THE CEO EVALUATES AND APPROVES ORGANIZATIONAL PERFORMANCE OBJECTIVES BOTH ON AN ANNUAL AND LONG TERM BASIS AND FOCUSES ON THOSE GOALS WITH THE GREATEST IMPACT TO THE ORGANIZATION'S STRATEGY AND MISSION. THE COMMITTEE ENSURES AN ANNUAL REVIEW OF THE CEO'S PERFORMANCE IN RELATION TO THESE GOALS; REVIEWS THE TALLY SHEETS TO UNDERSTAND THE ECONOMICS OF THE EMPLOYEE BENEFITS; RETAINS AND ENSURES THE INDEPENDENCE OF ITS EXTERNAL CONSULTANTS AND ADVISORS AND INVOLVES RELEVANT ORGANIZATIONAL RESOURCES AS APPROPRIATE TO CARRY OUT ITS RESPONSIBILITIES. THE COMMITTEE ENSURES TRANSPARENCY AND DISCLOSURE TO THE BOARD BY PRESENTING THE RESULTS OF THE ANNUAL PERFORMANCE AND MARKET REVIEWS PROVIDING THE BOARD WITH THE OPPORTUNITY FOR FURTHER INPUT AND CONSIDERATION AND ASKING THAT THE BOARD TAKE ACTION ON THE RECOMMENDATION OF THE COMMITTEE IF THE RECOMMENDATION IS APPROPRIATE. THE BOARD HAS THE OPPORTUNITY TO CHANGE ANY RECOMMENDATIONS OF THE COMMITTEE IF IT SO DESIRES. MEMBERS OF THE BOARD AND OF THE COMMITTEE WHO MAY BE INTERESTED PARTIES ARE ASKED TO RECUSE THEMSELVES FROM ANY REQUIRED VOTES TO AVOID CONFLICTS OF INTEREST. THE COMMITTEE ENSURES THAT THE PROCESS MEETS COMPLIANCE STANDARDS. PART I, LINE 4B PETER KARL - $77,249 KEVIN MURPHY - $35,201 MICHAEL VEILLETTE - $17,626 DEBORAH GOGLIETTINO - $17,625 DEBORAH PARKER - $15,814 DENNIS MCCONVILLE - $15,421 JOEL REICH - $24,383 PART I, LINE 6 THE ECHN EXECUTIVE INCENTIVE COMPENSATION PLAN IS A PLAN THAT HAS BEEN DEVELOPED, REVIEWED AND IS ANNUALLY APPROVED BY MEMBERS OF THE BOARD EXECUTIVE COMPENSATION COMMITTEE WITH CONSULTANT THIRD PARTY OVERSIGHT. THE PLAN ESTABLISHES GOALS IN 4 AREAS OF PERFORMANCE: SYSTEM- WIDE FINANCIAL PERFORMANCE BASED ON PROFIT FROM OPERATIONS, TWO QUALITY OUTCOMES IN CLINICAL CORE MEASURES AND PATIENT SATISFACTION AND AN INDIVIDUAL GOAL FOR EACH MEMBER OF THE INCENTIVE PROGRAM MEMBERS OF THE INCENTIVE PROGRAM INCLUDE THE FOLLOWING: POSITION TITLE - KEY EMPLOYEE NAME PRESIDENT AND CEO - PETER J. KARL EVP, TREASURER - KEVIN G. MURPHY SVP, CHIEF FINANCIAL OFFICER - MICHAEL D. VEILLETTE SVP, HUMAN RESOURCES - DEBORAH GOGLIETTINO SVP, STRATEGIC PLANNING - DENNIS MCCONVILLE SVP, PATIENT CARE SERVICES - DEBORAH PARKER SVP, MEDICAL AFFAIRS - JOEL REICH, M.D. VP AND CIO - CHARLES COVIN VP QUALITY - LEONA CROSSKEY VP, OPERATIONS - KATHERINE SIMS MED. DIR. EMERGENCY DEPARTMENT - ROBERT CARROLL, M.D. DR DENNIS O'NEILL ECHN TRUSTEE OWNING MORE THAN 5% OF P.C.; 20% SHARE 0 ECPC, PC CONTRACTS WITH ECHN, INC. TO PROVIDE PATHOLOGY SERVICES AND LAB MANAGEMENT SERVICES TO