Butler Hospital

“The organization is an affiliate within care new england health system and affiliates; a tax-exempt integrated healthcare delivery system ("system"). The organization's form 990 reflects one top five independent contractor for services and reports that no forms 1099 were filed with the internal revenue service ("irs"). Care new england health system, a related internal revenue code section 501(c)(3) tax-exempt organization pays all outstanding accounts payable invoices on behalf of this organization. In conjunction with this service, care new england health system also prepares and issues forms 1099 to these vendors receiving payments where applicable and files these forms 1099 with the irs. Care new england health system allocates these payments to the organization via an intercompany account.”

“The organization is an affiliate within care new england health system and affiliates; a tax-exempt integrated healthcare delivery system ("system"). Care new england health system ("cne") is an internal revenue code section 501(c)(3) tax-exempt organization and serves as the parent organization of the system. As the parent organization of the system cne provides various corporate related services for the benefit of various system entities; including this organization. These corporate services, include, but are not limited to, executive, legal and risk management, compliance and governance, human resources and finance. Cne allocates a percentage of its total corporate related services costs to various system entities, including this organization, as reimbursement for these corporate related services. The reimbursement to cne is reflected as an expense for these organizations. The organization engages sodexho management, inc. To be an agent of the organization and delegates control to sodexho in the management of daily operations of its food and nutrition department. The sodexho management employee functions and is recognized as a department manager who performs in accordance with the organization's department management practices and in accordance with its written policies and procedures. The position reports to an officer/key employee of the organization.”

“Care new england health system ("cne") is the sole member of this organization. Cne has the ultimate authority to elect the members of this organization's board of directors and has certain reserved powers as defined in this organization's bylaws.”

“The organization is an affiliate within care new england health system and affiliates ("system"); a tax-exempt integrated healthcare delivery system. Care new england health system is the tax-exempt parent entity of the system. The organization's federal form 990 was provided to each voting member of its governing body (its board of directors) prior to the filing with the internal revenue service ("irs"). The care new england health system board of directors has delegated to the finance committee the responsibility to oversee and coordinate the federal form 990 preparation, review and filing process for the tax-exempt affiliates of the system. As part of the organization's federal form 990 tax return preparation process the organization hired a professional certified public accounting ("cpa") firm with experience and expertise in both healthcare and not-for-profit tax return preparation to prepare the federal form 990. The cpa firm's tax professionals worked closely with the organization's finance department leadership ("internal working group") to obtain the information needed in order to prepare a complete and accurate tax return. The cpa firm prepared a draft federal form 990 and furnished it to the organization's internal working group for their review. The organization's internal working group reviewed the draft federal form 990 and discussed questions and comments with the cpa firm. Revisions were made to the draft federal form 990 where necessary and a final draft was furnished by the cpa firm to the organization's internal working group for final review and approval. Thereafter, the final federal form 990 was provided to each voting member of the organization's governing body prior to the filing with the irs.”

“The organization has a written conflict of interest policy with which it regularly monitors and enforces compliance. The policy requires that a conflict of interest disclosure form consistent with best governance practices and internal revenue service guidelines be circulated to officers, directors, and key employees annually. If an individual discloses an interest that could give rise to a conflict, the individual's potential conflict is referred to the board of directors, which evaluates the conflict and its potential impact on the individual's participation on the board or on certain issues that may come before the board. After consultation with the organization's general counsel, the board will take any necessary mitigating action, if appropriate and necessary, to address any such conflict in a manner consistent with the organization's conflict of interest policy.”

