Form 990, Part VI, Section A, line 7a |
Subsequent to the Initial Board, each member of the Corporation Board shall be nominated by action of a Hospital board of directors, or by the Corporation Board, as the case may be, in accordance with the nomination powers indicated in the Corporation's Bylaws. |
Form 990, Part VI, Section A, line 7b |
Any action to amend the Articles of Agreement or Bylaws of a particular Hospital or any affiliate of such Hospital may be initiated by action of either the Corporation Board or such Hospital Board, and shall be authorized by a two-thirds vote of the Corporation Board and each of the Hospital Boards. Any action to amend the Articles of Agreement or Bylaws of the Corporation must be initiated by the Corporation Board, and shall be authorized by a two-thirds vote of each of the Corporation Board and each of the Hospital Boards. |
Form 990, Part VI, Section B, line 11b |
A copy of the Form 990 will be shared electronically with the entire NCH Board and Finance committee before filing, with adequate time for questions to be asked. |
Form 990, Part VI, Section B, line 12c |
Conflict of Interest Process: - Conflict of Interest Disclosure completed via BoardPaq (electronic means) - Results compiled into Conflict Matrix which is reviewed and approved by the Board - Conflicts that meet the Pecuniary Benefit criteria are identified, shared with the Board and approved. - Disclosure notices are placed in local papers. - The Division of Charitable Trust is notified of the PB and copies of the public notices are attached. All employees are required to sign the NCH Code of Conduct. |
Form 990, Part VI, Section B, line 15 |
The Organization is the sole member of Androscoggin Valley Hospital ("AVH"), Weeks Medical Center ("WMC"), Upper Connecticut Valley Hospital ("UCVH"), and North Country Home Health & Hospice Agency, Inc. ("NCHH&H"). The Organization obtained three separate opinions from the firms of Arthur J. Gallagher & Company, Marsh and McLennan, and Witt Kiefer, early in 2019 as to the reasonableness of the compensation to be paid to the CEO, Tom Mee, pursuant to the employment Agreement, which opinion was based on a comparison of market data for similarly situated executives. AVH, WMC and UCVH - as the remaining constituent parties to the Affiliation Agreement that resulted in the creation of the Organization - approved the Agreements for new CEO, of which there is contemporaneous substantiation. |
Form 990, Part VI, Section C, line 19 |
The Organization has implemented all policies and the governing documents and financial statements are available to the public upon request. |