For reference, this page may be accessed at www.mass.gov/ago/caritas.

Supreme Judicial Court for Suffolk County Docket No. SJ-2010-0453 Caritas Christi vs. Martha Coakley as she is the Attorney General of the Commonwealth of Massachusetts: <br clear="none"/> Memorandum and Judgment dated October 29, 2010. (PDF) 

The Attorney General's Office issued the " Statement of the Attorney General as to the Caritas Christi Transaction  " on October 6, 2010.

• Amendment No. 1 to Asset Purchase Agreement dated October 5, 2010 (PDF)  as reference in the Statement of the Attorney General as to the Caritas Christi Transaction.

Complaint pursuant to G.L. c. 180, s. 8A(d) filed with the Supreme Judicial Court on October 14, 2010.

• Caritas Christi v. Martha Coakley, No. SJ-2010-453 (8.2 MB PDF)  file size 8MB - Complaint
  • Exhibit A - Plaintiff Affiliates 
  • Exhibit B - Asset Purchase Agreement  file size 1MB
  • Exhibit C - Navigant 2006 Report  file size 2MB
  • Exhibit D - HS&amp;S Report  file size 1MB
  • Exhibit E - Governance Agreement 
  • Exhibit F - Amended and Restated Caritas by-laws (May 22, 2008) 
  • Exhibit G - Navigant 2009 Report 
  • Exhibit H - Navigant Fairness Opinion 
  • Exhibit I - Stewardship Agreement, including Schedule 1.1 containing the Ethical and Religious Directives for Catholic Health Care Services  file size 1MB
  • Exhibit J - Asset Purchase Agreement Schedule 8.10  file size 2MB
  • Exhibit K - Asset Purchase Agreement Schedule 8.9  file size 2MB
  • Exhibit L - Caritas' Written Notice of Transaction 
  • Exhibit M - Statement of the Attorney General as to the Caritas Christi Transaction 
  • Exhibit N - Enforcement Agreement 
  • Exhibit O - Pension Enforcement Agreement 
  • Exhibit P - Assessment and Monitoring Agreement 
  • Exhibit Q - Transition, Windup, and Reorganization Agreement 

Assent and Answer of the Attorney General filed with the Supreme Judicial Court on October 14, 2010.

• Caritas Christi v. Martha Coakley, No. SJ-2010-453 (3.2 MB PDF)  file size 3MB - Assent and Answer of the Attorney General
• Statement of the Attorney General as to the Caritas Christi Transaction  on October 6, 2010.

Pursuant to the requirements of Massachusetts General Law Chapter 180, Section 8(A)(d), on May 5, 2010, Caritas Christi Health Care System ("Caritas") filed formal notice of a proposed sale of the system's assets and operations to Steward Health Care System LLC an affiliate of Cerberus Capital Management, L.P. This filing commences the Attorney General's formal review of the transaction which will evaluate:

1. compliance with applicable non-profit and charities law;
2. conformance with procedural due care;
3. appropriate management of conflict of interests;
4. the reasonableness of compensation; and
5. whether the transaction is in the public interest.

Public Documents Related to the Transaction

The formal notice, which includes a description of the transaction and a copy of the Asset Purchase Agreement, is available for public review. Additional documents pertinent to the review may be added from time to time as they become available. In addition, public documents related to the transaction may be inspected at the Attorney General's Office in Boston.

• Notice of Transaction dated May 5, 2010 (1 MB) (PDF) 
  • Exhibit A - Transaction Summary, dated April 5, 2010 with the Asset Purchase Agreement dated March 19, 2010 (1.1 MB) (PDF)  file size 1MB
  • Exhibit B - Initial Capital Projects (25 KB) (PDF) 
  • Exhibit C - Navigant Consulting Report, dated November 9, 2006 (2 MB) (PDF)  file size 2MB
  • Exhibit D - Health Strategies and Solutions Report, dated March 6, 2008 (2.5 MB) (PDF)  file size 2MB
  • Exhibit E - Governance Agreement (684 KB) (PDF) 
  • Exhibit F - Navigant Consulting Report, dated February 9, 2009 (193 KB) (PDF) 
  • Exhibit G - Initial Board of Directors of Steward (62 KB) (PDF) 
  • Exhibit H - Navigant Capital Advisors Opinion (148 KB) (PDF) 
  • Exhibit I - Attorney General's Preliminary Report: "Investigation of Health Care Cost Trends and Cost Drivers Pursuant to G.L. c. 118G &#xa7; 6 1/2(b)", dated January 29, 2010 (648 KB) (PDF) 

• Transaction Summary, dated April 5, 2010 with the Asset Purchase Agreement dated March 19, 2010 (1.1 MB) (PDF)  file size 1MB
  • Asset Purchase Agreement Schedule 8.9: Community Benefits (PDF) 
    • Exhibit 1 - Caritas Christi Community Benefits Policy (PDF) 
    • Exhibit 2 - 2009 Community Benefits Reports by the Acute Care Hospitals (10 MB PDF)  file size 10MB

  • Asset Purchase Agreement Schedule 8.10: Charity Care and Credit and Collection Policies of the Caritas Christi hospitals

    • Carney Hospital (PDF) 
    • Norwood Hospital (PDF) 
    • Good Samaritan Medical Center (PDF) 
    • Holy Family Hospital (PDF) 
    • St. Anne's Hospital (PDF) 
    • St. Elizabeth's Medical Center (PDF) 
      
  • Amendment No. 1 to Asset Purchase Agreement dated October 5, 2010 (PDF) 

• Executed Stewardship Agreement, dated April 30, 2010 (4.3 MB) (PDF)  file size 4MB
  • Schedule 1.1 - Religious Directives (6 MB) (PDF)  file size 5MB
  • Schedules 2.4 and 3.1 (191KB) (PDF) 

Complaint pursuant to G.L. c. 180, s. 8A(d) filed with the Supreme Judicial Court on October 14, 2010.

• Caritas Christi v. Martha Coakley, No. SJ-2010-453 (8.2 MB PDF)  file size 8MB - Complaint
  • Exhibit A - Plaintiff Affiliates 
  • Exhibit B - Asset Purchase Agreement  file size 1MB
  • Exhibit C - Navigant 2006 Report  file size 2MB
  • Exhibit D - HS&amp;S Report  file size 1MB
  • Exhibit E - Governance Agreement 
  • Exhibit F - Amended and Restated Caritas by-laws (May 22, 2008) 
  • Exhibit G - Navigant 2009 Report 
  • Exhibit H - Navigant Fairness Opinion 
  • Exhibit I - Stewardship Agreement, including Schedule 1.1 containing the Ethical and Religious Directives for Catholic Health Care Services  file size 1MB
  • Exhibit J - Asset Purchase Agreement Schedule 8.10  file size 2MB
  • Exhibit K - Asset Purchase Agreement Schedule 8.9  file size 2MB
  • Exhibit L - Caritas' Written Notice of Transaction 
  • Exhibit M - Statement of the Attorney General as to the Caritas Christi Transaction 
  • Exhibit N - Enforcement Agreement 
  • Exhibit O - Pension Enforcement Agreement 
  • Exhibit P - Assessment and Monitoring Agreement 
  • Exhibit Q - Transition, Windup, and Reorganization Agreement 

Assent and Answer of the Attorney General filed with the Supreme Judicial Court on October 14, 2010.

• Caritas Christi v. Martha Coakley, No. SJ-2010-453 (3.2 MB PDF)  file size 3MB - Assent and Answer of the Attorney General
• Statement of the Attorney General as to the Caritas Christi Transaction  on October 6, 2010.