“The board of directors of care new england health system ("cne") has a committee of directors known as the cne compensation committee ("the committee"). The committee is responsible for discharging the board's responsibilities regarding the total compensation program for executives and key physicians in conjunction with the butler hospital president and chief operating officer. The committee at all times conducts itself free from executive management in its decision making process except with respect to decisions relating to the president and chief operating officer which are made in conjunction with the care new england health system chief executive officer. The actions taken by the committee enable this organization to receive the rebuttable presumption of reasonableness for purposes of internal revenue code section 4958 with respect to the total compensation of certain members of butler hospital senior management team, including, but not limited to, the butler hospital president/chief operating officer and chief financial officer. The three factors which must be satisfied in order to receive the rebuttable presumption of reasonableness are the following: 1. The compensation arrangement is approved in advance by an "authorized body" of the applicable tax-exempt organization which is composed entirely of individuals who do not have a "conflict of interest" with respect to the compensation arrangement; 2. The authorized body obtained and relied upon "appropriate data as to comparability" prior to making its determination; and 3. The authorized body "adequately documented the basis for its determination" concurrently with making that determination. The committee is comprised of members of the board of directors; each of whom are independent and are free from any conflicts of interest. The committee relied upon appropriate comparable data; specifically the committee obtained a written compensation study from an independent firm which specializes in the reviewing of hospital and healthcare system executive compensation and benefits throughout the united states. This study used comparable geographic and demographic market data including but not limited to similarly sized healthcare systems and hospitals, # of licensed beds and net patient service revenue. The committee adequately documented its basis for its determination through the timely preparation of written minutes of the compensation committee meetings during which the executive compensation and benefits was reviewed and subsequently approved. The actions outlined above with respect to the committee and the establishment of the rebuttable presumption of reasonableness applies to certain senior management personnel, including, but not limited to, the president/chief operating officer and chief financial officer. The compensation and benefits of certain other individuals contained in this form 990 are reviewed annually by the cne compensation committee. In addition, the compensation and benefits of certain other individuals contained in this form 990 are reviewed annually by the butler hospital president/chief operating officer with assistance from the organization's human resources department in conjunction with the individual's job performance during the year and is based upon other objective factors designed to ensure that reasonable and fair market value compensation is paid by the organization. Other objective factors include market survey data for comparable positions, individual goals and objectives, personnel reviews, evaluations, self-evaluations and performance feedback meetings.”

“The organization has been allocated a portion of tax-exempt bonds (through its tax-exempt parent care new england health system) to finance various capital improvement projects, renovations and equipment. The organization has reflected this amount as a due to affiliate liability on its balance sheet. In conjunction with the issuance of these tax-exempt bonds, the system's financial statements were included with the tax-exempt bond prospectus which was made available to the general public for review. In addition, the organization's filed certificate of incorporation and any amendments can be obtained and reviewed through the state of rhode island secretary of state.”

“Core form, part vii and schedule j reflect certain board members and officers receiving compensation and benefits from this organization or a related organization. Please note this remuneration was for services rendered as full-time or part-time employees or independent contractors of the organization or a related organization and not for services rendered as a voting member or officer of this organization's board of directors.”

“The organization is an affiliate within care new england health system and affiliates ("system"); a tax-exempt integrated healthcare delivery system. The system includes both for-profit and not for-profit organizations. Certain board of director members, officers and/or directors listed on core form, part vii and schedule j of this form 990 may hold similar positions with both this organization and other affiliates within the system. The hours shown on this form 990 for board members who receive no compensation for services rendered in a non-board capacity, represent the estimated hours devoted per week for this organization. To the extent these individuals serve as a member of the board of directors of other related organizations in the system, their respective hours per week per organization are approximately the same as reflected on core form, part vii of this form 990. The hours reflected on core form, part vii of this form 990, for board members who receive compensation for services rendered in a non-board capacity, paid officers and key employees, reflect total hours worked per week on behalf of the system; not solely this organization.”

