Rain Properties Inc

“Regional aid for interim needs, inc. Is the sole corporate member of the organization.”

“Per the by-laws of rain properties, inc. Rain total care has the rights to approval of appointments to the board of directors. Rain total care is the sole member of regional aid for interim needs, who is the sole member of rain properties.”

“Per the bylaws of rain properties, inc. Rain total care has the rights to the following: -approval of strategic plans; -applications for any certificate of need; -significant changes to services, including significant expansion, reduction or elimination of services; -approval of capital and operating budgets; -expenditures or contracts for payments in excess of $100,000; -incurrence of debt in excess of the annual cumulative amount of $100,000; -purchase or disposition of any asset for consideration in excess of $100,000; -participation in demonstration projects such as bundling arrangements, participation in accountable care organization and capitated payment plans; -election of officers of the corporation, including without limitation, hiring and firing of the executive director; and -approval of the compensation or payment of any bonus to the any officer of the corporation.”

“Rain properties has its form 990 prepared by an outside accounting firm and has established the following review process to ensure that the information reported is complete and accurate. When the form 990 has been prepared, reviewed by management and is ready to be filed with the internal revenue service, it is electronically sent to the board members of the organization for any comments. Any comments are then grouped, summarized and provided to the outside accountants. Each issue is documented and addressed until the return is finalized and approved for filing.”

“Each director, prior to assuming his or her responsibilities for the corporation, and annually thereafter, shall sign and submit to the secretary of the corporation, a statement or statements which identifies, to the best of such director's knowledge (i) any entity of which such director is currently an officer, director, trustee, member, owner (either as a sole proprietor or a partner), or an employee and (ii) with which the corporation has a relationship, and any transaction in which the corporation is a party or a participant and (iii) in which such director might have a conflicting interest. Such director shall also provide to the secretary such information as the secretary may reasonably require to determine whether the director is an independent director. The duty of each director shall be ongoing and, therefore, the director shall be responsible to amend the statements provided immediately upon a change of circumstances. Each director, principal officer and member of a committee with governing board delegated powers shall, prior to assuming his or her responsibilities for the corporation, and thereafter, annually sign and submit to the secretary of the corporation, a statement or statements which (i) affirms such person has received a copy of the conflicts of interest policy, (ii) has read and understands the policy, (iii) agrees to comply with the policy, and (iv) understands that the corporation is charitable and that in order to maintain its federal tax exemption it must engage primarily in activities which accomplish one or more of its tax-exempt purposes. Any interested person who has a financial interest in a proposed transaction or arrangement that could reasonably be considered a related party transaction or otherwise raise a conflict of interest must disclose all material facts relating to such person's financial interest in the proposed transaction or arrangement to the independent committee, the chairperson of the board, or the chairperson of the committee considering the transaction. If the interested person notifies the chairperson of the board, or the chairperson of the committee considering the transaction, such chairperson shall notify the independent committee. The independent committee shall determine whether a proposed transaction or arrangement constitutes a related party transaction, or otherwise raises a conflict of interest, after consideration of all material facts disclosed by the interested person. The interested person shall not participate in any way in the determination by the independent committee whether the proposed transaction or arrangement is a related party transaction or raises a conflict of interest. The interested person may not be present at or participate in board or committee deliberations regarding such related party transaction, and shall not be entitled to vote thereon. The interested person shall in no manner attempt to influence the deliberation or voting on the related party transaction. The corporation shall not enter into any related party transaction absent a majority vote of the board or independent committee, affirmatively finding that the related party transaction is fair, reasonable and in the corporation's best interest. The independent committee of the board shall conduct periodic reviews of the policy to ensure that the corporation operates in a manner consistent with its charitable purposes, does not engage in activities that could jeopardize its tax-exempt status, and complies with the relevant provisions of the new york not-for-profit corporation law. In the event that the board has not established an independent committee or such independent committee is not functioning, the duties of the independent committee shall be fulfilled by the independent directors of the board, acting as a body.”

“The organization makes its form 990 available for public inspection as required under section 6104 of the internal revenue code. The return is made available on guidestar.org and other similar types of websites. In addition, the organization's financial statements, form 990 and its governing documents are available at the principal offices during regular business hours and by mail upon personal and/or written request.”