Saint Josephs Manor

“MaineHealth (EIN #01-0238552) is the organization's sole member.”

“Elected Trustees shall be elected annually by the MaineHealth Board of Trustees, acting as the sole corporate member.”

“The exercise of the following powers by the Board of Trustees of the Corporation shall be subject to the approval of the corporate member and additionally the corporate member's sole corporate member, MaineHealth Services: 1. adoption of the annual capital and operating budgets, including modifications thereof; 2. approval of any business, marketing and strategic plans, including modifications thereof; 3. authorization for debt incurred, assumed, or guaranteed by the Corporation in excess of $1,000,000, other than as provided for in annual capital and operating budgets; 4. authorization for any acquisition, disposition, organization or investment by the Corporation in any other corporation, partnership, limited liability company or joint venture; 5. authorization for any sale, assignment, transfer, mortgage or encumbrance of any properties or assets of the Corporation having an aggregate value in excess of $1,000,000, including capitalized leases exceeding $1,000,000 in debt obligation; 6. authorization for any merger or consolidation involving the Corporation as a constituent entity or any sale or other disposition of substantially all of the assets of the Corporation; 7. authorization for the institution of any bankruptcy, insolvency or reorganization proceedings; 8. authorization for the capital investment in an individual, entity or project in the form of cash or either tangible or intangible property in excess of $1,000,000; 9. adoption of any amendments and modifications to the Articles of Incorporation of the Corporation. The approval of the corporate member but not MaineHealth Services shall be required for the exercise of the following powers by the Board of Trustees of the Corporation: 1. authorization for debt incurred, assumed, or guaranteed by the Corporation in excess of $100,000 (but not exceeding $1,000,000), other than as provided for in annual capital and operating budgets; 2. authorization for any sale, assignment, transfer, mortgage or encumbrance of any properties or assets of the Corporation having an aggregate value in excess of $100,000 (but not exceeding $1,000,000), including capitalized leases exceeding $100,000 in debt obligation; 3. authorization for the capital investment in an individual, entity or project in the form of cash or either tangible or intangible property in excess of $100,000 (but not exceeding $1,000,000); 4. authorization for developing, implementing, or terminating programs and services other than those included within any approved strategic or financial plan; 5. selection of the individual serving as Administrator; 6. adoption of the Corporation's Bylaws and any amendments and modifications to the Corporation's Bylaws; 7. authorization for the commencement of litigation other than routine collection actions; and 8. initial entry into or renewal of any management services agreement.”

“The 990 was reviewed by the Board Treasurer and made available to the full Board prior to filing.”

“MaineHealth's Audit & Compliance Services sends Conflict of Interest (COI) disclosure form requests to over 3,000 Care Team Members (including all Board Members, Officers, and other Senior Leaders) each year. Audit & Compliance Services collects the disclosure forms and reviews each submission for possible reported conflicts to determine if a management mitigation plan is required. The results of the annual COI process are reported to the MaineHealth Executive Compliance Committee, the Audit Committee, Local Health System Presidents, and the Board of Trustees Chairpersons.”

“Compensation for officers of St. Joseph's Rehabilitation and Residence is part of the independent benchmark analysis performed annually by Sullivan Cotter. All compensation decisions are reviewed and approved by the MaineHealth Chief Executive Officer, Chief Operating Officer and Chief People Officer.”

“Documents that are required to be open for public inspection are made available upon request.”

“Contract Services - Medical: Program service expenses 17,973,509. Management and general expenses 0. Fundraising expenses 0. Total expenses 17,973,509. Consulting - Financial: Program service expenses 0. Management and general expenses 158,387. Fundraising expenses 0. Total expenses 158,387. Fees - External Medical Director: Program service expenses 43,412. Management and general expenses 0. Fundraising expenses 0. Total expenses 43,412. Contract Services - Payroll: Program service expenses 0. Management and general expenses 16,355. Fundraising expenses 0. Total expenses 16,355. Contract Services - Pastoral Care: Program service expenses 0. Management and general expenses 4,600. Fundraising expenses 0. Total expenses 4,600. Ambulance Services: Program service expenses 166,241. Management and general expenses 0. Fundraising expenses 0. Total expenses 166,241. Billing: Program service expenses 0. Management and general expenses 100,000. Fundraising expenses 0. Total expenses 100,000.”