Hillcrest Manor

“The respective boards of trustees of hmi, birch hill and pearl manor have determined that it would be in their respective interests to merge hmi and birch hill into a single combined entity, with birch hill being the surviving entity, and simultaneously to establish birch hill as the sole corporate member of pearl manor. The merger will become effective for tax and other purposes at 12:01 a.m, on june 30, 2017. On the effective date, the surviving corporation will succeed to all of the rights, privileges, debts, liabilities, powers and property of hmi. Without limiting the foregoing, on the effective date, all real property, personal property, rights, privileges, franchises, patents, trademarks, licenses, registrations, and other assets of every kind and description of hmi will be transferred to and vested in the surviving corporation without further act or deed. Hmi will not retain any rights or reversionary interests regarding such assets. The surviving corporation will adhere to, assume responsibility for, and continue the maintenance, support, preservation and management of, any assets of hmi or the surviving corporation that are donor restricted. All rights of the creditors of hmi and all liens upon any property of hmi will be preserved unimpaired, and all debts, liabilities and duties of hmi will attach to the surviving corporation and may be enforced against it to the same extent as if said debts, liabilities and duties had been incurred or contracted by it.”

“The riverwoods group is the sole member of the corporation”

“The board of the riverwoods group has the right to appoint one-third of the trustees and to elect two-thirds of the trustees which have been nominated by the hmi board.”

“The board of the riverwoods group has the power to remove a member of the board and amend or repeal the bylaws of the organization.”

“Hillcrest manor has authorized review of the form 990 to the trwg audit committee. Draft copies were distributed and reviewed by the audit committee prior to filing. After review by trwg's audit committee, a full copy of the final form 990 will be provided to hillcrest manor's board of trustees on a secure website and hillcrest manor's board will be notified that it is available for review, and will vote to accept, prior to filing.”

“Hillcrest manor has a conflict of interest policy. It is distributed annually along with a signature page at a board meeting.”

“Hillcrest manor's governing documents, conflict of interest policy and financial statements are available upon request.”

“The respective boards of trustees of hillcrest manor, birch hill and pearl manor have determined that it would be in their respective interests to merge hillcrest manor and birch hill into a single combined entity, with birch hill being the surviving entity. The merger became effective at 12:01 a.m. On june 30, 2017. On the effective date, the surviving corporation succeeded to all of the rights, privileges, debts, liabilities, powers and property of hillcrest manor.”

“Net asset distribution to surviving entity -2,871,688.”

“During july 2016, the organization was acquired by the riverwoods group in an affiliation agreement. The bylaws changed during this process to reflect the affiliation and move the audit function responsibility to the riverwoods group.”