Ashley Inc.

“The form 990 is e-mailed to each board member and any comments or questions are addressed prior to filing the form.”

“Any director, principal officer, employee or member of a committee with governing board delegated powers of ashley, inc., who has a direct or indirect financial interest is an interested person. In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the directors and members of committees with governing board delegated powers considering the proposed transaction or arrangement. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he/she shall leave the governing board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists. An interested person may make a presentation at the governing board or committee meeting, but after the presentation, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest. The chairperson of the governing board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. After exercising due diligence, the governing board or committee shall determine whether the organization can obtain, with reasonable efforts, a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the governing board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the organization's best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination, it shall make its decision as to whether to enter into the transaction or arrangement. The minutes of the governing board and all committees with board delegated powers shall contain: the names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest,the nature of the financial interest, any action taken to determine whether a conflict of interest was present, and the governing board's or committee's decision as to whether a conflict of interest, in fact, existed; the names of the persons who were present for discussions and votes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection with the proceedings.”

“The compensation committee of the board of directors reviews and recommends the compensation of the ceo and other officers and key employees of the organization. Final compensation changes are approved by the full board of directors. The review includes analysis of comparability data, such as national salary surveys including not-for-profit data. This comparability study was performed by an outside consultant in 2014. Additionally our current ceo was sourced through a national recruiting firm and they helped validate the compensation offer. The board's deliberations regarding the offer are documented in meeting and committee minutes dated 9/13/2017. The compensation plan was developed and benchmarked by an outside compensation consultant hr solutions . 15 different national and local salary surveys including culpepper, mercer, eri health, radford, and hra-nca were used to determine the average pay for similar jobs at ashley. All positions within ashley were graded based upon those benchmarks. This benchmarking is performed every 2 or 3 years and was last done in 2019. The salary ranges are adjusted each year relative to the average merit pay increases reported by the society for human resource managers. This work is reviewed and approved by the ashley board of directors compensation committee”

“The organization makes its governing documents, conflict of interest policy, and financial statements available to the public upon request.”

“Bad debt expense -118,105.”