2020-11-13T15:36:19-06:00 2019-12-31 410746749 CLIFTONLARSONALLEN LLP 227 WEST TRADE STREET SUITE 800 CHARLOTTE NC 28202 990 2019-01-01 521862677 ASBURY COMMUNITIES INC ASBU 3012502100 5285 WESTVIEW DRIVE NO 200 FREDERICK MD 21703 ANDREW JEANNERET ASSISTANT TREASURER 3012502100 2020-11-10 1 JOHN NORMAN P01506766 7049985200 2020-11-10 67.137.57.251 2020-11-10 15:48:59 ES P 3352E6ADCAC278A984ADD126973ED962C620A9AC D72093BDFC36259A78957D4C2CC1F8450D87A0C3 2019 2021-01-29 14:40:06Z DOUG LEIDIG 5285 WESTVIEW DRIVE NO 200 FREDERICK MD 21703 20943555 0 X WWW.ASBURY.ORG X 1994 MD TO DO ALL THE GOOD WE CAN BY PROVIDING EXCEPTIONAL LIFESTYLE OPPORTUNITIES TO THOSE WE SERVE. 11 10 83 10 3006 0 0 0 8654996 9728753 957859 1089472 0 0 9612855 10818225 0 0 0 0 9743546 11167854 0 0 0 5640443 6075859 15383989 17243713 -5771134 -6425488 47427462 54831846 28852468 74695510 18574994 -19863664 X OUR MISSION IS TO DO ALL THE GOOD WE CAN BY PROVIDING EXCEPTIONAL LIFESTYLE OPPORTUNITIES TO THOSE WE SERVE. CONTINUED ON SCHEDULE OAS THE NOT-FOR-PROFIT PARENT OF THE ASBURY SYSTEM, WE GUIDE OUR COMMUNITIES AND AFFILIATED ORGANIZATIONS IN PROVIDING THE BEST POSSIBLE EXPERIENCE FOR THE OLDER ADULTS WE SERVE, AS WELL AS FAMILIES, EMPLOYEES, VOLUNTEERS AND PARTNERS. 0 0 12199110 9728753 ASBURY COMMUNITIES, INC. PROVIDES INNOVATIVE SERVICES THAT SUPPORT THE HEALTH AND WELL-BEING OF SENIORS, PROVIDES ADMINISTRATIVE AND MANAGEMENT SERVICES TO SUPPORTED ORGANIZATIONS LOCATED IN PENNSYLVANIA, OKLAHOMA, TENNESSEE AND MARYLAND. THESE SUPPORTED ORGANIZATIONS ARE CONTINUING CARE RETIREMENT COMMUNITIES WHICH INCLUDE RESIDENTIAL LIVING UNITS FOR THE AGED, ASSISTED LIVING UNITS AND SKILLED NURSING FACILITIES. IN ADDITION, ASBURY COMMUNITIES, INC. PROVIDES MANAGEMENT SERVICES TO ASBURY COMMUNITIES HCBS, INC. WHICH PROVIDES HOME CARE AND HOME HEALTH SERVICES FOR OLDER ADULTS. ALL OF THE SUPPORTED ORGANIZATIONS ARE NOT FOR PROFIT 501(C)(3) TAX EXEMPT ORGANIZATIONS. CONTINUED ON SCHEDULE OA PORTION OF THE $9.7M ASBURY COMMUNITIES REVENUE IS FOR MANAGEMENT SERVICES CONTRACTED TO AND PAID FOR BY THE ASBURY GROUP, INC., A WHOLLY OWNED SUBSIDIARY OF ASBURY COMMUNITES, INC. 12199110 1 0 0 0 0 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 421 0 83 1 1 1 0 0 0 0 0 0 0 0 0 0 0 X 11 10 0 0 1 0 0 0 0 1 0 0 0 1 1 1 1 1 1 1 1 0 X X ANDREW JEANNERET CFO 3012502100 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 X ROBERT BOYD CHAIR 2.00 X X 0 0 0 THOMAS HOLETS VICE CHAIR 2.00 X X 0 0 0 ROBERT BURKE SECRETARY 2.00 X X 0 0 0 NICOLAS SERENYI TREASURER 2.00 X X 0 0 0 NELLIE WARD COLE DIRECTOR 2.00 X 0 0 0 LOUIS GRAMMES DIRECTOR 2.00 X 0 0 0 CAROLYN STAMATAKIS