Attach to Form 990 or Form 990-EZ.
See separate instructions.
Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
| (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 monetary support | |||
|---|---|---|---|---|---|---|---|---|---|
| Yes | No | Yes | No | Yes | No | ||||
| Total | |||||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2009 | (b) 2010 | (c) 2011 | (d) 2012 | (e) 2013 | (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. | ||||||
Calendar year
(or fiscal year beginning in) ![]() |
(a) 2009 | (b) 2010 | (c) 2011 | (d) 2012 | (e) 2013 | (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. Do not include gain or loss from the sale of capital assets (Explain in Part IV.).. | ||||||
| 11 | Total support (Add lines 7 through 10). | ||||||






Calendar year (or fiscal year beginning in) ![]() |
(a) 2009 | (b) 2010 | (c) 2011 | (d) 2012 | (e) 2013 | (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.) | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2009 | (b) 2010 | (c) 2011 | (d) 2012 | (e) 2013 | (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.).. | ||||||




| Facts And Circumstances Test |
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| Explanation |
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| Software ID: | |
| Software Version: |
Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at| Return Reference | Explanation |
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| FORM 990, PART I, LINE 1 | DESCRIPTION OF ORGANIZATION'S MISSION THE MISSION OF THE BETH ISRAEL DEACONESS HOSPITAL-NEEDHAM, INC. (BIDN) IS TO PROVIDE SAFE, HIGH-QUALITY, COMMUNITY-BASED HEALTH CARE AND ACCESS TO TERTIARY CARE IN CLOSE COLLABORATION WITH ITS SOLE MEMBER, BETH ISRAEL DEACONESS MEDICAL CENTER (BIDMC), REGARDLESS OF THE PATIENT'S ABILITY TO PAY, RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION, NATIONAL ORIGIN, ANCESTRY, AGE, OR DISABILITY. BIDN ASPIRES TO BE THE BEST COMMUNITY HOSPITAL IN EASTERN MASSACHUSETTS BY PROVIDING OUR PATIENTS WITH EXTRAORDINARY CAREGIVERS WHO WORK SEAMLESSLY AS A TEAM. BIDN IS COMMITTED TO WORKING IN PARTNERSHIP WITH RESIDENTS AND COMMUNITY LEADERS AS WELL AS CIVIC, SOCIAL AND MEDICAL ORGANIZATIONS FROM THE COMMUNITIES THAT WE SERVE. BIDN IS DEDICATED TO THE PLANNING, DEVELOPMENT, IMPLEMENTATION AND MONITORING OF PROGRAMS THAT ADDRESS THE HEALTH CARE NEEDS OF THE COMMUNITY AND OFFER CLINICAL, EDUCATIONAL AND FINANCIAL RESOURCES. THESE PROGRAMS ARE DESIGNED TO IMPROVE AWARENESS OF COMMUNITY HEALTH CARE ISSUES AND INCREASE PARTICIPATION IN WELLNESS AND PREVENTATIVE HEALTH ACTIVITIES. OUR ULTIMATE GOAL IS TO PLAY AN INTEGRAL ROLE IN IMPROVING THE OVERALL HEALTH OF THE COMMUNITY. WE SINCERELY BELIEVE THAT THE COMMITMENT TO THESE PROGRAMS WILL BENEFIT EVERYONE. |
| FORM 990, PART III, LINE 4A | OUTPATIENT CLINICS AND SERVICES BETH ISRAEL DEACONESS HOSPITAL - NEEDHAM (BIDN OR HOSPITAL), IS A 58-BED ACUTE CARE COMMUNITY HOSPITAL THAT HAS SERVED THE RESIDENTS OF NEEDHAM AND SURROUNDING COMMUNITIES CONTINUOUSLY FOR MORE THAN 100 YEARS. THE HOSPITAL PROVIDES A COMPREHENSIVE PROGRAM OF CLINICAL SERVICES ENCOMPASSING GENERAL INTERNAL MEDICINE AND ALL THE SUBSPECIALTIES OF INTERNAL MEDICINE, COVERING THE GAMUT OF SERVICES FROM PRIMARY TO TERTIARY CARE AS WELL AS PROVIDING SURGICAL SERVICES ON AN OUTPATIENT BASIS. BIDN'S MEDICAL STAFF BLENDS EXPERIENCED PRIMARY CARE PHYSICIANS AND SPECIALISTS IN A WIDE VARIETY OF DISCIPLINES. BETH ISRAEL DEACONESS MEDICAL CENTER (BIDMC OR MEDICAL CENTER), IS A NATIONALLY RECOGNIZED TERTIARY CARE ACADEMIC MEDICAL CENTER, IS A TEACHING HOSPITAL OF HARVARD MEDICAL SCHOOL AND IS THE SOLE MEMBER OF BIDN. BIDMC IS EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED AND IS RECOGNIZED NATIONALLY FOR THE CLINICAL EXCELLENCE OF ITS FACULTY AND THE PATIENT CARE PROVIDED, AS WELL AS FOR THE MAGNITUDE AND BREADTH OF ITS RESEARCH AND FOR ITS COMMITMENT TO MEDICAL EDUCATION. MANY BIDN PHYSICIANS ALSO HOLD APPOINTMENTS AT HARVARD OR OTHER MAJOR MEDICAL SCHOOLS AND ARE