Asbury Communities Hcbs Inc.

“The executive committee can act in place of the board for defined responsibilities. All members of the executive committee are members of the board of directors.”

“During 2019, the organization made the following change to its bylaws: - revised article ix. Financial matters & instruments to clarify process for entering into contract in excess of $300,000 when not otherwise included in an approved budget.”

“Asbury communities hcbs has one member. The sole member is asbury communities, inc.”

“Asbury communities, inc. Is the sole member of asbury communities hcbs, inc.”

“Only certain decisions of the governing body are subject to asbury community inc.'s approval. These decisions, among others, include: (1) management services relationships and contracts; (2) any organizational change in general, including mergers, sales, leases, etc, of substantially all of the assets and the creation of new entities; (3) amendments to mission or vision statements; (4) amendments to the articles of incorporation or bylaws.”

“Asbury communities, inc. Is the sole member of asbury atlantic, inc., asbury-solomons, inc., inverness village, an oklahoma not for profit corporation, asbury, inc., bethany development corporation, and asbury hcbs, inc. Asbury communities, inc. Has a system wide audit and compliance committee. The asbury communities, inc. Board of directors has delegated a review of the form 990 to the system audit and compliance committee which performed its review on 10/21/20. The asbury communities, inc., foundation, asbury atlantic, asbury solomons, asbury communities hcbs, asbury, inc, and bethany development corporation were forwarded a copy of their respective draft form 990 for review and provided a link to a recording of the audit and compliance committee meeting if members chose to listen to the meetings as they reviewed any of the form 990s. All directors may pose questions or ask for clarification from staff and audit and compliance committee.”

“The asbury communities conflict of interest policy was approved by the board of directors. The compliance officer is responsible for the policy and oversees the implementation of the process. All the entities within the asbury communities system are subject to the policy. Annually, the compliance officer conducts a comprehensive conflict disclosure process covering all members of the governing boards, system wide committees, and individuals in key management positions. Each person completes a conflict of interest disclosure form and is advised of their fiduciary obligations. The compliance officer, who has a direct reporting line to the chair of the audit and compliance committee and reports quarterly to the audit and compliance committee, analyzes all disclosure forms for potential conflicts, and prepares a report for the system-wide audit and compliance committee. A report was made to the board that there were no conflicts during 2019. When an actual or potential conflict of interest arises involving a board or committee member, the audit and compliance committee is informed and will follow specific protocol outlined in the conflict of interest policies and procedures.”

“On an annual basis, the compensation and benefits committee relies on staff feedback and the data and recommendations provided by an external compensation consultant to ascertain the reasonableness of compensation and benefits of all of the direct reports of the ceo and other potentially disqualified persons. In addition, the compensation and benefits committee reviews the organization's progress towards key performance indicators selected for incentivizing performance of disqualified persons through a performance based-compensation program. Quarterly, the compensation committee reviews updates to the overall benefits and compensation plan for the organization as well as progress on the organization's employer of choice strategic goals. Also on an annual basis, the compensation and benefits committee specifically reviews the compensation and benefits of the ceo using the data gathered by the compensation consultant at the direction of the committee and provides input to the full board of directors in order to support their decision making process regarding the ceo's compensation. The compensation and benefits committee charter, the executive compensation philosophy, and the executive incentive plan were reviewed most recently in 2019.”

“Governing documents and conflict of interest policy are available upon request. Audited financial statements are available for public viewing on our website (www.asbury.org).”

“The officers that have compensation from related organizations reported in part vii, section a, column e of the form 990 provide executive management support and overall guidance to asbury communities hcbs, inc. As well as the other related and supported organizations of asbury communities, inc. There are over 2,400 total employees in the asbury communities, inc. System. The 2019 consolidated audited financial statements for asbury communities, inc. Had total revenues of $244 million and total assets of almost $585 million.”

“Income (loss) from partnerships and s corporations -1,040.”

“There has been no change in oversight process from the prior year.”