Addison Gilbert Society Inc.

“For the period covered by this filing, beth israel lahey health, inc. Served as the sole member of beth israel deaconess medical center, inc. (bidmc), mount auburn hospital (mah), new england baptist hospital (nebh), beth israel deaconess hospital milton, inc. (milton), beth israel deaconess hospital needham, inc. (needham), beth israel deaconess hospital plymouth, inc. (plymouth), lahey health shared services, lahey clinic foundation, winchester hospital (winchester), northeast hospital corporation (nhc), northeast behavioral corporation (nbc), and anna jaques hospital. The lahey clinic foundation in turn serves as sole member to lahey clinic inc, and lahey clinic hospital dba lahey hospital and medical center (lhmc). Additional entities listed here may also in turn serve as member to other network affiliates. Two or more of the persons listed in this form 990 part vii have a business relationship with each other by virtue of sitting on one or more boards of directors/trustees or by serving in an employment relationship with one or more entities within the network of affiliated organizations. Additional detail is provided in the explanatory notes to this form 990 schedule j.”

“Addison gilbert society, inc. Made changes to its bylaws during the fiscal period ended september 30, 2019 as part of the creation of the beth israel lahey health (bilh), an integrated health care system providing patient care informed by world-class research and education. Beth israel lahey health, inc. Became the sole member of addison gilbert society, inc.s member. Changes to the bylaws affect: - frequency of meetings - minimum & maximum number of trustees - ex-officio trustees - appointment, reappointment and removal of trustees - committees - officers - terms and term limits”

“Effective march 1, 2019, beth israel lahey health, inc. (bilh) is the sole member of lahey health shared service, the member of addison gilbert society, inc..”

“The member has the authority to elect some of the governing body.”

“The member of addison gilbert society, inc. Has the following rights, as designated in addison gilbert society, inc.'s bylaws: subject to the provisions of the articles of organization and these bylaws, the member shall have the right to exercise all powers, both positive and negative, conferred by massachusetts general laws ("m.g.l.") chapter 180, as amended, on members of corporations organized under m.g.l. Chapter 180. In addition, except as are expressly granted to the board of trustees of the corporation ("board") in these bylaws, the member shall have the right to exercise all powers, positive and negative, conferred by m.g.l. Chapter 180 on boards of corporations organized under m.g.l. Chapter 180. The powers and responsibilities of the board include the following: (a) providing recommendations to the member regarding (i) the establishment of the corporation's policies, (ii) community service planning in a manner responsive to local community needs; (b) ensuring compliance with all licensure and accreditation requirements, if applicable; and (c) providing oversight for institutional planning, making recommendations for new clinical services, and participating in an annual review of the corporation's strategic and financial plan and goals. Except as otherwise provided in these bylaws, the board shall act in an advisory capacity and consistent therewith shall have only the following powers: (a) powers expressly granted by the member from time to time; and (b) power to exercise its authority as a member of other corporations. The powers of the board shall be subject to the reserved powers of the member set forth above. Notwithstanding clause (b) above, the power of the corporation to exercise its authority as a member of another corporation shall be subject to the following limitations: (x) all statutory powers that reside in the corporation as a member of another corporation under massachusetts law may be exercised by the corporation only at the express and explicit direction of, and with the approval of, the system member; (y) all statutory powers that reside in the corporation as a member of another corporation under massachusetts law may be exercised directly by the system member after consultation with the chair but otherwise without the approval or participation of the corporation; and (z) other than statutory powers, the corporation shall have only those powers and authorities over and with respect to the corporations of which it is a member as are expressly and explicitly delegated or directed to the corporation by action of the system member's board.”

“As noted in various disclosures throughout this filing, effective march 1, 2019, beth israel lahey health, inc. (bilh) became the sole member of lahey health share services, which is the sole member of addison gilbert society, inc.. This form 990 is reviewed by the vp of finance of northeast hospital corporation, the tax director of bilh and deloitte tax, llp. A copy of the complete return is then provided to each member of the addison gilbert society, inc. Board prior to submission to the internal revenue service.”

