Chmc Cardiovascular Surgical Foundation Incorporated

“A majority of the foundation's board members are physicians who are not independent from the foundation. However, the foundation participates in an integrated delivery system with the children's hospital of boston (the hospital), which does have a community board. The foundation was organized in 1982. At that time, the board was composed entirely of physicians, a board structure that was approved by the internal revenue service. The foundation has since adjusted the board structure to make it more responsive to the hospital by adding the physicians organization (the po) as a member. See schedule o, part vi, question 3, 6, 7b and 12 for more details on the po's rights.”

“The physicians organization at children's hospital boston (the po) is a class "c" member of chmc cardiovascular surgical foundation (the foundation). The po is responsible for all third party contracting for the foundation. The po has the power to select the independent auditor and legal counsel of the foundation from an approved list of firms mutually agreed to by the po and the foundation. The po also has the right to review, but not to approve, the annual operating budget and all capital budgets of the foundation. Lastly, the po has the right to review for compliance with applicable law, the general terms of and any modification to physician compensation and benefit plans for all physician employees of the foundation. The po is considered the compensation committee of the foundation.”

“The chmc cardiovascular surgical foundation has three classes of members. The chief of the department of orthopaedic surgery (foundation) of the children's hospital in boston is a class "a" member. Each person who is a member of the foundation, other than the chief of the foundation, may become a class "b" member of the foundation, upon recommendation by the class "a" member and approval of the class "b" members. The physicians organization at chmc hospital boston is a class "c" member of children's cardiovascular surgical foundation.”

“According to the articles of organization, the chief of the department of cardiovascular surgery of children's hospital is the class "a" member of chmc cardiovascular surgical foundation, inc. (the foundation). Each person who is a member of the foundation, other than the chief of the department, is a class "b" member of the foundation. The class "a and class "b" members of the foundation elect the board of directors from nominees presented by the executive committee at their annual meeting. Each member is entitled to one vote upon any question at any meeting of the members.”

“The physicians organization at children's hospital boston (the po) is a class "c" member of children's hospital cardiovascular surgical foundation, inc. (the foundation). The po is responsible for all third party contracting for the foundation. The po has the power to select the independent auditor and legal counsel of the foundation from an approved list of firms mutually agreed to by the po and the foundation. The po also has the right to review, but not to approve, the annual operating budget and all capital budgets of the foundation. Lastly, the po has the right to review for compliance with applicable law, the general terms of and any modification to physician compensation and benefit plans for all physician employees of the foundation. The po is considered the compensation committee of the foundation. As a class "c" member of the foundation, the po attends the foundation's annual meeting and has certain voting rights. The po as a class "c" member has one of four votes.”

“The detailed review will be conducted by the president of the foundation, pedro j. Del nido, and the administrator, janet horgan. An electronic copy will be provided to the board along with a hard copy of form 990 prior to filing. The detailed review will be conducted before filing the return with the internal revenue service.”

“The physicians organization at children's hospital boston (the po) administers an annual conflict of interest disclosure process to all of its member foundations, which asks physicians (officers, top management, and highly compensated employees) and selected foundation staff to disclose potential conflicts. A disclosure statement will be circulated annually to members of the po. The po audit committee shall determine those individuals (including medical staff members) who shall be required to complete the disclosure statement. The po audit committee, at its discretion, may either 1) refer any or all statements to the board of directors, 2) appoint an ad hoc committee to review and resolve any conflicts of interest issues, or 3) review and resolve any conflicts of interest personally or through a designee(s). Any person not receiving a disclosure statement has an affirmative obligation to disclose to the po president, po general counsel, or his/her supervisor whenever he/she believes he/she has or may have a conflict of interest. Similarly, each person completing a disclosure statement has an affirmative obligation to update the statement any time circumstances change and/or he/she believes that a conflict of interest may exist. In the event a conflict of interest is found to exist, the foundation prohibits the member from voting on any matter to which the conflict relates or otherwise influence the voting on such matter.”

“All the physicians (top management, officers, and highly compensated individuals) fall under compensation guidelines determined by harvard university with limitations established for certain positions/ranks within the medical school. Annually, compensation is reviewed and reported to the hospital's board of trustees to ensure that total direct and indirect compensation does not exceed the pre-determined guidelines of harvard university. Any new indirect benefit plan requires approval by the foundation's board of directors, which then must be reviewed and permitted by the hospital. Major procedures of the approval process involve: comparing compensation data of physicians within the comparable field of medicine; indirect compensation currently being offered; and the financial stability of the foundation. The process was followed for the year ended september 30, 2016. The physicians organization at children's hospital boston (the po) is considered the compensation committee of the foundation.”

“The foundation maintains all financial statements, conflict of interest policies, and governing documents at its main office at 300 longwood avenue, fegan 3, boston, ma 02115. The documents are available upon request.”

“Change in llc interest 120,328. Other non operating gain 157,983. Pension adjustment -1,743,244.”

“The audit process has not changed from the prior year.”