Attach to Form 990 or Form 990-EZ.
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 listed in your governing document? | (v) Amount of monetary support (see instructions) | (vi) Amount of other support (see instructions) | |
|---|---|---|---|---|---|---|
| Yes | No | |||||
| Total | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (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) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (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 VI.).. | ||||||
| 11 | Total support Add lines 7 through 10. | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (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) 2010 | (b) 2011 | (c) 2012 | (d) 2013 | (e) 2014 | (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 VI.) .. | ||||||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | ||||||
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Net short-term capital gain | 1 | ||||
| 2 | Recoveries of prior-year distributions | 2 | ||||
| 3 | Other gross income (see instructions) | 3 | ||||
| 4 | Add lines 1 through 3 | 4 | ||||
| 5 | Depreciation and depletion | 5 | ||||
| 6 | Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) | 6 | ||||
| 7 | Other expenses (see instructions) | 7 | ||||
| 8 | Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) | 8 | ||||
| Section B - Minimum Asset Amount | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): | 1 | ||||
| a | Average monthly value of securities | 1a | ||||
| b | Average monthly cash balances | 1b | ||||
| c | Fair market value of other non-exempt-use assets | 1c | ||||
| d | Total (add lines 1a, 1b, and 1c) | 1d | ||||
| e | Discount claimed for blockage or other factors (explain in detail in Part VI): | |||||
| 2 | Acquisition indebtedness applicable to non-exempt use assets | 2 | ||||
| 3 | Subtract line 2 from line 1d | 3 | ||||
| 4 | Cash deemed held for exempt use. Enter 1-1/2% of line 3 (for greater amount, see instructions). | 4 | ||||
| 5 | Net value of non-exempt-use assets (subtract line 4 from line 3) | 5 | ||||
| 6 | Multiply line 5 by .035 | 6 | ||||
| 7 | Recoveries of prior-year distributions | 7 | ||||
| 8 | Minimum Asset Amount (add line 7 to line 6) | 8 | ||||
| Section C - Distributable Amount | Current Year | |||||
| 1 | Adjusted net income for prior year (from Section A, line 8, Column A) | 1 | ||||
| 2 | Enter 85% of line 1 | 2 | ||||
| 3 | Minimum asset amount for prior year (from Section B, line 8, Column A) | 3 | ||||
| 4 | Enter greater of line 2 or line 3 | 4 | ||||
| 5 | Income tax imposed in prior year | 5 | ||||
| 6 | Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) | 6 | ||||
| 7 | Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions) | |||||
| Section D - Distributions | Current Year | |
|---|---|---|
| 1 Amounts paid to supported organizations to accomplish exempt purposes | ||
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
||
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | ||
| 4 Amounts paid to acquire exempt-use assets | ||
| 5 Qualified set-aside amounts (prior IRS approval required) | ||
| 6 Other distributions (describe in Part VI). See instructions | ||
| 7Total annual distributions. Add lines 1 through 6. | ||
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
||
| 9 Distributable amount for 2014 from Section C, line 6 | ||
| 10 Line 8 amount divided by Line 9 amount | ||
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2014 |
(iii) Distributable Amount for 2014 |
|
|---|---|---|---|---|
|
1
Distributable amount for 2014 from Section C, line 6 |
||||
|
2
Underdistributions, if any, for years prior to 2014 (reasonable cause required--see instructions) |
||||
| 3 Excess distributions carryover, if any, to 2014: | ||||
| a From 2009.......X | ||||
| b From 2010.......X | ||||
| c From 2011.......X | ||||
| d From 2012.......X | ||||
| e From 2013....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2014 distributable amount | ||||
|
i
Carryover from 2009 not applied (see instructions) |
||||
| j Remainder. Subtract lines 3g, 3h, and 3i from 3f. | ||||
| 4Distributions for 2014 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2014 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from 4. | ||||
|
5
Remaining underdistributions for years prior to 2014, if any. Subtract lines 3g and 4a from line 2 (if amount greater than zero, see instructions) |
||||
|
6