BOTH MMH & RGH; NO PAYMENTS TO ECHN, INC. 0 DR MICHELE CONLON ECHN TRUSTEE OWNING MORE THAN 5% OF P.C.; 20% SHARE 0 ECPC, PC CONTRACTS WITH ECHN, INC. TO PROVIDE PATHOLOGY SERVICES AND LAB MANAGEMENT SERVICES TO BOTH MMH & RGH; NO PAYMENTS TO ECHN, INC. 0 DR GORDON BRODIE ECHN TRUSTEE OWNING MORE THAN 5% OF P.C.; 10% SHARE 258799 HEALTHWISE, INC. LEASES OFFICE SPACE TO ECMPF, AFFILIATE OF ECHN, INC.; PAYMENTS REPRESENT TOTAL BY ECMPF. 0 DR GORDON BRODIE ECHN TRUSTEE OWNING MORE THAN 5% OF P.C.; 10% SHARE 1780914 HEALTHWISE, INC. 50% OWNER OF JOINT VENTURE BILLING COMPANY PROVIDING SERVICES TO ECMPF, AFFILIATE OF ECHN, INC.; PAYMENTS REPRESENT TOTAL BY ECMPF. 0 JOSEPH JEAMEL ECHN TRUSTEE WITH FAMILY MEMBER EMPLOYED BY ECHN 94847 ADAM JEAMEL, SON OF JOSEPH JEAMEL EMPLOYED BY ECHN, INC. IN COMMUNICATIONS DEPARTMENT 0 JEFFREY HEIDTMAN ECHN TRUSTEE OWNING MORE THAN 5% OF FIBRO CHENEY LLC 119875 JEFFREY HEIDTMAN & SPOUSE OWNERS OF MORE THAN 5% LLC WHICH LEASED OFFICE SPACE TO ECMPF; PAYMENTS REPRESENT TOTAL TO ECMPF 0 0 0 0 0 0 0 0 0 FORM 990, PART VI, SECTION A, LINE 2 BOARD MEMBERS DENNIS O'NEILL AND MICHELE CONLON ARE BUSINESS PARTNERS. FORM 990, PART VI, SECTION A, LINE 7A CORPORATORS HAVE THE AUTHORITY TO ELECT BOARD MEMBERS. FORM 990, PART VI, SECTION A, LINE 7B CORPORATORS HAVE THE AUTHORITY TO VOTE ON SIGNIFICANT ISSUES. FORM 990, PART VI, SECTION B, LINE 11 PRIOR TO THE FILING THE 990, THE FOLLOWING STEPS ARE TAKEN: 1) THE DIRECTOR OF ACCOUNTING AND TAXATION, TOGETHER WITH OTHER MEMBERS OF THE FINANCE DEPARTMENT, CONDUCT A REVIEW OF THE 990 ALONG WITH A REVIEW AND RECONCILATION OF THE 990 TO THE AUDITED FINANCIAL STATEMENTS; 2) DIRECTOR OF ACCOUNTING AND TAXATION CONDUCTS AN EXTENSIVE REVIEW AND DISCUSSION OF THE 990 WITH THE CPA FIRM THAT PREPARES THE RETURN; 3) AN ELECTRONIC COPY OF THE 990 IS MADE AVAILABLE TO THE AUDIT AND CORPORATE COMPLIANCE COMMITTEE OF THE BOARD OF TRUSTEES (THE GOVERNING BOARD), AND SENIOR MANAGEMENT OF THE ORGANIZATION, FOR REVIEW. FORM 990, PART VI, SECTION B, LINE 12C ANNUALLY, THE CORPORATE COMPLIANCE/INTERNAL AUDIT DEPARTMENT PROVIDES TO OFFICERS, DIRECTORS, OR TRUSTEES AND KEY EMPLOYEES THE ORGANIZATION'S CONFLICT OF INTEREST POLICY AND DISCLOSURE STATEMENT, AND EACH INDIVIDUAL IS REQUIRED TO RETURN TO THE DEPARTMENT, A SIGNED DOCUMENT, ACKNOWLEDGING RECEIPT OF THE POLICY AND DISCLOSURE STATEMENT AND DISCLOSE ANY INTERESTS THAT COULD GIVE RISE TO CONFLICTS. A SUMMARY OF THE DISCLOSURES IS SHARED WITH THE CHAIRMAN OF THE BOARD OF TRUSTEES AND WITH THE AUDIT AND CORPORATE COMPLIANCE COMMITTEE