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 990-EZ or to provide any additional information.
MediumBullet Attach to Form 990 or 990-EZ.
MediumBullet Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2015
Open to Public
Inspection
Name of the organization
The Miriam Hospital
 
Employer identification number

05-0258905
Return Reference Explanation
Form 990, Part VI, Line 2: Description of Business or Family Relationship of Officers, Directors, Et Timothy J. Babineau, MD, Trustee, and Mary A. Wakefield, Treasurer, are board members of VNA Technicare, Inc. (VNA), a related for-profit corporation. Dr. Babineau is a director and Ms. Wakefield is an officer of VNA. Additionally, Ms. Wakefield and Paul J. Adler, Secretary, are board members of Lifespan MSO, Inc. (MSO), a separate related for-profit organization. Mr. Adler is a director and Ms. Wakefield is an officer of MSO.Lawrence Aubin, Chairman, and Shivan Subramaniam, Trustee, are Directors of Citizens Bank.
Form 990, Part VI, Line 6: Explanation of Classes of Members or Shareholder Lifespan Corporation is the sole corporate member of TMH.
Form 990, Part VI, Line 7a: How Members or Shareholders Elect Governing Body Effective October 23, 2012, the Board of Directors of Lifespan and the Boards of Trustees of Rhode Island Hospital, TMH, Newport Health Care Corporation, Newport Hospital, and Emma Pendleton Bradley Hospital approved a restructuring of their governance. The restructuring has increased governance effectiveness and has streamlined governance operation, as well as provided a single strategic perspective for the Lifespan system hospitals. Pursuant to the restructuring, the bylaws of each of the affiliates were amended such that the composition of the boards of trustees of each of the hospitals and Newport Health Care Corporation is defined as those persons serving from time to time as the directors of Lifespan. As a result, the Boards of each entity are comprised of the same individuals. The Board of each entity retains its responsibilities and authorities notwithstanding the revision in its composition. The Board of Directors of Lifespan consists of not less than fourteen nor more than thirty-one directors, including the President and CEO of Lifespan, who serves ex-officio with vote.Additionally, the bylaws of TMH confer certain reserved powers upon Lifespan to provide it with the means of effective oversight, coordination, and support of the system. Powers reserved to Lifespan include: to elect and remove TMH trustees and to approve the election of and to remove certain officers.
Form 990, Part VI, Line 7b: Describe Decisions of Governing Body Approval by Members or Shareholders The TMH Board is comprised of the same individuals who serve on the Lifespan Board. Lifespan has the responsibility for planning, directing, and establishing policies intended to assure the development and delivery of quality health services on an integrated, cost-effective basis. Powers reserved to Lifespan, in addition to those noted above, include: to approve amendment of the Articles of Incorporation and Bylaws and other charter documents; to approve strategic plans; to approve investment policies and any capital or operating budgets or material non-budgeted expenditures; and to authorize incurrence or guaranty of material indebtedness.
Form 990, Part VI, Line 11b: Form 990 Review Process The preparation and filing of the Form 990 and supporting schedules is the responsibility of the Executive Vice President & Chief Financial Officer (EVP/CFO) and Lifespan's Finance Department, with review by Lifespan's tax advisors, KPMG LLP (KPMG). The Form 990 is prepared by the accounting staff upon completion of Lifespan's annual independent audit and reviewed by the Corporate Services Tax Compliance Manager, the Director of Finance, and the Vice President of Finance - Corporate Services. The Form 990 is forwarded to KPMG for further review. KPMG provides the Tax Compliance Manager with any recommended changes which are reviewed, and if agreed upon, are incorporated into the return. The draft Form 990 is then provided to the EVP/CFO for final management review. Prior to filing the return with the Internal Revenue Service, a copy of the entire form, along with a video presentation detailing form highlights, are posted to the TMH's Board of Trustees website portal in advance of its next Board meeting, at which all questions and concerns of the members of the Board are addressed by the EVP/CFO and incorporated into the Form 990 when appropriate. Once the Form 990 is complete and ready to be filed, the members of the Board are notified via email that a copy of the final version of the Form 990 is accessible through the same password protected website portal. The EVP/CFO is authorized to file the Form 990.
