Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
WESTFIELDS HOSPITAL INC
Employer identification number
39-0808442
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) a person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the the supported organization?
................
11g(i)
(ii)
a family member of a person described in (i) above?
......................
11g(ii)
(iii)
a 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
h
Provide the following information about the supported organization(s).
(i) Name of supported organization
(ii) EIN
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))
(iv) Is the organization in col. (i) listed in your governing document?
(v) Did you notify the organization in col. (i) of your support?
(vi) Is the organization in col. (i) organized in the U.S.?
(vii) Amount of support?
Yes
No
Yes
No
Yes
No
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 2
Part II
Support Schedule for Organizations Described in IRC 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
4
Total. Add lines 1 through 3..
5
The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included
on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
6
Public Support. Subtract line 5 from line 4.
Section B. Total Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
7
Amounts from line 4..
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
10
Other income. (Explain in Part IV.) Do not include gain or loss from the sale of capital assets..
11
Total support (Add lines 7 through 10).
12
Gross receipts from related activities, etc. (See instructions.)
..................
12
13
First Five Years
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here..........................................
Section C. Computation of Public Support Percentage
14
Public Support Percentage for 2010 (line 6 column (f) divided by line 11 column (f))
.........
14
15
Public Support Percentage for 2009 Schedule A, Part II, line 14
...............
15
16a
33 1/3% support test—2010.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
......................
b
33 1/3% support test—2009.
If the organization did not check the box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2010.
If the organization did not check a box on line 13, 16a, or 16b and line 14
is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported
organization
..................................................
b
10%-facts-and-circumstances test—2009.
If the organization did not check a box on line 13, 16a, 16b, or 17a and line
15 is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts and circumstances" test. The organization qualifies as a publicly supported organization
..............................................
18
Private Foundation
If the organization did not check a box on line 13, 16a, 16b, 17a or 17b, check this box and see
instructions
...................................................
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 3
Part III
Support Schedule for Organizations Described in IRC 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year(or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2
Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
4
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5
The value of services or facilities furnished by a governmental unit to the organization without charge..
6
Total. Add lines 1 through 5.
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
b
Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c
Add lines 7a and 7b..
8
Public Support (Subtract line 7c from line 6.)
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2006
(b) 2007
(c) 2008
(d) 2009
