Metropolis - Avc Inc

“President and director john brantley baber has a family relationship with 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.”

“No director, officer or key employee of the taxpayer receives any compensation from the taxpayer. The officers receive compensation only from american village communities, inc., a 501(c)(3) exempt organization and supporting organization under section 509 (a)(3) of the irc.”

“Upon request, the taxpayer sends these documents to the requesting party. In addition, the governing documents are filed with the state of incorporation of the taxpayer. The taxpayer's audited financial statements are also filed with travis county central appraisal district and the texas department of housing and community affairs.”

“Column (c): effective as of january 1, 2012, american village communities, inc., a 501(c)(3) exempt organization ("avc"), amended and restated its defined benefit pension plan, established in 2008, to increase retirement benefits for all employees of avc, and to extend the retirement age to 65. Avc's employees were 61 or older in 2012, thereby necessitating sizeable annual deposits to the plan in 2012 and each subsequent year through 2018 without participation or voting by any interested director. Total compensation to the named officers, including their respective increases in actuarial values of assets allocated to them in the pension plan, are supported as reasonable by the december 2013 comparability study prepared by a third party for avc, was recommended by the independent avc compensation committee and was approved by the avc board of directors without participation or voting by any interested director.”

“Form 990, part vii section a column (b): average hours per week for the officers are based on allocating time spent on matters concerning the organization as officers or directors of the organization and/or american village communities, inc., a 501(c)(3) exempt organization and the parent of the organization pursuant to a group exemption permission and a 509(a)(3) ruling.”