Saturday, December 10, 2011

Special Request - AG Letter - Missing Muhlenberg Trusts And Endowments

AGTrustsand EndowmentsLetter2P

Thursday, December 8, 2011

Special Request - Sources Of Missing Muhlenberg Trusts And Endowments

Position Paper
Muhlenberg Regional Medical Center,
Plainfield, New Jersey

June 11, 2010

On behalf of the Public Interest, we respectfully request that the New Jersey Attorney General's Office conduct a forensic audit of the Permanently Restricted Assets/Permanently Endowed Funds of Muhlenberg Regional Medical Center (MRMC), also known as Muhlenberg Hospital.

We make this request to resolve the unanswered issue of the fiduciary responsibility of the Muhlenberg Board of Trustees and Solaris Health System Board of Trustees. Did the Muhlenberg Board act independently, or were they subservient to the dictates of Solaris Health System and their Board of Trustees? The location and disposition of these permanently restricted assets/permanently endowed funds were overlooked, not addressed, or simply forgotten by the Certificate of Need Closure document of the former Commissioner of Health Heather Howard in her letter of July 29, 2008, and the recent court proceedings.

The amount of assets documented by IRS Forms 990 is between $4.2 Million and $6.7 Million [Exhibit 1] and may not be limited to those amounts because permanently endowed assets can possibly be held by other entities, such as: the Muhlenberg Foundation (established in 1977) and the Plainfield Foundation (dating to 1920), Muhlenberg Auxiliary, etc.

At the Muhlenberg public hearings, members of the public testified about the endangered endowed assets. Prior to that a letter dated April 7, 2008, was written to the then Attorney General by the New Jersey Appleseed Public Interest Law Center. [Exhibit 2] The Public would like to know what has happened to the permanently endowed assets/funds. The April 7, 2008, letter was written prior to the passage of P. L. 2009, c.64, "Uniform Prudent Managment of Institutional Funds Act." At no point did anyone go before the Courts as required by cy pres, for the legal transfer of gifted assets.

Muhlenberg was a beloved hospital during its 130 years of existence. Through those years thousands upon thousands of individuals, businesses, corporations, churches, community groups and organizations, foundations, municipalities, and government agencies donated funds to keep Muhlenberg financially viable. In fact the land that the hospital buildings are located on was purchased with public subscriptions.

Extensive research has found a sampling of probated wills and refunding of bonds and releases naming Muhlenberg Hospital, specifically, as beneficary of those probated wills:

 - John M. Whiton Bequest $9,500 Memorial Fund $425,944 [Exhibit 3] Please note that Mr. Whiton   was at one time a Councilman of Plainfield.

· Albert C. Stebbins Residue of estate $226,000 Permanent Endowment [Exhibit 4] Please note that Mr. Stebbins served on the Plainfield Common Council.

- Leighton Calkins Bequest $5,000 Endowed room with tablet inscribed [Exhibit 5] Please note that Mr. Calkins was a Mayor of Plainfield.

· Annie M. Hyler Bequest $5,000 Endowed Room with tablet inscribed [Exhibit 6] · Roger Murray Bequest $1,000 Permanently endowed funds [Exhibit 7] Please note that Mr. Murray was a NJ Assemblyman.

· Leonore Darrow White $ 500 Private room with tablet inscribed [Exhibit 8]

Many other community minded people left unrestricted monetary amounts to Muhlenberg when they could have further enriched their family and friends. Many people thought their funds to Muhlenberg were safe and did not restrict their funds because they could never imagine that Muhlenberg would close. People who made provisions for alternative recipients in case the primary recipient no longer existed did not feel the need to make the same provisions for Muhlenberg.

The six deceased cited above did not leave their wealth unrestricted. The review of this small sampling of wills should spark a look back at the location of the permanently restricted assets/funds. We would hope that all of the permanently restricted assets would be adequately protected by your office.

As life long residents of Plainfield, we would like all permanently endowed assets/funds returned to the Plainfield community in trust for healthcare needs, and a community board of private citizens established to oversee those assets. It is our belief that the intent of the donors was not to enrich another community in another county whose demographics do not in any way match the level of diversity that exists in the Plainfield area.

[Please note back-up documentation can be provided upon request]

The Muhlenberg Research Group
The Muhlenberg Independents

Sunday, December 4, 2011

NJ Healthcare Facilities Financing Authority MRMC - JFK Hospital Bond Issues

NJ Healthcare Facilities Financing Authority MRMC - JFK Hospital Bond Issues


October 30, 2010

RE: Muhlenberg Regional Medical Center Property

Plainfield, New Jersey

A recent newspaper article (enclosed) detailed vague discussions concerning the development of the Muhlenberg Regional Medical Center property located in Plainfield, NJ.

Since the State of New Jersey holds the $152,925,000 State Contract Bonds (Hospital Asset Transformation Program) on the total Muhlenberg property issued by the New Jersey Health Care Facilities Financing Authority with the Bank of New York Mellon, as Master Trustee, the State of New Jersey should be an interested party and participate in the ongoing discussions in order to fully protect the public interest.


Muhlenberg Regional Medical Center was closed in 2008, by the former Commissioner of Health and Senior Services Heather Howard. (July 29, 2008, closure letter)


The New Jersey State Legislature passed a bill to allow for the bonding to go through even though the court challenge was not adjudicated. In October, 2008, the New Jersey Health Care Facilities Financing Authority approved the $152,925,000 State Contract Bonds in the Hospital Asset Transformation Program.

According to papers filed in the County of Union Clerk's office, the $152.9 million bond note is secured by the Muhlenberg property only and does not impact The Community Hospital Group, Inc. [Please note that at one of the hospital annual meetings, it was stated that there is also a $17 million mortgage on the Muhlenberg property, but research can not substantiate that as a fact.]

The Plainfield area residents lost healthcare for a supposedly $18 million loss, but the Muhlenberg assets have been leveraged to provide $152.9 million to another entity.

Regardless, the State of New Jersey needs to be aware of this development in order to protect the State's interest.

[updated 07/04/2011]

A search as of yet has not been done of the papers filed in the County of Middlesex; however,
acording to the NJHCFFA (NJ Health Care Facilities Financing Authority) October 23, 2008 Meeting Minutes, page 6,

"The proceeds of the financing will be used to : refund the the Authority's Variable Rate Composite Program - JFK Medical Center Project Series 2005 A-3; refund the Authority's Variable Rate Composite Program - Community Hospital Group Series 2003 A-1; refund the Authority's Muhlenberg Regional Medical Center Issue, Series 2000; refund the Authority's JFK Medical Center/Hartwyck at Oak Tree Obligated Group Issue, Series 1998; refund the Authority's JFK Health Systems Obligated Group Issue, Series 1995: refund the Authoriity's JFK Health Systems Obligated Group Issue, Series 1993; fund capital improvements at the JFK Medical Center related to the closure of Muhlenberg; fund capital interest; and pay related costs of issuance."

The $152.9 million was leveraged to refund 5 JFK related bonds and only 1 of Muhlenberg bonds.

Minutes of the New Jersey Health Care Facilities Financing Authority meeting held on October 23, 2008 on the fourth floor of Building #4, Station Plaza, 22 South Clinton Avenue, Trenton, New Jersey.

NJHCFFA October 23, 2008 Meeting Minutes p. 6

B. JFK Medical Center Obligated Group

Mr. Escher stated that the following portion of the meeting will be considered a public hearing in connection with the proposed issuance of bonds on behalf of JFK Medical Center Obligated Group. This hearing took place in accordance with the public notice and approval requirements of Section 147(f) of the Internal Revenue Code of 1986, as amended.

As a public hearing, Mr. Escher welcomed everyone to participate in the discussion, but first asked Mark Hopkins and Bill McLaughlin to bring the Members up to date on the transaction.

Mr. Hopkins took the opportunity to provide a brief background of the purpose of the TEFRA Hearing, the specific financing program, and the Authority’s action at this meeting. He stated that the Authority will consider authorizing, with certain contingencies, a financing for three borrowers: The Community Hospital Group, Inc. which does business as JFK Medical Center, Hartwyck at Oak Tree, Inc., and Muhlenberg Regional Medical Center. These borrowers will be referred to going forward as the JFK Medical Center Obligated Group. He also noted that reference may be made to Solaris Health System, which is the borrower’s corporate parent.

