Phoebe Services Inc.

“Phoebe-devitt homes is the sole member of phoebe services.”

“The business and affairs of the corporation shall be managed by a board totaling not more than fifteen, in addition to the president/ceo. Elected trustees, not less than seven, shall be elected by the board itself and three of whom shall be elected as follows: one by the pennsylvania northeast conference of the united church of christ conference or minister designate; one by the pennsylvania central conference of the united church of christ conference or minister designate; and one by the pennsylvania southeast conference of the united church of christ conference or minister designate. If a conference minister cannot fulfill the role and responsibilities of an active member of the governing board, the governing board will consult with the conference minister as to an appropriate representative of the conference leadership. All nominees for election by the board shall be selected by the nominating and governance committee of the board. All persons selected for nominations shall be selected on the basis of their concern and interest in phoebe-devitt homes and its subsidiary corporations. No salaried officer or employee of the homes or its subsidiary corporations, with the exception of the president of the homes, shall be eligible for trusteeship.”

“Initial review of the tax return is done by the controller of phoebe ministries. After initial approval, the return is reviewed by senior management. Following final approval by senior management, the return is made available to the entire board of directors for review. Once this process is complete, the return is filed.”

“ANY NEW EMPLOYEE MEETING THE DEFINITION OF INTERESTED PERSON IS PROVIDED A LETTER REGARDING his or her RESPONSIBILITY TO DISCLOSE ANY CONFLICTS OF INTEREST WHICH INCLUDE THE FULL POLICY AND THE CONFLICT OF INTEREST STATEMENT FOR SIGNATURE. THE CONFLICT OF INTEREST STATEMENT IS RENEWED AT THE BEGINNING OF EACH FISCAL YEAR. THE COMPLIANCE OFFICER REVIEWS ALL ACKNOWLEDGEMENT STATEMENTS FOR ANY CONFLICTS OF INTEREST. ACKNOWLEDGEMENT STATEMENTS INCLUDE LANGUAGE REGARDING FAMILY AND BUSINESS RELATIONSHIPS AS SOURCES OF POSSIBLE INTERESTED PERSONS. IF A CONFLICT IS DETERMINED TO EXIST, IT WILL BE REVIEWED BY THE GOVERNING BOARD TO DETERMINE WHETHER THE CONFLICT IS ACCEPTABLE. IF A BOARD MEMBER HAS A CONFLICT, THEY WOULD ABSTAIN FROM ANY VOTES THAT WERE IN THE aREA OF THEIR CONFLICT. ALL DOCUMENTS ARE MAINTAINED IN THE OFFICE OF THE COMPLIANCE OFFICER.”

“Each year a compensation survey review is completed for officers and key employees. Information is compiled and compared with current internal and external data for benchmarking. Based on this analysis, the overall compensation adjustments and plan criteria are presented to the Compensation Committee for review. The yearly plan for overall adjustments is voted on by the Compensation Committee and presented to the governing board for approval. The Compensation Committee of the governing board is responsible for setting the compensation and benefits for the President/CEO. All compensation decisions made by the committee are determined in keeping within fair market value range for the industry. The Compensation Committee discussions are recorded in their respective minutes. A general summary is provided by the Chair of the Compensation Committee to the governing board members through discussion in executive session.”

“THE FINANCIAL STATEMENTS ARE AVAILABLE THROUGH THE ORGANIZATION'S WEB SITE AND THE 990 IS POSTED TO THE WEB SITE GUIDESTAR.ORG. OTHER DOCUMENTS ARE MADE AVAILABLE upon request.”

“The officers of phoebe ministries devote their time to each organization in the group (see schedule r). However, the time needed for each organization varies widely from week to week, month to month, etc., and consequently, it would be extremely difficult to provide an accurate analysis of the approximate time devoted to each entity. Phoebe ministries prefers not to provide information that it cannot substantiate and therefore will list 40 hours per week for each of its officers as an alternative to reporting hours worked for related organizations.”

“Change in Value of Interest Rate Swap agreement 232,209.”