TIED CLOSELY WITH THEIR COLLEAGUES AT OTHER ACADEMIC MEDICAL CENTERS. THE PRIMARY CARE AND SPECIALISTS AT BIDN PROVIDE OUTPATIENT PRIMARY CARE AS WELL AS ENDOSCOPIC, OPHTHALMOLOGIC, DERMATOLOGIC AND PODIATRIC PROCEDURES, CHEMOTHERAPEUTIC AND CANCER MANAGEMENT, CARDIAC REHABILITATION AND DIABETES MANAGEMENT SERVICES, WOUND CARE AND HYPERBARIC PROGRAM, SLEEP CLINIC, AND ELDER ASSESSMENT PROGRAMS. BIDN ALSO OFFERS OCCUPATIONAL HEALTH SERVICES AND NUTRITIONAL COUNSELING. DIAGNOSTIC FACILITIES INCLUDE COMPLETE 24-HOUR HISTOPATHOLOGY LABORATORY AND BLOOD BANKING SERVICES AS WELL AS DIAGNOSTIC IMAGING INCLUDING CT SCANNING, ULTRASOUND, ULTRASONIC CARDIOGRAPHY, BONE DENSITOMETRY, NUCLEAR MEDICINE, PLAIN FILM RADIOLOGY AND FLUOROSCOPY. IN ADDITION, THE BIDN PICTURE ARCHIVAL AND COMMUNICATION SYSTEM (PACS) CAN INSTANTANEOUSLY TRANSMIT RADIOLOGIC IMAGES BETWEEN BIDN AND BIDMC, MEANING THAT PATIENTS IN NEEDHAM HAVE ACCESS TO THE SAME WORLD-CLASS SPECIALISTS AS PATIENTS AT BIDMC. THE SYSTEM FACILITATES, WHEN NECESSARY, MULTI-DISCIPLINARY EVALUATION OF IMAGES, RESULTING IN IMPROVED TECHNICAL PERFORMANCE AND FEEDBACK AND DIAGNOSES WITH GREATER DIAGNOSTIC ACCURACY. DURING THE FISCAL PERIOD COVERED BY THIS FILING, BIDN PHYSICIANS HAD 156,367 OUTPATIENT ENCOUNTERS. IN ADDITION, BIDN CLINICS HAD 4,685 VISITS FOR DIABETES CARE, PERFORMED 2,676 ENDOSCOPY PROCEDURES, PROVIDED 3,750 ONCOLOGY TREATMENTS AND PERFORMED 2,103 SLEEP STUDIES. BIDN OUTPATIENT CARDIOLOGY PHYSICIANS AND PROFESSIONALS PERFORMED 8,969 EKG EXAMS, 2,992 ECHO NON-INVASIVE EXAMS AND 624 STRESS TESTS. BIDN GENERAL RADIOLOGY PERFORMED 26,539 OUTPATIENT EXAMS, 7,093 CT SCAN OUTPATIENT EXAMS, 7,210 OUTPATIENT ULTRASOUND PROCEDURES, 4,928 MRI EXAMS AND 436 NUCLEAR MEDICINE TESTS. THE CENTER FOR WOUND CARE AND HYPERBARIC MEDICINE PERFORMED 2,078 WOUND CLINIC VISITS AND 1,046 HYPERBARIC PROCEDURES. |
| FORM 990, PART III, LINE 4B | INPATIENT MEDICAL/SURGICAL AND INTENSIVE CARE; OPERATING ROOMS BIDN PROVIDES A WIDE RANGE OF INPATIENT CARE INCLUDING SURGICAL SERVICES, INTENSIVE AND CARDIAC CARE AND COMPLETE DIAGNOSTIC FACILITIES. BIDN'S INPATIENT FACILITIES INCLUDE MEDICAL/SURGICAL BEDS AND A SEVEN-BED INTENSIVE AND CARDIAC CARE UNIT. BIDN HAS A FULLY RENOVATED STATE-OF-THE ART SURGICAL SUITE WITH THREE FULLY EQUIPPED OPERATING ROOMS, ONE MINOR SURGERY ROOM AND A POST-OPERATIVE ANESTHESIA CARE UNIT. SURGICAL SERVICES ARE AVAILABLE 24 HOURS A DAY FOR CRITICALLY ILL OR INJURED PATIENTS REQUIRING IMMEDIATE SURGICAL INTERVENTION, OR FOR OTHER PATIENTS ON A NON-EMERGENT OR ELECTIVE BASIS. BIDN'S HIGHLY QUALIFIED SURGEONS PERFORM ORTHOPEDIC PROCEDURES AND IMPLANTS, PLASTIC / RECONSTRUCTION, GASTROINTESTINAL, GENERAL SURGICAL (INCLUDING BREAST) GYNECOLOGICAL, OPHTHALMOLOGIC, PODIATRIC, AND UROLOGICAL PROCEDURES. LIMITED VASCULAR AND THORACIC SURGERY IS ALSO PERFORMED. PATIENTS ARE UNDER THE CARE OF OUR MEDICAL STAFF, HOSPITALISTS AND/OR GENERAL SURGEONS ALONG WITH NURSES WHO ARE TRAINED IN CARING FOR PATIENTS WITH COMPLEX MEDICAL NEEDS. THE NURSING CARE TEAM CONSISTS OF REGISTERED NURSES, SURGICAL TECHNICIANS AND QUALIFIED ANCILLARY PERSONNEL WORKING COLLABORATIVELY WITH SURGICAL AND ANESTHESIA PHYSICIANS. THE SCOPE OF NURSING PRACTICE IN THE PERIOPERATIVE AREA INCLUDES PREOPERATIVE ASSESSMENT AND PLANNING, INTRA-OPERATIVE INTERVENTION, POSTOPERATIVE ASSESSMENT AND INTERVENTION, DISCHARGE PLANNING AND DOCUMENTATION TO ENSURE HIGH QUALITY PATIENT CARE AND SAFETY. THE INPATIENT POPULATION THAT IS SERVED INCLUDES CHILDREN UNDER 15 YEARS OF AGE REQUIRING MINOR OUTPATIENT SURGERY AND ANY INDIVIDUALS WHO ARE 15 YEARS AND OLDER WHO REQUIRE MINOR OR MAJOR SURGICAL INTERVENTION. DURING ITS FISCAL YEAR ENDED SEPTEMBER 30, 2014, BIDN HAD 1,910 INPATIENT DISCHARGES WITH 6,010 PATIENT DAYS, 1,596 OBSERVATION PATIENTS AND PERFORMED 2,721 OUTPATIENT SURGERIES AND 313 INPATIENT SURGERIES. |