The financing that is being considered for the JFK Medical Center Obligated Group is a type of financing authorized by the State’s Hospital Asset Transformation Program (“HATP”), which is part of the Authority’s enabling legislation, and which permits the State to pay principal and interest on the bonds, subject to appropriation, if certain criteria are met. It should be noted that the JFK Medical Center Obligated Group will be required, under a loan agreement (secured by a mortgage), to pay an amount equal to the principal and interest on the bonds to the Authority. The Authority will then pass those payments on to the State Treasurer, making the transaction revenue neutral to the State.

The HATP was established in 2000 after it became clear that the state had several over-bedded areas that negatively impact the financial operations of the other hospitals in the area. A 1999 State Commission recommended that the closure of one or more hospitals may strengthen the healthcare delivery system as a whole. Therefore, one of the criteria to use the program is the closure of acute care services at a specific location. The State-backing was recommended as a result of the recognition that the stranded indebtedness of the closed hospital may cause undue financial distress to surviving hospitals in its system.

While the Authority is empowered to issue bonds under the HATP, it is not involved in making the decision on whether or not a hospital can close its acute care services. That decision is made at the Department of Health and Senior Services through the Certificate of Need process. In this case, the Commissioner has approved the Certificate of Need Request to close acute care services at Muhlenberg Regional Medical Center with numerous conditions that must be met by the JFK Medical Center Obligated Group and the Solaris Health System.

Under the Internal Revenue Code, a public hearing is required when tax exempt bonds are issued to benefit non-governmental entities. As such, the Authority is conducting this hearing to provide an opportunity for the public to comment on the proposed issuance of tax-exempt bonds for this project.

Bill McLaughlin then introduced Richard Smith – Senior Vice President and Chief Financial Officer from JFK Medical Center Obligated Group (“JFK”).

He stated that staff has been working on a financing for the benefit of JFK under the HATP. The elimination of acute-care services at the Muhlenberg Regional Medical Center (“Muhlenberg”) meets the eligibility requirements for using the Program. The Treasurer has approved entering into a contract with the Authority, which will provide the security for a bond issue approximating $169 million. JFK will enter into a loan agreement with the Authority, which provides the covenants under which JFK agrees to pay the debt service on the bonds.

He noted that a request for a Certificate of Need to terminate acute-care services at Muhlenberg was filed and a Certificate of Need was granted for the closure on July 29, 2008.

The proceeds of the financing will be used to: refund the Authority’s Variable Rate Composite Program - JFK Medical Center Project Series 2005 A-3; refund the Authority’s Variable Rate Composite Program – Community Hospital Group Series 2003 A-1; refund the Authority’s Muhlenberg Regional Medical Center Issue, Series 2000; refund the Authority’s JFK Medical Center/Hartwyck at Oak Tree Obligated Group Issue, Series 1998; refund the Authority’s JFK Health Systems Obligated Group Issue, Series 1995; refund the Authority’s JFK Health Systems Obligated Group Issue, Series 1993; fund capital improvements at the JFK Medical Center related to the closure of Muhlenberg; fund capitalized interest; and pay related costs of issuance.

Given that the working group worked to finalize documents over the past week, the documents provided in the mailing package to the Members had been adjusted. Specifically, the Bond Resolution has been updated to reflect the following changes:

Specific authorization for staff to solicit and purchase advertising to support this transaction, if necessary;

Contingencies related to interest rates and underwriter discount;

Expanded redemption provisions that include a “make whole” premium; and,

(added by Mr. Hancock) Additional limitations on the disbursement of funds related to the new money proceeds.

He then asked bond counsel to present the Bond Resolution.

NJHCFFA October 23, 2008 Meeting Minutes p. 7

Wednesday, November 30, 2011

Governor Chris Christie Takes Action to Help Offenders


Gov - Executive Order #83



Saturday, November 26, 2011

Muhlenberg Hospital History Timeline

The orginal Muhlenberg Hospital was located on West Third Street near Muhlenberg Place. After unexpected and annoying delays in the construction of the Hospital building, the building was completed and paid for, and on Thanksgiving Day, November 24, 1881, it was open for inspection. There was a large contingent of residents and addresses by many dignataries at the opening, and Job Male presented the deed that conveyed the property to the Hospital. On November 28, 1881, Muhlenberg formally opened to receive patients.

Notable Dates and Events of the 19th and Early 20th Centuries

• The first surgical operation in the Hospital was performed by Dr. Endicott, M.D., of the Hospital's staff.

• Dr. Charles A. Hart who was instrumental in the founding of the Hospital was not able to serve it long because serious illness led to his severance of his Hospital service in 1883.

• Dr. Harvey D. Burlingham. the first physician, appointed to the staff dies in 1886.

• By 1887, Muhlenberg needed more room, and on July 5, 1887, the Board of Governors resolved to purchase more property extending the boundary from Muhlenberg Place to South Second Street. On February 25, 1889, plans were adopted, prepared by Mr. Charles Smith, architect, for an addition to the main Hospital building designed for private patients and isolation. By October 28, 1889, this addition was open for patients.

• All the Hospital buildings were lighted at night by oil lamps, and water had to be pumped. By the summer of 1891, electric lights were introduced in all the buildings, and about the same time when the Plainfield Water Supply Company laid water mains in South Seconde Street pure and wholesome water was supplied.

• 1892 - first step taken in the training of nurses, one pupil appointed as an experiment.

• June 26, 1893, Eye and Ear Department, directed by Frank C. Ard, M.D., was established for the treament of diseases of the eye, ear, nose, and throat.

• May 28, 1894, decision made to build an operating room, and in 1895, it was completed at a cost of $2,800.

• October 29, 1894, Department of Pathology and Bacteriology, headed by Benjamin van D. Hedges, M.D., was created.

• December 10, 1894, the Board of Governors established a Training School for Nurses. The first graduates of the school were Miss Annie Wolfe and Miss L. Grace Clark in 1896, and graduation exercises were held at Crescent Avenue Presbyterian Church on May 21, 1896. By 1897, the decision was made to extend the training to three years.

• December 30, 1895, first ambulance was furnished by the Women's Auxiliary Board.

• 1896, the Board of Governors determined the need for a detached Nurses' Home. Evarts Tracy, architect, designed a two story and attic framed buildings, and Mr. Charles Westphal, the builder, completed it in 1897.

• On November 27, 1899, the Board of Governors recognized the need for a more commodious and quiet site. The current location was in a populated neighborhood near the railroad, which was noisy, and near extensive manufacturing plants. There was oppostion.

• November 26, 1900, a special committee was appointed to solicit subscriptions.

• February 25, 1901, the Board of Governors by formal vote resolved to build a new hospital.

• March 7, 1904, arrangements made with the Plainfield Board of Health for the bacteriologist to make cultures at no expense to the Hospital.


Nancy Piwowar

Thursday, November 17, 2011

Governor Chris Christie Announces Education Reform Agenda

Governor Chris Christie Announces Education Reform Agenda to Turn Around Lowest Performing Schools in No Child Left Behind (NCLB) Waiver Application
Previously Announced Christie Administration Education Reform Agenda Consistent with the Obama Administration’s National Education Reform Goals

Trenton, NJ – Governor Chris Christie and Acting Education Commissioner Chris Cerf today announced a bold and comprehensive reform agenda to address the biggest challenges facing public education in New Jersey, fully embodied in its No Child Left Behind (NCLB) waiver application. The agenda, including the development of a new accountability system and a package of specific education reform legislation previously introduced and awaiting action by the state legislature, will identify and seek to turn around New Jersey’s consistently lowest-performing schools, recognize and reward improvement in all New Jersey schools, and provide the necessary tools to meet these goals in a manner consistent with President Obama’s national education reform agenda.

“There is no issue more important to the future of our state and country than putting the opportunity of a quality education within every child’s reach, no matter their zip code or economic circumstances. Our education reforms, contained in four specific bills sitting in the legislature today, are aggressive in meeting this challenge, bipartisan and in-line with the Obama Administration’s national agenda to raise standards, strengthen accountability systems, support effective teachers and focus more resources to the classroom,” said Governor Chris Christie. “These reforms provide a comprehensive approach that recognizes there is no single solution. For a new accountability system to be effective and successful in benefitting children, we must have all of the tools that are provided for in this legislation. A piecemeal, incremental approach will not turn around our failing schools or close the achievement gap.”

Outlined in the Fall of 2010 and subsequently introduced by July of this year, the four bills needed to achieve the education reform goals of Governor Christie and consistent with the Obama Administration's NCLB waiver requirements have been stalled in the Legislature for 133 days. This package of bills goes hand in hand with bipartisan education efforts to fix failing schools, broaden school choice for students in underperforming districts, identify and reward effective teachers, and support teachers who are not effective.

