2011-08-12T09:34:38-05:00 2010-09-30 Ernst & Young US LLP 55 Ivan Allen Jr Blvd Suite 1000 Atlanta GA 30308 990 2009-10-01 222672834 Hartford Health Care Corporation HART 8606966200 80 Seymour Street Hartford CT 06102 Thomas Marchozzi 8605455000 2011-08-12 0 4048748300 2009 2016-02-24 21:20:13Z Elliot Joseph 80 Seymour Street Hartford CT 06102 100733993 0 X www.harthosp.org X 1985 CT Provide support and management services to Hartford Hospital and affiliates in pursuit of their mission to provide health care services to the general public. 10 7 900 8 61521115 0 0 87797145 99340713 485357 335263 1083405 1048009 89365907 100723985 0 0 9117269 10777770 0 0 81244256 91011339 90361525 101789109 -995618 -1065124 44964480 46785424 37675979 41269558 7288501 5515866 Hartford Health Care Corporation (HHCC) is Hartford Hospital's regional care network. It includes Hartford Hospital and two other general acute-care hospitals: Midstate Medical Center in Meriden and Windham Community Memorial Hospital in Willimantic. In addition, it includes a variety of other regional health care providers. HHCC members provide a wide range of medical and health services, but have one goal in common: excellence. They work together to provide patients and their families with efficient,appropriate care of the highest quality. 0 0 96458579 100388722 Hartford Health Care Corporation is organized exclusively for public welfare, charitable, scientific, literary and educational purposes, including the furtherance of the welfare, program and activities of Hartford Hospital and other related entities.Functions of Hartford Health Care Corporation include the development and implementation by Hartford Hospital and other health care providers of programs to further the quality and accessibility of health care services; create efficiency in the utilization of health care facilities and services; and providing reasonable heath care to the general public.As part of its mission to further the quality and accessibility of health care services, HHCC is the sole member of Clinical Laboratory Partners (CLP). CLP provides healthcare services through its medical laboratories which services Hartford Hospital, Midstate Medical Center, and operates numerous drawing stations throughout Connecticut. 96458579 1 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 1 1 0 0 0 0 0 1 1 0 0 1 162 0 900 1 1 1 0 0 0 0 0 0 0 10 7 0 0 0 0 0 1 1 1 1 0 1 1 1 1 1 1 1 1 1 1 1 1 X Carol Wardell 8606966200 80 Seymour Street Hartford CT 06115 Andrew L SalnerMD 3.00 X 0 182512 0 Martin Wolman ESQ 2.00 X 0 0 0 Elliot T Joseph 26.00 X X 0 1525584 167898 Marcia L Hincks 2.00 X 0 0 0 Laura R Estes 3.00 X 0 0 0 Donald R Frahm 2.00 X 0 0 0 Roger Gelfenbien 2.00 X 0 0 0 Arthur C Marquardt 2.00 X 0 0 0 Joseph D Sargent 2.00 X X 0 0 0 David B Hyman DDS 2.00 X 0 0 0 Rocco Orlado MD 10.00 X 0 109078 36041 Thomas J Marchozzi 20.00 X 0 572268 41020 Stephan O'Neill 5.00 X 0 551455 63741 Carol S Garlick 5.00 X 0 212132 34452 Paul S Besson ESQ 20.00 X 0 376268 12959 James M Blazar 20.00 X 0 508593 15017 Richard G Stys 20.00 X 0 294776 16580 Sonal Shah 10.00 X 0 0 0 Yvette Melendez 5.00 X 0 0 0 Michele B Bush ESQ 20.00 X 0 144933 8966 James E Fantus 40.00 X 353508 0 50578 David J Molusis 40.00 X 180142 0 34144 Anthony Mastroianni 40.00 X 207439 0 47351 Gregory Makowski 40.00 X 232670 0 48268 Peter M Montagino 40.00 X 157126 0 51517 Denise N Bologna 40.00 X 166159 0 43561 Karen C Paolella 40.00 X 342980 0 46360 John Presto 40.00 X 267295 0 55869 Lynn Nordyk 40.00 X 139908 0 29584 Jaber Aslanzadeh 40.00 X 179568 0 38190 Laila O Mnayer 40.00 X 168908 0 40628 Yana B Lange 40.00 X 160743 0 45632 John J Meehan X 0 6975532 117298 John M Biancamano X 0 2422889 41753 Richard A McAloon X 0 84105 6686 James K Kinsella X 0 345287 81190 Donna Handley X 0 259464 11040 Jamie M Roche X 0 406135 71844 2556446 14971011 1258167 25 1 1 0 Quest Diagnostics Nichols Institute 12436 Collections Center Drive Chicago IL 60693 Medical Services 1981294 Shipman & Goodwin LLP One Constitution Plaza Hartford CT 06103 Legal Services 1217473 TRG Healthcare LLC 1835 Market St suite 2626 Philadelphia PA 