2024-08-13T06:08:16-05:00 2023-09-30 861065772 DELOITTE TAX LLP 30 ROCKEFELLER PLAZA NEW YORK NY 101120015 990 2022-10-01 043549011 BAYSTATE HEALTH FOUNDATION INC BAYS 4137940000 759 CHESTNUT STREET SPRINGFIELD MA 01199 RAYMOND MCCARTHY SVP FINANCE, CFO & TREASURER 4137940000 2024-08-09 1 0 TODD P TERESCO P00247720 2124367613 2022 2024-08-08 14:25:15Z RAYMOND MCCARTHY 759 CHESTNUT STREET SPRINGFIELD MA 01199 34275157 0 X WWW.BAYSTATEHEALTH.ORG/GIVING X 2000 MA THE MISSION OF BAYSTATE HEALTH FOUNDATION IS TO INSPIRE A "CULTURE OF PHILANTHROPY AND ENCOURAGE PHILANTHROPIC RELATIONSHIPS THAT WILL SUPPORT THE MISSION AND VISION OF BAYSTATE HEALTH WHICH IS TO IMPROVE THE HEALTH OF THE PEOPLE IN OUR COMMUNITIES EVERY DAY, WITH QUALITY AND COMPASSION. 19 13 29 17 0 0 10439073 10390021 2722594 2200000 19945763 6632236 396882 8738 33504312 19230995 6629976 5312289 0 0 2503081 2409515 0 0 2832764 611676 767637 9744733 8489441 23759579 10741554 143679503 158241695 3374613 3469815 140304890 154771880 X THE MISSION OF BAYSTATE HEALTH FOUNDATION IS TO INSPIRE A "CULTURE OF PHILANTHROPY AND ENCOURAGE PHILANTHROPIC RELATIONSHIPS THAT WILL SUPPORT THE MISSION AND VISION OF BAYSTATE HEALTH WHICH IS TO IMPROVE THE HEALTH OF THE PEOPLE IN OUR COMMUNITIES EVERY DAY, WITH QUALITY AND COMPASSION. 0 0 5312289 5312289 2200000 THE PRIMARY AREAS OF SUPPORT IN 2023 INCLUDE BAYSTATE HEALTH FAMILY MEDICINE RESIDENCE PROGRAM, MOBILE HEALTH, CANCER RESEARCH AND OTHER PATIENT CENTERED PROGRAMS AND SERVICES, BAYSTATE CHILDREN'S HOSPITAL, BAYSTATE WING HOSPITAL, BAYSTATE FRANKLIN MEDICAL CENTER, BAYSTATE HOME, HEALTH AND HOSPICE (F.K. A. BAYSTATE VISITNG NURSEES ASSOCIATION & HOPSICE OF WESTERN NEW ENGLAND, INC.) 5312289 1 1 0 0 0 0 0 0 0 1 1 1 0 1 1 0 0 1 0 0 0 0 0 0 1 0 0 1 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 1 18 0 1 29 1 0 0 0 0 0 1 1 0 0 0 0 0 0 X 19 13 1 1 1 0 1 1 1 1 1 0 0 0 1 1 1 1 1 0 0 0 FL MA MN NH X LAURIE MARTIN BAYSTATE HEALTH INC 4137940000 759 CHESTNUT STREET SPRINGFIELD MA 01199 MARION MCGOWAN TRUSTEE (THRU 12/31/22)/EVP, COO-BH 1.00 49.00 X 0 3024136 61001 MARK A KEROACK MD TRUSTEE/PRESIDENT & CEO - BH 1.00 49.00 X X 0 2590235 42643 ANDREW ARTENSTEIN MD TRUSTEE/PRES-BMP/CPE, CAO 1.00 49.00 X 0 1243342 38549 RAYMOND MCCARTHY TRUSTEE/SVP, CFO & TREASURER BH 1.00 49.00 X X 0 1132360 27717 SCOTT BERG TRUSTEE/VP PHILANTHROPY 50.00 0.00 X 0 334761 20132 SAMUEL SKURA TRUSTEE (AS OF 4/5/23)/PRES BMC SVP 1.00 49.00 X 0 290811 4592 ALI SALEHI VICE