On Lok Senior Health Services

“From september 2022 through august 2023, the organization engaged with carl gerlach, a consultant with korn ferry, to fulfill the duties of interim cfo; compensation paid to korn ferry from on lok, inc. (a related organization) in exchange for these services totaled $607,138 for the 2023 calendar year and $165,700 for the fiscal year-ending june 30, 2024. Effective august 2023, carl gerlach transitioned from interim cfo to cfo.”

“The organization has one sole member: on lok, inc.”

“The organization's sole member, on lok, inc., has the power to elect all directors.”

“On lok senior health services' (olshs) sole member, on lok, inc., has following exclusive rights with regard to olshs: (i) to approve the authorized number of directors and to elect and remove the elected directors; (ii) to determine, change and/or maintain the philosophy and purpose of olshs; (iii) to amend, alter, repeal or modify olshs' articles of incorporation and bylaws; (iv) to approve any merger or consolidation, the formation of any division or subsidiary and the affiliation of olshs with any other corporation or entity, the result of which affects the autonomy or governance of olshs; (v) to approve of changes, alterations, increases to or refinancing of the long term debt of olshs; (vi) to approve the annual operating and capital budgets for olshs (the "operating and capital budgets of the corporation"); (vii) to approve any expenditures or incurrence of debt not described in or provided for by the operating or capital budgets of olshs and that are in excess of the amount(s) described in those budgets as requiring approval by the member; (viii) to approve the dissolution of olshs; (ix) to approve the purchase, acquisition or sale of land or buildings; (x) to approve the demolition of olshs' buildings, construction of new buildings on olshs' property, or the renovation of existing buildings where the cost of the renovation is in excess of the amount(s) described therefore in the operating or capital budgets of olshs; (xi) to appoint olshs' auditor and legal counsel; (xii) to approve the long-range strategic plan of olshs; (xiii) to approve certain organizational procedure(s) described in section 4.1(d) of the bylaws for authorizing expenditures of more than the amount(s) specified in the operating or capital budgets of the corporation; and (xiv) to approve the receipt of any gift or grant to olshs that includes restrictions or conditions.”

“The form 990 is prepared by an independent tax accountant in conjunction with the organization's accounting and finance department and reviewed by management; adjustments are made, as necessary. A complete copy of the form 990 is then made available to all members of the board of directors prior to filing with the internal revenue services.”

“The organization has a written conflict of interest policy which requires disclosure at least annually by all directors and officers of the corporation, and other key staff who are in a position to influence corporate decisions, of actual and potential conflicts of interest. The chair, with the assistance of the corporation's compliance officer and/or outside counsel, if necessary, will resolve any conflicts in accordance with the adopted conflicts policy. Any director who has a conflict of interest may be counted in order to qualify a quorum, and may participate in the discussion of the issue, motion or resolution to the extent permitted by the chair in accordance with the conflict of interest policy or as otherwise directed by the board. If the chair is the director with the reported conflict, then the vice chair shall execute the duties of the chair under this section. If both the chair and vice chair have reported conflicts, then the remaining board members without any conflicts on the matter at hand shall vote to determine how to handle the conflict in accordance with the conflict of interest policy.”

“The organization's ceo is compensated by on lok, inc., a related organization; accordingly, form 990, part vi, section b, line 15a has been marked "no", in accordance with the form 990 instructions. Please reference the form 990 for on lok, inc. For a discussion on the processes utilized by on lok, inc. To determine compensation for the ceo. The executive committee determines the compensation of other top management officials of the organization based on comparability data provided a firm specializing in compensation. In addition, the executive committee may also establish incentive compensation at a pre-determined level based-on specific goals to be achieved by year-end.”

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

“Contractual medical services: program service expenses 34,990,798. Management and general expenses 0. Fundraising expenses 0. Total expenses 34,990,798. Janitorial services: program service expenses 1,640,718. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,640,718. Other contractual services: program service expenses 50,342,507. Management and general expenses 7,683,504. Fundraising expenses 0. Total expenses 58,026,011.”

“Net asset transfer to olch -506,418.”