(e) 2010
(f) Total
9
Amounts from line 6...
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c
Add lines 10a and 10b.
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
13
Total support (Add lines 9, 10c, 11 and 12.).
14
First Five Years
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public Support Percentage for 2010 (line 8 column (f) divided by line 13 column (f))
.........
15
16
Public support percentage from 2009 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2010 (line 10c column (f) divided by line 13 column (f))
......
17
18
Investment income percentage from 2009 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2010.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3% and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
..........
b
33 1/3% support tests—2009.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
....
20
Private Foundation
If the organization did not check a box on line 14, 19a or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 4
Part IV
Supplemental Information.
Supplemental Information. Complete this part to provide the explanation required by Part II, line 10; Part II, line 17a or 17b; or Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
Schedule A (Form 990 or 990-EZ) 2010
Additional Data
Software ID:
Software Version:
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
WESTFIELDS HOSPITAL INC
Employer identification number
39-0808442
Identifier
Return Reference
Explanation
PRIMARY EXEMPT PURPOSE AND ACHIEVEMENTS
FORM 990, PART III, LINE 4A
CORPORATE STRUCTURE, PURPOSE, GOVERNANCE: WESTFIELDS HOSPITAL, INC. (WESTFIELDS) IS A WISCONSIN NON-STOCK CORPORATION EXEMPT FROM FEDERAL INCOME TAX UNDER INTERNAL REVENUE CODE (IRC) SECTION 501(C)(3). WESTFIELDS OPERATES A FULL-SERVICE HOSPITAL IN NEW RICHMOND, WISCONSIN THAT OFFERS EMERGENCY ROOM SERVICES, SPECIALTY CLINICS, AND MATERNITY SERVICES AS WELL AS MEDICAL AND SURGICAL INPATIENT AND OUTPATIENT CARE. WESTFIELDS IS LICENSED BY THE STATE OF WISCONSIN, DEPARTMENT OF HEALTH AND HUMAN SERVICES FOR 25 BEDS TO PROVIDE PRIMARY, ACUTE AND EMERGENCY MEDICAL CARE AND NUMEROUS OUTPATIENT SERVICES. THE FEDERAL CENTERS FOR MEDICARE AND MEDICAID SERVICES (CMS) RECOGNIZES WESTFIELDS AS A CRITICAL ACCESS HOSPITAL. WESTFIELDS IS THE SOLE CORPORATE MEMBER OF WESTFIELDS HOSPITAL FOUNDATION, INC.; WHOSE PURPOSE IS TO SUPPORT WESTFIELDS HOSPITAL. GROUP HEALTH PLAN, INC. AND RH-WISCONSIN, INC. ARE CORPORATE MEMBERS (PARENTS) OF WESTFIELDS. WESTFIELDS, WESTFIELDS HOSPITAL FOUNDATION, INC., GROUP HEALTH PLAN, INC. AND RH-WISCONSIN, INC. ARE ALL PART OF THE HEALTHPARTNERS FAMILY OF ORGANIZATIONS, A TAX-EXEMPT INTEGRATED HEALTH CARE DELIVERY SYSTEM THAT PROVIDES COMPREHENSIVE HEALTH CARE SERVICES FOR THE BENEFIT OF THE COMMUNITY IN MINNESOTA AND WESTERN WISCONSIN. WESTFIELDS IS PART OF THE HEALTHPARTNERS FAMILY OF CARE. HEALTHPARTNERS, INC., A MINNESOTA NON-PROFIT CORPORATION AND LICENSED HEALTH MAINTENANCE ORGANIZATION (HMO) WHICH IS RECOGNIZED AS EXEMPT FROM FEDERAL INCOME TAX UNDER INTERNAL REVENUE CODE (IRC) SECTION 501(C)(4), IS THE SOLE CORPORATE MEMBER OF HPI-RAMSEY, A MINNESOTA NON-PROFIT CORPORATION RECOGNIZED AS EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C)(3). HPI-RAMSEY IS THE SOLE CORPORATE MEMBER OF REGIONS HOSPITAL AND REGIONS HOSPITAL'S SISTER ORGANIZATIONS, REGIONS HOSPITAL FOUNDATION, CAPITAL VIEW TRANSITIONAL CARE CENTER (FORMERLY NORTH ST. PAUL TRANSITIONAL CARE CENTER), AND RAMSEY INTEGRATED HEALTH SERVICES, ALL OF WHICH ARE MINNESOTA NON-PROFIT CORPORATIONS EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C)(3). HPI-RAMSEY IS ALSO THE SOLE CORPORATE MEMBER OF RH-WISCONSIN, INC., A