“Addison gilbert society, inc. Has a written, comprehensive conflict of interest policy. Pursuant to that policy, all officers, trustees, managers and key employees are asked to complete an annual conflict of interest form which is designed to require disclosure of any business relationships maintained by these individuals and/or their family members and which may result in a conflict of interest. Lahey health shared services (lhss), an affiliate of addison gilbert society, inc., is an entity exempt from income tax under section 501(c)(3) of the internal revenue code of 1986, as amended and provides administrative and centralized operational support to its affiliates. The lhss compliance department administers the annual conflict of interest questionnaire and disclosure process on behalf of its affiliates. All positive responses are reviewed and evaluated by a compliance team member for determination of any potential or actual conflict. Any activity that requires further review is carefully evaluated. Additional documentation may be requested and/or a management plan developed depending on the nature and type of potential conflict. At times, a particular arrangement may be reviewed by legal and/or reviewed by a committee or other authorized leadership body. Pursuant to the conflict of interest policy, certain activities which could create conflicts of interest are prohibited while other types of relationships are permitted, subject to compliance with a management plan that may require disclosure and recusal, as well as appropriate documentation. Additionally, as previously noted in this filing, effective march 1, 2019, beth israel lahey health (bilh) became the sole member of lhss and addison gilbert society, inc.'s sole member, or if not as direct sole member, indirectly as the member in its capacity as parent of the bilh system. In addition to the conflict of interest process outlined above, the bilh tax department issued a tax questionnaire to all current and former members of the addison gilbert society, inc. Board of trustees, officers and key employees. The tax questionnaire process was designed to gather the information necessary for addison gilbert society, inc. To completely and accurately process and complete form 990 schedule l, transactions with interested persons and form 990, part vi, question 2, family and business relationships between officers, directors/trustees and key employees.”

“Addison gilbert society, inc.'s governing documents, conflict of interest policy and financial statements are available to the general public upon request at the following location: beth israel lahey health tax department 109 brookline avenue, suite 300 boston, ma 02215”

“Cultivating on going donor support for the operations of addison gilbert hospital (agh or hospital). Since its creation, the ags has been an important vehicle for charitable giving to support the hospital and the community has responded positively through increased philanthropic investment in agh. Since the creation of the addison gilbert society, annual philanthropic donations to support addison gilbert hospital have more than doubled. Funds raised by the addison gilbert society support agh's general operations, capital needs and critical programs, all in furtherance of both the society's and the hospital's missions. On march 1, 2019, lahey health system including the lahey clinic and lahey clinic hospital d/b/a lahey hospital and medical center, winchester hospital, northeast hospital corporation d/b/a beverly hospital, addison gilbert hospital and bayridge hospital, the beth israel deaconess system including beth israel deaconess medical center, beth israel deaconess milton, beth israel deaconess needham and beth israel deaconess plymouth, mount auburn hospital, new england baptist hospital, anna jaques hospital as well as entities for which these listed organizations serve as sole member and additional affiliates came together to form beth israel lahey health (bilh). Prior to march 1, 2019, the addison gilbert society was a member of the lahey health system. Bilh is an integrated health care system committed to expanding access to extraordinary patient care across eastern massachusetts and advancing the science and practice of medicine through groundbreaking research and education. The bilh system is comprised of academic and teaching hospitals, a premier orthopedics hospital, primary care and specialty care providers, ambulatory surgery centers, urgent care centers, community hospitals, homecare services, outpatient behavioral health centers, addiction treatment programs. Bilh's community of clinicians, caregivers and staff includes approximately 4,000 physicians and 35,000 employees.”

“As noted previously in this filing, the addison gilbert society (ags), in furtherance of its exempt purposes, engages in donor cultivation, solicitation and stewardship to support addison gilbert hospital (agh). Addison gilbert hospital is an award winning community hospital located in gloucester, ma, northeast of boston and is one of three hospitals operated as part of the northeast hospital corporation, an entity exempt from income tax under section 501(c)(3) of the internal revenue code of 1986, as amended.. The hospital was founded in 1889 and provides state-of-the-art inpatient, outpatient and emergency care to residents of the cape ann community, including the city of gloucester and towns of essex, manchester-by-the-sea, and rockport. The largest inpatient and outpatient program services of the hospital include acute and intensive adult inpatient care, cancer care, cardiology, pulmonary, geriatric services (senior adult unit and the center for healthy aging), endocrine, pain management, outpatient sleep, wound care and behavioral health services (including substance abuse care). Through the addison gilbert society, agh supporters are encouraged to renew their support each year to create a reliable stream of contributed income to support the hospital's greatest needs including special programs and capital priorities. Ags operates multiple special events and other activities throughout the year including the annual lights of love celebration which has reliably raised $50,000 annually for hospital cancer services and the summer soiree which, for the period covered by this filing raised over $25,000 to benefit the hospital's senior adult unit expansion. During the fiscal year covered by this filing, ags provided more than $340,000 of support to addison gilbert hospital for its operating and capital needs.”