CHAIR/TRUSTEE (THRU 12/31/22) 1.00 0.00 X X 0 0 0 MARK W TEED CHAIR/TRUSTEE 1.00 0.00 X X 0 0 0 ARAM VARTANIAN TRUSTEE 1.00 0.00 X 0 0 0 CHRISTOPHER ORSZULAK TRUSTEE 1.00 0.00 X 0 0 0 DENA M HALL TRUSTEE (THRU 12/31/22) 1.00 0.00 X 0 0 0 JACQUELINE RODRIQUEZ TRUSTEE (AS OF 1/25/23) 1.00 0.00 X 0 0 0 JAMES P SADOWSKY TRUSTEE 1.00 0.00 X 0 0 0 JEAN DELISO TRUSTEE (THRU 12/31/22) 1.00 0.00 X 0 0 0 JEFFREY A AMANTI TRUSTEE 1.00 0.00 X 0 0 0 JOHN F MAYBURY TRUSTEE (AS OF 1/25/23) 1.00 5.00 X 0 0 0 MADELINE LANDRAU TRUSTEE (AS OF 5/21/21) 1.00 0.00 X 0 0 0 MAUREEN JAMES TRUSTEE 1.00 0.00 X 0 0 0 MICHELE MEGAS-DITOMASSI TRUSTEE 1.00 0.00 X 0 0 0 MICHELLE DWYER TRUSTEE (AS OF 7/13/23) 1.00 0.00 X 0 0 0 SAMUEL HANMER TRUSTEE 1.00 0.00 X 0 0 0 STEVEN M DANE TRUSTEE 1.00 0.00 X 0 0 0 VINCENT J CARDILLO TRUSTEE 1.00 0.00 X 0 0 0 KRISTIN R DELANEY CLERK/DIR CORP GOVERNANCE 1.00 49.00 X 0 171356 48217 NANCY REMILLARD ASST. CLERK OF THE CORP 1.00 49.00 X 0 60294 12442 ALLISON GOMES DIR, MAJOR GIFTS 50.00 0.00 X 140916 0 30145 TIMOTHY CANEY DIR FINANCE BHF 50.00 0.00 X 131484 0 31003 KATHLEEN L TOBIN MARTIN DIRECTOR ANNUAL FUND & EVENTS 50.00 0.00 X 142484 0 17486 KYLIE H JOHNSON PLANNED GIVING DIRECTOR 50.00 0.00 X 117547 0 34420 532431 8847295 368347 4 0 1 0 0 1003 928945 65000 161327 9233746 1135133 10390021 FOUNDATION ASSESSMENT 900099 2200000 2200000 2200000 1650876 1650876 19503590 14522230 4981360 4981360 4981360 449683 928945 521932 -72249 -72249 VENDING MACHINE 900099 80978 80978 CASH DISCOUNTS 900099 9 9 80987 19230995 2200000 0 6640974 5312289 5312289 1840976 1840976 56254 56254 389462 389462 122823 122823 148760 148760 25000 25000 138774 138074 700 2500 2500 233359 26176 207183 104969 104969 8104 8104 2267 2267 3986 3986 4603 4603 DUES & MEMBERSHIP 93254 93254 TAXES & LICENSES 2061 1775 286 8489441 5312289 344388 2832764 69266 80702 15038070 17016622 6832570 9520924 27380 161036 29558 99943 250961 250924 5746 37 58840291 63462061 25442856 27889731 37393766 40010639 143679503 158241695 2511270 2139020 863343 1330795 3374613 3469815 X 10955886 14418457 129349004 140353423 140304890 154771880 143679503 158241695 X 10741554 3831241 -105805 X 0 1 X 1 0 X 5345433 8534596 6609823 10439073 10390021 41318946 5345433 8534596 6609823 10439073 10390021 41318946 11881687 29437259 684022 599030 526248 794472 1650876 4254648 550317 314377 747675 637548 530670 2780587 48354181 13425018 0.60880 0.64800 X SCHEDULE A, PART II, LINE 10, EXPLANATION OF OTHER