2022-10-31T15:02:10-05:00 2021-12-31 134008324 PRICEWATERHOUSECOOPERS LLP 76 S LAURA STREET SUITE 2100 JACKSONVILLE FL 32202 990 2021-01-01 591912330 NORTH FLORIDA RETIREMENT VILLAGE INC NORT 3523728400 SANTAFE HEALTHCARE INC PO BOX 749 GAINESVILLE FL 326270749 PHILIP G BOWLING ASSISTANT TREASURER 3523728400 2022-10-31 1 PHILIP BOWLING 999009999 NADER FARHAT P01004599 9043540671 3 AAL1 IAL1 2021 2022-09-23 18:48:47Z THE VILLAGE LAWRENCE G SCHREIBER SANTAFE HEALTHCARE INC PO BOX 749 GAINESVILLE FL 326270749 33875313 0 X WWW.THEVILLAGEONLINE.COM X 1979 FL TO PROVIDE SENIOR CITIZENS WITH AFFORDABLE HOUSING, MEALS, ASSISTED LIVING AND RELATED SERVICES.THE MISSION OF NORTH FLORIDA RETIREMENT VILLAGE, INC. IS TO PROVIDE AFFORDABLE HOUSING, MEALS, ASSISTED LIVING, CONGREGATE CARE AND RELATED SERVICES TO SENIOR CITIZENS. SEE PART III, LINE 1 FOR MORE INFORMATION. 10 9 515 0 0 0 994640 391630 31326723 30424237 417812 885149 896 352 32740071 31701368 1000000 1500000 0 0 11625372 11377395 0 0 0 18423077 23939352 31048449 36816747 1691622 -5115379 89998820 88376306 90638780 94894265 -639960 -6517959 X THE MISSION OF NORTH FLORIDA RETIREMENT VILLAGE, INC. IS TO PROVIDE AFFORDABLE HOUSING, MEALS, ASSISTED LIVING, CONGREGATE CARE AND RELATED SERVICES TO SENIOR CITIZENS. SERVICES ARE PROVIDED 24 HOURS A DAY, 7 DAYS A WEEK, 365 DAYS A YEAR TO AN AVERAGE OF APPROXIMATELY 581 SENIOR CITIZEN RESIDENTS PER DAY. TO THE EXTENT OF ITS FINANCIAL ABILITY, NORTH FLORIDA RETIREMENT VILLAGE, INC. MAKES EVERY EFFORT TO CONTINUE PROVIDING SERVICES TO RESIDENTS WHO BECOME UNABLE TO PAY. 0 0 7647786 6287874 NORTH FLORIDA RETIREMENT VILLAGE, INC. PROVIDED THREE MEALS DAILY TO SENIORS AND TRAY SERVICE TO INDIVIDUALS LOCATED IN THE ASSISTED LIVING AREAS OR THOSE UNABLE TO LEAVE THEIR APARTMENTS. TOTAL MEALS SERVED IN 2021 WERE 312,350. 7013298 15496566 NORTH FLORIDA RETIREMENT VILLAGE, INC. PROVIDED ASSISTED LIVING SERVICES FOR INDIVIDUALS WHO ARE UNABLE TO PERFORM ONE OR MORE BASIC ACTIVITIES OF DAILY LIVING (ADL) FOR THEMSELVES. TOTAL RESIDENT-DAYS SERVED IN 2021 WERE 38,588. 8406003 6977621 NORTH FLORIDA RETIREMENT VILLAGE, INC. PROVIDED CLEANING, LAUNDRY, MAINTENANCE, SECURITY AND UTILITIES TO SENIOR CITIZENS IN RESIDENTIAL UNITS. THE AVERAGE NUMBER OF UNITS SERVED PER DAY IN 2021 WERE 506. 3329678 1500000 1662176 NORTH FLORIDA RETIREMENT VILLAGE PROVIDED RESIDENTS WITH OTHERMISCELLANEOUS PROGRAM SERVICES INCLUDING RECREATIONAL, CULTURAL, ANDHOBBY ACTIVITIES, IN ADDITION TO TRANSPORTATION TO LOCAL EVENTS. THETOTAL AVERAGE RESIDENTS SERVED PER DAY IN 2021 WERE 581. 