American Baptist Homes of Washington

“American Baptist Homes of the West provides management services to American Baptist Homes of Washington.”

“On 5/1/2016, the organization amended its bylaws to change its number of authorized directors. On 2/25/17, bylaws were amended to change the organization year end to december.”

“Cornerstone Affiliates, a California nonprofit public benefit corporation exempt under IRC section 501 (c)(3), is the sole member of American Baptist Homes of Washington. Humangood, a California nonprofit public benefit corporation exempt under IRC section 501(c)(3), is the sole member of Cornerstone Affiliates.”

“The corporate member exercises its membership rights through its Board Governing Body of Directors.”

“The following transactions require approval by the members: a) Merger, consolidation or dissolution of the corporation; b) Amendment, repeal, or restatement of the Articles of Incorporation or Bylaws; c) Aggregate borrowing for any purpose in excess of $100,000; d) Purchase, sale, lease, disposition, hypothecation, exchange, gift, pledge, encumbrance or mortgage of any real property, and of any personal property with a value in excess of $50,000; e) Appointment of the independent auditor; f) Transactions outside the ordinary course of business.”

“The form 990 is reviewed by the cfo and the audit committee and furnished to the board of directors prior to filing.”

“Every year, organization Directors and Officers are asked to complete a Conflict of Interest disclosure along with a Statement of Commitment. In connection with any actual or possible conflict of interest, directors and officers must disclose the existence of the Financial Interest and be given the opportunity to disclose all material facts to the directors and members of committees. After disclosure of the Financial Interest and all material facts, and after any discussion with the Interested Person, he/she shall leave the Board or committee meeting while the determination of a conflict of interest is discussed and voted upon. If the Board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. If, after hearing the response of the member, the Board or committee determines that the member has in fact failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.”

“COMPENSATION OF THE PRESIDENT AND CFO OF AMERICAN BAPTIST HOMES OF THE WEST (SOURCE OF "RELATED ORGANIZATION" COMPENSATION IN PART VII) IS REVIEWED ANNUALLY FOR MARKET COMPETITIVENESS AND INTERMEDIATE SANCTIONS COMPLIANCE BY A COMPENSATION COMMITTEE OF THE Humangood BOARD. COMPENSATION OF OTHER OFFICERS AND KEY EMPLOYEES IS REVIEWED BY THE CEO WITH DISCLOSURE TO THE COMPENSATION COMMITTEE. THE Humangood BOARD MEMBERS AND president ARE INDEPENDENT WITH RESPECT TO THE INDIVIDUALS WHOSE COMPENSATION IS BEING REVIEWED. THE Humangood BOARD AND PRESIDENT RELY UPON WAGE AND SALARY STUDIES AND/OR REGULAR REVIEW BY A COMPENSATION CONSULTANT TO PROVIDE COMPARABLE SALARY DATA FOR THEIR CONSIDERATION. DECISIONS REGARDING COMPENSATION ARE DOCUMENTED ON A CONTEMPORANEOUS BASIS. THE COMPENSATION OF THE EXECUTIVE DIRECTOR FOR AMERICAN BAPTIST ESTATES IS DETERMINED BY WAGE AND SALARY STUDIES CONDUCTED BY ANNUAL Humangood'S HUMAN RESOURCES DEPARTMENT AND REVIEWED BY Humangood's CHIEF OPERATIONS officer AND Humangood's CEO. The Executive Directors (EDs) of ABHOW managed communities are employees of ABHOW and their compensation is fully reimbursed to ABHOW from their community. The EDs do not qualify under the definitions as a "Key Employee" for ABHOW. Since the ED role is so significant in the community and the compensation is fully reimbursed, for purposes of Form 990 reporting, EDs are reflected in Section VII as "highly compensated" employees Schedule J in Part II on line (i) as their compensation is paid by the organization and the ED's salary is included in salaries and benefits in the financial statement presentation.”

“The governing documents and financial statements are available for inspection upon request.”

“Judson Park Retirement Community is a CCRC that provides housing and health care for the elderly. Effective September 22, 2015, American Baptist Homes of the West (ABHOW) transferred the sole membership of American Baptist Homes of Washington (ABWASH) to Cornerstone Affiliates. ABHOW continues to manage the community. The outstanding debt of ABWASH is non-recourse to ABHOW. Additional information on ABWASH can be obtained from its website at www.humangood.org as well as from contacting the Corporate Office at (925) 924-7100.”

“Oversight of the audit process for Judson Park is provided by the Judson Park audit committee.”