“Butler hospital ("butler") is a non-profit psychiatric and addictions hospital. Butler is recognized by the irs as an internal revenue code section 501(c)(3) tax-exempt organization. Pursuant to its charitable purposes, butler provides medically necessary healthcare services to all individuals in a non-discriminatory manner regardless of age, sex, race, color, religion, national origin, ethnicity, culture, language, disability, marital status, education, sexual orientation, gender identity or expression, income, or ability to pay bill. Moreover, butler operates consistently with the following criteria outlined in irs revenue ruling 69-545: 1. Butler provides medically necessary healthcare services to all individuals regardless of ability to pay, including charity care, self- pay, medicare and medicaid patients; 2. Butler operates an active emergency room for all persons; which is open 24 hours a day, 7 days a week, 365 days per year; 3. Butler maintains an open medical staff, with privileges available to all qualified physicians; 4. Control of butler rests with the board of directors of care new england health system and is comprised of independent civic leaders and other prominent members of the community; and 5. Surplus funds are used to improve the quality of patient care, expand and renovate facilities and advance medical care; programs and activities. The operations of butler, as shown through the factors outlined above and other information contained herein, clearly demonstrate that the hospital provides substantial community benefit and that the use and control of butler is for the benefit of the public and that no part of the income or net earnings of the organization inures to the benefit of any private individual nor is any private interest being served other than incidentally. History ======= butler is an affiliate within the care new england health system ("care new england"). Care new england health system is the tax-exempt parent of the health system. This tax-exempt integrated healthcare delivery system consists of a group of affiliated healthcare organizations. Founded in 1844, butler is rhode island's only private, non-profit psychiatric and addictions hospital for adults, adolescents, and seniors. Butler is affiliated with the warren alpert medical school of brown university and is the flagship hospital for its department of psychiatry, which has been recognized by its peers as one of the top ten in the united states. A national leader in the development of acute psychiatric and substance abuse treatment, butler is involved in a variety of research efforts which has earned it a national reputation as a major teaching and research facility. Care new england health system was formed in february 1996 by founding members butler hospital, kent county memorial hospital and women & infants hospital of rhode island. These three hospitals are all internal revenue code section 501(c)(3) tax-exempt organizations. In june 1999, kent county visiting nurse association became a member of the care new england family, and later that year announced its name change to vna of care new england. In 2000, healthtouch, inc., a private duty nursing service, joined the division. As of september 3, 2013, southeastern healthcare system, inc. ("shs"), an internal revenue code section 501(c)(3) tax-exempt organization located in rhode island and southeastern massachusetts, became a subsidiary of care new england health system ("cne"); an internal revenue code section 501(c)(3) tax-exempt organization and the parent entity of a rhode island based tax-exempt integrated healthcare delivery system. Cne became the parent organization and sole member of shs as a result of this acquisition. Cne and shs believe that the acquisition will greatly improve comprehensive healthcare services. The care new england health system was founded on the vision that we can build a better system of healthcare for the people and communities of southeastern new en”

“Values ====== at butler, we put the patient and their families at the center of all we do. In our day-to-day interactions with patients and each other, our actions and decisions are guided by the following core values: - accountability, - caring, and - teamwork. Overview ======== butler is the only adolescent, adult and geriatric psychiatric treatment hospital serving rhode island and southeastern new england. It provides assessment and treatment for all major psychiatric illnesses and substance use disorders. Butler's inpatient program has seven treatment units with specialty programs for adolescents, young adults and seniors, people with substance use problems, and patients needing intensive care. Butler's partial hospital day program has separate programs for psychiatric disorders and substance use disorders, including an ambulatory detoxification program. The hosptial's neurology department provides outpatient care in its memory and aging program and its movement disorders program. Butler is a member of the care new england health system and is a major teaching affiliate of the warren alpert medical school of brown university. It is the flagship hospital for brown's department of psychiatry which has been recognized as one of the top ten in the united states. It is also a training facility for residents, medical students, interns, and students in adult psychiatry and psychology at brown university as well as nursing, pharmacy, social work and occupational therapy students and interns from other colleges and universities in the region and across the country. A nationally and internationally recognized research center, butler leads cutting-edge research initiatives which include studies in depression, obsessive compulsive disorder, alzheimer's disease and other memory disorders, movement disorders, anxiety, caregiver stress, substance abuse and family violence, risk-taking behaviors, and smoking cessation. Butler employs approximately 900 full-time and part-time clinical and non-clinical staff. More than 145 volunteers assist the staff in nearly all areas of the hospital. As a regional center in psychiatry, butler provides services to people dealing with a wide range of psychiatric and substance use problems including but not limited to: - depression - bipolar disorder - suicidal behavior - substance use disorders - psychotic disorders - obsessive compulsive disorder - movement disorders - memory disorders - alzheimer's disease - anxiety disorders comprehensive services ====================== butler provides comprehensive psychiatric evaluations and treatment in these primary settings: patient assessment services - 24-hour evaluations and assessments for people with psychiatric illnesses, such as major depression, anxiety, or addiction disorders. Inpatient care - provides 24-hour treatment for major psychiatric illnesses including depression, manic-depressive illness, psychotic disorders and substance abuse detoxification. The hospital also provides specialized programs for adolescents, seniors affected by alzheimer's disease, memory loss and other problems associated with aging. Partial hospital programs - combines hospital treatment with a patient's life at home and in the community. The partial hospital has specialized services including abused women, young adult and adult psychiatric illnesses and behavioral problems, and adult substance abuse. Outpatient services - the hospital provides specialized services through its memory and aging program and movement disorders program as well as intensive outpatient services for obessive-compulsive and anxiety disorders. Community service ================= the hospital supports the following organizations in a variety of ways including community education and awareness programs, providing meeting and conference and office space, and participation on various boards and committees working to improve the mental health status of people and families. Alcoholics anonymous alpert school”

