2013-11-13T10:24:29-06:00 2012-12-31 PricewaterhouseCoopers LLP 125 High Street Boston MA 02110 990 2012-01-01 237442369 Fallon Community Health Plan Inc % CHANDRAKANT MODHA FALL 5087992100 10 Chestnut Street Suite Worcester MA 01608 W PATRICK HUGHES 5088311137 2013-11-08 true 6175305000 2012 2016-02-24 21:20:13Z W Patrick Hughes 10 Chestnut Street Worcester MA 01608 1325849907 false X www.fchp.org X 1975 MA FALLON COMMUNITY HEALTH PLAN'S MISSION IS MAKING OUR COMMUNITIES HEALTHY. FCHP IS COMMITTED TO IMPROVING THE HEALTH AND WELLNESS OF OUR COMMUNITIES THROUGH THE DELIVERY OF HIGH QUALITY, AFFORDABLE CARE. 10 8 1226 230 199545 -157731 207375 158338 1096296327 1107509531 15007340 21420607 -7714501 -8281124 1103796541 1120807352 527958 936327 954294586 980540818 70950490 84771827 0 0 0 39562912 39261274 1065335946 1105510246 38460595 15297106 382846207 411842860 214091419 212953155 168754788 198889705 X FALLON COMMUNITY HEALTH PLAN'S MISSION IS MAKING OUR COMMUNITIES HEALTHY. FCHP IS COMMITTED TO IMPROVING THE HEALTH AND WELLNESS OF OUR COMMUNITIES THROUGH THE FINANCING AND DELIVERY OF HIGH QUALITY, AFFORDABLE CARE. false false 981574314 936327 1107509531 SEE SCHEDULE O 981574314 true true false true false false false false false false true false false false false false false true false false false false false false true false false true false true false false false false false false true true false false false false false true true true false false true 5200 0 true 1226 true true true false false false true true true true false false false false X 10 8 true false false false false false false true true false false true true true true true true true true true true MA X X CHANDRAKANT MODHA 5087992100 10 CHESTNUT STREET WORCESTER MA 01608 Alan Gayer 4.0 X 12500 0 0 David R Grenon 4.0 X 14000 David W Hillis 10.0 X 18500 Richard P Houlihan Esq 7.0 X 13500 Christian W McCarthy 7.0 X 13000 Lynda M Young MD 4.0 X 11500 W Patrick Hughes 50.0 X X 1196483 197454 FREDERICK MISILO ESQ 4.0 X 12500 Joseph N Stolberg 4.0 X 12500 Ann K Tripp 4.0 X 1000 Christopher F Egan 4.0 X 0 Charles F Monahan JR 7.0 X 0 REV JOHN PARIS SJ 4.0 X 0 Richard P Burke 50.0 X 402694 126461 Elizabeth Malko MD 50.0 X 418566 122926 Christine Osgood 24.0 X 215803 13320 R Scott Walker 50.0 X 388894 154318 Richard Commander 50.0 X 358017 119758 David Przesiek 50.0 X 336539 135920 Mary Ritter 50.0 X 365941 38011 Todd Bailey 50.0 X 239817 85822 Eric Hall 50.0 X 265617 63980 Karen Longo 50.0 X 195863 72311 Kevin McGovern 50.0 X 242301 78002 Janis Liepins 50.0 X 242610 76211 Kevin Grozio 50.0 X 251783 96925 Elizabeth Helenius 50.0 X 246995 44561 Glenn Randall MD 50.0 X 274864 54557 David Wilner MD 50.0 X 313635 78812 Russell Munson 50.0 X 294115 86995 Param Singh 50.0 X 230988 44721 6590525 0 1691065 146 false true false Reliant Medical Group 630 plantation street WORCESTER MA 01608 MEDICAL SERVICES 138698639 VHS ACQUISITION SUBSIDIARY PO BOX 3385 BOSTON MA 02241 hospital services 123010099 UMASS Memorial Med Ctr PO BOX 415353 BOSTON MA 02241 HOSPITAL SERVICES 96467184 UMASS Memorial Med Group PO BOX 415348 BOSTON MA 02241 MEDICAL SERVICES 24038056 BEACON HEALTH STRATEGIES LLC 200 STATE ST SUITE 302 HARTFORD MA 02109 MENTAL HEALTH SVC. 20252358 572 158338 100 158338 PREMIUM 524114 1107494266 1107494266 ASO PREMIUM (INOVA) 524292 15265 15265 1107509531 9289583 9289583 0 0 0 0 0 217117090 204986066 12131024 12131024 12131024 40562 158338 56489 -15927 -15927 0 0 SUBSIDIARY LOSS 524114 -8716780 -8716780 INOVA CONSULTING & IMPLEMENTATION 561499 97707 97707 MANAGEMENT FEE, MED.SUPPORT 561000 86573 86573 267303 267303 -8265197 1120807352 1107494266 199545 12955203 936327 936327 0 0 980540818 980540818 6502347 6502347 0 55866386 55866386 10269971 10269971 7318270 7318270 4814853 4814853 0 1100901 1100901 1106688 1106688 332472 332472 0 840478 840478 2354943 2354943 5702980 5702980 6055006 6055006 7632816 7632816 0 4885417 4885417 190555 190555 0 338289 338289 61804 61804 0 6983659 6983659 586240 586240 DUES & SUBSCRIPTIONS 693052 693052 INOVA ASO EXPENSE 42858 42858 INOVA CONSULTG.& IMPLEMENT. 