3329678 1500000 1662176 26396765 1 1 0 0 0 0 0 0 0 0 1 0 0 1 1 1 1 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 0 1 157 0 1 515 1 0 0 0 0 0 0 0 0 0 0 0 0 X 10 9 0 0 0 0 0 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X PHILIP G BOWLING ASST TREASURER 3523728400 4300 NW 89TH BLVD GAINESVILLE FL 326065688 X LAWRENCE G SCHREIBER CHIEF EXECUTIVE OFFICER/DIRECTOR 1.50 58.50 X X 0 2065713 368929 STEVEN M ZIEGLER ASSISTANT SECRETARY 0.50 59.50 X 0 1382460 41751 RANDALL L STUART ASSISTANT TREASURER 0.50 59.50 X 0 951678 141554 TROY R HART PRESIDENT 15.00 45.00 X 0 590403 75966 THOMAS E HAMMOND SR DIRECTOR OF OPERATIONS 40.00 0.00 X 135690 0 16573 KIMBERLY GIBERTI SR DIRECTOR OF HEALTH SERVICES 40.00 0.00 X 117425 0 20944 GLENDA E HOOD CHAIR/DIRECTOR 0.10 2.90 X X 0 71800 0 JACKSON N SASSER PHD VICE CHAIR/DIRECTOR 0.10 1.40 X X 0 59050 0 BENJAMIN I DOERR JR DIRECTOR 0.10 1.40 X 0 59050 0 ROBERT L EPLING TREASURER/DIRECTOR 0.10 1.40 X X 0 56650 0 KATHERINE L FERNANDEZ DIRECTOR 0.10 1.40 X 0 56650 0 JAMES D LEE DIRECTOR 0.10 1.40 X 0 56650 0 PAMELA J MOONEY PHD DIRECTOR 0.10 1.40 X 0 56650 0 JOSEPH W DAVIS DIRECTOR 0.10 1.40 X 0 54250 0 GEORGE E FLETCHER DIRECTOR 0.10 1.40 X 0 54250 0 ALBERT E DOTSON PHD SECRETARY/DIRECTOR (THRU 5/29/21) 0.10 1.40 X X 0 27125 0 253115 5542379 665717 2 0 1 0 SANTAFE SENIOR LIVING INC PO BOX 749 GAINESVILLE FL 326270749 MANAGEMENT 2001147 SANTAFE MANAGEMENT SERVICES LLC PO BOX 749 GAINESVILLE FL 326270749 MANAGEMENT 478460 BRIGHTVIEW LANDSCAPE SERVICES INC PO BOX 740655 ATLANTA GA 30374 LAWN CARE 369120 EPI ESSENTIAL PAINTING INC 3720 NW 43 STREET STE 304 GAINESVILLE FL 32606 IMPROVEMENTS 275533 SHERWIN WILLIAMS 3040 NE 20 WAY GAINESVILLE FL 32609 IMPROVEMENTS 265196 11 247983 143647 391630 MONTHLY SERVICE FEES 531110 29603785 29603785 RESIDENT SERVICES 900099 820452 820452 30424237 358346 358346 2699643 2102850 69990 596793 -69990 526803 526803 1457 1105 352 352 31701368 30424237 0 885501 1500000 1500000 9536354 8382391 1153963 176107 176373 -266 989175 909527 79648 675759 611083 64676 2493900 2493900 -11795 -11795 40182 40182 232871 57861 175010 668304 668304 471147 351747 119400 297041 297041 3962174 3770975 191199 5404 3025 2379 26099 2033 24066 3266124 3206118 60006 4182718 3764446 418272 1234867 1111380 123487 DEBT RETIREMENT LOSS 5132915 5132915 FOOD COSTS 1489858 1489858 SUPPLIES 324834 324042 792 LICENSES AND FEES 88406 59964 28442 34303 7638 26665 36816747 26396765 10419982 0 12070 8017 2304033 1570174 179598 147554 105533 84566 364114 498964 129783644 66861986 64510520 62921658 12955073 12176170 9567879 10969203 89998820 88376306 1125614 1794569 95217 88909 88590565 92760098 827384 250689 90638780 94894265 X -1905076 -7905097 1265116 1387138 -639960 -6517959 89998820 88376306 X -5115379 -736463 -26157 X X 0 1 X 1 1 1 X 128074 155295 187703 994640 391630 1857342 30117730 30867009 31330308 31326723 30424237 154066007 30245804 31022304 31518011 32321363 30815867 155923349 0 0 0 155923349 412750 310574 427227 324646 358346 1833543 412750 310574 427227 324646 358346 1833543 11950 17023 11333 896 352 41554 30670504 31349901 31956571 32646905 31174565 157798446 0.98810 0.98790 0.01160 0.01180 