OF THE BOARD. INDIVIDUALS WHO ARE IDENTIFIED AS HAVING A CONFLICT OF INTEREST ARE PROHIBITED IN PARTICIPATING IN THE GOVERNING BODIES DELIBERATIONS AND DECISIONS RELATED TO THE TRANSACTION. THE RETURNED STATEMENTS ARE RETAINED BY THE CORPORATE COMPLIANCE/INTERNAL AUDIT DEPARTMENT FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION COMMITTEE TAKES THE FOLLOWING STEPS WITH AN INDEPENDENT COMPENSATION CONSULTANT (1) REVIEWS DATA RELATED TO CURRENT MARKET VALUES CONSISTENT FOR ORGANIZATIONS EXECUTIVES BY REVIEW OF COMPENSATION LEVELS AND PLANS CONSISTENT WITH HOSPITALS AND HEALTH SYSTEMS OF COMPARABLE SIZE AND LOCATION; (2) COMPLETES A REVIEW OF DATA ON CURRENT AND FUTURE PLANS FOR THE ORGANIZATION, INCLUDING STRUCTURE AND JOB DESCRIPTIONS; (3) REVIEWS AND APPROVES AND RECOMMEND SALARY RANGES FOR EACH POSITION, ALONG WITH RELATED BENEFITS; (4) REVIEWS AND APPROVES A TIERED EXECUTIVE STRUCTURE WITH APPROPRIATE INCENTIVE OPPORTUNITY, BENEFITS, AND COMPENSATION FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION, WILL, UPON REQUEST, ALLOW FOR REVIEW OF OUR GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND MOST RECENT ANNUAL AUDITED FINANCIAL STATEMENTS AT AN OFFICE OF THE ORGANIZATION. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED GAINS ON INVESTMENTS: 702,564. TRANSFERS TO AFFILIATES, NET -265,570. VNHSC TRANSFER -9,257,504. TOTAL TO FORM 990, PART XI, LINE 5: -8,820,510. MANCHESTER MEMORIAL HOSPITAL 71 HAYNES STREET MANCHESTER CT 06040 060646710 THE PROVISION OF HEALTH CARE CT 501(C)3 170(B)(1)(A) 0 ROCKVILLE GENERAL HOSPITAL INC 31 UNION STREET ROCKVILLE CT 06066 060653151 THE PROVISION OF HEALTH CARE CT 501(C)3 170(B)(1)(A) 0 ECHN COMMUNITY HEALTHCARE FOUNDATION INC 71 HAYNES STREET MANCHESTER CT 06040 222546080 THE PROVISION OF HEALTH CARE CT 501(C)3 170(B)(1)(A) 0 ECHN ELDERCARE SERVICES INC 26 SHENIPSIT LAKE ROAD TOLLAND CT 06084 061149193 THE PROVISION OF HEALTH CARE CT 501(C)3 170(B)(1)(A) 0 EASTERN CONNECTICUT MEDICAL PROFESSIONAL FOUNDATION INC 71 HAYNES STREET MANCHESTER CT 06040 222546078 THE PROVISION OF HEALTH CARE CT 501(C)3 170(B)(1)(A) 0 VISITING NURSE AND HEALTH SERVICES OF CT INC 8 KEYNOTE DRIVE VERNON CT 06066 060646795 SKILLED HEALTHCARE SERVICES CT 501(C)3 170(B)(1)(A) 0 ECHN ENTERPRISES INC 71 HAYNES STREET MANCHESTER CT 06040 222546828 REAL ESTATE HOLDING CT C 100 100 1.00000 HAYNES STREET PROPERTY MANAGEMENT LLC 71 HAYNES STREET MANCHESTER CT 06040 222546028 REAL ESTATE PROPERTY MANAGEMENT CT C 100 100 1.00000 0 0 1 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0