Park Avenue Thorpe Housing Development

“The organization purchases management services from nazareth housing, inc.,a related party. Management services include property management and supervision. These fees are chargeable at a rate based on 14% of projected annual gross income plus superintendent costs. Management services include property management and supervision. For fiscal year 2024 these fees were $101,760. The organization also uses midas property management corporation which provides property management and rent collection services. Property management fees with midas totaled $14,444 during fiscal year 2024. Refer to part vii for individuals who are compensated by the management company.”

“The board of directors shall have general power to control and manage the affairs and property of the corporation in accordance with the purposes and limitations set forth in the certificate of incorporation, as amended. The directors shall be elected for any number of three (3) year terms at the annual meeting of the board by a vote of the majority of the directors. The sole member was removed previously and no long has the right to elect/appoint members of the governing body.”

“The by laws may be amemded or repealed by the affirmative vote of the majority of the entire board at any meeting of hte board . The sole member was removed previoulsy. Governing decisions are no longer subject to sole member approval.”

“There are no committees with the authority to act on behalf of the governing body.”

“The form 990 is sent electronically to the board of the hdfc by the executive director for review prior to finalization and submission to the irs. The board discusses any questions, modifications, or changes from prior years. The board votes to approve the form 990 prior to filing with the irs.”

“Prior to a director's initial election to the board, or an officer or key employee's employment at the corporation, and thereafter on an annual basis, all directors, officers, and key employees shall disclose in writing to the secretary of the corporation: (i) any entity of which such person or a relative of such person is an officer, director, trustee, member, owner, or employee and with which the corporation has a relationship, (ii) any financial interest such person may have in any corporation, organization, partnership or other entity which provides professional or other goods or services to corporation for a fee or other compensation, and (iii) any position or other material relationship such director, officer, key employee, or relative of such person, may have with any not-for-profit corporation with which the corporation has a business relationship. A copy of each disclosure statement shall be kept in corporation's files and made available to any director, officer, or key employee upon request. Each director, officer, and key employee shall annually sign and submit to the secretary of the corporation a statement which affirms such person: (a) has received a copy of this policy, (b) has read and understands the policy, and (c) has agreed to comply with the policy. All transactions, agreements or any other arrangements between the corporation and a related party, and any other transactions which may involve a potential conflict of interest, shall be reviewed by the independent directors of the board. All related parties with a financial interest shall leave the room in which such deliberations are conducted. The independent directors of the board will then determine whether the contemplated related party transaction is fair, reasonable, and in the best interests of the corporation at the time of such determination. The corporation will not enter into any related party transaction unless it is determined to be fair, reasonable and in the best interest of the corporation at the time of such determination. The board shall, after considering alternate transactions and/or comparability data, determine in good faith by vote the independent directors of the board whether the transaction or arrangement is fair, reasonable, and in the best interest of the corporation at the time of such decision. The transaction shall be approved by not less than a majority vote of the independent directors or committee members present at the meeting. In conformity with the above criteria, the board shall make its decision as to whether to enter into the transaction or arrangement and shall document the meeting contemporaneously. All related parties with a financial interest must not be present for deliberations and voting on the transaction or arrangement in which he or she has a financial interest. However, related parties are not prohibited from providing information regarding the transaction to the board prior to the board's deliberations. Only independent directors of the board shall vote on related party transactions. No director or officer shall vote, act, or attempt to influence improperly the deliberations on any matter in which he or she has been determined by the board to have a financial interest. Any attempt to vote, act, or improperly influence deliberations by a related party on any matter with which such person has a financial interest may be grounds for removal from the board or termination from the corporation. A voting member of the board of directors or an officer who receives compensation directly or indirectly from the corporation for services or a director serving as a voting member of any committee whose jurisdiction includes compensation matters is precluded from voting or acting on matters pertaining to that director's or officer's compensation.”

“The organization makes its form 990 available for public inspection as required under section 6104 of the internal revenue code. The return is posted on guidestar.org and other similar types of websites. In addition, the financial statements, conflict of interest policy, articles of incorporation and by-laws are also available upon written request or by calling the organization directly.”