Wesley Homes

“The organization's executive committee consists of the chair, past chair, chair elect, treasurer and secretary of the board of trustees. The executive committee has and exercises the authority of the board of trustees, except the executive committee does not have the authority of the board in reference to: 1. Amending, altering, or repealing the bylaws; 2. Electing, appointing, or removing any member of the executive committee or any director or officer of the corporation; 3. Amending the articles of incorporation; 4. Adopting a plan or merger or adopting a plan of consolidation; 5. Authorizing the sale, lease, or exchange of all or substantially all of the organization's property and assets; 6. Authorizing the voluntary dissolution of the organization or adopting a plan for the distribution of the organization's assets; or 7. Amending, altering, or repealing any resolution of the board of trustees which by its terms provides that it shall not be amended, altered, or repealed by the executive committee.”

“The organization is organized as a not-for-profit corporation and includes members from the pacific northwest conference of the united methodist church, who have the right to participate in the selection of the organization's governing body.”

“The board members are elected at the annual meeting of the members. At least a majority of the elected board members must be members of the united methodist church.”

“Amendments to the articles of incorporation must be approved by a majority of the members present at the annual meeting in addition to a two-thirds passing vote by the board of directors. In addition, any modifications to the bylaws with respect to the membership of wesley homes or the process of electing the board of directors must be approved by the members at their annual meeting prior to being amended.”

“The board of directors delegated the responsibility of reviewing the form 990 to the finance committee. Management and the finance committee reviewed in detail the form 990. A copy of the 990 was presented to the board prior to filing.”

“Each may, or when a new member arrives on the board, board members are given a disclosure form to sign and submit declaring any possible conflict of interest. Should conflicts exist, the conflicts are disclosed to the other board members. Board meeting minutes would reflect the conflict as it relates to a relevant discussion and the member with the conflict would abstain from the discussion and decision. Each member has been given the policy upon membership to the board. Monitoring of conflicts of interest is managed by the wesley homes executive assistant.”

“The last company-wide compensation review of all positions was conducted in 2012. We purchased milliman nw healthcare salary data in 2014 and 2015, and milliman nw professional salary data in 2015 and used that to establish salary ranges for the organization. We also factored in salary data from home health salary surveys and from leading age to arrive at salary ranges for staff and some executive positions. We used an outside consultant to do the analysis and pricing for the president/ceo position. A compensation analysis and recommendation was prepared for the chair of the board who presented to the executive committee. The committee reviewed and approved the ceo salary increase. Milliman, leading age, home health salary surveys and judgement were used to price the salaries of the other officers. The hr department provided the analysis and the president/ceo made the final determination.”

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