Presbyterian Retirement Communities Northwest Foundation

“The board of directors has an executive committee consisting of the board chair, the chair of each board committee, and one at-large board member. The executive committee has authority to exercise some or all powers of the board between regularly scheduled meetings of the board, as directed to do so by the board.”

“All management functions are provided by employees of presbyterian retirement communities northwest.”

“Presbyterian retirement communities northwest (dba: transforming age) is the sole member of the foundation.”

“If not already serving on the foundation's board, the chair and the vice-chair of the member's board of directors are ex-officio voting members of the foundation's board. The secretary and treasurer of the member's board of directors are also the secretary and treasurer, respectively, of the foundation. The member has the power to remove and replace any members of the foundation's board of directors.”

“The sole member has the right to (a) remove and replace members of the foundation's board of directors; (b) amend the foundation's articles and/or bylaws; (c) adopt a plan of merger or consolidation with another corporation; (d) authorize the sale, lease or exchange of all or substantially all of the foundation's property and assets if not in the ordinary course of business; (e) authorize the foundation's voluntary dissolution or revoke proceedings therefore; and (f) adopt a plan for distribution of the foundation's assets.”

“The form was reviewed by the controller and the cfo. It was then provided to the board for review before filing.”

“The conflict of interest policy applies to all members of the board of directors and employees. Annually, the conflict of interest form is distributed to the board of directors and officers. The president & ceo reviews the completed forms and identifies if any conflicts exist. Any actual or perceived conflict of interest of any governing board member or officer shall be disclosed to the other members of the board or highest level of management (president & ceo) and made a matter of record at the soonest possible time. Any governing board member having a possible conflict of interest shall not vote or use personal influence on the matter, and shall not be counted in determining the quorum for the meeting, even where permitted by law. The minutes of the meeting shall reflect that disclosure was made, the abstention from voting, and the quorum.”

“All employee compensation is reviewed by the board of, presbyterian retirement communities northwest (dba: transforming age), the member.”

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

“During the fiscal year, the foundation began a community outreach program that provides funding for community initiatives that serve seniors in need.”