2023-11-15T10:12:38-06:00 2022-12-31 420714325 RSM US LLP 80 CITY SQUARE BOSTON MA 02129 990 2022-01-01 562382058 COMMONWEALTH CLINICAL ALLIANCE INC COMM 6174260600 30 WINTER STREET BOSTON MA 02108 FRANK SCALISE CFO 6174260600 2023-11-14 1 FRANK SCALISE 999009999 0 KAREN LO P01434915 6179129000 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z CHRISTOPHER D PALMIERI 30 WINTER STREET BOSTON MA 02108 121448867 0 X N/A X 2004 MA SERVES AS A PRIMARY CARE SITE WITH NUMEROUS LOCATIONS IN MASSACHUSETTS, FOR THE COMMONWEALTH CARE ALLIANCE'S SENIOR CARE AND ONE CARE OPTIONS PROGRAMS. 13 12 0 14 0 0 0 0 101479734 121448867 0 0 0 0 101479734 121448867 0 0 0 0 48750622 54988614 0 0 0 48832981 57195088 97583603 112183702 3896131 9265165 145104803 212849755 139359619 197839406 5745184 15010349 SERVES AS A PRIMARY CARE SITE WITH NUMEROUS LOCATIONS IN MASSACHUSETTS, FOR THE COMMONWEALTH CARE ALLIANCE'S SENIOR CARE AND ONE CARE OPTIONS PROGRAMS. 0 0 112183702 121448867 PROVIDES CARE MANAGEMENT SERVICES TO CHRONICALLY ILL ADULTS. 112183702 1 0 0 0 0 0 0 0 0 0 1 0 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 0 0 0 0 0 0 1 0 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 X 13 12 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 0 0 0 MA X ELIZABETH CAHN GOODMAN SEC & CLERK CHIEF LEGAL OFFICER 6174260600 30 WINTER STREET BOSTON MA 02108 CHRISTOPHER D PALMIERI PRESIDENT & CEO, DIRECTOR 10.00 30.00 X X 0 1907303 144997 ROBERT GITTENS CHAIR OF THE BOARD 1.00 4.00 X 0 0 0 CAROL RAPHAEL VICE CHAIR OF THE BOARD 1.00 4.00 X 0 0 0 CHARLES CARR DIRECTOR 1.00 4.00 X 0 0 0 ALEXANDRA DACOSTA DIRECTOR 1.00 4.00 X 0 0 0 STEPHANIE DYSON DIRECTOR 1.00 4.00 X 0 0 0 TEJAL GANDHI MD DIRECTOR 1.00 4.00 X 0 0 0 IRA GOTTLIEB DIRECTOR 1.00 4.00 X 0 0 0 SYATRIZAL HAMDALLAH DIRECTOR 1.00 4.00 X 0 0 0 FAZLE HUSAIN DIRECTOR (FROM 9/20/22) 1.00 4.00 X 0 0 0 LESLIE KIRWAN DIRECTOR 1.00 4.00 X 0 0 0 DAVID KLEIN DIRECTOR 1.00 4.00 X 0 0 0 CHRISTOPHER KOLLER DIRECTOR (UNTIL 12/31/22) 1.00 4.00 X 0 0 0 JOSEPH PADUDA DIRECTOR 1.00 4.00 X 0 0 0 LEONARD FISHMAN DIRECTOR (UNTIL 4/1/22) 1.00 4.00 X 0 0 0 ELIZABETH GOODMAN SEC CLERK CHIEF LEGAL OFFICER (FROM 7/18/22) 10.00 30.00 X 0 228535 125524 LISA FLEMING SEC CLERK CHIEF LEGAL OFFICER (UNTIL 7/18/22) 10.00 30.00 X 0 581326 46543 MARY HAMILTON TREASURER INTERIM CFO (FROM 9/9/22) 10.00 30.00 X 0 134925 14744 ROB CHO TREASURERINTERIM CFO (FROM 4/1/22, UNTIL 9/9/22) 10.00 30.00 X 0 372151 40718 MIHIR SHAH TREASURER & CFO (UNTIL 4/1/22) 10.00 30.00 X 0 428385 14469 0 3652625 386995 0 0 1 0 0 ENROLLEE REVENUE 621610 121448867 121448867 121448867 121448867 121448867 0 0 