Sturdy Memorial Foundation Inc

“Form 990, part iii, line 1 sturdy memorial foundation, inc. Was organized to support the advancement of the knowledge, practice, education, and research of medicine, surgery, nursing and all other subjects relating to the care, treatment and healing of humans. With the goal of improving the health and welfare of all persons, and sponsoring, developing and promoting services and programs which are charitable, scientific or educational; and which address the physical and mental needs of the community at large. This corporation shall operate exclusively for the benefit of sturdy memorial hospital, inc. And its affiliated organizations, in the conduct of their charitable, educational and scientific functions. In order to fulfill its health care mission in the twelve communities that it serves, the foundation solicits funds from a wide variety of resources. During the past twenty five years, the foundation has spent over $ 12.7 million to purchase land, build, and maintain eight new medical centers in the towns of foxboro, norton, north attleboro, rehoboth, and in the city of attleboro. The foundation has also provided $26,100,000 over the past 34 years to the sturdy memorial associates to fund the start-up costs for the now existing fifty-nine physician group practice. The physician group practice was developed to meet the need for primary care services in our service area.”

“Form 990, part v, line 2a sturdy memorial hospital is the common paymaster for sturdy memorial foundation. Form w-3 is filed under sturdy memorial hospital's employee identification number, therefore the foundation does not file a w-3. The total number of sturdy memorial foundation employees is 1, which is listed on line 2.”

“Form 990, part v, line 2b sturdy memorial hospital, inc. Is the common paymaster for sturdy memorial foundation, inc. And files all required federal employment forms.”

“Form 990, part vi, section a, line 1a the by-laws of sturdy memorial foundation state that "the executive committee shall have the power to transact all regular business of the corporation during the interim between the meetings of the board of directors except for such matters as are specified in section 55 of the (massachusetts) general laws, chapter 156b." the executive committee consists only of members of the board of directors of sturdy memorial foundation, inc.”

“Form 990, part vi, section a, line 2 dennis kelly, edward dion, and patricia cochrane have a business relationship.”

“Form 990, part vi, section a, line 6 and 7a the foundation members are eligible to attend all meetings of the corporation and to hold office. New members are elected to membership by the existing members for 3 year terms. Members also vote for a president, treasurer, and a clerk for one year terms.”

“Form 990, part vi, section b, line 11b the form 990 is prepared by sturdy memorial's tax providers, grant thornton llp, using information provided by management upon completion of the annual independent audit. The information provided is the responsibility of the cfo and the sturdy fiscal services department. The return is reviewed by grant thornton llp, the controller and cfo, and compensation and benefit sections are specifically reviewed by the vice president of human resources for sturdy memorial hospital, inc. The form 990 is then presented to the audit committee for review and recommendation of approval. Prior to filing the form 990 with the internal revenue service, the complete form and all schedules are provided to every board member and any questions are answered.”

“Form 990, part vi, section b, line 12c sturdy memorial foundation, inc. Is the parent of sturdy memorial hospital, inc. And follows the hospital's conflict of interest policy. Under the direction of the integrity officer, all senior leaderships, managers and supervisors as well as anyone with purchasing authority must complete and sign an annual conflict of interest disclosure statement. The statement requires disclosure of any outside interests in any business, outside activity, gifts, or entertainment that may have influenced the employee. In addition, the employee must disclose if they have shared any hospital information for their own personal advantage or if they had any knowledge of any integrity or ethical issues not previously reported. These signed statements are reviewed by the integrity officer and any potential conflicts are addressed and resolved. The integrity officer discusses disclosed potential conflicts with employee and or officer of the hospital, so that they understand what constitutes an inappropriate business activity. Any gifts received that create a conflict or are in violation of the conflict of interest policy must be returned. For any individuals with documented conflicts must abstain from any decision making specific to the identified area. An annual report is prepared and provided to the president and ceo as well as board of managers; this comprehensive report includes all integrity compliance issues as well as any newly identified conflicts of interest. Article v, section 12 of the hospital by-laws requires board members to disclose any potential conflict. Board members, officers and key employees must attest in writing each year, to any potential conflict. The conflict of interest statements are reviewed by the president and chief financial officer and any potential conflicts are resolved.”

“Form 990, part vi, section b, line 15a the ceo and senior managers, as well as all other hospital employees, are compensated on a merit system. The ceo and senior managers prepare goals at the start of each fiscal year and are evaluated for merit increases based on those goals and their accomplishments relative to the goals. The ceo's evaluation extends to his responsibilities as the chief executive of sturdy memorial foundation as well as his responsibilities at the remaining affiliated corporations. The ceos compensation is shared by the hospital and foundation as his responsibilities extend to both corporations. The ceo's accomplishments (relative to the established goals) are documented in an annual report which is submitted to the chairman of the board of managers. The board chairman is provided with comparative market data, obtained through compensation surveys prepared by an independent consultant specializing in such matters. The comparative data is for similar hospitals in massachusetts and is sent directly from the independent consultant to the board chairman. The data includes comprehensive salary and benefits information for ceos and senior managers (key employees) including comparison of base pay, incentive pay, benefits and total compensation. In addition, the chairman is provided with performance information for massachusetts hospitals obtained through the center for health information and analysis. The vice president of human resources provides the chairman with the ceo's current actual salary and benefits. The chairman of the board of managers provides the above information along with the annual report of the ceo's accomplishments (relative to established goals) and a history of the ceo's compensation to the executive committee, which serves as the compensation committee for this purpose. The executive committee reviews the comparative data for ceo base salary, bonus (incentive) and total compensation, along with the survey data for benefits. Based on the goals achieved and the comparative data provided, the executive committee votes to approve the salary, bonus, and benefits of the ceo. A summary of the discussion and the decision of the executive committee are reflected in the meeting minutes. The chairman of the board of managers communicates the decision regarding compensation changes in a letter to the vice president of human resources to execute the change. The ceo uses comparative market data, obtained from an independent consultant, for the hospital senior managers (key employees). The ceo compares the senior managers' current base salary and bonus (incentive pay) to the survey data. The senior managers' performance is evaluated based on the goals established at the start of the year. The ceo determines the base pay amount and bonus for each senior manager based on performance and the compensation survey. Base salary and bonus payments for each senior manager, including survey information, are reviewed with the executive committee by the ceo. The executive committee votes to accept the recommendations of the ceo except for the cfo, the executive committee votes to approve the cfo's compensation.”

“Form 990, part vi, section c, line 19 sturdy memorial foundation, inc. Makes available copies of its by-laws, the conflict of interest policy of sturdy memorial hospital, inc., and financial statements to the general public upon request.”

“PART XI, Line 9 Intercompany receivable forgiveness $(26,100,000) net assets released from restrictions $(358,062) Total $26,458,062”