41 MASON STREET - ZBA (2) COMMONWEALTH OF MASSACHUSETTS
ESSEX, ss SUPERIOR COURT
C.A. 2-oi 2 2-/ 2
NORTHEAST BEHAVIORAL
HEALTH CORPORATION,
Plaintiff,
V.
REBECCA CURRAN, et al., 52
Defendants.
NOTICE OF ACTION
Date: Nove 27,-4012
To: itt -0
rn
City Clerk, City of Salem
CD
City Hall &A
Salem, Massachusetts 01970 Ln
Notice is hereby given of the filing of a complaint in this action on November 27, 2012 in Essex
Superior Court.
A copy of the Complaint is filed herewith.
The Plaintiff,
NORTHEAST BEHAVIORAL
HEALTH CORPORATION,
By its attorneys,
Han�
1 J�580
arshall J. Handly
M
BBO 4 219580
HANDLY& COX, P.C.
9 Abbott Street
Beverly, MA 01915
(978) 921-5544
FAX: 921-6655
COMMONWEALTH OF MASSACHUSETTS
ESSEX, ss SUPERIOR COURT 12
C.A 2 0/ 2— -2 2
NORTHEAST BEHAVIORAL
HEALTH CORPORATION,
Plaintiff,
V.
REBECCA CURRAN, ANNIE HARRIS,
JAMIE METSCH, MIKE DUFFY and
RICHARD DIONNE, as they are members of the C2
Salem Zoning Board of Appeals,
and not individually, and
THOMAS ST. PIERRE, as he is
Building Commissioner of the City of SALEM,
and not individually. INTH
FOR -r E SUPER R -0
HE COUNfy OCOURT
Defendants. F ESSEX
NOV 2 7
COMPLAINT CuIRK
(MGLc. 40A &17and MGLc. 231A HI and2)
This action pursuant to MGL c. 40A s. 17 challenges the decision of Salem Zoning Board of
Appeals to uphold certain "Cease and Desist"order issued by the Salem Building Inspector
relative to the use of certain property at 41 Mason Street in Salem (hereinafter, the "Property"). It
also seeks to enjoin and to obtain a determination of the legality of the order and decision of the
defendants, purportedly under authority of GL c. 40A and a certain variance issued pursuant
thereto, to limit and restrict the use of the Property by limiting the plaintiff's hours of operation,
and a declaration pursuant to MGL c. 231 A §§I and 2 that a certain variance (the"Variance")
which purports to limit the present use of the Property by the plaintiff is inapplicable to the
plaintiff s use pursuant to the provisions of the "Dover Amendment" (MGL c. 40A §3). A copy
of the decision appealed from, certified by the Clerk of the City of Salem, is attached hereto as
Exhibit "A". A copy of the Variance is attached hereto as Exhibit "B".
Parties
I The plaintiff,NORTHEAST BEHAVIORAL HEALTH CORPORATION, ("NBH")
(formerly named Health and Education Services, Inc.) is a non-profit educational
corporation organized and existing under the provisions of Chapter 180 of the General
Laws of the Commonwealth of Massachusetts: NBH leases a,portion of the Property,
which it uses entirely for non-prof it educational purposes.
2. The defendant Thomas St. Pierre (hereinafter "Inspector") is named in his capacity as
Building Inspector of and for the City of Salem, and not individually.
3. The defendant Rebecca Curran is named in her capacity as Chair of the Salem Zoning
Board of Appeals, and not individually; Rebecca Curran resides in Salem at 14 Clifton
Avenue.
4. The defendant Annie Harris is named in her capacity as a member of the Salem Zoning
Board of Appeals, and not individually; Annie Harris resides in Salem at 28 Chestnut
Street.
5. The defendant Michael Duffy is named in his capacity as a member of the Salem Zoning
Board of Appeals, and not individually; Michael Duffy resides in Salem at I Warren
Court.
6. The defendant Jamie Metsch is named in his capacity as a member of the Salem Zoning
Board of Appeals, and not individually; Jamie Metsch resides in Salem at 18 Oliver
Street, Apartment 2.
7. The defendant Richard Dionne is named in his capacity as a member of the Salem
Zoning Board of Appeals, and not individually; Richard Dionne resides in Salem at 23
Gardner Street.
Jurisdiction
8. This Court has jurisdiction to hear this appeal of a decision of the Salem Zoning Board
of Appeals pursuant to MGL c. 40A s. 17. This Court also has jurisdiction to make
binding declarations of right, duty, status and other legal relations under municipal
ordinances pursuant to MGL c. 23 1 A ss. I and 2.
Standin
9. The plaintiff is directly affected by the Inspector's order and by the decision of the
Zoning Board of Appeals to uphold it. The plaintiff is aggrieved by the decisions of the
Inspector and the ZBA as set forth herein.
Timeliness
10. This action is timely, pursuant to MGL c. 40A s. 17, as it is commenced within 20 days
after the decision of the Salem Zoning Board of Appeals was filed with the Salem City
Clerk, on November 20, 2012.
Facts
11. NBH is a nonprofit educational corporation organized under the laws of the
Commonwealth of Massachusetts (a copy of the Restated Articles of Organization are
attached hereto as Exhibit "C", and incorporated by reference herein), and duly qualified
as a tax exempt organization under 26 USC 501(c)(3).
12. NBH Leases portions of the Property from David M. Walsh and Michael J. O'Brien, and
has used and occupied those portions of the Property for its non-profit educational uses
since in or about 2006.
13. NBH is engaged in the identification and correction through education (counseling and
behavior modification) of behavioral problems, particularly problems relating to drug
and alcohol abuse.
14. NBH uses the property for evaluation, stabilization and education of individuals with
behavioral problems.
15. The nature of the issues with which NBH deals requires it to operate on a 24 hour daily
basis.
16. Individuals are referred to NBH by police, medical providers, social agencies, family
members and others in moments of behavioral crisis, which can occur at any time of day,
and often do occur between the hours of 6;00 PM and 7:00 AM
17. NBH has been conducting its educational activities at the Property on a 24 hour daily
basis since the inception of the leases, in or about 2006.
18. On or about August 1, 2012, the Inspector wrote to Stephen Haley, Trustee, owner of the
Property directing that NBH (which the Inspector identified as the"H.E.S. group")
"cease and desist operations between the hours of 6:00 PM and 7:00 AM" (A copy of the
Inspector's Cease and Desist order is attached hereto as Exhibit "D").
19. In and by the Cease and Desist Order, the Inspector stated that a certain Condition #11 of
a [variance] decision of March 19, 2003 relating to the Property and a prior use, the
hours of use of the Property were limited to the time between 7:OOAM and 6:00 PM.
20. On August 28, 2012, NBH appealed the Inspector's order to the defendant ZBA pursuant
to GL c. 40A §§8, 14 and 15, and Section 9.3.2 of the Salem Zoning Ordinance(A copy
of the Appeal is attached hereto as Exhibit"E").
21. On November 7, 2012, the ZBA, after hearing, denied the plaintiffs appeal by decision
filed with the Salem City Clerk on November 20, 2012 (Exhibit "A").
22. The ZBA found that:
"I. A condition placed on a variance from dimensional requirements restricted the hours
of operation of all tenants in the building. This condition allowed for the expansion of
the structure and without this condition, the building may not have been enlarged. The
hour restrictions were a safeguard on dimensional control.
"2. The Board does not make a finding as to whether Northeast Behavioral Health is an
educational use entitled to protection under M.G.L. Chapter 40A §3.
"3. The 2003 Variance's limitations were included to serve a municipal goal. Further
there is ample evidence that this condition limiting hours of operation is necessary and
such supporting evidence is on record, e.g. police reports presented to the Board and the
testimony of neighbors."
23. Upon the findings recited above, the ZBA decided and ruled that:
"On the basis of the above findings of fact and all evidence presented at the public
hearing including,but not limited to, the Plans, Documents and testimony, the Zoning
Board of Appeals voted five (5) in favor(Curran, Harris, Dionne, Duffy and Metsch) and
none (0) opposed, to uphold the Cease and Desist order issued by the Building
Commissionerrestricting the hours of operation of Northeast Behavioral Health Corp. at
41 Mason Street."
24. MGL c. 40A s. 3 (second paragraph, first sentence) provides, in pertinent part, that "No
zoning ordinance or by-law shall... regulate or restrict the use of land or structures... for
educational purposes on land owned or ]eased... by a nonprofit educational corporation;
provided however, that such land or structures may be subject to reasonable regulations
concerning the bulk and height of structures and determining yard sizes, lot area,
setbacks, open space,parking and building coverage requirements." (emphasis added).
25. The purported regulation and restriction of hours of use as directed by the Cease and
Desist and as upheld by the ZBA is clearly erroneous, legally untenable, and in excess of
the authority of the Inspector and the ZBA.
Requests for Relie
WHEREFORE, the Plaintiff respectfully requests that this Court:
1. Issue an order of notice to the Defendants to appear on shortened notice to show cause
why the Cease and Desist order issued by the Defendant Building Commissioner should not be
stayed pending the determination of this matter by the Court, and
2. After hearing on such notice as the Court shall prescribe, temporarily restrain and
enjoin the Defendant Building Commissioner from enforcing the Cease and Desist order until
final judgment enters in this action, or such other time as the Court may determine, and
3. After hearing such evidence as the Court deems necessary and appropriate for its
decision, enter an order annulling the decision of the Salem Zoning Board of Appeals to uphold
the administrative decision of the Building Inspector regarding the plaintiffs use of the property,
and
4. Permanently enjoin and restrain the defendant Inspector from limiting or interfering
with the use of the property by the plaintiff under authority of GL c. 40A,
And
5. Enter a declaration that the conditions of the Variance, and particularly those
conditions which would in any way purport to limit or restrict the use of the Property by
the plaintiff for non-profit educational purposes, are irrelevant and inapplicable to the
plaintiff and its use and occupancy of the Property,
And
6. Grant such other relief as the Court deems to be appropriate under the circumstances of
this case.
The Plaintiff,
NORTHEAST BEHAVIORAL
HEALTH CORPORATION,
By its attorneys,
Marshall J. Handly
BBO # 219580
HANDLY& COX, P.C.
9 Abbott Street
Beverly, MA 01915
(978) 921-5544
FAX: 921-6655
CITY 0.11' SALEM, NL�SSACHUSETTS
BOARD OFAPPILU,
_fl)
c:>
No\umber 21). 11)1
Decision
Cit.N of Salcin /orling lioart.l ofAillical.,
Petition of NORTHEAST BEHAVIORAL HEALTH CORP. appealing a Ceascand Desist
order of the Building Inspector for the property located at 41 MASON STREET
IlUbliC lic;triiig on tllc :il)()\-c Ntiti011 \�:IS I)PUTICLI off \�i�cinbcr purstratir to Nifiss ( �cllcl:ll
1-:m, Cli. 411.\, �' 11. '1 lic licaring �%as clo.,cLI oil Nox ember -, 201-1 N\iih the foll(ming /oniri'g lio;ilLI
()f-\131ic:ilsniciiil)crsprcsciit:
l6cliard Di0IIIIC. :ItILI litillm I sit�illos (almnale).
Petitioner sucks .Ili adniiiiitratix c appeal (,C:i Ccase and Desist order o f the B Llildill" ('(-Illlllisl torlcl.
Statements Of fact:
I. ()if NI:irch N, 2003, file Zoning liofird of.\ppcal� issucd ;t \ :tt-i:iticc for tire lin,perix loc:1ru(I
:It 41 \laswi Street, Ili the Industrial Zonirif, Di�tricr. gratiting Llitnenion;L1 iclicf to alk,�x for
fill addition oil tot I lo: cxis fit Ig 1)If iltling of It ILI r p ioperro.
oll(217:16011 of The bLlSilICSsCS (111 rile III'Llnis" to -:tlo a.m. to 6:0) il.ill.
2.
IMM-CCII file IloUl-s of 6:00 P.M. :1114,1 �:110 .1.111.
I sr
III a petitioll �-Clltulllh('l -1 1, 201-1. J)L file I C;lsL :11IJ )L I
orl,10 LI�Ircd \11.,U�( 1, 201-2.
.1
4. Attorilc.\ Uo,hall I I i:IlldI\ ICIIIL�ClItCd file JIL11111 1IL:I Jt rile K101111".
5. .\r rile lical ill,, fiticl ill rile P(rit](111, \ltoIIIC\ I IMILlk IrACd illAt the LILCisif-11 1111 01111 bL
o\crturnUd I)CC:ILISL' tire file :IIILI 11I)CI:Iti1)lI (of the sr;1cc lc:i�cd ll\ '.\,,I 111cf1st licila\ioI:1I
lc;ilTli (lorpoiation �-N[ Ili-) \\cre u:,tillpt I'loill /ollill., killdcl IlIL pvwisi�,Ils of Nl.(; I..
]iaptcr 4R\ .'!, �iocc \1 Ili is :I iioll-111(ofit LLIUCAM 111;11 cwporito,ii. Section I pio\ ides, if,
EXHIBITLIL
rcIc%:mt Part, r1l:Ir -\t I /I IlillL� I-IdillJ1ICC I)I b\ I.k\% SJUII ... 1)1.-Ilibil, I-C�"UIMC oI Ic'nict tIlk.
UsC Of I:IIId ot Ill LiCitircI for ruligious ptirposc� ol ... I]- b� :1 lioliplotit '2ducation:iI
coilionitiow promico.], lio\\t\cr, That ILICII Lind or ItRiCrurcs, ma\ lie Iubtuct to
ic-miLictioris concernim, the b u I k A I ILI 11CIAlt 'If It 111 C[I I TCS :111LI dL.tL I'Mi I I i I I— \�1 I d i/cs, I-It j I L:1�
scibacks, open sp.icc, lmrkinlg and I)Ltlldltl" acjuircnicnt�.
6. At the licaring, .\tr(-rtic% I hiiLlk SUtCd tlj�jr tlIC IloLirI (If ol)Ct:111011 \\cic critic.il to NI HVI
CLIkicalional mission.
At the 11cm-ing, c\cni I rvIidenr� spoke ill support If 1.1111101ding tl I C ('VAIC :Uld I)CIls I oI dLt.
Citill-I LlISIkII)tiIIlIS to HIC TICighborhood from noi,c, police calk, traffic, Lick If pm-kilig, 1111d
11 1
trash. I lie Board jjISO I-CCCi\Cd CopiC, (if policc reports :t[ILI Mo IUrtCtS froill ICSILICMI
Stipp)?till-, 111111oldily the order. \o residunt spoke 11g:111I.St lilllloldillL� rile ol-LICt.
