Benedictine Living Community of Mora

“Jennifer Gleason and Dennis Kamstra have a family relationship.”

“The Organization contracts with Living Services Foundation, a related organization, for management services.”

“Living Services Foundation is the sole member.”

“Living Services Foundation, as the sole member, shall appoint the Board and remove Directors at any time, with or without cause.”

“The Corporation may not take any of the following actions without receiving Member approval in accordance with procedures established by the Corporation's Articles and Bylaws: (a) Substantially change the present or now intended nature of the Corporation's operations or its mission; (b) Amend the Articles of Incorporation or these Bylaws; (c) Voluntarily dissolve; (d) Incur long-term debt; (e) Mortgage or encumber any assets of the Corporation; (f) Sell, lease or otherwise dispose of all or substantially all of its property and assets; (g) Add or delete major services; (h) Purchase or acquire substantially all of the assets of another entity; (i) Merge, consolidate with any domestic or foreign organization or lease or sell more than fifty percent (50%) of the Corporation's property and assets to any entity in any one transaction or series of related transactions; (j) Prepay any indebtedness prior to the time for payment thereof as provided in the contract evidencing or creating such indebtedness; (k) Loan money or other assets to or guarantee the obligations of any person or entity; (l) Approve annual operating budgets, annual or long-range capital budgets, and nonbudgeted contracts entered into over $50,000; and (m) Approve any extraordinary compensation or bonus to any employee.”

“The Organization does not have a committee with the authority to act on behalf of the governing body.”

“Board members will review a completed electronic version of the Form 990 prior to filing.”

“In connection with any actual or possible conflicts of interest, an Interested Person must disclose the existence of his or her Financial Interest and be given the opportunity to disclose all material facts relating to his or her Financial Interest to the directors or members of committees with board-delegated powers considering the proposed transaction or arrangement. After disclosure of the Financial Interest and all material facts, and after any discussion with the Interested Person, the Interested Person must leave the board (or committee) meeting while the Financial Interest is discussed and voted upon. The remaining board (or committee) members shall decide if a conflict of interest exists. An Interested Person may make a presentation at the board or committee meeting regarding the proposed transaction or arrangement, but after such presentation, the Interested Person shall leave the meeting during the discussion of, and the vote on, the proposed transaction or arrangement that results in the conflict of interest. The chairperson of the board (or committee) shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. After exercising due diligence, the board (or committee) shall determine whether the Organization can obtain a more advantageous transaction or arrangement with reasonable efforts from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonably attainable under the circumstances that would not give rise to a conflict of interest, the board (or committee) shall determine by a majority vote of the disinterested directors (or committee members), whether the transaction or arrangement is in the Organization's best interest and for its own benefit and whether the transaction is fair and reasonable to the Organization and shall make its decision as to whether to enter into the transaction or arrangement in conformity with such determination. If the board (or committee) has reasonable cause to believe that a person subject to this policy has failed to disclose actual or possible conflicts of interest or failed to discharge his or her duties in accordance with Article III, it shall inform the person of the basis for such belief and afford the person an opportunity to explain the alleged failure. If, after hearing the response of the person and making such further investigation as may be warranted in the circumstances, the board (or committee) determines that the person has, in fact, failed to discharge his or her duties in accordance with this policy or to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.”

“The organization compensates the facility administrator, but all other top management officials are compensated by the sole member, Living Services Foundation. The administrator's compensation was determined by the individual's level of compensation with the previous owner.”

“The organization makes its governing documents and financial statements available to the public upon request.”