Vna Home & Hospice

“Patricia Small, board member is a board member of Sweetser and Debra Tayor, board member is President & CEO of Sweetser.”

“Amended Article IV (Officers), Section 5 (President) - to remove President as the chief executive officer of the Corporation.Amended Article IV (Officers), Section 7 (Treasurer & Assistant Treasurer) - to change the title of Chief Financial Officer to VP of Finance.Amended Article V (Committees), Section 7 (Governance Committee)- to change the title President/CEO to President.Amended Article V (Committees), Section 10 (Finance Committee) - to change the title of Chief Financial Officer to Assistant Treasurer.Amended Article VIII (Fiduciary Duty; Prohibited Transactions; Divided Loyalty; Independence), Section 5 (Independent Trustees), Subsection (a) and Subsection (b) - to change the reference of interim chief executive officer to President.Amended to remove the reference to Mercy Health Systems of Maine (MHSM) as Class A non-voting member of VNA Home Health & Hospice (VNA). MHSM was formally dissolved thereby establishing EMHS as the sole corporate member of VNA. EMHS was previously the sole corporate member of MHSM, which was the Class A non-voting member of VNA and EMHS was the Class B voting member of VNA.”

“VNA (the Corporation) is a Maine nonprofit corporation. Eastern Maine Healthcare Systems (EMHS), also a Maine nonprofit corporation, is the sole voting corporate member of the Corporation.”

“Each year at their annual meeting, the directors elect replacements for those directors whose terms are expiring. Election of directors is subject to ratification by the EMHS Board of Directors.”

“The EMHS President has authority to appoint and remove the SVP, President of the Corporation. EMHS also has joint and superior authority to approve, disapprove or initiate action with respect to the following matters: I. Amendments to the corporations Articles of Incorporation or Bylaws;II. Changes in legal form of organization of the Corporation;III. Election of the Directors/Trustees of the Corporation;IV. Action concerning the Corporations operating budget and capital expenditures;V. The Corporations acquisition of assets or assumption of liabilities of an unaffiliated third party;VI. Transfer of 5% or more of the assets of the Corporation;VII. Financing transactions concerning the Corporation; VIII. Merger, consolidation, sale, lease, mortgage, pledge or other disposition of all or substantially all assets of the Corporation; IX. Add or revise a health care service of the Corporation;X. Discontinue or close a health care service of the Corporation;XI. Action concerning the Corporations role in the EMHS Strategic Plan;XII. Action concerning the Corporations participation in key strategic affiliations with third parties not affiliated with EMHS; andXIII. Dissolution of the Corporation.”

“Form 990 is reviewed by the VP of Finance & SVP, President of VNA. It is also provided to each board member either electronically or in hard copy with an opportunity to ask questions prior to filing with the IRS.”

“The organization requests updates of potential conflicts and relationships from the officers and Board members on an annual basis. The request requires disclosure of all business relationships, board memberships, and family relationships. A database is maintained that is compared to payroll records and the accounts payable vendor list to identify any potential conflicts of interest. Transactions are reviewed for reasonableness as an arm's length transaction.The first agenda item for board meetings and board committee meetings is for members to declare any conflict of interest with upcoming agenda items or deliberations. At any point when consideration is being given to purchase/contract with a party in interest, the member with the conflict is either excused from the discussion and consideration process or abstains from voting on the matter.All transactions identified with parties in interest are disclosed within the Form 990. All are deemed to be arm's length transactions.”

“The SVP, President of VNA and the system President/CEO (President) who serves on the board ex-officio are employed by the system parent, Eastern Maine Healthcare Systems (EMHS).The EMHS Executive Performance Management Committee (the Committee) is responsible to monitor and evaluate the performance of the EMHS President, to set compensation of the EMHS President, and to review recommendations of the EMHS President with respect to compensation of the SVP, President of the direct subsidiaries, and other direct reports to the President. The Committee is comprised entirely of independent Directors per EMHS bylaws.Process:The Committee meets regularly throughout the fiscal year at the discretion of the Committee chair as well as on call of the Chair of the EMHS board. In carrying out its duties pursuant to the Bylaws, the Committee:-Assures that the executive compensation program is administered in a manner consistent with the EMHS executive compensation philosophy.-Reviews and updates the EMHS executive compensation philosophy which serves as the foundation on which all current and future executive compensation decisions are made.-Assures that value of compensation provided by EMHS does not exceed the value of services provided by the executive.-Reviews annual incentive compensation criteria for eligible executives, as defined by the EMHS President.-Reviews periodic compensation survey information and provides expert input to proposed changes to the executive compensation program.-Assures that a formal and timely performance management system is in place for executives.-Reviews incentive compensation criteria scoring and associated pay schedules for officers and key employees.-Provides any public statements regarding executive compensation practices at EMHS deemed appropriate.-Maintains minutes of the meeting and communicates actions to the EMHS Board of Directors.To accomplish this, the committee uses an external consultant with access to comparative data from independent sources and include national as well as regional data points. The EMHS President reviews all direct report compensation actions with the committee. In addition, the EMHS President ensures that any subsidiary policies and practices governing executive compensation are consistent with the committee's philosophy and practices statement.Form 990, Part VI, Line 15b - Compensation Review & Approval Process for Officers & Key EmployeesCompensation of other officers and key employees of the organization is established by the Human Resources department who utilize external market research to establish compensation ranges for specific positions. On an annual basis, the compensation ranges are compared to the updated survey information.The hiring manager will determine where the employee will fall within the ranges established by the Human Resources department based on experience and credentials.”