Ilic Board (of Appeals, after CajCfLlI COTISiLlcrarion Of TIIC C\ ILlcncc prusci-itkId ill rile IIL1bIiC 11CM-ill't',
Mid after thon)LIgh rC\iC\\ I of the pCtitioll SUbmitted, niaku� the foil(m ing findincys:
I. A condition phiced oil ii xariancc froln LIMILIIII(aul rcquircincius icsrricrcd the how-I of
operation of Al rclimirs in rile building. I his condition Alo\%Cd Foi the c.�,pmision of rile trucrurc
- -itll()Llt this Collditioll, thC bUilding mak it,)[ ha\c becri I he Ill)LIF VCStJ_ICTI(III!, \X C1
.111d \\
�1 S:Ifcguard Oil dimcnsiotul conrrol.
2. 1 lie Bwrd does not mAc It finding as to \i.IICtIlCr Northeast licha\iond I lc:iltli is nn
CLILIC'.Itil 111A lose ctiritlud to protccti011 LIIILICV Auptcr 40A `i.
I
3. 1 lie 2003 V:16�111CC'S 1111lit:Itio)JIS N\L'IC iIlCIUdcd to sci-\c it municipal goal. FUrtlicr, theic i�
11111111C C\IdCIICC th:tr ChiS CO1IdItioTj limiting hours of operition is ncccsI;u-\ mid �uch supportill
CN 1LIClICC is (ill record, e.g. policc reports presented to The Bo:ird MILI tIlL' W�tlflloll\ Of 116,ghholI.
In rile 1):ISiI of tIjC Ibo\L' filldills Of fact and all evidence prcscntud :vt JIIC JILINIC 11CM-ill" ITICILIL11111,
bUt WIT lilllitCLI I(), the PhIlls, DoCUInClItS Mid tVSti1lIo11\, rile /lorling Boald Of Appeals voted FI\C
Ill ((.Urran, I lairts, DiO1111C, DUffi Mid MCtSCII) :11111 111MIC (f)) opil''ICd, To LIJ)hold the (,CiIIL
Mid Dcsist order ls�UCLI b.\ rile BUildilig Commissioncr icsiricring ilic 11OL11-S of oj)CI'Jrlo1l (If
\otthcast Bcha6oral I Icalth Coil). at 41 Mason Street.
Salem Nurd I If AIII)L:dS
A ( ( )M ( )I 1111,� Dll IIIA .D \\ IIlI IIIIATA\NIM; B1( )AI\DA\t)
I� ( 1.1 Rk
\ppull from IlliI dcCiIioll, ifml�, SIMI] be MAIC JIM ILMIlt To I �ICCU"ll I- ()I'thL \I;ls�JChL1sCttS ( CTICIAI
I.;[\\ '11:111tCl 411 \, Mid 111:111 be filed irhin 211 d.n I If filill" I If Tills dcci,i. it ill r1ic I fficc I If IIIL i
I'Llt-IMIllt 11 1 thC NLISIACIMICUS ICIICI:li La\I,I (Aupti-I- 4oA, '�Lcti,-it 11, 111C \ A111111ce III
P(I-1111t g1':111tCd 11CIC111 �11;111 It(It t:ikc CITCCt LIJ)t11 �t CI'I)% (It IhC 1,1126111)11 IA-:11111' HIC CCI HHCM� (If(lit
in CI crk has b cc ri fil I Vd it I I tlIC I SI Lit I I kk'-IJS M If I)Lckk.
A TRUE COPY ki '�
CITY Q VIN
SALEM, MUS.
CITY OF SALEM, MASSACH111.1i
BOARD OF APPEAL 2003050500746 Sk:20739 P9:7
120 WASHINGTCN SrRCET. 3RD FLOOR 0101512003 09:30:00 OTHER PS 113
SALEM MA 01970
Tr.P o978i 745-9595
FAX t9781 740-9846 )4AR-2 1 , A-ID 4 1
STANLEY J. LISOVICZ. JR.
MAYOR
DECISION OF THE PETITION OF STEPHEN W. HALEY REQUESTING
A VARIANCE FOR THE PROPERTY LOCATED AT 41 MASON STREET I
A hearing on this petition was held March 19, 2003 with the following Board Members
present: Nina Cohen, Nicholas Helicles, Stephen Harris, Bonnie Belief and Joseph
Barbeau. Notice of the hearing was sent to abutters and others and notices of the
hearing were properly published in the Salem Evening News in accordance with
Massachusetts General Laws Chapter 40A
The petitioner is requesting Variances from side and rear setbacks. parking and density
requirements to construct an addition for the properly located at 41 Mason Street located
in an I zone.
The Variances, which have been requested. may Ue granted upon a finding by this
Board that:
a. Special conditions and circumstances exist which especially affect the land, building
or structure involved and which are not generally affecting other lands, buildings and
structure involve.
b. Literal enforcement of the provisions of the Zoning Ordinance would involve
substantial hardship, financial or otherwise, to the petitioners.
c. Desirable relief may be granted without substantial detriment to the public good and
without nullifying or substantially derogating from the intent of the district of the
purpose of the Ordinance.
The Board of Appeal, after careful consideration of the evidence presented at the
hearing, and after viewing the plans, makes the following findings of fact:
1. Petitioner Stephen Haley owns and operates Crown Auto Supply, a wholesale
auto parts business located at 45 Mason Street adjacent to the subject property.
Several other businesses also operate at the 45 Mason Street property, and Mr.
Haley currently holds a license to offers used cars for sale at 43 Mason Street.
2. Petitioner seeks to renovate a former tannery building at 41 Mason Street for
commercial and light industrial use. The existing structure is nonconforming as
to minimum lot area, frontage front and side yard setbacks, and it does not offer
sufficient off street parking to meet tne requirements of the ordinance for
commercial or industrial use.
3. Architect Richard Griffin of 37 Turne, Street, Salem, detailed the proposed
renovation. A three storywood strU(.lure at the Mason St. property line is
unsound and it will be demolished A single story brick structure behind the wood
EXHiB
2003050500746 800739 Pg:9
05105/2003 09 30:00 OTHER PQ 3/3
I... V ut. MA
DECISION OF THE PETITION OF STEPHEN HALELY REOUESTING A FICi
VARIANCE FOR THE PROPERTY LOCATED AT 41 MASON STREET i
pagetwo 1#0)NA8
structure has been gutted and cleaned: it has been determined to be free of
contamination arising from its former use. Mr. Haley proposes to construct
commercial offices within the existing walls of the brick building and to create a new
single story addition on the southeast corner of the property. The new space will be
used for his existing business and for other commercial uses consistent with the
business now operating in the adjacent properlies. The new addition will have a 2-
foot setback and a rear setback of 2 feet. The new space will be used for this
existing business and for other commercial uses consistent with businesses now
operating in the adjacent properties.
4. Ward 5 City Councillor Mike Bencal reported that Mr. Haley met with neighbors in
July 2002 to explain the project. and that the nPighborhood was in favor of granting
The variances. Eric Easley of 35 also voiced support for Mr. Haley's project
Mason Street and Arthur Parent of 39 Mason Street.
On the basis of the above findings of fact, and on. the evidence presented at the
hearing, the Zoning Board of Appeal conclucles as follows
Special conditions exist which especially alfect the subject property but not the
District.
2. Literal enforcement of the provisions of the Zoning Ordinance would involve
substantial hardship to the petitioner.
3. Desirable relief can be granted without substantial detriment to the public good
and without nullifying or substantially derogating from the intent of the district or
the purpose of the Ordinance.
Therefore, the Zoning Board of Appeal voted 5-0 to grant the Variances requested,
subject to the following conditions:
1. Petitioner shall comply with all city and state statutes, ordinances, codes and
regulations.
2. All requirements of the Salem Fire Department relative to smoke and fire safely shall
be strictly adhered to,
3. All construction shall be done as per plans submitted and approved by the Building
Commissioner.
4. Petitioner shall obtain a building permit prior to beginning any construction.
5. Exterior finishes of the new construction shall be in harmony with the existing
structure.
6. petitioner shall obtain a Certificate of Inspection.
DECISION OF THE PETITION OF STEPHEN HALEY REQUESTING A VARIANCE
FOR THE PROPERTY LOCATED AT' 41 MASON STREET I
page three
7. Petitioner shall obtain approval from any City Board or Commission hAvinn
jurisdiction including but not limited to the Planning Board.
8. No neon signs are to be used. 2003050500746 Bk:26739 Pg:8
05106/2003 MWOO OTHER PS 2/3
9. There shall be no outside storage, C-
0-
10. There shall be no automotive repaifs.
11. Hours of operation shall be between 7:00 a.m. and 6:00 p.m. 7Z
r0 tn P
Cl)
VARIANCE GRANTED
MARCH 19, 2003
Nina Cohen, Chairman
Board of Appeal
A COPY OF THIS DECISION HAS BEEN FILED WITH THE PLANNING BOARD AND
THE ClITY CLERK
Appeal from this decision, if any, shall be rnade pursuant to Section 17 of the
Massachusetts General Laws Chapter 40A. and shall be filed within 20 day
date of filing of this decision in the office of the City Clerk. Pursuant to
Massachusetts General Laws Chapter 40A. Section 11. The Variance or Special
Permit granted herein shall not take effect until a copy of the decision bearing the
certificate of the City Clerk that 20 days have elapsed and no appeal has been filed,
or that, if such appeal has been filed, that is has been dismissed or denied is
recorded in the South Essex Regisvy of Deeds and indexed under the name of the
owner of record or is recorded and rioted on zhe owner's Certificate of Title.
Board of Appeal
APR 2 3 Z003
I h-weby certify that 20 days have expired
from the date this instrument was received,
and that NO APPEAL has been filed In this
office,
A True Copyzdia:g��2�/,,Ij,12,
ATTEST. -'CITY CLERK, Salem, Mass
FEDERAL IDENTIFICATION
NO. 04-2777145
zbe eommonwealtb of Maggacbugettg
William Francis Galvin
Secretary of the Commonwealth 64 (
One Ashburton Place,Boston,Massachusetts 02108-1512 ol�-
RESTATED ARTICLES OF ORGANIZATION 0-�
(General Laws,Chapter 180,Section 7)
N2me
Appravcd We, Kevin Norton *President W*XX*XM
and William Donaldson Clerk I=WAMMM,
of Northeast B.ehavioral Health Corporation (Exact name of corporation)
located at 131 Rantoul Street,Beverly, MA 01915
(street address of corporation in AlassacbUselts)
do hereby certify that the following Restatement of tile Articles of organization was duly adopted at a meeting
held on April 9 20 12 by 2 Vote Of: 1 nicmbcrY*
directors,or shareholders-,
Being at least two-thirds of the members or directors legally qu2lificd to vote in meetings of the corpora.
tion where them is no amendment to the Articles of Organization;OR
F(I Being at least two-thirds of its members legally qualified to vote in meetings of the corporation where
there is an amendment to the Articles of organization;OR
Being at least two-thirds of its directors where tltcrc arc no members pursuant to General Laws,Chapter
180,Section 3 and there is an amendment to the Articles of Organization;OR
[:]in the case of a corporation having Capital stock,by the holdcrs ofat least two-thirds ofthe capital stock
c 0 having the right to vote therein where there is an amendment to theArticics of Organization.
P 0
M El
R.A. 0
"Jonte file imytotica(de vordt
-chonat only one 6"float applies. no e side only
Ivnis.-If the space Provided under any article or aeon an ibisfurn,is ins"fficient,addilloas sbaU be s'"Jorlb 0 "
01sep rate 6 112 x 11 sbeels o1paper u,111,a kfit margin ofai tenet I inub.Addition,to more#ban one articte may be made on
a A
PC, a silogle sboron as tong as mocto articie,requiring eacb addition is clearly Indicate
90 / 14Z
ARTICLE I
The name of the corporation is:
Northeast Behavioral Health Corporation
ARTICLE 11
The purpose of the corporation is to engage in the following activities:
Please see attached rider.
ARTICLE III
A corporation may have one or more classes of members.if it does,the designation of such classes,the manner of election or
appointments,the duration of membership and the qualification and rights,including voting rights,of the members of each
class, may be set forth in the by-laws of the corporation or may be set forth below:
Please see attached rider.
ARTICLE IV
**Other lawful provisions,if any,for the conduct and regulation of the business and affairs of the corporation,for its
s
voluntary dissolution,or for limiting,defining,or regulating the powers of the corporation, or of its director or members
or of any class of members.are as follows:
Please see attached rider.
state Want". anent and nmy OiNTY be cbansedbyJ111119 appmprialeArticles qfAwendwenl.
Note..Tbc p"cedingfour(4)articles am cons(dered to be Pem,
irbe QC01=011wealtb of Moogra Cb tiff et ti
William Francis Galvin
Secretary of the Commonwealth
One Ashburton Place,Boston, Massachusetts 02108-1512
Rider to Restated Articles of Organization of
Northeast Behavioral Health Corporation
ARTICLE 11
The purpose of the corporation is to engage in the following activities:
The Corporation is organized and shall be operated exclusively for charitable and
educational purposes within the meaning of Section 501(1)(3)of the Intcmal Revenue
Code of 1996, as amended,and in this connection to own,manage and operate outpatient
and residential facilities for the general provision of healthcare,disease management and
the treatment of behavioral,mental health, substance abuse and related disorders or
conditions;provide support services including but not limited to shelters and other
residential and school based programs for men,women,youths,children and families
affected by mental,behavioral or other health conditions; engage in or support
counseling,outreach, individual and community education and rcsearch concerning
health and disease management,mental or behavioral health and related disorders;
provide financial and other support to facilities and organizations engaged in the
treatment of those afflicted with behavioral,and mental health related disorders or other
health conditions;engage in research,education or community activities intended to
support those so afflicted or their families and engage in the performance of
development,community relations and volunteer activities,the sponsorship and
development of programs and activities which are charitable, scientific or educational in
nature and which address the physical or mental health needs of the community at large,
and all activities directly or indirectly related to the foregoing.