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME SALES OF INVENTORY, PROFIT 2017 AMOUNT: $ 11,950 2018 AMOUNT: $ 17,023 2019 AMOUNT: $ 11,333 2020 AMOUNT: $ 896 2021 AMOUNT: $ 352 RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1267803 1267803 113150031 56295364 56854667 10318834 7716880 2601954 5046976 2849742 2197234 62921658 ESCROW FUNDS 5383882 RESERVE FOR REPLACEMENT 3724345 BENEFICIAL INTEREST IN NET ASSETS OF SANTAFE SENIOR LIVING FOUNDATION, INC. 1387138 RESIDENT CONTRACT ACQUISITION COSTS 316244 DUE FROM AFFILIATES 123233 RIGHT OF USE ASSETS 25943 INTEREST RECEIVABLE 8418 10969203 DUE TO AFFILIATES 225323 LEASE LIABILITY 25366 250689 X 31454490 0 31454490 246878 246878 31701368 35317852 1105 1105 35316747 1500000 1500000 36816747 PART X, LINE 2: THE VILLAGE IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. ACCORDINGLY, NO PROVISION FOR INCOME TAXES HAS BEEN MADE IN THE ACCOMPANYING FINANCIAL STATEMENTS. THE VILLAGE IS SUBJECT TO INCOME TAXES ON INCOME UNRELATED TO ITS TAX-EXEMPT PURPOSE AS IT MAY BECOME APPLICABLE. THE VILLAGE HAD NO UNRELATED BUSINESS INCOME DURING 2021 AND 2020 AND HAD NO UNCERTAIN TAX POSITIONS AS OF DECEMBER 31,2021 OR 2020. PART XI, LINE 4B - OTHER ADJUSTMENTS: CONTRIBUTION FROM SANTAFE SENIOR LIVING FOUNDATION, INC. 247,983. DEDUCT COST OF GOODS SOLD ON FORM 990, PART VIII, LINE 10B -1,105. PART XII, LINE 2D - OTHER ADJUSTMENTS: ADD BACK COST OF GOODS SOLD ON FORM 990, PART VIII, LINE 10B 1,105. PART XII, LINE 4B - OTHER ADJUSTMENTS: CONTRIBUTION TO SANTAFE SENIOR LIVING, INC. 1,500,000. 1 SANTAFE SENIOR LIVING INC PO BOX 749 GAINESVILLE FL 326270749 203700526 501(C)(3) 1500000 0 NORTH FLORIDA RETIREMENT VILLAGE, INC. PROVIDED FINANCIAL ASSISTANCE IN THE AMOUNT OF $1,500,000 TO SANTAFE SENIOR LIVING, INC. TO SUPPORT AND FURTHER THE MISSION AND TAX EXEMPT PURPOSES OF SANTAFE SENIOR LIVING, INC. 1 PART I, LINE 2: NORTH FLORIDA RETIREMENT VILLAGE, INC., SHARES COMMON MANAGEMENT WITH SANTAFE SENIOR LIVING, INC. AS A RESULT, MANAGEMENT ENSURES THE USE OF GRANT FUNDS BY SANTAFE SENIOR LIVING, INC. IS CONSISTENT WITH THEIR INTENDED PURPOSE. 0 1 0 0 0 0 0 0 0 LAWRENCE G SCHREIBER CHIEF EXECUTIVE OFFICER/DIRECTOR 0 1031801 0 983856 0 50056 0 341826 0 27103 0 2434642 0 0 STEVEN M ZIEGLER ASSISTANT SECRETARY 0 409764 0 210927 0 761769 0 11641 0 30110 0 1424211 0 443834 RANDALL L STUART ASSISTANT TREASURER 0 514448 0 262007 0 175223 0 116730 0 24824 0 1093232 0 88421 TROY R HART PRESIDENT 0 388935 0 114984 0 86484 0 51657 0 24309 0 666369 0 35776 THOMAS E HAMMOND SR DIRECTOR OF OPERATIONS 125150 0 9988 0 552 0 6146 0 10427 0 152263 0 0 0 PART I, LINE 3 LAWRENCE G SCHREIBER IS THE CHIEF EXECUTIVE OFFICER (CEO) OF NORTH FLORIDA RETIREMENT VILLAGE, INC. MR. SCHREIBER IS COMPENSATED BY SANTAFE HEALTHCARE, INC., A RELATED SUPPORTING ORGANIZATION. SANTAFE HEALTHCARE, INC. UTILIZES THE FOLLOWING PROCESS TO