19103 Consulting 963459 Strategic Health Advisors Inc 3141 Michelson Dr Unit 1402 Irvine CA 92612 Consulting 945000 Duane Morris LLP 505 9th St NW Ste 100 Washington DC 20004 Consulting 885244 23 Laboratory Services 621500 85441767 23920652 61521115 Mgmt Fee Allocation 541900 13898946 13898946 99340713 341164 341164 4107 10008 -5901 -5901 -5901 Income - Pass Thru Ent 900003 1048009 1048009 1048009 100723985 38867607 61521115 335263 817289 522948 294341 6744934 6624120 120814 3215547 3099019 116528 704237 704237 1945078 1945078 282392 282392 3233654 3233654 95274 95274 12728247 12728247 452016 452016 3613989 3613989 323249 323249 12839 12839 801486 801486 1601018 1601018 187773 187773 Allocated Salaries 44248259 41676882 2571377 Purchased Services 13318077 13318077 Bad Debt 6089984 6089984 Repairs & Maintenance 735688 735688 Sales & Use Tax 226456 226456 411623 411623 101789109 96458579 5330530 0 1633534 1565441 6582853 8465250 3631600 2459130 749314 1190200 925768 1210401 21534533 11880246 9690802 9654287 21668886 22139607 81723 101108 44964480 46785424 10167518 10537410 314130 673061 27194331 30059087 37675979 41269558 X 7288501 5515866 7288501 5515866 44964480 46785424 X 0 1 1 X 0 X X X 0 0 0 Hartford Hospital 060646668 3 1 1 1 0 Midstate Medical Corporation 060646715 3 1 1 1 0 Windham Community Memorial Hospital 060646966 3 1 1 1 0 Natchaug Hospital 060966963 3 1 1 1 0 VNA Health Care 060646938 3 1 1 1 0 5 0 Schedule A, Part IV, Supplemental Information: Sch A, Part I, Line i(111) Hartford Health Care Corporation provides to, or purchases for the benefit of the supported organizations services, facilities, goods and other management services. 17752876 11880246 5872630 3781657 3781657 9654287 Investment in Ambulance of Manchester 7922835 C Investment in HHMOB 13906803 C Investment in VHA 309969 C 22139607 Program Related Liability 30059087 30059087 Part X: Description of Uncertain Tax Positions Under FIN 48: The audited financial statement did not include a FIN 48 Footnote. X 0 0 X X X X 1 1 0 0 0 0 0 0 0 Andrew L SalnerMD 0 182512 0 0 0 0 0 0 0 0 0 182512 0 0 Elliot T Joseph 0 992566 0 447750 0 85268 0 128346 0 39552 0 1693482 0 0 Thomas J Marchozzi 0 422843 0 148750 0 675 0 12469 0 28551 0 613288 0 0 Stephan O'Neill 0 308056 0 225557 0 17842 0 39775 0 23966 0 615196 0 0 Carol S Garlick 0 165393 0 45357 0 1382 0 20176 0 14276 0 246584 0 0 Paul S Besson ESQ 0 265536 0 109752 0 980 0 0 0 12959 0 389227 0 0 James M Blazar 0 349245 0 146000 0 13348 0 0 0 15017 0 523610 0 0 Richard G Stys 0 148956 0 115732 0 30088 0 0 0 16580 0 311356 0 0 Michele B Bush ESQ 0 69933 0 75000 0 0 0 0 0 8966 0 153899 0 0 James E Fantus 276690 0 76026 0 792 0 31718 0 18860 0 404086 0 0 0 David J Molusis 147485 0 32486 0 171 0 17821 0 16323 0 214286 0 0 0 Anthony Mastroianni 170016 0 37243 0 180 0 22577 0 24774 0 254790 0 0 0 Gregory Makowski 190521 0 41873 0 276 0 23064 0 25204 0 280938 0 0 0 Peter M Montagino 128376 0 28353 0 397 0 27590 0 23927 0 208643 0 0 0 Denise N Bologna 136233 0 29284 0 642 0 27815 0 15746 0 209720 0 0 0 Karen C Paolella 136806 0 205532 0 642 0 28050 0 18310 0 389340 0 0 0 John Presto 95575 0 171377 0 343 0 30781 0 25088 0 323164 0 0 0 Lynn Nordyk 77647 0 62070 0 191 0 19088 0 10496 0 169492 0 0 0 Jaber Aslanzadeh 163413 0 15639 0 516 0 26962 0 11228 0 217758 0 0 0 Laila O Mnayer 154441 0 14210 0 257 0 16499 0 24129 0 209536 0 0 0 Yana B Lange 72226 0 88375 0 142 0 22376 0 23256 0 206375 0 0 0 John J Meehan 0 0 0 4199 0 6971333 0 0 0 117298 0 7092830 0 5795702 John M Biancamano 0 0 0 0 0 2422889 0 0 0 41753 0 2464642 0 1849772 Richard A McAloon 0 71358 0 0 0 12747 0 0 0 6686 0 90791 0 0 James K Kinsella 0 248970 0 73020 0 23297 0 59182 0 22008 0 426477 0 0 Donna Handley 0 188716 0 61108 0 9640 0 0 0 11040 0 270504 0 0 Jamie M Roche 0 305994 0 82299 0 17842 0 45900 0 25944 0 477979 0 0 Part I, Line 1b The organization does not have a formal written policy relating to gross-up payments. Requests for gross-up payments are reviewed by both the Tax & Payroll departments to ensure compliance with Federal and State regulations. Part I, Lines 4a-b: Mr. David E. Polk received severance payments