232174 232174 MANAGEMENT FEE, MED SUPPORT 82244 82244 38698 54311 -15613 1105510246 981574314 123935932 0 0 0 8526144 9185041 0 0 26253547 25948210 0 0 0 0 0 0 0 0 2336991 1609891 66125531 30440183 33160437 35685348 304254690 328294778 1383672 0 0 0 0 0 6930726 11119592 382846207 411842860 198921288 204940716 0 0 15170131 8012439 0 0 0 0 0 0 0 0 0 0 0 0 214091419 212953155 X 168754788 198889705 0 0 0 0 168754788 198889705 382846207 411842860 X 15297106 8981282 5856529 X false true X true false X 187555 199123 181640 207375 158338 934031 980912291 1059414644 1090378600 1096296327 1107494266 5334496128 0 0 0 981099846 1059613767 1090560240 1096503702 1107652604 5335430159 0 0 0 5335430159 13282385 10709853 10161702 11179115 9289583 54622638 12292 14235 7806 34333 13294677 10724088 10169508 11179115 9289583 54656971 0 0 994394523 1070337855 1100729748 1107682817 1116942187 5390087130 0.98986 0.98890 0.01014 0.01110 X FORM 990, SCHEDULE A, PART III THE ORGANIZATION'S IRS DETERMINATION LETTER INDICATES THAT THIS ORGANIZATION QUALIFIES AS A PUBLICLY SUPPORTED CHARITY UNDER SECTION 170(B)(1)(a)(vi); HOWEVER, THE ORGANIZATION QUALIFIES AS A 509(A)(2) ORGANIZATION. SCHEDULE A HAS BEEN COMPLETED IN ACCORDANCE WITH THE FORM INSTRUCTIONS UNDER THE 509(A)(2) TEST. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED false false false false false false true 332472 false false 332472 false false Direct Lobbying Expense Form 990, Schedule C, Part IV Supplemental Information fchp paid a total of $332,472 lobbying expenses as follows: MAHP DUES (MASS ASSOC OF HEALTH PLANS) $89,227 SPILLANE & SPILLANE, LLP $48,000 AHIP DUES (AMERICA'S HEALTH INS. PLANS) $36,800 ALLIANCE OF COMMUNITY HEALTH PLANS DUES $41,668 NATIONAL PACE ASSOCIATION $7,520 ---------- SUBTOTAL NON-EMPLOYEES $223,215 EMPLOYEES: RICHARD P. BURKE $3,272 CHRISTIENNE BIK $71,250 W. PATRICK HUGHES $12,728 PATRICK JAMES FARRELL $20,220 MISC. LOBBYING RELATED REIMBURSEMENTS $1,787 -------- SUBTOTAL EMPLOYEES $109,257 -------- TOTAL OF ALL LOBBYING EXPENSES PAID $332,472 --------- KEY LEGISLATIVE AND REGULATORY ISSUES IN 2012: AMERICA'S HEALTH INSURANCE PLANS (AHIP) AND ALLIANCE OF COMMUNITY HEALTH PLANS (ACHP) - LEGISLATIVE ACTIVITY IN THE HOUSE AND THE SENATE AFTER THE ENACTMENT OF THE AFFORDABLE CARE ACT (ACA) IN MARCH 2010. - REGULATORY ACTIVITY ADDRESSING IMPLEMENTATION OF NUMEROUS ACA PROVISIONS, INCLUDING INSURANCE MARKET REFORMS, MEDICAL LOSS RATIO REQUIREMENTS, PREMIUM REVIEW, HEALTH INSURANCE EXCHANGES, DELIVERY SYSTEM REFORMS, ADMINISTRATIVE SIMPLIFICATION, HEALTH INFORMATION TECHNOLOGY, ACCOUNTABLE CARE ORGANIZATIONS (ACOS), AND THE COMMUNITY LIVING ASSISTANCE SERVICES AND SUPPORTS (CLASS) PROGRAM. - PUBLIC PROGRAM ISSUES AFFECTING MEDICARE ADVANTAGE, MEDICARE PART D, MEDICAID, AND THE CHILDREN'S HEALTH INSURANCE PROGRAM (CHIP). - PRODUCT-SPECIFIC ISSUES AFFECTING MEDIGAP/SUPPLEMENTAL POLICIES, LONG-TERM CARE INSURANCE, AND DISABILITY INCOME INSURANCE. - HEALTH ISSUES OUTSIDE OF THE HEALTH REFORM DEBATE INCLUDING ANTITRUST LEGISLATION, COBRA CONTINUATION COVERAGE, DATA SECURITY, MEDICAL LIABILITY REFORM, MEDICARE PHYSICIAN PAYMENT, AND THE ANNUAL APPROPRIATIONS PROCESS. SPILLANE & SPILLANE, LLP AND MASSACHUSETTS ASSOCIATION OF HEALTH PLANS (MAHP) - ANY NEW POLICIES IMPLEMENTED BY DIVISION OF INSURANCE THAT AFFECT FCHP - OTHER REGULATORY HEARINGS AND LEGISLATIVE MEETINGS THAT AFFECT HEALTHCARE POLICIES AND GUIDELINES - LEGISLATIVE MEETINGS AND INTERNAL MEETINGS ON NEW LEGISLATION THAT WILL REFORM HEALTH CARE PAYMENTS AND QUALITY - MEETINGS WITH MASSHEALTH AND MEDICAID OFFICIALS ON INCREASING MEMBERSHIP, CHANGING PAYMENT MODELS, AND BETTER MANAGING OF MEMBERS. DURING 2012, FCHP WORKED WITH THESE REGULATORY AGENCIES: DEPARTMENT OF PUBLIC HEALTH - EARLY INTERVENTION PROGRAM - INSURANCE COORDINATORS MEETINGS - UNIVERSAL NEWBORN HEARING SCREENING PROGRAM ADVISORY COMMITTEE - CHANGES TO HOSPITAL GUIDELINES - OFFICE OF PATIENT PROTECTION - OPEN ENROLLMENT WAIVER REGULATIONS DIVISION OF HEALTH CARE FINANCE AND POLICY - COST TRENDS - TOTAL MEDICAL EXPENSES & RELATIVE PRICES TECHNICAL ADVISORY GROUP MEETINGS, CONSULTATIVE SESSIONS & REGULATIONS - HEALTH SAFETY NET SURCHARGE PAYMENTS & FUNDING REGULATIONS - HEALTH SAFETY NET ELIGIBLE SERVICES REGULATIONS - PEDIATRIC ASSESSMENT REGULATIONS - FY12 VACCINE ASSESSMENT - HOSPITAL FINANCIAL REPORTS - TECHNICAL ADVISORY GROUP MEETINGS, - CONSULTATIVE SESSIONS & REGULATIONS DIVISION OF INSURANCE SPECIAL SESSIONS AND OTHER - GROUP PURCHASING COOPERATIVES - MEDICAL LOSS RATIO - SESSIONS AND REGULATIONS - FINANCIAL REPORTING - LIMITED & TIERED NETWORKS - OPEN ENROLLMENT - PLAN TERMINATION - RATING FACTORS - PROVIDER DIRECTORIES - PROVIDER CONTRACTING - SMALL GROUP RATE REVIEWS - CREDENTIALING - ONE-TIME SUPPLEMENTAL FUNDING PAYMENTS - TRANSPARENCY INFORMATIONAL HEARING - ADMINISTRATIVE SIMPLIFICATION PROVISIONS IN CHAPTER 288 (LEGISLATIVE AND REGULATORY ISSUE) - CODING COMMISSION EXECUTIVE OFFICE OF HEALTH AND HUMAN SERVICES - PATIENT CENTERED MEDICAL HOME PILOT INITIATIVE - WORKED WITH MASSHEALTH ON DEVELOPING PRIMARY CARE PAYMENT REFORM ATTORNEY GENERAL'S OFFICE - DISCUSSIONS WITH THE AG'S OFFICE ON RECOMMENDATIONS TO ADDRESS NON-PROFIT BOARD COMPENSATION 4032485 2021693 2010792 10620055 9059424 1560630 51472991 19359066 32113926 35685348 1176985000 56320059 56320059 1120664941 142411 142411 1120807352 1161688000 57018232 57018232 1104669768 840478 840478 1105510246 RECONCILIATION OF REVENUE FORM 990, SCHEDULE D, PART XI, LINE 2D ITEMS ON FINANCIALS NOT ON FORM 990 SUBSIDIARY PREMIUM & ASO INCOME $47,803,394 SUBSIDIARY INVESTMENT INCOME $16,079 SUBSIDIARY OTHER INCOME & ELIMINATIONS $9,340,763 INVESTMENT FEE, SHOWN AS EXPENSE ($840,478) ROUNDING $301 ------------ SUBTOTAL, ON FINANCIALS NOT ON FORM 990 $56,320,059 FORM 990, SCHEDULE D, PART XI, LINE 4B ITEMS ON FORM 990, NOT ON FINANCIALS FUNDRAISING REVENUE RECLASSED FROM CONTRA EXP. $198,900 FUNDRAISING EXPENSES ON 990 NOT ON FS ($56,489) --------- SUBTOTAL, ON FORM 990 NOT ON FINANCIALS $142,411 RECONCILIATION OF EXPENSES FORM 990, SCHEDULE D, PART XII, LINE 2D ITEMS ON FINANCIALS NOT ON FORM 990 SUBSIDIARY EXPENSES $57,160,237 NET FUNDRAISING ON FINANCIALS NOT ON 990 ($142,411) ROUNDING $406 ------------ SUBTOTAL, ON FINANCIALS NOT ON FORM 990 $57,018,232 FORM 990, SCHEDULE D, PART XII, LINE 4B INVESTMENT FEE, SHOWN AS EXPENSE $840,478 Golf Event 198900 158338 40562 100 23020 15246 18123 0 198900 158338 40562 100 23020 15246 18123 56489 -15927 true Worcester Public Library Foundation 3 Salem Square Worcester MA 01608 200066770 501(c)(3) 46000 GENERAL SUPPORT Worcester Regional Chamber of Commerce 446 Main St Worcester MA 01608 041988780 501(c)(6) 30525 Independence Day Celebration - $20,000 Women's Leadership Conference - $10,000 United Way of Central MA 484 Main Street Worcester MA 01608 042104017 501(c)(3) 25750 Stepping Up for Girls event - $750 Corporate donation - $25,000 St John's Parish 44 Temple St Worcester MA 01604 042106729 501(c)(3) 25000 GENERAL SUPPORT Worcester Art Museum 55 Salisbury St Worcester MA 01609 041988530 501(c)(3) 22220 GENERAL SUPPORT Reliant Medical Group 100 Front St 14th fl Worcester MA 01608 222912515 501(c)(3) 20500 GENERAL SUPPORT American Heart Association 20 Speen St Framingham MA 01701 135613797 501(c)(3) 20250 GENERAL SUPPORT Square One 1 Federal Sq Springfield MA 01105 042103855 501(c)(3) 20000 Community Benefits Grant - LAUNCH Healthy Living for Disadvantaged Children & Families UMass Medical School 33 South Street Shrewsbury MA 01545 043108190 501(c)(3) 17500 GENERAL SUPPORT YMCA of Central MA 766 Main Street Worcester MA 01610 042105885 501(c)(3) 16200 GENERAL SUPPORT United Way of Mass Bay & Merrimack Valley 51 Sleeper Street Boston MA 02210 042382233 501(c)(3) 15000 GENERAL SUPPORT Hilltown Community Health Centers Inc 58 Old North Road Worthington MA 01098 042161484 501(c)(3) 15000 Community Benefits Grant - Hilltown Elder Care (HOPE and HEN collaboration) Tri-Valley Inc 10 Mill Street Dudley MA 01571 042594201 501(c)(3) 15000 Community Benefits Grant - Nutrition Program Regional Environmental Council Inc PO Box 255 Worcester MA 01613 046364350 501(c)(3) 15000 Community Benefits Grant - UGROW - Urban Garden Resources Worcester Old Sturbridge VillAGE 1 Old Sturbridge Rd Sturbridge MA 01566 042104809 501(c)(3) 13700 GENERAL SUPPORT Merrimack Valley Food Bank Inc 735 Broadway Street Lowell MA 01854 223241609 501(c)(3) 12800 Community Benefits Grant - Mobile Pantry - $10,000 Golf & Gather FORE a Cause proceeds donation - $2,500 Golf Tournament - $300 Corrider Nine 30 Lyman Street Westborough MA 01581 223887369 501(c)(6) 11658 GENERAL SUPPORT American Red Cross of Central MA 2000 Century Drive Worcester MA 01606 042141539 501(c)(3) 11000 Hurrican Sandy Relief - $5,000 Emergency Response Vehicle - $4,000 2012 Heroes Breakfast - $1,000 2013 Heroes Breakfast - $1,000 Worcester Regional Research Bureau 500 Salisbury Street Worcester MA 01609 042901298 501(c)(3) 11000 GENERAL SUPPORT Worcester County Food Bank 474 Boston Tpke Rd Shrewsbury MA 01545 043071457 501(c)(3) 10500 GENERAL SUPPORT Community Harvest Project 37 Wheeler Road North Grafton MA 