Episcopal Senior Communities Foundation

“Members of the organization: covia communities is the sole corporate member of covia foundation. Covia communities has the right to appoint all the members of the covia foundation and the right to determine the distribution of assets on the liquidation of covia foundation.”

“Member election abilities: the board shall consist of a range between three (3) and twenty-five (25) members, the actual number to be fixed from time to time by resolution of the board of the corporation. The members of the board shall be appointed by the member.”

“Governance decisions: see response to form 990, part vi, question 6.”

“Documentation of meetings: covia foundation does not have committees to act on behalf of the governing body.”

“Process to review the form 990: the cfo conducted a complete and thorough review of the form 990. An electronic copy of the form 990 was sent via email directly to each board member for their review and comments prior to filing with the internal revenue service.”

“Process for monitoring compliance with conflict of interest policy: the conflict of interest policy is reviewed on a transaction basis. The policy applies to all interested persons including any director, principal officer, or member of a committee with board-delegated powers who has a direct or indirect financial interest in the organization. Any officer or board member having a possible conflict of interest in any matter must disclose the existence and nature of the conflict. After disclosure of a potential conflict of interest to the board, the interested officer or board member would leave the board meeting while the conflict of interest is discussed and/or voted upon. The remaining board members shall decide if a conflict of interest exists.”

“Availability of documents: the audited financial statements are available on the organization's website, www.frontporch.org. The governing/organizing documents and conflict of interest policy are available upon request.”

“Determining compensation: senior management employees listed in part vii are employees of covia communities, a related organization. They are paid and issued w-2s by covia communities. Covia communities uses an independent consultant who analyzes and reports on reasonability of compensation every two years. The consultant is independent of management and reports directly to the chairmain of the board. The consultant reviews and provides a report on any issues with the compensation the ceo and/or the cfo receive including any issues around excess compensation. Additionally, all key executives compensation are reviewed by the consultant. This review includes total cash compensation and benefits including retirement plans. Every year, the vice president of human resources reviews the compensation for all management against market analysis guidelines and recommends changes. The review also included a test of benefits against similar companies.”

“OTHER CHANGES IN NET ASSETS: BETHANY CENTER FOUNDATION OF SAN FRANCISCO AND COVIA FOUNDATION ENTERED INTO AN AGREEMENT ON SEPTEMBER 13, 2021 TO MERGE INTO FRONT PORCH COMMUNITIES FOUNDATION EFFECTIVE AS OF APRIL 1, 2022. THE ($12,052,540) IN OTHER CHANGES REPRESENTS THE AMOUNT OF NET ASSETS TRANSFERRED TO FRONT PORCH COMMUNITIES FOUNDATION. The remaining $183,163 in other changes represents changes in beneficial interest in split-interest trusts.”

“Ceasing operations: bethany center foundation of san francisco and covia foundation entered into an agreement on september 14, 2021 to merge into front porch communities foundation effective as of april 1, 2022.”