WISCONSIN NON-STOCK CORPORATION THAT IS EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C)(3). HEALTHPARTNERS, INC. IS ALSO THE SOLE CORPORATE MEMBER OF THE FOLLOWING ORGANIZATIONS THAT ARE EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C) (3): GROUP HEALTH PLAN, INC. (A STAFF MODEL HMO) WHICH IS ITSELF THE SOLE CORPORATE MEMBER OF HEALTHPARTNERS RESEARCH FOUNDATION, PHYSICIANS NECK & BACK CLINICS AND HEALTHPARTNERS CENTRAL MINNESOTA CLINICS, INC. (FORMERLY CENTRAL MINNESOTA GROUP HEALTH, INC.), ALL OF WHICH ARE EXEMPT UNDER SECTION 501(C) (3), HEALTHPARTNERS INSTITUTE FOR MEDICAL EDUCATION, AND RHSC, INC. RH-WISCONSIN, INC. AND GROUP HEALTH PLAN, INC. ARE CORPORATE MEMBERS OF WESTFIELDS AND HUDSON HOSPITAL, INC., BOTH OF WHICH ARE WISCONSIN NON-PROFIT CORPORATIONS EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C)(3). RH-WISCONSIN, INC. IS ALSO THE SOLE CORPORATE MEMBER OF WESTERN WISCONSIN EMERGENCY MEDICAL SERVICES COMPANY, AN AMBULANCE SERVICE WHICH IS A WISCONSIN NON-PROFIT CORPORATION EXEMPT FROM FEDERAL INCOME TAX UNDER IRC SECTION 501(C)(3). TOGETHER, ALL OF THESE RELATED ORGANIZATIONS COMPRISE THE HEALTHPARTNERS FAMILY OF ORGANIZATIONS (HEALTHPARTNERS), WHICH IS AN INTEGRATED HEALTH CARE DELIVERY SYSTEM THAT COMBINES THE PROVISION AND FINANCING OF HEALTH CARE SERVICES, FOR THE PURPOSE OF IMPROVING THE HEALTH OF ITS VARIOUS ENTITIES' MEMBERS, PATIENTS, AND THE BROADER COMMUNITY. BENEFITS TO PATIENTS AND THE COMMUNITY IN 2010 TRADITIONAL CHARITY CARE AND HEALTHCARE ACCESS FOR LOW-INCOME INDIVIDUALS. WESTFIELDS SPENT $129,358 IN 2010 TO PROVIDE UNCOMPENSATED CARE TO LOW INCOME AND UNINSURED PATIENTS. CARE FOR MEDICAID PATIENTS. WESTFIELDS' EXPENSES TO COVER COSTS THAT MEDICAID DID NOT PAY FOR TOTALED $582,864 IN 2010. SUBSIDIZED HEALTH SERVICES. IN 2010, WESTFIELDS PROVIDED $9,980 OF HOSPITAL OUTPATIENT SERVICES TO 600 PATIENTS THROUGH A WEEKLY BLOOD PRESSURE CLINIC PROVIDED AT WESTFIELDS THAT IS FREE AND OPEN TO THE COMMUNITY HEALTH EDUCATION. MORE THAN 1,700 PEOPLE ATTENDED EDUCATIONAL PROGRAMS TAUGHT BY WESTFIELDS STAFF IN 2010, INCURRING $18,200 IN EXPENSES TO FACILITATE THE PROGRAMS. CLASSES INCLUDED BREAST-FEEDING, DIABETES, NUTRITION AND WEIGHT MANAGEMENT, SCHOOL BASED HEALTH EDUCATION, WORKSITE HEALTH EDUCATION, WOMEN'S HEALTH TOPICS, AND SENIOR CARE. IN ADDITION, MORE THAN 755 PEOPLE ATTENDED SUPPORT GROUPS HELD FOR THE BROADER COMMUNITY ON BREASTFEEDING, CANCER, DIABETES, NUTRITION AND WEIGHT MANAGEMENT AND CAREGIVERS AMOUNTING TO $8,649 IN STAFF AND PROGRAM COORDINATION EXPENSES. WESTFIELDS ALSO PROVIDED $13,238 IN STAFF TIME FOR TRAINING COURSES FOR HEALTH PROFESSIONALS AND NURSING STUDENTS. WESTFIELDS STAFF SERVED APPROXIMATELY 432 PEOPLE AT COMMUNITY-BASED HEALTH FAIRS IN 2010, CONTRIBUTING $9,013 IN PROGRAM COSTS TO CONDUCT SCREENINGS FOR BLOOD PRESSURE, DIABETES, SKIN CANCER, AND STROKE. HEALTHCARE SUPPORT SERVICES. WESTFIELDS CONTRIBUTED $5,381 FOR HEALTHCARE SUPPORT SERVICES WHICH INCLUDED PROVIDING REFERRALS AND INFORMATION ON COMMUNITY SERVICES TO THE GENERAL PUBLIC, CASE MANAGEMENT OF UNDERINSURED OR UNINSURED THAT GOES BEYOND ROUTINE DISCHARGE PLANNING AND COORDINATION OF LIFELINE PERSONAL RESPONSE SYSTEM. CASH DONATIONS. WESTFIELDS DONATIONS AND GRANTS TO COMMUNITY ORGANIZATIONS IN SUPPORT OF HEALTH CAREERS EDUCATION AND COMMUNITY BUILDING EFFORTS TO IMPROVE THE HEALTH AND WELL-BEING OF THE COMMUNITY AT LARGE TOTALED $13,795 IN 2010. IN-KIND DONATIONS. IN-KIND DONATIONS IN 2010 CONSISTING OF ADMINISTRATIVE SUPPORT FOR NOT-FOR-PROFIT GROUPS, EQUIPMENT DONATIONS, AND MEALS-ON-WHEELS TO PATIENT FAMILIES AND COMMUNITY MEMBERS TOTALED $32,494.