In furtherance of the foregoing purposes, and subject to the Bylaws as the same may be
amended from time to time,the Corporation shall have the following powers:
(a) to purchase, receive,take by grant, gift,devise,bequest or otherwise, lease,or
otherwise acquire,own,hold, improve,employ,use and otherwise deal in and
with,real or personal property,or any interest therein,wherever situated;
(b) to sell,convey,build,own,lease,exchange, transfer or otherwise dispose of,or
mortgage,pledge,encumber or create a security interest in,all or any of its
property, or any interest therein,wherever situated;
(c) to purchase, take,receive,subscribe for,or otherwise acquire,own,hold,vote,
employ,dispose of,mortgage,pledge, use and otherwise deal in and with,bonds
and other obligations,shares,or other securities or interests issued by others,
Rider to Restated Articles of Organiulion of
Northeast Behavioral Health Corporation
whether engaged in similar or different business,governmental, or other
activities;
(d) to make contracts, give guarantees and incur liabilities,borrow money at such
rates of interest as the Corporation may determine; issue its notes, bonds and
other obligations,and secure any of its obligations by mortgage,pledge or
encumbrance of,or security interest in,all or any of its property or any interest
therein,wherever situated;
(e) to lend money, invest and reinvest its funds,and take and hold real and personal
property as security for the repayment of funds so loaned or invested;
(f) to make donations or contributions only for religious,charitable,scientific,
literary or educational purposes;and
(g) to have and exercise all powers necessary or convenient to effect any or all of the
purposes for which the Corporation is formed;provided, however that no such
power shall be exercised in a manner inconsistent with Massachusetts General
Laws, Chapter 180,or the General Laws of the Commonwealth,or Section
501(c)(3) of the Internal Revenue Code as now in force or as hereafter amended.
ARTICLE III
A corporation may have one or more classes of members. If it does,the designation of such
classes, the manner of election or appointments,the duration of membership and the
qualification and rights, including voting rights,of the members of each class,may be set forth in
the by-laws of the corporation or may be set forth below:
The sole member of the Corporation shall be Northeast Health System, Inc. (the"Sole
Member"). The Sole Member shall have the right to exercise all powers conferred on
members of non-profit corporations under Massachusetts General Laws Chapter 180,
including,without limitation,powers with respect to the following: (a)amendment of
these Restated Articles of Organization;(b)the sale,lease,exchange or other disposition
of all or substantially all of the Corporation's properly and assets;(c)the merger Or
consolidation of the Corporation with another corporation;(d)approval of the
Corporation's actions as the sole corporate member of its affiliates;and(e)such other
powers as set forth in the Bylaws of the Corporation.The manner of election or
appointment,the duration of membership and the qualification and other rights of the
Sole Member shall be set forth in the Bylaws of the Corporation.
2
Rider to Restated Articles of Organization of
Northeast Behavioral Health Corporation
ARTICLE TV
Other lawful provisions, if any, for the conduct and regulation of the business and affairs of the
corporation,for its voluntary dissolution,or for limiting, defining,or regulating the powers of The
corporation,or of its directors or members,Or of any class of members, are as follows:
4.1 The Corporation shall have in furtherance of its corporate purposes all of the
powers specified in Section 6 of Chapter 180 and in Sections 9 and 9A of Chapter
156B of the Massachusetts General Laws(except those provided in paragraph(m)
of said Section 9)as now in force or as hereafter amended,and may carry on any
operation or activity referred to in Article 2 to the same extent as might an
individual,either alone or in ajoint venture or other arrangement with others,or
through a wholly or partly owned or controlled corporation; provided,however
that no such power shall be exercised in a manner inconsistent with said Chapter
190 or any other chapter of the Massachusetts General Laws or inconsistent with
the exemption from federal income tax to which the Corporation shall be entitled
under Section 50 1(c)(3)of the Internal Revenue Code.
4.2 The Trustees may make,amend or repeal the Bylaws in whole or in part subject to
the approval of the Sole Member and the Sole Member may make, amend or
repeal the Bylaws in whole or in part on its own initiative.
4.3 Meetings of the Sole Member and meetings of the Trustees(and meetings of any
committees elected or appointed by the Trustees) may be held anywhere in the
United States.
4.4 The Corporation shall,to the extent legally permissible and in accordance with
the Bylaws as the same may be amended from time to time,protect the Trustees
and officers of the Corporation and members of Committees established by the
Board of Trustees of the Corporation against personal liability for any debt,
liability,or obligation of the Corporation.
4.5 The Corporation shall,to the extent legally permissible and in accordance with
the Bylaws as the same may be amended from time to time, indemnify the Sole
Member as well as each person who is serving,or who has served at any time(i)
as a Trustee or officer of the Corporation or of any of its affiliates,(ii)as a
member of a committee established by the Board of Trustees of the Corporation
Or of any of its affiliates,(iii)as an employee of the Corporation,or(iv)at the
Corporation's request as a member,trustee Or officer of another organization or in
a capacity with respect to any employee benefit plan of the Corporation.
4.6 (a) No person shall be disqualified from holding any office by reason of any
interest. In the absence of fraud,any Trustee,officer or member of this
Corporation,or any concern in which any such Trustee,officer,or member has
any interest,may be a party to,or may be pecuniarily or otherwise interested in,
3
anizatiOn 0
Rider to Restated Anicks of Org 7f
=ronon7
Northeast Behavioral Health Corporation
any contract,act or other transaction(collectively called a"transaction")of this I
Corporation,and
(1) such transaction shall not be in any way invalidated or otherwise affected
by that fact;and
(2) no such Trustee,officer, member or concern shall be liable to account to
this Corporation for any profit or benefit realized through any such
transaction;
provided,however that such transaction either was fair at the time it was entered
into or is authorized or ratified either(i)by a majority of the Trustees who are not
so interested and to whom the nature of such interest has been disclosed;or(ii)by
vote of the Sole Member at any meeting of the Sole Member or meeting of the
Trustees the notice of which,or an accompanying statement,summarizes the
nature of the transaction and such interest. No interested Trustee of this
Corporation may vote or may be counted in determining the existence of a
quonun at any meeting at which such transaction shall be authorized,but may,at
the request of the Board of Trustees of the Corporation,participate in discussion
thereof.
(b) For purposes of this Section 4.6,the term"interest"shall include personal
interest,interest of a family member, and interest as a trustee, director,
officer,stockholder, shareholder, overseer,member or beneficiary of any
concern; and the term "concern"shall mean any corporation,association,
trust,partnership,firm,person or other entity other than this Corporation.
(c) No train saction shall be voided by reason of any provisions of this Section
4.6 which would be valid but for such provisions.
4.7 No part of the assets Or net earnings of the Corporation shall inure to the benefit
of any member, officer or Trustee of the Corporittion or any individual; no
substantial part of the activities of the Corporation shall be the carrying on of
propaganda,or otherwise attempting,to influence legislation except to the extent
permitted by Section 501(h)of the Internal Revenue Code;and the Corporation
shall not participate in,or intervene in(including the publishing or distributing of
statements),any political campaign on behalf of(or in opposition to) any t
candidate for public office. It is intended that the Corporation shall be entitled o
exemption from federal income tax under Section 501(c)(3)of the Internal
Revenue Code and shall not be a private foundation under Section 509(a)of the
Internal Revenue Code.
4.8 If and so long as the Corporation is a private foundation (as that term is defined in
Section 509 of the Internal Revenue Code),then notwithstanding any other
provisions of the Articles of Organization or the Bylaws of the Corporation,the
following provisions shall apply:
4
Rider to Restated Articles of Organization of
Northeast Behavioral Health Corporation
(a) the income of the Corporation for each taxable year shall be distributed at
such time and in such manner as not to subject the Corporation to the tax
on undistributed income imposed by Section 4942 of the Internal Revenue
Code,and
(b) the Corporation shall not engage in any act of self dealing(as defined in
Section 4941(d)of the Internal Revenue Code), nor retain any excess
business holdings(as defined in Section 4943(c)of the Internal Revenue
Code),nor make any investments in such manner as to subject the
Corporation to tax under Section 4944 of the Internal Revenue Code,nor
make any taxable expenditures(as defined in Section 4945(d)of the
Internal Revenue Code).
4.9 Upon the liquidation Or dissolution of the Corporation,after payment of all of the
liabilities of the Corporation Or due provision therefor,all of the assets of the
Corporation shall be disposed of to Lahey Health System, Inc.Or Northeast
Health System,Inc.,both of which are Massachusetts non-profit corporations,so
long as either entity is then exempt from federal income tax under Section
501(c)(3)of the Internal Revenue Code,or if either entity is not then so exempt,
to one or more organizations exempt from federal income tax under Section
501(c)(3)of the Internal Revenue Code.
4.10 The Corporation shall not discriminate in administering its policies and programs
or in the employment of its personnel on the basis of race,color, religion, national
or ethnic origin,sex,handicap or otherwise.
4.11 All references herein: (i)to the Internal Revenue Code shall be deemed to refer to
the Internal Revenue Code of 1986, as now in force or hereafter amended;(ii)to
the General Laws of The Commonwealth of Massachusetts,or any chapter
thereof,shall be deemed to refer to said General Laws or chapter as now in force
or hereafter amended;and(iii)to particular sections of the Internal Revenue Code
or said General Laws shall be deemed to refer to similar or successor provisions
hereafter adopted.
5
ARTICLE V
The effective date of the Restated Articles of Organization of the corporation shall be the date approved and filed by the Sec.
retary of the Commonwealth.If 2 later effective date is desired,specify such date which shall not be more than thirty days
after the date of filing.
May 1,2012
ARTICLE VI
The infor
mathon contained in Article VI is not a pernuanient part ofthe Articles of Organization.
2.The since.t address(post Office boxes am not acceptable)of the principal office of the corporation inAfassachriserts is:
131 Rantoul Street,Beverly,MA 01915
b.The n2m!c,residential address and post office address Of each director and officer of the corporation is as follows:
NAME RESIDENTIAL ADDRESS POST OFFICE ADDRESS
[)resident: Please see attached rider.
Treasurer:
Clerk:
Directors: Please see attached rider.
(or officem
having the
powers of
directors)
c.The fiscal year ofthc corporation shall end on the last day ofthc month of: June
d.The name and business address or the resident agent.if any,of the corporation is:
N/A
--We further certify that the foregoing Restated Articles of Organization affect no amendments to the Articles of
Organization of the corporation as heretofore amended,except sisnendments to the following articles.Briefly
describe amendments Wow:
Articles II, III & IV have been amended and restated in their entirety
to read as set forth in the attached rider.
SIGNED UNDER TI IE PENALTIES OF PCPJUR"is day of April _,20 12
Kevin Norton,'President/IWOM)aKill,
William Donaldson,'Clerk/ A%X�LMKr4lk.
-Wet,an,11101,1dimble rwmb. **trtbLnv ane un suco,amendwena.xtair�,Vnnrm-
Rider to Restated Articles of Organization of
Northeast Behavioral Health Corporation
ARTICLE VI
b. The officers of the corporation are:
Name Position Address
Vin cent Martell i Chair 3 5 Ruby Avenue,Marblehead, MA 0 194 5
Kevin Norton President 46 Monmouth Street,Boston, MA 02128
Denis Conroy Treasurer 96 Woodlawn Avenue, Wellesley,MA 02481
Joseph Porcello Assistant Treasurer 85 Herrick Street, Beverly, MA 01913
William Donaldson Clerk 54 Ledge Road, Gloucester,MA 01930
Maryellen Lear Assistant Clerk 85 Herrick Street, Beverly, MA 0 1915
b. The directors of the corporation are:
Name Address
Kate Barrand 25 Thoreau Circle, Beverly,MA 01915
Gregory Bazylewicz, M.D. 9 Sky Top Drive, Manchester, MA 01944
Jeff Bistrong 21 Forster Road, Manchester,MA 0 1944
George Burke 7 Ray Street,Beverly,MA 0 1915
Steven Defossez,M.D.(ex-officio) 85 Herrick Street, Beverly, MA 01915
David DiChiara, M.D. 4 Treetops Lane, Danvers,MA 0 1923
Charles Favazzo 644 Bay Road, Hamilton, MA 0 1936
Charles Furlong 19 Ocean Street, Manchester,MA 01944
Tom Grant 868 Hale Street, Beverly,MA 0 1915
Joseph Haley 75 Paine Avenue, Prides Crossing,MA 01965
Kenneth Hanover(ex-officio) 54 Autumn Lane, Hamilton, MA 01982
Robert Irwin 2 Sagamore Road,Ipswich,MA 01938
Vincent Martelli,Jr. 35 Ruby Avenue,Marblehead, MA 01945
Paul McConnell 8 Clipper Way,Marblehead,MA 01944
Marc Meiches 43 Paine Avenue, Prides Crossing, MA 01965
Kurt Melden 42 Masconorno Street, Manchester,MA 01944
Paul Muniz 13 Brightside Avenue, Gloucester, MA 01930
Hugh O'Flynn, M.D. 18 Longmeadow Drive, Ipswich, MA 01938
Augustine O'Keeffe, M.D. 14 Boardman Avenue, Manchester, MA 01944
Nancy Palmer 9 Buttonwood Lane, Danvers,MA 01923
Jagruti Patel,M.D. 144 Grapevine Road, Wenham,MA 0 1984
Robert Rives �9 Forest Street,Manchester,MA 0 1944
A. Heaton Robertson 340 Bridge Street, S. Hamilton,MA 0 1982
Michael Ruane 31 William Fairfield Drive, Wenham, MAO 1984
Michael Shea I Lee Way, Rockport, MA 0 1966
David St. Laurent One Virginia Place, Wenharn,MA 01982
6
niE COMMONNVEALTH OF MASSACHUSE17S
RESTATED ARTICLES OF ORGANIZATION
(General Laws,Chapter 180,Section 7)
-;74 -7
I hereby approve the within Restated Axticics of Cirganintion and,
the filing fee in the amount of having biecwald.said
article are 4 ed to have bee filed With me this T-C=-T'—yof
— XA-.T- 1 7
ir
,Effective Date.,
O's
WILLIAM FRANCIS GALVIN
Sirciviar),of the Commonwealth
C'�
C-)rr,
m rn cz)
TO BE FILLED IN BY CORPORATION
Contact information:
Patrick Healy, Esq.
McDermott,Will& Emery LLP
28 State Street, Boston, MA 02109
Telephone: 617-535-3837
phealy@mwe.com
A Copy this filing will be 2v2ilablc on-line 21 WWWSWC.111112.1135/Kc/coronce
the document is filed.