“New Jersey ranks among the top states in the nation in student achievement overall, but we cannot play in the margins with half-measures and expect to finally bring real, long-term change to the children in persistently failing districts who are not getting the education they deserve,” continued Governor Christie. “It’s time for the New Jersey Legislature to step up with my Administration, President Obama, Secretary Duncan and a national, bipartisan movement to act boldly and give every child the education they deserve.”

The bipartisan package of bills includes:


· School Children First Act (S-2881/A-4168; Senator Kyrillos/Assemblyman Webber): The bill would create a statewide educator evaluation system consistent with the goals of the Obama Administration, ties tenure to effectiveness, ends forced placements and Last-In-First-Out (LIFO) personnel policies by using both seniority and educator effectiveness in staffing decisions, and reforms compensation systems. These changes will allow New Jersey to identify and reward the most effective teachers in a meaningful and fair way, while also better supporting those comparative few teachers who are not effective.

· Charter Reform Bill (A-4167; Assemblyman Webber): The bill provides critical updates to strengthen and improve New Jersey’s charter law. The bill increases the number of charter school authorizers, permits public schools to be converted to charter schools by local boards of education as well as the Department Of Education Commissioner, and increase charter autonomy while making them more accountable.

· Opportunity Scholarship Act (S-1872/A-2810; Senators Lesniak and Kean/Assemblymen Fuentes and DeCroce): The bill would provide tax credits to entities contributing to scholarships for low-income students.

· Urban Hope Act (S-3002/A-4264; Senator Norcross/Assemblyman Fuentes): The bill provides for the creation of as many as ten “transformation school projects” in five of the State’s worst performing districts.

U.S. Secretary of Education Arne Duncan announced in September that he will consider proposals from states seeking to waive provisions of NCLB if they indicate a strong commitment to improving student performance, reducing the achievement gap, and turning around underperforming schools. A waiver would allow districts and states additional flexibility in providing support and interventions to struggling schools.

“NCLB remains an important piece of legislation because it put a renewed focus on student achievement and accountability in K-12 education and highlighted the needs of typically underperforming student populations. However, the law suffers from some significant flaws, including its failure to give credit for progress and its one-size-fits-all approach to labeling schools as failing,” said Acting Commissioner Chris Cerf. “Through our waiver application we have developed a new accountability system that allows for differentiated supports and interventions of the schools with the most pervasive and persistent achievement problems. The proposed legislation is crucial to enhance our ability to turn around our lowest performing schools and ensure that students in those schools have the options they deserve. There is no one-size-fits-all approach to school improvement which is why we must focus our resources and most significant interventions on those schools with a long standing history of low performance.”

In developing a new accountability system, the Department will focus its supports and interventions on the lowest performing schools in the state. The Department will create three tiers of schools - Priority Schools, Focus Schools and Reward Schools - which will be identified using both growth and absolute proficiency.

Led by the Department’s new Regional Achievement Centers, the Department will create customized interventions to turn around Priority and Focus Schools, based on their individual needs. Though the Department will focus its interventions on Priority and Focus Schools, the Department will support all schools in constantly improving in two ways. First, the Department will develop and publish new school performance reports for every school in New Jersey to replace the current bifurcated School Report Card and NCLB Report Card publications. Among other data points, the reports will include progress towards closing achievement gaps, comparison to “peer schools” with similar demographics, performance on state tests over time, and additional college and career readiness data points. These public reports will help districts focus on areas of low performances in their districts. Second, the Department will encourage all schools to take advantage of professional development and other support opportunities available for Priority and Focus Schools.


As part of the waiver application, the Christie Administration outlined a comprehensive reform strategy built on the three principles outlined in the waiver application and accomplished through the package of reform legislation sitting before the Legislature:



1. Implementing college and career ready expectations for all students, including a detailed implementation plan of Common Core State Standards in K-12 English Language Arts and math; development of model curriculum in corresponding grades; and rollout of assessments tied to the Common Core State Standards through the Partnership for Assessment of Readiness for College and Careers (PARCC) Consortium.



2. Developing a new, unitary accountability system to identify the state’s persistently lowest-performing schools and develop a differentiated plan to support and intervene in those schools, and to identify the state’s top performing schools and a plan to reward those schools for their achievement.



3. Supporting effective instruction and leadership by developing and implementing statewide teacher and principal evaluation systems that take into account both student outcomes and effective practice.



In order to develop New Jersey’s waiver application, the Department held a number of meetings with educators, parents, and professional associations to solicit input on the application. The Department also collected more than 200 comments through its website over three total weeks both before developing its initial plans and then after posting a draft outline.

Wednesday, November 16, 2011

Endangered 1912 Closson-Edgerton Maternity Pavilion

The 1912 Closson-Edgerton Maternity Pavilion was a bequest by Mrs. Minnie Closson-Edgerton in memory of her brother, James T. Closson, and her son, James Closson Edgerton. Mrs. Edgerton left $50,000 in her will with instructions to build a maternity pavilion, and if that was already in progress then the instructions were to build a children's ward. A total of $25,000 was to be used for the maternity pavilion construction, and the income from investment of the remaining $25,000 was for maintenance.

This maternity pavilion was built in a similar architectural style as the 1903 Muhlenberg buildings, and there is a lengthy memorial inscription on the building. The 1912 Closson-Edgerton Maternity Pavilion was designed by
Crow(e), Lewis & Wickenhofer, a New York architectural firm. The 65th edition of the Muhlenberg School of Nursing yearbook noted that the erection of this Maternity Pavilion "made it possible for the students to receive their obsterical nursing at Muhlenberg."

Since Mrs. Edgerton's will provided for the maintenance of the Maternity Pavilion, this building has survived for almost 100 years. With the passage of the 2009 Uniform Prudent Management of Institutional Funds Act, this endowed maintenance fund could be in jeopardy, and then the building would be in jeopardy.


by N. A. Piwowar, 2011

Monday, November 14, 2011

Muhlenberg Hospital Architecture - A Forgotten American Treasure?

Muhlenberg Insider Newsletter
A publication of the Citizens' Research Group on Muhlenberg Hospital
August, 2009 edition

The Best Kept Secret in Plainfield


The citizens of the Plainfield area, who have for over a year opposed the closure of their beloved Muhlenberg Regional Medical Center (Muhlenberg Hospital) based on humanitarian reasons, now must send another clarion call to the public about the possible loss of the historic core hospital architecture at the Muhlenberg site.

All along many thought the battle of Muhlenberg was about the development rites of the Muhlenberg properties. Whether that is the question or not - this question now has surfaced - are the Plainfield area residents ready, willing and able to stand up to fight for the historic buildings that currently exist on the property? The same buildings that have stood on the Park Avenue/Randolph Road grounds since the opening in 1903, located in the center of the property and passed by daily without a thought to their historic significance to Plainfield, to New Jersey, and to the Nation.

In 1877, Muhlenberg Hospital was incorporated. In 1879, Muhlenberg had its physical beginnings in the West End of Plainfield, when the first hospital in Union County was built at Muhlenberg Place. Within twenty years it became evident that a larger facility and more land was needed. Since the location near the railroad tracks made it impossible for further expansion, the Board of Governors began to look for a more suitable location.

After many twists and turns and coaxing, the farmers at the southeastern part of Plainfield agreed to sell their farm land. Public money built Muhlenberg Hospital. All private donations totaled in excess of $83,500. $11,000 was for the land; $70,000 for the buildings, grading, driveways, and sewer plant; and $2,500 for furniture and furnishings. An additional $10,000 was donated by a gift of J. Howard Wright for an operating pavilion in memory of his two grandsons, Howard Wright Corlies and Parker Wright Mason. Ernest R. Ackerman (N.J. State Senate, 1905-1911; President of N.J. Senate, 1911; U.S. Congressman 1919-1931) donated a gift of a ward in memory of his father, J. Hervey Ackerman.

The 1903 building essentially looked like one large structure, but really consisted of five parts: the columned entrance facing Randolph Road which comprised the main reception building including the superintendent's quarters, general offices, and staff dining room; the operating pavilion; the two wards for men and women; the large kitchen and the eye and ear and clinic department. Although surrounded by fencing and other structures, it appears that a portion of those 1903 buildings are still in existence. Some alterations are evident. The 1903 main building with pediment removed is behind the 1936 columned building; however, the 1903 operating pavilion retains many of its original elements including inscription. An architectural historian would have to determine whether or not the historic significance of the remaining 1903 core Muhlenberg structures outweigh the alterations.