| FORM 990, PART III, LINE 4C | EMERGENCY DEPARTMENT AS PREVIOUSLY NOTED, BIDMC IS A NATIONALLY RECOGNIZED TERTIARY CARE ACADEMIC MEDICAL CENTER AND TEACHING HOSPITAL OF HARVARD MEDICAL SCHOOL AND THE SOLE MEMBER OF BIDN. HARVARD MEDICAL FACULTY PHYSICIANS AT BETH ISRAEL DEACONESS MEDICAL CENTER (HMFP) IS THE INTEGRALLY RELATED DEDICATED PHYSICIAN PRACTICE OF BIDMC AND IS ALSO EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED. HMFP PHYSICIANS, HARVARD MEDICAL SCHOOL FACULTY AND ATTENDING PHYSICIANS FROM THE BIDMC DEPARTMENT OF EMERGENCY MEDICINE, PROVIDE ROUND THE CLOCK PHYSICIAN PATIENT CARE COVERAGE AND MEDICAL DIRECTION OF THE BIDN EMERGENCY DEPARTMENT. THESE PHYSICIANS ARE ALL CERTIFIED OR BOARD-ELIGIBLE IN LEVEL 1 TRAUMA. DURING THE FISCAL YEAR COVERED BY THIS FILING, BIDN HAD 15,185 EMERGENCY DEPARTMENT VISITS. |
| FORM 990, PART IV, QUESTION 12 AND 12A | STATEMENT RE AUDITED FINANCIAL STATEMENTS THE BOSTON, MA OFFICE OF KPMG ISSUED AN UNQUALIFIED OPINION ON THE CONSOLIDATED AUDITED FINANCIAL STATEMENTS OF THE MEDICAL CENTER AND AFFILIATES FOR FISCAL YEAR ENDED SEPTEMBER 30, 2014. THESE STATEMENTS WERE PREPARED IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) AND INCLUDED THE ACCOUNTS OF THE MEDICAL CENTER AND ITS SUBSIDIARIES, (MEDICAL CARE OF BOSTON MANAGEMENT CORPORATION, D/B/A AFFILIATED PHYSICIANS GROUP (APG)), BETH ISRAEL DEACONESS HOSPITAL - NEEDHAM, INC. (BID-NEEDHAM), BETH ISRAEL DEACONESS HOSPITAL - MILTON, INC. (BID-MILTON), BETH ISRAEL DEACONESS HOSPITAL - PLYMOUTH, INC. (BID-PLYMOUTH), AND HARVARD MEDICAL FACULTY PHYSICIANS AT BETH ISRAEL DEACONESS MEDICAL CENTER, INC. (HMFP), THE DEDICATED PHYSICIAN PRACTICE OF THE MEDICAL CENTER AND AN ENTITY INTEGRALLY RELATED TO HELPING THE MEDICAL CENTER ACCOMPLISH ITS CHARITABLE PURPOSES, AS WELL AS ALL ENTITIES FOR WHICH THESE ENTITIES SERVE AS MEMBER. |
| FORM 990, PART IV, QUESTION 24B | INVESTMENT OF TAX-EXEMPT BOND PROCEEDS BEYOND THE TEMPORARY PERIOD EXCEPTION PROCEEDS IN THE PROJECT FUND WERE UNEXPECTEDLY HELD BEYOND THE THREE-YEAR TEMPORARY PERIOD, BUT WERE YIELD RESTRICTED IN COMPLIANCE WITH FEDERAL TAX REQUIREMENTS. |
| FORM 990, PART V, QUESTION 2B | STATEMENT RE PAYROLL BETH ISRAEL DEACONESS MEDICAL CENTER (BIDMC), THE MEMBER OF BETH ISRAEL DEACONESS HOSPITAL - NEEDHAM (BIDN), SERVES AS BIDN'S COMMON PAY AGENT. IN ACCORDANCE WITH INSTRUCTIONS TO THE 2013 FORM 990, BIDN IS REPORTING THE NUMBER OF FORMS W-2 ISSUED AS IF THEY HAD BEEN ISSUED DIRECTLY BY BIDN. |
| FORM 990, PART V, LINE 7G | CONTRIBUTIONS OF INTELLECTUAL PROPERTY BETH ISRAEL DEACONESS HOSPITAL - NEEDHAM (BIDN) DID NOT RECEIVE ANY CONTRIBUTIONS OF INTELLECTUAL PROPERTY AND AS SUCH, WAS NOT REQUIRED TO FILE FORM 8899. |
| FORM 990, PART V, LINE 7H | CONTRIBUTIONS OF CARS, BOATS, AIRPLANES AND OTHER VEHICLES BETH ISRAEL DEACONESS HOSPITAL - NEEDHAM (BIDN) DID NOT RECEIVE ANY CONTRIBUTIONS OF CARS, BOATS, AIRPLANES OR OTHER VEHICLES AND AS SUCH, WAS NOT REQUIRED TO FILE FORM 1098-C. |
| FORM 990, PART VI, SECTION C, LINE 17 | LIST OF STATES WHERE THIS RETURN FILED MASSACHUSETTS, NEW YORK, CONNECTICUT, FLORIDA, NEW HAMPSHIRE, RHODE ISLAND |
| FORM 990, PART VI, SECTION A, LINE 2 | BUSINESS AND FAMILY RELATIONSHIPS THE FOLLOWING BIDN OFFICERS, DIRECTOR/TRUSTEES, AND KEY EMPLOYEES HAVE BUSINESS OR FAMILY RELATIONSHIPS: MICHAEL LOMBARD AND GREG PETRINI - BUSINESS RELATIONSHIP AS NOTED IN VARIOUS NARRATIVE DISCLOSURES WHICH SUPPORT THIS FORM 990 AND RELATED SCHEDULES, CAREGROUP IS A MASSACHUSETTS NON-PROFIT CORPORATION EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED. CAREGROUP'S PURPOSE IS TO OVERSEE THE FINANCIAL WELL-BEING OF THE AFFILIATED ENTITIES WHICH MAKE UP THE CAREGROUP SYSTEM. CAREGROUP SERVES AS THE SOLE MEMBER AND A SUPPORT ORGANIZATION OF THE MEDICAL CENTER. THE MEDICAL CENTER IS THE SOLE MEMBER OF BID-NEEDHAM, APG, BID-MILTON, AND BID-PLYMOUTH AND JORDAN HEALTH SYSTEMS, INC. (JHSI). IN ADDITION, HMFP IS THE DEDICATED PHYSICIAN PRACTICE OF THE MEDICAL CENTER AND AN ENTITY INTEGRALLY RELATED TO HELPING THE MEDICAL CENTER ACCOMPLISH ITS CHARITABLE PURPOSES. CAREGROUP ALSO SERVES AS THE SOLE MEMBER AND A SUPPORT ORGANIZATION OF NEW ENGLAND BAPTIST HOSPITAL (NEBH) AND MOUNT AUBURN HOSPITAL (MAH), WHICH IN TURN SERVE AS THE SOLE MEMBER OF NEW ENGLAND BAPTIST MEDICAL ASSOCIATES (NEBMA) AND MOUNT AUBURN PROFESSIONAL SERVICES (MAPS), RESPECTIVELY. EACH OF THE ENTITIES LISTED IN THIS PARAGRAPH MAY, IN TURN, SERVE AS MEMBER OF ADDITIONAL ENTITIES WITHIN THE CAREGROUP NETWORK OF 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 BOARDS OF DIRECTORS/TRUSTEES OR BY SERVING IN EMPLOYMENT RELATIONSHIP ONE OR MORE ENTITIES WITHIN THE CAREGROUP NETWORK OF AFFILIATED ORGANIZATIONS. ADDITIONAL DETAIL IS PROVIDED IN THE EXPLANATORY NOTES TO THIS FORM 990 SCHEDULE J. |
