American Village Communities Inc

“President and director brant baber has a family relationship with executive vice president katherine kalinowski.”

“The draft form 990 is prepared by the certified public accountants retained by the taxpayer for this purpose. The form 990 is reviewed by the taxpayer's president, who deals with all financing, contract and capital expenditure issues for the taxpayer, by the taxpayer's general counsel, who deals with all legal and regulatory issues for the taxpayer, and by the taxpayer's independent accountant who handles all payables and receivables for the taxpayer. The form 990 is sent in draft form to all members of the board of directors with the request to provide comments or pose questions. If necessary, a special meeting of the board will be convened to discuss the form 990.”

“The taxpayer's conflicts of interest and compensation policy ("policy") is straight-forward and addresses the disclosure and resolution of conflicts of interest in the following manner: conflicts of interest - no director or officer of the taxpayer does business with or receives any money from the taxpayer, so no such conflicts have arisen. If any conflicts of interest should arise they will be dealt with in accord with the policy, which, inter alia, provides: a. The board of directors is required to determine alternatives, if any, to the proposed transaction or arrangement with the interested person; b. The board is required to determine whether the taxpayer can obtain a more advantageous transaction or arrangement with reasonable efforts from a person or entity unrelated to interested person; and, c. If a more advantageous transaction or arrangement is not reasonably attainable with a person or entity unrelated to interested person, the board is required to determine whether the transaction or arrangement is in the taxpayer's best interest and for its principal benefit and whether the transaction is fair and reasonable to the taxpayer and shall make its decision as to whether to enter into the transaction or arrangement in conformity with such determination.”

“The board of directors established a compensation committee, comprising two independent directors, who retained a comparability analyst to prepare a study for the positions of president/ceo and general counsel, and made recommendations to the board concerning the appropriate level of of compensation for those positions, based on that data. The board accepted such recommendations and established compensation accordingly. The creation of the compensation committee proceeded in accord with the policy described above.”

“Upon request, the taxpayer will send these documents to the requesting party.”

“Brant baber receives a salary of $316,250 annually from american village communities, inc., where he works at least 40 hours per week as its chief executive officer. Substantially all his work includes activities that support the supported units of avc. Mr. Baber receives no salary or other compensation from any of the subordinate and/or supported units. Katherine kalinowski receives a salary of $212,750 annually from american village communities, inc., where she works at least 40 hours per week as vice presisdent and general counsel. Substantially all her work includes activities that support the supported units of avc. Ms. Kalinowski receives no salary or other compensation from any of the subordinate and/or supported units.”