Form 990, Part VI, Line 19: Other Organization Documents Publicly Available Lifespan and the Lifespan Obligated Group, which consists of TMH, RIH and Affiliates, Emma Pendleton Bradley Hospital, Rhode Island Hospital Foundation, and The Miriam Hospital Foundation, currently make their annual and quarterly consolidated financial statements available to the public via DAC (Digital Assurance Certification LLC), a disclosure dissemination agent for issues of tax-exempt bonds which electronically posts and transmits Lifespan's financial information to repositories and investors alike. In addition, copies of TMH's Articles of Incorporation, Bylaws, and Conflict of Interest Policy are available upon request from the office of the Lifespan EVP/CFO, either in person or by mail.
Other Changes In Net Assets Or Fund Balances - Other Decreases Change in funded status of pension and other postretirement = -$7202600
Other Changes In Net Assets Or Fund Balances - Other Decreases Decrease in Net Assets of TMHF = -$636821
. Environmental Partnership Award:TMH has received the "Partner Recognition Award" from Practice Greenhealth, a health care membership community that promotes efficiency and environmental stewardship while improving patient safety and care.TMH has been named among the nation's 100 top hospitals for cardiovascular care by Thompson Healthcare. Thompson's annual study identifies hospitals that are setting benchmark levels of performance for cardiovascular services throughout the nation. It recognizes the hospitals and their management teams for superior clinical, operational, and financial performance in the area of cardiovascular service.TMH's cardiac surgery department is led by four board-certified cardiothoracic surgeons, each able to perform a wide variety of cardiac, thoracic, and peripheral vascular procedures. They represent more than ninety years of cumulative experience.Anesthesiologists dedicated to the management of complex cardiothoracic and vascular procedures provide each patient with the latest measures of intraoperative therapy and assessment. Every patient is monitored with a transesophageal echocardiogram (sonogram). TMH's team of surgeons, anesthesiologists, and cardiologists works closely together. This cooperative approach has led to outstanding results at all levels of complexity.Thanks to the latest evolution in surgical technology, physicians now have an effective alternative to traditional open surgery and laparoscopy that allows them to provide patients with the best of both approaches. This alternative is the da Vinci Surgical System and TMH uses this technology to treat different types of cancer.TMH's surgeons are leaders in their field. TMH, as part of an academic medical center, prizes the mastery of new technologies in order to improve the quality of life for patients. TMH surgeons have successfully performed over 1,000 procedures using the da Vinci surgical system and have made its use a cornerstone of cancer treatment at TMH. The Hospital's Adult Outpatient Behavioral Medicine Services help individuals improve health through behavior change. Services are offered to help patients adjust to chronic medical conditions, including their associated physical and emotional distress; modify unhealthy ways of living (for example, smoking cessation) to help prevent the onset or progression of disease; and treat mood and anxiety disorders that interfere with management of medical conditions. Services are available to help individuals with behavioral and psychosocial management of medical conditions such as headache, pain, cancer, heart disease (including those with implanted cardiac devices), pulmonary disease, and diabetes. The Weight Management Program provides comprehensive, medically supervised treatment for mild, moderate, and severely overweight adults. Specialized programs are also available for adolescents and diabetics. Treatment combines medical monitoring, behavioral therapy, exercise instruction, three levels of calorie reduction, and nutrition education. The Hospital's clinicians include surgical oncologists, medical oncologists, radiation oncologists, hematologists, pathologists, physical therapists, radiologists, nurses, clinical social workers, patient advocates, pharmacists, and nutritionists. These dedicated specialists work with patients every step of the way, from diagnosis to treatment to follow-up care.To help patients and their families cope with breast cancer, TMH offers the Breast Health Navigator Program. The program assists breast cancer patients through the entire course of their cancer care with breast health navigators, registered nurses trained in oncology who possess an in-depth understanding of breast cancer and theprocess undergone by patients. They guide patients through diagnosis, treatment, andrecovery, while helping them make informed decisions and cope with the variety of issues they face.TMH and RIH were named Blue Distinction Centers for Complex and Rare Cancers by Blue Cross and Blue Shield of Rhode Island. TMH and RIH are the only two hospitals in the State to receive this distinction. Blue Distinction Centers for Complex and Rare Cancers are facilities within participating Blue Cross and Blue Shield network service areas that offer comprehensive inpatient cancer care programs for adults, delivered by multidisciplinary teams with subspecialty training and distinguished clinical expertise in treating complex and rare subtypes of cancer. TMH and RIH have both been recognized for excellence in treating esophageal, gastric, liver, pancreatic, rectal, and thyroid cancer.The division of gastrointestinal and liver pathology is committed to providing high quality diagnostic services for gastrointestinal and liver diseases in patients.Collectively, gastrointestinal cancers are among the most common form of malignancies suffered today, affecting nearly a quarter of a million Americans each year. To address this, the Lifespan Cancer Institute has brought together nationally recognized leaders in the treatment and research of gastrointestinal cancers.The Center's team-based approach provides state-of-the-art care for patients who have or are at risk for cancers of the upper gastrointestinal tract, such as pancreatic cancer, cancer of the esophagus, and tumors involving the liver.The gastrointestinal cancer care services available through the Lifespan Cancer Institute provide care for patients who have or are at risk for the following types of cancer: bile duct, esophagus, gallbladder, endocrine, and cystic tumors of the pancreas, liver, and stomach. TMH also offers medical nutrition therapy on an outpatient basis designed to help prevent and control gastrointestinal disorders.