Remaining underdistributions for 2014. Subtract lines 3h and 4b from line 1 (if amount greater than zero, see instructions) |
||||
|
7 Excess distributions carryover to 2015. Add lines 3j and 4c. |
||||
| 8 Breakdown of line 7: | ||||
| a From 2010.......X | ||||
| b From 2011.......X | ||||
| c From 2012.......X | ||||
| d From 2013....... | ||||
| e From 2014....... | ||||
| Facts And Circumstances Test |
|---|
| Return Reference | Explanation |
|---|
| Software ID: | 14000265 |
| Software Version: | 2014v6.0 |
Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at| Return Reference | Explanation |
|---|---|
| Form 990, Part III, Line 4d: Other Program Services Description | OTHER PROGRAM SERVICES 4: Provide healthcare services regardless of ability to pay as well as education, research and promotion of health. Provided other uncompensated care (at cost) of $13,828,284.Eastern Maine Medical Center (EMMC) has served communities throughout our region for 123 years. Under community direction, it has grown from a five-bed general hospital into a comprehensive, 411 bed tertiary medical center with primary and secondary care components. EMMC is a nonprofit hospital, serving all who need care, regardless of ability to pay.EMMC also provides outreach clinics to many local hospitals in the region, allowing easier access to patients and supporting the role of those hospitals in their communities. EMMC provides access to medical data to hospitals across the State through its PACS system, helping to improve the quality of care patients receive. Additional information can be found at EMMC's website: www.emmc.org.Additional StatisticsTotal admissions 20,577Percent Occupancy of Available Beds 76.1%Cardiac Catheterization Procedures 5,619Cardiac Surgery Cases 397Emergency Room Visits 35,031Medical Imaging Procedures 143,110Surgery Cases 14,844Live Births 1,691Family Practice Visits 30,948Total Outpatient Visits 480,827Patient Days 106,711Services provided to those who could not pay $53,018,548 OTHER PROGRAM SERVICES 5: Please see the following excerpt from the EMHS Annual Report to the Community for details of community benefit projects by EMMC.Leadership: President and CEO: Deborah Carey Johnson, RN; Board Chair: Liane JuddDescription: Eastern Maine Medical Center (EMMC) is the acute care specialty referral hospital for northern, eastern, and central Maine, providing leading-edge programs in cancer, surgery, and cardiac care, among many others. EMMC also provides progressive, patient-centered care in several ambulatory and diagnostic facilities and physician practice settings.Employees: 3,996Locations: Bangor, Brewer, Hampden, OronoHighlights: Earned an A Hospital Safety Score from the Leapfrog Group, an independent, national nonprofit that scores hospitals on preventable errors, injuries, accidents, and infections Increased access to life-saving heart care by launching a Transcatheter Aortic Valve Replacement (TAVR) program, an appropriate procedure for patients who are too high-risk for open heart surgery. Progressed on construction of the Modernization Project, the largest improvement project in EMMC's history-In spring of 2016, the first phase of the project, including a state-of-the-art neonatal intensive care unit, 32 private patient rooms, and a convenient entrance and lobby will open to the community. Recognized for a strong commitment to providing high quality cancer care with the Outstanding Achievement Award from The American College of Surgeons' Commission on Cancer-one of only 75 healthcare facilities in the United States and the only hospital in the state to earn the recognition this year. Partnered with The Jackson Laboratory for Genomic Medicine (Jax GM) to advance care for patients with rare tumors, tumors of unknown origin, and tumors that are not responding to standard treatment. Expanded access for Maine's youngest residents with the addition of pediatric specialists in the areas of gastroenterology, cardiology, oncology, neurology, and urology.Total Community Benefit: $87,442,125Philanthropy: $2,375,185Community Benefit Operations: $446,510Community Building Activities: $4,420Community Health Improvement Services: $464,823Health Professions Education: $2,177,856Research: $2,749,064Unrecoverable Interest Cost on funds used to subsidize state MaineCare/Medicaidunderpayment of $12.6M: $804,551Traditional Charity Care*: $7,627,591Unpaid Cost of Public Programs:Medicare: $35,999,081Medicaid: $37,168,229 OTHER PROGRAM SERVICES 6: OTHER PROGRAM SERVICES 7: OTHER PROGRAM SERVICES 8: OTHER PROGRAM SERVICES 9: OTHER PROGRAM SERVICES 10: OTHER PROGRAM SERVICES 11: OTHER PROGRAM SERVICES 12: OTHER PROGRAM SERVICES 13: OTHER PROGRAM SERVICES 14: |
