Northeast Medical Group PLLC

“Part i, line 4 & part vi, line 1b number of independent voting members of the governing body the organization sought to confirm the independence of each voting member of its governing body by requesting that each such voting member respond to a questionnaire containing the pertinent instructions and definitions and designed to elicit the information necessary to determine independence. In the event that the organization does not receive a response from any such voting member, the organization reviews other information known to it regarding the voting member and makes a reasonable assessment of independence based on that information." the organization is a new york professional service limited liability company and a related organization of yale new haven health services corporation (the "parent"), an exempt organization under section 501(c)(3) of the code and the ultimate controlling entity within the organization's corporate system. The organization is also a related organization of northeast medical group, inc., an exempt organization under section 501(c)(3) of the code. The organization was organized to promote and support the charitable mission and purposes of the parent and the not-for-profit hospitals and health care providers within its corporate system (including northeast medical group, inc.) by, among other things, providing professional medical services to patients in the parent's service area in new york. Pursuant to the organization's operating agreement, the organization's members must be physicians employed by the organization or a hospital or health care provider within the parent's corporate system and the organization's managers must be members of the organization. As a result, none of the organization's voting members are independent because they are compensated as employees of northeast medical group, inc., a related organization. These individuals are members of the organization's governing body only as a function of their roles with the parent and northeast medical group, inc.”

“Business relationships between officers, directors, trustees, or key employees certain of the organization's current officers and/or trustees may serve as officers and/or directors of affiliates within the organization's corporate system or joint ventures in which the organization's corporate system has an ownership interest. The individual officers and/or trustees do not have personal financial interests in such affiliates and serve only as a function of their roles with the organization or within the organization's corporate system.”

“Two individual physicians employed by nemg, inc. Are the members of nemg, pllc.”

“The two members of nemg, pllc, who are physicians employed by nemg, have the right to elect the board of managers.”

“The form 990 tax return and attached schedules were prepared by employees of the system tax department. The return is initially reviewed by the executive director of corporate finance. Subsequently it is sent to kpmg llp for their initial review. After all comments from the above group are cleared, the return is then reviewed by the chief financial officer of the system and a final version of the return is sent back to kpmg llp for final review. Prior to filing, the return is made available to nemg's governing body.”

“Northeast medical group pllc is covered under the ynhhs conflict of interest policy approved and adopted by the system compliance committee, which has been delegated the authority to approve and adopt compliance policies on behalf of the entities in the system. The yale new haven health system conflict of interest policy and individual annual disclosure form applies to a pool of employees, board members and non-board members serving on board committees. These "covered individuals" are required to complete a conflict of interest disclosure statement, upon beginning employment or otherwise becoming a covered individual and annually thereafter. Covered individuals are also required to immediately report material changes to their most recently completed disclosure statement. These disclosure statements and reports are reviewed by the office of privacy and corporate compliance and/or the legal and risk services department to ensure compliance with the conflict of interest policy. If a potential conflict arises, the president of the hospital would consult with the board chairperson and the legal and risk services department and take any actions that she deems required or appropriate to manage or resolve a potential conflict of interest. For example, a voting board or committee member would be required to recuse himself or herself from voting on matters related to the potential conflict and the potential conflict would be disclosed to other voting members. Form 990, part vi, section b, lines 13 & 14: northeast medical group pllc is covered under the ynhhs document retention and whistleblower policies approved and adopted by the system compliance committee, which has been delegated the authority to approve and adopt compliance policies on behalf of the entities in the system.”

“Compensation process for top officials: the top official of nemg pllc is employed by nemg inc. Nemg inc.'s compensation is established by the ynhhsc compensation committee. Ynhhsc compensation committee strives to take the steps necessary to qualify for the "rebuttable presumption of reasonableness" under federal tax law. The compensation committee is responsible for (1) determining the overall total compensation strategy for their respective corporate officers, (2) approving all compensation and benefits decisions for respective corporate officers, and (3) reporting such actions to the full northeast medical group and ynhhs boards on an annual basis. In addition, the compensation committee expressly determines the reasonableness of total compensation and benefits for all corporate officers, and assures that all officer compensation decisions are made after thorough consideration of and comparison to the market practices of other similarly situated not-for-profit healthcare executives in comparable organizations. The compensation committee consists of board members who do not have material financial interests that could be affected by the officer compensation decisions made by the committee. The comparability data used to assist the compensation committee in their compensation deliberations are compiled by an independent, national compensation consulting firm that is retained by and reports directly to the compensation committee. The data collected by the consultant consists of market information for executives in functionally similar positions in similarly situated not-for-profit healthcare organizations. The deliberations and decisions of the compensation committee are contemporaneously documented, reviewed and approved by the compensation committee, and provided to the boards of ynhhs and the organization. Compensation process for officers: the officer of nemg pllc is employed by nemg inc. As a physician employed by nemg, the compensation review is performed by the nemg physician compensation committee, which reports to the nemg board. Overall, nemg inc.'s compensation is established by the ynhhsc compensation committee. Ynhhsc compensation committee strives to take the steps necessary to qualify for the "rebuttable presumption of reasonableness" under federal tax law. The compensation committee is responsible for (1) determining the overall total compensation strategy for all their respective corporate officers, (2) approving all compensation and benefits decisions for corporate officers, and (3) reporting such actions to the full organization and ynhhs board on an annual basis, as applicable. In addition, the executive compensation committees, as applicable, expressly determine the reasonableness of total compensation and benefits for all corporate officers, and assures that all officer compensation decisions are made after thorough consideration of and comparison to the market practices of other similarly situated not-for-profit healthcare executives in comparable organizations. The executive compensation committees consist of board members who do not have material financial interests that could be affected by the officer compensation decisions made by the committees. The comparability data used to assist the executive compensation committees in their compensation deliberations are compiled by an independent, national compensation consulting firm that is retained by and reports directly to the executive compensation committees. The data collected by the consultant consists of market information for executives in functionally similar positions in similarly situated not-for-profit healthcare organizations. The deliberations and decisions of the executive compensation committees are contemporaneously documented, reviewed and approved by the executive compensation committees, and provided to the boards of ynhhs and/or the organization, as applicable.”

“Copies of all documents are available to the public upon request.”

“Transfers from northeast medical group inc. 3,489,984.”