Carle Retirement Centers Inc.

“THE AVERAGE ESTIMATED HOURS PER WEEK LISTED FOR THE REPORTING ORGANIZATION AND RELATED ORGANIZATIONS ARE BASED ON A STANDARD 40 HOUR WEEK. MEMBERS MAY FREQUENTLY DEVOTE MORE THAN 40 HOURS OF SERVICE TO THE ENTIRE ORGANIZATION DURING AN AVERAGE WEEK. part vii, section a VICE PRESIDENTS OF CARLE RETIREMENT CENTERS, INC. ARE CONSIDERED KEY EMPLOYEES FOR CARLE RETIREMENT CENTERS. THE COMPENSATION FOR ALL VICE PRESIDENTS OF CARLE ENITITES IS PAID BY THE CARLE FOUNDATION. PART XI, LINE 9 THE CARLE RETIREMENT CENTERS, INC. SETTLED VARIOUS INTERCOMPANY RECEIVABLE/PAYABLE BALANCES THROUGH EQUAL OFFSETTING EQUITY TRANSFERS. THE INTERCOMPANY RECEIVABLE/PAYABLE BALANCE OF ($1,166,589) RESULTED FROM THE NORMAL COURSE OF OPERATIONS AND WAS PRIMARILY ATTRIBUTABLE TO CENTRALIZED CASH MANAGEMENT AND DISBURSEMENT ACTIVITIES. THESE INTERCOMPANY RECEIVABLE/PAYABLE SETTLEMENTS HELPED PROVIDE SUPPLEMENTAL FUNDING FOR CERTAIN RELATED ORGANIZATIONS TO FURTHER THEIR EXEMPT PURPOSES. PART XII, QUESTIONS 2A, B, C AND PART IV, QUESTION 12 THE FINANCIAL STATEMENTS FOR CARLE RETIREMENT CENTERS, INC. WERE REVIEWED ON A CONSOLIDATED BASIS UNDER THE PARENT ORGANIZATION, THE CARLE FOUNDATION. THE CARLE FOUNDATION DOES HAVE AN AUDIT COMMITTEE CONSISTING OF MEMBERS OF THE GOVERNING BOARD AND THE CHIEF FINANCIAL OFFICER WHO TOGETHER ASSUME RESPONSIBILITY FOR OVERSIGHT OF THE REVIEW AND AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT. TOGETHER ASSUME RESPONSIBILITY FOR OVERSIGHT OF THE REVIEW AND AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT.”

“PART VI, LINE 2 JAMES C. LEONARD, MD (CHAIRMAN OF BOARD), JOHN SNYDER (VICE CHAIRMAN OF BOARD) AND DENNIS HESCH (TREASURER) HAD BUSINESS RELATIONSHIPS. JAMES C. LEONARD, MD (CHAIRMAN OF BOARD) AND JOHN SNYDER (VICE CHAIRMAN OF BOARD) HAD A BUSINESS RELATIONSHIP. JOHN SNYDER (VICE CHAIRMAN OF BOARD) AND ANN BEYERS (SECRETARY) HAD A BUSINESS RELATIONSHIP. PART VI, QUESTION 4 AN ADDITIONAL PURPOSE WAS ADDED TO SECTION 2 TO INCLUDE THE ENGAGING OF ANY LAWFUL ACTIVITIES WITHIN THE PURPOSES FOR WHICH A CORPORATION MAY BE ORGANIZED UNDER THE ILLINOIS GENERAL NOT FOR PROFIT CORPORATIONS ACT OF 1986, WHICH ARE IN FURTHERANCE OF THE CHARITABLE PURPOSES OF THE ORGANIZATION. UNDER ARTICLE I, THE ADDITIONS OF SECTION 3: PROHIBITED ACTIVITIES AND SECTION 4: STATUTORY POWERS. THERE WAS AN EXPANSION TO THE SOLE MEMBERS POWER TO INCLUDE THE APPROVAL OF THE ADDITION OF ANY NEW MEMBER. THE DOLLAR THRESHOLD NEEDED FOR MEMBER APPROVAL OF NON-BUDGETED EXPENDITURES INCREASED TO BE EQUAL TO THE SPENDING AUTHORITY OF THE PRESIDENT/CEO. THERE WAS A REMOVAL OF THE THRESHOLD FOR NEEDING THE MEMBERS APPROVAL TO ADOPT ANNUAL OR LONG TERM CAPITAL OR OPERATIONAL BUDGETS. THERE WAS AN ADDITION TO THE POWER TO AUTHORIZE THE