Middlesex Hospital

“The sole member of the hospital is middlesex health system, inc.”

“The sole member, middlesex health system, inc. Has the right to annually elect the board of directors of the hospital.”

“The sole member, middlesex health system, inc., has all rights conferred by law, the certificate of incorporation and middlesex hospital by-laws, by vote of its board of directors, its president, or by or through any other person(s) designated by its board of directors in its behalf.”

“A draft copy of the form 990 is provided to each board member for their review and changes from prior year are highlighted. Any questions or comments they have are presented to executive management. A complete copy of the final form 990 is provided to all members of the board prior to filing.”

“Conflict of interest forms are distributed annually to key employees, officers, and the board of directors. Responses are returned to, tracked, and reviewed by the system compliance officer. Material conflicts are reported to the audit committee for review and determination. In addition to completing the annual conflict of interest form, board members must immediately disclose any interest and all material facts to the board of directors, as they occur. The board then reviews the facts and makes the determination as to whether a significant conflict of interest exists. If so, the board follows disabling guidelines to determine if the board member should be asked to resign or be removed.”

“Executive team compensation is reviewed annually by the executive compensation committee of the board. The committee has a charter and a policy statement setting forth a process and certain guidelines for determining compensation. Executives receive a base salary and have the opportunity for incentive compensation within a range set by the policy. Following the close of each fiscal year, the committee receives a market analysis from independent consultants regarding compensation at peer groups of comparable hospitals and health systems. Positions within the the executive team are compared to benchmark positions within this market data and their compensation is compared to the data both with respect to cash compensation and total compensation including fringe benefits. The ceo recommends the incentive awards and base salary adjustments to the compensation of the executives who report to him, and the committee reviews those recommendations, approves or modifies them, and also determines any incentive award and base salary adjustment for the ceo. The consultants provide a written opinion annually confirming that the compensation of the executives, as adjusted by this process, is "reasonable" within applicable irs guidelines. Key employee compensation is set following the guidelines set forth in the hospital compensation policy. The objective of this policy is to pay employees based upon hospital need, the proper external labor market and performance. The last compensation review occurred 12/2021.”

“Middlesex hospital maintains a quality and compliance section on its website, middlesexhospital.org. The hospital posts the most current audited financial statements and form 990 with those of other affiliates as they become available, as well as statements and forms from at least two previous fiscal years. The hospital's conflict of interest policy is also posted on the website in the vendors and suppliers section. In addition, the organization's form 990 is available at www.guidestar.org and upon request.”

“Middlesex hospital is an acute care general hospital serving the residents of middlesex county and various surrounding communities providing selected high-quality inpatient and outpatient health services. The hospital maintains formal relationships with specialized providers to assure coordination of care when services are not locally available. An integral part of the core programs, spanning their traditional diagnostic and treatment services, are the scores of special programs offered to the communities served, many of which focus on the disadvantaged and underserved, those special populations such as minorities, older persons, persons living in poverty with disabilities, chronically mentally ill persons, and other disenfranchised persons. Many other special programs with a focus to reach out to all members of the community regardless of economic condition or social status respond to public health needs and involve education or research that improves overall community health. All of these special programs are offered free of charge or offered at a rate that is considerably less than the cost of providing them.”

“Transfer (to) / from middlesex health services, inc. 420,158. Transfer (to) / from middlesex health system, inc. -626,124. Transfer (to) / from mhs primary care -14,556,705. Transfer (to) / from resources 1,147,383. Change in assets held in trust -919,000. Change in temp restricted net assets -1,208,000.”

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

“Middlesex hospital does not have a separate audit performed under the single audit act and omb circular a-133. Middlesex hospital is included in the a-133 audit performed for middlesex health system for purposes of the a-133 audit. The relevant activities and expenditures of middlesex hospital are reviewed and the results are included in the single a-133 audit report for middlesex health system.”