Mary Free Bed Sub-Acute Rehabilitation

“Nursing staff completed transition over to mary free bed (mfb) hospital employment fully 4/1/17. Accounts payable and payroll are managed by mfb hospital. Trinity senior living communities (tslc) provides clinical, billing, and accounting services.”

“Trinity senior living communities and mary free bed rehabilitation hospital are the sole shareholders of the organization.”

“The shareholders shall have the exclusive right to elect or appoint the directors of the corporation; four directors shall be appointed by mary free bed and four directors shall be appointed by trinity senior living communities.”

“In addition to any vote or consent of the shareholders of the corporation required by the act, unless authorized by a unanimous vote of the shareholders, the corporation shall not enter into any commitment to: (i) pay dividends or distribute income or profit to the shareholders; (ii) require a capital contribution by the shareholders to the corporation; (iii) adopt, amend, modify, repeal, or waive these articles of incorporation or the corporation's bylaws; (iv) (a) make any material change to the nature of the business conducted by the corporation or (b) enter into any business other than the business; (v) (a) issue or sell additional shares or other equity securities of the corporation to any person or entity or (b) enter into or effect any transaction or series of related transactions involving the repurchase, redemption or other acquisition of shares; (vi) (a) incur any long or short term indebtedness in excess of $25,000.00; (b) pledge or grant any mortgage, pledge, security interest, option, right of first offer, encumbrance or other restriction or limitation of any nature whatsoever ("liens") on any assets; or (c) guarantee, assume, endorse or otherwise become responsible for the obligations of any other person or entity; (vii) make any loan, advance or capital contribution to any person or entity; (viii) dissolve, wind-up or liquidate the corporation or initiate a bankruptcy proceeding involving the corporation; (ix) enter into or effect any transaction or series of related transactions involving the purchase, lease, license, exchange or other acquisition (including by merger, consolidation, acquisition of stock or acquisition of assets) by the corporation of any assets and/or equity interests of any person with a value in excess of $25,000, other than in the ordinary course of business consistent with past practice; (x) enter into or effect any transaction or series of related transactions involving the sale, lease, license, exchange or other disposition (including by merger, consolidation, sale of stock or sale of assets) by the corporation of any assets with a value in excess of $25,000, other than sales of inventory in the ordinary course of business consistent with past practice; (xi) establish a subsidiary or enter into any joint venture or similar business arrangement; (xii) make any investments in any other entity; or (xiii) change the number or the manner of appointment of the directors of the corporation.”

“The full form 990 will be reviewed by the vp of finance and treasurer.”

“Mfb sar adopts the trinity corporate compliance program. Each member of the board is given the conflict of interest policy and survey annually. When the board is voting on specific issues where a particular member might have a conflict of interest, the member excuses themselves from voting.”

“The organization does not make its governing document, conflict of interest policy, or financial statements available to the public.”

“Purchased services: program service expenses 1,963,160. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,963,160. Housekeeping supplies: program service expenses 319,565. Management and general expenses 0. Fundraising expenses 0. Total expenses 319,565. Qaap taxes: program service expenses 0. Management and general expenses 15,053. Fundraising expenses 0. Total expenses 15,053. Purchased services dietary: program service expenses 700,249. Management and general expenses 0. Fundraising expenses 0. Total expenses 700,249. Physician fees: program service expenses 17,220. Management and general expenses 0. Fundraising expenses 0. Total expenses 17,220. License and fees: program service expenses 0. Management and general expenses 675. Fundraising expenses 0. Total expenses 675. Travel transportation: program service expenses 14,340. Management and general expenses 0. Fundraising expenses 0. Total expenses 14,340. Contract labor: program service expenses 322,137. Management and general expenses 74,088. Fundraising expenses 0. Total expenses 396,225.”