Monadnock Community Hospital

“James Callahan, Esq., and Michael Shea, who each served on the Hospital's Board during this tax year, share a business relationship.”

“During the period covered by this Form 990 tax return, Monadnock Community Hospital ("MCH") adopted the following significant changes to its governing bylaws: 1. Effective February 2024, MCH is no longer part of the GraniteOne Health hospital system. Previously, GraniteOne Health was the sole member of MCH. 2. Previously, as the sole member, GraniteOne Health was able to exercise certain powers and responsibilities over MCH's governance and operations. Upon its dissociation from GraniteOne Health, the responsibilities and duties for all MCH governance and Board composition decisions became vested with the MCH Board of Trustees, and GraniteOne Health ceased to have influence over such duties within MCH. 3. The former bylaws previously allowed that the GraniteOne Health CEO would be an ex-officio of the MCH Board of Trustees. The amended and newly adopted bylaws removed such privileges from the GraniteOne Health CEO. Additionally, the newly adopted bylaws update the terms for ex-officio trustees in general, stating that there shall now be allowed two members of the active MCH Medical Staff to be ex-officio Trustees (previously one was allowed), and that the Monadnock Health Partners Medical Director is not necessarily by default treated as such an ex-officio Trustee of the Board (previously, such privileges were given to the Medical Director).”

“The Hospital's Form 990 is prepared with assistance by an independent public accounting firm. A draft of the Form 990 is initially reviewed in detail by key finance employees. Thereafter, the draft is made available to the full board for review and comment prior to filing with the IRS.”

“On an annual basis, the Organization provides all administrators/directors/managers, Board Members, and medical staff members with the conflict of interest policy. Said individuals are required to complete a new conflict of interest disclosure on an annual basis. Any conflicts of interest noted are reviewed by the Chair of the Board, in conjunction with the Corporate Compliance Officer. If the conflict of interest appears to meet the policy definitions requiring full Board review, the Chair of the Board takes this to the full Board meeting, and it is discussed, and appropriate action is taken (in compliance with state and federal requirements). The conflict of interest statement requires signatories to inform the Hospital of any conflict of interest that occurs at any time throughout the year. If a conflict of interest arises during the year, it is reviewed by the Compliance Officer, and if necessary, is taken to the Board Chair/Board. The Compliance Officer confers with legal counsel with regard to conflicts of interest, if there is any question regarding the potential conflict.”

“The Organization has a written executive compensation policy and procedure. Under this policy, the Compensation Committee, comprised of delegated representatives of the Board of Trustees, has the power and responsibility to determine the Hospital's approach to executive compensation and review the performance of the CEO. The Compensation Committee has the responsibility to set, monitor and review the base salary of the CEO. The Committee maintains minutes of sessions and final recommendations and determinations in accordance with the Board of Trustee guidelines. Annually, market data is reviewed by the Committee to determine the appropriate salary for the Hospital's CEO based upon identified standards. At the end of the time period, the Committee reviews to what extent stated goals were met and recommends an amount for the variable pay award to be approved by the full board.”

“Monadnock Community Hospital files audited financial statements annually with the New Hampshire Attorney General's Charitable Trust Unit and informs the Director of Charitable Trusts of pecuniary benefit transactions that have occurred between MCH and a board member or officer. Notices of such transactions of $5,000 or more are also published in the local newspaper in accordance with NH RSA 7:19-A, II(D). Current copies of the bylaws, conflict of interest policy and Form 990 are on file with the Charitable Trust Unit. The Hospital also makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”

“The 2023 compensation reported for Terrence McNamara, DO, as paid by Monadnock Community Hospital, was paid in return for medical services provided by Terrence McNamara as an employee of the Hospital. No part of Terrence McNamara's compensation was remuneration in return for services as a voting member of the Hospital's Board of Trustees.”

“The amount reported on lines 7c and 7d as realized gains agrees to reporting from the Hospital's custodian bank and third party investment managers. Due to the volume of investment activity, the Hospital relies on the custodian bank and third party investment managers to track the sale of investments at the individual asset level. Therefore the ability to track and report proceeds and basis of the sales is extremely difficult.”

“On December 30, 2016, the Hospital became affiliated with Catholic Medical Center (CMC), a 330-bed acute care hospital in Manchester, New Hampshire, and Huggins Hospital (HH), a 25-bed critical access hospital in Wolfeboro, New Hampshire, through the formation of a common parent, GraniteOne Health (GraniteOne). GraniteOne is a New Hampshire voluntary corporation that is recognized as being a Section 501(c)(3) tax-exempt and "supporting organization" within the meaning of Section 509(a)(3). However, pursuant to the Affiliation Agreement that formed GraniteOne, the CMC, HH and MCH each had a right, after two years of participation in GraniteOne, to evaluate whether they would continue participation in the system. Upon review, each participant within GraniteOne concluded it was best to withdraw from GraniteOne and subsequently provided the required notice on October 28, 2022. On June 16, 2023, the parties submitted a Joint Notice to the Director of Charitable Trusts pursuant to New Hampshire RSA 7:19-b to the State of New Hampshire and received the Director of Charitable Trusts no action report on December 1, 2023, clearing the way for the parties to complete the disaffiliation. The parties' respective boards each approved changes to their governing documents to unwind the reserved powers and dissolve GraniteOne. On May 30, 2024, the parties filed amendments to their respective governing documents with the New Hampshire Secretary of State as well as the Statement of Dissolution of GraniteOne to complete the wind-down requirements of the GraniteOne system.”

“Decrease in fair value of interest rate swap agreement -644,783. Increase in fair value of perpetual trust interest 1,222,837. Increase in fair value of equipment due to lease-transfer 10,297.”

“The Audit Committee oversees the audit process for Monadnock Hospital. The audit process for the financial statements did not change from the prior year. Independent accountants performed the audit for the fiscal years ended 9/30/2023 and 9/30/2024.”