FORM 990, PART VI, SECTION A, LINE 6
RH WISCONSIN, INC. IS THE CLASS A MEMBER AND GROUP HEALTH PLAN, INC. IS THE CLASS B MEMBER OF WESTFIELDS.
FORM 990, PART VI, SECTION A, LINE 7A
THE CLASS A MEMBER (RH WISCONSIN, INC.) APPOINTS THREE DIRECTORS TO REPRESENT THE CLASS A MEMBER. THE CLASS B MEMBER (GROUP HEALTH PLAN, INC.) APPOINTS TWO DIRECTORS TO REPRESENT THE CLASS B MEMBER. TWO HEALTH CARE PROVIDERS ARE NOMINATED AS DIRECTORS BY AN UNRELATED MEDICAL GROUP AND APPOINTED BY MAJORITY VOTE OF THE FULL BOARD. EIGHT COMMUNITY REPRESENTATIVES ARE APPOINTED AS DIRECTORS BY THE CLASS A MEMBER UPON RECOMMENDATION BY THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS.
FORM 990, PART VI, SECTION A, LINE 7B
THE CLASS A AND CLASS B MEMBERS (RH WISCONSIN, INC. AND GROUP HEALTH PLAN, INC. RESPECTIVELY) BOTH MUST APPROVE THE DECISIONS OF THE BOARD OF DIRECTORS AS FOLLOWS: - AMENDMENT OF ARTICLES OR BYLAWS IMPACTING MEMBERSHIP - RESIGNATION OF A MEMBER - DISSOLUTION - ANY CHANGE IN THE FUNDAMENTAL NATURE OR PURPOSE - MERGER OR CONSOLIDATION WITH ANOTHER CORPORATION - DISPOSITION OF SUBSTANTIALLY ALL ASSETS. ONLY THE CLASS A MEMBER MUST APPROVE THE DECISIONS OF THE BOARD OF DIRECTORS AS FOLLOWS: - AMENDMENT OF ARTICLES OR BYLAWS NOT IMPACTING MEMBERSHIP - ANNUAL OPERATING AND CAPITAL BUDGETS AND STRATEGIC PLANS - ESTABLISHMENT OF NEW ENTITIES OR SIGNIFICANT RELATIONSHIPS WITH OTHER ENTITIES - UNBUDGETED EXPENDITURES IN EXCESS OF AMOUNTS ESTABLISHED BY THE MEMBER - GUARANTEEING THE DEBT OF ANY OTHER PERSON OR ENTITY - A LOAN OR OTHER INDEBTEDNESS IN EXCESS OF AMOUNTS ESTABLISHED BY THE MEMBER - TRANSFER OF ASSETS TO ANOTHER ENTITY - APPOINTMENT OF AUDITORS - APPOINTMENT OF THE PRESIDENT AND THE BOARD CHAIR.
FORM 990, PART VI, SECTION B, LINE 11
WESTFIELDS' 990 RETURN HAS A COMPREHENSIVE REVIEW PROCESS THAT IS FOLLOWED BEFORE IT IS PRESENTED TO THE GOVERNING BODY OF WESTFIELDS. THE REVIEW PROCESS INCLUDES A LAYERED REVIEW BY THE TAX DEPARTMENT OF GROUP HEALTH PLAN, INC. (GHI), THE MANAGEMENT TEAM OF WESTFIELDS, GHI'S INTERNAL LEGAL DEPARTMENT AND WESTFIELDS' OUTSIDE INDEPENDENT ACCOUNTANTS. EACH ONE OF THOSE AREAS HAS AN OPPORTUNITY TO REVIEW, ASK QUESTIONS AND MAKE COMMENTS BACK TO THE TAX DEPARTMENT OF GHI BEFORE THE FORM 990 IS COMPLETED AND PRESENTED TO THE GOVERNING BODY OF WESTFIELDS. ONCE THAT REVIEW PROCESS HAS BEEN COMPLETED, IT IS THE POLICY OF WESTFIELDS TO MAKE AVAILABLE TO THE BOARD OF DIRECTORS OF WESTFIELDS A COPY OF THE 990 PRIOR TO THE FILING OF THE 990 RETURN. THIS COPY WILL BE PROVIDED IN THE BOARD PACKET OF A BOARD MEETING PRIOR TO THE FILING OF THE 990 AND WILL BE AN AGENDA ITEM AT A BOARD MEETING. THIS PROCESS WILL BE NOTED AND DOCUMENTED IN THE WRITTEN BOARD MINUTES OF THE MEETING.