ESTABLISH THE CEO'S COMPENSATION AND BENEFITS: THE SANTAFE HEALTHCARE, INC. BOARD OF DIRECTORS ANNUALLY RETAINS AN INDEPENDENT THIRD PARTY COMPENSATION AND BENEFITS CONSULTING FIRM (FIRM) TO CONDUCT A MARKET COMPETITIVENESS REVIEW OF THE CEO'S TOTAL DIRECT COMPENSATION (BASE SALARY, ANNUAL INCENTIVES, AND LONG TERM INCENTIVES) AND BENEFITS. THE COMPETITIVE ANALYSIS INCLUDES COMPARISON TO SIMILAR POSITIONS IN COMPANIES OF SIMILAR SIZE WITHIN THE SAME OR SIMILAR INDUSTRY. THE FIRM MAKES RECOMMENDATIONS, IF ANY, DIRECTLY TO THE BOARD OF DIRECTORS. THE BOARD OF DIRECTORS ESTABLISHES THE FINAL COMPENSATION AND BENEFIT PACKAGE FOR THE CEO TAKING INTO CONSIDERATION THE MARKET COMPETITIVENESS REVIEW AND FINAL RECOMMENDATION OF THE FIRM. THE FIRM PROVIDES AN OPINION LETTER REGARDING THE REASONABLENESS OF THE FINAL COMPENSATION AND BENEFITS PACKAGE. THE ACTIONS OF THE BOARD ARE DOCUMENTED IN THE MINUTES OF THE BOARD MEETING. PART I, LINE 4B (RELATES TO PART I, LINE 4A): LISTED PERSONS, EXCLUDING OUTSIDE DIRECTORS, ARE EMPLOYEES OF NORTH FLORIDA RETIREMENT VILLAGE, INC. OR RELATED ORGANIZATIONS AND ARE COVERED BY A SEVERANCE POLICY FOR THEIR RESPECTIVE ORGANIZATION. THE SEVERANCE POLICY INCLUDES MONTHLY PAYMENTS UP TO A MAXIMUM OF 3 - 36 MONTHS UNDER QUALIFYING CIRCUMSTANCES AND DEPENDING ON POSITION. NO ONE LISTED RECEIVED SEVERANCE OR CHANGE OF CONTROL PAYMENTS DURING 2021. PART I, LINE 4B: LISTED PERSONS PARTICIPATING IN A SUPPLEMENTAL NONQUALIFIED RETIREMENT PLAN IN THE YEAR: LAWRENCE G SCHREIBER, RANDALL L STUART, STEVEN M ZIEGLER AND TROY R HART ARE EMPLOYEES OF SANTAFE HEALTHCARE, INC., A RELATED SUPPORTING ORGANIZATION. THEY PARTICIPATE IN TWO NONQUALIFIED DEFERRED COMPENSATION RETIREMENT PLANS SPONSORED BY SANTAFE HEALTHCARE, INC. FOR A CERTAIN GROUP OF EXECUTIVES. ONE PLAN RESTORES RETIREMENT BENEFITS EQUIVALENT TO QUALIFIED 401(K) BENEFITS ON INCOME EARNED IN EXCESS OF THE INTERNAL REVENUE SERVICE CODE SECTION 401(A)(17) RECOGNIZABLE PAY LIMITS (A DEFINED CONTRIBUTION RESTORATION PLAN). VESTING FOR THIS PLAN IS ACHIEVED AT AGE 55 AND 10 YEARS OF SERVICE OR AT AGE 65 AND 5 YEARS OF SERVICE. THE SECOND SUPPLEMENTAL DEFINED CONTRIBUTION PLAN PROVIDES ADDITIONAL RETIREMENT INCOME BASED ON A PERCENTAGE OF BASE SALARY AND VESTS AT THREE AND FIVE YEARS OF SERVICE. MR. ZIEGLER VESTED AND RECEIVED $741,092 FROM SUPPLEMENTAL NONQUALIFIED RETIREMENT PLANS IN 2021. MR. STUART VESTED AND RECEIVED $165,974 FROM SUPPLEMENTAL NONQUALIFIED RETIREMENT PLANS IN 2021. MR. HART VESTED AND RECEIVED $65,677 FROM SUPPLEMENTAL NONQUALIFIED RETIREMENT PLANS IN 2021. SCHEDULE J, PART II: CERTAIN SENIOR EXECUTIVES ARE ACCOUNTABLE FOR AND PERFORM SERVICES FOR SANTAFE HEALTHCARE, INC. AND EACH OF ITS AFFILIATES. SANTAFE HEALTHCARE, INC. AND AFFILIATES REPRESENT A DIVERSIFIED FAMILY OF NOT-FOR-PROFIT ORGANIZATIONS WITH APPROXIMATELY $2 BILLION IN GROSS RECEIPTS AND MORE