What historic significance are these forgotten 1903 treasures? Other than being the oldest hospital in Union County and one of the oldest in New Jersey, Muhlenberg Hospital was designed and built by the architectural firm of Tracy and Swartwout of New York City. Many of the Tracy and Swartwout firm's buildings are on the National Register of Historic Places, including: Cathedral of St. John in the Wilderness, Denver, (1905-1911); the US Post Office and Courthouse now known as Byron R. White U.S. Courthouse (opened in 1916), in Denver, The Missouri State Capital building (1912-1916) in Jefferson City, Missouri. Other buildings include: Former Yale Club, now the Penn Club, New York City, (1900); Skull and Bones, cloister-garden at Yale University, New Haven, (1906); Connecticut Savings Bank, New Haven, (1906); the Department of Commerce Building, Washington, D.C., (1912); George Washington Memorial Hall, Washington, D.C., (1915), and Ridgewood High School, Ridgewood, New Jersey, (1919). Muhlenberg Hospital's 1903 buildings were some of the earliest Tracy and Swartwout buildings.

The partners of the Tracy and Swartwout firm were Evarts Tracy (1868-1922) and Egerton Swartwout (1870-1943). Both men were Yale graduates: Tracy in 1890 and Swartwout in 1891. They met at the architectural firm of McKim, Mead & White, and in 1900, formed a partnership called Tracy and Swartwout located in New York City.

Evarts Tracy was a most interesting man. He was born in New York on May 23, 1868, and moved with his family at the age of six to Plainfield, New Jersey. His parents' house is located on West Eighth Street in the Van Wyck Brooks Historic District, Plainfield, New Jersey. As stated earlier he graduated from Yale in 1890, and he was a Bonesman, Yale's secret society. Tracy was the great-great grandson of Roger Sherman, one of the signers of the Declaration of Independence and the only one to sign three other historic documents: The Association of 1774, The Articles of Confederation, and the Constitution of the United States.

Tracy married Caroline Streuli on June 23, 1894. In 1900, Evarts Tracy built his own house in Plainfield, New Jersey and occupied it in 1901. Tracy's residence was built perpendicular to the road, and one could surmise that he watched the construction of Muhlenberg from his residence on Hillside Avenue. Tracy's residence is now part of the Hillside Avenue Historic District, Plainfield, New Jersey.

In 1896, Tracy designed a Nurses' Home for the "old" Muhlenberg in the West End of Plainfield, and it was completed in 1897. In 1901, The Board of Governors of Muhlenberg selected nine architects to submit plans for the "new" Muhlenberg, Tracy and Swartout won the competition, and the plans were adopted in 1902. On December 28, 1903, the patients were transferred to the "new" Muhlenberg Hospital.

Tracy was not just an architect by trade. He was also a creative and curious soul and into the latest inventions of his time. He purchased a locomobile, "Best Built Car in America," and it was expensive and elegant. He thought so much of his locomobile that the archtitectural plans of his Hillside Avenue residence shows that he designed a large locomobile opening and door so that he could drive his locomobile right into the basement of his house. This no longer exists at the residence, but what a concept for 1900. The story goes that he also gave people rides around the city.

References are made that Tracy retired from the architectural firm in 1915, but in actuality he offered his services to the country in the Great World War (WWI). He entered the United States Army and commanded Co. 15 at the Pittsburgh Camp. He had an idea about camouflage, and he was appointed captain in charge, and later commissioned Major of Engineers, commanding the 40th Camouflage Regiment organized in France. His ideas of camouflage were used on ships and over two million soldiers were transported to Europe without a loss of life by German submarines. He became known to the French government, and Lieut. Colonel Tracy was selected to work on the reconstruction of France. He was in Paris for two months in 1922, when he developed heart disease and died in the American Hospital on January 31, 1922. He was survived by his wife Caroline and five sisters and one brother. (He was one of nine children of Jeremiah and Martha Sherman Evarts Tracy, and two of his brothers pre-deceased him.)
His military service during WWI was memorialized in the Plainfeld City Hall bronze memorial tablet.


Just who was Lieut. Evarts Tracy, perhaps his tombstone reveals the man:

"Sacred to the memory
of
Lieut. Col. Evarts Tracy
Born New York May 23, 1868
Died Paris January 31, 1922

An architect who in the service of beauty
erected noble buildings
A soldier who in the service of his country
won achievements expressing a valiant soul
As Major of Engineers
pioneer camouflage officer
in the United States Army
he performed important labors
was twice cited for bravery in action
and was
awarded the distinquished service medal

As a man and a friend he was loved."

[Hillside Cemetery, on a hill overlooking Muhlenberg Hopsital]


Much more needs to be learned about Lieut. Colonel Evarts Tracy including information about his design of the old Plainfield Police Headquarters, his locomobile history, complete listing of all his architecural designs and buildings, his camouflage military experience, his Plainfield educational experience, and a further look at the historic significance of the 1903 core Muhlenberg buildings. If anyone would like to assist, please call Nancy at (908) 757-0095.

Stay tuned!


Sources: Plainfield Courier-News, December 18, 1903, and February 1, 1922.
Muhlenberg Hospital, Plainfield, New Jersey, Report for 1903-1904, June, 1904.
History of Union County, New Jersey, 1864-1923, by A. Van Doren Honeyman, 1923.
Various internet websites.


[update No. 4, 11/4/09]
by Nancy A. Piwowar

Martha Tracy, MD (1876-1942)

Evarts Tracy's sister, Martha Tracy, MD, was one of
New Jersey's pioneering female doctors, and relatively unknown in New Jersey history even though she was a dean of the Woman's Medical College of Pennsylvania (1918-1940), now Drexel University. Dr. Tracy worked with Coley's toxins, an early possible cancer cure.

Dr. Tracy was born in Plainfield, New Jersey, on
April 10, 1876; she graduated from Bryn Mawr College
in 1898, and from Woman's Medical College in 1904.

Her father, Jeremiah Evarts Tracy, was on the Board of Governors of Muhlenberg Hospital, and her brother, Evarts Tracy, was chosen as the architect of the "New" Muhlenberg. It can be surmised that the family plan was to have her come back and run Muhlenberg as a woman physician.

Dr. Tracy was an authority on preventive medicine, and in 1940, resigned her post at the Woman's Medical College to become the assistant director of Philadelphia's Public Health Department, first woman to hold that position.

At the time of her death she was assisting the war effort - medical preparedness for the city of Philadelphia in the event of air raids. She succumbed to pneumonia on March 14, 1942.

By N. A. Piwowar, 2011.

Thursday, November 10, 2011

The Muhlenberg Operating Pavilion: Plainfield's Forgotten Gem by Nancy A. Piwowar

Hidden behind a stockade fence, set far off Randolph Road, on the Muhlenberg property is a red brick building with a large arched window and a scrolled keystone. The Muhlenberg Operating Pavilion dates to 1903, and is Plainfield's forgotten gem.

A notice in the local newspaper, Plainfield Courier-News, in 1900, related the possibility of a new hospital building, and the response by the local residents was immediate. Public subscriptions were received. Then the decision was made by the Muhlenberg Board of Governors, to build a "new" Muhlenberg Hospital at a new site, and many distinguished men offered land. James E. Martine offered a lot on Thorton Avenue. Former Mayor of North Plainfield, John F. Wilson, offered a lot in North Plainfield, but this could not be accepted because it was in a different county. Finally the Muhlenberg Board of Governors took an option on farm land at the edge of the City on Park Avenue and Randolph Road.

Within four months of the discussions of a "new" Muhlenberg in the local newspaper, it was reported that J. Howard Wright in April, 1901, gave the largest and most generous donation of $10,000 for an operating pavilion for the "new" Muhlenberg in memory of his two grandsons. Howard Wright Corlies died at the age of 23 from pneumonia in 1899. Parker Wright Mason died at the age of 19 from typhoid fever in 1900. J. Howard Wright was a wealthy Standard Oil businessman from New York City, and his two daughters and families resided in Plainfield, for many years.

The Muhlenberg Operating Pavilion also contained a sterilizing room, an etherizing room, a room for the X-ray instrument and a recovery room, which were all considered essential for a modern hospital.

The 1903 Muhlenberg Operating Pavilion retains many of its original exterior elements including inscription, large arched, scrolled keystone, and northern window. The only evident change is the removal of the roof line skylight. The Muhlenberg Operating Pavilion was designed by Tracy and Swartwout, a New York architectural firm, and Evarts Tracy, one of the architects, grew up in Plainfield on West Eighth Street in the Van Wyck Brooks Historic District, and he later resided with his wife on Hillside Avenue, in the Hillside Avenue Historic District within sight of the "new" Muhlenberg and the Muhlenberg Operating Pavilion.

