Asbury Communities Inc.

“The executive committee of the board of directors can act in place of the board for defined responsibilities. All members of the executive committee are members of the board of directors.”

“During 2019, the organization made the following changes to its bylaws: revised article ix to require that each committee member must also be a current member of the board of directors. Revised article x. Financial matters and instruments to clarify delegation authority for execution and approval of contracts and invoices and authorize discretionary expenditure authority for the president of the corporation to commit or spend up to five million dollars ($5,000,000) within any one fiscal year without prior board approval but include requirement to report such expenditure to the board of directors.”

“In 2019, the board committees could not act on behalf of the full board because the committees included non-board members.”

“Asbury communities, inc. Is the sole member of asbury atlantic, inc., asbury-solomons, inc., inverness village, an oklahoma not for profit corporation, asbury, inc., bethany development corporation and asbury hcbs, inc. Asbury communities, inc. Has a system-wide audit and compliance committee. The asbury communities, inc. Board of directors has delegated a review of the form 990 to the system audit and compliance committee which performed their review on 10/21/20. The asbury communities, inc., foundation, asbury atlantic, asbury solomons, asbury communities hcbs, asbury, inc., bethany development corporation and inverness village board of directors were forwarded a copy of their respective draft form 990 for their review and provided a link to a recording of the audit and compliance 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 staff and audit and compliance committee.”

“The asbury communities conflict of interest policy was approved by the board of directors. The compliance officer 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 of interest disclosure form and is advised of their fiduciary obligations. The compliance officer, who had a direct reporting line to the chair of the audit and compliance committee and reports quarterly to the audit and compliance committee, analyzes all disclosure forms for potential conflicts, and prepares a report for the audit and compliance committee. A report was made to the board that there were no conflicts during 2019. When an actual or potential conflict of interest arises involving a board or committee member, the audit and compliance committee is informed and will follow specific protocol outlined in the conflict of interest policies and procedures.”

“On an annual basis, the compensation and benefits committee relies on staff feedback and the data and recommendations provided by an external compensation consultant to ascertain the reasonableness of compensation and benefits of all of the direct reports of the ceo and other potentially disqualified persons. In addition, the compensation and benefits committee reviews the organization's progress towards key performance indicators selected for incentivizing performance of disqualified persons through a performance based-compensation program. Quarterly, the compensation committee reviews updates to the overall benefits and compensation plan for the organization as well as progress on the organization's employer of choice strategic goals. Also on an annual basis, the compensation and benefits committee specifically reviews the compensation and benefits of the ceo using the data gathered by the compensation consultant at the direction of the committee and provides input to the full board of directors in order to support their decision making process regarding the ceo's compensation. The compensation and benefits committee charter, the executive compensation philosophy, and the executive incentive plan were reviewed most recently in 2019.”

“Governing documents and conflict of interest policy are available upon request. Audited financial statements are available for public viewing on our website (www.asbury.org).”

“The compensation of asbury communities' officers and key employees as shown on the form 990, part vii, section a, not only relates to their responsibilities at asbury communities, inc. But also reflects their responsibility to provide executive management functions, as well as policy and overall guidance to its supported and related organizations. These organizations include asbury atlantic, inc., asbury-solomons, inc., inverness village, an oklahoma not-for-profit corporation, asbury communities hcbs, inc., asbury, inc., asbury foundation, inc., and bethany development corporation. Asbury communities, inc., the supporting parent company alone had 83 employees as of 12/31/2019. The form 990, part vii, section a, has 32 individuals earning $100,000 or more. Asbury has a high percentage of highly compensated individuals since these positions are responsible for providing expertise and guidance to multiple supported organizations in the asbury system which serves more than 5,000 residents and clients and employs more than 2,400 employees. During 2019, asbury communities, inc. Modified its employee compensation for pto. This change resulted in a one-time distribution that is reflected in the compensation reported on this form 990. The 2019 consolidated audited financial statements for asbury communities, inc. Had total revenues of $244 million and total assets in excess of $584 million.”

“As a not-for-profit organization with a spiritual heritage, asbury pledges each day to make a difference in the lives of those we serve and to serve as a partner for good in the community at large. We honor our heritage through supporting and partnering with charitable and community organizations, educational institutions, and aging services and health providers. At asbury, our efforts are focused in three primary areas: -benevolent care -developing senior services workforce -supporting senior wellness in the regions where we operate providing peace of mind for residents - benevolent care: a cornerstone of living our mission is ensuring that residents who outlive their financial resources can remain in their home at asbury. The asbury foundation is a 501(c)(3) not-for-profit organization that secures philanthropic support to support the mission and enhance quality of life for older adults served by the asbury system. Benevolent care: for years 2017 through 2019, asbury provided a three year average of more than $2.6 million in benevolent care to asbury residents who outlived their financial resources through no fault of their own. This support included: -asbury methodist village $1,591,910 -asbury place $75,283 -asbury solomons $111,747 -bethany village $742,643 -inverness village $151,338 -springhill $19,406 total benevolent care $2,692,331 supporting senior wellness in the regions where we operate: for three weeks beginning after christmas, asbury associates donated food for needy seniors in frederick county, gathering over 500 pounds of food and raising $770 in cash. Asbury forged a relationship with the frederick county department of aging and took responsibility for delivering meals to frederick county seniors. Each tuesday, associates from the asbury support and collaboration center support their local meals on wheels, delivering meals to food-insecure seniors living in frederick county. Training the next generation of leaders and professionals for aging services: asbury was actively involved with leadingage, an association of not-for-profit senior services, including: -several asbury associates presented at state and national leadingage conferences that assisted continuing education priorities for non-profit aging services providers. -supported ongoing leadership development through participation in leadingage's national leadership academy, and most recently through helping to launch the state leadership academy for leadingage md/dc/va/de. Other/community support: -an asbury staff member partnered with the american red cross to coordinate and run one blood drive in 2019, resulting in 10 units of blood collected with potentially 30 lives helped/saved. -each asbury community strives to be a force for good in their region, identifying area needs and working with partner organizations to address those needs. Below is a sampling of the partnerships that expand our mission. -alzheimer's association -calvert county interfaith council -calvert county hospice -caring communities -community food rescue -erie county department of aging -erie veterans affairs medical center -farming for hunger -friends of calvert county seniors -jewish council for aging share -kingsport senior center -life senior services -manna food center of montgomery county -meals on wheels -montgomery county coalition for the homeless -new hope ministries food pantry -national area parkinson's association -parkinson's partners -united way -asbury associates bring a mission focus, wealth of experience, and innovative ideas to aging services. We share that through presentations and collaborations with industry organizations and their boards in all of the regions where we operate. Below are a few. -access to care -american red cross -carf international -caring communities -eagle accreditation commission -international council for active aging -leadingage national and state chapters”

“Transfers to and from supported organizations 1,184,000. Loss due to de-consolidation of inverness village -36,826,219.”

“There has been no change in oversight process from the prior year.”