01536 043424018 501(c)(3) 10500 Community Benefits Grant - Volunteer Farming Project - $10,000 Pay It Forward Donation - $500 Worcester Education Collaborative 484 Main St Worcester MA 01608 042100017 501(c)(3) 10000 GENERAL SUPPORT Hanover Theatre 2 Southbridge Street Worcester MA 01608 050521735 501(c)(3) 10000 GENERAL SUPPORT Worcester Hibernian Cultural Centre PO Box 20276 Worcester MA 01602 202148447 501(c)(3) 10000 GENERAL SUPPORT Be Like Brit PO Box 355 Rutland MA 01543 271857525 501(c)(3) 10000 GENERAL SUPPORT Elder Services of Berkshire County Inc 66 Wendell Avenue Pittsfield MA 01201 042542001 501(c)(3) 10000 Community Benefits Grant - Meals on Wheels Program Lowell General Hospital 295 Varnum Avenue Lowell MA 01854 042103590 501(c)(3) 10000 GENERAL SUPPORT Boys and Girls Club of Worcester 65 Tainter Street Worcester MA 01610 042105851 501(c)(3) 8860 Women's Leadership Breakfast - $1,000 Celebrity Sports Nite - $360 Community Benefits Grant - Healthy Habits to Grow - $5,000 Kids Caf - Golf & Gather FORE a Cause proceeds donation - $2,500 New England Baptist Hospital 125 Parker Hill Avenue Boston MA 02120 042103612 501(c)(3) 8300 GENERAL SUPPORT Bostonian Group 4 Copley Place Boston MA 02116 760788130 501(c)(3) 7800 GENERAL SUPPORT Friends of the Pappas Recreation Complex Town of Auburn Auburn MA 01501 454146360 501(c)(3) 7500 GENERAL SUPPORT South High Community School 170 Apricot Street Worcester MA 01603 046001418 501(c)(3) 7500 GENERAL SUPPORT TEAM McCarthy 253 Riverview Avenue Newton MA 02466 032524240 501(c)(3) 6555 GENERAL SUPPORT Springfield Jewish Community Center 1160 Dickinson Street Springfield MA 01108 042103802 501(c)(3) 6150 Youth Garden grant (mini grant) - $5,000 Community Center Program Guide - $1,150 Stanley Street Treatment & Resources 386 Stanley Street Fall River MA 02720 042604426 501(c)(3) 6000 Community Benefits Grant - Girls on the Right Track Bridge of Central MA 4 Mann Street Worcester MA 01605 042701581 501(c)(3) 5750 Community Benefits Grants - Making Choices through Healthy Eating & Activity - $5,000 BridgeFest 2012 - $500 Pay It Forward Donation - $250 Genesis Club Inc 274 Lincoln Street Worcester MA 01605 042983234 501(c)(3) 5500 PROMTG. HEALTHY LS. Lifestyles (mini grant) - $5,000 Building Dreams Breakfast - $500 Mass Audubon 414 Massasoit Road Worcester MA 01604 042104702 501(c)(3) 5100 Community Benefits Grant - Let's Go! - $5,000 Wachusett Meadow Sanctuary - $100 Kidney Cancer Association 85 Astor Avenue Suite 2 Norwood MA 02062 042305643 501(c)(3) 5025 General Purpose 37 2 Form 990, Schedule I, PART I, LINE 2 Description of Organization's Procedures for Monitoring the Use of Grants FCHP GRANTS ARE CLASSIFIED EITHER AS A COMMUNITY BENEFIT GRANT OR A COMMUNITY RELATIONS GRANT. THE COMMUNITY BENEFIT GRANTS ARE VERIFIED TO ENSURE THAT EACH RECIPIENT IS A 501(C)(3) ORGANIZATION. THE COMMUNITY RELATIONS GRANTS ARE VERIFIED TO ENSURE THAT THE RECIPIENT ORGANIZATION'S IRS STATUS IS LISTED AS A TAX-EXEMPT ORGANIZATION IN THE INTERNAL REVENUE CODE SECTION 501(C). EACH RECIPIENT OF A FCHP GRANT HAS SPECIFIC INSTRUCTIONS TO BE FOLLOWED AS TO THE USE OF THE GRANT, AND THAT THE GRANT IS TO BE EXPENDED WITHIN 1 YEAR FROM THE AWARD. FOR ANY GRANTS IN EXCESS OF $10,000, fchp REQUESTS A GRANT REPORT DETAILING THE GRANT USES. THESE REPORTS ARE REVIEWED AND KEPT ON FILE AT FCHP. X true true X X X X false true false false false true false false false W Patrick Hughes 568942 216460 411081 174700 0 22754 0 1393937 0 216460 0 Richard P Burke 318789 62053 21852 100950 0 25511 0 529155 0 62053 0 Elizabeth Malko MD 324938 66190 27438 101415 0 21511 0 541492 0 66190 0 Christine Osgood 142545 33345 39913 8980 0 4340 0 229123 0 29345 0 R Scott Walker 323619 64575 700 128450 0 25868 0 543212 0 64575 0 Richard Commander 303387 50119 4511 117500 0 2258 0 477775 0 50119 0 David Przesiek 265840 69729 970 111318 0 24602 0 472459 0 69729 0 Mary Ritter 232194 102230 31517 12500 0 25511 0 403952 0 42230 0 Todd Bailey 201880 33000 4937 64940 0 20882 0 325639 0 33000 0 Eric Hall 201129 59481 5007 63980 0 0 329597 0 32163 0 Karen Longo 164753 26369 4741 50141 0 22170 0 268174 0 25369 0 Kevin McGovern 205669 31138 5494 57014 0 20988 0 320303 0 31138 0 Janis Liepins 206924 33364 2322 60923 0 15288 0 318821 0 33364 0 Elizabeth Helenius 151158 92694 3143 22690 0 21871 0 291556 0 34212 0 Glenn Randall MD 256368 14536 3960 34839 0 19718 0 329421 0 14536 0 