THAN 1,500 EMPLOYEES. THESE SENIOR EXECUTIVES ARE PAID DIRECTLY BY SANTAFE HEALTHCARE, INC., AND THEIR COMPENSATION AND BENEFITS ARE APPORTIONED AND CHARGED TO THE RESPECTIVE AFFILIATES BASED ON THE ESTIMATED AMOUNT OF TIME SPENT ON EACH AFFILIATE'S ACTIVITIES. EXECUTIVE COMPENSATION AND BENEFITS FOR THOSE SENIOR EXECUTIVES PAID BY RELATED ORGANIZATIONS WERE NOT APPORTIONED AND CHARGED TO NORTH FLORIDA RETIREMENT VILLAGE, INC. HOWEVER, MANAGEMENT FEES PAID BY NORTH FLORIDA RETIREMENT VILLAGE, INC. TO RELATED ORGANIZATIONS COVERED AN ALLOCABLE PORTION OF THE EXECUTIVE SALARIES AND BENEFITS PAID BY THE RELATED ORGANIZATIONS. FORM 990, PART VI, SECTION A, LINE 7A NORTH FLORIDA RETIREMENT VILLAGE, INC.'S ARTICLES OF INCORPORATION AND BYLAWS STATE THAT THE SANTAFE HEALTHCARE, INC. BOARD OF DIRECTORS SHALL CONSTITUTE THE ORGANIZATION'S BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 7B THE SANTAFE HEALTHCARE, INC. BOARD OF DIRECTORS CONSTITUTES THE ORGANIZATION'S BOARD OF DIRECTORS, WHICH MAKES ALL GOVERNANCE DECISIONS OF THE ORGANIZATION. THE SANTAFE HEALTHCARE, INC. BOARD OF DIRECTORS HAS THE POWER AND AUTHORITY TO ESTABLISH COMMITTEES, TO ELECT AND REMOVE OFFICERS, TO APPROVE AMENDMENTS OF THE ORGANIZATION'S GOVERNING DOCUMENTS, AND TO MODIFY, AMEND, RESCIND, OR REPEAL ANY ACTION TAKEN BY THE ORGANIZATION'S BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 11B THE ORGANIZATION'S PROCESS FOR ENSURING THE ACCURATE PREPARATION, REVIEW AND APPROVAL OF THE 2021 FORM 990 BEGAN WITH PROFESSIONAL DEVELOPMENT OF STAFF (SEVERAL OF WHICH ARE CPAS) WHICH WERE INVOLVED IN THE PREPARATION OF THE 2021 FORM 990. IN ADDITION TO STAFF DEVELOPMENT, WHICH INCLUDED ATTENDING TAX SEMINARS AND CLASSES, MANAGEMENT ALSO CONSULTED WITH INDEPENDENT ACCOUNTING FIRMS AND TAX LEGAL COUNSEL REGARDING THE IRS FORM 990 CODE AND FILING REQUIREMENTS. THE ORGANIZATION ALSO PREVIOUSLY EDUCATED ITS MANAGEMENT TEAM, OFFICERS AND DIRECTORS, WITH THE ASSISTANCE OF PRICEWATERHOUSECOOPERS LLP, REGARDING THE FORM 990 AND THEIR INVOLVEMENT IN REVIEWING THE RETURN. FOLLOWING MANAGEMENT'S PREPARATION OF THE 2021 FORM 990, PRICEWATERHOUSECOOPERS LLP REVIEWED THE 2021 FORM 990. A COPY OF THE 2021 FORM 990 AND ATTACHMENTS WERE PROVIDED TO THE ORGANIZATION'S CURRENT BOARD OF DIRECTORS FOR THEIR REVIEW AND COMMENT. EXECUTIVE MANAGEMENT ADDRESSED ANY QUESTIONS RAISED BY THE BOARD MEMBERS PRIOR TO FILING THE 2021 FORM 990 AND ATTACHMENTS WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C NORTH FLORIDA RETIREMENT VILLAGE, INC. HAS A PROCEDURE FOR MONITORING AND ENFORCING COMPLIANCE WITH ITS CORPORATE CONFLICT OF INTEREST POLICY (POLICY). EACH COVERED PERSON SHALL RECEIVE A COPY OF THE POLICY FOR REVIEW AND SUBMIT AN AFFIRMATION WHICH IS ATTACHED TO THE CODE OF ETHICAL BUSINESS CONDUCT. ADDITIONALLY, EACH COVERED PERSON ENGAGED IN MAKING OR INFLUENCING DECISIONS ON BEHALF OF