Form 990, Part I, Line 6 Volunteers support and contribute to the mission of TMH every day. They are able to learn, meet other dedicated volunteers, better understand the healthcare environment, and gain personal satisfaction knowing they are making a difference to patients, families, visitors, and vendors alike. Volunteer opportunities are available for both teens and adults in a wide variety of positions, including greeters, family liaisons, emergency room support, gift shop support, nurse aides, office support, pet therapy, physical therapy, patient visitors, recovery room support, art therapy, and central transporters. Volunteers also transport students and serve as guides, escorts, and interpreter aides.
Form 990, Part III, 4a: TMH is licensed to operate 247 acute care beds by the Rhode Island Department of Health. Notable medical accomplishments of TMH include performance of Rhode Island's first lung operation, first kidney transplant, and first aortic valvuloplasty (a procedure to clear blocked heart valves). In 2016, TMH discharged 17,551 inpatients, logged more than 65,000 visits in its Emergency Department, and performed more than 12,000 inpatient and outpatient surgical procedures. Services provided in 2016 represent 66,524 inpatient days and nearly 93,000 clinic visits. TMH is staffed by more than 1,100 affiliated physicians, approximately 50 full-time house staff (medical school graduates), and a nursing staff of 650. In total, TMH employs more than 2,800 people. TMH is a major teaching affiliate for The Warren Alpert Medical School of Brown University, providing clinical rotations for residents.TMH provides full charity care for individuals at or below twice the federal poverty level, with a sliding scale for individuals up to three times the poverty level. In addition, a substantial discount consistent with Medicare program reimbursement is offered to all other uninsured patients. TMH determines the costs associated with providing charity care by aggregating the applicable direct and indirect costs, including compensation and benefits, supplies, and other operating expenses, based on data from its costing system. The total cost, excluding medical education and research, incurred by TMH to provide charity care amounted to $6,105,277 in fiscal 2016. Charges forgone, based on established rates, amounted to $16,567,920.TMH substantially subsidized various health services including the following programs: psychiatry, tuberculosis, and certain other specialty services at a net cost of $9,969,141 in fiscal year 2016. TMH also provides numerous other services to the community for which charges are not generated. These services include certain emergency services, community health screenings for cardiac health, prostate cancer and other diseases, smoking cessation, immunization and nutrition programs, diabetes education, community health training programs, patient advocacy, foreign language translation, physician referral services, and charitable contributions. The net cost of these services amounted to $197,848 in fiscal year 2016.TMH subsidizes the cost of treating patients who receive government assistance where reimbursement is below cost. Medicaid is a means-tested health insurance program, jointly funded by state and federal governments. States administer the program and set rules for eligibility, benefits, and provider payments within broad federal guidelines. The program provides health care coverage to low-income children and families, pregnant women, long-term unemployed adults, seniors, and persons with disabilities. Eligibility is determined by a variety of factors, which include income relative to the federal poverty line, age and immigration status, and assets.TMH offers expertise in total joint replacement, minimally invasive and robotic surgery, and bariatric surgery, among many other specialties.The Leonard and Adele R. Decof Family Comprehensive Cancer Center at TMH:This Comprehensive Cancer Center brings together world-renowned physicians and a team of specialists from Rhode Island Hospital (RIH), TMH, and Newport Hospital (NH), forming a multidisciplinary team whose level of knowledge and experience are unparalleled in the State of Rhode Island. TMH, as a part of the Lifespan Cancer Institute, provides state-of-the-art care for patients with cancer.Award-Winning Care:The Miriam Hospital has received numerous distinctions and awards. It is certified by the Joint Commission as a Primary Stroke Center, and was the first in Rhode Island to be designated as such. TMH has received the American Heart Association/American Stroke Association's Gold or Gold Plus designation for stroke care every year since 2008. TMH, which treats over 300 stroke patients a year, received the awards for attaining targeted quality measures and ensuring stroke patients receive