David Wilner MD 283542 22421 7672 60235 0 18577 0 392447 0 21971 0 Kevin Grozio 235243 16000 540 69916 0 27009 0 348708 0 16000 0 Russell Munson 274777 17016 2322 66071 0 20924 0 381110 0 17016 0 Param Singh 211513 11112 8363 27487 0 17234 0 275709 0 11112 0 Supplemental Compensation Information FORM 990, Schedule J, Part I, Line 1A Health or social club dues or initiation fees. pursuant to a policy adopted and approved by the executive evaluation and compensation committee (EECC) of the board of directors, a portion of the dues and fees for the business use of The Worcester Club are paid by the organization for the following individuals: President & CEO, President of Senior Care Services, CFO, and Senior VP of Sales and Marketing. Each executive is required to pay for their own personal use expenses, as well as a personal use portion of the membership dues and fees as determined by the EECC. Social Club dues are not reported as taxable compensation to the listed persons. Supplemental Compensation Information FORM 990, Schedule J, Part I, Line 4B FALLON COMMUNITY HEALTH PLAN, INC. SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN ARTICLE III - ELIGIBILITY AN EMPLOYEE WHO IS ELIGIBLE FOR CONTRIBUTIONS TO A 457(F) ACCOUNT SHALL BE ELIGIBLE TO CONTRIBUTE ELECTIVE DEFERRALS TO A 457(B) ACCOUNT, AND ANY OTHER INDIVIDUAL DESIGNATED BY THE OFFICER OF THE HEALTH PLAN WHO IS IN CHARGE OF HUMAN RESOURCES SHALL ALSO BE ELIGIBLE TO CONTRIBUTE ELECTIVE DEFERRALS TO A 457(B) ACCOUNT. CONTRIBUTIONS SHALL BE MADE BY THE HEALTH PLAN TO A 457(F) ACCOUNT ESTABLISHED ON BEHALF OF AN EMPLOYEE WHO, AS OF JANUARY 2, 2007, IS THE PRESIDENT AND CHIEF EXECUTIVE OFFICER. CONTRIBUTIONS SHALL BE MADE BY THE HEALTH PLAN ON BEHALF OF AN EMPLOYEE WHO, AS OF DECEMBER 31, 2008 IS THE DIVISION PRESIDENT, SENIOR CARE SERVICES, THE EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER, THE EXECUTIVE VICE PRESIDENT AND CHIEF HUMAN RESOURCES OFFICER, THE DIVISION PRESIDENT, HEALTH PLAN OPERATIONS, OR THE EXECUTIVE VICE PRESIDENT AND CHIEF COMPLIANCE OFFICER. EFFECTIVE JULY 1, 2008, CONTRIBUTIONS SHALL BE MADE BY THE HEALTH PLAN PURSUANT TO A 457(F) ACCOUNT ESTABLISHED ON BEHALF OF ANY EMPLOYEE WHO IS NOT IDENTIFIED IN THE PARAGRAPH ABOVE AND IS A DIVISION PRESIDENT, AN EXECUTIVE VICE PRESIDENT OR A SENIOR VICE PRESIDENT. AN EMPLOYEE WHO BECOMES ELIGIBLE FOR THE PLAN SHALL BECOME COVERED UNDER THE PLAN ON THE FIRST JANUARY 1ST OR JULY 1ST FOLLOWING HIS OR HER DATE OF HIRE. FOR PARTICIPANTS WHO BECAME ELIGIBLE FOR THE PLAN ON OR BEFORE MARCH 1, 2007, 50% OF THE ANNUAL CONTRIBUTIONS IS IMMEDIATELY VESTED. FOR PARTICIPANTS WHO BECAME ELIGIBLE FOR THE PLAN AFTER MARCH 1, 2007, 50% OF EACH ANNUAL CONTRIBUTION IS VESTED AFTER WORKING 36 MONTHS. REMAINING CONTRIBUTION AMOUNTS ARE VESTED ON THE EARLIEST OF NORMAL RETIREMENT AGE 65, DEATH, DISABILITY, AND INVOLUNTARY SEPARATION FROM SERVICE (FOR A REASON OTHER THAN CAUSE). IN 2012, THE FOLLOWING OFFICERS PARTICIPATED IN A NON-QUALIFIED RETIREMENT PLAN, 457(F): OFFICER AMOUNT PAID AMOUNT DEFERRED W. Patrick Hughes $405,381 NONE Christina Osgood $34,184 NONE Richard P. Burke $20,450 $20,450 Elizabeth Malko $24,615 $24,615 David Przesiek NONE $27,518 Richard Commander NONE $32,000 R. Scott Walker NONE $50,250 FORM 990, SCHEDULE J, PART I LINE 6 COMPENSATION CONTINGENT ON NET EARNINGS: ALL EMPLOYEES IN CERTAIN JOB GRADES, WHICH INCLUDE EMPLOYEES LISTED ON SCHEDULE J-2, ARE ELIGIBLE FOR AN INCENTIVE PLAN PAYMENT. THE INCENTIVE PLAN PAYMENT IS DETERMINED BY WHETHER CERTAIN CORPORATE, DEPARTMENT, AND/OR INDIVIDUAL TARGETS ARE MET. THE CORPORATE TARGETS INCLUDE (I) NET OPERATING INCOME, (II) MEMBERSHIP GROWTH, (III) MEMBER AND PROVIDER SATISFACTION, (IV) STRATEGY EXECUTION, (V) EMPLOYEE ENGAGEMENT, AND (VI) QUALITY. THESE TARGETS WERE MET IN 2012 AND INCENTIVE PAYMENTS WERE ACCRUED IN 2012. 