SANTAFE HEALTHCARE, INC. OR ITS AFFILIATES SHALL COMPLETE A QUESTIONNAIRE CONCERNING CONFLICTS OF INTEREST ANNUALLY. THE PROCEDURE DETAILS THAT THE CORPORATE SECRETARY HAS RESPONSIBILITY FOR DELIVERY OF THE POLICY TO DIRECTORS AND OFFICERS AND RECEIPT OF THEIR AFFIRMATIONS AND QUESTIONNAIRES. THE HUMAN RESOURCES DEPARTMENT SHALL OBTAIN THE AFFIRMATION AND QUESTIONNAIRE FROM EVERY NEW EMPLOYEE AT ORIENTATION. THE HUMAN RESOURCES DEPARTMENT SHALL ALSO OBTAIN THE AFFIRMATION FROM ALL EMPLOYEES AND THE CONFLICT OF INTEREST QUESTIONNAIRE FROM APPLICABLE EMPLOYEES ANNUALLY. MEMBERS OF CORPORATE ADVISORY BOARDS SUBMIT THE AFFIRMATION AND QUESTIONNAIRE TO THE CHIEF COMPLIANCE OFFICER. ANNUAL CONFLICT OF INTEREST STATEMENTS ARE REVIEWED BY INTERNAL STAFF TO ENSURE RECORDS ARE COMPLETE. AS PART OF THE CORPORATE CONTRACT REVIEW PROCESS, CONSIDERATION IS GIVEN TO ANY POTENTIAL CONFLICTS OF INTEREST INVOLVING OPERATIONAL OR FINANCIAL TRANSACTIONS. ALL EMPLOYEES ARE EXPECTED TO DISCLOSE ANY POTENTIAL OR ACTUAL CONFLICTS. INITIAL REVIEW OF EMPLOYEE QUESTIONNAIRES WILL BE PERFORMED BY THE HUMAN RESOURCES DEPARTMENT AND AFFILIATE COMPLIANCE OFFICER, WITH REVIEW OF ANY DISCLOSURES BY THE CHIEF COMPLIANCE OFFICER WHO WILL EVALUATE, MAKE NECESSARY INQUIRIES, AND INVESTIGATE ALTERNATIVES. BOARD MEMBERS SHALL DISCLOSE ANY POTENTIAL OR ACTUAL CONFLICTS TO THE CHAIRPERSON OF THE SANTAFE HEALTHCARE, INC. BOARD, AND THE CHAIRPERSON OR CHIEF COMPLIANCE OFFICER SHALL EVALUATE CONFLICT DISCLOSURES AND, IF APPROPRIATE, INVESTIGATE ALTERNATIVES AND REPORT TO DISINTERESTED BOARD MEMBERS FOR RESOLUTION. THE MINUTES OF THE BOARD OR ANY COMMITTEE MEETING AT WHICH A POTENTIAL OR ACTUAL CONFLICT OF INTEREST IS DISCLOSED OR DISCUSSED SHALL REFLECT THE NAME OF THE INTERESTED PARTY, THE NATURE OF THE CONFLICT, THE DELIBERATIONS AND THE RESOLUTION OF THE CONFLICT. IF IT IS DETERMINED THAT A COVERED PERSON HAS FAILED TO COMPLY WITH THE POLICY, THE CHIEF COMPLIANCE OFFICER OR THE CHAIRPERSON SHALL TAKE APPROPRIATE ACTION, WHICH MAY INCLUDE REMOVAL FROM OFFICE OR TERMINATION OF EMPLOYMENT. FORM 990, PART VI, SECTION B, LINE 15 LAWRENCE G SCHREIBER IS THE CHIEF EXECUTIVE OFFICER (CEO) OF NORTH FLORIDA RETIREMENT VILLAGE, INC. MR. SCHREIBER IS COMPENSATED BY SANTAFE HEALTHCARE, INC., A RELATED SUPPORTING ORGANIZATION. SANTAFE HEALTHCARE, INC. UTILIZES THE FOLLOWING PROCESS TO ESTABLISH THE CEO'S COMPENSATION AND BENEFITS: THE SANTAFE HEALTHCARE, INC. BOARD OF DIRECTORS ANNUALLY RETAINS AN INDEPENDENT THIRD PARTY COMPENSATION AND BENEFITS CONSULTING FIRM (FIRM) TO CONDUCT A MARKET COMPETITIVENESS REVIEW OF THE CEO'S TOTAL DIRECT COMPENSATION (BASE SALARY, ANNUAL INCENTIVES, AND LONG TERM INCENTIVES) AND BENEFITS. THE COMPETITIVE ANALYSIS INCLUDES COMPARISON TO SIMILAR POSITIONS IN COMPANIES OF SIMILAR SIZE WITHIN THE SAME OR SIMILAR INDUSTRY. THE FIRM MAKES RECOMMENDATIONS, IF ANY, DIRECTLY