The 1903 Tracy and Swartwout Muhlenberg complex of buildings were not built squarely to face either Park Avenue or Randolph Road, but were "built squarely with the points of the compass." The purpose of this was "to have the operating room face North, so that it would have the full benefit of the North light." [Plainfield Courier-News, July 19, 1902, page one article.]

Plainfield's forgotten gem has survived over one hundred and seven years, and is passed by daily on the way to the satellite emergency department without nearly a second glance because it is behind a stockade fence. The wall inscription is obscured by the fence, and according to newspaper articles, behind the cornerstone of operating pavilion is a copper box that contains various items including: local and New York newspapers, Muhlenberg Hospital annual reports, photographs of J. Howard Wright's grandsons, photographs of doctors, nurses, employees, and of the old hospital buildings, names of the contractors, to name a few items.

The Muhlenberg Operating Pavilion serves as a grand monument to Mr. Wright's Plainfield family, and the Muhlenberg Operating Pavilion is one of the only known surviving separate, stand alone operating room buildings extant in New Jersey and most likely in the United States. It is important to preserve The Muhlenberg Operating Pavilion because it is a monument to the Wright family, Muhlenberg heritage and medical culture, and Muhlenberg's doctors, nurses and staff.

Thursday, November 3, 2011

JFK Muhlenberg Free Transportation Brochure

JFK MUHL Transportation Brochure Final

SED Brochure Advertising Free Transportation to Hospitals

SED Bi Fold Brochure Final-1

Muhlenberg Foundation: Board and Highest Salaries

MuhlenbergFoundation.1a

Saturday, October 29, 2011

Plainfield Health Center IRS Disclosure: Board and Top Salaries

PlainfieldNeighborhoodHealthCenter.1

Muhlenberg Hospital IRS Disclosure: Board and Top Salaries

MuhlenbergRegional.1

Thursday, October 27, 2011

Solaris IRS Disclosure: Board Members and Highest Salaries

SolarisHealthSystems.1

Friday, October 14, 2011

Muhlenberg Foundation IRS 990 Financial Analysis

Muhlenberg Foundation IRS 990 Financial Analysis

Monday, October 3, 2011

Hospital Closings, Nonprofit Corporations and Unregulated Asset Transfers

The closing of the Muhlenberg Regional Medical Center (MRMC) by Solaris Health System (Solaris) may have violated the Articles of Incorporation of the MRMC and the Muhlenberg Foundation (MF). The MRMC was founded “for the purpose of care, cure, and nurture of sick and injured persons” which “are to be carried out in the City of Plainfield and its vicinity.” The Muhlenberg Foundation was formed to be operated exclusively for the benefit of the Muhlenberg Hospital and was the principal fund raising arm of the hospital.




In 1997, John F. Kennedy Hospital (JFK) of Edison, New Jersey was merged with the Muhlenberg Regional Medical Center (MRMC) of Plainfield, New Jersey, which formed Solaris Health System. It was called a pooling of interests on the Consolidated Financial Statement of Solaris Health System. After the merger, Solaris gained $44 million in assets. Prior to the merger, Solaris had net assets of $109 M. After the 1997 merger, Solaris had $153 M in net assets. Included in the assets that were acquired by Solaris was the Comprehensive Health and Educational Corporation, a for-profit corporation.



At the time of the merger, Solaris told the employees that it was a kind of partnership and that no one partner took the other over. But soon after the merger, assets started to be transferred to JFK Hospital or sold. As early as 1997, Associated Radiology was replaced by the radiology group affiliated with JFK.



 1998 - The Diabetes Center was moved to Talmadge Road in Edison, NJ.

 2000 - SurgiCare of Central New Jersey was sold by Solaris in.

 2001 - The Dialysis Center, located at the Kenyon House, was sold.



Since 2003 Solaris Health System has moved a number of very successful operations from Muhlenberg to JFK Hospital. Some of the functions transferred to JFK include: Pediatrics, Out-patient Physical Therapy, Orthopedics and in-patient Oncology.



Did Solaris Health System misrepresent the financial condition of Muhlenberg Regional Medical Center in order to win the approval of the State Commissioner of Health and Senior Services to close the Hospital? The Federal Exempt Organization return (Forms 990) filed under the penalty of perjury with the Internal Revenue Service shows a much stronger financial picture than the one reflected on the MRMC Consolidated Statement of Operations for the years 2005, 2006 and 2007. Profit/ (Loss) before Depreciation and Interest were:



 $9.9 M Profit in 2005

 $4.7 M Profit in 2006

 $4.6 M Loss in 2007



As of December 31, 2007, the MRMC was a solvent corporation and had net assets of

$ 5.2 M. Even after MRMC was stripped of many profitable assets by Solaris, it was still a financially viable corporation. At the New Jersey State Health Planning Board meetings in Plainfield, New Jersey pertaining to the closing of the MRMC, a number of speakers questioned the losses reflected by the MRMC. At least one speaker suggested that an independent CPA firm be appointed to evaluate this matter before a decision was reached on the Certificate of Need for closure. The pleas of the speakers were ignored. Below is a summary of the difference between the numbers reflected on the IRS Form 990 return and the MRMC Financial Statements:



Year Financial Statement IRS Return

2005 1.5 M Loss 2.3 M Profit

2006 2.9 M Loss 2.5 M Loss

2007 16.7 M Loss 11.9 M Loss



IRS Profit/ Loss before Depreciation and Interest

Year Profit/Loss Depreciation/ Profit/ Loss

Interest

2005 2.3 M Profit 7.6 M 9.9 M Profit



2006 2.5 M Loss 7.2 M 4.7 M Profit



2007 11.9 M Loss 7.3 M 4.6 M Loss



In 2007 the Muhlenberg Foundation transferred the stock of Midtown Shops Corporation, a firm that has extensive holdings of commercial real estate, to the Muhlenberg Region Medical Center. The Muhlenberg Foundation received the Midtown Shops stock as a pledge from the Harold B. & Dorothy A. Snyder Foundation in 2007 and valued it on their books at $4.7 million, which included $200,000 in cash. Prior to the stock being controlled by the Muhlenberg Foundation, the Snyder Foundation received a yearly dividend of $109,000 from Midtown Shops Corporation. The purpose of this transaction needs to be questioned. Was it done in good faith? Why was Midtown Shops stock transferred from the Muhlenberg Foundation within months after the Foundation received the total pledge, which was settled over a period of three years? Also, the value of the real estate holdings of the Midtown Shops Corporation must be determined by an independent appraiser. In addition, the Muhlenberg Foundation is the majority owner of the Comprehensive Health and Education Corporation (CHC). The value of this for profit corporation must be determined. In 2008, MRMC assets were transferred to JFK Hospital even before the closing of the Muhlenberg Regional Medical Center was approved by the State Commissioner of Health and Senior Services. These items included hospital beds, computers, nursing and operating room equipment.



A review of the 2007 IRS Form 990 for the MRMC indicates that a $150,000 loss on the sale of property and equipment needs to be reviewed and verified. Was it a bonified loss? Finally, MRMC restated its previously issued financial statements in 2007 to correct errors made in 2006 and in prior years that related to interest in perpetual trusts that were not recorded on the books in earlier years. These perpetual trusts have a value of $2.4 million. The trust covenants need to be reviewed to ensure that the endowments restricting the funds for uses in Plainfield are being followed.



Solaris Health System controlled the Board of Directors of the MRMC and the Muhlenberg Foundation. When you review all the transactions over a period of years that were directed by Solaris, it appears that Solaris might have orchestrated actions between the related corporations that are considered prohibited transactions. The Board of Directors of the MRMC and the Muhlenberg Foundation may not have acted independently. They allowed Solaris to close the hospital without conducting their own needs assessment or impact study. The Board of Directors never considered operating the Hospital independently. Thus, the tax exempt status of Solaris Health System is in question. Should it be revoked?

Harriet Washington Signing "Medical Apartheid" and "Deadly Monopolies" At Johns Hopkins' Henrietts Lacks Memorial Lecture 1/1/2011




Monday, September 12, 2011

Federal Health Centers A Factor In Hospital Closings

Federal Health Centers A Factor In Hospital Closings

Sunday, September 11, 2011

Nonprofit Mergers and Aquisitions Revisited

Monday, January 26, 2009

The Muhlenberg Independents


New Jersey hospital closings have exposed a mergers and acquisitions strategy, popularized by rogue nonprofits, who remove social services and endowments accumulated over decades, while robbing all levels of government of tax revenue, as they enrich themselves personally.