1 THE MONAHAN GROUP INC FAMILY MEMBER OF DIRECTOR 82705 SEE PART V false 2 ADCARE HOSPITAL OWNERSHIP BY DIRECTOR 70586 SEE PART V false 3 SAINT VINCENT HOSPITAL OVERLAPPING BOARD MEMBER 123010099 SEE PART V false 4 HOMESTAFF LLC OVERLAPPING BOARD MEMBER 1770993 SEE PART V false 5 FAMILY MEMBER OF KEY EE EMPLOYEE 86305 SEE PART V false BUSINESS TRANSACTIONS INVOLVING INTERESTED PERSONS FORM 990, SCHEDULE L, PART IV NAME: THE MONAHAN GROUP, INC. RELATIONSHIP: ENTITY OWNED BY THE SISTER-IN-LAW OF FCHP DIRECTOR CHARLES F. MONAHAN MR. MONAHAN'S SISTER-IN-LAW IS A PRINCIPAL WITH THE MONAHAN GROUP, INC., A SECURITY CONSULTING FIRM THAT PROVIDES CONSULTING SERVICES TO FCHP. CHARLES F. MONAHAN HAS NO INTEREST IN THE MONAHAN GROUP, INC. FCHP'S BUSINESS RELATIONSHIP WITH THE MONAHAN GROUP, INC., PRE-DATES MR. MONAHAN'S SERVICE ON THE FCHP BOARD. NAME: ADCARE HOSPITAL RELATIONSHIP: ENTITY OWNED BY FCHP DIRECTOR DAVID W. HILLIS AND FAMILY MEMBERS MR. HILLIS IS PRESIDENT, CEO AND HOLDS MAJORITY INTEREST IN ADCARE HOSPITAL OF WORCESTER, INC., A SUBSTANCE ABUSE HOSPITAL THAT PROVIDES HEALTH CARE SERVICES TO FCHP PLAN MEMBERS. MR. HILLIS ALSO HAS FAMILY MEMBERS WHO HOLD OWNERSHIP IN ADCARE HOSPITAL. NAME: SAINT VINCENT HOSPITAL RELATIONSHIP: ENTITY IN WHICH FCHP DIRECTOR CHARLES F. MONAHAN SERVES AS AN UNCOMPENSATED BOARD MEMBER. MR. MONAHAN SERVES ON THE BOARD OF SAINT VINCENT HOSPITAL, WORCESTER, MA, WHICH PROVIDES HEALTH CARE SERVICES TO FCHP PLAN MEMBERS. MR. MONAHAN RECEIVES NO COMPENSATION FOR HIS SERVICE ON THE SAINT VINCENT HOSPITAL BOARD. NAME: HOME STAFF, LLC RELATIONSHIP: JOINT VENTURE BETWEEN FCHP AND THE VNA CARE NETWORK AND HOSPICE. THE FOLLOWING FCHP EMPLOYEES ARE UNCOMPENSATED MEMBERS OF THE HOME STAFF BOARD OF DIRECTORS: W. PATRICK HUGHES, PRESIDENT & CEO, RICHARD P. BURKE, PRESIDENT, SENIOR CARE SERVICES & GOVERNMENT PROGRAMS, TODD BAILEY, VICE PRESIDENT, SENIOR CARE SERVICES. HOME STAFF CONTRACTS WITH FCHP TO PROVIDE SERVICES TO CERTAIN FCHP PARTICIPANTS. NAME: LAURIE MCGOVERN RELATIONSHIP: FCHP EMPLOYEE WHO IS THE SISTER-IN-LAW OF FCHP KEY EMPLOYEE KEVIN MCGOVERN. COMPENSATION PAYMENTS BY THE ORGANIZATION PAID TO A FAMILY MEMBER VARIOUS BOARD MEMBERS, OFFICERS, AND KEY EMPLOYEES HAVE HEALTH INSURANCE PURCHASED BY THEIR EMPLOYERS FROM FCHP, OR ARE AFFILATED WITH ORGANIZATIONS THAT PURCHASE THEIR HEALTH INSURANCE FROM FCHP. PROGRAM SERVICE ACCOMPLISHMENTS FORM 990, PART III, LINE 4A FCHP'S PROGRAM ACTIVITIES CONSIST OF PREPAID HEALTHCARE IN THE COMMONWEALTH OF MASSACHUSETTS. THE COVERED POPULATION AT DECEMBER 31, 2012 WAS 155,082. FALLON COMMUNITY HEALTH PLAN MADE OVER $1,500,000 AVAILABLE TO PROGRAMS THAT MAKE OUR COMMUNITIES HEALTHY. THIS WAS ACCOMPLISHED THROUGH THE FCHP COMMUNITY BENEFITS COMMITTEE'S DISTRIBUTION OF GRANTS, OTHER CHARITABLE DONATIONS, AND PROGRAMS THAT INVOLVED DIRECT EXPENSES AND STAFF TIME. FHCP'S REVENUE AND EXPENSES ARE NOT SEGREGABLE BY MAJOR EXPENSE CATEGORIES. FALLON COMMUNITY HEALTH PLAN 2012 COMMUNITY BENEFITS REPORT SUMMARY NARRATIVES Community Benefits Mission Statement Fallon Community Health Plan is committed to the vision of creating healthier lives. Fallon Community Health Plan will work cooperatively with health care and community service organizations, as well as state and federal agencies, to lead the creation of innovative health care solutions, to seek healthy outcomes, and to improve access to health care services. FCHP will develop and implement programs that will improve the health status of the economically disadvantaged, elders, and children aged 0-5 within our service area. Program Organization and Management In accordance with the Attorney General's Community Benefits Guidelines for Health Maintenance Organizations, the FCHP Board of Directors established the Community Benefits Committee. The Committee is managed by the Director of Community Relations, and reports to the Vice President of Corporate Communications. All grant applications are reviewed by the Committee and given final approval by senior management before funds are distributed. This ensures regular evaluation and oversight of the program. Community Health Needs Assessment In 2010, the Community Benefits Program conducted extensive review of the program, and a needs assessment of the communities served by the program. Changes to the giving program were made in order to better serve local needs. Each year, these areas of focus are reviewed with data from community agencies. Three new areas of focus were identified for the Community Benefits program. They are: promoting access to healthy nutrition and encouraging physical activity, particularly among vulnerable populations; promoting good health for seniors; and improving health for infants and children aged 0-5. Community Benefits Plan Fallon Community Health Plan awards grants and support to those programs that improve the health status of the economically disadvantaged, the elderly and children aged 0-5. Outcomes are measured each year against the goals