Mount Auburn Hospital

“Family and business relationships the following mount auburn hospital officers, director/trustees, and key employees have business or family relationships: - jeanette clough and leon palandjian - business relationship - john bridgeman, jeanette clough, edward huang, lawrence mambrino, amit powar, and barbara spivak - business relationship in addition to the relationships noted above and as noted in various narrative disclosures which support this form 990 and related schedules, for the period covered by this filing, caregroup served as the sole member of mount auburn hospital (mah). Caregroup was a massachusetts non-profit corporation exempt from income tax under section 501(c)(3) of the internal revenue code of 1986, as amended, which merged into beth israel deaconess medical center (bidmc) effective march 1, 2019. Bidmc is a tertiary care academic medical center exempt from income tax under section 501(c)(3) of the internal revenue code of 1986, as amended and an affiliate of mah. Caregroup's purpose was to oversee the financial well-being of the affiliated entities which made up the caregroup system. For the period covered by this filing, caregroup served as the sole member of new england baptist hospital (nebh) and mount auburn hospital (mah). In turn, nebh serves as the sole member of new england baptist medical associates (nebma) and mah serves as the sole member of mount auburn professional services (maps) and caregroup parmenter home care & hospice, inc. Bidmc also served as the sole member of bid-needham, medical care of boston management corp d/b/a beth israel deaconess healthcare a/k/a affiliated physicians group (apg), bid-milton, bid-plymouth and jordan health systems, inc. (jhsi). In addition, hmfp is the dedicated physician practice of the medical center and an entity integrally related to helping the medical center accomplish its charitable purposes. Each of the entities listed in this paragraph may, in turn, serve as member of additional entities within the network of affiliates. 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/trustees or by serving in an employment relationship with one or more entities within the network of affiliated organizations. Additional detail is provided in the explanatory notes to this form 990 schedule j.”

“Explanation of classes of members or shareholders for the period covered by this filing, caregroup, inc., was an organization exempt from income tax under internal revenue code section 501(c)(3) of 1986, as amended and a support organization of mount auburn hospital (mah). Acting through its board of directors, caregroup served as the sole member of mah.”

“Statement re election of members of governing body pursuant to the mah bylaws and for the period covered by this filing, caregroup as sole member, approved but did not elect the hospital's group 2 trustees, which compose up to 20 of a maximum of 28 trustees.”

“Decisions of governing body approval by members or shareholders according to the hospital's bylaws in effect for the period covered by this filing, as sole member, caregroup had the following rights: - to approve the election of the hospital's president; - to approve the removal of the president; - to establish and approve the annual operating and capital budgets; - to approve the hospital's strategic and financial plans; - to approve unbudgeted capital expenditures in the aggregate in excess of 3% of the annual capital budget or $1,000,000 whichever is less; - to select the independent auditor to examine the financial accounts of the hospital; - to approve the borrowing or incurrence of debt in any amount, other than (i) for the purpose of securing working capital from a lender approved by the member and pursuant to existing loan documentation containing the terms and provisions relating to such borrowing approved by the member at the time of the borrowing and, (ii) debt incurred in the ordinary course of business which is in the member approved annual budget; - to approve any voluntary dissolution, merger or consolidation of the hospital, the sale or transfer of all or substantially all of the hospital's assets, the creation, acquisition or disposal of any subsidiary or affiliated corporation, or the entering into any joint venture or other partnership arrangements by the hospital; - the power and authority to initiate and take any of the following actions: any voluntary dissolution, merger or consolidation of the hospital, the sale or transfer of all or substantially all of the hospital's assets, the creation, acquisition or disposal of any subsidiary or affiliated corporation, or the entering into any joint venture or other partnership arrangements by the hospital; - the exclusive power and authority to initiate any bankruptcy or insolvency action on behalf of the hospital or mount auburn professional services; and, - other powers and rights as vested by law.”

“Form 990 review process as noted elsewhere in this filing, caregroup served as the sole member of mah for the period covered by this filing, october 1, 2017 to september 30, 2018 (fiscal year ended september 30, 2018). Effective march 1, 2019, pursuant to a plan of statutory merger, caregroup merged into beth israel deaconess medical center. As noted previously in this filing, bidmc is a tertiary care academic medical center exempt from income tax under section 501(c)(3) of the internal revenue code of 1986, as amended and an affiliate of mah. At that time, beth israel lahey health, inc. (bilh) became the sole member of the mah. This form 990 is reviewed by the chief financial officer of mah, the tax director of bilh and deloitte tax, llp. A copy of the complete return is then provided to each member of the mah board of trustees prior to submission to the internal revenue service.”