Muhlenberg was started 131 years ago after a train accident, beginning a tradition of bequests and endowments long before government was expected to provide for charity care. Residents upheld a long tradition of leaving bequests and endowments they expected to compensate for charity care. The Muhlenberg Independents are researchers that believe the salvation of Muhlenberg lies in the protection of those assets that include an astonishing amount of real estate outside of Plainfield. Muhlenberg exposes a fatal flaw in the protection given to endowments, after the benefactor’s death.

Wall Street tactics of mergers and acquisitions have spread and redefined the practices of a new generation of profiteers. Utilizing the barely scrutinized and rarely regulated structures of nonprofit corporations, the plundering of old richly endowed facilities, like Muhlenberg Hospital, is turning into a tragic loss of history and multiple generations of philanthropy. We must honor the sacrifice of people who made provisions to care for the poor and disenfranchised or return those assets to the appropriate heirs.

The Muhlenberg Independents are in possession of a small mountain of financial documents that prove the violation of donor intent and the failure of the State of New Jersey to protect the substantial donated assets of old hospitals that the state is closing.

Muhlenberg remains an asset even in its current state. It does not matter if the hospital has been gutted and the cost of keeping such an old building functional are high. The only thing that cannot be replaced is the land. The community deserves a fair price and an uncompromised sale with Solaris relinquishing all control over the assets of Muhlenberg.

Solaris was voted control of Muhlenberg’s substantial assets without payment or promises to continue to serve the community. Is their refusal to participate in a good faith effort to find a buyer indicative of their alternative agenda or the legal lack of standing to sell a facility that they control, but do not own? Did Solaris even have the legal standing to apply for a certificate of need to close Muhlenberg?

Sunday, September 4, 2011

FBI Healthcare Fraud Education


FBI Healthcare Fraud Education


FBI NJ Launches Healthcare Fraud Awareness Drive

FBI NJ Launches Health Care Fraud Awareness Drive

Sunday, August 28, 2011

Sen. Vitale Sponsors Legislation Expediting Muhlenberg Asset Transfers

http://www.scribd.com/fullscreen/63396440?access_key=key-ateiqw9si9moo1uabh2

MI - Sen Vitale Releases Legislative Motives for Muhlenberg Closure

Saturday, August 27, 2011

Muhlenberg Foundation Financial Review

Muhlenberg Foundation Inc.
Review of 12/31/2008 & 12/31/2007 Forms 990


In 2007, the Muhlenberg Foundation made payments to the Muhlenberg Regional Medical Center of $5,571,490, which included the transfer of stock of the Midtown Shops Corporation, a firm that has extensive holdings of commercial real estate. The Muhlenberg Foundation received the Midtown Shops stock as a pledge from the Harold B. & Dorothy A. Snyder Foundation in 2007 and valued it on their books at $4,712,976, which included $208,570 in cash. Prior to the stock being controlled by the Muhlenberg Foundation, the Snyder Foundation received a yearly dividend of $109,000 from the Midtown Shops Corporation. The transfer resulted in 30.4 percent of the net assets of the Muhlenberg Foundation being transferred to the Muhlenberg Regional Medical Center. The purpose of this transaction needs to be questioned. Was it done in good faith? Why was Midtown Shops stock transferred from the Muhlenberg Foundation to the Muhlenberg Regional Medical Center within months after the Foundation received the total pledge, which was settled over a period of three years. We question how the income from the Midtown Shops is reflected on the Muhlenberg Regional Medical Center Return for the years ending December 31, 2007 and December 31, 2008.

The closing of the Muhlenberg Regional Medical Center (MRMC) acute care hospital by Solaris Health Systems in August of 2008 violated the original Articles of Incorporation, which clearly states that the sole purpose of the organization is “to provide a hospital for the residents of Plainfield, New Jersey.” The Muhlenberg Foundation was formed to operate exclusively for the benefit of the Muhlenberg Hospital and was the principal fundraising arm of the hospital. Thus, the closing of the hospital left the Muhlenberg Foundation without a hospital to support in Plainfield, New Jersey. The statement of Program Service Accomplishments on the Muhlenberg Foundation Form 990 for 2008 now states the Foundation is “to engage in programs and activities for the benefit of Solaris Health Systems.” This is a drastic change from the purpose as stated in the Foundation’s Articles of Incorporation. The change was made prior to a New Jersey Appellate Court hearing challenging the closing of the Muhlenberg Regional hospital.

The Attorney General under Governor Jon Corzine failed to protect the interests of the Muhlenberg Foundation and the 13 communities serviced by the Muhlenberg Regional Medical Center when it stood silent and allowed the Muhlenberg Hospital to close. The closing of the hospital terminated the purpose of the Foundation. Did Solaris Health Systems, the Muhlenberg Regional Medical Center, or the Muhlenberg Foundation notify the Attorney General or the Surrogate Court of the hospital’s closing or seek direction as to the disposition of its assets? The net assets of the Muhlenberg Hospital were reduced by 1,026%!! Net assets in the beginning of 2008 were $5,238,417 and at the end of the year they were (-$53,788,837). The $55,808,594 loss from discontinued operations was charged against unrestricted net assets and needs to be verified by a complete audit of the return. (The discontinued operations loss was primarily the acute care hospital income and operating expenses for the period January 1, 2008 through August 2008). However, included in net assets of the Muhlenberg Regional Medical Center was $1,875,325 in perpetual trusts. The health services rendered at the Muhlenberg Regional Medical Center have been reduced to a bare minimum, which resulted in the constructive closure of the hospital facility. The remaining health services are:
a. Home Health Care (Per 2008 Form 990 for MRMC, Home Health Care receives 45% of the revenue from non-acute care hospital sources of income)
b. School of Radiology
c. A small satellite Emergency Room that will close in 3.5 years
d. minimal outpatient services
e. A limited X-ray department that does CAT scans twice a week.

As of December 31, 2008, the net assets of the Muhlenberg Foundation were $7,597,236. This includes $2,950,583 in investments in publically traded securities and $1,767,663 in beneficial interest in perpetual trust. Included in this total was $1,640,356 in assets described on the Balance Sheet as “Assets whose use is Limited”? A specific analysis needs to be completed in order to determine the nature and purpose of assets classified as “Assets whose use is Limited”.

Other Issues requiring resolution by independent review of the Forms 990 for the years ending 12/31/2007 and 12/31/2008 are as follows
:
1. Why did the Investment Income on Form 990 of the Muhlenberg Foundation decrease from $330,625 in 2007 to $4,563 in 2008?
2. Why did the investments in publicly traded securities on Form 990 of the Muhlenberg Foundation decline from $5,803,443 in 2007 to $2,950,583 in 2008?
3. Determine reason(s) for the large decrease in net assets of the Muhlenberg Foundation from $9,760,931 in 2007 to $7,597,236 in 2008.
4. Form 990 - Part 5, question 6a - Did the organization solicit any contributions that were not tax deductible? The “yes” box was checked. From whom and for what reasons were these contributions solicited?
5. Form 990 - Part 5, question 7a – Did the organization provide goods or services in exchange for any quid pro quo contribution on more than $75.00? The “yes” box was checked. What were the goods and services provided and why was it considered a quid pro quo transaction?
6. Form 990 - Part 6, Section A, question 7a – Does the organization have members, stockholders, or other persons who may elect one or more members of the governing body? The “yes” box was checked. The Foundation was established to support a hospital in Plainfield, New Jersey, which is located in Union County. If the control of the governing body is transferred outside of Plainfield and Union County, the community may have been harmed by decisions from a Board of Directors without ties to Plainfield, New Jersey or Union County.
7. Form 990 - Part 6, Section A, question 7b – Are any decisions of the governing body subject to approval by members, stockholders or other persons? The “yes” box was checked. The issue in item 7b is the same as in item 7a; were the decisions by the Board of Directors compromised by persons not living and associated with the Plainfield community and Union County?
8. Why were $229,892 (2007) and $74,095 (2008) of net assets released from restrictions for use in operations on the Foundation’s Form 990?
9. What was the $464,370 unrealized gain from investments other than trading securities on the Foundation’s Form 990 for 2008?
10. The issues as reflected in items 6 & 7 above are also present on the 2008 Form 990 of the Muhlenberg Regional Medical Center.
11. What systems are in place in order to protect the Muhlenberg Foundation’s Perpetual Trusts of $1,767,633 and the Muhlenberg Regional Medical Center’s Perpetual Trusts of $1,875,325? Are the terms of the trust instruments being followed?
12. A review of the Forms 990 of the Plainfield Neighborhood Health Center shows that Muhlenberg Regional Medical Center loaned the PNHC $2,040,000 in 1997. It also indicates that this loan was paid off in 2004; however, was this transaction ever recorded in the Union County, NJ County Clerk's office? If not, why?