stated in the funded programs' grant applications. These grant reports are essential in helping the Committee assess whether funds have indeed helped the identified population and therefore help to determine future funding. Key Accomplishments of the Reporting Year Fallon Community Health Plan invested over $1,500,000 in grants, programs and other supports to address needs affecting populations included in the Community Benefit program's areas of focus. Our support consists of direct funding, other costs, leveraged resources, staff hours (inclusive of paid volunteer hours) and employee non-paid volunteer hours. Approximately $202,700 of staff and volunteer time (both paid and non-paid) contributed to our efforts in the communities. Fallon Community Health Plan hosted the seventh annual Golf and Gather FOR a Goal charitable tournament, raising approximately $206,900 in gross receipts. Net proceeds exceeding $160,000 were distributed to more than 80 food pantries and hunger relief programs throughout Massachusetts. Due to the great need of the underserved population, FCHP donated an additional $10,000 towards the purchase of turkey and hams to the 4 major Massachusetts Food Banks and $24,000 year end to an additional 18 identified food pantries in MA. Plans for Next Reporting Year FCHP's Community Benefits program will conduct a needs assessment during 2013 to determine our focus for the next three years while maintaining our mission of making communities healthy. FORM 990, PART V, LINES 6A & 6B FCHP GROSS RECEIPTS FROM THE GOLF FUNDRAISING ARE GREATER THAN $100,000, AND THE DONOR CANNOT DEDUCT AS CHARITABLE FOR THE PORTION THAT THEY RECEIVED SOME BENEFIT, SUCH AS THE FMV OF THE GOLF TICKET. DESCRIPTIONS OF RELATIONSHIPS FORM 990, PART VI, QUESTION 2 HOME STAFF LLC IS A JOINT VENTURE OF FCHP AND THE VNA CARE NETWORK & HOSPICE. THE FOLLOWING FCHP BOARD MEMBERS, OFFICERS, AND KEY EMPLOYEES SERVED ON THE HOME STAFF BOARD OF DIRECTORS DURING 2012: W. PATRICK HUGHES, RICHARD P. BURKE, AND TODD BAILY. FALLON HEALTH & LIFE ASSURANCE COMPANY, INC. (FHLAC), IS A WHOLLY-OWNED SUBSIDIARY OF FCHP. THE FOLLOWING FCHP BOARD MEMBERS, OFFICERS, AND KEY EMPLOYEES SERVED ON THE FHLAC BOARD OF DIRECTORS IN 2012: DAVID HILIS, RICHARD HOULIHAN, CHRISTIAN MCCARTHY, W. PATRICK HUGHES, AND SCOTT WALKER. ULTRABENEFITS, INC. (UBI) IS A WHOLLY-OWNED SUBSIDIARY OF FHLAC. THE FOLLOWING FCHP BOARD MEMBERS, OFFICERS, AND KEY EMPLOYEES SERVED ON THE UBI BOARD OF DIRECTORS IN 2012: W. PATRICK HUGHES, SCOTT WALKER, AND DAVID PRZESIEK. PROCESS USED BY MANAGEMENT AND GOVERNING BODY TO REVIEW 990 FORM 990, PART VI, LINE 11B A DRAFT OF THE 990 WAS PREPARED BY FCHP'S PAID PREPARER USING INFORMATION PROVIDED BY THE ORGANIZATION. THIS DRAFT WAS REVIEWED BY FCHP'S VICE PRESIDENT OF ACCOUNTING OPERATIONS & FINANCIAL PLANNING ANALYSIS, AND SENIOR MANAGEMENT, INCLUDING THE CHIEF FINANCIAL OFFICER, CHIEF COMPLIANCE OFFICER, CHIEF HUMAN RESOURCES OFFICER, AND CHIEF EXECUTIVE OFFICER. AFTER THIS REVIEW A FINAL FORM 990 WAS PREPARED, AND THE FINAL VERSION OF THE 990 WAS PROVIDED TO EACH BOARD MEMBER FOR HIS OR HER REVIEW BEFORE THE 990 WAS FILED WITH THE IRS. DESCRIBE THE PROCESS TO MONITOR CONFLICTS OF INTERESTS FORM 990, PART VI, QUESTION 12 A,B,C FCHP'S BYLAWS REQUIRE ALL DIRECTORS AND OFFICERS TO DISCLOSE ANY ACTUAL OR POSSIBLE CONFLICTS OF INTEREST, AS DEFINED IN THE ORGANIZATION'S CONFLICT OF INTEREST POLICY RELATING TO DIRECTORS, OFFICERS AND MEMBERS OF A COMMITTEE WITH BOARD-DELEGATED POWERS. THIS IS ENFORCED BY THE REQUIREMENT THAT SUCH INDIVIDUALS ANNUALLY COMPLETE A CONFLICT OF INTEREST DISCLOSURE STATEMENT. EACH YEAR THE COMPLETED CONFLICT OF INTEREST DISCLOSURE STATEMENTS ARE REVIEWED BY THE AUDIT AND COMPLIANCE COMMITTEE OF THE BOARD WHICH REPORTS ANY ACTUAL OR POTENTIAL CONFLICTS TO THE FULL BOARD. ANY BOARD MEMBER OR OFFICER WITH A CONFLICT OF INTEREST IS PROHIBITED FROM PARTICIPATING IN ANY DISCUSSION OF, OR VOTE ON, THE TRANSACTION OR ARRANGEMENT THAT RESULTS IN THE CONFLICT OF INTEREST. TWO INDEPENDENT BOARD MEMBERS ALSO CONDUCT AN ANNUAL REVIEW OF ANY BUSINESS TRANSACTIONS INVOLVING THE ORGANIZATION THAT COULD POTENTIALLY BENEFIT A BOARD MEMBER OR OFFICER, TO ENSURE THAT THE TRANSACTIONS DO NOT INVOLVE ANY UNDUE INFLUENCE, ARE AT FAIR MARKET VALUE, AND ARE IN THE ORGANIZATION'S BEST INTEREST. THE REVIEWING BOARD MEMBERS REPORT THEIR FINDINGS TO THE FULL BOARD. FURTHERMORE, AT BOARD