Willow Valley Communities

“Acts alliance management, llc (aam), d/b/a "willow valley living" (wvl), a non-affiliated entity, provides management services to willow valley communities. Wvl provides general management and supervision, accounting, human resources and other services needed to manage the community. Key positions of wvl include president and chief operating officer, chief financial officer, chief human resources officer, chief hospitality officer and chief marketing officer. In return for these services and expertise, wvl received a revenue-based fee of $4,002,000 in 2023.”

“Acts retirement services became their single member as of may 21, 2022.”

“The election of board of directors shall be held at least annually by the member. The member elects board members from the candidates that are presented to the member from the corporation's board of directors.”

“The management company's finance department prepares the information for the form 990. Our independent accounting firm (baker tilly advisory group, lp) reviews the information and prepares a draft return. The draft is reviewed by the board of directors with filing approval given by the audit & finance committee. Prior to filing, the final copy of the form 990, as ultimately filed with the irs, is provided to the board of directors.”

“On an annual basis, officers, directors, and key employees are required to complete a conflict of interest form. Upon completion this form must be notarized. One copy is forwarded to pa department of insurance and another is retained by the management company. As new business relationships are developed/formed, appropriate questions are asked to determine if potentional conflicts exist. In addition, each individual that completed the form is to make the communities aware of any potential conflicts of interest that they may become aware of. Any potential conflict would be reviewed, discussed and brought to the executive committee of the board for recommended resolution. An individual with a conflict will recuse themselves from participating in the deliberations and decisions in the transaction.”

“Annually the retirement communities' executive committee of the board evaluates the services provided by the management company. Prior to the renewal of the management contract, the executive committee of the board engages an independent counsel to review the terms and conditions of the contract. Additionally, an independent accounting firm is engaged by independent counsel to verify the reasonableness of the management fees by comparing the fees to other management contracts. Upon receipt of all information, including the recommendation of the executive committee, the full board of directors takes action on the renewal of the management contract. The contract is a five-year contract.”

“Availability of governing documents to the public the organization does not make its governing documents, conflict of interest policy, or financial statements available to the public.”

“Change in fmv of interest rate swap agreements -497,044.”