TO THE BOARD OF DIRECTORS. THE BOARD OF DIRECTORS ESTABLISHES THE FINAL COMPENSATION AND BENEFIT PACKAGE FOR THE CEO TAKING INTO CONSIDERATION THE MARKET COMPETITIVENESS REVIEW AND FINAL RECOMMENDATION OF THE FIRM. THE FIRM PROVIDES AN OPINION LETTER REGARDING THE REASONABLENESS OF THE FINAL COMPENSATION AND BENEFITS PACKAGE. THE ACTIONS OF THE BOARD ARE DOCUMENTED IN THE MINUTES OF THE BOARD MEETING. FORM 990, PART VI, LINE 15B: THE PROCESS FOR DETERMINING COMPENSATION FOR ALL OTHER OFFICERS OR KEY EMPLOYEES OF NORTH FLORIDA RETIREMENT VILLAGE, INC. IS AS FOLLOWS: THE SANTAFE HEALTHCARE, INC. BOARD OF DIRECTORS ANNUALLY RETAINS AN INDEPENDENT THIRD PARTY COMPENSATION AND BENEFITS CONSULTING FIRM (FIRM) TO CONDUCT A MARKET COMPETITIVENESS REVIEW OF ALL NORTH FLORIDA RETIREMENT VILLAGE, INC. NON-DIRECTOR OFFICERS AND EXECUTIVE DIRECTOR'S TOTAL DIRECT COMPENSATION (BASE SALARY, ANNUAL INCENTIVES, AND LONG TERM INCENTIVES) AND BENEFITS. THE COMPETITIVE ANALYSIS INCLUDES COMPARISONS TO SIMILAR POSITIONS IN COMPANIES OF SIMILAR SIZE WITHIN THE SAME OR SIMILAR INDUSTRY. AFTER COMPLETION OF ITS REVIEW, THE FIRM MAKES RECOMMENDATIONS, IF ANY, DIRECTLY TO THE BOARD OF DIRECTORS. THE FIRM PROVIDES AN OPINION LETTER REGARDING THE REASONABLENESS OF TOTAL DIRECT COMPENSATION AND EXECUTIVE BENEFITS. THE ACTIONS OF THE BOARD ARE DOCUMENTED IN THE MINUTES OF THE BOARD MEETINGS. THE SANTAFE HEALTHCARE, INC. BOARD OF DIRECTORS REGULARLY RETAINS AN INDEPENDENT THIRD PARTY CONSULTANT TO CONDUCT A MARKET COMPETITIVENESS REVIEW OF THE BOARD OF DIRECTORS' (INCLUDING OFFICER POSITIONS) COMPENSATION. THE COMPETITIVENESS ANALYSIS INCLUDES COMPARISONS TO BOTH NOT-FOR-PROFIT AND PUBLIC COMPANY (EXCLUDING EQUITY COMPONENT) DATA FOR COMPANIES WITHIN THE SAME OR SIMILAR INDUSTRY. ANY COMPENSATION CHANGES ARE APPROVED BY THE SANTAFE HEALTHCARE, INC. BOARD OF DIRECTORS BASED ON THE MARKET COMPETITIVENESS STUDY. FORM 990, PART VI, SECTION C, LINE 19 NORTH FLORIDA RETIREMENT VILLAGE, INC.'S PROCEDURE FOR MAKING VARIOUS DOCUMENTS AVAILABLE TO THE PUBLIC IS AS FOLLOWS: THE ARTICLES OF INCORPORATION CAN BE ACCESSED DIRECTLY THROUGH THE FLORIDA DEPARTMENT OF STATE, DIVISION OF CORPORATIONS WEBSITE AT WWW.SUNBIZ.ORG. THE CONFLICT OF INTEREST POLICY CAN BE OBTAINED DIRECTLY FROM THE ORGANIZATION UPON WRITTEN REQUEST. NORTH FLORIDA RETIREMENT VILLAGE, INC. DID NOT OTHERWISE MAKE ITS GOVERNING DOCUMENTS, INCLUDING BYLAWS, AVAILABLE TO THE PUBLIC. IN ADDITION, DURING THE TAX YEAR, NORTH FLORIDA RETIREMENT VILLAGE, INC. DID NOT MAKE ITS AUDITED FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC. FORM 990, PART VII, SECTION A, LINE 1A: CERTAIN SENIOR EXECUTIVES ARE ACCOUNTABLE FOR AND PERFORM SERVICES FOR SANTAFE HEALTHCARE, INC. AND EACH OF ITS AFFILIATES. SANTAFE HEALTHCARE, INC. AND AFFILIATES REPRESENT A DIVERSIFIED FAMILY OF NOT-FOR-PROFIT ORGANIZATIONS WITH APPROXIMATELY $2 BILLION IN GROSS RECEIPTS AND MORE THAN 1,500 EMPLOYEES. THESE SENIOR EXECUTIVES ARE PAID DIRECTLY BY SANTAFE HEALTHCARE, INC., AND THEIR COMPENSATION AND BENEFITS ARE APPORTIONED AND CHARGED TO THE RESPECTIVE AFFILIATES BASED ON THE ESTIMATED AMOUNT OF TIME SPENT ON EACH AFFILIATE'S ACTIVITIES. EXECUTIVE COMPENSATION AND BENEFITS FOR THOSE SENIOR EXECUTIVES PAID BY RELATED ORGANIZATIONS WERE NOT APPORTIONED AND CHARGED TO NORTH FLORIDA RETIREMENT VILLAGE, INC. HOWEVER, MANAGEMENT FEES PAID BY NORTH FLORIDA RETIREMENT VILLAGE, INC. TO RELATED ORGANIZATIONS COVERED AN ALLOCABLE PORTION OF THE EXECUTIVE SALARIES AND BENEFITS PAID BY THE RELATED ORGANIZATIONS. FORM 990, PART XI, LINE 9: CHANGE IN BENEFICIAL INTEREST IN NET ASSETS OF SANTAFE SENIOR LIVING FOUNDATION, INC. 122,022. EQUITY TRANSFER FROM AFFILIATE 99,804. CONTRIBUTION FROM SANTAFE SENIOR LIVING FOUNDATION, INC. -247,983. FORM 990, PART XII, LINE 2C: AUDIT COMMITTEE OVERSIGHT OF THE FINANCIAL STATEMENT AUDIT: THE COMPANY'S AUDIT COMMITTEE HAS NOT CHANGED ITS PROCESS FOR SELECTION OF THE INDEPENDENT ACCOUNTANT OR ITS PROCESS FOR MANAGING THE AUDIT. SANTAFE HEALTHCARE INC PO BOX 749 GAINESVILLE FL 326270749 592317607 MANAGEMENT AND FINANCIAL SUPPORT FOR NOT-FOR-PROFIT AFFILIATES FL 501(C)(3) 12B TYPE II N/A 0 AVMED INC PO BOX 749 GAINESVILLE FL 326270749 592742907 HEALTH CARE FL 501(C)(4) N/A SANTAFE HEALTHCARE INC 0 NORTH CENTRAL FLORIDA HOSPICE INC PO BOX 749 GAINESVILLE FL 326270749 592490893 HOSPICE CARE FL 501(C)(3) 10 SANTAFE HEALTHCARE INC 0 SANTAFE SENIOR LIVING INC PO BOX 749 GAINESVILLE FL 326270749 203700526 MANAGEMENT AND FINANCIAL SUPPORT FOR NOT-FOR-PROFIT AFFILIATES FL 501(C)(3) 12B TYPE II SANTAFE HEALTHCARE INC 0 BVG ACQUISITION INC PO BOX 749 GAINESVILLE FL 326270749 203701186 RETIREMENT COMMUNITY FL 501(C)(3) 10 SANTAFE HEALTHCARE INC 0 EAST RIDGE RETIREMENT VILLAGE INC PO BOX 749 GAINESVILLE FL 326270749 590903331 RETIREMENT COMMUNITY FL 501(C)(3) 10 SANTAFE HEALTHCARE INC 0 BONITA SPRINGS RETIREMENT VILLAGE INC PO BOX 749 GAINESVILLE FL 326270749 262386152 RETIREMENT COMMUNITY FL 501(C)(3) 10 SANTAFE HEALTHCARE INC 0 SANTAFE SENIOR LIVING FOUNDATION INC PO BOX 749 GAINESVILLE FL 326270749 264464727 CHARITABLE & EDUCATIONAL PURPOSES FL 501(C)(3) 7 SANTAFE HEALTHCARE INC 0 HFK CARE CORPORATION PO BOX 749 GAINESVILLE FL 326270749 592386289 HOSPICE CARE & HOME HEALTH CARE FL 501(C)(3) 7 SANTAFE HEALTHCARE INC 0 HAVEN FOUNDATION INC 4200 NW 90TH BLVD GAINESVILLE FL 326069945 850863879 CHARITABLE & EDUCATIONAL PURPOSES FL 501(C)(3) 12A TYPE 1 NORTH CENTRAL FLORIDA HOSPICE INC 0 SF HOLDING CORP INC PO BOX 749 GAINESVILLE FL 326270749 592903901 HOLDING COMPANY FL N/A C 0 AVMED ADMINISTRATORS INC PO BOX 749 GAINESVILLE FL 326270749 842931956 THIRD PARTY ADMINISTRATIVE SERVICES FL N/A C 0 0 1 1 0 0 0 0 0 0 0 0 0 1 0 0 1 1 0 0 AVMED INC P 629679 ACTUAL INVOICES