| FORM 990, PART VI, SECTION A, LINE 6 | STATEMENT RE MEMBERS OR STOCKHOLDERS BETH ISRAEL DEACONESS MEDICAL CENTER (BIDMC OR MEDICAL CENTER) IS A TERTIARY CARE ACADEMIC MEDICAL CENTER. BIDMC, A FLAGSHIP TEACHING HOSPITAL OF HARVARD MEDICAL SCHOOL, IS KNOWN FOR ITS EXEMPLARY PATIENT CARE, CONDUCTING "LEADING EDGE" CLINICAL AND BASIC SCIENCE RESEARCH AND SUPPORTING OUTSTANDING EDUCATIONAL PROGRAMS. BIDMC IS A HOSPITAL EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) OF 1986 AS AMENDED, AND ACTING THROUGH ITS BOARD OF DIRECTORS, IS THE SOLE MEMBER OF BETH ISRAEL DEACONESS HOSPITAL, NEEDHAM, INC. (BIDN). PURSUANT TO THE GOVERNING DOCUMENTS OF BIDN, THE MEDICAL CENTER AS SOLE MEMBER HAS THE RIGHT TO APPOINT TWO OF BIDN'S UP TO TWENTY-THREE (23) VOTING TRUSTEES, TWO OF WHOM WILL BE APPOINTED BY THE MEMBER. ADDITIONALLY, PURSUANT TO THE BIDN BY-LAWS, THE MEDICAL CENTER HAS THE FOLLOWING RIGHTS: -TO APPROVE STRATEGIC AND FINANCIAL PLANS, WHICH SHALL BE CONSISTENT WITH THE STRATEGIC AND FINANCIAL PLANS AND PROGRAMS OF THE MEMBER. BIDN'S STRATEGIC AND FINANCIAL PLANS SHALL BE DEVELOPED IN COLLABORATION BY THE BIDN PRESIDENT AND CHIEF EXECUTIVE OFFICER, SENIOR EXECUTIVE STAFF OF THE MEMBER WITH CONSULTATION WITH THE BIDN BOARD OF TRUSTEES; -TO APPROVE BIDN'S ANNUAL OPERATING AND CAPITAL BUDGETS; PROVIDED, HOWEVER THAT THE PRESIDENT AND CHIEF EXECUTIVE OFFICER OF THE HOSPITAL MAY APPROVE CAPITAL EXPENDITURES NOT REFLECTED IN AN APPROVED CAPITAL BUDGET TO THE EXTENT APPROVED BY THE MEMBER PURSUANT TO A STANDING AUTHORIZATION AS REFLECTED IN A BOARD RESOLUTION ADOPTED BY THE MEMBER; -TO APPROVE THE BORROWING OF, OR INCURRENCE OF DEBT IN, ANY AMOUNT OTHER THAN (A) FOR PURPOSES OF SECURING WORKING CAPITAL FROM A LENDER WHICH SHALL HAVE BEEN APPROVED BY THE MEMBER AND PURSUANT TO THEN EXISTING LOAN DOCUMENTATION CONTAINING THE TERMS AND PROVISIONS RELATING TO SUCH BORROWING WHICH SHALL HAVE BEEN APPROVED BY THE MEMBER, AND (B) DEBT INCURRED IN THE ORDINARY COURSE OF BUSINESS WHICH IS ANTICIPATED IN AND CONSISTENT WITH THE ANNUAL OPERATING BUDGET OR A CAPITAL BUDGET WHICH SHALL HAVE BEEN APPROVED BY THE MEMBER FOR THE YEAR IN WHICH INCURRED FOR BIDN OR ANY SUBSIDIARY; -TO SELECT AN INDEPENDENT AUDITOR TO EXAMINE THE FINANCIAL ACCOUNTS OF BIDN; -TO APPROVE ALL MANAGED CARE CONTRACTS, EXCLUSIVE CONTRACTS, AGREEMENTS WHICH OBLIGATE BIDN NOT TO COMPETE WITH ANY OTHER ENTITY OR TO LIMIT COMPETITION OR SIMILAR ARRANGEMENTS, CONTRACTS FOR MANAGEMENT SERVICES WITH POTENTIALLY SIGNIFICANT MULTI-YEAR BUDGETARY IMPACT, OR OTHER MULTI-YEAR SERVICE CONTRACTS WITH POTENTIALLY SIGNIFICANT MULTI-YEAR BUDGETARY IMPACT -TO DIRECT BIDN TO ENTER INTO ANY SUCH CONTRACT AT THE DIRECTION OF THE MEMBER MADE IN ACCORDANCE WITH THE BY-LAWS OF THE MEMBER AS SUCH BY-LAWS MAY, AT THE TIME OF SUCH DIRECTION, PROVIDE. WITHOUT LIMITING THE FOREGOING, THE MEMBER IS AUTHORIZED AS BIDN'S NON-EXCLUSIVE AGENT AND ATTORNEY-IN-FACT FOR PURPOSES OF NEGOTIATING AND EXECUTING MANAGED CARE CONTRACTS. BIDN SHALL NOT EXECUTE ANY CONTRACT FOR CARE WITH A THIRD PARTY PAYOR OR EMPLOYER WITHOUT THE APPROVAL OF THE CHIEF EXECUTIVE OFFICER OF THE MEMBER; -TO APPROVE THE CREATION, ACQUISITION OR DISPOSAL OF ANY SUBSIDIARY OR AFFILIATED CORPORATION, OR THE ADDITION OR ELIMINATION OF ANY CLINICAL DEPARTMENT OR PROGRAM, OR THE ENTERING INTO OF ANY JOINT VENTURE OR OTHER PARTNERSHIP ARRANGEMENT BY BIDN. BIDN SHALL TAKE ANY SUCH ACTION AT