It appears that Solaris Health Systems has developed a corporate culture, led by management and acquiesced by the Trustees of the Muhlenberg Regional Medical Center and the Muhlenberg Foundation, Inc., that the delivery of health care is best left exclusively to the sole judgment of management. This resulted in the acute care hospital being closed, assets being liquidated, and tangible personal property, such as beds and medical equipment being transferred to other related Solaris entities prior to the Appellant Court’s decision in a case challenging the Commissioner of Heath and Senior Services’ decision to terminate the Muhlenberg Hospital’s Certificate of Need. It should have been the New Jersey Attorney General’s function to oversee the Muhlenberg institutions and protect its charitable assets. In Connecticut, the Attorney General intervened in a situation involving an acute care hospital facility abandoning its historic core mission as an acute care facility to become an ambulatory care facility with an emergency room. There, the hospital trustees voted to close in-patient care and lay off related medical support staff. The Connecticut Attorney General’s Office contended that such a fundamental transformation required cy pres action, and the court agreed. In New Hampshire the Attorney General is a necessary party in any proceeding involving cy pres, or deviation or termination of charitable trusts. Finally, we need the New Jersey Attorney General to oversee and protect the medical needs of Plainfield, a minority community.

Wednesday, August 24, 2011

The Dismantling of Muhlenberg Regional Medical Center, Plainfield, NJ, 07060

What is Midtown Shops?


Property located in Kenilworth, New Jersey and falls under two listings:

Boulevard Shops Inc.
480-496 Boulevard, Block 80, Lot 1, Kenilworth Boro, in Union County, NJ

Midtown Shops Inc.
500-506 Boulevard, Block 81, Lot 1, Kenilworth Boro, in Union County, NJ

2006

Boulevard Shops, Inc.
480-496 Boulevard, Block 80, Lot 1, Kenilworth Boro, in Union County, NJ

Tax Record address: P.O. Box 671, Moorestown, NJ 08057

Midtown Shops Inc.
500-506 Boulevard, Block 81, Lot 1, Kenilworth Boro, in Union County, NJ

Tax Record address: P.O. Box 671, Moorestown, NJ 08057

Source: Tax Records - Kenilworth, NJ Tax Office

2007

"During 2007, the Foundation [Muhlenberg Foundation] transferred to MRMC the Snyder Foundation pledge which included the Midtown Shops property in the amount of $4,712,976."

Source: Muhlenberg Regional Medical Center, Inc. Consolidated Financial Statements for the years ended December 31, 2007 and 2006 and Independent Auditor's Report, page 30.

"During 2007, the Foundation transferred to MRMC the Snyder Foundation pledge which included the Midtown Shops Property. Once MRMC closed on the property, Midtown Shops became a wholly-owned MRMC subsidary."

Source: Muhlenberg Regional Medical Center, Inc. Consolidated Financial Statements for the years ended December 31, 2007 and 2006 and Independent Auditor's Report, page 8.

Question: "Once MRMC closed on the property...", where is the recorded deed?

Sometime in 2007, the tax record address changed to 98 James Street, which is the address of record on IRS Form 990 for Solaris Health Systems, Inc.

On the 2007 IRS Form 990 for Solaris Health Systems, Midtown Shops is listed as a non-exempt related organization, page 33.

Boulevard Shops, Inc.
480-496 Boulevard, Block 80, Lot 1, Kenilworth Boro, in Union County, NJ

Tax Record address: 98 James Street, 4th floor, Edison, NJ

Midtown Shops Inc.
500-506 Boulevard, Block 81, Lot 1, Kenilworth Boro, in Union County, NJ

Tax Record address: 98 James Street, 4th floor, Edison, NJ

Source: Tax Records - Kenilworth, NJ Tax Office


2008

2/11/08 File date on deed for the three way subdivision of the Muhlenberg property located at
Park and Randolph Road. Source: Union County , NJ Land Records

2/13/08 Change of Agent and Officers Midtown Shops, Inc.
Address: Solaris Health Systems
80 James Street
Edison, NJ 08820


9/04/08 Notice of Settlement

between Kenilworth Equities, LLC., Mortgagor, and Investors Savings Bank , Mortgagee,
and the lands to be effected are commonly known as:

480-496 Boulevard, Block 80, Lot 1, Kenilworth Boro, in Union County, NJ
500-506 Boulevard, Block 81, Lot 1, Kenilworth Boro, in Union County, NJ


Source: Union County Clerk Office Notice of Settlement filing # 270939


11/04/08 Notice of Settlement

between Midtown Shops, Inc. and Boulevard Shops, Inc., Seller, and Kenilworth Equities, LLC., Buyer,
and the lands to be effected are commonly known as:

480-496 Boulevard, Block 80, Lot 1, Kenilworth Boro, in Union County, NJ
500-506 Boulevard, Block 81, Lot 1, Kenilworth Boro, in Union County, NJ

Source: Union County Clerk Office Notice of Settlement filing # 272721

11/04/08 Notice of Settlement

between Kenilworth Equities,LLC., Mortgagor, and Investors Savings Bank , Mortgagee,
and the lands to be effected are commonly known as:

480-496 Boulevard, Block 80, Lot 1, Kenilworth Boro, in Union County, NJ
500-506 Boulevard, Block 81, Lot 1, Kenilworth Boro, in Union County, NJ


Source: Union County Clerk Office Notice of Settlement filing # 272722




Monday, August 22, 2011

Justice Delayed Is Justice Denied


AGTrustsand EndowmentsLetter2P

Special Request Post From MuhlenbergIndependent Archives

NJ Healthcare Facilities Financing Authority MRMC - JFK Hospital Bond Issues

October 30, 2010


RE: Muhlenberg Regional Medical Center Property
Plainfield, New Jersey

A recent newspaper article (enclosed) detailed vague discussions concerning the development of the Muhlenberg Regional Medical Center property located in Plainfield, NJ.

Since the State of New Jersey holds the $152,925,000 State Contract Bonds (Hospital Asset Transformation Program) on the total Muhlenberg property issued by the New Jersey Health Care Facilities Financing Authority with the Bank of New York Mellon, as Master Trustee, the State of New Jersey should be an interested party and participate in the ongoing discussions in order to fully protect the public interest.

Muhlenberg Regional Medical Center was closed in 2008, by the former Commissioner of Health and Senior Services Heather Howard. (July 29, 2008, closure letter)

The New Jersey State Legislature passed a bill to allow for the bonding to go through even though the court challenge was not adjudicated. In October, 2008, the New Jersey Health Care Facilities Financing Authority approved the $152,925,000 State Contract Bonds in the Hospital Asset Transformation Program.

According to papers filed in the County of Union Clerk's office, the $152.9 million bond note is secured by the Muhlenberg property only and does not impact The Community Hospital Group, Inc. [Please note that at one of the hospital annual meetings, it was stated that there is also a $17 million mortgage on the Muhlenberg property, but research can not substantiate that as a fact.]

The Plainfield area residents lost healthcare for a supposedly $18 million loss, but the Muhlenberg assets have been leveraged to provide $152.9 million to another entity.

Regardless, the State of New Jersey needs to be aware of this development in order to protect the State's interest.

[updated 07/04/2011]

A search as of yet has not been done of the papers filed in the County of Middlesex; however,
according to the NJHCFFA (NJ Health Care Facilities Financing Authority) October 23, 2008 Meeting Minutes, page 6,

"The proceeds of the financing will be used to : refund the the Authority's Variable Rate Composite Program - JFK Medical Center Project Series 2005 A-3; refund the Authority's Variable Rate Composite Program - Community Hospital Group Series 2003 A-1; refund the Authority's Muhlenberg Regional Medical Center Issue, Series 2000; refund the Authority's JFK Medical Center/Hartwyck at Oak Tree Obligated Group Issue, Series 1998; refund the Authority's JFK Health Systems Obligated Group Issue, Series 1995: refund the Authoriity's JFK Health Systems Obligated Group Issue, Series 1993; fund capital improvements at the JFK Medical Center related to the closure of Muhlenberg; fund capital interest; and pay related costs of issuance."

The $152.9 million was leveraged to refund 5 JFK related bonds and only 1 of Muhlenberg bonds.

