Friends Life Care

“The board may establish an executive committee of the board which, to the extent provided in the authorizing resolution and not prohibited by applicable law or by these bylaws, shall have and exercise the authority of the board between meetings of the board.”

“Officers joseph k. Conner and kathryn a. Barton have a business relationship among each other and with board members carrie robinson, gabriel ehri, thomas penn, sam swansen, laura boyce, joan countryman, larry zook, scott townsley, and sally harrison, as they are employed by a related organization for which the officers and board members also serve.”

“Control over management duties is delegated to friends life care partners, the parent company.”

“The sole member of the corporation is friends life care partners, a non-stock nonprofit pennsylvania corporation which has been recognized by the internal revenue service as exempt from federal taxation under section 501(c)(3) of the code and as a public charity under section 509(a)(3) of the code.”

“The board of directors of the parent company, friends life care partners, elects the filing organization's board of directors. The parent company board also has the ability to remove any director, without cause, by vote of 2/3 of the parent board. The parent board may also fill vacancies on the filing organization's board.”

“The sole member, friends life care partners, has approval over the following: 1. The liquidation or dissolution of the corporation 2. A merger, reorganization or consolidation in which the corporation is acquired by another entity other than the member 3. The sale of all or substantially all of the assets of the corporation to an entity that is unrelated to the member the sole member may exercise any other voting rights provided by the articles of incorporation and bylaws.”

“The form 990 was prepared by tax advisors of a national accounting firm with information provided by management. The corporate controller reviews the form 990 with the interim president of friends life care partners. The form 990 is then provided to the finance and audit committee, and finally to the full board prior to the filing of the return.”

“A conflict of interest policy has been established to identify if any interested person (director, principal officer or member of a committee with board of director delegated powers), has direct or indirect financial interest through direct or indirect business, investment or family. On an annual basis, interested persons have a duty to disclose any actual or possible conflict(s) of interest and are required to sign an affirmation which is given to the chair or executive committee to review. The conflict of interest policy includes procedures for addressing a potential conflict of interest and violations of the policy. Should a conflict of interest exist, the interested person may make a presentation to the board of directors or committee meeting but after the presentation must leave the room while discussion of the transaction is held. Disinterested board members may determine whether the organization can obtain, with reasonable efforts, a more advantageous transaction.”

“The governing documents, conflict of interest policy, and financial statements are available to the public upon request. The items are then mailed or emailed to the requester.”

“Other professional fees: program service expenses 76,801. Management and general expenses 95,498. Fundraising expenses 0. Total expenses 172,299. Homecare fees: program service expenses 7,464,771. Management and general expenses 0. Fundraising expenses 0. Total expenses 7,464,771.”