Professional Assoc of Treatment Homes

“The Executive Committee consists of (a) the Chair of the Board, who shall be the Chair of the Executive Committee; (b) the Nexus CEO, who shall be a permanent member of the Executive Committee; (c) the Vice Chair; (d) the Secretary/Treasurer and (e) two (2) to three (3) additional Directors appointed by the Chair. The CEO shall be an ex officio, non-voting member of the Executive Committee. The Executive Committee shall have the power to transact all regular business of the Corporation during the period between meetings of the Board, subject to any prior limitation or direction imposed by the Board.”

“William A. Metcalfe and David Kautto are employed by PATH North Dakota, a related tax-exempt organization, in officer positions. Members of PATH's board of directors also serve as members of PATH North Dakota's board of directors. Therefore, a business relationship exists between these individuals. Brock Wolff is employed by Nexus, a related tax-exempt organization, in an officer position. Lisa Bjergaard and Gregory Sanders also serve as board members of Nexus. Therefore, a business relationship exists between these individuals.”

“On March 4, 2017, PATH, Inc. entered into an affiliation agreement with Nexus. Nexus acquired control of PATH, Inc. by becoming its sole member. Pursuant to the affiliation agreement and amended bylaws, the current members of the board were removed as of March 4, 2017 and new board members were appointed. The articles and bylaws were amended for these changes. In addition, PATH, Inc. entered into a merger with Kindred Family Focus, effective April 1, 2017 pursuant to articles of merger.”

“Effective on March 4, 2017, the sole member of the organization is Nexus, a Minnesota nonprofit corporation described in Section 501(c)(3).”

“Up until March 4, 2017, PATH North Dakota had authority to appoint a majority of the board members. As of March 4, 2017 the CEO of Nexus shall at all times serve on the board as an ex-officio voting director. In addition, Nexus, the sole member, may remove directors at any time with or without cause.”

“The following items are subject to approval by Nexus, the sole member: any sale of all or substantially all of the organization's assets, or any acquisition, merger, or consolidation with any other person or entity; any changes to the articles or bylaws; any action that might jeopardize the tax-exempt status of the organization or the sole member; parameters and guidelines for the organization's capital and operating budgets; modification or amendment of any capital or operating budget in excess of 5% in the aggregate; parameters and guidelines for strategic plans and any material modifications to approved plans; any material transaction or the incurrence of indebtedness not accounted for in the organization's budget established pursuant to the parameters and guidelines and in excess of $25,000; altering the purpose of the organization; any proposed dissolution; and any proposed organizational or significant contractual relationship with any entity except the sole member or an entity affiliated with the sole member.”

“The Form 990 will be presented to the Audit Committee and Board of Directors prior to filing with the IRS.”

“An annual statement will be signed in which Board members disclose any potential conflicts.”

“The Board determines compensation after performance appraisal and review of information from salary surveys. A compensation study utilizing an outside contractor was performed in the summer of 2013. The basis of the study is updated annually by reviewing local salary information. A recommendation is made to the Board of Directors based on the budget. The process is documented.”

“The organization makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”

“Pursuant to a plan of merger, Professional Association of Treatment Homes (PATH) merged with Kindred Family Focus, an affiliate of Nexus, effective April 1, 2017. PATH services continued to be offered after the merger through Kindred Family Focus.”

“Other Labor: Program service expenses 90. Management and general expenses 3,895. Fundraising expenses 0. Total expenses 3,985. Professional Fees: Program service expenses 5,379. Management and general expenses 0. Fundraising expenses 0. Total expenses 5,379. Admin Fees: Program service expenses 283,028. Management and general expenses 37,720. Fundraising expenses 0. Total expenses 320,748. Consulting: Program service expenses 1,424. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,424.”

“Debt Forgiveness 742,961. Change in Net Assets Due to Merger -98,226.”