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 | |||||
| (A)
The Cheshire Medical Center |
020354549 | Yes | 409,829 | 0 | ||
Total 1
|
409,829 | |||||
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) |
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| 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 |
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|
2
Underdistributions, if any, for years prior to 2014 (reasonable cause required--see instructions) |
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| 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) |
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|
6
Remaining underdistributions for 2014. Subtract lines 3h and 4b from line 1 (if amount greater than zero, see instructions) |
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|
7 Excess distributions carryover to 2015. Add lines 3j and 4c. |
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| 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 |
|---|---|
| Schedule A, Part IV-A, Line 6 | The Cheshire Health Foundation awarded grants to two organizations totaling $62,300 during the year in addition to providing $409,829 to its supported organization, The Cheshire Medical Center. Both grants awarded to unrelated organizations were to support programs identified in the Medical Center's Community Health Needs Assessment and included in the corresponding Implementation Plan. One grant for $2,300 is awarded to the Keene Family YMCA in support of the Family Be Fit and diabetes prevention programs, which involve Medical Center staff in partnership with the YMCA and address the CHNA identified need for affordable physical fitness and wellness activities in the community. The second grant, awarded to Dental Health Works in the amount of $60,000, addresses the CHNA identified needs for access to affordable dental care services. In its implementation plan, the Hospital contracted with the nonprofit organization Dental Health Works to provide free dental care services and school-based dental programs. The Hospital also provides staff support to the Traveling Adult Dental Service Program. |
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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 VI, Section A, line 4 | Significant changes were made to the Articles of Agreement and Bylaws during the year. The Articles of Agreement were amended as follows: Article III were amended by replacing them in their entirety with amended Article III. Additionally, Articles VI and VII were added to the Articles of Agreement. Amended/added articles are as follows: ARTICLE III-PURPOSE The Foundation is established exclusively for the charitable purposes set forth herein, subject to the provisions of Chapter 292 of the New Hampshire Revised Statutes Annotated, RSA 292 and the provisions of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code"). The principal purposes for which the Foundation is established are as follows: (i) the support of The Cheshire Medical Center and its charitable, educational and scientific purposes; (ii) encourage philanthropy and engage in fund development activities on behalf of and provide financial assistance to The Cheshire Medical Center and its affiliates, which are exempt pursuant to Section 501(c)(3) of the Code; (iii) to encourage and support programs to further the quality and accessibility of health care services, particularly within the Greater Monadnock Regional community; and (iv) engage in any and all activities consistent with and in furtherance of the above referenced purposes. All activities and functions of the Foundation shall be conducted in a manner which is consistent with the requirements of Section 501(c)(3) of the Code, including for such purposes the making of distributions to organizations that qualify as exempt organizations under Section 501(c)(3) of the Code, or corresponding section of any future federal tax code, the laws of the State of New Hampshire and the By-Laws of the Foundation. ARTICLE V-MEMBERSHIP The Sole Member of the Foundation shall be The Cheshire Medical Center, a New Hampshire voluntary corporation (the "Sole Member"). The Sole Member of the Foundation shall have all reserved powers, rights and obligations as set forth in the Foundation's Bylaws. ARTICLE VI-BYLAWS The procedures and policies for the internal governance of the Foundation shall be as set forth in the By-Laws. ARTICLE VII-LIMITATION OF LIABILITY The provisions eliminating or limiting the personal liability of Trustees or officers are: Each Trustee and officer shall be indemnified by the Foundation against personal liability to the Foundation for monetary damages for breach of fiduciary duty as a Trustee or officer, or both, except with respect to: (1) Any breach of the Trustee's or officer's duty of loyalty to the Foundation or the members; (2) acts or omissions which are not in good faith or which involve intentional misconduct or a knowing violation of the law; or (3) any transaction from which the Trustee or officer derived any improper personal benefit. The following changes to the Foundation's governing documents were made during the tax period: 1. The Cheshire Medical Center, a supported organization, became the sole member of The Cheshire Health Foundation, with rights and powers over the following actions: -any repeal, alteration, or amendment of the Articles of Agreement of bylaws of the Foundation -the appointment or removal of each Trustee of the Foundation -any merger, consolidation, or acquisition of the Foundation or the sale or lease of substantially all of the assets of the Foundation -any type of lien, indebtedness, or encumbrance on the Foundation's property or assets in excess of $1 million -any creation of affiliation with another organization for the purpose of the joint conduct of business or other programs -acceptance of gifts that are contingent upon actions of or limited to use by the sole member or its affiliates -approval of the dissolution or liquidation of the Foundation. 2. The minimum number of Trustees was decreased from fifteen to five voting members. 3. The duties of the Trustees were changed from the following: "to oversee the management and investment of the Foundation's funds; to coordinate the spectrum of services offered by the affiliates of this Foundation; to provide strategic direction and set priorities for the development of an integrated and comprehensive healthcare delivery system; to identify, encourage and sponsor new ventures which have the potential of (a)generating revenues that can be used to support such a healthcare delivery system, (b) reducing the costs of operating such a system, or (c)otherwise benefitting the communities served; and to take such other action and steps as may be necessary to maintain the long range financial strength and viability of The Cheshire Medical Center and other affiliates of this Foundation" to the following: "establishing policy and providing for the management and planning of the Foundation and development plans and programs of the Foundation and those organizations for which the Foundation is charged to support, primarily, organizations for which Cheshire Medical Center is the sole member. The Board shall assist and support the Investment Committee of the Cheshire Medical Center Board of Trustees with respect to the Investment Committee's management and investment of endowment funds of the Foundation." 