42787223 42787223 12201391 12201391 1058415 1058415 90881 90881 1177 1177 808248 808248 417404 417404 4087 4087 55271 55271 MASTER SERVICE AGREEMEN 54500000 54500000 MEDICAL EXPENSES 138126 138126 EDUCATION & TRAINING 65244 65244 DUES AND SUBSCRIPTIONS 52797 52797 3438 3438 112183702 112183702 0 0 60032 61651 974458 867505 162224 106953 144882547 212681151 145104803 212849755 98898 207425 139260721 197631981 139359619 197839406 X 5745184 15010349 5745184 15010349 145104803 212849755 9265165 0 X 0 1 X 1 0 X 36737024 39129271 89879060 101479734 121448867 388673956 36737024 39129271 89879060 101479734 121448867 388673956 0 0 0 388673956 36737024 39129271 89879060 101479734 121448867 388673956 1.00000 1.00000 0.00000 X 271184 253291 17893 103860 103860 0 599414 510354 89060 106953 DUE FROM COMMONWEALTH COMMUNITY CARE, INC. 898392 DUE FROM COMMONWEALTH CARE ALLIANCE, INC. 210935025 RIGHT OF USE ASSET-SHORT TERM 368600 RIGHT OF USE ASSET-LONG TERM 479134 212681151 DUE TO COMMONWEALTH CARE ALLIANCE, INC. 196713714 DUE TO COMMONWEALTH COMMUNITY CARE, INC. 10689 RIGHT OF USE LIABILITY-SHORT TERM 395198 RIGHT OF USE LIABILITY-LONG TERM 512380 197631981 X PART X, LINE 2: THE ORGANIZATION IS REQUIRED TO ASSESS UNCERTAIN TAX POSITIONS AND HAS DETERMINED THAT THERE WERE NO SUCH POSITIONS THAT ARE MATERIAL TO THE CONSOLIDATED FINANCIAL STATEMENTS. 0 1 0 0 0 0 0 0 0 CHRISTOPHER D PALMIERI PRESIDENT & CEO, DIRECTOR 0 1141813 0 602000 0 163490 0 126225 0 18772 0 2052300 0 112500 LISA FLEMING SEC CLERK CHIEF LEGAL OFFICER (UNTIL 7/18/22) 0 427027 0 145917 0 8382 0 13725 0 32818 0 627869 0 0 MIHIR SHAH TREASURER & CFO (UNTIL 4/1/22) 0 181678 0 221529 0 25178 0 13725 0 744 0 442854 0 0 ROB CHO TREASURERINTERIM CFO (FROM 4/1/22, UNTIL 9/9/22) 0 264422 0 56679 0 51050 0 13725 0 26993 0 412869 0 0 ELIZABETH GOODMAN SEC CLERK CHIEF LEGAL OFFICER (FROM 7/18/22) 0 227225 0 0 0 1310 0 109677 0 15847 0 354059 0 0 PART I, LINE 4B COMMONWEALTH CARE ALLIANCE, A RELATED ORGANIZATION, PROVIDES MR. PALMIERI WITH AN ADDITIONAL LONG-TERM INCENTIVE BENEFIT WHICH SHALL BE PAID OVER THREE YEARS BEGINNING ON NOVEMBER 2, 2021 SO LONG AS MR. PALMIERI REMAINS EMPLOYED AS PRESIDENT AND CEO. THE LONG-TERM INCENTIVE SHALL HAVE A TARGET VALUE OF $450,000. A PAYMENT IS SET TO PAY EACH OF THE THREE YEARS ON NOVEMBER 2ND AS LONG AS MR. PALMIERI REMAINS EMPLOYED AS CCA'S PRESIDENT AND CEO. CERTAIN OFFICERS AND KEY EMPLOYEES PARTICIPATE IN THE COMMONWEALTH CARE ALLIANCE EXECUTIVE RETENTION PLAN, A NONQUALIFIED DEFERRED COMPENSATION PLAN WHICH IN 2020 WAS OFFERED TO CERTAIN MEMBERS OF THE EXECUTIVE LEADERSHIP TEAM AND SUBSEQUENTLY OFFERED TO