Carle Retirement Centers Inc.

Form 990, Supplemental Information

“Part vi, line 2 james c. Leonard, md (officer), matthew kolb (officer), and dennis hesch (officer) had business relationships. James c. Leonard, md (officer), matthew kolb (officer), and lawrence fallon (former) had a business relationship. Ann beyers (secretary of board) and matthew kolb (officer) had a business relationship. 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 corporation's 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 organization's 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 external tax advisor and reviewed by management. Prior to filing this form 990, a full and complete copy was provided to the governing body by posting to the organization's director communication portal. Also before filing, each trustee received notification that the form 990 was posted and available for review at his/her discretion, each trustee has the opportunity to contact management or discuss and address concerns at subsequent board meetings. Part vi, question 12c the organization's established conflict of interest policies require annual disclosure of actual and potential conflicts of interest for officers, directors, trustees, members of board committees, administrative and managerial employees as well as all employees of the purchasing department. If circumstances change during the course of a year, interim disclosure is also required of the same individuals. The disclosures of employees are reviewed initially by the human resources department and any identified conflicts are referred to, and addressed by, the organization's internal legal counsel and/or corporate integrity officer. The disclosures of trustees and members of board committees are reviewed by the chair of the board. The entire board, absent the subject trustee or committee member, determines whether a conflict exists. Trustees and/or board committee members with identified conflicts are required to recuse themselves from voting on matters that may present a conflict. The organization also maintains purchasing policies requiring counter signatures to further minimize the risk associated with actual and/or potential”