Asbury Solomons Inc

“The executive committee of the board of directors can act in place of the board between meetings. All members of the executive committee are members of the board of directors. We have reported ten independent voting members of the governing body. The non-independent board members consist of one employee of asbury communities, inc., and investment advisory to the asbury communities, inc. 401(k) plan, one resident of asbury solomons, inc., one resident of bethany village and one resident of asbury methodist village.”

“The organization has made significant changes to the organizational documents including that board members shall be elected for terms of 1 year.”

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

“Asbury communities, inc. Is the sole member of asbury solomons, inc. And elects the governing body.”

“Only certain decisions of the governing body are subject to asbury communities inc.'s approval. These decisions 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 is the sole member of asbury atlantic inc., asbury solomons inc., inverness village, an oklahoma not for profit corporation and asbury communities hcbs, inc. Asbury communities has a system wide audit committee. The asbury communities board of directors has delegated a review of the form 990 to the system audit committee which performed their review on october 28th. The asbury communities, inc., foundation, asbury atlantic, asbury solomons, asbury communities hcbs, and inverness village board of directors were forwarded a copy of their respective draft form 990 for their review and provided a link to recording of the audit 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 the staff and audit committee.”

“The asbury communities conflict of interest policy was approved by the board of directors. The assistant general counsel 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 management positions. Each person completes a conflict disclosure form and is advised of their fiduciary obligations. The compliance officer, who had a direct reporting line to the chair of the audit committee and reports quarterly to the audit committee, analyzes all disclosure forms for potential conflicts, and prepares a report for the system-wide audit committee. A summary is then presented to the board of directors at the annual meeting. When a conflict of interest arises, the individual will be required to recuse him or herself from the board deliberations and vote.”

“The system wide compensation committee meets with the independent compensation consultant, and based on information provided to the committee makes recommendations regarding compensation and benefits to the executive committee which is charged by the full board with decisions regarding compensation. The full board(s) of asbury communities and asbury atlantic/asbury solomons each receive a presentation once a year on executive compensation and benefits. The vice president of human resources is present to give board members an opportunity to ask questions and to provide salaries and grade levels for their review. The system wide compensation committee is composed of 5 voting members, the vice president of human resources (non-voting), a retained attorney (non-voting; records proceedings in minutes), and is advised by towers watson (a compensation consulting firm). The system wide compensation committee holds a minimum of 4 meetings each year. At the fall meeting they review towers watson data and reports in order to make recommendations regarding salaries and benefits. This annual review also ensures compliance with irs intermediate sanctions requirements. The executive committee ultimately reviews/approves/ and or adjusts recommendations from the system wide compensation committee and sets compensation. The process was last reviewed in 2014.”

“The conflict of interest policy is available upon request. The governing documents are available in the resident libraries. The audited financial statements are available for public viewing on the organization's website.”

“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 solomons, inc. As well as the other related and supported organizations of asbury communities, inc. There are over 2,100 total employees in the asbury communities, inc. System. The 2014 consolidated audited financial statements for asbury communities, inc. Had total revenues of $179.2 million and total assets in excess of $568 million.”

“As a not-for-profit organization, asbury solomons, inc. Is committed to being a valued member of the southern maryland community. Our leaders, associates and residents work with community service organizations, health providers and foundations on programs identified as needed in the local community, comport with asbury's mission to "do all the good we can" and that focus on four areas in particular. These broad categories are: benevolent care, training the next generation of leaders in the senior services professions, working with and supporting other senior services organizations, and going green and sustainable. Asbury solomons' community benefit work is focused on improving the lives of those who live in the community in which the services are provided, regardless of whether the individuals live on or off an asbury campus. To achieve this goal asbury often works with other community organizations. Asbury solomons works hard each year to expand its work in the community on meaningful ways that it can sustain and grow. Examples of asbury solomons' activities are set forth below. In the area of supporting the local community and senior services, asbury solomons hosted, provided strategic planning, and raised more than $4,000 for the area chapter of the alzheimer's association's annual walk to end alzheimer's. The dining services department provided food and beverage services for the event. Solomons hosted the location for the alzheimer's association monthly meeting.the executive director at solomons is the chairman of the calvert county chamber of commerce board of directors and actively participated and led monthly meetings of the organization and business after hours networking events. He served on the calvert county fund advisory board which provides leadership and oversight to the county. Solomons donated space to various community organizations for their meetings and hosted an art show for the calvert artist's guild. Donated use of the community for musical performance for the broader community and auditorium space and piano usage for piano recital. The director of nursing participated in monthly pacct (partners in accountable care collaboration & transitions) meetings at calvert county memorial hospital whereby professionals meet to discern best practices and seamless transition of residents between hospital and home. In the area of going green and sustainable design, asbury solomons ,the resident-run go green committee at asbury solomons has planted young oysters on its property breakwaters. Initially involved in the project through the southern maryland oyster cultivation society starting in 2010, the committee applied for and received its own permit to foster oyster growth when the local group disbanded in 2013. In the past five years, residents on the go green committee and local partners have planted approximately 700,000 oysters on the community's breakwaters in the patuxent river, contributing to this chesapeake bay tributary's health through the oysters' natural capacity as water filters.”

“Net unrealized gain on change in market value of derivative instruments -1,210,348. Capital transfer to acomm -200,000. Change in beneficial interest in net assets of asbury foundation, inc. 26,912.”

“Fees for service-management asbury, to better reflect the relationship between fundraising expense and funds raised, has reassigned employees who were previously employed by the asbury foundation to the entity where they dedicate their time.”

“Schedule k- allocation of total proceeds of issue (series 2009b md bonds) the proceeds of the series 2009b md bonds (cusip #363128cb3) issued by the city of gaithersburg (md) were allocated between 2 entities: asbury atlantic, inc. (ein 52-0607956) and asbury solomons, inc. (ein 52-1862675). The total proceeds from the issue of the series 2009b md bonds is $43,820,000 and is allocated as follows: asbury atlantic, inc. $17,884,081 asbury solomons, inc. $25,935,919”