“The boston, ma office of kpmg issued an unqualified opinion on the consolidated audited financial statements of the beth israel lahey health, inc. And affiliates for fiscal period ended september 30, 2019. These statements were prepared in accordance with generally accepted accounting principles (gaap) and included the accounts of the beth israel lahey health, inc. (bilh), and the entities for which beth israel lahey health, inc. (bilh) served as sole member during the fiscal period covered by this filing, (beth israel deaconess medical center (bidmc), mount auburn hospital (mah), new england baptist hospital (nebh), beth israel deaconess hospital milton, inc. (milton), beth israel deaconess hospital needham, inc. (needham), beth israel deaconess hospital plymouth, inc. (plymouth), lahey clinic foundation, lahey health shared services, winchester hospital (winchester), northeast hospital corporation (nhc), northeast behavioral health corporation (nbhc) and anna jaques hospital). Each of these affiliates may in turn serve as member of additional entities within the network of affiliates, and whose accounts are included in the bilh audited financial statements. The financial statements also include the accounts of harvard medical faculty physicians at beth israel deaconess medical center, inc. (hmfp), the dedicated physician practice of beth israel deaconess medical center and an entity integrally related to helping bidmc accomplish its charitable purposes, as well as all entities for which these entities serve as member.”

“Addison gilbert society, inc. Did not receive any contributions of intellectual property and as such, was not required to file form 8899.”

“Addison gilbert society, inc. Did not receive any contributions of cars, boats, airplanes or other vehicles and as such, was not required to file form 1098-c.”

“Transfer of assets to affiliate -344,690.”

“On march 1, 2019, lahey health system including the lahey clinic and lahey clinic hospital d/b/a lahey hospital and medical center, winchester hospital, northeast hospital corporation d/b/a beverly hospital, addison gilbert hospital and bayridge hospital, the beth israel deaconess system including beth israel deaconess medical center, beth israel deaconess milton, beth israel deaconess needham and beth israel deaconess plymouth, mount auburn hospital, new england baptist hospital, anna jaques hospital as well as entities for which these listed organizations serve as sole member and additional affiliates came together to form beth israel lahey health (bilh). As a newly created healthcare system, bilh engaged kpmg to perform a financial audit of the system. The boston, ma office of kpmg issued an unqualified opinion on the consolidated audited financial statements of the beth israel lahey health, inc. And affiliates for fiscal period ended september 30, 2019. These statements were prepared in accordance with generally accepted accounting principles (gaap) and included the accounts of the beth israel lahey health, inc. And its affiliates.”

“Addison gilbert society, inc. Does not engage in any direct lobbying efforts. However, various affiliates of addison gilbert society, inc., may have engaged in some lobbying efforts on behalf of themselves and other affiliated network entities. Total lobbying expenditures were minimal and not substantial based on revenues.”

“As noted in this filing, addison gilbert society, inc. (ags, ein: 46-4371382) is a sister organization to northeast hospital corporation (nhc) and lahey health shared services, inc. (lhss ein: 04-3178972). All three entities are exempt from income tax under section 501(c)(3) of the internal revenue code of 1986, as amended. Ags and lhss perform fundraising activities on behalf of, and in the name of, nhc, including special fundraising events as well as mail and in-person solicitations from individuals, corporations and foundations. Costs incurred in connection with fundraising events are recorded by nhc. Detailed disclosures can be found in the form 990 and schedule g, supplemental information regarding fundraising or gaming activities, filed as part of the ags and lhss form 990 for the fiscal year ended september 30, 2019.”