FORM 990, PART VI, SECTION B, LINE 12C
WESTFIELDS MONITORS POTENTIAL CONFLICTS OF INTEREST ON THE PART OF ITS BOARD MEMBERS, OFFICERS AND KEY EMPLOYEES BY MAINTAINING A CONFLICT OF INTEREST POLICY. UNDER THE POLICY, ALL BOARD MEMBERS, PRINCIPAL OFFICERS, MEMBERS WITH BOARD DELEGATED POWERS AND KEY EMPLOYEES ARE PROVIDED ANNUALLY WITH A COPY OF THE POLICY AND ARE REQUIRED TO COMPLETE A QUESTIONNAIRE IDENTIFYING ANY POTENTIAL CONFLICTS OF INTEREST. THE FULL BOARD IS ADVISED OF ANY POTENTIAL CONFLICTS AND THE PROCESS TO BE FOLLOWED IN RESOLVING THE CONFLICT AS RECOMMENDED BY THE CHAIR, CEO AND GENERAL COUNSEL. BOARD AGENDAS AND EXECUTIVE DECISIONS ARE MONITORED IN RELATION TO THIS POLICY.
FORM 990, PART VI, SECTION B, LINE 15
THE CHIEF EXECUTIVE OFFICER (CEO) OF WESTFIELDS IS EMPLOYED BY REGIONS HOSPITAL, A RELATED ORGANIZATION. THE CHIEF FINANCIAL OFFICER (CFO) OF WESTFIELDS, IS EMPLOYED BY GROUP HEALTH PLAN, INC., A RELATED ORGANIZATION. BOTH REGIONS HOSPITAL AND GROUP HEALTH PLAN, INC. HAVE ANNUAL PROCESSES TO REVIEW THE MARKET COMPARABILITY OF THE TOTAL COMPENSATION PAID TO WESTFIELDS' CEO AND CFO, RESPECTIVELY. EACH YEAR, UNDER THE DIRECTION OF EACH ORGANIZATION'S COMPENSATION COMMITTEE, EACH ORGANIZATION COMPLETES AN ANNUAL TOTAL COMPENSATION MARKET REVIEW. THE REVIEW INCLUDES ALL COMPONENTS OF COMPENSATION; BASE SALARY, ANNUAL INCENTIVES, BENEFITS AND PERQUISITES. THE MARKET SURVEY RESULTS ARE PRESENTED TO, REVIEWED BY AND APPROVED BY THE COMPENSATION COMMITTEE OF EACH ORGANIZATION. REGIONS HOSPITAL AND GROUP HEALTH PLAN, INC. COMPENSATION COMMITTEES' MARKET REVIEW PROCESSES AND SUBSEQUENT DECISIONS INCLUDE THE FOLLOWING ELEMENTS: - INDEPENDENT BODY - COMMITTEE MEMBERS COMPLETE AN ANNUAL CONFLICT OF INTEREST SURVEY TO ASSURE THE COMMITTEE MEMBERS' INDEPENDENCE - STAFF IS NOT IN ROOM DURING DELIBERATIONS OR VOTE INCLUDING EXECUTIVE SESSIONS - AUTHORIZED BODY - BOARD OF DIRECTORS HAS DELEGATED TO THE COMPENSATION COMMITTEE THE ACCOUNTABILITY AND AUTHORITY TO REVIEW AND APPROVE THE COMPARABILITY DATA OF ALL OFFICERS - THE BOARD OF DIRECTORS HAS DELEGATED TO THE COMPENSATION COMMITTEE THE ACCOUNTABILITY TO CONDUCT AN ANNUAL PERFORMANCE EVALUATION AND TO DETERMINE THE COMPENSATION OF THE CEO BASED ON THE PERFORMANCE REVIEW AND THE MARKET COMPARABILITY DATA - THE BOARD HAD DELEGATED TO THE