MEETINGS, INDIVIDUAL BOARD MEMBERS ARE ASKED TO IDENTIFY, AND RECUSE THEMSELVES FROM ANY DISCUSSION AND VOTE ON ANY MATTER BEFORE THE BOARD IN WHICH THEY MAY HAVE A CONFLICT. FCHP ALSO REQUIRES ALL DIRECTORS, OFFICERS, AND KEY EMPLOYEES, TO COMPLETE A WRITTEN DISCLOSURE STATEMENT DESIGNED TO IDENTIFY POTENTIAL CONFLICTS. FCHP ALSO HAS GENERAL CORPORATE-WIDE CONFLICT OF INTEREST POLICIES THAT REQUIRE REPORTING OF POTENTIAL CONFLICTS AND MANAGEMENT APPROVAL OF CERTAIN TRANSACTIONS, AND PROHIBITS CERTAIN SPECIFIC TRANSACTIONS. THESE POLICIES ARE ENFORCED BY SENIOR MANAGEMENT, INCLUDING THE CHIEF COMPLIANCE OFFICER. OFFICES & POSITIONS FOR WHICH PROCESS WAS USED FORM 990, PART VI, QUESTIONS 15A & 15b FCHP HAS ESTABLISHED AN EXECUTIVE EVALUATION AND COMPENSATION COMMITTEE (THE "COMMITTEE") OF THE BOARD OF DIRECTORS THAT ESTABLISHES POLICIES AND THE COMPENSATION STRUCTURE OF CERTAIN OF FCHP'S EXECUTIVE OFFICERS. THIS COMMITTEE IS RESPONSIBLE FOR ASSURING THAT THE TOTAL COMPENSATION PROVIDED TO THESE EXECUTIVE OFFICERS IS DETERMINED BY A FAIR AND EQUITABLE PROCESS, INFORMED BY CURRENT AND CREDIBLE MARKET PRACTICE INFORMATION, AND COMPLIANT WITH APPLICABLE LEGAL AND REGULATORY GUIDELINES. IN 2012, THE COMMITTEE CONSISTED OF THREE MEMBERS OF FCHP'S BOARD OF DIRECTORS, WHO ARE NOT EMPLOYED BY THE ORGANIZATION. FCHP'S CEO SERVED AS AN EX OFFICIO MEMBER OF THE COMMITTEE WITHOUT A VOTING RIGHT. THE EXECUTIVE OFFICERS OVER WHOSE COMPENSATION THE COMMITTEE IS RESPONSIBLE ARE COMPRISED OF THE PRESIDENT AND CHIEF EXECUTIVE OFFICER ("CEO"), AND THE PRESIDENT, EXECUTIVE VICE PRESIDENT, AND SENIOR VICE PRESIDENT POSITIONS THAT REPORT DIRECTLY TO THE CEO ("EXECUTIVE GROUP"). IN 2012, TO DETERMINE THE COMPENSATION STRUCTURE OF THE EXECUTIVE GROUP, THE COMMITTEE RELIED ON A WRITTEN COMPENSATION SURVEY PRODUCED BY AN INDEPENDENT CONSULTING FIRM THAT ASSESSES EXECUTIVE COMPENSATION AND BENEFITS. THE COMMITTEE MET TO REVIEW THE COMPENSATION STRUCTURE OF THE EXECUTIVE GROUP AND REVIEWED THE COMPENSATION SURVEY PREPARED BY THE INDEPENDENT CONSULTING FIRM. THE COMMITTEE THEN VOTED TO APPROVE THE COMPENSATION OF THE EXECUTIVE GROUP (OTHER THAN THE CEO). FOR THE CEO'S COMPENSATION THE COMMITTEE (MEETING WITHOUT THE CEO) RECOMMENDED A COMPENSATION STRUCTURE THAT WAS PRESENTED TO THE FCHP'S BOARD OF DIRECTORS. THE BOARD OF DIRECTORS (WITHOUT THE CEO PRESENT), VOTED TO APPROVE THE COMMITTEE'S RECOMMENDATION. ALL THESE DELIBERATIONS WERE CONTEMPORANEOUSLY DOCUMENTED IN THE MINUTES OF THE COMMITTEE AND BOARD OF DIRECTORS. THE PROCESS WAS USED TO ESTABLISH THE COMPENSATION FOR THE EXECUTIVE GROUP IN 2012. THIS PROCESS WAS NOT USED TO ESTABLISH COMPENSATION FOR THE "KEY EMPLOYEES" LISTED IN SCHEDULE J. AVAIL OF GOV DOCS, CONFLICT OF INTEREST POLICY, & FIN STMTS TO GEN PUBLIC FORM 990, PART VI, QUESTION 18 AND 19 FCHP'S FORM 990 AND ANNUAL AUDITED FINANCIAL STATEMENTS ARE AVAILABLE TO THE GENERAL PUBLIC ON THE MASSACHUSETTS ATTORNEY GENERAL'S WEBSITE. FCHP'S ANNUAL REPORT IS AVAILABLE ON ITS OWN WEBSITE. FCHP'S 990, FINANCIAL STATEMENTS, GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND ANNUAL REPORT ARE ALSO PROVIDED ON REQUEST. FORM 990, PART VI, SECTION B, LINE 16B JOINT VENTURE POLICY FALLON COMMUNITY HEALTH PLAN, INC.'S JOINT VENTURE POLICY WAS ADOPTED ON DECEMBER 20, 2012. OTHER CHANGES IN NET ASSETS OR FUND BALANCES FORM 990, PART XI, LINE 9 CHANGE IN MINIMUM PENSION $5,856,531 ROUNDING ADJUSTMENT ($2) ----------- OTHER CHANGES IN NET ASSETS $5,856,529 SUMMIT LIVING INC 10 CHESTNUT STREET WORCESTER MA 01608 261836279 ASST LIVING MA 501(C)(3) 9 NA true FALLON TOTAL CARE LLC 100 NORTH PARKWAY SUITE 300 WORCESTER MA 01653 455591420 HEALTH CARE MA NA EXCLUDED 512-514 true false 0.51000 FALLON HEALTH & LIFE ASSURANCE COMPANY 10 CHESTNUT STREET WORCESTER MA 01608 043169246 HLTH & LIFE ASSUR MA FCHP C CORP -8716780 26031833 1.00000 true ULTRABENEFITS INC 29 EAST MOUNTAIN STREET WORCESTER MA 01606 043525752 3RD PARTY ADMIN MA FHLAC C CORP 200241 1651515 1.00000 true false true false false false false false false false false false true true true true false false false false FALLON HEALTH & LIFE ASSURANCE CO INC B 10600000 CASH FALLON TOTAL CARE LLC B 1275000 CASH ULTRABENEFITS INC L 52536 CASH ULTRABENEFITS INC L 173324 CASH ULTRABENEFITS INC M 84700 CASH ULTRABENEFITS INC M 53404 CASH FALLON HEALTH & LIFE ASSURANCE CO INC N 2724121 CASH FALLON HEALTH & LIFE ASSURANCE CO INC O 5705305 CASH