THE DIRECTION OF THE MEMBER MADE IN ACCORDANCE WITH THE BY-LAWS OF THE MEMBER AS SUCH BY-LAWS MAY AT THE TIME OF SUCH DIRECTION PROVIDE; -TO APPROVE ANY VOLUNTARY DISSOLUTION, MERGER OR CONSOLIDATION OF BIDN OR ANY SUBSIDIARY, OR THE SALE, LEASE, EXCHANGE OR OTHER DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF BIDN OR ANY SUBSIDIARY. BIDN SHALL TAKE ANY SUCH ACTION AT THE DIRECTION OF THE MEMBER MADE IN ACCORDANCE WITH THE BY-LAWS OF THE MEMBER AS SUCH BY-LAWS MAY AT THE TIME OF SUCH DIRECTION PROVIDE; -TO TAKE ACTION TO CAUSE ASSETS OF BIDN TO BE TRANSFERRED, OTHER THAN IN THE ORDINARY COURSE OF CONDUCT OF BIDN, TO THE MEMBER TO ADVANCE THE CHARITABLE PURPOSES OF THE MEMBER OR OF AN AFFILIATE OF THE MEMBER; AND, -OTHER POWERS AND RIGHTS AS VESTED BY LAW. IN ADDITION, CAREGROUP, INC. (CAREGROUP) IS AN ENTITY EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) OF 1986, AS AMENDED, AS WELL AS THE SOLE MEMBER AND A SUPPORT ORGANIZATION OF THE MEDICAL CENTER. -CAREGROUP HAS THE EXCLUSIVE POWER AND AUTHORITY TO INITIATE ANY BANKRUPTCY OR INSOLVENCY ACTION ON BEHALF OF BIDN OR ANY SUBSIDIARY OF BIDN. |
| FORM 990, PART VI, SECTION A, LINE 7A | STATEMENT RE ELECTION OF MEMBERS OF GOVERNING BODY BETH ISRAEL DEACONESS MEDICAL CENTER (BIDMC OR MEDICAL CENTER) IS A TERTIARY CARE ACADEMIC MEDICAL CENTER. BIDMC, A FLAGSHIP TEACHING HOSPITAL OF HARVARD MEDICAL SCHOOL, IS KNOWN FOR ITS EXEMPLARY PATIENT CARE, CONDUCTING "LEADING EDGE" CLINICAL AND BASIC SCIENCE RESEARCH AND SUPPORTING OUTSTANDING EDUCATIONAL PROGRAMS. BIDMC IS A HOSPITAL EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) OF 1986 AS AMENDED, AND ACTING THROUGH ITS BOARD OF DIRECTORS, IS THE SOLE MEMBER OF BETH ISRAEL DEACONESS HOSPITAL, NEEDHAM, INC. (BIDN). PURSUANT TO THE GOVERNING DOCUMENTS OF BIDN, THE MEDICAL CENTER AS SOLE MEMBER HAS THE RIGHT TO APPOINT TWO OF BIDN'S UP TO TWENTY-THREE (23) VOTING TRUSTEES, TWO OF WHOM WILL BE APPOINTED BY THE MEMBER. ADDITIONALLY, PURSUANT TO THE BIDN BY-LAWS, THE MEDICAL CENTER HAS THE FOLLOWING RIGHTS: -TO APPROVE STRATEGIC AND FINANCIAL PLANS, WHICH SHALL BE CONSISTENT WITH THE STRATEGIC AND FINANCIAL PLANS AND PROGRAMS OF THE MEMBER. BIDN'S STRATEGIC AND FINANCIAL PLANS SHALL BE DEVELOPED IN COLLABORATION BY THE BIDN PRESIDENT AND CHIEF EXECUTIVE OFFICER, SENIOR EXECUTIVE STAFF OF THE MEMBER WITH CONSULTATION WITH THE BIDN BOARD OF TRUSTEES; -TO APPROVE BIDN'S ANNUAL OPERATING AND CAPITAL BUDGETS; PROVIDED, HOWEVER THAT THE PRESIDENT AND CHIEF EXECUTIVE OFFICER OF THE HOSPITAL MAY APPROVE CAPITAL EXPENDITURES NOT REFLECTED IN AN APPROVED CAPITAL BUDGET TO THE EXTENT APPROVED BY THE MEMBER PURSUANT TO A STANDING AUTHORIZATION AS REFLECTED IN A BOARD RESOLUTION ADOPTED BY THE MEMBER; -TO APPROVE THE BORROWING OF, OR INCURRENCE OF DEBT IN, ANY AMOUNT OTHER THAN (A) FOR PURPOSES OF SECURING WORKING CAPITAL FROM A LENDER WHICH SHALL HAVE BEEN APPROVED BY THE MEMBER AND PURSUANT TO THEN EXISTING LOAN DOCUMENTATION CONTAINING THE TERMS AND PROVISIONS RELATING TO SUCH BORROWING WHICH SHALL HAVE BEEN APPROVED BY THE MEMBER, AND (B) DEBT INCURRED IN THE ORDINARY COURSE OF BUSINESS WHICH IS ANTICIPATED IN AND CONSISTENT WITH THE ANNUAL OPERATING BUDGET OR A CAPITAL BUDGET WHICH SHALL HAVE BEEN APPROVED BY THE MEMBER FOR THE YEAR IN WHICH INCURRED FOR BIDN OR ANY SUBSIDIARY; -TO SELECT AN INDEPENDENT AUDITOR TO EXAMINE THE FINANCIAL ACCOUNTS OF BIDN; -TO APPROVE ALL MANAGED CARE CONTRACTS, EXCLUSIVE CONTRACTS, AGREEMENTS WHICH OBLIGATE BIDN NOT TO COMPETE WITH ANY OTHER ENTITY OR TO LIMIT COMPETITION OR SIMILAR ARRANGEMENTS, CONTRACTS FOR MANAGEMENT SERVICES WITH POTENTIALLY SIGNIFICANT MULTI-YEAR BUDGETARY IMPACT, OR OTHER MULTI-YEAR SERVICE CONTRACTS WITH POTENTIALLY SIGNIFICANT MULTI-YEAR BUDGETARY IMPACT -TO DIRECT BIDN TO ENTER INTO ANY SUCH CONTRACT AT THE DIRECTION OF THE MEMBER MADE IN ACCORDANCE WITH THE BY-LAWS OF THE MEMBER AS SUCH BY-LAWS MAY, AT THE TIME OF SUCH DIRECTION, PROVIDE. WITHOUT LIMITING THE FOREGOING, THE MEMBER IS AUTHORIZED AS BIDN'S