Brooks Skilled Nursing Inc.

“The sole member of the organization is genesis health, inc., a florida not for profit corporation (doing business as brooks health system) and an organization recognized as exempt from federal income tax under section 501(c)(3) of the internal revenue code.”

“The organization shall at all times have at least three members of the board of directors. The members of the board of directors are elected by the sole member organization as provided in the bylaws of the organization. See the response to line 6 above.”

“The following actions require the approval of the sole member: - a change in the purpose of the organization - the termination of the tax-exempt status of the organization under section 501(c)(3) - the sale or disposition of substantially all of the assets of the organization or a subsidiary of the organization - the dissolution or liquidation of the organization or a subsidiary of the organization - the addition of a member of the organization - the merger or consolidation of the organization or a subsidiary of the organization or the establishment of a subsidiary of the organization - the amendment or restatement of the articles of incorporation or bylaws of the organization”

“The form 990 was prepared by management. The form was reviewed internally and then posted on a secure website accessible to all board members. Form 990 was presented to the audit committee for review. The audit committee then prepared a summary that was presented to the board of directors along with the form 990 prior to filing.”

“Each year board members are required to complete a form that will disclose any relationships that may create a conflict of interest. The forms are reviewed by management and any concerns are referred to the board if necessary.”

“Brooks health uses an outside consultant for all officer, executive, and top management official compensation decisions. The compensation committee of the board of directors must approve any and all decisions regarding executive pay.”

“The organization's form 990 is available upon request. Additionally, recent filings of the form are available on guidestar.org.”

“The organization's governing documents, financial statements, and conflict of interest policy are made available to the public upon request.”

“The organization is a subsidiary of genesis health, inc., a 501(c)(3) organization. The board of directors of this organization fails to have a majority of independent board members per the definition provided by the irs. Please note, however, that the sole member organization has a majority independent board of directors, and through its membership provides governance oversight over the filing organization. Please see the responses to form 990, part vi, lines 6 through 7b for details on the sole member and its authority.”

“The process has not changed from the prior year.”

“An amendment to the form 990 has been submitted to update and clarify the reported compensation of the officers, directors, key employees and top five highest paid. This amendment produced changes to schedule j part ii, columns b(i), b(ii) and f. Additionally there have been updates made to the statement on schedule j part iii regarding part i, line 4b.”