the most appropriate medical treatment based on nationally recognized, research-based guidelines. Blue Cross Blue Shield of Rhode Island awarded TMH a Blue Distinction Center+ designation for bariatric surgery. The Center for Bariatric Surgery at TMH has been a Center of Excellence in Bariatric Surgery since 2011 and was reaccredited in 2014 by the American College of Surgeons Metabolic and Bariatric Surgery Accreditation and Quality Improvement Program. The Total Joint Center at TMH is recognized by the Joint Commission with a Gold Seal of Approval for its total knee and total hip replacement programs. TMH has earned the prestigious Magnet Award for nursing excellence and is one of the very few hospitals in the country to receive Magnet designation continuously over 15 years. The hospital has been named multiple times as a top regional hospital by U.S. News & World Report.In 2016, TMH was one of only four hospitals in the state that earned the highest designation possible in the "Hospital Safety Scores" report by The Leapfrog Group. Only 798 of the 2,571 (31 percent) of hospitals evaluated by Leapfrog received the top mark. Developed under the guidance of Leapfrog's Blue Ribbon Expert Panel, the Hospital Safety Score used 30 measures of publicly available hospital safety data to review and assess infection rates, surgery complications, protocols to prevent errors, and measures of patient's experience.During 2016, TMH was one of 53 hospitals across the country recognized by Becker's Hospital Review (BHR) as having among the lowest heart attack mortality rates in the nation. According to BHR, a health care industry website, 53 hospitals or health systems made the list, which based its findings on clinical data from the Centers for Medicare and Medicaid Services. All of the hospitals have a 30-day mortality rate from heart attack of 11.7% or less, below the national average of 14.2%, according to Becker's. TMH's rate is 11.4%.Also during 2016, TMH became the first hospital in New England to use laparoscopic robotic-assisted surgery to treat bladder cancer. In being able to perform this difficult surgery laparoscopically from beginning to end, TMH is able to remain on the leading edge of bladder cancer treatments by offering patients the latest, most innovative care available. The result is improved outcomes for the hospital's patients. This further demonstrates TMH's commitment to advanced urologic treatments.In 2015, The Miriam Hospital and Newport Hospital, both affiliates of Lifespan Corporation, tied for first place in U.S. News & World Report's best regional hospitals ranking. They were the only two hospitals in Rhode Island to make the list.Also in 2015, The Miriam Hospital received the highest nursing credential for the fifth time from the American Nurses Credentialing Center's (ANCC) Magnet Recognition Program. TMH is one of only four hospitals nationwide to achieve Magnet designation five times. The unanimous ANCC decision to redesignate TMH was based on its continued adherence to rigorous national standards of nursing practice, as well as meeting specific goals for nurse certification and nurse satisfaction and engagement. The Magnet Recognition Program serves as the gold standard for nursing excellence and provides consumers with the ultimate benchmark for measuring quality of care.The Total Joint Center:The Total Joint Center at The Miriam Hospital (the Center) is dedicated to providing the most technologically advanced and specialized procedures focused on the replacement of joints and rehabilitation and care in treating diseases of, or injuries to, hips, knees, and shoulders. TMH is a Blue Cross Blue Shield Blue Distinction Center for Knee and Hip Replacement, which is a designation given to hospitals that demonstrate an expertise in quality care by meeting objective clinical measures, resulting in better outcomes for patients.In 2014, the Center earned The Joint Commission's Gold Seal of Approval for its knee and total hip replacement programs. The certification recognizes the Center's compliance with national standards for health care quality and safety in a disease-specific care set by The Joint Commission. It also acknowledges the Center's dedication to continuous compliance with The Joint Commission's state-of-the-art standards.Medical and surgical services at the Center are provided in a personalized, caring environment within the context of an academic medical center. All services focus on the patient experience from initial consultation through recovery.Multidisciplinary medical teams include many dedicated specialists - surgeons, internal medicine specialists, anesthesiologists, nurses, rehabilitation therapists, and social workers who work with patients from diagnosis to treatment to follow-up care. The physical therapy and nursing teams work together after surgery to
