St Therese at Oxbow Lake Inc

“The executive committee is entirely composed of the governing body members. The executive committee shall have the authority of the board of directors in the management of the business of this corporation in the interval between meetings of the board of directors, and the executive committee shall at all times be subject to the control and direction of the board of directors.”

“The organization delegated control over management duties to saint therese, a related organization.”

“At the beginning of fiscal year 2020, saint therese (the parent) was restructured and reorganized in order to reduce inefficiencies and duplication of effort, better manage operating risks and potential liabilities, enhance fundraising and the protection of investment funds and assets, maintain compliance with financial covenants in connection with long term debt financings, and build strong public recognition of the saint therese orgnaization as a quality provider of senior living facilities and services in the twin cities metropolitan area. Due to this restructuring, st. Therese at oxbow lake's name has been changed to saint therese communities, and the governing documents of this organization have been approved and authorized for such a change. Saint therese communities now consists of five limited liability companies: saint therese collaborative, saint therese redwoods, saint therese of oxbow lake, saint therese of woodbury, and ascend rehab. The governing documents of each of these five limited liability companies were approved and authorized to change the sole member of each such limited liability company from the parent to saint therese communities. Additionally, the restructuring approved and authorized the transfer of all assets, staff, contracts, leases, and operations of the st. Odilia program from saint therese of new hope to saint therese collaborative, llc. Following such transfers, saint therese collaborative, llc shall continue operation of the program as operated under saint therese of new hope.”

“The sole member of saint therese communities is saint therese.”

“The directors of saint therese communities are elected by the board of directors of the sole member.”

“The sole member has reserved to itself the authority, with respect to saint therese communities, to approve the incurrence of any indebtedness for money borrowed, to approve any inter-corporate transfers of funds or assets, to approve any sale of assets, merger, consolidation or other significant affiliation agreement, and to approve any amendment ot the articles of incorporation of this corporation or any amendments to their bylaws.”

“The form 990 was reviewed and approved by the finance committee and board of directors prior to being filed with the irs.”

“All directors, officers and key management employees are annually required to disclose any conflicts of interest. The disclosures are reported to the board of directors, who determine the level of potential conflict. Potential conflicts of interest for the organization include any contract or transaction between (a) one or more of its directors, officers, or key employees, (b) a director, officer, or key employee of a related organization (within the meaning of minnesota statutes, section 317a.11, subd. 18), or (c) an organization in which or of which a director, officer, or key employee is also a director, officer, or legal representative or has a material financial interest; unless the material facts as to the contract or transaction and as to the party's interest are fully disclosed in writing to the board of directors prior to any action, and the board of directors authorizes, approves, or ratifies the contract or transaction in good faith by the affirmative vote of a majority of the directors. Individuals assessed as having material conflicts of interest are asked to refrain from voting on any action that may be influenced by the conflict, which is reflected in the board minutes.”

“The compensation of the ceo, cfo, and other key employees is determined by saint therese of new hope, an affiliated organization. The process of determining the compensation of the president/ceo includes review and approval by a compensation committee of the board of directors, with the help of an independent compensation consultant and salary surveys. This process was last completed in 2020.”

“The organization does not make its governing documents or conflict of interest policy available to the public. Financial statements are provided to the bond trustee, who distributes them to the electronic municipal market access system.”

“At the beginning of fiscal year 2020, there was a major organizational restructuring done by saint therese, formerly st. Therese foundation, inc., that rearranged inefficiencies and duplication of effort, in an effort to better manage operating risks and potential liabilities, enhance fundraising and the protection of investment funds and assets, maintain compliance with financial covenants in connection with long term debt financings, and build strong public recognition of the saint therese orgnaization as a quality provider of senior living facilities and services in the twin cities metropolitan area. Due to this restructuring, saint therese communities has taken on several new program services from its new disregarded llcs, transferred from saint therese, that make up the organization. Additionally, saint therese communities added st. Odilia, a palliative care community whose operations were previously handled by saint therese of new hope, to saint therese collaborative, a disregarded llc of saint therese communities.”

“Professional services: program service expenses 2,378,527. Management and general expenses 57,085. Fundraising expenses 0. Total expenses 2,435,612. Maintenance contracts: program service expenses 236,237. Management and general expenses 56,268. Fundraising expenses 0. Total expenses 292,505. Rehab contract fees: program service expenses 3,905,483. Management and general expenses 3,739. Fundraising expenses 0. Total expenses 3,909,222. Entertainment: program service expenses 10,981. Management and general expenses 0. Fundraising expenses 0. Total expenses 10,981.”

“Net asset transfer from organizational restructure 15,211,310.”

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

“During fy2020, saint therese communities received provider relief funds from the department of health & human services due to the covid-19 pandemic. These funds were used to replace lost revenues, provide incentives to workers, provide personal protective equipment, and overall support saint therese communities as they worked to adjust their operations to keep staff, visitors, and patients healthy. Saint therese communities will undergo a single audit that will cover the end of fy20 as well as the first part of fy21, and they have engaged with an independent accountant to perform the required audit as set forth in the single audit act and omb circular a-133.”