INCOME: 2018 AMOUNT: $550,317 2019 AMOUNT: $314,377 2020 AMOUNT: $747,675 2021 AMOUNT : $637,548 2022 AMOUNT: $530,670 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 70405051 2491000 7781000 4305000 76372051 84080051 1215000 -11969000 2921000 70405051 68344051 2883000 15499000 2646000 84080051 64165842 3474862 3140179 2436832 68344051 64699462 639478 1220592 2393690 64165842 0.13650 0.31880 0.54470 0 0 250961 250924 37 37 INVESTMENTS-SECURITIES OTHER 25078122 C INVESTMENTS-SECURITIES REAL ESTATE 2811609 C 27889731 PERPETUAL TRUST INVESTMENTS 40010639 40010639 DUE TO AFFILIATED COMPANIES 1170009 CHARITABLE GIFT ANNUITY LONG-TERM 61916 PENSION ADJUSTMENT 98870 1330795 PART V, LINE 4: ENDOWMENT FUNDS ARE TO PROVIDE FUNDING TO SUPPORT PROGRAMS THAT FURTHER BAYSTATE HEALTH'S MISSION. RAYS OF HOPE (WALK-A-THON) 622381 549127 73254 77167 93313 4809 0 48680 CHILDREN'S MIRACLE NETWORK-RADIOTHO 303384 169634 133750 31480 43214 48164 1620 4158 4 452863 210184 242679 22803 97243 16495 13254 19532 1378628 928945 449683 131450 233770 69468 14874 72370 521932 -72249 1 BAYSTATE MEDICAL CENTER 759 CHESNTUT STREET SPRINGFIELD MA 011990001 042790311 501(C)(3) 2155404 0 TO SUPPORT EDUCATION, RESEARCH, CLINICAL AND HEALTHCARE PROGRAMS. BAYSTATE MEDICAL PRACTICES 759 CHESNTUT STREET SPRINGFIELD MA 011990001 042888373 501(C)(3) 1462677 0 TO SUPPORT EDUCATION, RESEARCH, CLINICAL AND HEALTHCARE PROGRAMS. BAYSTATE FRANKLIN MEDICAL CENTER 164 HIGH STREET GREENFIELD MA 01301 042103575 501(C)(3) 462545 0 TO SUPPORT EDUCATION, RESEARCH, CLINICAL AND HEALTHCARE PROGRAMS. BAYSTATE HEALTH INC 759 CHESNTUT STREET SPRINGFIELD MA 011990001 042105941 501(C)(3) 659911 0 TO SUPPORT EDUCATION, RESEARCH, CLINICAL AND HEALTHCARE PROGRAMS. BAYSTATE NOBLE HOSPITAL CORPORATION 115 WEST SILVER STREET WESTFIELD MA 010861634 222537423 501(C)(3) 208366 0 TO SUPPORT EDUCATION, RESEARCH, CLINICAL AND HEALTHCARE PROGRAMS. BAYSTATE WING HOSPITAL CORPORATION 40 WRIGHT STREET PALMER MA 01069 222519813 501(C)(3) 220004 0 TO SUPPORT EDUCATION, RESEARCH, CLINICAL AND HEALTHCARE PROGRAMS. VISITING NURSE ASSOCIATION AND HOSPICE OF WESTERN NEW ENGLAND INC 50 MAPLE STREET SPRINGFIELD MA 011029058 042105803 501(C)(3) 143382 0 TO SUPPORT EDUCATION, RESEARCH, CLINICAL AND HEALTHCARE PROGRAMS. 