through August 15, 2009. Total payment to Mr. Polk including his severance and other benefits were $161,327. Mr. John Meehan (former CEO) severance agreement began in January of 2009. Per the agreement, Mr. Meehan received 24 months of severance based upon an annual salary of $868,400 plus incentive award of $250,000. In addition, Mr. Meehan was paid a lump sum amount of $5,795,702 for his participation in the Hartford Hospital Supplemental Employee Retirement Plan (SERP). Total payments to Mr. Meehan for SERP, Severance and other benefits totaled $7,092,830. Mr. John Biancamano (former CFO) severance agreement began in January of 2009 and ended in June 2010. Per the agreement, Mr. Biancamano received 16 months of severance based upon an annual salary of $545,160 plus additional incentives. In addition, Mr. Baincamano was paid a lump sum amount of $1,849,772 for his participation in the Hartford Hospital Supplemental Employee Retirement Plan (SERP). Total payments to Mr. Biancamano for SERP, Severance and other benefits totaled $2,464,642. The Supplemental Executive Retirement Plan (SERP) provides a benefit determined in accordance with the provisions of Hartford Hospital's qualified plan effective October 1, 1947 (amended and restated effective January 1, 1999) without recognition of the statutory maximums on the benefits and pay, less the benefit payable from the qualified plan with the following exceptions: - The only form of payment is lump sum. Lump sums are paid using an interest rate that is 1% less than the applicable rate in the qualified plan. - Enhanced benefit are payable to John Meehan. Mr Meehan's total retirement benefit, including his retirement plan benefit, executive severance pay plan, split dollar life insurance policy and supplemental executive retirement plan shall be equal to that provided by the retirement plan benefit formula based upon total pay. The lump sum payable from the SERP is determined using an interest rate that is 1% less that the applicable rate in the qualified plan. - Actual payments from SERP will be offset by notional balances from the 457b Plan. - Participants must satisfy a non-compete agreement for 18 months following termination prior to receiving their benefit under the plan. See Sch O See Sch O 0 See Sch O 0 Form 990, Part VI, Section A, line 7a The Board of Directors may elect other members. The Board of Directors also has the authority to approve/remove members of the governing body. Form 990, Part VI, Section A, line 7b All decisions of the governing body of the organization is subject to approval by the Board of Directors. Form 990, Part VI, Section B, line 11 The Form 990 was prepared by Hartford Hospital's Tax Department. It was then reviewed by an independent accounting firm. It was then forwarded to the organization's top management including the CFO for review. The form was also reviewed by the Finance Committee prior to submission to the Board. The final Form was provided to the entire Board and reviewed by the Board at one of its scheduled meetings. Once the entire review process was completed, the form was signed by the CFO and then filed with the Internal Revenue Service. Form 990, Part VI, Section B, line 12c The organization's Conflict of Interest Policy requires all directors and officers of the organization to complete and sign a Conflict of Interest statement. The statement will include an itemization and description of any actual or potential conflict of interest and all material facts related thereto for such director or officer by virtue of his or her activities or the activities of related persons. Directors and officers are urged to be inclusive in this disclosure since the disclosure of potential and actual conflicts of interest is essential to ensuring discussion of the conflict. Disclosure statements shall be returned to the Compliance Officer. All disclosures made will be reviewed by the Compliance Officer and the Director of Internal Audit, under the direction of the Chairman and the President, who shall exercise good faith judgment as to whether a conflict exists. The Chairman and President shall be