Form 990, Part III, 4b: TMH conducts extensive medical research and is in the forefront of biomedical health care delivery research and among the leaders nationally in National Institutes of Health programs. TMH also sponsored a significant level of these research activities in the amount of $3,174,000 during 2016.Major areas of research include:Cancer - TMH conducts clinical and behavioral research focusing on the many facets of cancer including prevention, education, and therapeutics which are supported by the National Cancer Institute, CALGB, and NSABP. TMH is a participating hospital in the Brown University-sponsored Cancer Oncology Group (BrUCOG).AIDS - As part of the Lifespan/Tufts/Brown Center for AIDS Research (CFAR), division researchers engage in clinical, basic, and translational research designed to improve the prevention and treatment of HIV/AIDS, with a major focus on women, racial and ethnic minorities, and individuals with substance abuse problems.The Lifespan/Tufts/Brown CFAR is a joint research effort among Brown University and Tufts University and their affiliated hospitals and centers. It is one of 20 centers located at academic medical centers throughout the United States that are part of the national CFAR program of the National Institutes of Health. The program emphasizes the importance of interdisciplinary collaboration, especially between basic and clinical investigators, and also encourages training and mentoring of young investigators as well as an inclusion of women and minorities.HIV - At TMH, research focuses on the treatment and prevention of HIV infections, especially in hard-to-reach populations, both in the U.S. and abroad. There are international sites located in Cambodia, India, Kenya, Indonesia, The Philippines, and South Africa. The Lifespan/Tufts/Brown Center for AIDS Research conducts clinical, basic, and translational research programs. The TB Clinic performs research in the area of co-infections of HIV and tuberculosis. The Centers for Behavioral and Preventive Medicine aims to improve health through behavioral change and the integration of behavioral and biomedical science using clinical, community, and laboratory-based research.The Centers' research bridges biomedical, sociobehavioral, and population/public health scientific disciplines. Faculty members are committed to both basic research on discovering the mechanisms underlying behavioral factors in health and illness (e.g., examining the stress response among children and adolescents, neuroimaging of AIDS, and other medical conditions), as well as to applied research on the translation of these discoveries for clinical and community health improvement.Programs range from those that focus on primary prevention (e.g., promoting tobacco cessation, preventing weight gain, increasing physical activity, and HIV/AIDS prevention) to improving the effectiveness of treatment and enhancing quality of life in populations such as cancer survivors and patients enrolled in cardiac rehabilitation programs.
Form 990, Part III, 4c: TMH provides the setting for and substantially supports medical education in various clinical training and nursing programs. The total cost of medical education provided by TMH exceeded the reimbursement received from third party payors by $16,188,813 in 2016.In 1969, the TMH and certain other Rhode Island hospitals entered into an affiliation agreement to participate jointly in various clinical training programs and research activities with Brown Medical School, renamed The Warren Alpert Medical School of Brown University (Brown). The goals of the partnership are to facilitate the expansion of joint educational and research programs in order to compete both clinically and academically.TMH participates in Brown programs in internal medicine and medicine subspecialties, general surgery and surgical subspecialties, psychiatry, emergency medicine and emergency medicine subspecialties, orthopedics and orthopedics subspecialties, and dermatology. TMH provides stipends to residents and physician fellows while in training.In addition, TMH is a participating clinical training site for residents from other programs in anesthesiology, family medicine, hematology/oncology, obstetrics/gynecology (OB/Gyn) and OB/Gyn subspecialties, otolaryngology, pediatric dentistry, podiatry, psychiatry, geriatric psychiatry and its subspecialties of forensic psychiatry and geriatric psychiatry, orthopedics, rheumatology, and radiation oncology. Various departments and specialties at TMH serve as clinical sites for the physician assistant schools of Johnson & Wales University, Bryant University, and the Massachusetts College of Pharmacy. In addition, Behavioral Medicine at the Hospital, in collaboration with Brown, sponsors research and clinical psychology training