7 0 PART I, LINE 2: GIFTS WHOSE USE ARE RESTRICTED BY DONORS FOR A SPECIFIC PURPOSE ARE ACCUMULATED AND RECORDED AT BAYSTATE HEALTH FOUNDATION (BHF) IN TEMPORARILY RESTRICTED FUNDS (TRFS) BY DONOR INTENT. UTILIZATION OF THE TRFS REQUIRE BAYSTATE HEALTH (BH) DEPARTMENT CHAIRMAN'S AND/OR SERVICE LINE LEADER'S SIGN OFF AND ASSIGNED INDIVIDUALS TO SUBMIT REQUESTS FOR A PARTICULAR TRF BY COMPLETING AND SUBMITTING A "REQUEST FOR FUNDING" VIA THE BHF TRF INTRANET SITE ON MICROSOFT SHAREPOINT, AN ONLINE SYSTEM WHICH TRACKS REQUESTS. AFTER REVIEWS TO ENSURE DONOR RESTRICTIONS ARE MET AND EXPENSES HAVE BEEN INCURRED IN THE ENTITY'S OPERATING COST CENTER, BHF AWARDS FUNDING FROM THE TRF TO THE BENEFITING ENTITY. OVERSIGHT AND AUTHORIZATION TO RELEASE FUNDS FROM RESTRICTIONS ARE THE RESPONSIBILITY OF THE DIRECTOR OF FINANCE, BHF AND REQUESTS OVER $50,000 ARE SUBJECT TO AUTHORIZATION OF THE EXECUTIVE DIRECTOR, BHF PER BH POLICY. 1 1 0 0 0 0 0 0 0 MARION MCGOWAN TRUSTEE (THRU 12/31/22)/EVP, COO-BH 0 852779 0 337658 0 1833699 0 41609 0 19392 0 3085137 0 0 MARK A KEROACK MD TRUSTEE/PRESIDENT & CEO - BH 0 1542937 0 619496 0 427802 0 22875 0 19768 0 2632878 0 4200 ANDREW ARTENSTEIN MD TRUSTEE/PRES-BMP/CPE, CAO 0 766810 0 231840 0 244692 0 19825 0 18724 0 1281891 0 4200 RAYMOND MCCARTHY TRUSTEE/SVP, CFO & TREASURER BH 0 700431 0 215579 0 216350 0 25925 0 1792 0 1160077 0 4200 SCOTT BERG TRUSTEE/VP PHILANTHROPY 0 267799 0 61590 0 5372 0 17494 0 2638 0 354893 0 0 SAMUEL SKURA TRUSTEE (AS OF 4/5/23)/PRES BMC SVP 0 171004 0 100000 0 19807 0 3519 0 1073 0 295403 0 0 KRISTIN R DELANEY CLERK/DIR CORP GOVERNANCE 0 154852 0 15079 0 1425 0 21673 0 26544 0 219573 0 0 ALLISON GOMES DIR, MAJOR GIFTS 127674 0 12604 0 638 0 2753 0 27392 0 171061 0 0 0 TIMOTHY CANEY DIR FINANCE BHF 119430 0 11831 0 223 0 4484 0 26519 0 162487 0 0 0 KATHLEEN L TOBIN MARTIN DIRECTOR ANNUAL FUND & EVENTS 128566 0 12218 0 1700 0 6688 0 10798 0 159970 0 0 0 KYLIE H JOHNSON PLANNED GIVING DIRECTOR 114140 0 3000 0 407 0 6238 0 28182 0 151967 0 0 0 PART I, LINE 3 THE HUMAN RESOURCES COMMITTEE OF BAYSTATE HEALTH, INC. (THE PARENT ORGANIZATION OF THE HEALTH CARE SYSTEM TO WHICH THE FILING ORGANIZATION BELONGS) HAS BEEN APPOINTED THROUGH BOARD RESOLUTION AS THE HUMAN RESOURCES COMMITTEE OF THE FILING ORGANIZATION. THIS COMMITTEE CONSISTS ENTIRELY OF INDIVIDUALS SERVING ON THE BOARD OF THE FILING ORGANIZATION. THE INDIVIDUALS RESPONSIBLE FOR DELIBERATING THE COMPENSATION ARRANGEMENT FOR THE PRESIDENT WOULD BE THOSE INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION ARRANGEMENT AND WOULD BE CONSIDERED INDEPENDENT FOR COMPENSATION DELIBERATION PURPOSES. THE COMPENSATION OF THE PRESIDENT IS ESTABLISHED