| Form 990, Part VI, Line 3: Description of Delegated Duties to Management Company | Explanation: Eastern Maine Medical Center (EMMC) has entered into administrative and management services contracts with The Confidential Search Company (TCSC) and FTI Consulting (FTI) under which employees are provided for the position of Interim Senior Vice President/Chief Financial Officer and Interim Vice President/Chief Operating Officer. Lawrence McManus, Interim SVP/CFO, is employed by TCSC. He began providing services to EMMC in April 2014. His CY2014 compensation and benefits received from TDSC for services provided to EMMC is $248,000. His position has leadership responsibility for EMMC's financial management policies, operations and systems including direct supervisory responsibility for patient access, health information management, budgeting, cost accounting, financial reporting. Virginia Campbell, Interim VP/COO, is employed by FTI. She began providing services to EMMC in August 2014. Her CY2014 compensation and benefits received from FTI for services provided to EMMC is 138,462. Her position has leadership responsibility for EMMC's operational controls, administrative and reporting procedures, and systems to help guide EMMC in performance improvement efforts in the hospital and in the physician practices. |
| Form 990, Part VI, Line 4: Description of Significant Changes to Organizational Documents | SUMMARY OF AMENDMENTS TO EMHS MEMBER ORGANIZATION BYLAWSThe following is a summary and explanation of amendments to the EMHS MemberOrganization Bylaws.1. Article I Name, Purpose Registered Agent, Office, Seala. Add the following phrase to the end of Section 2 (Purposes and Disposition of Assets) to clarify that the Articles of Incorporation include the original Articles and subsequent amendments and restatements thereto: as they may be amended or restated from time to time.b. Amend Section 3 (Registered Agent) to eliminate the office of Clerk and to substitute the word secretary in place of all references to Clerk in that section. Maine law requires that a nonprofit corporation have either a Secretary or Clerk, but not both. 2. Article III Boarda. Amend Section 2 (Number and Tenure; Qualifications) to eliminate the reference to the Executive Committee at the end of the second sentence in that Section.b. In addition to the amendment to Section 2 set forth in subparagraph 2(a) above, to make the following amendment to Section 2 which will apply only to the Bylaws of Inland Hospital: in lieu of the President and the Vice President of the Medical Staff serving as ex officio trustees with voting power, to provide that the Chief of Staff and two other employed or private practice members of the Medical Staff shall serve as ex officio trustees with voting power.c. Amend Section 5 (Regular Meetings) to specify the month in which the Corporations Annual Meeting will be held.d. Amend Section 6 (Special Meetings) to add the President of EMHS to the list of individuals who are authorized to call special meetings of the Board.e. Amend Section 13 (Attendance) to clarify the circumstances in which inadequate attendance at board meetings, committee meetings and education sessions will prompt the Chair to inquire whether the Board member desires to remain on the Board.3. Article IV Officersa. Amend Sections 1(Officers) and 7 (Treasurer) to: (i) add the offices of Assistant Secretary and Assistant Treasurer to the specified list of officers of the Corporation; (ii) to specify that the Treasurer of EMHS shall serve as Treasurer of the Corporation and that the Chief Financial Officer of the Member Organization shall serve as Assistant Treasurer of the Corporation; and (iii) to confirm the powers associated with the offices of Treasurer and Assistant Treasurer.b. Amend Section 8 (Second Certifying Officer) to provide that the Treasurer and the Assistant Treasurer of the Corporation are both authorized to act as a second certifying officer for the execution of documents.4. Article V Committeesa. Amend Section 4 (Designations) to clarify the distinction among Board Chair, Committee Chair and Chair of Member (EMHS) for purposes of committee designations.b. Amend Section 7 (Governance Committee) to clarify the distinction among