programs for interns, postdoctoral fellows, and faculty trainees.With respect to nursing education, TMH has developed educational affiliations with the University of Rhode Island College of Nursing; Rhode Island College School of Nursing; Community College of Rhode Island (CCRI); Salve Regina University; Boston College; Yale University; Regis College; Simmons College; St. Josephs Health Services School of Nursing; the University of Massachusetts campuses at Dartmouth, Boston, Amherst, and Worcester; Framingham University; the University of Connecticut; The New England Institute of Technology; Northeastern University; Drexel University; Walden University; Georgetown University School of Nursing and Health Studies; Duke University School of Nursing; and the University of Pennsylvania, as well as other Schools of Nursing, pursuant to which their nursing students obtain clinical training and experience at the Hospital. TMH does not receive any compensation from the various schools for providing a clinical setting for the student nurse training. TMH also serves as a clinical site for Medical Assistants.TMH sponsors training programs for a variety of allied health care professionals including required clinical and fieldwork experiences in physical, speech, and occupational therapy, to university students in each discipline through contracts with the various universities. TMH acts as a clinical training site for students from CCRI in its vascular and cardiology ultrasound programs and provides training experiences for both phlebotomy students and physical therapy assistant students. TMH serves as a clinical training site for students from The Nuclear Medicine Institute of the University of Findlay (Ohio) and has educational affiliations with the respiratory programs at both CCRI and The New England Institute of Technology. TMHs EEG Department provides clinical training to neurodiagnostic technology students from Laboure College (Massachusetts).TMH has clinical affiliations/student clinical training programs for pharmacy students provided through contracts with a number of colleges and universities. A majority of the pharmacy students attend the University of Rhode Island, Massachusetts College of Pharmacy and Allied Health Sciences, and Northeastern University. In addition, the Hospital has clinical social work student contracts with Rhode Island College, Boston University, Boston College, Smith College, Simmons College, and Bridgewater State University.
Form 990, Part VI, Section A, Line 1b: *Lawrence A. Aubin, Chair, is the owner of Lawrence Investments, LLC, with which Lifespan entered into a ten-year operating lease of certain health care facilities in July 2015. During fiscal year 2016, Lifespan paid rent to Lawrence Investments, LLC under the terms of this lease.*Brian J. Zink, MD, Trustee, received taxable tuition reimbursement from RIH.
Form 990, Part VI, Section B, Line 12c Lifespan Corporation has a Conflict of Interest Policy that is applicable to all affiliates, including TMH, and administered by Lifespan's Corporate Compliance Department as follows: Each designated person subject to Lifespan's conflict of interest policy is required to provide Lifespan with an initial disclosure statement and thereafter an annual statement attesting that: (i) the designated person has read and is familiar with this policy, and (ii) the designated person and, to the best of his/her knowledge, family members, have not in the past engaged in, are not presently engaging in, or plan to engage in, any activity which contravenes this policy.If, at any time during the course of employment or association, a designated person has reason to believe that an existing or contemplated activity may contravene this policy, the person shall submit a full written description of the activity to the Lifespan Compliance Officer or the Office of the General Counsel to seek a determination as to whether the contemplated activity does or does not contravene this policy. This requirement shall be acknowledged as part of the annual performance evaluation process. If the activity in question involves either the Chief Executive Officer, the Senior Vice President and General Counsel, or a Trustee, a full written disclosure must be made to, and a determination sought from, the Chairman of the Board of Directors of Lifespan Corporation.Annually, the Lifespan Compliance Officer shall review and report to the Lifespan Executive Corporate Compliance Committee and to the Lifespan Audit and Compliance Committee on the administration of this policy.Failure on the part of any designated person to comply with this policy, including failure to submit in a timely fashion the conflict of interest disclosure statement, will be grounds for removal from his/her position and/or termination of his/her employment with Lifespan.