BASED ON INFORMATION PROVIDED BY INDEPENDENT THIRD PARTY CONSULTANTS FOR REASONABLENESS AND APPROPRIATE COMPARABILITY DATA. THE COMPENSATION IS THEN ESTABLISHED, REVIEWED AND APPROVED BY THE DULY AUTHORIZED HUMAN RESOURCES COMMITTEE OF BAYSTATE HEALTH, INC. AND ALL SUCH DELIBERATIONS AND DECISIONS ARE DOCUMENTED CONTEMPORANEOUSLY. PART I, LINE 4A: A SEVERANCE AGREEMENT WAS IN PLACE BETWEEN BAYSTATE ADMINISTRATIVE SERVICES, INC. (BAS) AND KEY EXECUTIVES STATING THAT UNDER CERTAIN CIRCUMSTANCES THE EXECUTIVE WOULD RECEIVE COMPENSATION. MARION MCGOWAN RECEIVED $1,790,420 FROM BAS IN 2022. PART I, LINE 4B: ANDREW ARTENSTEIN, MD TOTAL SUPPLEMENTAL RETIREMENT OF $181,932 IS INCLUDED IN COLUMN B. THIS AMOUNT CONSISTS OF $177,732 EARNED AND PAID IN 2022 AND $4,200 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,575 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2022. SCOTT BERG TOTAL SUPPLEMENTAL RETIREMENT OF $4,030 IS INCLUDED IN COLUMN B. THIS AMOUNT WAS EARNED AND PAID IN 2022. SUPPLEMENTAL RETIREMENT OF $4,037 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2022. MARK A. KEROACK, MD - SUPPLEMENTAL RETIREMENT OF $382,689 IS INCLUDED IN COLUMN B. THIS AMOUNT CONSISTS OF $378,489 EARNED AND PAID IN 2022 AND $4,200 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,575 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2022. RAYMOND MCCARTHY - SUPPLEMENTAL RETIREMENT OF $175,124 IS INCLUDED IN COLUMN B. THIS AMOUNT CONSISTS OF $170,924 EARNED AND PAID IN 2022 AND $4,200 THAT WAS PREVIOUSLY REPORTED AS DEFERRED COMPENSATION IN PRIOR YEARS FORMS 990 AND THAT IS CURRENTLY REPORTED AS TAXABLE INCOME. THE AMOUNT IS LISTED IN COLUMN F IN ACCORDANCE WITH REPORTING REQUIREMENTS. SUPPLEMENTAL RETIREMENT OF $4,575 IS INCLUDED IN COLUMN C. THIS AMOUNT WAS EARNED IN 2022. MARION MCGOWAN SUPPLEMENTAL RETIREMENT OF $35,509 IS INCLUDED IN COLUMN B. THIS AMOUNT WAS EARNED AND PAID IN 2022. X 9 1135133 COST OR SELLING PRICE 0 1 1 PART I, COLUMN (B): THE NUMBERS ABOVE REPRESENT THE NUMBER OR CONTRIBUTORS THAT SOLD AND SENT CONTRIBUTIONS TO BAYSTATE HEALTH FOUNDATION PART I, LINE 32B: AS A GENERAL POLICY, CONTRIBUTIONS OF MARKETABLE SECURITIES ARE SOLD IMMEDIATELY UPON RECEIPT THROUGH A BROKER SELECTED BY BHF. CURRENTLY, NORTHERN TRUST COMPANY IS USED. IF RESTRICTED BY DONOR, THE CASH REALIZED WILL BE APPLIED TO THE APPROPRIATE FUND IN ACCORDANCE WITH THE DONOR'S WISHES. IF THERE IS NO DONOR RESTRICTION, THE CASH WILL BE PLACED IN AN