“VNA makes its governing documents, conflict of interest policy and financial statements available to the public upon request.”

“OTHER PROGRAM SERVICES 4: Weve already seen that this generation of resident physicians have no trouble calling up a pharmacist or a nurse on the floor to say, I dont really know what Im supposed to be doing here. Can you help me? That never happened before. In my generation, a doctor could only talk to a doctor, and that is just wrong. And so this is much, much better care, Dr. Jarvis continued.And that is the ultimate goal of the programto not only prepare the next generation of healthcare workers to work collaboratively, but to provide quality care to people where they are most comfortablein their homes.CONNECTING BEYOND MEDICINERhonda Jordan remembers exactly what went through her mind when she learned her stage four breast cancer had spread to her lungs, spine, liver, and hip. I was scared to death that I was not going to see my son graduate because I was sick. I was very sick, and I was ready to give up, she said.Nancy ONeill, MD, TAMC physician at Mars Hill Health Center, is all too familiar with patients dealing with those difficult thoughts, feelings, and emotions. When I look into my patients eyes, I can see fear; I see anxiety; I see pain, confusion, all of those emotions, she said. That is on the first visit. As a palliative care specialist for TAMC, Dr. ONeill works to help her patients process their diagnosis and manage their quality of life while they are getting treatment for serious, potentially life-threatening illnesses. Im not focusing on whether their diabetes is well managed; Im focusing on whether theyre doing great in the midst of their treatment, their turmoil, their decision-making. That is fulfilling, although also challenging, explained Dr. ONeill.She spends a lot of time teaching and educating her patients about the care that is available. Many are unfamiliar with palliative care and what it entails. Dr. ONeill says that people often confuse palliative care with hospice care. Both palliative care and hospice care provide comfort. But palliative care occurs at the same time as treatment. Hospice care begins after treatment of the disease is stopped and when it is clear that the person is not going to survive the illness. Its really family medicine at its purest point to work with patients and families, she said.TAMC is just one member organization offering palliative care services. In fact, EMHS recently launched a community-based palliative care service line systemwide. VNA Home Health Hospice (VNA HHH) is the operational home of the EMHS palliative care service line. Jim VanKirk, MD, is the medical director for this service line, and Robin Hirsh-Wright, LCSW, is the director.I think sometimes theres a negative connotation about being vulnerable and making connections, but at the end of the day, its human connection that makes things better when medicine cant, Robin said.As part of this service line, VNA HHH assigns nurse practitioners and social workers to seriously ill, homebound patients to focus on defining what is most important to patients who live with chronic illness. Those nurse practitioners and social workers collaborate with designated primary and specialty care providers to help guide patients through their care.Were not pushing patients, were not pulling patients; we are trying to walk alongside patients in their journey of illness, Robin said. They are certainly walking alongside patients like Rhonda Jordan. Since starting her care regimen, Rhonda has a new outlook on life, and she gives Dr. ONeill a lot of the credit for that. She is standing beside me by reinforcing that I am the driver of the bus, Rhonda said. She has found the will to fight her disease; she has found the strength to live. My strength comes from having a nine-year-old stepson that I know I have to be around for to teach him how to be a young man, teach him responsibility, as well as see him graduate.Editors Note: Several weeks after our interview with Rhonda, she passed away after living as well as possible with h”

“Changes in Net Assets Held @ EMHS Foundation = $263195”

“Transfer from exempt parent-Eastern Maine Healthcare Systems = $500000”

“Transfer from exempt subsidiaries-EMHS Foundation = $27000”

“Transfer to exempt parent-Eastern Maine Healthcare Systems = -$251600”