NEWER EMPLOYEES. PAYMENTS WILL BE MADE TO THE EXECUTIVE ONLY IF THE EXECUTIVE STAYS WITH THE ORGANIZATION THROUGH THE FIVE-YEAR VESTING PERIOD AS THE PRIMARY PURPOSE OF THIS PLAN IS TO PROVIDE FOR THE RETENTION OF THE PARTICIPANTS. THE MARKET FOR EXECUTIVE TALENT IN THIS COUNTRY IS FIERCELY COMPETITIVE AND WE RECRUIT INDIVIDUALS FROM ACROSS THE COUNTRY AND FROM VARIOUS INDUSTRIES. DUTIES ARE BOTH EXTENSIVE AND COMPLEX AND REQUIRE SUBSTANTIAL AND DIVERSE EXPERIENCE AND SKILL SETS TO EXECUTE SUCCESSFULLY. PAYMENTS WILL BE MADE AT THE END OF A FIVE-YEAR PERIOD BASED ON ROLLING EFFECTIVE DATES IN AN AMOUNT EQUAL TO 90% OF THE EXECUTIVE'S BASE SALARY AS OF THE END OF THE YEAR PRIOR TO PAYOUT. ELIGIBLE PARTICIPANTS HAVE 18% OF THEIR SALARY ACCRUED FOR EACH YEAR FOR THE FIVE-YEAR PERIOD. PART I, LINE 3: THE ORGANIZATION RELIED ON COMMONWEALTH CARE ALLIANCE, A RELATED ORGANIZATION, THAT USED ONE OR MORE OF THE METHODS TO ESTABLISH THE TOP MANAGEMENT OFFICIAL'S COMPENSATION. FORM 990, PART VI, SECTION A, LINE 6 COMMONWEALTH CLINICAL ALLIANCE HAS ONE CORPORATE MEMBER WHICH IS COMMONWEALTH CARE ALLIANCE, INC. FORM 990, PART VI, SECTION A, LINE 7A IN ACCORDANCE WITH THE CLINICAL ALLIANCE'S BYLAWS, THE CORPORATE MEMBER HAS THE POWERS AND AUTHORITY TO APPOINT ADDITIONAL MEMBERS AND ELECT CLINICAL ALLIANCE'S DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7B IN ACCORDANCE WITH THE CLINICAL ALLIANCE'S BYLAWS, THE CORPORATE MEMBER HAS THE POWERS AND AUTHORITY TO ADOPT AND APPROVE BYLAWS AND AMENDMENTS TO THE ARTICLES OF ORGANIZATION OR BYLAWS. FORM 990, PART VI, SECTION B, LINE 11B THE BOARD OF DIRECTORS REVIEW THE FORM 990 BEFORE THE RETURN IS FILED WITH THE INTERNAL REVENUE SERVICE. THE BOARD ALSO REVIEWS THE FINANCIAL STATEMENTS ON A QUARTERLY BASIS. FORM 990, PART VI, SECTION B, LINE 12C THE BOARD OF COMMONWEALTH CLINICAL ALLIANCE, INC. FOLLOWS THE CONFLICT OF INTEREST POLICY OF COMMONWEALTH CARE ALLIANCE ("CCA"), A RELATED ORGANIZATION. THE FOLLOWING ARE THE PROCEDURES THAT CCA TAKES TO MONITOR AND ENFORCE COMPLIANCE WITH THE POLICY. THE ANNUAL COMPLIANCE POLICY AND CONFLICT OF INTEREST FORMS ARE DISTRIBUTED TO THE BOARD AND OFFICERS AND THE COMPLIANCE DEPARTMENT MONITORS FOR COMPLETION ANNUALLY. THE BOARD AND OFFICERS ALSO RECEIVE ANNUAL TRAINING ON CONFLICT OF INTEREST. THE COMPANY'S CONFLICT OF INTEREST POLICY COVERS CCA EMPLOYEES, OFFICERS AND DIRECTORS. THE POLICY CALLS FOR CONFLICT OF INTEREST ANALYSIS AND ACTUAL CONFLICTS ARE REVIEWED AND CONFLICTS DETERMINATIONS ARE MADE FOR EMPLOYEES OF DIRECTOR LEVEL AND ABOVE (DIRECTOR, SENIOR DIRECTOR, VICE PRESIDENT, SENIOR VICE PRESIDENT). WHERE AN ACTUAL OR PERCEIVED CONFLICT OF INTEREST INVOLVING A TRANSACTION IS DETERMINED, THE EMPLOYEE IS PROHIBITED FROM PARTICIPATING IN EITHER MANAGEMENT'S OR THE GOVERNING BODY'S DELIBERATIONS AND DECISIONS IN THE TRANSACTION. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, FORM 990, AND FINANCIAL STATEMENTS AVAILABLE UPON REQUEST FOR THE SAME PERIOD OF DISCLOSURE AS SET FORTH IN SECTION 6104(D). IN ADDITION, THE FORM 990 WITHOUT SCHEDULE B IS AVAILABLE VIA GUIDESTAR AND THE MASSACHUSETTS ATTORNEY GENERAL'S WEBSITE. COMMONWEALTH CARE ALLIANCEINC 30 WINTER STREET BOSTON MA 02108 043756900 SUPPORT FOR CARE DELIVERANCY MA 501(C)(3) LINE 10 N/A 0 BOSTON'S COMMUNITY MEDICAL GROUP INC 30 NORTHAMPTON STREET BOSTON MA 02118 260100022 MEDICAL SUPPORT MA 501(C)(3) LINE 3 COMMONWEALTH CARE ALLIANCE INC 0 THE CENTER TO ADVANCE CONSUMER PARTNERSHIP INC 30 WINTER STREET BOSTON MA 02108 822810261 NATIONAL INNOVATION HUB FOR DEVELOPMENT IN QUALITY OF CARE AND HEALTH MA 501(C)(3) LINE 12A, I COMMONWEALTH CARE ALLIANCE INC 0 VOICE CARE TECH HOLDINGS LLC (AS OF 61622) 30 WINTER STREET BOSTON MA 02108 882835914 HOLDING COMPANY MA N/A 0 0 CCA ACO LLC 23900 ORCHARD LAKE RD SUITE 210 FARMINGTON MI 48336 461262045 MEDICARE SHARED SAVINGS PROGRAM ACO MI N/A 0 0 RELIANCE NEXT GEN ACO LLC 23900 ORCHARD LAKE RD SUITE 210 FARMINGTON MI 48336 812185714 MEDICARE FEE FOR SERVICE NEXGEN ACO MI N/A 0 0 LIFEPOD SOLUTIONS INC 759 CHIEF JUSTICE CUSHING HWY 255 COHASSET MA 02025 815421292 2 WAY VOICE INTERFACES TO HELP PROFESSIONAL & FAMILY CAREGIVERS MA N/A C 0 COMMONWEALTH CARE ALLIANCE MASSACHUSETTS INC 30 WINTER STREET BOSTON MA 02108 854228186 MEDICARE ADVANTAGE PRODUCTS MA N/A C 0 COMMONWEALTH CARE ALLIANCE RHODE ISLAND INC 30 WINTER STREET BOSTON MA 02108 854310885 MEDICARE ADVANTAGE PRODUCTS MA N/A C 0 COMMONWEALTH CARE ALLIANCE INDIANA LLC 30 WINTER STREET BOSTON MA 02108 873317576 MEDICARE ADVANTAGE PRODUCTS IN N/A C 0 COMMONWEALTH CARE ALLIANCE MICHIGAN LLC 30 WINTER STREET BOSTON MA 02108 872560730 HOLDING COMPANY MI N/A C 0 CCA HEALTH MICHIGAN INC 23900 ORCHARD LAKE RD SUITE 210 FARMINGTON MI 48336 814977640 MEDICAL SERVICES TO PERSONS IN MICHIGAN MI N/A C 0 CCA PO INC 23900 ORCHARD LAKE RD SUITE 210 FARMINGTON MI 48336 813685900 PHYSICIAN CONTRACTING ORGANIZATION MI N/A C 0 COMMONWEALTH CARE ALLIANCE CALIFORNIA LLC 30 WINTER STREET BOSTON MA 02108 873361607 HOLDING COMPANY CA N/A C 0 VITALITY HEALTH PLAN OF CALIFORNIA INC 18000 STUDEBAKER RD STE 150 CERRITOS CA 90703 814822508 ARRANGES FOR HEALTHCARE SERVICES TO MEDICARE BENEFICIARIES CA N/A C 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 1 0 0 1 1