NON-EXCLUSIVE AGENT AND ATTORNEY-IN-FACT FOR PURPOSES OF NEGOTIATING AND EXECUTING MANAGED CARE CONTRACTS. BIDN SHALL NOT EXECUTE ANY CONTRACT FOR CARE WITH A THIRD PARTY PAYOR OR EMPLOYER WITHOUT THE APPROVAL OF THE CHIEF EXECUTIVE OFFICER OF THE MEMBER; -TO APPROVE THE CREATION, ACQUISITION OR DISPOSAL OF ANY SUBSIDIARY OR AFFILIATED CORPORATION, OR THE ADDITION OR ELIMINATION OF ANY CLINICAL DEPARTMENT OR PROGRAM, OR THE ENTERING INTO OF ANY JOINT VENTURE OR OTHER PARTNERSHIP ARRANGEMENT BY BIDN. BIDN SHALL TAKE ANY SUCH ACTION AT THE DIRECTION OF THE MEMBER MADE IN ACCORDANCE WITH THE BY-LAWS OF THE MEMBER AS SUCH BY-LAWS MAY AT THE TIME OF SUCH DIRECTION PROVIDE; -TO APPROVE ANY VOLUNTARY DISSOLUTION, MERGER OR CONSOLIDATION OF BIDN OR ANY SUBSIDIARY, OR THE SALE, LEASE, EXCHANGE OR OTHER DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF BIDN OR ANY SUBSIDIARY. BIDN SHALL TAKE ANY SUCH ACTION AT THE DIRECTION OF THE MEMBER MADE IN ACCORDANCE WITH THE BY-LAWS OF THE MEMBER AS SUCH BY-LAWS MAY AT THE TIME OF SUCH DIRECTION PROVIDE; -TO TAKE ACTION TO CAUSE ASSETS OF BIDN TO BE TRANSFERRED, OTHER THAN IN THE ORDINARY COURSE OF CONDUCT OF BIDN, TO THE MEMBER TO ADVANCE THE CHARITABLE PURPOSES OF THE MEMBER OR OF AN AFFILIATE OF THE MEMBER; AND, -OTHER POWERS AND RIGHTS AS VESTED BY LAW. IN ADDITION, CAREGROUP, INC. (CAREGROUP) IS AN ENTITY EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) OF 1986, AS AMENDED, AS WELL AS THE SOLE MEMBER AND A SUPPORT ORGANIZATION OF THE MEDICAL CENTER. -CAREGROUP HAS THE EXCLUSIVE POWER AND AUTHORITY TO INITIATE ANY BANKRUPTCY OR INSOLVENCY ACTION ON BEHALF OF BIDN OR ANY SUBSIDIARY OF BIDN. |
| FORM 990, PART VI, SECTION A, LINE 7B | STATEMENT RE DECISION OF GOVERNING BODY SUBJECT TO APPROVAL BETH ISRAEL DEACONESS MEDICAL CENTER (BIDMC OR MEDICAL CENTER) IS A TERTIARY CARE ACADEMIC MEDICAL CENTER. BIDMC, A FLAGSHIP TEACHING HOSPITAL OF HARVARD MEDICAL SCHOOL, IS KNOWN FOR ITS EXEMPLARY PATIENT CARE, CONDUCTING "LEADING EDGE" CLINICAL AND BASIC SCIENCE RESEARCH AND SUPPORTING OUTSTANDING EDUCATIONAL PROGRAMS. BIDMC IS A HOSPITAL EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) OF 1986 AS AMENDED, AND ACTING THROUGH ITS BOARD OF DIRECTORS, IS THE SOLE MEMBER OF BETH ISRAEL DEACONESS HOSPITAL, NEEDHAM, INC. (BIDN). PURSUANT TO THE GOVERNING DOCUMENTS OF BIDN, THE MEDICAL CENTER AS SOLE MEMBER HAS THE RIGHT TO APPOINT TWO OF BIDN'S UP TO TWENTY-THREE (23) VOTING TRUSTEES, TWO OF WHOM WILL BE APPOINTED BY THE MEMBER. ADDITIONALLY, PURSUANT TO THE BIDN BY-LAWS, THE MEDICAL CENTER HAS THE FOLLOWING RIGHTS: -TO APPROVE STRATEGIC AND FINANCIAL PLANS, WHICH SHALL BE CONSISTENT WITH THE STRATEGIC AND FINANCIAL PLANS AND PROGRAMS OF THE MEMBER. BIDN'S STRATEGIC AND FINANCIAL PLANS SHALL BE DEVELOPED IN COLLABORATION BY THE BIDN PRESIDENT AND CHIEF EXECUTIVE OFFICER, SENIOR EXECUTIVE STAFF OF THE MEMBER WITH CONSULTATION WITH THE BIDN BOARD OF TRUSTEES; -TO APPROVE BIDN'S ANNUAL OPERATING AND CAPITAL BUDGETS; PROVIDED, HOWEVER THAT THE PRESIDENT AND CHIEF EXECUTIVE OFFICER OF THE HOSPITAL MAY APPROVE CAPITAL EXPENDITURES NOT REFLECTED IN AN APPROVED CAPITAL BUDGET TO THE EXTENT APPROVED BY THE MEMBER PURSUANT TO A STANDING AUTHORIZATION AS REFLECTED IN A BOARD RESOLUTION ADOPTED BY THE MEMBER; -TO APPROVE THE BORROWING OF, OR INCURRENCE OF DEBT IN, ANY AMOUNT OTHER THAN (A) FOR PURPOSES OF SECURING WORKING CAPITAL FROM A LENDER WHICH SHALL HAVE BEEN APPROVED BY THE MEMBER AND PURSUANT TO THEN EXISTING LOAN DOCUMENTATION CONTAINING THE TERMS AND PROVISIONS RELATING TO SUCH BORROWING WHICH SHALL HAVE BEEN APPROVED BY THE MEMBER, AND (B) DEBT INCURRED IN THE ORDINARY COURSE OF BUSINESS WHICH IS ANTICIPATED IN AND CONSISTENT WITH THE ANNUAL OPERATING BUDGET OR A CAPITAL BUDGET WHICH SHALL HAVE BEEN APPROVED BY THE MEMBER FOR THE YEAR IN WHICH INCURRED FOR BIDN OR ANY SUBSIDIARY; -TO SELECT AN INDEPENDENT AUDITOR TO EXAMINE THE FINANCIAL ACCOUNTS OF BIDN; -TO APPROVE ALL MANAGED CARE CONTRACTS, EXCLUSIVE CONTRACTS, AGREEMENTS