Minutes of the New Jersey Health Care Facilities Financing Authority meeting held on October 23, 2008 on the fourth floor of Building #4, Station Plaza, 22 South Clinton Avenue, Trenton, New Jersey.
NJHCFFA October 23, 2008 Meeting Minutes p. 6

B. JFK Medical Center Obligated Group
Mr. Escher stated that the following portion of the meeting will be considered a public hearing in connection with the proposed issuance of bonds on behalf of JFK Medical Center Obligated Group. This hearing took place in accordance with the public notice and approval requirements of Section 147(f) of the Internal Revenue Code of 1986, as amended.
As a public hearing, Mr. Escher welcomed everyone to participate in the discussion, but first asked Mark Hopkins and Bill McLaughlin to bring the Members up to date on the transaction.

Mr. Hopkins took the opportunity to provide a brief background of the purpose of the TEFRA Hearing, the specific financing program, and the Authority’s action at this meeting. He stated that the Authority will consider authorizing, with certain contingencies, a financing for three borrowers: The Community Hospital Group, Inc. which does business as JFK Medical Center, Hartwyck at Oak Tree, Inc., and Muhlenberg Regional Medical Center. These borrowers will be referred to going forward as the JFK Medical Center Obligated Group. He also noted that reference may be made to Solaris Health System, which is the borrower’s corporate parent.

The financing that is being considered for the JFK Medical Center Obligated Group is a type of financing authorized by the State’s Hospital Asset Transformation Program (“HATP”), which is part of the Authority’s enabling legislation, and which permits the State to pay principal and interest on the bonds, subject to appropriation, if certain criteria are met. It should be noted that the JFK Medical Center Obligated Group will be required, under a loan agreement (secured by a mortgage), to pay an amount equal to the principal and interest on the bonds to the Authority. The Authority will then pass those payments on to the State Treasurer, making the transaction revenue neutral to the State.

The HATP was established in 2000 after it became clear that the state had several over-bedded areas that negatively impact the financial operations of the other hospitals in the area. A 1999 State Commission recommended that the closure of one or more hospitals may strengthen the healthcare delivery system as a whole. Therefore, one of the criteria to use the program is the closure of acute care services at a specific location. The State-backing was recommended as a result of the recognition that the stranded indebtedness of the closed hospital may cause undue financial distress to surviving hospitals in its system.

While the Authority is empowered to issue bonds under the HATP, it is not involved in making the decision on whether or not a hospital can close its acute care services. That decision is made at the Department of Health and Senior Services through the Certificate of Need process. In this case, the Commissioner has approved the Certificate of Need Request to close acute care services at Muhlenberg Regional Medical Center with numerous conditions that must be met by the JFK Medical Center Obligated Group and the Solaris Health System.

Under the Internal Revenue Code, a public hearing is required when tax exempt bonds are issued to benefit non-governmental entities. As such, the Authority is conducting this hearing to provide an opportunity for the public to comment on the proposed issuance of tax-exempt bonds for this project.

Bill McLaughlin then introduced Richard Smith – Senior Vice President and Chief Financial Officer from JFK Medical Center Obligated Group (“JFK”).
He stated that staff has been working on a financing for the benefit of JFK under the HATP. The elimination of acute-care services at the Muhlenberg Regional Medical Center (“Muhlenberg”) meets the eligibility requirements for using the Program. The Treasurer has approved entering into a contract with the Authority, which will provide the security for a bond issue approximating $169 million. JFK will enter into a loan agreement with the Authority, which provides the covenants under which JFK agrees to pay the debt service on the bonds.

He noted that a request for a Certificate of Need to terminate acute-care services at Muhlenberg was filed and a Certificate of Need was granted for the closure on July 29, 2008.

The proceeds of the financing will be used to: refund the Authority’s Variable Rate Composite Program - JFK Medical Center Project Series 2005 A-3; refund the Authority’s Variable Rate Composite Program – Community Hospital Group Series 2003 A-1; refund the Authority’s Muhlenberg Regional Medical Center Issue, Series 2000; refund the Authority’s JFK Medical Center/Hartwyck at Oak Tree Obligated Group Issue, Series 1998; refund the Authority’s JFK Health Systems Obligated Group Issue, Series 1995; refund the Authority’s JFK Health Systems Obligated Group Issue, Series 1993; fund capital improvements at the JFK Medical Center related to the closure of Muhlenberg; fund capitalized interest; and pay related costs of issuance.

Given that the working group worked to finalize documents over the past week, the documents provided in the mailing package to the Members had been adjusted. Specifically, the Bond Resolution has been updated to reflect the following changes:

Specific authorization for staff to solicit and purchase advertising to support this transaction, if necessary;

Contingencies related to interest rates and underwriter discount;

Expanded redemption provisions that include a “make whole” premium; and,

(added by Mr. Hancock) Additional limitations on the disbursement of funds related to the new money proceeds.

He then asked bond counsel to present the Bond Resolution.

NJHCFFA October 23, 2008 Meeting Minutes p. 7

Sunday, July 3, 2011

Federal Urban Economic Assessment Includes Plainfield, New Jersey

Press Releases
September 13, 2010
Contact: John Atwood, (202) 482-4085
URBAN NEW JERSEY REGIONS RECEIVE U.S. EDA FUNDING FOR ECONOMIC ASSESSMENT

WASHINGTON - The U.S. Commerce Department’s Economic Development Administration (EDA) today announced a $240,000 grant to Thomas Edison State College of Trenton, N.J., to develop an urban economic assessment that will identify types of distress within 19 non-contiguous urban areas. The project will establish the basis for a Comprehensive Economic Development Strategy (CEDS) to address urban distress in the northern and central part of New Jersey.

"This EDA grant will provide a blueprint to guide future economic development initiatives designed to spur business development and job growth in the region," said U.S. Assistant Secretary of Commerce for Economic Development John R. Fernandez. "The project will be advanced by taking advantage of the vast resources available through Thomas Edison State College."

"The Thomas Edison State College urban economic assessment will provide an assessment of the landscape of economic development for the targeted cities and specifically assess their unique urban needs. The project will help promote growth and sustainability for each of the targeted distressed areas," said Dr. Joseph Youngblood, III, Dean, Thomas Edison State College, School of Public Service.
The work to be conducted will occur in nineteen municipalities within seven counties. The municipalities of Asbury Park, Bayonne, Bloomfield, East Orange, Elizabeth, Hoboken, Irvington, Jersey City, Lakewood, Neptune, New Brunswick, Newark, Orange, Passaic, Paterson, Perth Amboy, Plainfield, Roselle and Woodbridge have experienced an increased level of disinvestment due to sudden and severe job loss experienced during 2009 and 2010.

About the U.S. Economic Development Administration (www.eda.gov):
This year, the U.S. Economic Development Administration (EDA) marks 45 years of public service, with a mission of leading the federal economic development agenda by promoting competitiveness and preparing American regions for growth and success in the worldwide economy. EDA is an agency within the U.S. Department of Commerce that partners with distressed communities throughout the United States to foster job creation, collaboration and innovation.‪

Wednesday, June 22, 2011

MI - 2011 ApplicationnewBergengeneralhospitals[1]

Thursday, June 16, 2011

Current crisis highlights longstanding medical needs

The need for better medical care predates Solaris acquiring and moving to close Muhlenberg. Long before hospital closings, there was an acknowledged need for more non-emergency health care. We have to think beyond restoring the status quo and work to meet our needs in the most modern and effective way possible.Muhlenberg can become a viable engine for wellness in Central Jersey, economically sustainable by adapting to current market trends and social issues.

Recent hearings revealed that ambulatory clinics are taking profit-making business away from hospitals. Many hospitals run varied assortments of ambulatory clinics. Muhlenberg could offer a general medicine clinic for extended hours, backed up with specialty clinics, reducing the burden on all area emergency rooms while still providing the continuity of care and preventive medicine necessary to improve health and lower costs.

In addition to the fundamental clinic, patients would be drawn to specialty clinics that would embrace integrative medicine and help patients maintain the diet, exercise and activities that promote health.
Similar to a magnet school, integrative medicine would attract patients and provide better care to a community dealing with many conditions that respond to preventive medicine and lifestyle changes.

Clinics at Robert Wood Johnson already have a long waiting list for appointments. Would the state medical school be willing to help establish similar services at Muhlenberg?

Starting with diabetes, hypertension, obesity and addiction, we could easily expand to under-served specialties, especially multiple sclerosis, HADD and autism. All of these areas are prime candidates for foundation funding and clinical trials using alternative medicine protocols.

A decade ago, I envisioned a health-care prevention and maintenance cooperative that would provide affordable access to supplements, healthy food and a host of popular alternative medicine treatments in return for participation in clinical trials necessary to validate or disprove their effectiveness.

Funding is increasingly available to investigate promising medical protocols, even when no one has the ability to profit through a patient.

Deborah Dowe
DNV.Dowe@Verizon.net

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