UNRESTRICTED FUND. FORM 990, PART VI, SECTION A, LINE 1A THE FILING ORGANIZATION HAS A STANDING EXECUTIVE COMMITTEE, WHICH IS ENTITLED TO ACT BETWEEN MEETINGS OF THE BOARD, ON ALL MATTERS AS TO WHICH THE BOARD IS ENTITLED TO ACT AND PERMITTED BY LAW TO DELEGATE TO A COMMITTEE. FORM 990, PART VI, SECTION A, LINE 2 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 OR BY SERVING IN AN EMPLOYMENT RELATIONSHIP WITH ONE OR MORE ENTITIES IN THE BAYSTATE GROUP OF AFFILIATED ENTITIES AND IN THE COMMUNITY. THE FOLLOWING TRUSTEES, OFFICERS, OR KEY EMPLOYEES HAVE A BUSINESS RELATIONSHIP: (1) DENA M. HALL, MARK A. KEROACK, MD AND SAMUEL HANMER. FORM 990, PART VI, SECTION A, LINE 3 BAYSTATE HEALTH FOUNDATION IS AFFILIATED WITH BAYSTATE ADMINISTRATIVE SERVICES, INC. (BAS) WHICH IS A 501(C) (3) ORGANIZATION. INFORMATION TECHNOLOGY, HUMAN RESOURCES, FINANCE, TREASURY, ACCOUNTING AND OTHER MANAGEMENT AND SUPPORT FUNCTIONS ARE DELEGATED TO BAS. FORM 990, PART VI, SECTION A, LINE 4 THERE WAS AN AMENDMENT TO THE CORPORATE BYLAWS OF BAYSTATE HEALTH FOUNDATION, INC. (BHF) TO REMOVE THE EXECUTIVE VICE PRESIDENT AND CHIEF OPERATING OFFICER OF BAYSTATE HEALTH, INC. (BH) FROM THE POSITION SERVING EX-OFFICIO ON THE BHF BOARD OF TRUSTEES AND REPLACE IT WITH THE PRESIDENT, BAYSTATE MEDICAL CENTER, INC. AND SENIOR VICE PRESIDENT OF HOSPITAL OPERATIONS, BH. FORM 990, PART VI, SECTION A, LINE 6 THE FILING ORGANIZATION HAS ONE MEMBER, BAYSTATE HEALTH, INC. (BH). FORM 990, PART VI, SECTION A, LINE 7A SIX OF THE TRUSTEES OF THE FILING ORGANIZATION SERVE EX OFFICIO BASED ON POSITIONS THEY HOLD WITH BH OR THE FILING ORGANIZATION, AND THE REMAINING TRUSTEES ARE ELECTED BY THE BOARD, SUBJECT TO APPROVAL BY BAYSTATE HEALTH, INC. (BH), AS MEMBER. FORM 990, PART VI, SECTION A, LINE 7B AS DESCRIBED IN THE RESPONSE TO QUESTION 7A, ABOVE, THE ELECTION OF THE BOARD OF TRUSTEES OF THE FILING ORGANIZATION IS SUBJECT TO THE APPROVAL OF BAYSTATE HEALTH, INC. (BH), AS MEMBER. IN ADDITION, THE BYLAWS OF THE FILING ORGANIZATION PROVIDE THAT THE FOLLOWING MATTERS APPROVED BY THE BOARD OF TRUSTEES ARE ALSO SUBJECT TO THE APPROVAL OF BH, AS MEMBER: (1) THE FILING ORGANIZATION'S ANNUAL OPERATING BUDGET AND ALL CAPITAL BUDGETS, (2) THE BORROWING OF ANY SUM IN EXCESS OF $1,000,000, (3) ANY AMENDMENT TO THE ARTICLES OF ORGANIZATION AND BYLAWS OF THE FILING ORGANIZATION, (4) VOLUNTARY DISSOLUTION, MERGER, CONSOLIDATION, OR SALE OF ALL OR SUBSTANTIALLY OF THE ASSETS OF THE FILING ORGANIZATION, (5) THE