responsible for monitoring transactions or arrangements in which a director or officer may have a conflict of interest and for assuring that the director or officer serves the organization's best interests. The Compliance Officer, Director of Internal Audit, Chairman and/or President may consult with any director or officer and obtain information necessary for an ordinarily prudent person to make a judgment as to whether a conflict exists and each director and officer shall cooperate with such requests. The Compliance Officer, Director of Internal Audit, Chairman and/or the President shall provide guidance to the director or officer and to the board of directors as to the appropriate course of action. The Chairman and the President shall seek the advice and approval of the full Board of Directors in determining whether a conflict of interest exists and that the director or officer serves the organization's best interests. When a conflict of interest is discovered, such director and/or officer with the conflict will be required to refrain from participating in any discussion or action concerning such conflicted situation in accordance with the section entitled "Restraint on Participation" set forth in the Conflict of Interest policy. If, after completing and signing the annual disclosure statement, an actual or potential conflict arises, the director or officer with the conflict shall promptly notify the Compliance Officer and Director of Internal Audit in writing. Form 990, Part VI, Section B, line 15 Compensation reported on Hartford Health Care Corporations's tax return are paid through Hartford Hospital and Clinical Laboratory Partners. The CEO of Hartford Health Care Corporation is paid through Hartford Hospital. All compensation reported on this tax return follows Hartford Hospital's compensation policy as outlined below: The following steps were taken: 1. Determine current market values consistent with recommended philosophy for Hartford Hospital/HHC executives. 2. Collect and review background data on the current state and intermediate plans for the organization including the following data: - organizational charts and job descriptions of - financial data - total compensation and benefits 3. Develop a structure for each executive level pertaining to compensation and benefits. 4. Determine peer groups of health care organizations: 5. Compare current total compensation with the appropriate percentile based on recommended philosophy 6. Recommend a tiered executive structure with appropriate incentive opportunity, benefits, perquisites, and total compensation 7. Develop salary range recommendations for each position within each level 8. All steps are approved by Compensation Committee The compensation for the CEO and other Executives determination process is reviewed on an annual basis. Form 990, Part VI, Section C, line 19 The Form 990, 990T and Form 1023 and its attachments are available upon request. Hartford Health Care Corporation's governing documents, financial statements and Conflict of Interest documents are also made available upon request. Form 990, Part IV Line 12 and Part XI line 2 The organization's financial statements were audited by an independent accounting firm as part of a consolidated financial statement. In addition, the organization has a committee that assumes responsibility for oversight of the audit of its financial statements. Form 990, Part VII, Column B Average Hours Per Week The persons reported on Part VII are full time salaried employees (except board members and former employees). These employees usually work a significant amount of overtime, however, they are not required to keep track of the actual number of hours worked. In addition, the hours and salaries of some of these individuals are allocated between Hartford Hospital and Hartford Health Care Corporation for expenditure purposes. Form 990, Part VII, Colums E & F Related Organization Compensation The salaries that are reported in Columns E & F are for current and former executives of Hartford Hospital and Hartford Health Care Corporation. These executives are paid directly by Hartford Hospital