QTy OF SALEM, MASSACHUSETTS
BUILDING DEPARTmENr
120 NVAsHNGToN STREET,3�FLoc)R
TEL.(978)745-9595
KIZvMERLEYDRISOOLL FAX(978)740-9846
MAYOR THomm STTIERRE
DiREcroR oF PUBLIC PROPERTY/BuLDING rjowssIONER
August 1,2012
Bing-Realty Trust .
Att. Stephen Haley-Trustee
43 Mason Street
Salem Ma. 0 1970
R.E Zoning Decision-41 Mason Strcct
Dear Mr. Haley,This Department has receivcd complaints and has been copied the zoning decision for 41
Ma'son Street heard back on March 19,2003.In this petition,relief was granted to construct an addition to the
rear of 41 Mason Street. Several Standard conditions were recorded as well as conditions#8,#9,#10 and#11.
Condition#11 stated that the hours of operation shall be between 7:00 A.M. and 6:00 P.M.This condition is the
subject of the complaint. Specifically the dance studio and the H.E.S group..Therefore you are directed to
cease and 6sist operations between the hours of 6:00 P.M and 7:00 A.M.
If you feel you are aggrieved by iny interpretation this order,your appeal is to the Salem Zoning Board of
Appeals.
Si erely
Thomas St.Pierre
cc. All Robin Stein, All. Mark Nestor
coxpIo
August 28, 2012
Citv of Salem Zoning Board of Ai)i)c3ls ha
co
Thomas St. Pierre, B`uilding Inspector
C/o Salem City Clerk, Cheryl A. Lapointe
City Hall W
93 Washington Street >
Salem, MA 01970
Re: Appeal fron, Order Of Building Inspector Thomas St. Pierre, regarding Ceas e and Desist
41 Mason Street, Hours of Op� ,
eration
Dear Honorable Board:
Pursuant to GL c. 40A §§ 8, 14 and 15, and Section 9.3.2 Of tile Salem Zoning
Ordinance, Northeast Behavioral Health Corporation (f/k/a Health and Education Services, Inc.)
1, 2012 (a COPY of which is attached her jerre ate
hereby appeals the Cease and Desist order Of Building Inspector Thonlas St. P d d August
eto as Exhibit "A").
A. NATURE OF THE APPEAL
This is an appeal of Mr. St. Pierre's cease and desist older only as applied to the operations of
Northeast Behavioral Health Corporation ("NBH"). Mr. St. Pierre
Overturned because th 's decision should be
e Ilse and operation of tile space leased by Northeast BehaVioral Health
Corporation,a non-profit educational corporation Organized under file laws of the
Commonwealth of j\jassachusetts, are exempt fr011, zoning under tile provisions of GL c. 40A
§3), and because tile C ease and desist order as applied to jjl�e use and operation of tile propelIv at
41 M3sOn Street by NBH is if' excess Of tile legal authority Of the Building Inspector.
B. BACKGROUND
The property in question is a commercial building with Multiple tenants One Of which,
INBH, is a non profit charitable and educational corporation within tile meaning'Of Section 50](c)
(3) of the Internal Revenue Code of 1986 and recognized as such b v
Massachusetts (See exhibits,"B" and "C",'Wtached hereto). , . tile Commonwealth of
GL c.40A §3 provides, in pertinent part, that "No zolling Ordinance or by-law shall
regulate or restrict tile use of land Or structures for... educational Purposes on land owned or
leased... by a nonprofit educational colpo ,
ration; Provided, hOWCVer, that such land or structures
City of Salern Zoning Board of Appeals
August 28, 2012
Page 2
may be subject to reasonable regulations concerning the bulk and height of structures and
determining yard sizes, lot area, setbacks, open space, parking and building requirements."
C. DISCUSSION
Mr. St. Pierre's Cease and Desist order relates to a provision in a variance granted to the
owner of the Property at 41 Mason Street. Subsequent to the issuance of the variance, a Portion
of the property%vas Occupied by NBH and used bv Nl3H for its educational purl-0-s.
In—
The authority of the City of Salern to regulate or restrict the use of land or structures for
educational Purposes on land leased by
"reasonable regulat' a nonprofit educational corporation is limited to
101's concerning the bulk and heig-ht Of structures and determining Yard sizes,
lot area, setbacks, open space, parking and building requirements". This limitation of authority is
expressly recognized and codified in Section 6.5 Of the Salem Ordinance which Provides, in
pertinent part, that "No Portion Of this Ordinance shall be interpreted to regulate or restrict tile
use of land or structures for ... educational purposes on land owned or leased by ... a nonprofit
educational corporation; Provided, however, that sue], land Or structures must comply with all
requirements Of tile Zoning Ordinance conceming the bulk and height of structures, yard size, lot
area, setbacks, open space, parking and building coverage requir �
which it is located." ernents of the zoning district in
Inasmuch as the Cease and Desist order relates to hours of operation, it is not within the
limited scope of requirements applicable to nonprofit educational uses, and is beyond the
authority of the Building Inspector under the Zoning Ordinance and under the provisions of GL
c. 40A.
D. REQUESTED RELIEF
For the reasons set forth above, NBH respectfully requests that YOU Overturn Mr. St.
PierTe's cease and desist order as applies to NBH.
Respectfully,
Northeast Behavioral Health Corporation
By)its Attorneys,
Marshall J. Handly
HANDLY& COX, P.C.
MJH:bsr.NA,p
QTY OF S'�LE
N ) I&SSACHUSEyTS
BUILDING DEPART1,21qF
120 NVASI-2NGTON S7XEE-r,3m FLOOR
JC'�'MERLEYDRiSc)OU 'TIEL. (978)745-9595
NaYOR FAX(978)740-9846
DiprCTOR OPPUBLI 7110MAS ST.PIERU
CPROPERTY/13L]ILDING C0)aCSSI0t',ER
August 1;2012
R,"8_Rea IYTrust
Att- Stephen Haley.ir
43 Mason Street Ustee
S21cyn Ma. 0 1970
R.EZOning Decision-41 Jvlason StrCe,
Deal-*. 14aley, This Department has rcccivcd
�lasc`n Street heard back 01,March 19,2003 comPl2i'lls and has
rear of 41 Mason Street Se bcencOPiedthezo.-
Ing decision forj
as granted to construct an addition , the
veral Standard conditions Were recorded as well as conditions#g 1#9#10 arid#11.
wed that the hours Of operation shall be bct'N'ccn 7:00 A.M and 6:00 p M This'conditicn is Ihc
Condition #11 st 'n 'his Petition , relief
subject of the complaint. 10
cc;lse,lad desist 0 . Specifically the dance studio and t
PeYnt,Ons bet Ween the hours of 6:00 p.M Ile I"E'S grOuP-- Therefore
and 7:00 A:IW. YOU are directed to
1 ryou fee)You are aggi ieved by my inlcrPretation his order,your 1.Ppeal is 10
Appeals.
the Salem Zoning Board Of
Thomas St.p
cc. All Robin Stein, All- M21* Nestor
IFTEOERAL IDENTIrICATicirl
No. 04-2777145
2n1incr of
See Willia in Francis Galvin
retary of the COmn'Onweall),
One AshburlCin Place,Boston,Massachusetts 02108-1512
RESTATED ARTICLE S OF ORGAN12:ATj 0
(General Laws, Chipler 180, Stclion ON
APproVed 7)
0
We. Kevin Norhin Pf CSidCn I %-jU
and William Donaldson 21(x&U
of _Northeast Behavioral Heallh Corporation *C)crk
located at 131 Rantoul Street, Beverly, MA 01915 (LA-fal"(1111C of Curpuration)
(Stpleel ddr"s q car7jura,,ur,
do hereby ccni�-ilia, the 1011-xvinS Rcst2Icmcnt 01111CAnicIcs OfOrganizalion was duly 2dOptcd at a Mcclin
held on APril 9--------�.20 12
by2 Vote of., 1 ——————————�nlcrnbcrX
dircctors,or shareholders,,.
CD Being at least IWO-Illirds of the members or directors Ic9211v q,alifi,d 10 "Ole in meetings or the corp.ra.
lion where(here is no 2ircrichirent 10 theAni'cles uf 01pnizalion;OR
Being 21 least two-thirds of its members k9311y qualified 10 vote in meetings of the
there is an amendment 10 IlIcAracies Of OrganiL:ii ion;OR Corporation%'here
0 Be ing at least IwO-(birds of ils directors 10cri:there z,c no ri,embers pursuant 10 General
180-SCCliOn 3 2.nd there is an 2mendmeni IQ:bCArflcjc5 Of Orpnizalion;OR Laws-CII3PIcr
C 0 0 In'he C25C Of 2 CO1POr3tion b2ving C"Pilal Stock,by I],, holders oral least
p C3 having the right to%'Ole[herein whcre there is an amendment Iwo-thirds of the Capi[j,stock
M E3 10 IhCAr a icics Or Orl;2niX21ion.
R.A.
"'opp'.41 EXHIBIT
I r".1rdl
IV �p one bS W, /p/j,"
P.C. ;.111411.111-,'Pace provided".der Affy."Ide or if,
8 112 z 11 She'"a c c'$, $ball b
I'insir SiSerl a,1,ne., .,b fPaPt'80"J,a len en',7 on '11110 1
nick req.inng.. ""'01al len'St I(111b.Addiftent,10 lb..t"'A"I*1,one Sid,only
Ch addilleft 1,ck.,Jy on,article Onftp be njorle an
ARTICLE I
The 03ntc orthc corporation is:
Northeast Seha%tioral Health Corporation
A RTICLjC I,
Please see attached rider.The purpose Of the corporation is 11 n�,r,in he following Cti,itics.
A corporation M2v have one or inorc classes or m ARTICLE III
llembers 'fit do".the designation of such classes the m3rre,or ocction or
3PPOintments,the duration 01111mbership and c qualific3lion and rights, including I
C1255,M2y be set rOrth in Ile by I-laws or the corporation or rray be set forth below: Voling right., of the members Orc,ch
Please see attached rider.
—0,11cr f2wrw Prol"SiOnS,if 2 ny,fo ARTICLE IV
volunl2rydissOlution,or for limilin r the conduct and rcgul2tion Of the business and 2fr3irs of'Ile cOrPOr3lion,for it,
g,defining, or regulating the Powers of the corporation, Or Of its directors or members,
or of any class Of members, are as follows:
Please see attached rider.
'nr"""t nil Ill"WISlUnt Siliff-M
coosde"d 11 bePem,.nr,,t nd.,,iY 01%'Lybe cliang,d byfljj,,g 4PP"P,1.ir.4nidrj OfAnendmeal.
WiUi2m Francis Galvin
Secretary Of the Commonwealth
One Ashburton P12ce,Boston, IVIMSS2chuselts 02108-1512
Rider to Restated Articles Of OrganiZ21ion of
N'rfhe2st Behavioral Health Corporation
ARTICLE it
The PurP.Ose of the corporation is 10 engage in the following activities:
The Corporation is Organized and shall be Operated exclusively for cha. ita le and
educational Purposes w,ithin the r b
Code of 19 meaning of Section 501(i)(3) of the Inte
86, as amended, and in this coruieclion to 0 mal Revenue
and residential facilities for the general provision wri, manage and operate outpatient
the treatmen of healthcare, disease management and
t of behavioral, mental health, substance abuse and related disorders or
conditions;Provide support services including but no, limited to
residential and school based Programs for men. shelters and other
affected by mental, behavioral or other health "vomen,YOuthsv children and families
counseling, outreach, individual and comm .conditions; engage in or suppor, ,
health and disease management unity education and research concerning
provide Imanci I mental or bcha�vioral health
al and other support and related disorders;
treatment of those afflicted with b 10 facilities and organizations engaged in the
health conditi chavioral, and mcma�ll health related disorders or oth r
ons; engage in research, education or community activities intended to C
support those so afflicted or their families and engage in the performance of
development comm -
development' unity relations and volunteer activities, the sponsorship and
or mental health a
orprograms and activities %%hich are charii-ible, scientift: r educ (ional in
nature and which address the physical 0
and all activities directly or indirect] needs of the community at
y related to the foregoing. large,
furtherance of the foregoing Purposes, and subject to the Byla"'s as the same may be
amended from time 10 time, the COrPOralion shall have the folloWing powers,
(a) to Purchase, receive,take by grant,gift, devise, bequest or olhcrA.ise
Olherwise acquire,Own hold lease or
With,real or personal properl'improve, employ, use and otherwise deal in
Y'or any interest thcrein, wherever situated;
(b) 10 sell, convey, build, own lease, exchange,
mortgage, Pledge, cncumbc transfer or other%vise dispose of, or
r Or create a security interest in, all or any or its
Property, or any interest thercin, wherever situated;
(c) 10 Purchase, take,receive, subscribe for, or otherwise acquire, own, hold vote,
employ,dispose or, morigage pledge, use and otherwise deal in and wit�' bonds
and other obligations,shares, or other securities or interests issued by oth'ers,
Rider to Restated Articles ro, n. jj,,,t.r
Northeast Beha,jeral lital, g' 1�
h Corporation
whether engaged in Similar or different business,901'ernMental, or other
activities;
(d) 10 make contracts,give guarantees and incur liabilities, borrow
rates of interest as the Corporation may det Money at such
other obligations and ermine; issue its notes bonds and
I SCCUrc any of its obJigat ions by morigag e '
encumbrance or, or security interest in, ,Pledge or
therein, wherever situated; all or any of'ts Property Or any interest
(e) to lend money, in%'Csl and reinvest its funds and take and hold real and personal
property as security for he
repayment offunds so loaned or invested;
10 make donations or contributions only for religious, charitable, scientific,
literary or educational purposes; and '
(g) to have and exercise all Powers necessary or con%'Cnicni 10 effect any or all of[he
Purposes for which the Corporation is formed-
Power shall be exercised r)ro%'idcd. however that no such
�1,
Laws, Chapter 180,or the in a manner inconsisicnt with Massachusetts General
50 1(c)(3) of the Inlemal R General Laws of the Commonwealth, or Section
evcnuc Code as no%%,in force Or as fiereafier amended.