WHICH OBLIGATE BIDN NOT TO COMPETE WITH ANY OTHER ENTITY OR TO LIMIT COMPETITION OR SIMILAR ARRANGEMENTS, CONTRACTS FOR MANAGEMENT SERVICES WITH POTENTIALLY SIGNIFICANT MULTI-YEAR BUDGETARY IMPACT, OR OTHER MULTI-YEAR SERVICE CONTRACTS WITH POTENTIALLY SIGNIFICANT MULTI-YEAR BUDGETARY IMPACT -TO DIRECT BIDN TO ENTER INTO ANY SUCH CONTRACT AT THE DIRECTION OF THE MEMBER MADE IN ACCORDANCE WITH THE BY-LAWS OF THE MEMBER AS SUCH BY-LAWS MAY, AT THE TIME OF SUCH DIRECTION, PROVIDE. WITHOUT LIMITING THE FOREGOING, THE MEMBER IS AUTHORIZED AS BIDN'S NON-EXCLUSIVE AGENT AND ATTORNEY-IN-FACT FOR PURPOSES OF NEGOTIATING AND EXECUTING MANAGED CARE CONTRACTS. BIDN SHALL NOT EXECUTE ANY CONTRACT FOR CARE WITH A THIRD PARTY PAYOR OR EMPLOYER WITHOUT THE APPROVAL OF THE CHIEF EXECUTIVE OFFICER OF THE MEMBER; -TO APPROVE THE CREATION, ACQUISITION OR DISPOSAL OF ANY SUBSIDIARY OR AFFILIATED CORPORATION, OR THE ADDITION OR ELIMINATION OF ANY CLINICAL DEPARTMENT OR PROGRAM, OR THE ENTERING INTO OF ANY JOINT VENTURE OR OTHER PARTNERSHIP ARRANGEMENT BY BIDN. BIDN SHALL TAKE ANY SUCH ACTION AT THE DIRECTION OF THE MEMBER MADE IN ACCORDANCE WITH THE BY-LAWS OF THE MEMBER AS SUCH BY-LAWS MAY AT THE TIME OF SUCH DIRECTION PROVIDE; -TO APPROVE ANY VOLUNTARY DISSOLUTION, MERGER OR CONSOLIDATION OF BIDN OR ANY SUBSIDIARY, OR THE SALE, LEASE, EXCHANGE OR OTHER DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF BIDN OR ANY SUBSIDIARY. BIDN SHALL TAKE ANY SUCH ACTION AT THE DIRECTION OF THE MEMBER MADE IN ACCORDANCE WITH THE BY-LAWS OF THE MEMBER AS SUCH BY-LAWS MAY AT THE TIME OF SUCH DIRECTION PROVIDE; -TO TAKE ACTION TO CAUSE ASSETS OF BIDN TO BE TRANSFERRED, OTHER THAN IN THE ORDINARY COURSE OF CONDUCT OF BIDN, TO THE MEMBER TO ADVANCE THE CHARITABLE PURPOSES OF THE MEMBER OR OF AN AFFILIATE OF THE MEMBER; AND, -OTHER POWERS AND RIGHTS AS VESTED BY LAW. IN ADDITION, CAREGROUP, INC. (CAREGROUP) IS AN ENTITY EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) OF 1986, AS AMENDED, AS WELL AS THE SOLE MEMBER AND A SUPPORT ORGANIZATION OF THE MEDICAL CENTRE. -CAREGROUP HAS THE EXCLUSIVE POWER AND AUTHORITY TO INITIATE ANY BANKRUPTCY OR INSOLVENCY ACTION ON BEHALF OF BIDN OR ANY SUBSIDIARY OF BIDN. |
| FORM 990, PART VI, SECTION B, LINE 11 | FORM 990 REVIEW PROCESS THE FORM 990 IS REVIEWED BY THE CHIEF FINANCIAL OFFICER OF BETH ISRAEL DEACONESS HOSPITAL - NEEDHAM (BIDN), THE TAX DIRECTOR OF CAREGROUP, WHICH IS THE MEMBER OF THE MEDICAL CENTER AND DELOITTE TAX, LLP. THE COMPLETE FORM 990, INCLUDING ALL SCHEDULE AND ATTACHMENTS, IS PRESENTED TO THE BIDN COMPLIANCE, AUDIT AND RISK COMMITTEE FOR REVIEW AND DISCUSSION. A COPY OF THE COMPLETE RETURN IS THEN PROVIDED TO EACH MEMBER OF THE BOARD OF TRUSTEES OF THE FILING ENTITY PRIOR TO SUBMISSION TO THE INTERNAL REVENUE SERVICE. |
| FORM 990, PART VI, SECTION B, LINE 12C | EXPLANATION OF MONITORING AND ENFORCEMENT OF CONFLICTS BETH ISRAEL DEACONESS HOSPITAL - NEEDHAM (BIDN) HAS A WRITTEN, COMPREHENSIVE CONFLICT OF INTEREST POLICY. PURSUANT TO THAT POLICY, ALL OFFICERS, DIRECTORS AND KEY EMPLOYEES OF BIDN ARE ASKED TO COMPLETE AN ANNUAL CONFLICT OF INTEREST FORM WHICH IS DESIGNED TO REQUIRE DISCLOSURE OF ANY BUSINESS RELATIONSHIPS MAINTAINED BY OFFICERS, DIRECTORS OR KEY EMPLOYEES AND THEIR FAMILY MEMBERS AND WHICH MAY RESULT IN A CONFLICT OF INTEREST. BETH ISRAEL DEACONESS MEDICAL CENTER (BIDMC) IS A TERTIARY CARE ACADEMIC MEDICAL CENTER EXEMPT FROM INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, AND IS THE SOLE MEMBER OF BIDN. THE BIDMC OFFICE OF COMPLIANCE AND BUSINESS CONDUCT ADMINISTERS A CONFLICT OF INTEREST QUESTIONNAIRE PROCESS ANNUALLY IN CONJUNCTION WITH THE BIDN OFFICE OF COMPLIANCE AND PROVIDES A SUMMARY OF POSITIVE RESPONSES TO BIDN'S COMPLIANCE OFFICER FOR REVIEW AND DETERMINATION OF ANY POTENTIAL OR ACTUAL CONFLICT. ANY ACTIVITY THAT REQUIRES ACTION UNDER THE CONFLICT OF INTEREST POLICY IS SUBJECT TO ONGOING REVIEW BY BIDN. 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 PLAN TO REQUIRE DISCLOSURE AND RECUSAL, INCLUDING APPROPRIATE DOCUMENTATION IN THE MINUTES. IN ADDITION TO THE CONFLICT OF INTEREST PROCESS OUTLINED ABOVE, THE CAREGROUP TAX DEPARTMENT ISSUES AN ANNUAL TAX QUESTIONNAIRE TO ALL CURRENT AND FORMER MEMBERS OF THE BIDN BOARD OF DIRECTORS AS WELL AS CURRENT AND FORMER BIDN OFFICERS AND KEY EMPLOYEES. THE TAX QUESTIONNAIRE IS DESIGNED TO GATHER THE INFORMATION NECESSARY FOR THE HOSPITAL 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. |