Board Chair, Committee Chair and Chair of Member (EMHS) as they pertain to the duties bestowed upon the Governance Committee.c. Amend Section 8 (QPAC) to further establish that the Quality and Professional Affairs Committee has delegated authority to act on behalf of the Board for privileging and credentialing by removing the phrase as reasonably required between meetings from the end of the next to last sentence in that Section.d. Restate Section 9 (Joint Conference Committee) in its entirety to provide more balance on the Committee.e. Amend Section 10 (Finance Committee) to provide that: (i) the Treasurer of the Corporation (who is the Treasurer of EMHS) shall serve as an ex officio voting member of the Finance Committee; (ii) that the Board Chair may appoint up to two additional non-Trustee members to the Finance Committee if specific skill sets are desired; and (iii) if the Treasurer is not able to attend a meeting he or she shall not be counted in the denominator of the fraction used to calculate whether a quorum is present at such committee meeting.5. Article VI - Medical Staffa. Amend Section 1 (Organization) to clarify that the corporate Bylaws will prevail in the event of a conflict between the corporate Bylaws and the Medical Staff Bylaws.b. Amend Section 6 (Medical Staff Bylaws) to make the language consistent with the proposed language in Article V, Section 9 pertaining to the appointment power of the Medical Staff President, by deleting the phrase "including the selection by the Medical Staff of its representatives to the Joint Conference Committee at the end of the first sentence. |
| Form 990, Part VI, Line 6: Explanation of Classes of Members or Shareholder | Eastern Maine Medical Center (the "Corporation") is a Maine nonprofit corporation. Eastern Maine Healthcare Systems ("EMHS"), also a Maine nonprofit corporation, is the sole corporate member of the Corporation. |
| Form 990, Part VI, Line 7a: How Members or Shareholders Elect Governing Body | Each year at their annual meeting, the directors elect replacements for those directors whose terms are expiring Election of directors is subject to ratification by the EMHS Board of Directors. |
| Form 990, Part VI, Line 7b: Describe Decisions of Governing Body Approval by Members or Shareholders | EMHS has authority to appoint and remove the CEO of the Corporation. EMHS also has joint and superior authority to approve, disapprove or initiate action with respect to the following matters: I. amendments to the corporations Articles of Incorporation or Bylaws;II. changes in legal form of organization of the Corporation;III. election of the Directors/Trustees of the Corporation;IV. action concerning the Corporation's operating budget and capital expenditures;V. the Corporation's acquisition of assets or assumption of liabilities of an unaffiliated third party;VI. transfer of 5% or more of the assets of the Corporation;VII. financing transactions concerning the Corporation; VIII. merger, consolidation, sale, lease, mortgage, pledge or other disposition of all or substantially all assets of the Corporation; IX. add or revise a health care service of the Corporation;X. discontinue or close a health care service of the Corporation;XI. action concerning the Corporation's role in the EMHS Strategic Plan;XII. action concerning the Corporation's participation in key strategic affiliations with third parties not affiliated with EMHS; andXIII. dissolution of the Corporation. |
| Form 990, Part VI, Line 11b: Form 990 Review Process | Form 990 is reviewed by the System Director of Financial Services and CFO. It is also provided to each board member either electronically or in hard copy with an opportunity to ask questions prior to filing with the IRS. |
| Form 990, Part VI, Line 12c: Explanation of Monitoring and Enforcement of Conflicts | The organization requests updates of potential conflicts and relationships from the officers and Board members on an annual basis. The request requires disclosure of all business relationships, board memberships, and family relationships. A database is maintained that is compared to payroll records and the accounts payable vendor list to identify any potential conflicts of interest. Transactions are reviewed for reasonableness as an arm's length transaction. The first agenda item for board meetings and board committee meetings is for members to declare any conflict of interest with upcoming agenda items or deliberations. At any point when consideration is being given to purchase/contract with a party in interest, the member with the conflict is either excused from the discussion and consideration process or abstains from voting on the matter. All transactions identified with parties in interest are disclosed within the Form 990. All are deemed to be arm's length transactions. |