ARTICLE fit
A corporation may have one or more classes Of members. If it does, the designation Of uch
classes, the manner of election of appoin
qualification and rights Iments, the duration of membership and the s
the bY-laws or the c ' including Voling rights, of the members Of each
orporation Or may be set forth below: class, may be set forth in
The sole member of the Corporation shall be Norilicast Health System
"ember"). The Sole Member shall have the right 10 ex - , Inc. (the "Sole
. ercise a))Powers conferred on
Members of non-profit corporations under Massachuse.its General Laws Chapter 180,
including, without limitation,Powers with res
these Restated Articles of Organizal. Pect 10 the f0flowing: (3) amendment of
Of all or substantially all of the Cor on; (b)the sale, lease,exchange or other disposition
poration,s property and assets; (c) the merger or
consolidation of the Corporation with another corporation;(d)approval of the
Corporalion,s al ,
Powers as set fb"'Ons as 'he Sole corporate member ofil
nh in the Byla%%,s of j s affiliates; and(e)such other
appointment the duratt he Corporation. The manner of election
S on Of membership and the qualif-Ication or
and other rights of the
Ole Membe;shall be set forth in the BYlaWs of the Corporation.
2
Rider to R 01;Wed Articles 01`0,8anization of
NOrlheas Behavioral Health Corporation
ARTICLE IN,
Other 1"y"ful Provisions, if any, for the conduct and regulation of[he business and affairs of he
Corporation, for its voluntary dissolution, or for limiting deft i
'Ing, Or regulating the Powers orthe
corporation, or of its directors or members, Or of any class of members. are as follows:
4,1 The Corporation shall have in furtherance Of its corporate Purposes all of the
Powers specified in Sectio
156B n 6 of Chapter I So and in Sections 9 and 9A of Chapter
of the Massachusetts General Laws(c
of said Section 9)as now in force or as 'CePt those provided
operation or activity hereaft In Paragraph(m)
er amended,and "lay carry on any
to the same extent as M
vidual, either alone Or in ajoinj venture o ight an
indi referred 10 in Article 2
thy r other arrangement with others' or
OUgh a wholly or parily Owned Or controlled corporation; Provided, however
that no such Power shall be exercised in a manner inconsistent with sai-d '
180 or any Other chapter of the Ma Chapter
the exemption ssachusetts General Laws or inconsistent with
from federal income!tax 10 which the Corporation shall be entitled
under Section 501(c)(3)of the Internal Revenue Code.
4,2 The Trustees may make amend or repeal the BY)"vs in whole or -
the approval of the SOIc'Member and the sole ' in part subject to
repeal the Bylaws in whole Orin parl on ,,...Member may make,amend or
n initiative.
4.3 Jqeelings of the Sole Member and meetings of he
committees elected or appointed by the Trustees) Trustees (and meetings Oran,,
United Stoics. may be held anywhere in the
4.4 The Corporation shall, to the extent legallv Permissible.and in accordance "'ith
the Bylaws as the same may be amended �Tcm
and Officers of the Corporation and members ofl'me 10"me, Protect the Trustees
Board of Trustees of the COrporali Committees established by the
on against personal liability for any debt,
liability,or obligation of the Corporation.
4.5 The Corporation shall,to the extent leg2llypermissible and in accordion e with
the Bylaws as the same may be amended from
Member as Well as each pe� "me to Time, indemnify Ice Sole
as I Trustee or officer of the on who is serving or who has served at any time(i)
Corporation of Of'anYOf its affiliates, 00 as a
member of a committee established by the Board o
or Oran), f Trustees of the Cc
Corporal of"'af[J"'alcs, (iii)as an employee of the Co rporation
ion's request as a mcmb rporation, or ON)at the
er, trustee or Officer of another organization or in
a capacity with respect 10 any emPloyee benefit plan Of the Corporation.
interest. In the absence Of fraud, any Trustee,
4,6 (a) No Person shall be disqualified from holding any office by reason of any
officer Or member of this
Corporation,Or any concern in which any such Trustee, officer, or Member has
any interest, may be a party to,Of may be Pecuniarily or otherwise interested in,
3
Rider to Restated Anicics Of OrganiUlion of
any Contract,act Or other transaction Northeast Behavior")Health COTOration
Corporation, and (collcclivelY called a ',transaction')of this
(1) such transaction shall not be in any way invalidaled or othenvise affected
by?hat fact; and
(2) 10 Stich Trustee, officer, member or cuticen, shall be liable to account to
,his Corporation for an),profit
transaction; or benefit realized through any such
PrOVidd, however that such 1
into or i ' ransaclion either was fair a, the time -
S authorized or ratified either(i) by a majority of the Tru 11 Was entered
so interested and to whom the nature orsuch * stees who are not
vote Interest has been disclosed,- or(it) by
Trust of the Sole Nlember at any meeting of the Sole Member or Mee
ces the notice of which, or an accompan , ling of the
nature Of the transaction and such interest. N yi-ng statement,summarizes the
Corporation may vote o 0 interested Trustee of this
quorum a I I may be counted in determining the existence of a
any meeting at which Such transaction shall be authorized, but may at
the request or the Board Of Trustees of the Corporation.Participate in discussio'n
thereof.
(b) or Purposes of this Section 4.6, 'he term "interest"shall include ersonal
interest' interest ora family member, and interest as a trustee, director,
officer,stockholder, shareholder, overseer P
concern;and the term member or beneficiary of any
concern"shall mean any corporation, association,
trust,partnership, firm,Person Or Other entity other than this Corporation.
(c) No transaction shall be voided by reason of any Provisions of this Section
4.6 which would be valid but for such pro * ,
Vislons.
4.7 No pan of the assets or net earnings of the Corporation shall inure to the benefit
Of any member,Officer or Trustee of the Corporal'
substant'
fal Parl of the acliviti on or any individual- no
Propaganda, or otherwise atle es of the Corporationi shall be the carrying,on of
permitted by Section mpling, to influence legislation except to the extent
shall not parlicipalc 501(h)of the Infernal Revenue Code; and the Corporation
Statements), any Poli in,Or intervene in (including the publishing or distributing of
lical cam ,
candidate for public office lipaign on behalf or(or in Opposition to)any
is intended [hat the Corporation shall be entitled to
exemption from federal income tax under Section 501(c)(3) of the Internal
Revenue Code and shall not be a Private foundation under Section 509(a) of the
Internal Revenue Code.
4.8 Irand so long as the Corporation is a Private foundation (as that te
Section 509 of the lnlCmal Revenue Code), then notwi rrn is jefined in
Provisions of the Articles OfOrg i thstanding any other
following Provisions shall apply:anization or the Bylaws of the Corporation, the
4
Rider to Restated Articles Of Organization of
Northeast Bch,,io,,,1 lq,�J,h COTOralion
(a) the income of the Corporation for each ta-xable Year shall be distributed ,I
such time and -
In such manner as not to subject the Corporation to the tax
on undistributed income imposed by Section 4942 of the in femal Revenue
Code, and
(b) the Corporation shall not
an�' _-ct ofs�rl
I �11 Uealing (as defined in
Section 494 1(d)of the Intcnal Revenue Code), nor retain
business holdings(as defined in Section 4943(c)of the Int any excess
ernal Revenue
Code)' nor Make any investments in such manner as to subject the
Corporation to tax under Section 4944 of the Internal Revenue Code nor
make any taxable expendiiures(as defined in Section 4945(d)0
Infernal Revenue Code). rthe
4.9 Upon the liquidation or dissolution of the Corporation, arler payment Of all Of1he
liabilities of the Corporation or due provision therefor,all Orthe assets of the
Corporation shall I>e disposed orto LaheY Health
Health System, Inc., both of which are System, Inc. or Nonheast
long as either entity is then Massachusetts non-profit corporations,
exempt from federal so
501(c)(3)of the Internal Revenue Code, Or if eith income fax under Section
10 One Or more organizations exempt from federal er entily is no, then so exempt
501(c)(3)of the Internal Revcnuc Code. income tax under Section
4.10 The Corporation shall not discriminate in administering its Policies and programs
Or in the employment of its persorinel on 'he basis of race, color, religion,
or ethnic origin, sex, handicap or Otherwise. national
4.11 All references herein: W 10 the Internal Revenue Code shall be deemed to refer to
the Internal Revenue Code Of 1986, as now in force or hereafter--Mendcd; (ii)to
the General Laws of The Commonwealth of Massachusetts, or any ch Pier
thereof, shall be deemed to refer 10 said Genera) Laws or chapter as n a
or hereaficr amended; and(iii) to Par"cular sections Ow in force
evenue Code
or said General Laws shall be deemed to refer to Similar or successor Provisions
hereafier adopted. or the Internal R
5
Tile CrIectivc date ARTJCLE V
Of the Restated Article.%of Org3nization of the corporation shall be[Ile ca,c approved and fit by(he Sc,-
re,ary of the CoMnionwealth.if a jaler effective date is desired,specify such date
after the c12 I ic of filins. cd
I May 1.2012 which shall n" be more than thirty days
The intrilrolsiliOn contained in Article VI is ARTICLE VI
2.'['Ile str,c'l address(post r)fli, not a P111anent Part orthe Articles"Organization.
i:boxes
131 Rantoul Street,Beverly. MA 0191 "1 Gf ill,Principal(),,,cc nf 111,
5 cilrporition
b,The n3mL, rc$i,lcntinl�dklrcss and post Office address orc2ch direcIll,nd
NAME
president: Please see attached rider. RESIDENTIAL ADI)RCSS Ort"'Cr critic corpora,mo is 25 follows
Trcu,,r,,: IOST OFFICE ADDRESS
Clerk:
flirmors: Please see Btlached rider.
(or officer,
112%ing the
powers or
threcturs)
c- )-Ile fiscal year of the corporation S11211 end on the 125t d3y of(he M0,111,Or-
d.Tile name and business June
NIA address or the resident 2gcm.irany.Of Ihe corpora(i.n is
"We further certify that he foregoing Restated Articles
Icnts 10 lilt Articles of
Org2nization Of the corporation as hervoiro,earnCrided,except arrientinnen'is to the r-11-wing articles.Briefly
describe SLinlendmenLs Wow, Oro'ganization ariccl 310 amend
Articles 11,
t o 11-T 6, IV have been aMendld and restated in their
read as set forth in the attached rider. entirety
SIGNED UNDER TIIE PENALTIES OFPERJU 94�
duy of April
20 12
�Keljin Norlor -president/.%Zy
Rider to Restated Anicles of Organization or
Nonhcast Behavioral Health Corporation
ARTICLE III
b, The officers of he corporation arc:
Name I �::� : :
1:21 111111
ricent Alartelli I
L-naor 35 Ruby Avenue, Marblehead, MA 0 1945
�cllrl'Norton resident 11 iouth S-A
Denis Conroy Treasurer 1, B 0 s t—on, IN,4�AA �O 12 i I
96 'Aloodlaivri Avenue, 28
Joseph Porcello Assistant Treasurer Wellesley, MA 02481
85 Hcrrick Street, Beverly, MA 0 1915
William Donaldson Clerk �1 4 C�19 e R 0 a�d, �G 1�o u c
Maryellen Lear Assistant erk 82" Herrick Street: Beverly, MA 019-15
b. The directors of the corporation are:
Name
Kate BarTand Address
Gregory 2!
' l3azYlCvkic2� M.D. 1!veTlY, MA 01915
Jeff Bistrong 9 Sky Top Drive, Manchester, MA 0 1944
Luicor e BUrkC 21 Forster Road, Man,"Cbler, MAO]944
Steven Defossez, M.D 7 Ray Street, Beverly, j,4,-j u,yj 5
David DiChiara, M.D. oj nerrick Street, Beverly, MA 01 15
Charles Fav 0 4 Treetops Lane Danvers, MA 0 1923
Ch 644 �arnjlj'otob
arles Furlong -gay Road,�H
, '-J� U I�Oj6
Tom Grant 19 Ocean SLreet, Manchester, MA 01944
Joseph Haley 868 Hale Street, Beverly, ,,,A vJ915
Kenneth Hanover 5 1 C /6veil 11:!1 � I 11! 1:!: Crossing, MA 01965
Robert Invin ex-officio) 54 Autumn Lane, Hamilton, MA 0198
2 Sagamore
Vincent M elli,Jr. swich, MA 01938
Paul McConnell 35 Ruby Avenue,Ma""U'lCau, IVIA 01945
Marc Mciches 8 Clipper Way, Marblehead, ,,^ V I Y44
Kurt Meldcn 43 Paine Avenue, Prides Crossin
Paul Muniz 4:2 & MA 01965
M"s-11-1110 Street, Man"�Wcl, MA U1944
Hugh O'F)yrLn, M.D. 13 Brighiside Avenue I Gloucester, NIA 0 1930
8 do%v Drive
Augustine O'Keefre, I Lonernel—im.�n — I
M.D. 14 , 'Pawicn, A1A 01938
Nancy Palmer Boardman Avenue, Manchester, MA 0 1944
9 Butonwood Lane Danvers,MAO 1923
Jagruti Patel,M.D. 7: 1
Robert Rives 141' Jr,' I> i, ill i harn, MA 01984
A. Heaton Oberlson 3 Forest Street, Manch es".-Jvl^ U J 5?194
Michael Ruane 340 Bridge Street, S. Hamilton, MA 01982
Michael Shea 31 William Fairfield Drive, %Vcnham'MA 01984
David St. Laurent 1 lec way, KockPOrl, A 0 1966
—ic Virginia Pi.,. w--L-
MA 01982
6
11iE COh'MOMXfEALTH OF MASSACHUSE-1-f-S
RESTATED A-RnCLESOF ORGANIZATION
(General Uws, chapter 180, Section 7)
hereby approve the -i(hin Restated Articles of organiZ2,ion ana.
,he riling fee in lie aniount of s -�— having bee alid'said
2nicleyarc dcryned to have bee fil d wnh nic this ly or
4�1 '1 1 .20
Y
Fffective Date:
C;-;v
708
%X"1LU0f FRANCIS GALVIN
secIrttly).Oftlie C0,11,10nivealib
C.)
c-,r-1
c-�
TO BE FU-UD
'N "CORPORATION
Contact information:
Patrick Healy, Esq.
McDermott, Will & Emery LLP
28 State Street, Boston, MA 02109
Tc1cphonc: 617-535-3837
Emil: Phealy@mwe.com
A Cnpy 1hig filing Will be 212ilable nn-linc at%,%,v.stajc_M2 u,/.�c/cnr once
the d4>Cun1Cn1 is filed.
