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
NORTHEAST MEDICAL GROUP PLLC
Employer identification number
35-2380180
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......
984,275
984,275
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.
984,275
984,275
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.)
984,275
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...
984,275
984,275
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.).
984,275
984,275
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
100.000 %
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
0 %
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
NORTHEAST MEDICAL GROUP PLLC
Employer identification number
35-2380180
Identifier
Return Reference
Explanation
ADDITIONAL INFORMATION
FORM 990
PART I, LINE 4 & PART VI, LINE 1B NUMBER OF INDEPENDENT VOTING MEMBERS OF THE GOVERNING BODY 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 GREENWICH HOSPITAL, 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 GREENWICH HOSPITAL) 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 ORGANIZATIONS VOTING MEMBERS ARE INDEPENDENT BECAUSE THEY ARE COMPENSATED AS EMPLOYEES OF GREENWICH HOSPITAL, A RELATED ORGANIZATION. THESE INDIVIDUALS ARE MEMBERS OF THE ORGANIZATION'S GOVERNING BODY ONLY AS A FUNCTION OF THEIR ROLES WITH THE PARENT AND GREENWICH HOSPITAL.
FIRST ACHIEVEMENT DESCRIPTION
FORM 990, PAGE 2, PART III, LINE 4A
PROVIDES PATIENT CARE SERVICES IN STATE OF NEW YORK, WHERE APPROXIMATELY 40% OF ONE OF THE HEALTH SYSTEM MEMBER'S PATIENTS RESIDE. DURING FY2011, ITS FIRST YEAR OF FORMATION, THE ORGANIZATION OPERATED A 6 PHYSICIAN PEADIATRIC PRACTICE WHICH GENERATED APPROXIMATELY 24,000 PATIENT ENCOUNTERS. IN ADDITION TO SERVING PATIENTS, NORTHEAST MEDIAL GROUP, PLLC AND NORTHEAST MEDICAL GROUP, INC., COLLABORATED TO ACCOMPLISH THE FOLLOWING INTEGRATED PROGRAMS ON BEHALF OF BOTH ORGANIZATIONS (TOGETHER REFERRED TO AS "NEMG"): PROMOTE AND ENHANCE THE QUALITY OF HEALTH CARE WITHIN THE COMMUNITIES SERVED BY NEMG. EXAMPLES OF SERVICES PROVIDED BY NEMG INCLUDE THE FOLLOWING: 1.THE STUDY, DIAGNOSIS AND TREATMENT OF HUMAN AILMENTS AND INJURIES BY LICENSED PERSONS. 2.THE RENDERING OF MEDICAL AND SURGICAL TREATMENT, CONSULTATION OR ADVICE BY EMPLOYEES OR AGENTS OF THE CORPORATION, ALL OF WHOM MUST BE PERSONS LICENSED UNDER CONNECTICUT LAW, TO PATIENTS WITHOUT REGARD TO RACE, COLOR, CREED, SEX, AGE OR ABILITY TO PAY FOR SUCH CARE AND SERVICES. 3.THE PROMOTION, ENHANCEMENT, IMPROVEMENT AND DEVELOPMENT OF MEDICAL, SURGICAL AND SCIENTIFIC RESEARCH AT HOSPITALS AFFILIATED WITH YALE NEW HAVEN HEALTH SERVICES CORPORATION AND THROUGHOUT THE COMMUNITIES THEY SERVE. 4.THE PROMOTION, ENHANCEMENT, IMPROVEMENT AND AUGMENTATION OF THE QUALITY OF MEDICAL AND CLINICAL EDUCATION AND PATIENT CARE AT HOSPITALS AFFILIATED WITH YALE NEW HAVEN HEALTH SERVICES CORPORATION. 5.THE PROMOTION AND ENHANCEMENT OF HIGH QUALITY MEDICAL CARE AND OTHER HUMAN SERVICES FOR THE BENEFIT OF ALL PERSONS IN THE COMMUNITIES NEMG SERVES. 6.THE AUGMENTATION OF THE PLANNING PROCESS FOR THE PROMOTION OF THE GENERAL WELL-BEING AND HUMAN HEALTH NEEDS OF THE COMMUNITIES NEMG SERVES. FREE AND CHARITY SERVICES RELATE TO SERVICES PROVIDED FOR WHICH NO PAYMENT IS ANTICIPATED. THE AMOUNT OF FREE AND CHARITY CARE PROVIDED BY NEMG WAS 746,868 AND 241,312 FOR THE YEARS ENDED SEPTEMBER 30, 2010 AND 2011,RESPECTIVELY. THESE CHARGES ARE NOT INCLUDED IN NET PATIENT SERVICE REVENUE.