“Explanation of monitoring and enforcement of conflicts mount auburn hospital (mah) maintains a comprehensive conflict of interest policy applicable to both mah and its affiliates, mount auburn professional services (maps) and caregroup parmenter home care & hospice (cphch). Pursuant to that policy, all officers, trustees and key employees of both entities are asked to complete an annual conflict disclosure statement which is designed to require disclosure of any business relationships maintained by officers, trustees or key employees and their family members which may result in a conflict of interest. In addition, any individual who commences a term as an officer, director/trustee or key employee is required to complete the annual conflict disclosure at the time such position commences. For the period covered by this filing, all annual disclosures were reviewed by the mah office of general counsel for determination of any potential or actual conflict and any activity that requires action under the conflict of interest policy is subject to ongoing review and action through the general counsel's office. Pursuant to the conflict of interest policy, certain activities which could create conflicts of interest are prohibited while other types of relationships are permitted, subject to compliance with a plan to require disclosure and recusal, including appropriate documentation in the minutes. As previously noted, for the period covered by this filing, caregroup served as the sole member of mah. In addition to the conflict of interest process outlined above, the mah office of the general counsel and the caregroup tax department jointly issued a tax questionnaire to all current and former members of the board of trustees as well as current and former officers and key employees. The tax questionnaire process was designed to gather the information necessary for mah to completely and accurately process and complete form 990 schedule l, transactions with interested persons and form 990, part vi, question 2, family and business relationships between officers, directors/trustees and key employees.”

“Description of process to determine compensation of the organization's ceo and other officers and key employees for the period covered by this filing mount auburn hospital (mah) maintained a compensation committee (the "committee") comprised of four members of the hospital's board of trustees. The mah ceo also attended committee meetings, other than with respect to the ceo's compensation, without voting rights. All other members of the committee were independent. The committee operated to fulfill the following responsibilities: - to review and approve the total compensation of each member of the hospital's senior management team so as to ensure that such compensation remains competitive in the marketplace, represents good value to the hospital for the quality and quantity of services provided and constitutes reasonable total compensation to the employee in light of the employee's position, responsibilities, qualifications and performance in accordance with internal and external reasonable compensation standards applicable to this tax exempt hospital; - to recommend to the board of trustees the terms and conditions of any employment agreements between the hospital and its president/chief executive officer including base salaries, incentive compensation, supplemental employee retirement plans, benefits and other lawful methods of reasonable compensation; - to recommend to the board of trustees for the board's approval the terms and conditions of any supplemental employee retirement plans for hospital executives; - to review and approve those portions of the federal form 990 and the massachusetts form pc, or their equivalents, pertaining to the compensation of hospital employees prior to the hospital's filing of such forms with the regulatory authorities; - as determined to be advisable by the committee from time to time, to engage outside compensation consultants and legal and other advisors to provide to the committee appropriate and reliable comparable compensation data for similarly situated employees of national, regional and local peer institutions and other expert advice to assist the committee in fulfilling its responsibilities; - to work with the hospital's management and auditors to resolve, or to recommend to the board of trustees resolution of, any issues of concern pertaining to the compensation of hospital employees that may arise during the course of the hospital's independent audit or may be presented in the independent auditor's management letter to the hospital; - to review and approve employee benefits programs including welfare, fringe and retirement plans and programs, and any material amendments thereto; - to adopt such policies and procedures as the committee may determine from time to time to be necessary or useful to ensure that the hospital pays reasonable and competitive compensation to its management team while preserving the tax exempt status of the hospital; and - to review and reassess the committee's charter from time to time and to recommend any proposed changes to the hospital's board of trustees for its consideration and approval. The committee met periodically during the year to review and approve individual performance goals for management and the ceo, to review performance against such goals, to approve incentive compensation payments to management, to recommend compensation payments to the ceo for approval by the trustees and to approve salary adjustments for the next year. Further, the committee addressed as required any changes in individual or group compensation arrangements at such meetings. The committee understood that one of its core responsibilities was to ensure that the total compensation provided to these individuals was fair and reasonable using current and credible market practice information and that all arrangements comply with applicable legal and regulatory guidelines. The compensation committee historically relied upon guidance outlined in written compensation surveys/studi”

“Other organization documents publicly available the governing documents, conflict of interest policy and financial statements are available to the general public upon request at the following location: mount auburn hospital offices 330 mount auburn st cambridge, ma 02138”

“Organization's mission: mount auburn hospital's (mah or hospital) primary purpose is to improve the health of the residents of cambridge, ma and the surrounding communities. The hospital's services are delivered in a personable, convenient and compassionate manner, with respect for the dignity of our patients and their families.”

