Kendal at Ithaca Inc

“The executive committee is a standing committee of the board of trustees of kendal at ithaca, inc. The membership of the committee shall consist of the board's officers, including the chair, past chair, vice chair, treasurer and secretary; and the chairs of the board's standing committees as follows: finance, board development, health services, inclusion and diversity, philanthropy, and planning and property committees. The board's chair shall serve as the chair of the executive committee. The executive director shall serve as the committee's primary staff support. The purpose of the committee is to treat issues and/or make decisions on behalf of the board, when necessary and urgent, either in-between board meetings or when a board quorum cannot be raised, provide leadership and direction to the executive director through the board's chair, and perform the executive director's annual review in collaboration with the president of the kendal corporation. The primary functions of the committee are to handle necessary and urgent issues on the board's behalf, between meetings of the board, conduct the executive director's annual review, and process other matters assigned by the board. The committee shall meet at least once (1) per year, upon the call of the chair. The committee shall report the minutes of their meetings to the board at the next scheduled meeting of the board. In addition the committee shall report any significant action that it has approved, to the board, within four (4) business days of such action.”

“Kendal at ithaca is affiliated with kendal new york through bylaw requirements. Kendal new york must approve the election of board members of kendal at ithaca and any amendments to the articles of incorporation or specific sections of the bylaws of kendal at ithaca as well as the incurrence of debt of specified value; changes in corporate purpose; use of the name kendal; the substance of resident contracts; and the purchase, sale, lease, or other disposition of any real estate or improvements thereon of a specific value; and dissolution, merger with another entity, division, or acquiring control of another entity.”

“The form 990 is reviewed by the finance committee and is also distributed to all board members before it is filed with the internal revenue service.”

“A conflict of interest is defined as "excess benefit" to the disqualified person. Excess benefits may arise from a transaction in which the amount of the economic benefit provided by kendal at ithaca to or for the use of the disqualified person exceeds the value of the consideration (including the performance of services) received by kendal at ithaca for providing such benefit. All members of the kendal at ithaca board of trustees and staff are covered by this policy. Any person who reasonably believes they may be an interested person must disclose the existence of and the material facts of the nature of his or her interest to the trustees or members of the committee considering the proposed transaction. Such disclosure shall include any relevant and material facts known to such person about the transaction and all facts relating to the reason that such person might be a disqualified person. When a person discloses they may be a disqualified person, the body to which the disclosure is made shall thereupon, by majority vote (other than the person who made the disclosure), determine whether the person is a disqualified person or is a potentially disqualified person. If it is determined that such person is a disqualified person, such person shall not vote on, nor use his personal influence on, nor participate in the discussions or deliberations with respect to such contract or other transaction. Such person may present factual information or respond to questions as may be required by the remainder of the board or committee. The disqualified person shall withdraw from the meeting until the discussion or discussions, including any votes taken, has been completed. The minutes of the meeting shall reflect the disclosure of the disqualified person and his/her withdrawal from the meeting. Each trustee, director, principal officer, and member of a committee with board delegated powers shall annually sign a statement which affirms that such a person has received a copy of the conflicts of interest policy, has read and understands the policy, has agreed to comply with the policy, and has disclosed all known conflicts of interest.”

“The executive director's compensation has been determined by the board in consultation with the president and the director of human resources of the kendal corporation. From time to time the kendal corporation provides to the board chair an updated comparative and independent survey on compensation for executive directors. The board chair then reviews this information with the executive committee and/or the board. Kendal at ithaca's human resource director, cfo, and executive director determine compensation for all other employees based on independent data such as surveys, taking into account those employees' positions and responsibilities relative to other positions at kendal and in the marketplace. Compensation increases for the executive director and all other staff are reviewed and approved as part of the annual budget process. The kendal at ithaca board of trustees has final approval of the budget and associated compensation increases. This process was last undertaken in october 2016.”

“The organization makes its 990 available for public inspection upon request. The most recent year form 990 is also published on their website (www.kai.kendal.org).”

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

“Kendal at ithaca discontinued their home care program during 2016 and outsourced their therapy program to a contracted vendor.”

“The organization has a finance committee that assumes responsibility for oversight of the audit of its financial statements and selection of an independent accountant.”