CREATION OR ACQUISITION BY THE FILING ORGANIZATION OF ANY SUBSIDIARY OR AFFILIATE, AND (6) SIGNIFICANT CONTRACTS, CONSISTENT WITH POLICIES ESTABLISHED BY BH. FORM 990, PART VI, SECTION B, LINE 11B PRIOR TO FILING THE FORM 990, APPROPRIATE SECTIONS WERE REVIEWED BY THE TAX, FINANCE, AND HUMAN RESOURCES AREAS OF BAYSTATE HEALTH, INC. (THE SOLE MEMBER OF THE FILING ORGANIZATION AND THE PARENT ORGANIZATION OF THE HEALTH CARE SYSTEM TO WHICH THE FILING ORGANIZATION BELONGS) AND BY OUTSIDE LEGAL COUNSEL.THE FORM 990 WAS ALSO REVIEWED BY TAX EXPERTS FROM AN INDEPENDENT ACCOUNTING FIRM AND SIGNED-OFF AS A PAID PREPARER. THE PROCESS, KEY AREAS AND ANY NEW CHANGES WERE REVIEWED PRIOR TO FILING WITH THE BAYSTATE HEALTH AUDIT AND COMPLIANCE COMMITTEE (ACC). THE ACC MEMBERS HAD AN OPPORTUNITY TO ASK QUESTIONS REGARDING THE TAX COMPLIANCE PROCESS AND THE TAX FILINGS IN GENERAL. THE FORM 990 WAS PROVIDED TO ALL MEMBERS OF THE BAYSTATE HEALTH BOARD OF TRUSTEES PRIOR TO FILING. LINE 11A HAS BEEN ANSWERED NO BECAUSE FORM 990 WAS NOT PROVIDED TO THE BAYSTATE HEALTH FOUNDATION, INC. BOARD MEMBERS PRIOR TO THE FILING. FORM 990, PART VI, SECTION B, LINE 12C BAYSTATE HEALTH FOUNDATION IS AN AFFILIATE OF BAYSTATE HEALTH, INC (BH). BH AND ITS AFFILIATED ENTITIES HAVE A COMPREHENSIVE CONFLICT OF INTEREST POLICY APPLICABLE TO ALL OF THE AFFILIATED ENTITIES. ALL DIRECTORS, TRUSTEES, OFFICERS, KEY EMPLOYEES, AND HIGHEST COMPENSATED EMPLOYEES OF BH AND ITS AFFILIATES ARE ASKED TO COMPLETE AN ANNUAL "CONFLICT OF INTEREST" FORM. WE UTILIZE AN ELECTRONIC DATABASE TO RECEIVE AND MANAGE ALL CONFLICT OF INTEREST SUBMISSIONS. THIS INFORMATION IS REVIEWED BY THE CHIEF COMPLIANCE OFFICER, CHIEF EXECUTIVE OFFICER, CHAIR OF THE BOARD OF TRUSTEES, CHIEF GENERAL COUNSEL AND THE CHAIR OF THE AUDIT & COMPLIANCE COMMITTEE. A SUMMARY OF THE CONFLICT OF INTEREST DISCLOSURES IS PROVIDED TO THE BAYSTATE HEALTH BOARD OF TRUSTEES AND THE TAX DEPARTMENT. POTENTIAL CONFLICT OF INTEREST TRANSACTIONS ARE REVIEWED AS APPROPRIATE UNDER THE POLICY, WHICH PROVIDES FOR RECUSAL FROM DISCUSSION AND DELIBERATION BY ANY PARTY WITH A POTENTIAL CONFLICT OF INTEREST. