Kendal Aging

“The governing document we updated during the tax year. The following changes are considered significant: 1. The article of incorporation previously made specific reference to furthering and cultivating the values and practices of the kendal corporation, a pennsylvania nonprofit corporation, as well as the values and ideals of the san francisco zen center. The updated articles removed reference to any specific entity, and now make reference to the larger charitable class served, which is to support life plan communities. The bylaws still clearly identify and include the language about the kendal corporation and the san francisco zen center; as such there has been no substantive change to the exempt purpose of kendal aging. 2. The bylaws were updated to clarify that the board of directors of the kendal corporation shall serve as the board of directors of kendal aging; and that at all times, the majority of the kendal aging board shall be representative of the board of directors of the kendal corporation. Previously the bylaws stated that the board of directors were appointed by the kendal corporation.”

“The kendal corporation, a 501(c)(3) public charity, is considered the sole member based on the internal revenue service definition of member.”

“The board of directors of the sole member shall serve as the board of directors of the filing organization. At all times, the majority of the kendal aging board shall be representative of the board of directors of the kendal corporation.”

“Any changes to the articles of incorporation and/or the bylaws shall be effective only with the approval of the sole member.”

“The form 990 is prepared by an independent accounting firm and then the cfo and senior vp of governance review the form 990. Upon completion of that initial review, the form 990 is sent to the board audit and compliance committee for review, followed by the board review at the nearest board meeting.”

“All board and committee members, as well as staff members complete an annual statement regarding each person's conformance with kendal's conflict of interest policy. A summary of the statement is reviewed by the governance committee and the full board, who then make the determination as to whether an actual conflict exists. If a conflict arose in between completion of the statements, the individual would inform the board chair or ceo. The policy states: "individuals having conflicts of interest shall disclose the conflicts; shall abstain from discussion of such matters relating to the conflict at board; committee, or staff meetings; and shall not use their personal influence in any decision regarding the matters relating to the conflict. The minutes of any such meeting shall reflect the disclosure that was made and the abstention from discussion."”

“The organization does not have any paid employees and as such form 990, part vi, section b, lines 15a and 15b are required to be answered no.”

“The governing documents, conflict of interest policy and financial statements are available to the public upon request.”