Barton Creek Senior Living Center Inc

“The bylaws of the organization provide for an executive committee, but at this time the committee is not active. If the committee does commence meetings, it will contemporaneously document meetings held and written actions undertaken during the year consistent with existing practices of the board of directors. The executive committee shall consist of the chair of the board, the vice chair of the board, the immediate past chair of the board, the chair of the governance and nominating committee and, as an ex-officio member, the president and chief executive officer. Except as limited herein, and except for responsibilities delegated to another committee, the executive committee shall possess and may exercise all of the powers of the board of directors in the oversight of the business and affairs of the corporation when the board of directors is not in session, except as herein provided. The executive committee shall not have the powers of the board of directors with respect to authorizing distributions; approving dissolution, merger, or the sale, pledge or transfer of all or substantially all of the corporation's assets; electing, appointing, or removing directors or filling vacancies on the board of directors or on any of its committees; or adopting, amending, repealing the articles of incorporation or the bylaws, or the appointment or removal of the president and chief executive officer. The primary purpose of the committee is to enable the board of directors to act where an assembly of a quorum of the board would be impracticable or impossible. The committee also shall serve as an advisor to the president and ceo, providing consultation, support and guidance on an informal basis as requested from time to time, and review and approve board meeting agendas.”

“Lifespace communities, inc. Is the sole member of barton creek senior living center, inc.”

“Lifespace communities, inc. Has the authority to elect the members of the governing body of barton creek senior living center, inc.”

“The board of directors of lifespace communities, inc. Has reserved powers over certain governance decisions.”

“Management performs a thorough review of the form 990. A copy of the form 990 will be distributed to the entire board of directors prior to filing. Members of the board of directors direct any questions or concerns to the chief financial officer to be resolved prior to filing.”

“Officers and members of the board of directors of barton creek senior living, inc. And all related organizations must conduct their personal affairs in such a manner as to avoid any possible conflicts of interest with duties and responsibilities as officers and members of the board of directors. All new board members and officers are required to complete a conflicts of interest statement. This is reviewed by the governance & nominating committee of the board of directors for approval. Officers and members of the board of directors annually are required to complete a conflicts of interest statement. These statements are reviewed by the governance and nominating committee to determine if any conflicts of interest exist prior to reappointment to the board and officer positions. Any directors having a conflict of interest shall not vote or use his or her personal influence on the matter, and shall not be counted in determining the quorum for the meeting. The minutes of the meeting shall reflect that a disclosure was made, the abstention from voting, and the quorum situation.”

“Compensation for directors paid by lifespace communities, inc. (including the officer-director positions of chair and vice-chair) is reviewed annually by the governance and nominating committee. Generally, an outside consultant is retained every year to determine the reasonableness of director compensation. A report is provided to the board of directors by the consultant. The board of directors approves the annual compensation based on these reviews. Compensation for employees who are disqualified persons under intermediate sanctions regulation is reviewed annually by the compensation committee of the board of directors. The disqualified persons include the ceo, the cfo, the svp of operations, and the svp of successful aging and health services. The compensation committee uses an outside, independent compensation consultant at least every other year to determine the reasonableness of the disqualified persons' compensation. The compensation consultant provides a report to the compensation committee of its market competitiveness review, findings, and recommendations, and a letter stating its assessment of the reasonableness of compensation. In years when the compensation committee does not use an outside consultant, it reviews survey information to determine the reasonableness of compensation. The compensation committee recommends to the boards, and the board of directors approves the annual compensation changes based on the recommendation of the compensation committee. The salaries and benefits listed contain the total salaries and benefits paid to each individual through lifespace communities, inc. And all related entities. The process described here was last completed in 2024.”

“Requests from third parties for governing documents, conflict of interest policy and financial statements are referred to the chief financial officer. Annual returns and the application for exemption are made available for the public inspection and are provided to individuals who request them. Copies are provided within 30 days of a written request or the same day if requested in person.”

“Equity transfer -2,975,262.”

“The process for oversight of the audit and selection of an independent accountant has not changed from the prior year.”