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION OF THE PRESIDENT AND CEO IS PAID BY BAYSTATE ADMINISTRATIVE SERVICES, INC., AN AFFILIATE AND RELATED ORGANIZATION OF THE FILING ORGANIZATION. THE COMPENSATION IS REVIEWED AND DETERMINED ANNUALLY BY THE HUMAN RESOURCES COMMITTEE OF BAYSTATE HEALTH, INC. (THE PARENT ORGANIZATION OF THE HEALTH CARE SYSTEM TO WHICH THE FILING ORGANIZATION BELONGS). THIS COMMITTEE CONSISTS ENTIRELY OF INDIVIDUALS SERVING ON THE BOARD OF BAYSTATE HEALTH, INC. THE INDIVIDUALS RESPONSIBLE FOR DELIBERATING THE COMPENSATION ARRANGEMENT FOR THE PRESIDENT AND CEO WOULD BE THOSE INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION ARRANGEMENT AND WOULD BE CONSIDERED INDEPENDENT FOR COMPENSATION DELIBERATION PURPOSES. THE COMPENSATION OF THE PRESIDENT AND CEO IS ESTABLISHED BASED ON INFORMATION PROVIDED BY INDEPENDENT THIRD PARTY CONSULTANTS FOR REASONABLENESS AND APPROPRIATE COMPARABILITY DATA.THE COMPENSATION IS THEN ESTABLISHED, REVIEWED AND APPROVED BY THE DULY AUTHORIZED COMPENSATION COMMITTEE OF BAYSTATE HEALTH, INC. THE COMPENSATION OF THE SENIOR VICE PRESIDENT, FINANCE, CFO AND TREASURER IS PAID BY BAYSTATE ADMINISTRATIVE SERVICES, INC., AN AFFILIATE AND RELATED ORGANIZATION OF THE FILING ORGANIZATION. THE COMPENSATION IS REVIEWED AND DETERMINED ANNUALLY BY THE HUMAN RESOURCES COMMITTEE OF BAYSTATE HEALTH, INC. (THE PARENT ORGANIZATION OF THE HEALTH CARE SYSTEM TO WHICH THE FILING ORGANIZATION BELONGS). THIS COMMITTEE CONSISTS ENTIRELY OF INDIVIDUALS SERVING ON THE BOARD OF BAYSTATE HEALTH, INC. THE INDIVIDUALS RESPONSIBLE FOR DELIBERATING THE COMPENSATION ARRANGEMENT FOR THE SENIOR VICE PRESIDENT, FINANCE, CFO AND TREASURER AND OF OTHER OFFICERS WOULD BE THOSE INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION ARRANGEMENT AND WOULD BE CONSIDERED INDEPENDENT FOR COMPENSATION DELIBERATION PURPOSES. THE COMPENSATION OF THE SENIOR VICE PRESIDENT, FINANCE, CFO AND TREASURER IS ESTABLISHED BASED ON INFORMATION PROVIDED BY INDEPENDENT THIRD PARTY CONSULTANTS FOR REASONABLENESS AND APPROPRIATE COMPARABILITY DATA.THE COMPENSATION IS THEN ESTABLISHED, REVIEWED AND APPROVED BY THE DULY AUTHORIZED COMPENSATION COMMITTEE OF BAYSTATE HEALTH, INC. THE COMPENSATION OF OTHER OFFICERS OF THE FILING ORGANIZATION IS DETERMINED IN ACCORDANCE WITH THE EXECUTIVE COMPENSATION PHILOSOPHY STATEMENT, IN CONSULTATION WITH HUMAN RESOURCES, BASED ON THE BAYSTATE HEALTH BOARD APPROVED BUDGET AND WAGE PROGRAM FOR EACH FISCAL YEAR. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC AT WWW.BAYSTATEHEALTH.ORG. ARTICLES OF ORGANIZATION AND BYLAWS ARE GENERALLY AVAILABLE AT THE COMMONWEALTH OF MASSACHUSETTS WEBSITE. FORM 990, PART XI, LINE 9: PENSION CREDIT -46,418. CGA DISOLVED -62,247. ROUNDING 2,860. 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