—jildiji rrancis Lialvin - Public Browse and Search Page I of 3
The COMMonwealth of Massachusetts
William Francis Galvin
Secretary Of file Collinionwea Ith, Corporations Division
One Ashburton
Pkice, 17th floor
0.Is I- o'. Boston, MA 02108-1512
Telephone: (617) 72 7-9640
NORTHEAST BEHAVIORAL HEA
LTH CCRPOF,,4,-. 3N Summary Screen
HE:P wi;
Request a Certificate
The exact name of the Nonprofit Corporation: NORTHEAST BEHAVIORAL HEALTH CORPORAI
The name was changed from: HEALTJ & EDI ICATIO ,T SERVLCES. INC. on j/_28 12.0-I_.i
Merged with NUVA INC on 7/1/1995
merged with GREATER CAPE ANN HUMAN SERVICES I L,-:- on 7/1/1995
Merged with PROJECT RAP INC on-7/l/I-995
"'--Vv0 wiln RESIDENTIAl EDI IrATIONAL SERVICE . INC on 7/1/199
Merged with UFD OF BEVERLY. 77-�S
INC. on 9/30/2003
Entity 'rype: Nonprofit Corwration
Identification Number: 042777145
Old Federal Employer Identification Number(Old FEIN): (100107192
Date of Organization in Massachusetts: 09/29/1982
Current Fiscal Month / Day: 06/3o
The location Of its Principal office in Massachusetts: Previous Fiscal Month D,
No. and Street: 131 RANTOUL STREET
City or Town: __�_ A���
ILY State: NIA Zip: 01915 Country:_115A
If the business entity is organized wholly to do busines! Outside Massachusetts, the location of that off
No. and Street:
City or Town:
The narne and address of the Resident Agent: State: Zip: Country:
Name:
No. and Street:
City or Town:
State: Zip: Country:
The officers
d all of the directors of the corporation.
EXHIBIT__��
bttP://CO'P.S'C.S'ate."a.us/COIP/cOrpsearch/CorpSearchSunlllliary.asp?ReadFromDB=True
Public Browse and Search Page 2
Title
IndiVid U a, Name
Fir I,r L., Address (no PO Box)
Oiddl, 'I.S.trix Address,City or To-n.Stale.ZiP Code
PRESIDENT KEVIN NORTON C
46 MONMOUTH ST.
BOSTON.MA 02128 USA
TREASURER DENIS CONROY
96 WOODLAWN AVE.
WELLESLEY,MA 02481 USA
CLERK WILLIAM DONALDSON
GLOUCEST 54 LEDGE ROAD
ER.MA 01930 USA
DIRECTOR KAT�— EARR/,��C
25 THOREAU CIR.
DIRECTOR BEVERLY,MA()1915 USA
GREGORY BAZYI-EwICZ jj.D.
9 SKY TOP DR.
DIRECTOR JEFF SISTRONG MANCHESTER.MA 01944 USA
21 FORSTER RD.
MANCHESTER,MA 01944 USA
DIRECTOR EORGE BURKE
7 RAY ST.
BEVERLY.MA 01915 USA
DIRECTOR SEE DOC MENT FOR
ADDITIO AL NAMES SAME
SAME,MA ODOOO USA
— Consent — Manufacturer Confidential Data
— Partnership — Resident Agent For Profit — Does Not Require Annu-! Re,
— MergerAllowed
Select a type of filing from below to view this business entity filings:
ALL FILINGS
Annual Report
Application For Revival
Articles of Amendment
Articles of Consolidation Foreign and Domestic
(�V'ew�F'l'ngs --------N-B w-
earch
Corni
7=
http://corp.sec.state.ma.us/colp/c0TI)scarcIi/Col-pSearchSuiiIIIIzirY.asp?ReadFroniDB=Tl-ue...
"'U zearcji
Faec 1-31
ID 2001-2012 COmmOnweallh Of Massachusetts
All Rights ReseNed
.................
hitp://corp-sec.state.nia.us/corp/corpse2j-cl'/CorpSearc]iSuIII"]a'-Y-asp?ReadFromD]3=True... 8/28 20 12
& Cox, PC.
11111andl,cq�l�dxwll CMILt S.
August 28, 2012
C-1
City of Salem Zoningg Board of Appeals
g- Inspector
Thomas St. Pierre, Buildin
c/o Salem City Clerk, Cheryl A. Lapointe
City Hall
00'
9j Washington Street
Salem, MA 01970 tn
Re: Appeal from Order of Building Inspector Thomas St. Pierre, re-ardin-tease fiRd Desist
41 Mason Street, Hours of Operation
Dear Honorable Board:
Pursuant to GL c. 40A §§ 8, 14 and 15, and Section 9.3.2 ofthe Salem Zoning
Ordinance, Northeast Behavioral Health Corporation (f/k/a Health aild Education Services, Inc.)
hereby appeals the Cease and Desist order of Building Inspector Thomas St. Pierre dated AuGust
1, 2012 (a copy of which is attached hereto as Exhibi�t "A").
A. NATURE OF THE APPEAL
This is an appeal of Mr. St. Pierre's cease and desist order only as applied to the operations of
Northeast Behavioral Health Corporation ("NBH"). Mr. St. Pierre's decision should be
overturned because the use and operation of the space leased by Northeast Behavioral Health
Corporation, a non-profit educational corporation organized Linder the laws of the
Commonwealth of Massachusetts, are exempt from zoning under the provisions of GL c. 40A
§3, and because the cease and desist order as applied to the use and operation of the property at
41 Mason Street by NBH is ill excess of the legal authority of the Building inspector.
B. BACKGROUND
The property in question is a commercial building with multiple tC nants, one ot'Which,
NI3H, is a non profit charitable and educational corporation within the meaning of Section 501(c)
(3) of the Internal Revenue Code of 19S6, and recognized as such by the Comnionwealth of
Massachusetts (See exhibits "B" and "C", attached hereto).
GL c. 40A §3 provides, in pertinent part, that "No zoning ordinance or by-law shall
regulate or restrict the use of land or structures for... educational purposes on land owned or
leased... by a nonprofit educational corporation; provided, however, that such land or structures
City of Salem Zoning Board of Appeals
August 28, 2012
Page 2
may be subject to reasonable regulations conceming the bulk and height of structures and
determining yard sizes, lot area, setbacks, open space, parking and building requirements."
C. DISCUSSION
Mr. St. Pierre's Cease and Desist order relates to a provision in a variance granted to the
owner of the property at 41 Mason Street. Subsequent to the issuance of the variance, a portion
of the property was occupied by NBH and used by NBH fnr its educatin-na! purpcscs.
The authority of the City of Salem to regulate or restrict the use of land or structures for
educational purposes on land leased by a nonprofit educational corporation is limited to
"reasonable regulations concerning the bulk and height of structures and determining yard sizes,
lot area, setbacks, open space, parking and building requirements". This limitation of authority is
expressly recognized and codified in Section 6.5 of the Salem.Ordinance which provides, in
pertinent part, that "No portion of this Ordinance shall be interpreted to regulate or restrict the
use of land or structures for ... educational purposes on land owned or leased by ... a nonprofit
educational corporation; provided, however, that such land or structures must comply with all
requirements of the Zoning Ordinance concerning the bulk and height of structures, yard size, lot
area, setbacks, open space, parking and building coverage requirements of the zoning district in
which it is located."
Inasmuch as the Cease a*nd Desist order relates to hours of operation, it is not within the
limited scope of requirements applicable to nonprofit educational uses, and is beyond the
authority of the Building Inspector under the Zoning Ordinance and under the provisions of GL
c. 40A.
D. REQUESTED RELIEF
For the reasons set forth above, NBH respectfully requests that you overturn Mr. St.
Pierre's cease and desist order as applies to NBH.
Respectfully,
Northeast Behavioral Health Corporation
Bylits Attorneys,
/Marshalli. Handly
HANDLY & COX, P.C.
MJH:bsr.wp
QTY OF SALEM� MASSAO-fUSETTS
BULDING J)EpA'R-17,ENr
120 NVASaNGTON Sn,EET,3�FLc>OR
TEL. (978)745-9595
KIMBERLEYDRISCOLI_ FAX(978)-740-9846
MAYOR
DiREcr THOMM ST.PIERRE
OR OF PUBL'CPROPERTY/BUILDING COJvwSSIOIqEp'
August 1, 2012
134ng-Realty Trust..
Alt. Stephen Haley-Truste,e
43 Mason Street
Salem Ma. 0 1970
R.E'Zoning Decision-41 Mason Street
Deal,Mr. Haley, This Department has received c0rnPlaints and has been copied th
Ma'son Street heard back on March 19,2003 In this petition, e zoning decision for 41
rear of 41 relief Was granted to construct an addition to the
Mason Street- Several Standard cO'oditiOns were recorded as well as conditions#8,#9,#10 and#11.
Condition#11 stated that the hours of operation shall be between 7:00 A.M. and 6-00 P.M. This conditic
subject of the complaint. specifically the dance studio and the H.E,S'group Th ' n is the
cease Ind d�sist Operations between the hours of 6:00 P.M and 7:00 A.M. ercfore You are directed to
if You feel You are agg,ieved by MY interpretation this orde
Appeals. r,your appeal is to the Salem Zoning Board of
Thomas St.Pierre
cc- Alt R obin Stein, Ali. Mark Nestor
FEDERAL IDENTIFICATION
NO. 04-2777145
Zbe Cominanweeab of 3RLjff,%acbtjffp
Famincr William Francis Galvin
Secretary of the Commonwealth
OneAsliburron Place,Boston,Massachusetts 02108-1512
Oq
RESTATED ARTICLES OF ORGANIZATION
(General Laws,
_�E
ChaPte:* 180, Section 7j
Approved we Kevin Norton
*President T*XI*X&u
and William Donaldson
,Cjerk
of Northeast Behavioral Health Corporation
(�acl nalne Of Corporation)
located at 131 Rantoul Street, Beverly, MA 01915
(Streel add.ress Of corl)urwiun in Al"ssacbusetts)
do her I elly certify that [Ile following Restatement Of(Ile Articles of Organization was cluly adopted at a meeting
held on April 9 20 12 by a vote of: 1
niembcr4
directors,or
shareholders-,
Being at least two-thirds of tile members or directors legally qualified to vote in meetings of[lie corpora.
lion where there is no amendment to the Articles Of Organization;OR
Being at least two-thirds of its members legally qualified to vote in meetings of tile corporation where
there is an amendment to theArlicles of organization;OR
E]Being at least two-thirds of its directors where there are no members Pursuant to General Uws,Chapter
180,Section 3 and there is an amendment to the Articles of Organization;OR
in tile case of a Corporation having capital stock,by tile boldcrs of at Ic as, two-thirds Of[Ile Capital stock
c having the right 10 Vote thcrcin where there is an amendment to the Articles of Organization.
P
M 0
R.A.
EXHIBIT
:1)elelv pipe Inal'I'licable U.'at
.0'eck only on"bae 11,41 applies.
Note'lf The 51b4ceJuvvided under any article a,lie,,,an tbfsfi i
P.C. of sePOrale 8 1/2 x I I sheets OfP"Per will,a lep Grp" I addlllon5 soon be sefjo"b on one side only
a single 5beel as long a,eacb article"gul"Ilz es,..arg'"of at least I i'llb.Additio,,s to more Jb..one article may be made on
ch addition is clearly indicated
9 /Z9 //9 Q__ I...I*..
ARTICLE I
Tile name Of the corporation is:
Northeast Behavioral Health Corporation
ARTICLE 11
The Purpose of the corporation is to engage in tile following activities:
Please see attached rider.
ARTICLE III
A corporation may have one or more classes or member,. If it does,the designation of such cllsscs, he manner Of election or
appointments, the duration of membership and(lie qualification and rights,including voting rights,of I he members of each
class,may be set forth in the by-13ws or the corporation or may be set forth bclow:
Please see attached rider.
ARTICLE IV
'*Other lawful provisions,if an),,for the conduct and regulation of the business and
voluntary dissolution,Of for limiting, defining, affairs Of[lie corporation,for its
or of an),class of members, are as follows: Or regulating the powers of the corporation,Or Of its directors Or members,
Please see attached rider.
"Vibervare noPnovisfuns,sium-ivn,-.
Note-Tbeprece,ripigro,,,(4) Hicre,4,e0,,5deedf0 b,,Pe�raneoit andnigiy ONlybe cbani,d bYJ7""g 4PPr0PY-ieAr1Jj,,
Galvin
Cal t�
Zbe (coin M0111veal Lb of Ma-5-5aclitmett5
WiMliarn Francis Galvin
ty th �o mon""Ith
Secretary of the Commonwealth
One Ashburton Place, Boston, Missachusetts 02108-1512
a te rti c f
F Rider to Rest ted Artic1'esmof Organization of
Northeast B:havioral Health Corporation
ARTICLE 11
The Purpose of the corporation is to engage in the following activities:
The Corporation is organized and shall be operated exclusively for charitable and
educational purposes within the meaning of Section 501(C*)(3) Of the Internal Revenue
Code of 1986, as amended, and in this connection to own, manage and operate outpatient
and residential facilities for the general Provision of healthcare, disease management and
the treatment of behavioral, mental health, substance abuse and related disorders or
conditions;provide support services including but not limited to shelters and other
residential and school based programs for men, women,youths, children and families
affected by mental, behavioral or other health conditions; engage in or support
counseling, outreach, individual and community education and research concerning
health and disease management mental or behavioral health and related disorders;
treatment of those afflicted wit
provide financial and other sup ort to facilities and organizations engaged in the
h behavioral,and mental health related disorders or other
health conditions; engage in research, education or community activities intended to
support those so afflicted or their families and engage in the performance of
development, community relations and volunteer activities, the sponsorship a d
development of programs and activities which are charitable, scientific or edunational in
nature and which address the physical or mental health needs of the community at large,
and all activities directly or indirectly related to the foregoing.