4. The provision regarding compensation of Board members was changed from "The Board of Trustees may approve some form of compensation for Trustees as a whole, or for Trustees holding specific offices." to "The Board of Trustees shall serve as Trustees without compensation, except that reasonable expenses may be reimbursed as approved by the Board." Trustees may also be employed by the Foundation and compensated for their services as the Board may authorize. 5. The office of President was removed from the bylaws. The powers and responsibilities associated with this officer position were transferred to the Chairperson. 6. The creation of an annual report stating the finances of the Foundation was added to the duties of the position of Treasurer. 7. An article was added to the bylaws affirming a fiscal year end of June 30th. 8. The conflict of interest policy in the bylaws was updated as follows: "Any trustee, officer or committee member who or a member of whose immediate family proposed to enter into a pecuniary benefit transaction *as defined by RSA 7:19-a) with the Foundation shall have an affirmative obligation to disclose such interest or that of the family members and shall be prohibited from participating in the discussion on the subject or voting thereon. The Board shall authorize the Foundation to enter into such pecuniary benefit transactions only in accordance with the applicable provisions of RSA 7:19-a, as they may exist from time to time." 9. The provision to amend the bylaws was changed from requiring a majority approval of the Board of Trustees of both the Medical Center and the Foundation and requiring 10 days' advance notice to read "Except as may be inconsistent with the Articles of Agreement, these By-Laws may be altered, amended, or repealed, and new By-Laws may be adopted, by a majority vote of the Trustees present and voting at any regular or special meeting of the Foundation's Board of Trustees; provided, however, that (i) at least seven (7) days' written notice must be given of the intention to alter, amend, repeal or adopt new By-Laws at such meeting, and (ii) any amendment to the By-Laws which would have the effect of impacting the Sole Member's reserved powers pursuant to Article II hereof." |
| Form 990, Part VI, Section A, line 6 | The Sole Member of the Foundation is The Cheshire Medical Center, a New Hampshire voluntary corporation. |
| Form 990, Part VI, Section A, line 7a | The Sole Member of the Foundation, The Cheshire Medical Center, has the power to appoint or remove each Trustee of the Foundation. |
| Form 990, Part VI, Section A, line 7b | In addition to the appointment and removal of Trustees, the Sole Member has the following governance powers and rights: (i) any repeal, alteration, or amendment of the Articles of Agreement of Bylaws of the Foundation; (ii) any merger with or consolidation of the Foundation with and into another entity, or the acquisition by the Foundation of substantially all of the assets of another entity or the sale or lease of substantially all of the assets of the Foundation to any person or entity; (iii) any conveyance, purchase, sale or lease of, or grant of mortgages, trust deeds or creation of other liens or encombrances on, real property assets of the Foundation in excess of $1 million or any conveyance of any assets of the Foundation (other than real property assets) or the incurring of any indebtedness (other than any such indebtednedd secured by real property assets), which exceeds $1 million; (iv) any creation of an affiliate or subsidiary organization, or any affiliation of the Foundation with any other entity for the purpose of the joint conduct of business or other programs, whether in the form or participation in a corporation (either through the holding of stock or membership), partnership, joint venture, co-tenancy or any other form of ownership or control; (v) acceptance of gifts that are: (1)contingent upon actions of the Sole Member or its affiliates; (2)limited to use, by or for the benefit of, the Sole Member or its affiliates; or (3)require any payout from teh Sole Member or one of its affiliates; and (vi) to approve the dissolution or liquidation of the Foundation |
| Form 990, Part VI, Section B, line 11 | A copy of the Form 990 is made available for all Board members to review prior to filing. The Board has formally delegated review of the 990 to the Finance and Audit Committee. Committee members receive copies of the 990 and it is reviewed in a meeting prior to filing. |
| Form 990, Part VI, Section B, line 12c | Officers, Board Members, and Key Employees annually disclose potential conflicts of interest and are required to recuse themselves from all Board activity related to all conflicts. |
| Form 990, Part VI, Section B, line 15 | All employees of The Cheshire Health Foundation, including officers, are paid by a related organization, The Cheshire Medical Center. Additionally, some non-officer Trustees of the Foundation were compensated by Dartmouth-Hitchcock Health, also a related organization. Cheshire Medical Center/Dartmouth Hitchcock Keene has retained Yaffe & Company, Inc. to provide consultation to the Executive Committee of the Board of Trustees regarding executive compensation, benefits, and perquisites. Yaffe & Company, Inc. is a independent consulting firm with 35 years of service and provides services to not-for-profit hospitals and health systems. Further, Yaffe & Company, Inc. has been engaged directly by the Board of Trustees of Cheshire Medical Center through its Executive Committee to only provide services to the Board. An Executive Committee d/b/a Compensation Committee Charter and Compensation Philosophy (approved by the Board) documents the compensation review process and guidelines so as to provide an orderly structure for executive total compensation decisions. Annually, a multi-tiered approach using independent comparability data is utilized to gauge appropriate comparative market levels of compensation and benefits. An annual performance evaluation is based on subjective and objective criteria which flow from the strategic plan. By way of questionnaire, Board members participate in the performance review process and a summary report is shared with the CEO. Variable pay is awarded based on achievement of specific qualitative and quantitative goals. In conjunction with the Executive Committee, challenging and measurable goals are established for the Office of the President which provides an alignment between executive compensation and achievement of the Hospital's strategic goals. |
| Form 990, Part VI, Section C, line 19 | The Organization makes governing documents, conflict of interest policy and financial statements available to members of the public upon request, through its annual report, and through state and federal filings. |
| Form 990, Part XI, line 9: | Equity Loss in Keene Health Services, Inc. -64,183. Application of Push Down Accounting-CHS 1,722,695. Application of Push Down Accounting-KHS 550,094. |
| Form 990, Part XII, Line 2c: | The audit process has not changed from the prior year. |
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