Eastwood Assisted Living Inc

“The corporation pays management fees to valley management co., inc. To provide management of all aspects of the operation, including, but not limited to human resource services, accounting, billing, collections, payroll, and general administration. Valley management is responsible for coordinating the preparation of monthly financial statements, maintaining and managing bank accounts and working capital. Valley management is also responsible for applying for, obtaining, and maintaining all necessary licenses, permits, consents, and approvals from all governmental agencies which have jurisdiction over the operation of the organization. The company agrees to operate and maintain the organization in compliance with the requirements of any statute, ordinance, law, rule, regulation or order of any governmental or regulatory body having jurisdiction over the organization.”

“The corporation has one member, friendship foundation.”

“An independent accounting firm prepares the form 990 and forwards it to the cfo and ceo for review. The cfo and ceo return the form 990 to the cpa to resolve questions and make changes. The form 990 goes back to the cfo and ceo to ensure questions and changes have been made. A copy of the form 990 is then provided to each board member by the cfo approximately 2 weeks prior to the due date. They are given 1 week to review and forward questions to the cfo. Review questions are resolved and the form 990 is filed.”

“The policy is included in both the employee handbook and the code of conduct, which is issued to and discussed with each employee and board member. An annual letter affirming the policy and asking for written declarations of any potential conflicts is sent to all board members and approximately 20% of employees (all managers, business office staff,purchasing department staff, human resources staff, etc.). Responses are reviewed by the corporate compliance officer, reported to the board, and acted upon as needed. Also, the corporation is aware of the business affiliations of officers and directors and ensures that each is aware of the affiliations. Whenever discussions occur in which a conflict exists, the individual recuses themself from the proceedings so the other members can discuss the matter freely. Each year at its corporate governance committee meeting and annual board meeting a report is made to the board of directors describing the business affiliations and any business transactions that occurred during the year between the corporation and the external businesses in which the directors or officers are involved.”

“The compensation committee of the board routinely engages an external consultant to review benchmark compensation data for the ceo and other key management positions. A number of nationally recognized salary surveys are utilized as part of this process and the consultant's written report is received by the compensation committee and the full board. Annually, the compensation committee reviews the compensation for each member of this group utilizing the benchmark data and any adjustments in compensation are recommended from the compensation committee to the full board for consideration and approval.”

“Upon request, the company will provide copies of governing documents, policies, financial statements, and form 990s to persons asking for the documents.”

“The organization shares board members and officers with a related organization. The average hours a week that each individual spends with the related organization is as follows: valley management co, inc: edwin r. Feinour 4.00 glen c. Combs 6.00 robert c. Lawson 4.00 robert h. Sandel 4.00 kathryn k. Oelschlager 3.00 joseph m. Hoff 2.00 c. Michael shannon 2.00 nathaniel bishop 4.00 john williamson 5.00 cynda johnson 3.00 lucian grove jr. 3.00 gregory feldmann 3.00”

“Friendship health and rehab center, inc, ein 23-7126857 is the paymaster for ten related c corporations which have employees. This corporation pays all employees and prepares and files all required federal payroll returns. Each corporation and its employees are as follows: friendship health and rehab center inc 492 employees friendship apartment village corp 32 eastwood assisted living, inc 83 professional health care services, inc 42 friendship pharmacy, inc 4 valley management co, inc 59 ltc services, inc 25 friendship outpatient & wellness services, inc 20 friendship foundation 01 friendship health and rehab center south 352 physician clinic 03 richfield friendship health and rehab center 149 richfield jct 59 richfield oaks 58 richfield independent living 16 richfield town center 27 total 1422”

“The corporation participates in a consolidated audit with affiliated companies reported on schedule r. When finished, the audited statements are presented to the finance committee and the board of directors by the external auditors.”

“This process has not changed from prior year.”