“Surgeons in mount auburn hospital's general surgery division use the latest technologies combined with advanced surgical expertise to perform surgeries that are as minimally invasive and painless as possible. Mah surgeons perform both elective and emergent surgeries. Elective surgery involves a combination of diagnostic and interventional procedures resulting in pertinent follow-up with the patient's referring physician. It is planned for and scheduled in advance. Emergent surgery is most often the result of a medical emergency, and is most often referred from an emergency department physician. In either situation, mount auburn's surgeons are available twenty-four hours a day, seven days a week, to ensure that patients receive the most advanced treatment possible. Mah surgeons focus on a dual mission of clinical care and patient education. Because the hospital is a teaching hospital of harvard medical school, it is able to offer more surgical services than most hospitals of similar size, including neurosurgery and cardiovascular surgical procedures, as well as continual surgical responses in all disciplines. Mah is also small enough to offer personalized care throughout a patient's surgery, including reparation and recovery. The hospital is enriched by the enthusiasm of our medical residents. Along with primary care (internal medicine) and general surgery, mount auburn hospital staffs physicians who specialize in a wide variety of medical and surgical disciplines including, allergy, anesthesiology, cardiology, cardiovascular and thoracic surgery, dermatology, ear nose and throat, emergency medicine, endocrinology and metabolism, family medicine, gastroenterology, geriatric medicine, hand surgery, hematology/oncology, infectious diseases, nephrology, neurology, neurosurgery, occupational health, ophthalmology, oral surgery, orthopedic surgery, pathology, plastic surgery, podiatry, pulmonary medicine, rheumatology, urology and vascular surgery. During fiscal 2018, mount auburn hospital had 183 licensed medical/surgical beds, and provided inpatient medical services to 6,642 patients, and inpatient surgical services to 2,316 patients.”

“The mount auburn hospital radiology department provides compassionate, professional care through a highly-skilled team of board-certified radiologists, technologists and nurses. Mah radiologists collaborate with the patient's personal physician and other experienced healthcare professionals, working toward the singular goal of patient satisfaction by ensuring detailed, accurate diagnoses and optimal treatment plans. Mah ensures the patient's privacy at all stages of treatment, including transmission and distribution of films and reports. The radiology department utilizes the latest imaging technology, including ultrasound, digital radiography, digital imaging, multi detector ct scan, advanced mri, computer assisted diagnosis (cad), breast imaging and a picture archiving and communication system (pacs). The combination of these advanced technologies and skilled department members ensures that the patient will remain as comfortable as possible during their radiologic procedure. In addition to offering state-of-the-art imaging facilities, mah staff strives to provide the patient with immediate appointments and to keep their wait between appointments to a minimum. At mount auburn hospital's department of radiology, utilization of state-of-the-art imaging technology, combined with the services of the highly-skilled, compassionate team of professionals ensures that the patient will benefit from our superior level of care. During fiscal 2018, mount auburn hospital provided outpatient radiology services to 85,519 patients.”