CLASSES OF MEMBERS OR STOCKHOLDERS
FORM 990, PAGE 6, PART VI, LINE 6
THE SOLE MEMBER OF NORTHEAST MEDICAL GROUP PLLC IS YALE NEW HAVEN HEALTH SERVICE CORP.
ELECTION OF MEMBERS AND THEIR RIGHTS
FORM 990, PAGE 6, PART VI, LINE 7A
THE MEMBER, YALE NEW HAVEN HEALTH SERVICES CORP, HAS THE RIGHT TO ELECT THE BOARD OF DIRECTORS OF THE ORGANIZATION.
DECISIONS SUBJECT TO APPROVAL OF MEMBERS
FORM 990, PAGE 6, PART VI, LINE 7B
THE MEMBER, YALE-NEW HAVEN HEALTH SERVICES CORPORATION, HAS THE RIGHT TO ELECT THE BOARD OF DIRECTORS OF THE ORGANIZATION, AND (SUBJECT TO THE APPROVAL OF THE BOARD OF DIRECTORS) THE FOLLOWING ADDITIONAL RIGHTS: TO APPROVE THE MERGER, CONSOLIDATION, DISSOLUTION OR THE SALE OF ALL OR SUBSTANTIALLY ALL THE ORGANIZATION'S ASSETS; TO AMEND THE CERTIFICATE OF INCORPORATION AND BYLAWS OF THE ORGANIZATION, TO APPROVE THE EXECUTION OF LONG-TERM OR MATERIAL AGREEMENTS, TO APPROVE THE APPOINTMENT OF AN INDEPENDENT AUDITOR AND THE HIRING OF INDEPENDENT COUNSEL, TO AUTHORIZE THE EXECUTION OF CONTRACTS WITH AN UNRELATED THIRD PARTY FOR MANAGEMENT OF THE ASSETS OR OPERATIONS OF THE ORGANIZATION, TO APPROVE ANY TRANSACTION BETWEEN THE ORGANIZATION AND AN AFFILIATE OR THE ORGANIZATION AND A DIRECTOR OF THE ORGANIZATION OR AN AFFILIATE, AND TO APPROVE COMPENSATION OF EMPLOYED PHYSICIANS.
