Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at| Return Reference | Explanation |
|---|---|
| DELEGATION OF AUTHORITY | FORM 990, PART VI, LINE 1A The executive committee meets six times each year to address internal OPERATIONAL POLICIES WHICH ARE LATER REVIEWED BY THE FULL GOVERNING BODY. Significant Changes to Governing Documents Form 990, Part VI, Line 4 The by-laws of the Massachusetts Hospital Association were amended to reflect a number of changes to the composition and tenure of board members. The following changes were implemented during the tax year ended September 30, 2015. Updated the description for the hospital board member to reflect that the MHA board member may be an individual who is a member of a hospital board or an approved committee of the hospital board; creation of new board member position to include a physician; update to the number of trustees at large (now 2 hospital board appointees and one community provider appointee); and update to the tenure of a trustee at large to a one year position eligible for reappointment. |
| Members or Stockholders | Form 990, Part VI, Line 6 The organization has dues paying members. |
| Members or Stockholders Who May Elect Members of Governing Body | Form 990, Part VI, Line 7A MHA holds a governance committee meeting each year to develop a list of officers who are presented to the annual membership meeting (which is held in June) for voting of the MHA board of trustees for each year. |
| Decisions subject to approval | Form 990, Part VI, Line 7B Any changes to the MHA by-laws or corporate governance documents must be approved at the annual membership meeting held in June of each year. Other changes to corporate policies and procedures are approved by the board or other governance committees. |
| FORM 990 REVIEW PROCESS | FORM 990, PART VI, LINE 11B THE FORM 990 WAS PREPARED BY THE ORGANIZATION'S TAX SERVICE PROVIDER WITH INFORMATION PROVIDED BY THE CONTROLLER. THE FORM WAS REVIEWED BY THE CHIEF EXECUTIVE OFFICER AND GENERAL COUNSEL PRIOR TO BEING PRESENTED TO THE EXECUTIVE COMMITTEE OF THE BOARD OF TRUSTEES. THE EXECUTIVE COMMITTEE REVIEWS THE FORM 990 IN DETAIL AND APPROVES IT FOR SUBMISSION. PRIOR TO THE FINAL FORM BEING ELECTRONICALLY SUBMITTED TO THE INTERNAL REVENUE SERVICE, A COPY IS ALSO PROVIDED TO ALL THE MEMBERS OF THE BOARD OF TRUSTEES TO REVIEW AND PROVIDE ANY FINAL COMMENTS. |
| CONFLICT OF INTEREST POLICY MONITORING & ENFORCEMENT | FORM 990, PART VI, LINE 12C THE ASSOCIATION MAINTAINS A WRITTEN CONFLICT OF INTEREST POLICY INCLUDED IN THE ASSOCIATION'S POLICIES AND PROCEDURES MANUAL. This Manual IS UPDATED AND DISSEMINATED TO EMPLOYEES AND TRUSTEES ANNUALLY. AT THE START OF EACH FISCAL YEAR, THE SENIOR DIRECTOR OF HUMAN RESOURCES REQUIRES THAT EACH KEY EMPLOYEE, OFFICER AND TRUSTEE COMPLETE A CONFLICT OF INTEREST DISCLOSURE FORM. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF THE INTEREST AND BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE TRUSTEES AND MEMBERS OF COMMITTEES WITH GOVERNING BOARD DELEGATED POWERS. INDIVIDUALS WITH A CONFLICT OF INTEREST ARE PROHIBITED FROM PARTICIPATING IN THE DISCUSSION AND RESOLUTION OF THE CONFLICT. |
| PROCESS FOR DETERMINING COMPENSATION | FORM 990, PART VI, LINE 15A THE ORGANIZATION'S COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES IS AN INDEPENDENT COMMITTEE THAT DOES NOT HAVE ANY CONFLICTS OF INTEREST WITH RESPECT TO THE COMPENSATION PAID TO THE ORGANIZATION'S EXECUTIVES. THIS COMMITTEE REVIEWS THE CHIEF EXECUTIVE OFFICER'S ANNUAL GOALS AND PERFORMANCE. THE COMMITTEE SETS AND APPROVES THE COMPENSATION PACKAGE OF THE CHIEF EXECUTIVE OFFICER EACH YEAR. THE COMMITTEE HIRES A COMPENSATION CONSULTING FIRM TO PROVIDE EXPERTISE AND GUIDANCE REGARDING COMPARABLE COMPENSATION DATA FOR SIMILARLY QUALIFIED PEOPLE IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILAR SIZED ORGANIZATIONS, AND PERIODIC UPDATES AS PRUDENT. THE COMPENSATION REVIEW IS AN ANNUAL PROCESS AND IS DOCUMENTED EACH YEAR IN THE COMPENSATION COMMITTEE MINUTES, IN WHICH THE DELIBERATION AND DECISION REGARDING THE COMPENSATION ARRANGEMENT FOR THE CEO IS RECORDED. THE COMPENSATION COMMITTEE REPORTS ON ITS MEETINGS AND ACTIONS TO THE FULL BOARD OF TRUSTEES. |
| PROCESS FOR DETERMINING COMPENSATION | FORM 990, PART VI, LINE 15B THE CHIEF EXECUTIVE OFFICER MAKES RECOMMENDATIONS FOR REVIEW AND APPROVAL OF Officers' and KEY EMPLOYEES' COMPENSATION TO THE COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES. THE ORGANIZATION'S COMPENSATION COMMITTEE IS AN INDEPENDENT COMMITTEE THAT DOES NOT HAVE ANY CONFLICTS OF INTEREST WITH RESPECT TO THE COMPENSATION PAID TO THE ORGANIZATION'S EXECUTIVES. ON A BIENNIAL BASIS, THE COMMITTEE HIRES A COMPENSATION CONSULTING FIRM TO PROVIDE EXPERTISE AND GUIDANCE REGARDING COMPARABLE COMPENSATION DATA FOR SIMILARLY QUALIFIED PEOPLE IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILAR SIZED ORGANIZATIONS, AND PERIODIC UPDATES AS PRUDENT. THE COMPENSATION REVIEW IS DOCUMENTED IN THE COMPENSATION COMMITTEE MINUTES, IN WHICH THE DELIBERATION AND DECISION REGARDING THE COMPENSATION ARRANGEMENT FOR Officers and KEY EMPLOYEES IS RECORDED. |
| HOW DOCUMENTS ARE MADE AVAILABLE TO THE PUBLIC | FORM 990, PART VI, LINE 19 THE ASSOCIATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. |
| Other Changes in Net Assets | FORM 990, PART XI, LINE 9 GAIN ON INTEREST RATE SWAPS: $ (27,006) |
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