“At mount auburn hospital, all patients can be assured that an exceptional level of care and support is available for expectant and new mothers and newborns throughout pregnancy and delivery. Women can choose from a variety of highly talented providers, including obstetricians, nurse-midwives and nurse practitioners, all of whom collaborate with each other as needed. These providers offer personal and individualized care, providing support through labor and encouraging family participation. The hospital's goal is a safe and healthy pregnancy and delivery for each mother and baby. Mount auburn hospital offers guidance, options and a seasoned team of providers who are committed to delivering individualized care. Women who seek a more natural approach to childbirth are encouraged and supported. Women whose pregnancies are considered to be high risk, such as those having twins or medical problems complicating the pregnancy, will find the specialized expertise and technology that they need. For example, if a woman develops complications during pregnancy, she can continue to receive prenatal care from her nurse-midwife in addition to seeing maternal-fetal medicine specialists on a regular basis. In addition, mah's specialized expertise includes a level ii nursery for newborns who require extra medical attention and monitoring during the first days of life. Labor, delivery and postpartum care are all centered at the birthplace, mount auburn's obstetrical unit. After delivery, most new mothers need support from nursing staff and lactation consultants on infant care and breastfeeding. Mount auburn's birthplace is where new mothers and babies receive all the attention they need. Mount auburn's main providers include: - obstetricians - doctors who specialize in pregnancy and childbirth; they have the training to provide the full scope of obstetrical practice, including performing cesarean sections - nurse-midwives - nurses who specialize in normal pregnancy and childbirth and collaborate with obstetricians in cases where complications arise; nurse-midwives support women throughout labor and encourage family involvement - nurse practitioners - nurses with specialized experience in obstetrics who practice in collaboration with obstetricians and nurse-midwives in providing prenatal care - maternal-fetal medicine specialists - obstetricians who have special training in the complications of pregnancy and childbirth mount auburn hospital has a talented nursing staff in prenatal/antenatal testing, labor and delivery, on the postpartum unit and in the nursery. Anesthesiologists are available 24 hours a day to provide pain relief during labor. In addition, neonatologists, who specialize in caring for newborns, and pediatricians are on site around the clock to care for newborns. Mount auburn also offers additional services to women who are planning to have their babies at our hospital: - fertility services, including options, testing and treatment: many couples need the expertise of a fertility specialist. Mount auburn hospital has fertility specialists on staff that counsel couples on the most current available options and direct the necessary testing and treatment aimed at a healthy pregnancy and birth. This includes access to in vitro fertilization and other procedures. - high-risk pregnancy specialists: a full range of services is available for women who are experiencing high-risk pregnancies. In those instances, a maternal-fetal medicine specialist, a physician who specializes in the complications of pregnancy and childbirth, becomes part of the team and sees the woman on a regular basis. - nurseries, caring for your baby: most newborns spend most of the day with their mothers. When newborns need special care, they stay in the hospital's level ii nursery, which is staffed by neonatologists and neonatal nurses. By staying at mount auburn, where a pediatrician is on site 24 hours a day, babies remain close to their family members while a pediatr”

“Audited financial statements as described in this filing, mount auburn hospital (mah) is a public charity and a regional teaching hospital, exempt from income taxes under section 501(c)(3) of the internal revenue code of 1986, as amended. For the period covered by this filing, the financial records of mah were audited each year as part of the mah consolidated audited financial statement process and for the fiscal period covered by this filing, the boston, ma office of kpmg issued and unqualified opinion on the consolidated audited financial statements of mah and affiliates.”

“As described in this form 990, for the period covered by this filing, caregroup, inc., was an entity exempt from income tax under section 501(c)(3) of the internal revenue code of 1986, as amended and served as a support organization of and the sole member of mount auburn hospital (mah). During the same period mah was a member of the caregroup obligated group and its tax exempt bond financing was issued through caregroup. The schedule k as included in this form 990 includes all of the caregroup obligated group outstanding debt for bonds issued after december 31, 2002 only a portion of which is allocable to and reported on the balance sheet of mah.”

“Investment of tax-exempt bond proceeds beyond the temporary period exception proceeds in the project fund were unexpectedly held beyond the three-year temporary period, but were yield restricted in compliance with federal tax requirements.”

“Contributions of intellectual property the hospital did not receive any contributions of intellectual property and as such, was not required to file form 8899.”

“Contributions of cars, boats, airplanes and other vehicles the hospital did not receive any contributions of cars, boats, airplanes or other vehicles and as such, was not required to file form 1098-c.”

“Transfer to affiliates -22,221,602. Change in funded status of employee benefit plans 509,293. Unrealized change in equity interest in lps 2,428,207.”

“Financial statements and committee oversight as previously reported in this filing, mount auburn hospital (mah) is a public charity and a regional teaching hospital, exempt from income taxes under section 501(c)(3) of the internal revenue code of 1986, as amended. For the period covered by this filing the financial records of mah were audited as part of the mah consolidated audited financial statement process and for the fiscal period covered by this filing, the audit was prepared and signed by the boston, ma office of kpmg. This process was monitored and reviewed internally by the mah audit committee.”