ORGANIZATION'S PROCESS USED TO REVIEW FORM 990
FORM 990, PAGE 6, PART VI, LINE 11B
THE NORTHEAST MEDICAL GROUP ("NEMG") BOARD OF DIRECTORS IS COMPRISED OF INDIVIDUALS WHO ARE OFFICERS OR EMPLOYEES OF THE ORGANIZATION OR A RELATED ORGANIZATION. NEMG IS A MEDICAL FOUNDATION FORMED UNDER CONNECTICUT GENERAL STATUTES 33-182AA - 33-182FF. PURSUANT TO CONNECTICUT LAW, MEDICAL FOUNDATIONS MUST BE, 'GOVERNED BY A BOARD OF DIRECTORS, WHICH SHALL CONSIST OF AN EQUAL OR GREATER NUMBER OF HEALTH CARE PROVIDERS THAN NONPROVIDER EMPLOYEES OF THE MEMBERS, IN ADDITION TO SUCH OTHER DIRECTORS AS MAY BE ELECTED BY THE MEMBERS.' CONN. GEN. STAT. 33-182BB(A). THE PARENT ENTITY, YALE-NEW HAVEN HEALTH SERVICES CORPORATION (THE SOLE MEMBER OF THE ORGANIZATION AND THE ULTIMATE PARENT OF THE YALE NEW HAVEN HEALTH SYSTEM), IS GOVERNED BY A BOARD OF DIRECTORS COMPRISED OF A MAJORITY OF INDEPENDENT DIRECTORS. IN A MULTI-ENTITY HOSPITAL SYSTEM, THE BOARD OF A SUBSIDIARY NON-PROFIT HEALTH CARE ORGANIZATION IS CONSIDERED TO BE COMPRISED OF INDEPENDENT COMMUNITY MEMBERS IF IT IS CONTROLLED BY AN EXEMPT ORGANIZATION WHOSE BOARD IS COMPRISED OF A MAJORITY OF VOTING MEMBERS WHO ARE INDEPENDENT COMMUNITY MEMBERS (SEE TAX-EXEMPT HEALTH CARE ORGANIZATIONS COMMUNITY BOARD AND CONFLICTS OF INTEREST POLICY, IRS EXEMPT ORGANIZATION CONTINUING PROFESSIONAL EDUCATION INSTRUCTION PROGRAM, HTTP://WWW.IRS.GOV/PUB/IRS-TEGE/EOTOPICC97.PDF , 1997). AS A RESULT OF THIS GOVERNANCE STRUCTURE, AND TO MANAGE ACTUAL OR POTENTIAL CONFLICTS OF INTEREST, THE ORGANIZATION'S BYLAWS PROVIDE THAT ALL DECISIONS REGARDING ORGANIZATION PHYSICIAN COMPENSATION ARE RESERVED TO THE PARENT ENTITY. FOR THE FOREGOING REASONS, THE ORGANIZATION'S FORM 990 HAS BEEN MADE AVAILABLE TO ALL MEMBERS OF THE PARENT ENTITY'S GOVERNING BODY RATHER THAN TO THE ORGANIZATION'S GOVERNING BODY.
ENFORCEMENT OF CONFLICTS POLICY
FORM 990, PAGE 6, PART VI, LINE 12C
NORTHEAST MEDICAL GROUP PLLC IS COVERED UNDER THE YALE-NEW HAVEN HEALTH SYSTEM CONFLICT OF INTEREST POLICY. THE YALE NEW HAVEN HEALTH SYSTEM CONFLICT OF INTEREST POLICY (CC:R-7) 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 CEO WOULD CONSULT WITH THE BOARD CHAIRPERSON AND THE LEGAL AND RISK SERVICES DEPARTMENT AND TAKE ANY ACTIONS THAT HE 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.
COMPENSATION PROCESS FOR TOP OFFICIAL
FORM 990, PAGE 6, PART VI, LINE 15A
THE OFFICERS OF NORTHEAST MEDICAL GROUP PLLC ARE ALSO OFFICERS WITHIN YALE NEW HAVEN HEALTH SYSTEM AND SO ARE COVERED BY THE PROCESS USED BY YALE NEW HAVEN HEALTH SYSTEM TO QUALIFY FOR THE "REBUTTABLE PRESUMPTION OF REASONABLENESS" UNDER FEDERAL TAX LAW. THE EXECUTIVE COMPENSATION COMMITTEE IS AUTHORIZED UNDER THE YNHHS BYLAWS AND IS RESPONSIBLE FOR (1) DETERMINING THE OVERALL TOTAL COMPENSATION STRATEGY FOR ALL CORPORATE OFFICERS, (2)APPROVING ALL COMPENSATION AND BENEFITS DECISIONS FOR CORPORATE OFFICERS, AND (3)REPORTING SUCH ACTIONS TO THE FULL YNHHS BOARD ON AN ANNUAL BASIS. IN ADDITION, THE EXECUTIVE 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 EXECUTIVE 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 EXECUTIVE COMPENSATION COMMITTEE IN ITS COMPENSATION DELIBERATIONS ARE COMPILED BY AN INDEPENDENT, NATIONAL COMPENSATION CONSULTING FIRM THAT IS RETAINED BY AND REPORTS DIRECTLY TO THE EXECUTIVE 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 EXECUTIVE COMPENSATION COMMITTEE ARE CONTEMPORANEOUSLY DOCUMENTED, REVIEWED AND APPROVED BY THE EXECUTIVE COMPENSATION COMMITTEE, AND PROVIDED TO THE BOARD.