and their salaries are reported on Hartford Hospital's Form 990, Schedule J. They average 40-60 hours per week. Their hours/salaries are allocated between Hartford Hospital and Hartford Health Care Corporation for expenditure purposes. Form 990, Schedule L, Part IV Business Transactions Involving Interested Persons (a) Name of Interested Person: Gregory Makowski (b) Relationship Between Interested Person and the Organization: Key Employee, CLP (c) Amount of Transaction: $39,516 (D) Description of Transaction: Dr Makowski's spouse, Dr. Melinda L. Ramsby, of Farmington Arthritis and Rheumatology, has an in-office phlebotomist provided by Clinical Laboratory Partners (CLP). CLP is a single member LLC, owned by Hartford Health Care Corporation. (e) Sharing of Organization's Revenue: No (a) Name of Interested Person: David Hyman DDS (b) Relationship Between Interested Person and the Organization: Director (c) Amount of Transaction: $25,164 (D) Description of Transaction: Dr David Hyman is a board member of Hartford Health Care Corporation. Dr Hyman's wife, Dana Goldberg is doing business as Market Connection Consulting. The consulting firm is on monthly retainer as a physician recruiter for Midstate Medical Center (a related organization). The firm received payment of $2,097 on a monthly basis. (e) Sharing of Organization's Revenue: No Clinical Laboratory Partners LLC 129 Patricia M Genova Drive Newington CT 06111 061525596 Medical Laboratories CT 3198000 15382000 N/A Midstate MSO LLC 435 Lewis Avenue Meriden CT 06451 204312072 Management Services CT -230464 4135685 Midsate Medical Center Eastern Rehabilitation Services 181 Patricia M Genova Drive Newington CT 06111 043276256 Rehabilitation Services CT 18250 6864951 HHMOB Hartford Hospital 80 Seymour Street Hartford CT 06102 060646668 Healthcare Services CT 501(C)(3) 3 N/A Windham Community Memorial Hospital Inc 112 Mansfield Ave Willimantic CT 06226 060646966 Healthcare Services CT 501(C)(3) 3 N/A Windham Hospital Foundation inc 112 Mansfield Ave Willimantic CT 06226 562546632 Supporting Organization CT 501(C)(3) 11(a) N/A Connecticut Health System Inc 80 Seymour Street Hartford CT 06102 222779421 Coordination of Health Delivery CT 501(C)(3) 11(c) N/A Institute of Living 200 Retreat Avenue Hartford CT 06106 060646683 Psychiatric Services CT 501(C)(3) 11(c) N/A Natchaug Hospital Inc 189 Storrs Road Mansfield Ctr CT 06226 060966963 Behavioral Health CT 501(C)(3) 3 N/A VNA Health Care Inc 103 Woodlad Street Hartford CT 06105 060646938 Home Healthcare CT 501(C)(3) 7 N/A Rushford Center Inc 883 Paddock Avenue Meriden CT 06450 060932875 Substance Abuse Healthcare Services CT 501(C)(3) 7 N/A Midstate Medical Center 435 Lewis Avenue Meriden CT 06451 060646715 Healthcare Services CT 501(C)(3) 3 N/A Hartford Hospital Auxiliary co Harford Hospital 80 Seymour Street Hartford CT 06115 066040747 Fundraising CT 501(C)(3) 11(c) N/A VNA Health Resources Inc 103 Woodlad Street Hartford CT 06105 061161422 Home Healthcare CT 501(C)(3) 9 N/A Meriden Imaging Center 101 North Plains Industrial Road Meriden CT 06429 061541468 Imaging CT Midstate Medical Center Unrelated 141022 2972888 0 0 HHMOB Corporation & Subsidiary 80 Seymour Street Hartford CT 06102 061140244 Real Estate Parking CT N/A C 421088 39572976 1.00000 Immediate Medical Care Center 80 Seymour Street Hartford CT 06106 061087544 Primary Care CT N/A C -2598660 3129532 1.00000 0 0 0 1 1 0 0 0 0 0 1 1 0 1 1 0 1 1 Hartford Hospital L 7690716 Hartford Hospital Q 852348 Hartford Hospital R 8493633 Hartford Hospital E 4600000 Hartford Hospital O 3659645 Hartford Hospital K 16176295 Hartford Hospital N 444292 Eastern Rehabilitation Network R 284905 HHMOB Corporation & Subsidiary D 1000000 HHMOB Corporation & Subsidiary R 2737926 HHMOB Corporation & Subsidiary Q 87951 Midstate Medical Center R 2426994 Midstate Medical Center K 1356403 Midstate Medical Center N 3154766 Natchaug Hospital Inc R 548744 Natchaug Hospital Inc N 489564 Rushford Center Inc R 282410 VNA Health Care Inc R 372389 VNA Health Care Inc O 465032 Windham Community Memorial Hospital K 912621 Windham Community Memorial Hospital R 844965