Strafford Health Alliance

“Strafford Health Alliance has authorized 300 shares of no par value common stock, with 100 shares issued and outstanding. At December 31, 2019, these shares were equally divided between Wentworth-Douglass Hospital and Frisbie Memorial Hospital. On June 5, 2020, Frisbie sold their ownership interest in the Alliance to Wentworth-Douglass Hospital. At December 31, 2020, Wentworth-Douglass Hospital owned all outstanding shares of the Alliance.”

“Each shareholder of Strafford Health Alliance elects an equal number of members to the Board of Directors.”

“All powers of SHA shall be exercised by and under the authority of the Board of Directors, and the business property and affairs of SHA shall be managed under the Board's direction. Provided, however, that the Board shall obtain the approval of the shareholders of SHA before action on the following matters: 1. amendment of the articles of incorporation and bylaws 2. the sale, lease, or exchange of all or substantially all of the property or assets of SHA 3. merger or consolidation with any other corporation 4. dissolution of SHA 5. any other matter that the bylaws require the approval of the shareholders”

“There are no committees empowered to act without a full Board of Directors vote.”

“Each Board member receives a complete copy of Form 990 and is requested to review it and vote to allow its timely filing with the IRS.”

“Annually, each Board member signs a statement disclosing any conflicts of interest.”

“The Board directors and officers do not receive any compensation from Strafford Health Alliance (SHA). Further, there are no SHA employees who meet the IRS definition of "key employee" for Form 990 reporting purposes. Ellen L. Caille, who served as President of the Board during 2020, is an employee of Wentworth-Douglass Hospital (WDH). Merit raises of all employees is based on performance, salary ranges and market competitive data that is also within Board approved budgetary guidelines. Total compensation is determined annually by the President for the division managers and by the division managers for all other employees. At the end of each year, the President notifies the Board of bonus payouts to staff employees based upon pre-established and approved quality, safety, patient satisfaction, and financial stated goals.”

“Strafford Health Alliance (SHA) files audited financial statements annually with the New Hampshire Attorney General's Charitable Trust Unit and informs the Director of Charitable Trusts of any pecuniary benefit transactions that have occurred between SHA and a board member or officer. Notices of such transactions, if any, exceeding $5,000 or more are also published in the local newspaper in accordance with NH RSA 7:19-A, II(D). Current copies of SHA'S Form 990 are on file with the Charitable Trust Unit.”

“For Form 990 compensation reporting purposes, Vicki Parshley (Controller) has been deemed to be the "top financial official" who has the ultimate responsibility for managing the Organization's finances.”

“Strafford Health Alliance (SHA) has directors who are also officers, directors and/or employees of its shareholder, Wentworth-Douglass Hospital (WDH). WDH is a 501(c)(3) organization. In 2020, SHA purchased from/reimbursed its shareholder for various administrative and management services. In addition, SHA also leased program and administrative office space from a tax-exempt affiliate of its shareholder.”

“Dividends to Stockholders -74,072.”

“Strafford Health Alliance's Board of Directors reviews and approves the financial statement audit annually and oversees the selection of the independent accounting firm. The audit process did not change from the prior year.”

“Effective June 30, 2020 Wentworth-Douglass Hospital (WDH) effectuated a stock purchase agreement pursuant to which WDH agreed to purchase all the stock and membership interests of Frisbie Memorial Hospital (FMH). As of that effective date, WDH became the sole corporate member of Strafford Health Alliance. .”