| FORM 990, PART VI, SECTION B, LINE 15 | DESCRIPTION OF PROCESS TO DETERMINE COMPENSATION OF THE ORGANIZATIONS CEO AND OTHER OFFICERS AND KEY EMPLOYEES BETH ISRAEL DEACONESS HOSPITAL - NEEDHAM (BIDN) HAS A COMPENSATION COMMITTEE THAT IS COMPOSED OF MEMBERS OF THE BOARD OF TRUSTEES. ALL MEMBERS ARE INDEPENDENT. THE BIDN COMPENSATION COMMITTEE ESTABLISHES THE POLICIES AND THE COMPENSATION STRUCTURE OF THE CHIEF EXECUTIVE OFFICER, CHIEF FINANCIAL OFFICER AND CHIEF NURSING OFFICER. AS NOTED THROUGHOUT THIS FILING, BETH ISRAEL DEACONESS MEDICAL CENTER (BIDMC) IS THE SOLE MEMBER OF BIDN. DURING THE PERIOD COVERED BY THIS FILING, BOTH THE BIDMC SENIOR VICE PRESIDENT AND THE BIDMC DIRECTOR OF COMPENSATION AND HUMAN RESOURCES INFORMATION SYSTEMS PROVIDED SUPPORT TO THE BIDN COMPENSATION COMMITTEE IN RETAINING COUNSEL TO PROVIDE COMPARABILITY DATA RELATED TO THIS PROCESS. THE BIDN COMPENSATION COMMITTEE IS RESPONSIBLE FOR ASSURING THAT THE TOTAL COMPENSATION PROVIDED TO THESE INDIVIDUALS IS FAIR AND REASONABLE USING CURRENT AND CREDIBLE MARKET PRACTICE INFORMATION AND THAT IT COMPLIES WITH APPLICABLE LEGAL AND REGULATORY GUIDELINES. IN SETTING COMPENSATION, THE COMPENSATION COMMITTEE RELIED UPON WRITTEN COMPENSATION SURVEYS/STUDIES PRODUCED BY AN INDEPENDENT COMPENSATION CONSULTING FIRM THAT REGULARLY ASSESSES EXECUTIVE COMPENSATION AND BENEFITS OF SIMILAR ORGANIZATIONS. THE COMPENSATION COMMITTEE MET TO REVIEW THE COMPENSATION STRUCTURE OF THE INDIVIDUALS DESCRIBED ABOVE AND AT THAT TIME REVIEWED THE COMPENSATION SURVEY DATA PREPARED BY AN INDEPENDENT COMPENSATION CONSULTING FIRM. THE COMPENSATION COMMITTEE VOTED TO APPROVE THE COMPENSATION ARRANGEMENTS OF ALL INDIVIDUALS DESCRIBED ABOVE EXCEPT FOR THE CEO. THE COMPENSATION PACKAGE FOR THE CEO WAS SUBMITTED TO THE FULL BIDN BOARD OF TRUSTEES FOR APPROVAL. ALL DELIBERATIONS WERE CONTEMPORANEOUSLY DOCUMENTED IN MINUTES. |
| FORM 990, PART VI, SECTION C, LINE 19 | OTHER ORGANIZATION DOCUMENTS PUBLICLY AVAILABLE THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE GENERAL PUBLIC UPON REQUEST AT THE FOLLOWING LOCATION: BETH ISRAEL DEACONESS HOSPITAL-NEEDHAM, INC. 464 HILLSIDE AVENUE NEEDHAM, MA 02494 |
| FORM 990, PART IX, LINE 11G | OTHER MANAGEMENT FEE: PROGRAM SERVICE EXPENSES 5,722,178. MANAGEMENT AND GENERAL EXPENSES 1,747,471. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 7,469,649. MD FEES: PROGRAM SERVICE EXPENSES 3,024,114. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 3,024,114. |
| FORM 990, PART XI, LINE 9: | CHANGES IN EQUITY INTEREST IN LIMITED PARTNERSHIP -7,300. |
| FORM 990, PART XII, QUESTION 2B, 2C AND 2D | FINANCIAL STATEMENTS AND COMMITTEE OVERSIGHT AS PREVIOUSLY REPORTED IN THIS FILING, BETH ISRAEL DEACONESS HOSPITAL - NEEDHAM (BIDN) IS A PUBLIC CHARITY AND A COMMUNITY HOSPITAL, EXEMPT FROM INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED. ALSO AS PREVIOUSLY NOTED, BETH ISRAEL DEACONESS MEDICAL CENTER, A TERTIARY CARE ACADEMIC MEDICAL CENTER, FLAGSHIP TEACHING HOSPITAL OF HARVARD MEDICAL SCHOOL, AN ENTITY EXEMPT FROM INCOME TAXES UNDER 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, IS THE SOLE MEMBER OF BIDN. THE FINANCIAL RECORDS OF BIDN ARE AUDITED EACH YEAR AS PART OF THE BIDMC CONSOLIDATED AUDITED FINANCIAL STATEMENT PROCESS, AND FOR THE PERIOD COVERED BY THIS FILING THE BOSTON, MA OFFICE OF KPMG ISSUED AN UNQUALIFIED OPINION ON THESE FINANCIAL STATEMENTS. THIS PROCESS IS MONITORED AND REVIEWED INTERNALLY BY BOTH THE BIDMC AND BIDN COMPLIANCE, AUDIT AND RISK COMMITTEES. |
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