COMPENSATION PROCESS FOR OFFICERS
FORM 990, PAGE 6, PART VI, LINE 15B
THE OFFICERS OF NORTHEAST MEDICAL GROUP PLLC ARE ALSO OFFICERS WITHIN YALE NEW HAVEN HEALTH SYSTEM AND SO ARE COVERED BY THE PROCESS USED BY YALE NEW HAVEN HEALTH SYSTEM TO QUALIFY FOR THE "REBUTTABLE PRESUMPTION OF REASONABLENESS" UNDER FEDERAL TAX LAW. THE EXECUTIVE COMPENSATION COMMITTEE IS AUTHORIZED UNDER THE YNHHS BYLAWS AND IS RESPONSIBLE FOR (1) DETERMINING THE OVERALL TOTAL COMPENSATION STRATEGY FOR ALL CORPORATE OFFICERS, (2)APPROVING ALL COMPENSATION AND BENEFITS DECISIONS FOR CORPORATE OFFICERS, AND (3)REPORTING SUCH ACTIONS TO THE FULL YNHHS BOARD ON AN ANNUAL BASIS. IN ADDITION, THE EXECUTIVE 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 EXECUTIVE 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 EXECUTIVE COMPENSATION COMMITTEE IN ITS COMPENSATION DELIBERATIONS ARE COMPILED BY AN INDEPENDENT, NATIONAL COMPENSATION CONSULTING FIRM THAT IS RETAINED BY AND REPORTS DIRECTLY TO THE EXECUTIVE 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 EXECUTIVE COMPENSATION COMMITTEE ARE CONTEMPORANEOUSLY DOCUMENTED, REVIEWED AND APPROVED BY THE EXECUTIVE COMPENSATION COMMITTEE, AND PROVIDED TO THE BOARD.
GOVERNING DOCUMENTS DISCLOSURE EXPLANATION
FORM 990, PAGE 6, PART VI, LINE 19
COPIES OF FROM 990 AND FORM 1023 ARE MAINTAINED IN THE SYSTEM TAX DEPARTMENT. OTHER CORPORATE GOVERNING DOCUMENTS ARE MAINTAINED BY THE LEGAL AND RISK SERVICES DEPARTMENT. THE CONFLICT OF INTEREST POLICY, WHISTLEBLOWER POLICY, AND DOCUMENT RETENTION POLICY ARE AVAILABLE TO ALL EMPLOYEES ON THE CORPORATE INTERNAL WEBSITE. COPIES OF ALL DOCUMENTS ARE AVAILABLE TO THE PUBLIC UPON REQUEST.
RELATED ORGANIZATIONS
FORM 990, PAGE 7, PART VII
PART VII, COLUMN B OFFICERS WORK AN AVERAGE OF 40 HOURS SPREAD OVER THE THE FILING ENTITY AND THE ENTITIES LISTED IN SCHEDULE R.
OTHER CHANGES IN NET ASSETS EXPLANATION
FORM 990, PART XI, LINE 5
TRANSFER FROM PARENT (NEMG) 524,942
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.