CEO (WITH AUTHORITY TO FURTHER DELEGATE) THE ACCOUNTABILITY TO CONDUCT ANNUAL PERFORMANCE REVIEWS AND DETERMINE THE COMPENSATION OF ALL OTHER OFFICERS WITHIN THE COMPENSATION RANGES DETERMINED BY THE COMPENSATION COMMITTEE. ANY EXCEPTIONS NEED TO BE APPROVED BY THE COMPENSATION COMMITTEE - COMPARABILITY DATA - EVERY THREE YEARS, THE COMPENSATION COMMITTEE RETAINS AN INDEPENDENT COMPENSATION EXPERT TO CONDUCT AN EXTENSIVE MARKET COMPARABILITY SURVEY FOR ALL OFFICERS OF THE ORGANIZATION. WITH THE INPUT OF THE CONSULTANT, THE COMPENSATION COMMITTEE DETERMINED APPROPRIATE PEER GROUPS INCLUDING BOTH LOCAL AND NATIONAL PEER GROUPS. THE SURVEY CONSIDERS EACH ELEMENT OF TOTAL COMPENSATION AND AGGREGATE TOTAL COMPENSATION. BASED ON THIS DATA, THE COMPENSATION COMMITTEE DETERMINES MINIMUM AND MAXIMUM TOTAL COMPENSATION RANGES FOR EACH OFFICER. IN INTERIM YEARS, EACH COMPANY'S HR DEPARTMENT, UNDER THE COMPENSATION COMMITTEE'S DIRECTION USES THE SAME RECOGNIZED THIRD PARTY SALARY SURVEYS TO DETERMINE MEDIAN SALARY STRUCTURE CHANGES AND AVERAGE SALARY INCREASES. BASED ON THIS UPDATED DATA, THE COMMITTEE DETERMINES THE TOTAL COMPENSATION RANGES FOR EACH OFFICER. - THE ELEMENTS OF TOTAL COMPENSATION ARE SALARY, INCENTIVES, BENEFITS AND PERQUISITES. - PROPER CONTEMPORANEOUS DOCUMENTATION: - MINUTES OF THE COMPENSATION COMMITTEE ARE PREPARED AFTER EACH MEETING AND APPROVED AT THE NEXT MEETING. - TOTAL COMPENSATION IS APPROPRIATELY REPORTED ON THE FORM 990 AND ON THE EMPLOYEE'S W-2.
FORM 990, PART VI, SECTION C, LINE 19
WESTFIELDS' FINANCIAL STATEMENTS AND 990 RETURNS ARE MADE AVAILABLE TO ANY PERSON WHO REQUESTS THE INFORMATION FROM WESTFIELDS OR HEALTHPARTNERS, INC.
AVERAGE HOURS PER WEEK - RELATED ORGANIZATIONS
FORM 990, PART VIII, SECTION A, LINE 1A, COLUMN (B)
DIRECTORS AND OFFICERS OF WESTFIELDS ARE EMPLOYED AND COMPENSATED BY GROUP HEALTH PLAN, INC., REGIONS HOSPITAL OR WESTFIELDS. REPORTED AVERAGE HOURS WORKED ARE BASED ON THEIR TOTAL COMPENSATION FROM ALL RELATED ORGANIZATIONS.
CHANGES IN NET ASSETS OR FUND BALANCES:
FORM 990, PART XI, LINE 5:
FASB 124 - FAIR MARKET VALUATION ADJUSTMENT -408,006. NET ASSET TRANSFER FROM WESTFIELDS HOSPITAL FOUNDATION 650,000. REGIONS HOSPITAL NET ASSET TRANSFER 103,507. TOTAL TO FORM 990, PART XI, LINE 5: 345,501.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.