| Form 990, Part VI, Line 15a: Compensation Review & Approval Process - CEO, Top Management | The CEO of Eastern Maine Medical Center and the system President/CEO (President) who serves on the board ex-officio are employed by the system parent, Eastern Maine Healthcare Systems (EMHS). The EMHS Executive Performance Management Committee (the Committee) is responsible to monitor and evaluate the performance of the EMHS President, to set compensation of the EMHS President, and to review recommendations of the EMHS President with respect to compensation of the Chief Executive Officer of the direct subsidiaries, and other direct reports to the President. The Committee is comprised entirely of independent Directors per EMHS bylaws. Process:The Committee meets regularly throughout the fiscal year at the discretion of the Committee chair as well as on call of the Chair of the EMHS board. In carrying out its duties pursuant to the Bylaws, the Committee:- Assures that the executive compensation program is administered in a manner consistent with the EMHS executive compensation philosophy.- Reviews and updates the EMHS executive compensation philosophy which serves as the foundation on which all current and future executive compensation decisions are made.- Assures that value of compensation provided by EMHS does not exceed the value of services provided by the executive.- Reviews annual incentive compensation criteria for eligible executives, as defined by the EMHS President.- Reviews periodic compensation survey information and provides expert input to proposed changes to the executive compensation program.- Assures that a formal and timely performance management system is in place for executives.- Reviews incentive compensation criteria scoring and associated pay schedules for officers and key employees.- Provides any public statements regarding executive compensation practices at EMHS deemed appropriate.- Maintains minutes of the meetings and communicates actions to the EMHS Board of Directors.To accomplish this, the committee uses an external consultant with access to comparative data from independent sources and include national as well as regional data points. The EMHS President reviews all direct report compensation actions with the committee. In addition, the EMHS President ensures that any subsidiary policies and practices governing executive compensation are consistent with the committee's philosophy and practices statement. |
| Form 990, Part VI, Line 15b: Compensation Review and Approval Process for Officers and Key Employees | Compensation of other officers and key employees of the organization is established by the Human Resources department who utilize external market research to establish compensation ranges for specific positions. The compensation of officers and key employees are reviewed by the system President/CEO and EMMC Executive & Finance committee. On an annual basis, the compensation ranges are compared to the updated survey information. The hiring manager will determine where the employee will fall within the ranges established by the Human Resources department based on experience and credentials. |
| Form 990, Part VI, Line 19: Other Organization Documents Publicly Available | Eastern Maine Medical Center makes its governing documents, conflict of interest policy and financial statements available to the public upon request. |
| Other Changes In Net Assets Or Fund Balances - Other Decreases | Contribution To Strat Pool Per Affiliation Agreement = -$4791842 |
| Other Changes In Net Assets Or Fund Balances - Other Increases | Net Change in Funds Held at Affiliates = $5464461 |
| Other Changes In Net Assets Or Fund Balances - Other Decreases | Post Retirement Health Benefit FAS158 = -$15750733 |
| Other Changes In Net Assets Or Fund Balances - Other Decreases | Transfer from exempt subsidiary - Norumbega = -$4735654 |
| Other Changes In Net Assets Or Fund Balances - Other Decreases | Transfer to exempt parent-Eastern Maine Healthcare Systems = -$11070041 |
| Software ID: | 14000265 |
| Software Version: | 2014v6.0 |