Kendal Northern Ohio

“The committees with authority to act on behalf of the board shall be appointed by the board of directors considered appropriate. Each committee is required to provide their minutes to the board of directors.”

“Effective january 1, 2016, kendal northern ohio on behalf of kendal community outreach of northern ohio, llc (doing business as senior independence) entered into a special membership agreement with ohio living, an ohio nonprofit corporation. In addition, kendal northern ohio and ohio living agreed to terminate the ipartner agreement dated september 17, 2009 between kendal northern ohio and senior independence, a subsidiary of ohio living. The purpose of the special membership agreement is to consolidate its existing home health care and private duty operations with ohio living ("post-acute care operations") so that kendal northern ohio can work together with ohio living to expand medicare and medicaid certified home health care services, home health care services paid for by commercial payers, and private duty/home care services provided to (i) the residents of kendal at oberlin, (ii) the general community residing in the ohio counties of huron and lorain and portions of western cuyahoga county in specific zip codes identified in the special membership agreement. Ohio living provides the management services under the special agreement.”

“The sole member of kendal northern ohio is kendal at oberlin, a 501(c)(3) public charity. The powers and authority of the sole member are co-extensive with those of the kendal corporation, a 501(c)(3) public charity.”

“The board of directors is appointed by kendal at oberlin.”

“The directors shall seek and must obtain the approval of kendal at oberlin and the kendal corporation with respect to the following: changes in corporate purposes, incurring of indebtedness, the corporations use of the kendal name, substance of resident contracts, the purchase, sale, lease, or disposition, a dissolution, merger, or acquisition of another entity, the selection of new members of the board of directors, and any amendments to the articles of incorporation or bylaws.”

“The form 990 is prepared by an independent accounting firm. The governance committee has instructed the chair of the board and the treasurer to complete a detailed review and approval of the form 990 prior to submitting to the full board of directors. After this detail review, a draft form 990 is distributed to kendal northern ohio's board of directors for review and comment prior to the completion of the final electronic filing of the form 990.”

“On an annual basis, the board of directors and key staff (management and supervisors) of the organization complete a conflict of interest statement. This information is summarized and reviewed by the board of directors for awareness. The board of directors determines if a potential conflict is an actual conflict. All known conflicts are evaluated again if they relate to a specific transaction that is being considered. If a conflict were to arise, the person who has the conflict would not be involved with the discussions or decision making process. The governance committee of the board of directors receives and reviews a summary of the completed conflict of interest disclosures. At each board meeting the board chair reminds everyone to consider any potential conflicts of interest and abstain from that particular decision making process if a conflict is present.”

“The chief executive officer's compensation is established by the board of directors. The board of directors utilizes independent salary surveys from the national industry association, the state industry association and a local salary survey. Additional information and support is also obtained from the kendal corporation. This information is reviewed with the chair of the board on an annual basis. This process was last completed in 2024. Compensation of other officers also utilizes independent salary surveys from national, state and local sources, in conjunction with the overall performance review of the employee. This information is reviewed with the chair of the board on an annual basis. This process was last completed in 2024.”

“Kendal northern ohio makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”

“Change in value of interest rate swap agreement 65,217.”