CORPORATION, SUBSIDIARY OR AFFILIATE TO ENTER INTO ANY CONTRACT OR ENGAGE IN ANY TRANSACTION OR ACTIVITY THAT WOULD REQUIRE AN APPLICATION TO THE ILLINOIS HEALTH FACILITIES AND SERVICES REVIEW BOARD FOR A PERMIT OR CERTIFICATE OF NEED. ARTICLE VI OFFICERS IN SECTION 1 NOW ALLOWS FOR THE PRESIDENT/CEO TO CREATE THE OFFICE(S) OF ONE OR MORE VICE PRESIDENTS, WHICH WOULD PERFORM DUTIES ASSIGNED TO HIM OR HER BY THE PRESIDENT/CEO. IN ADDITION, SECTION 5 WAS REVISED TO SEPARATELY STATE THE RESPONSIBILITIES OF THE TREASURER AND SECRETARY. SECTION 6 PERTAINING TO ASSISTANT SECRETARY-TREASURERS WAS OMITTED. IN ADDITION, THE FISCAL YEAR WAS UPDATED FROM JULY 1 THROUGH JUNE 30 TO OPERATE ON A CALENDAR YEAR BEGINNING WITH JANUARY 1. PART VI, QUESTION 6 CARLE RETIREMENT CENTERS, INC. HAS ONE MEMBER WHICH IS THE PARENT COMPANY, THE CARLE FOUNDATION. PART VI, QUESTION 7A CARLE RETIREMENT CENTERS, INC.'S SOLE MEMBER, THE CARLE FOUNDATION, ACTING THROUGH ITS BOARD OF TRUSTEES, HAS THE EXCLUSIVE POWER TO ELECT AND REMOVE MEMBERS OF THE BOARD OF TRUSTEES FOR THE CORPORATION IN ADDITION TO FILLING VACANCIES. PART VI, QUESTION 7B CARLE RETIREMENT CENTERS, INC'S BOARD OF TRUSTEES MUST HAVE THE APPROVAL OF ITS SOLE MEMBER, THE CARLE FOUNDATION, THROUGH ITS BOARD OF TRUSTEES, WHEN VOTING ON MATTERS INCLUDING THE AMENDING OF THE BY-LAWS; AMENDMENTS TO THE ARTICLES OF THE CORPORATION; THE ADDING OF MEMBERS, AUTHORIZING ANY NON-BUDGETED EXPENDITURE IN EXCESS OF THE AUTHORIZED SPENDING AUTHORITY OF THE PRESIDENT/CEO OF THE CARLE FOUNDATION; TO ADOPT ANY ANNUAL OR LONG TERM CAPITAL OR OPERATIONAL BUDGETS; THE APPROVAL OF ANY MERGER OR CONSOLIDATION OF THE CORPORATION WITH ANOTHER CORPORATION; SALE, MORTGAGE OR OTHER DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS OF THE CORPORATION INCLUDING REAL PROPERTY; TO ORGANIZE OR ACQUIRE, OR TO AUTHORIZE OR APPROVE THE ORGANIZATION OR ACQUISITION OF ANY SUBSIDIARY OR AFFILIATE OF THE CORPORATION; THE APPROVAL OF ANY LOAN TO OR FOR THE CORPORATION OR ANY OTHER INCURRENCE OF INDEBTEDNESS BY OR IN THE NAME OF THE CORPORATION IN ADDITION TO THE PLEDGING OF ALL OR PART OF THE CORPORATIONS ASSETS AS SECURITY FOR DEBT, LIABILITY OR OTHER OBLIGATION; TO AUTHORIZE THE CORPORATION, SUBSIDIARY Or AFFILIATE TO ENTER INTO ANY CONTRACT OR ENGAGE IN ANY TRANSACTION OR ACTIVITY WHICH REQUIRES APPLICATION TO THE ILLINOIS HEALTH FACILITIES AND SERVICES BOARD FOR A PERMIT OR CERTIFICATE OF NEED; TO APPROVE PAYMENT TO THE MEMBERS OF THE ORGANIZATIONS BOARD OF TRUSTEES OF THEIR EXPENSES FOR ATTENDANCE AT THE MEETINGS OR ANY SUMS AS COMPENSATION FOR ATTENDANCE AT SUCH MEETINGS OR AS STATED SALARY FOR SERVICE AS TRUSTEES; AND TO ADOPT A PLAN OF DISSOLUTION OF THE CORPORATION. PART VI, QUESTION 11B THE FORM 990 WAS PREPARED BY STAFF AND AN EXTER”