Form 990, Part VI, Section B, Lines 15 a&b The following applies to Lifespan and all of its affiliates, including The Miriam Hospital:EXECUTIVE COMPENSATIONLifespan's executive compensation philosophy balances appropriate stewardship of resources and the need to be competitive in recruiting and retaining talented individuals. It incorporates market-competitive and performance-related principles, and covers the President and CEO of Lifespan as well as other officers, senior management, and key employees. Lifespan's executive compensation program complies both with law and with contemporary ethical norms, and is administered consistent with the organization's tax-exempt status under Section 501(c)(3) of the Internal Revenue Code (IRC) and the avoidance of transactions subject to intermediate sanctions under Section 4958 of the IRC. Executive compensation is also administered consistent with Lifespan's Corporate Compliance Policy on Excess Benefit Transactions.The Compensation Committee of the Lifespan Corporation Board of Directors (the Committee), comprised of disinterested Lifespan and affiliate Board members, is responsible for diligent oversight of executive compensation to ensure compliance with IRC requirements. Its duties include:* Approving eligibility for participation in the executive compensation program * Approving changes in compensation for existing executive participants * Approving guidelines, such as salary ranges and contract terms, on appropriate levels of compensation for other key employees* Approving new, and modifying or terminating existing, executive compensation plans including, but not limited to, annual incentive and executive benefit plans* Approving performance objectives associated with Lifespan's annual incentive plan, including measuring points, and using audited actual performance relative to these objectives as a precondition to approving the payment of any awards under the plan* Authorizing periodic performance benchmark studies to be conducted for purposes of assessing Lifespan's performance within the healthcare industry and the degree to which total remuneration levels at Lifespan are generally commensurate with Lifespan performance relative to healthcare industry performance* Conducting an annual performance review of Lifespan's Chief Executive Officer. The Chair of the Committee conducts and documents this review, based on his/her observations and interpretation of feedback from members of the Board of Directors* Selecting and engaging qualified, independent, third-party compensation valuation consultants that the Committee charges with rendering opinions with respect to the reasonableness and comparability of compensation as well as the comparative organizations against which compensation is assessed, in accordance with relevant sections of the IRC and Lifespan's executive compensation philosophy. The independent consultants are not engaged by management to perform any services for Lifespan without prior approval by the Committee.Lifespan's Chief Executive Officer works closely with the Committee to make recommendations on the above topics and keep the Committee informed about contemplated compensation changes for executives and other key employees, as well as candidates for these roles. The CEO also provides periodic updates to the Committee regarding Lifespan's performance relative to compensation-related performance objectives. The Committee's deliberations and actions are documented in minutes prepared for each meeting.PROCESS FOR DETERMINING COMPENSATION Valuation of Total Cash and Total Remuneration: No less frequently than annually, the Committee receives and reviews a total cash compensation valuation of all existing executive compensation program participants prepared by its independent compensation consultant. Annually, the Committee also receives and reviews a total remuneration valuation of all existing executive compensation participants.Base Salary Actions: The CEO recommends any salary adjustments for participants in the executive compensation program, using the results of the valuation study and his/her assessment of individual performance or other pertinent information, for the Committee's consideration.New Participants in Executive Compensation Program: With respect to compensation offers for individuals expected to participate in the executive compensation program, certain members of the Lifespan CEO's Council work with the Committee's independent compensation consultant or relies on information previously provided by the consultant to establish a range of reasonable cash compensation within which recruitment is expected to conclude with acceptance of a reasonable compensation offer.
Form 990, Schedule H, Part V, Line 10a: The URL to view TMH's most recently adopted implementation strategy is below:https://www.lifespan.org/sites/default/files/lifespan-files/documents/centers/lifespan-community-health/The-Miriam-Hospital-2016-CHNA.pdfPlease refer to page 19 of the CHNA to view details of the implementation strategy.
Form 990, Schedule H, Part V, Line 16b: The URL to view and download TMH's Financial Assistance Policy application form is below:https://www.lifespan.org/uploadedFiles/Lifespan/Content/Patient_Financial_Services/Lifespan-FAF-ENG.pdf
Form 990, Schedule H, Part V, Line 16c: The URL to view TMH's plain language summary of the Financial Assistance Policy is below:https://www.lifespan.org/sites/default/files/lifespan-files/documents/lifespan-main/pfs/Lifespan-Financial-Assistance-Summary.pdf
Form 990, Schedule H, Part V, Line 7: The TMH website which makes the hospital's CHNA report widely available is located at the following URL:https://www.lifespan.org/centers-services/lifespan-community-health-institute/community-health-reports-and-resources
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2015


Additional Data


Software ID: 15000324
Software Version: 2015v3.0