“James e. Fanale, m.d. Is a former officer/voting member of this organization's governing body. Dr. Fanale was not involved with this organization in any other capacity; he provided no services to or for this organization and was not involved in the management of this organization. Dr. Fanale served as the president and chief executive officer of care new england health system. Accordingly, his common law employer/employee relationship was with care new england health system (ein: 05-0490997). Care new england health system filed a 2023 form 4720 which included a remittance of excise tax related to dr. Fanale's compensation in excess of $1m. Michael e. Wagner, m.d. Serves as a member of the organization's board of directors; an uncompensated position. Dr. Wagner is employed by a related organization. Accordingly, his common law employer/employee relationship was with care new england health system (ein: 05-0490997). Care new england health system filed a 2023 form 4720 which included a remittance of excise tax related to dr. Wagner's compensation in excess of $1m.”

“The organization is an affiliate within care new england health system and affiliates; a tax-exempt integrated healthcare delivery system ("system"). The system has a number of outstanding long-term obligated group debt liabilities, including the following bond issuances: - rhode island health and educational building corporation bonds series 2016b. The bonds outlined above and various other long-term borrowings are allocated by care new england health system; the tax-exempt parent of the system, to the following system member hospitals and certain other affiliates. The balance sheet of these respective member hospitals and certain other affiliates reflects a obligated group liability. Accordingly, this care new england health system obligated group liability is reflected on the balance sheet of the following subsidiary organizations: - butler hospital, ein: 05-0258812 - kent county memorial hospital, ein: 05-0258896 - shs ventures, inc., ein: 05-0510341 - the memorial hospital, ein: 05-0259004 - the providence center, inc., ein: 05-0316969 - vna of care new england, ein: 05-0242659 - women and infants corporation, ein: 02-2885807 - women & infants hospital of rhode island, ein: 05-0258937 schedule k was prepared on a consolidated basis and is included in the form 990 of care new england health system, ein: 05-0490997.”

“Other changes in fund balance include: - pension and postretirement adjustment - ($1,543,159); - net assets released from restrictions used for purchase of pp&e - $9,506,607; - net assets released from restrictions - $601,217; and - other changes in net assets with donor restrictions - ($8,379,907).”

“The organization is an affiliate within care new england health system and affiliates; a tax-exempt integrated healthcare delivery system ("system"). The system's parent entity is care new england health system. An independent cpa firm audited the consolidated financial statements of care new england health system and all entities within the system for the years ended september 30, 2024 and september 30, 2023; respectively. An unmodified opinion was issued each year by the independent cpa firm. Care new england health system's audit committee assumes responsibility for oversight of the audit of the system's consolidated financial statements and the selection of an independent auditor.”

“The organization is an affiliate within care new england health system and affiliates; a tax-exempt integrated healthcare delivery system ("system"). The system engaged an independent accounting firm to prepare and issue a system wide consolidated audit under the single audit act and omb circular a-133 audit.”