“Organizational Overview: Phoebe-Devitt Homes (d/b/a Phoebe Ministries) is a Pennsylvania not-for-profit corporation. Phoebe started as a single Allentown nursing home in 1903 and now serves almost fifteen thousand seniors annually in seven Pennsylvania counties. Phoebe features four continuing care retirement communities, eight affordable housing facilities, home and community-based services and pharmacies. Phoebe's comprehensive services include skilled nursing care, personal care, independent living, in home care coordination, short term and outpatient rehabilitation, mental health services, and award-winning memory support and dementia services. Phoebe's primary service area includes communities in Berks, Bucks, Lehigh, Montgomery, Northampton, Lancaster, and Union counties in Pennsylvania. Phoebe's Charitable Care Benefit: Phoebe's charitable care levels reached a plateau in FY2016 when it exceeded $15 million, a significant increase from just eight years prior when charitable care was $5.4 million in FY2008. In fiscal year 2017, Phoebe Allentown launched a repositioning project which reduced the number of skilled nursing beds to 270. This was done to improve Phoebe's care model and protect the long term sustainability of skilled nursing, one of Phoebe's most well-known services. As a result of the repositioning, Phoebe started rolling out a new customer driven culture model. Some of the positive changes our residents and family have seen is an increase in direct care staffing per resident, elimination of our older three- and four-bed rooms, and the decentralization of dining services. Essentially we are putting all the services our residents need directly into the neighborhood where they reside. Phoebe remains committed to our residents and employs comprehensive charitable care programming to allow residents to receive uncompromised care even when they exhaust their funds. This is a demonstration of Phoebe's enduring legacy of care and compassion. Those served by charitable and benevolent care are able to receive Phoebe's quality care and programming, ensuring that each and every person at Phoebe is experiencing the joys, comforts, and happiness expected in life. The annual golf tournament is Phoebe's biggest fundraising event of the year. The golf Tournament typically nets over $100,000 for charitable care at Phoebe. Last year, over 250 golfers attended the event and supported Phoebe's mission to provide compassionate care to residents, regardless of their ability to pay. Phoebe's Workforce Benefit: Phoebe continues to attract skilled and dedicated employees. We offer competitive salaries, excellent benefits and opportunities for ongoing growth and education within the health care profession. Last year, Phoebe Ministries continued as a leader in providing jobs to people in the community, employing more than 1,200 individuals. Human Resources staff attends and recruits from job fairs and advertises open positions at Lehigh Valley colleges and other universities in the Northeast. Volunteerism at Phoebe: Phoebe's volunteers range in age from just 14 years old to 102 years old and are trained by Phoebe staff for the various activities for which they volunteer. Because of our well-trained staff and dedicated volunteers, Phoebe is able to deliver the best services to seniors. Phoebe partners with individuals, local corporations, and organizations to those who live in Phoebe communities. Phoebe works with more than 595 volunteers who help with activities ranging from office work to chaplain duties. Community Education: Founded in 2001, the Phoebe Institute on Aging's mission is to provide forums for discussion and learning, including educational programs, cooperative ventures, and outreach activities which promote improved quality of care for the aging and their families in the regions Phoebe serves. It is guided by a community advisory board which includes representatives of governmental agencies, hospital and medical personne”

“Donor Support of our Mission: As a result of generous charitable giving, some of Phoebe's most profound programs have been able to reach fruition, and as our donor support continues to grow, we are empowered to bring those programs to an increasing number of residents. Due to charitable giving this fiscal year, Spirit Alive was able to expand its presence across all campuses. Now, with a total of 14 active groups through Phoebe communities, Spirit Alive is a specialized Pastoral Care service designed for residents in the middle to late stages of dementia. Spirit Alive integrates dementia care into the spiritual care of residents, providing them with a greater sense of community, connection, and caring. The Dream Makers program helps our residents fulfill new and lifelong dreams with the amazing generosity of financial gifts from the community. A recent example of this fund in action was when 101 year old Naomi Cressman, a Phoebe Richland resident, was given the opportunity to fly a plane. The flight was to be paid out of funds from this fund donated to the Dream Makers program, but the kind folks at Quakertown Airport enjoyed the experience so much, they insisted on donating the flight. This is just one of many lifelong dreams fulfilled because of the generosity of our donors. In addition, the list below outlines more noteworthy results of generous philanthropy from foundations, individuals, corporate partners, churches, and organizations. Allentown -Trexler Wing renovations on the western side of the health care center were completed in FY2016-17. The wing now has a more open concept, six additional beds, a new conference room, renovated dining areas, three new spas, and a refreshed exterior. These changes are part of Phoebe's customer driven care model. -Phoebe received a $1.1 million estate gift from Mary Jane Fisher, designated toward support of the Bridgeways memory support neighborhood and Allen Way neighborhood at Phoebe Allentown. Her gift recognizes the role outstanding staff plays in taking care of our residents and making Phoebe a place residents are happy to call home. We are deeply moved and honored by Ms. Fisher's generosity. Berks -A Phoebe resident was looking for just the right opportunity to do something big to memorialize his wife, Doris, and when the right opportunity came along Dr. Clifford Wagner knew it. At a resident meeting, it was mentioned that a new bus was needed for running regular errands, field trips and other resident outings. It didn't take long for him to get the wheels moving and donate the funds needed for a new and beautiful luxury bus all the residents could enjoy. Richland -As part of Phoebe's ongoing initiative to adopt customer driven culture in all facilities, staff at Phoebe Richland trained to become certified Music & Memory providers. The interdisciplinary team comprises of community life, nursing, dining, and environmental services staff. Alongside them, students from Moravian College neuroscience and nursing programs are training as well. The goal of the Music & Memory program at Phoebe is to improve the quality of life for dementia residents, and to ease stressful reactions to certain events and times of the day. The program is young but already showing great benefit. With more philanthropic support, we'd like to grow the program to benefit at least 70 percent of our community. Wyncote -Studio apartments for both independent living and personal care residents are receiving some much needed renovations. The newly renovated spaces create convenient accommodations designed to meet the evolving needs of older adults as they age. They are more homey, open and airy. A beautiful place to call home. -Generous gifts were made from both a foundation and individuals to start the process of creating an outdoor space for residents to sit outside and enjoy the beautiful campus surroundings. Support from our donors funds exceptional care and programming for our residents and also enhances educ”

“Expanded Facilities and Services: -Open House Night In January, Phoebe Allentown held an open house night to celebrate the reopening of the Trexler Wing, home of the newly remodeled short term rehabilitation unit. Case managers and referral sources from the greater community attended the event where tours were provided. -Phoebe Pharmacy continues to expand, adding behavioral health provider Teen Challenge Training Center in Rehrersburg to their list of clients. Currently Phoebe Pharmacy serves thousands of customers in long term care and behavioral health facilities across eleven counties in Pennsylvania. -Pathstones by Phoebe, the organization's Continuing Care at Home program, continued to grow, reaching more than 30 members”