In furtherance of the foregoing Purposes, and subject to the Bylaws as the same may be
amended from time 10 time,the Corporation shall have the following powers:
(a) to purchase, receive,take by grant,gift, devise bequest or other-wise, lease, or
otherwise acquire,own,hold, improve, emplo�, use and otherwise deal in and
with,real or personal property, or any interest therein, wherever situated;
(b) 10 sell, convey, build, own, lease, exchange, transfer or otherwise dispose of, or
Mortgage,pledge, encumber or create a security interest in, all or any of its
Properly, or any interest therein, wherever situated;
(c) to purchase, take,receive, subscribe for, or otherwise acquire, own, hold vote
employ,dispose of, mortgage pledge, use and otherwise deal in and with, bonds
and other obligations,shares, or other securities or interests issued by others,
Rider to Restated Articles of CrganiWion of
Northeast Behavioral Health Corporation
whether engaged in similar or different business, gOvCnimental, or other
activities;
(d) to make.contracts,give guarantees and incur liabilities, borrow money at such
rates of interest as the Corporation may determine; issue its notes, bonds and
other obligations, and secure any of its obligations by mortgage I pledge or
encumbrance of, or security interest in, all or-ar'y Of its Properly or any interest
therein, wherever situated;
(e) to lend money, invest and reinvest its funds' and take and hold real and personal
property as security for the repayment of funds so loaned or invested;
to make donations or contributions only for religious, charitable, scientific,
literary or educational Purposes; and
(9) to have and exercise all powers necessary or convenient to effect any or all of the
Purposes for which the Corporation is formed; i2rovided, howeve , that no such
power shall be exercised in a manner inconsistent with Massachusetts General
Laws, Chapter 180, or the General Laws of the Commonwealth, or Section
501(c)(3) of the Internal Revenue Code as now in force or as hereafter amended.
ARTICLE III
A corporation may have one or more classes of members. If it does, the designation of such
classes, the manner of election or appointments,the duration of membership and the
qualification and rights including voting rights, Of the members of each class, may be set forth in
the by-laws of the corporation or may be set forth below:
The sole member Of the Corporation shall be Northeast Health System, Inc. (the"Sole
Member"). The Sole Member shall have the right to exercise all powers conferred on
members of non-profit corporations under Massachusetts General Laws Chapter 180,
including, without limitation,powers with respect to the following: (a) amendment of
these Restated Articles of Organization; (b)the sale,lease, exchange or other disposition
of all or substantially all of the Corporation's properly and assets; (c) the merger or
consolidation of the Corporation with another corporation; (d)approval of the
Corporation's actions as the sole corporate member Of its affiliates; and (e) such other
powers as set forth in the Bylaws of the Corporation. The manner of election or
appointment, the duration of membership and the qualification and other rights of the
Sole Member shall be set forlh in the Bylaws of the Corporation.
2
Rider to Restated Articles of Organization of
Northeast Behavioral Health Corporation
ARTICLE IV
Other lawful Provisions, if any, for the conduct and regulation Of the business and affairs of the
corporation, for its voluntary dissolution, or for limiting, defining, or regulating the powers of the
corporation, or of its directors or members, OF of any class of members, are as follows:
70trherr'
corporz
co po a
4.1 The Corporation shall have in furtherance Of its=Toraw purposes ail of the
powers specified in Section 6 of Chapter 180 and in Sections 9 and 9A of Chapter
156B of the Massachusetts General Laws(except those Provided in paragraph (m)
of said Section 9) as now in force or as hereafler amended, and may carry on any
operation Or activity referred to in Article 2 to the same extent as might an
individual, either alone or in ajoint venture or other arrangement with others, or
through a wholly or partly owned or controlled corporation; provided, however,
that no such Power shall be exercised in a manner inconsistent with said Chapter
180 or any other chapter of the Massachusetts General Laws or inconsistent with
the exemption from federal income tax to which the Corporation shall be entitled
under Section 501(c)(3) of the Internal Revenue Code.
4.2 The Trustees may make, amend or repeal the Bylaws in whole or in part subjec o
the approval of the Sole Member and the Sole Member may make, amend or t I
repeal the Bylaws in whole or in part on its own initiative.
4.3 Meetings of the Sole Member and meetings of the Trustees (and meetings of any
committees elected or appointed by the Trustees)may be held anywhere in the
United States.
4.4 The Corporation shall, to the extent legally permissible and in accordance with
the Bylaws as the same may be amended from '
and officers of the Corpor time to time,protect the Trustees
alion and members Of Committees established by the
Board of Trustees of the Corporation against Personal liability for any debt,
liability,or obligation of the Corporation.
4.5 The Corporation shall,to the extent legally Permissible and in accordance with
the Bylaws as the same may be amended from time 10 time, indemnify the Sole
Member as well as each person who is serving or who has served at any time(i)
as a Trustee or Officer of the Corporation or of'any Of its affiliates, (ii)as a
member of a committee established by the Board of Trustees of the Corporation
or of an),of its affiliates, (iii)as an employee of the Corporation, or(iv)at The
Corporation's request as a member, trustee Or officer of another organization or in
a capacity with respect to any employee benefit plan of the Corporation.
4.6 (a) No person shall be disqualified from holding any office by reason of any
interest. In the absence of fraud, any Trustee,officer or member of this
Corporation, or any concern in which any such Trustee, officer, or member has
any interest,may be a party to,or may be Pecuniarily or otherwise interested in,
3
Rider to Restated Articles Of Organization of
Northeast Behavioral Heallh Corporation
any contract,act or other transaction (collectively called a "transaction") of this
Corporation, and
such transaction shall not be in any way invalidated or otherwise affected
by that fact; and
(2) no such Trustee, officer, MeMicl 07 Concern Shall be liable to account to
this Corporation for any profit'or benefit realized through any such
transaction;
Provided, however, that such transaction either was fair at the time it x vas entered
into or is authorized or ratified either(i)by a majority of the Trustees who are not
so interested and to whom the nature of such interest has been disclosed; or(ii) by
vote of the Sole Member at any meeting of the Sole Member or meeting of the
Trustees the notice of which, or an accompanying statement, summarizes the
nature of the transaction and such interest, No interested Trustee of this
Corporation May vote or may be counted in determining the existence of a
quorum at any meeting at which such transaction shall be authorized,but may, at
the request of the Board of Trustees of the Corporation�Parlicipate in discussion
thereof.
(b) For purposes of this Section 4.6, the term "interest"shall include personal
interest, interest of a family member, and interest as a trustee, director,
officer,stockholder, shareholder, overseer, member or beneficiary of any
concern; and the term "Concern"shall mean any Corporation association,
trust,partnership, firm,person or other entity other than this'Corporation.
(c) No transaction shall be voided by reason of any provisions of this Section
4.6 which would be valid but for such provisions.
4.7 No pail of the assets or net earnings of the Corporation shall inure to the benefit
Of any member, officer or Trustee of the Corporation or any individual; no
substantial Part of the activities of the Corporation shall be the carryin on of
propaganda, or otherwise attempting, to influence legislation except togthe extent
permitted by Section 501(h)of the Internal Revenue Code; and the Corporation
shall not participate in,or intervene in (including the Publishing or distributing of
statements), any Political campaign on behalf of(or in Opposition to) any
candidate for public office. It is intended that the Corporation shall be entitled to
exemption from federal income tax under Section 501(c)(3) of the Internal
Revenue Code and shall not be a private foundation under Section 509(a)of the
Internal Revenue Code.
4.8 If and so long as the Corporation is a private foundation (as that term i s defined in
Section 509 of the Internal Revenue Code), then notwithstanding any other
provisions of the Articles of Organization or the Bylaws of the Corporation, the
following provisions shall apply:
4
Rider to Restated Articles oforganizalion of
Northeast Behavioral Health Corporation
(a) the income of the Corporation for each Mable year shall be distributed at
such time and in such manner as not to subject the Corporation to the tax
on undistributed income imposed by Section 4942 of the Intemal Revenue
Code,and
N the Corporation shall not enoage 'dualing (as defined in
'� 0. ... ... ac* Of sell
Section 494 1(d)of the Intemal Revenue Code), nor retain any excess
business holdings(as defined in Section 4943(c)of the Intemal Revenue
Code), nor make any investments in such manner as to subject the
Corporation to tax under Section 4944 of the Internal Revenue Code,nor
make any taxable expenditures (as defined in Section 4945(d)of the
Intemal Revenue Code).
4.9 Upon the liquidation or dissolution of the Corporation, after payment of all of the
liabilities of the Corporation or due provision therefor,all of the assets of the
Corporation shall be disposed of to Lahey Health System, Inc. or Northeast
Health System, Inc., both of which are Massachusetts non-profit corporations, so
long as either entity is then exempt from federal income tax under Section
501(c)(3)of the Intennal Revenue Code, or if either entity is not then so exempt,
to one or more organizations exempt from federal income tax under Section
501(c)(3)of the Intemal Revenue Code.
4.10 The Corpo ration shall not discriminate in administering its policies and programs
or in the employment of its personnel on the basis of race,color, religion, national
or ethnic origin,sex, handicap or otherwise.
4.11 All references herein: (i)to the Intemal Revenue Code shall be deemed to refer to
the Intemal Revenue Code of 1986, as now in force or hereafter amended; (ii)to
the General Laws of The Commonwealth of Massachusetts,or any chapter
thereof,shall be deemed to refer to said General Laws or chapter as now in force
or hereafter amended; and (iii)to particular sections of the Intemal Revenue Code
or said General Laws shall be deemed to refer to similar or successor provisions
hereafter adopted.
5
ARTICLE V
The effective date Of the Restated Articles of Organization Of the Corporation shall be the date approved and filed by the sec.
7retary of the Commonwealth.11`2 later effective date is desired.specify such
after the dale orfiling. date which shall not be more than thirty days
May 1,2012
The infor ARTICLE VI
imation contained in Article VI is not a permanent part If the Articles Of Organization.
a.'rhe strect address I OSE Office boxes are not 3ccept-b!`of ilic principal OHlCc of tile corporation 401,ifassacbrisetry is:
p
131 Rantoul Street. Beverly, MA 01915
b.The nam c, residential address and post Office address of each director and officcr orthe corporation is as follows:
NAME RESIDENTIAL ADDRESS POST OFFICE ADDRESS
llrcsidcni: Please see attached rider.
Treasurer:
Clerk:
Directors: Please see attached rider.
(or officers
having the
powers of
directors)
c.The fiscal Year of the corporation shall end on(he last day of the month of. June
d.The name and business add rcss or the resident agent.if any,Or tile corporation is:
NIA
—We further certify that the foregoing Restated Articles of Organization affect'to amendments to tile Articles Of
Organization Of the corporation as heretofore amended,except a.mienchimeras to the following articles.Firlefly
describe antenchments below:
Articles II, III & IV have been amended and restated in their entirety
to read as set forth in the attached rider.
SIGNED UN13ER 71 JE PENALTI .
ESOPPERJURY/174is 01/ day of April 20 12
Kevin Norton,-presk1cm/.%ZXXMXXM.
�1 ,'Clerk/1AXX%XAUK;6?k.
the I.../pUr"We a�ad.,, "If ibun-are"e)u,c);ameyartnews,stale
Rider to Restated Articles Of Organization of
Northeast Behavioral Health Corporation
ARTICLE VI
b. The officers of the corporation are:
Name Position Address
Vincent Martelli Chair 135 Ruby Avenue, Marblehead, MA 01945
1 Kevin Norton President 46 Monmouth S r
Denis Conroy ect, Boston, MA 01-11-2�8'
Treasurer 96 Woodlawn Avenue, Wellesley, MA 02481
Joseph Porcello Assistant Treasurer 85 Herrick St eet, everly, MA 01915
William Donaldson
Clerk Ucuge K0aQ, Uloucester, MA 01930
Marye 11 1i �: 3 i
11 S 111:1 1 le EIUMCK Street, Beverly, MAO]915
b. The directors of the corporation are:
Name Adurcss
Kate Barrand 25 1 110reau Circle, Beverly, MAO 1915
Gregory Bazylewicz, M.D. 9 Sky I op Drive, Manchester, MA 0 1944
er' MA 0 1944
019 1 5
0 19
Jeff Bistrong 21 � UlbLCF V,0a(j, Manchester, MA 01944
George Burke i Itay Street, fieverly, MA 0 1915
Steven Defossez, M.D. (ex-officio) 85 Herrick Street, Beverly, MA 01915
David DiChiara, D. 4 1 reetops Lane, Danvers, ?AA 0—1
C arles Favazzo 923
Charles F 936
uriong 044 Bay Road, Hamilton, fV A 0�I
I Gran 17 w�cdn 31-reei, Manchester, MA 01944
Joseph Haley 09- 11-1- bueet, Beverly, MA 01915
Kenneth Hanover(ex-officio) Q raine Avenue, Prides Crossing, 01965
Robert Irwin 54 Autumn Lane, Hamillon, MA 01982
Vincent Mallelli,Jr, 2 Sagamore Road, Ipswich, MA 01938
Paul McConnell J.) Ruby Avenue, Marblehead, MA 01945
8Clipper ay, arblehead, MAO]944
Marc Meiche 43 Paine Avenue, Prides Crossing, MA 0 1965
Kurt Melden 42 Masconomo Street, Manchester,MA 01944
Paul Muniz I
Hugh O'Flynn, M.D. 1930
16 Longmeadow Drive, Ipswich, A01938
Augustine O'Keeffe, M.D. I richester, MA 01944
Nancy Palmer 9'Jutionwood Lane Danvers, MA 0 1923
Jagruti Patel,M.D. I � �rapevine Road, Wenharn, MA 01984
0 Crt Rives 39 lorest Street, Manchester, MA 01944
eaton Roberison 34
c ael Ruane 31 82
c ael Shea I --- -dY, MOCKPOrt,MA 01966 01984
David St. Laurent 01 Y 11 gillia Flace. wenharn, MA 0 1982
6
'niE COMMONWEALTH OF MASSACHUSETrS
RESTATED ARTICLES OF ORGANIZATION
(General Laws, Chapter 180, Section 7)
I hereby npprove the wit in Restated Articles of Organization and,
llic filing fee in the arnount of$ 3,'�T—� having l5ce"aid,said
articleyaredcredtohavebe fildwithmetij;,
I --Z�-Y
20
Fffective Date., Z'
A�o
4
WILLL"l FRANCIS GALVIN
Sec,var),of fl,e conmiotlivealili
c-,r-1
z :,nl
TO BE FrLLED IN By CORPORATION
Contact information:
Patrick Healy, Esq.
McDermott, Will & Emery LLP
28 State Street, Boston, MA 02109
Telephone: 617-535-3837
Ernail: phealy@mwe.com
A copy this filing will be available(in-line a[w—y-sinEc rna.us/.scc/cor once
the document is filed.
r1e U I ommonwealth of Massachusetts William Francis Galvin - Public Browse and Search Page I of 3
The COMmonwealth Of Massachusetts
William Francis Galvin
Secretary of the Commonwealth,
Corporations Division
One Ashburton Place, I 7th floor
0.11 Boston, MA 02108-1512
Telephone: (617) 727-9640
NORTHEAST BE I HAVIORAL HEALTH CORPORA-� �')N Summary Screen
Help wit
�Request a�Certlfjca�tel
T The exaci name of the Nonprofit Corporation: NORTHEAST BEHAVIORAL HEALTH CORPORA7
he exa cl n a me of the Nonprofit Cc
Thl am w s g f HE
The name was changed from: HEALTH S-, EDI JCATION SERVICES, INC. on 3/28/2011
F-1 -
Merged with NUVA, INC. on 7/1/1995
Merged with GREATER CAPE ANN HURIAN SERVICES INC. on 7/1/1995
Merged with PROJECT RAP, INC. on 7/1/1995
Merged with RESIDENTIAL ED JCATIONAL SERVICES NC on 7/1/1997
Merged with CFD OF BEVERLY, INC on LQC12�003
Entity Type: Nonprofit Corporation
Identification Number: 042777145
Old Federal Employer Identification Number(Old FEIN): 000107192
Date of Organization in Massachusetts: 09/29/1982
Current Fiscal Month I Day: 06/30 Previous Fiscal Month I D�
The location of its principal office in Massachusetts:
No. and Street: 131 RANTOUL STREET
City or Town:
�Y =te-' MA Zip: 01915 Country: USA
If the business entity is organized wholly to do business outside Massachusetts, the location of that off
No. and Street:
City or Town: State: Zip: Country:
The name and address of the Resident Agent:
Name:
No. and Street:
ty or Town: State: Zip: Country:
The officers and all of the directors of the corporation:
FEXHIBIT�
ht'p://Corp-Sec.state.ma.us/corp/corpsearcli/CorpSearchSumjiiary.asp?RcadFromDB=True... 8/28/2012
The Commonwealth ofMassachusetts William Francis Galvin -Public Browse and Search Page2 (,!'3
Title individual Name Address (no PO Box)
First,Middle.Last,Suffix
PRESIDENT KEVIN NORTON Address,City or Town,State.Zip Code C
46 MONMOUTH ST.
BOSTON,MA 02128 USA
TREASURER DENIS CONROY
96 WOODLAWN AVE.
WELLESLEY,MA 02481 USA
CLERK WILLIAM DONALDSON
54 LEDGE ROAD
GLOUCESTER,MA 01930 USA
DIRECTOR K TE�BARRANC 25 THOREAU CIR.
BEVERLY,MA 01915 USA
DIRECTOR GREGORY BAZYLEWICZ M.D,
9 SKY TOP DR.
MANCHESTER.MA 01944 USA
DIRECT R JEFF BISTRONG
21 FORSTER RD.
MANCHESTER,MA 01944 USA
DIRECTOR GEORGE BURKE
7 RAY ST.
BEVERLY,MAI
DIRECTOR SEE D�
OCUMENTFOR
ADDITIONAL NAMES SAME
SAME,MA OOOOC)USA i
— Consent — Manufacturer — Confidential Data — Does Not Require Annu-1 Rel
— Partnership _ Resident Agent — For Profit — MergerAllowed
Select a type Of filing from below to view this business entity filings:
ALL FILINGS
Annual Report
Application For Revival
Articles of Amendment
Articles of Consolidation Foreign and Domestic
---771� ---
1w Filings New Search
Corm Its
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The Commonwealtli of Massachusetts William Francis Gal vin - Public Browse and Search Pa-c
Q 2001-2012 Commonwealth of Massachusetts
All Rights ReseNed
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CTTY OF SALEM, MASSACHUSETTS
BOARD OF APPEAL
-%I,MASSACHUSETTS 01970
120 WASHINGTON STREE I SALI
TF�j,,F�:978-619-5685 FAx:978-740-0404
KwBERLEYDRtscoLL
MAYOR
November 20, 2012
?Zj=
Decision
M
City of Salem Zoning Board of Appeals
>
L�
Ln _j
Petition of NORTHEAST BEHAVIORAL HEALTH CORP. appealing a Cease and Desist
order of the Building Inspector for the property located at 41 MASON STREET
A public hearing on the above Petition was opened on November 7, 2012 pursuant to Mass General
Law Ch. 40A, � 11. The hearing was closed on November 7, 2012 with the following Zoning Board
of Appeals members present: Rebecca Curran (Chair),Annie Harris, Michael Duffy,Jamie Metsch,
Richard Dionne, and Jimmy Tsitsinos (alternate).
Petitioner seeks an administrative appeal of a Cease and Desist order of the Building Commissioner.
Statements of fact:
I. On March 19, 2003, the Zoning Board of Appeals issued a Variance for the property located
at 41 Mason Street, in the Industrial Zoning District, granting dimensional relief to allow for
an addition onto the existing building on that property. The Variance restricted hours of
operation of the businesses on the premises to 7:00 a.m. to 6:00 p.m.
2. In a letter dated August 1, 2012, Building Commissioner Thomas St. Pierre ordered two
businesses operating at 41 Mason Street, a dance studio and HES Group, to cease operation
between the hours of 6:00 p.m. and 7:00 a.m.
3. In a petition date-stamped September 21, 2012,petitioner appealed the Cease and Desist
order dated August 1, 2012m
4. Attorney Marshall J. Handly represented the petitioner at the hearing.
5. At the hearing and in the petition,Attorney Handly stated that the decision should be
overturned because the use and operation of the*space leased by Northeast Behavioral
Health Corporation ("NHB") were exempt from zoning under the provisions of M.G.L.
Chapter 40A �3, since NHB is a non-profit educational corporation. Section 3 provides, in
relevant part, that"No zoning ordinance or by-law shall ... prohibit, regulate or restrict the
use of land or structures for religious purposes or ... or by a nonprofit educational
corporation;provided, however, that such land or structures may be subject to reasonable
regulations concerning the bulk and height of structures and determining yard sizes, lot area,
setbacks, open space, parking and building coverage requirements."
6. At the hearing,Attorney Handly stated that the hours of operation were critical to NHB's
educational mission.
7. At the hearing, several residents spoke in support of upholding the Cease and Desist order,
citing disruptions to the neighborhood from noise, police calls, traffic,lack of parking, and
trash. The Board also received copies of police reports and two letters from residents
supporting upholding the order. No resident spoke against upholding the order.
The Board of Appeals, after careful consideration of the evidence presented at the public hearing,
and after thorough review of the petition submitted, makes the following findings:
1. A condition placed on a variance from dimensional requirements restricted the hours of
operation of all tenants in the building. This condition allowed for the expansion of the structure
and without this condition, the building may not have been enlarged. The hour restrictions were
a safeguard on dimensional control.
2. The Board does not make a finding as to whether Northeast Behavioral Health is an
educational use entitled to protection under M.G.L. Chapter 40A §3.
3. The 2003 Variance's limitations were included to serve a municipal goal. Further, there is
ample evidence that this condition limiting hours of operation is necessary and such supporting
evidence is on record, e.g. police reports presented to the Board-and the testimony of neighbors.
On the basis of the above findings of fact and all evidence presented at the public hearing including,
but not litnited to, the Plans, Documents and testimony, the Zoning Board of Appeals voted five (5)
in favor (Curran, Harris, Dionne, Duffy and Metsch) and none (0) opposed, to uphold the Cease
and Desist order issued by the Building Commissioner restricting the hours of operation of
Northeast Behavioral Health Corp. at 41 Mason Street.
Rebecca Curran, Chair
Salem Board of Appeals
A COPY OF THIS DECISION HAS BEEN FILED WITH THE PLANNING BOARD AND
THE CITY CLERK
Appeal from this decision,if any, shall be made pursuant to Section 17 of the Massachusetts General
Laws Chapter 40A, and shall be filed within 20 days of filing of this decision in the office of the City
Clerk. Pursuant to the Massachusetts General Laws Chapter 40A, Section 11, the Variance or Special
2
Permit granted herein shall not take effect until a copy of the decision bearing the certificate of the
City Clerk has been filed with the Essex South Registry of Deeds.
ZONING BOARD OFAPPEALS
PETITION FORM
CITY
' I I's
MASSAci lusl�,
WNING
OF A1111r.,iii-S
120 WASf I ING
IUNSIRI:.I�-j
019-Il tit, SEP 2 1 A It: 3b
--J
AM 4
St Pierre, Direcror of'hislit-clioT,dfjk�rolcus FILE #ILE
t. 978 619-3641/f. 978-740-9846 -'W
DA Ilidle \Ic Knigh t St,ly III,,,
ncr
1. 978-619 5685/f. 978 1
TO THE BOARD OF APPE,ki,S: -740-0404
Undersil;1ned rep resell t that he/.she is/are I he owners of a certain parce I or I it 0(1 located ill:
Address:
Zoning District:
I" OPPlication is being submitted to the Board Of Appeal for the following reason(s): This statement ,otst
describe ithat,VOU Propose to buihl, the diniettsio,is, the Zone pr I ol,erl)'is ill, and the zonol '' Lu
'('tell Of 3 Solent Lane. tit the R-2 Zoilhig
olit Proposing to Construct a /0 V 10'one siot),additioll to ill, home 10( g "'Nuirentents E unple:
DiStrict. The Zoning Onlinance requires the n1bliollint depth(�the rear Vord to be 30feet. The current depth ofoll
rearYord is 32jeet:the pioposed adifitiolt Would reduce the depth of the'l earYord to 22feet.
/ 5 /9� e'-'Yx
9>-�o �Q-S 7�
L:�
ow- P,�D-f-
C042 — e
7—
>
Q ory
For this reasa,ri I am reqLICSting:
( ) Variance(s) from provisions of Section or the Lining Ord-inance,specifically from
What is allowed is (i.e. otilliollun depth of rear-Yard).
am proposing is (ft?.vqft? vtories? i7b?). and what I
0?sqft?stol-jes?
A Special Permit tinder Section—of the Zoning Ordinance in order to)
(06PPeal of the Decision of the Building Inspector(described below):
cn —Z2a2-CO
File Current Use of Ill I e property is: `\rC tile I0(dillen.Sion.S inelil(le(i on tile plan,?
(emotiole. Two Fomido Holne).11)DIJ (yMi n/a becau.Ne !�i
Yes
I'lle Undersigned hereby petitijills tile I3()ar,I(It'tippeal
I s it) %ill v (he terms(if file salem il7ance al,o
tile plojec( it) becoll.stlucted zl� per file plans'stihillitted' as tile,
practical (liltictllty(11,,1111lece, entiorcement fsaltl X(illioc l3y_f.,Iws �,()Ljlj
.silly 11:11-d'ship to life uIlders""ll"(1 allot relief May lie ,rinrc(l willi(ILa sLIh jillrial Y
(Icto"ating hom the infelit Ind pulpo�e of [lie Aillill", 01difialice, s I
ZONING BOARD OF APPEALS
The follovoilig written statement has been submitted Void] this application: PETITION FORM
For all Variance requests a written statenlent of Haidship denionsura(ino tile f0flooving must lie attached:
a) Special conditions and circumstances thin especially affect(11
generally not affecting other jands, e l"na, building.or structme involved,
bUildifigs,andl StruClor S in file same district;
[lie provisions of the Or(linance %vould juvol%red
11) Literal enforcement 1), e
applicant:and substantial hardship to tilt!
c) Desirable reliermay be granted Without substantial detrinlent t
substantially derogating from the intent of the district or the pot 0 the public lu)od,and %Vitll01lt nullifying or
rpose of the ordinance.
For all Special Permit requests a statement of Grounds "lust be attached. An application for a special Permit,for
a nonconforming use or structure shall include a state nent demonstrating how(he proposed change shall no( be
substantially more detrimental than the existing none( nforming use to the neighborhood in accordance with Art. V,
§ 5-3. Stich a statement should include reference to th:e following criteria:
a) Social,ecollonlic, o-r Community needs served by file proposal-,
lit Traffic finov,and safety, including parking and loading;
0 Adequacy of utilities and other public services;
oil Impacts on the natural environment, including drainage;
0 Neighborhood character: and
0 Potential r1scal impact, including impact on City tax base and employment.
Previous applications tO the Board of Appeals involving this property have been submitted with this petition
form. The Builelijig Coololissioner C(111 provide doctimentathot ofprevioils(1pplicoliolls to the petitioner or his
representative.
If differentfrom petitioner.-
Petitioner: PropertyOwner: 46r�r 27?
Address: 1,31 A21�y-,zitj S51 e;,Z A Addre-
elephone:-.. '37 (76 2 IV
Telephone:
Signature
Signature(Attached Wnsent letter is also acceptable)
Date
A TRUE If differentfrom pet I ifioner,-
ATTEST Representative: W
A/,
Address:
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re phone:
Oate
DATE S U B N1 ITTED TO
BOARD OFAPPEALS:
CITY CLERK --;�5�2 �-�>
this ofiqiwd appli(atioll olavt befiled it ith the ('jtj (7"14.
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October 15, 2012
Attention: Rebecca Curran
Chair/Board of Appeals
120 Washington St
Salem, M.A. 01970
Re: 41 Mason St Board of Appeals Petition.
To Whom It May Concern:
On behalf of my tenants, and as a property owner o95 Mason St., a direct abuttor to the
property. I am not in favor of the proposal at 41 Mason St.
I'm sorry I could not attend the meeting I had a prior commitment. I strongly disagree
with the proposal due to the fact that the restrictions where agreed to back when Mr.
Healey was granted die waver to allow the building extension. I was,there I remember
the neighbors agreed to the expansion only if the restrictions were in place.
My tenants have complained of noise day and night coming from this property, Mainly
the 24 hour Northeast Behavioral Center. It's not fair and it's not right to allow this to
continue.
Thank-You
Sincerely,
Eric Easley
35 Mason St
Salem, Ma. 01970
CITY OF SALEM, MASSACHUSETTS
BOARD OF APPEAL
�vil WE- j
1f!7
Tv�u�:978-619-5685 FAX:978-740-0404
Kimmi'lu.1A Ditiscol.l.
MAYOR -
City of Salem
Zoning Board of Appeals
978-619-5685
Will hold a public hearing for all persons interested in the petition of NORTHEAST BEHAVIORAL
HEALTH CORP. appealing a cease and desist order of the Building Inspector for the property located at
41 MASON ST, Salem, MA.
Said hearing will be held on WEDNESDAY, OCTOBER 17, 2012'at 6:30 p.m., 3 d floor, 120
WASHINGTON STREET, ROOM 313.
Rebecca Curran
Chair
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