DIRECTOR 2.00 X 0 0 0 LARRY PARKS DIRECTOR 2.00 X 0 0 0 ANNICE CODY DIRECTOR 2.00 X 0 0 0 JEFF ERNICO DIRECTOR 2.00 X 0 0 0 DOUG LEIDIG PRESIDENT/EX OFFICIO 56.00 4.00 X X 590508 0 26525 SUE DACAMARA COO/ASST. SECRETARY 53.00 7.00 X 490440 0 24046 ANDREW JEANNERET CFO/ASST. TREASURER 53.00 7.00 X 419727 0 23922 MANNY OCASIO COLON ASST. SECRETARY 57.00 3.00 X 316461 0 21845 ANDREW JOSEPH ASST. SECRETARY 52.00 8.00 X 278796 0 24265 SANDRA H LAWSON CHIEF STRAT ALLI GROWTH O 50.00 X 383533 0 18706 MICHAEL L REYNOLDS DIRECTOR PROJECT DEVELOPMENT 50.00 X 322701 0 24358 ROBIN STERN REGIONAL VP OPERATIONS 60.00 X 277586 0 21119 HENRY MOEHRING VICE PRESIDENT 50.00 X 267709 0 21373 KIMBERLY EHRENFRIED VICE PRESIDENT/CONTROLLER 53.00 7.00 X 258336 0 22646 3605797 0 228805 32 0 1 0 CORE BTS INC PO BOX 774419 4419 SOLUTIONS CENTE CHICAGO IL 660774004 IT SOFTWARE/HARDWARE 271439 CLIFTONLARSONALLEN PO BOX 829702 PHILADELPHIA PA 19182 AUDITORS 264075 SULLIVANCOTTER INC 62272 COLLECTIONS CENTER DRIVE CHICAGO IL 606930622 COMPENSATION SERVICES 169636 THW DESIGN 2100 RIVER EDGE PKWY SUITE 900 ATLANTA GA 30328 ARCHITECT AND LAND PLANNING SERVICES 114338 DLA PIPER PO BOX 75190 BALTIMORE MD 21275 LAW FIRM 111628 5 MANAGEMENT FEES 541610 9728753 9728753 9728753 1347233 3006 1344227 9867569 10125330 -257761 -257761 -257761 10818225 9728753 3006 1086466 2216535 1548060 668475 7697578 7098614 598964 602816 352443 250373 38012 29398 8614 612913 552995 59918 1167622 1167622 455142 450634 4508 66272 66272 782897 439780 343117 162591 117931 44660 594904 74178 520726 405801 293307 112494 647 647 504446 452147 52299 235236 235236 774056 774056 52644 51505 1139 COMPANY GOVERNANCE EXP. 376387 376387 DUES AND SUBSCRIPTIONS 188620 166104 22516 EDUCATION AND TRAINING 100644 88174 12470 PERSONNEL RECRUITMENT 79941 79941 0 128009 101744 26265 17243713 12199110 5044603 0 12088983 13110606 233322 332952 4964176 2504814 2854306 2459362 29837307 33083241 2413544 5845685 47427462 54831846 23385950 20826820 506047 0 4960471 53868690 28852468 74695510 X 18574994 -19863664 18574994 -19863664 47427462 54831846 X -6425488 3629049 -35642219 X X 0 1 X 1 0 X X X 6 ASBURY ATLANTIC INC 520607956 10 1 0 0 ACOMM HCBS INC 450634490 10 1 0 0 ASBURY FOUNDATION INC 521862674 7 1 0 0 ASBURY INC 620630670 10 1 0 0 BETHANY DEVELOPMENT CORPORATION 232078064 10 1 0 0 ASBURY SOLOMONS INC 521862675 10 1 0 0 6 0 0 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 1 1 1 X 1 1 SCHEDULE A, PART I, LINE 12G, COLUMN VI ASBURY COMMUNITIES, INC. PROVIDES SPECIFIC BUSINESS AND OPERATIONAL SERVICES AS WELL AS POLICY AND GUIDANCE TO ITS SUPPORTED ORGANIZATIONS, ASBURY ATLANTIC, INC., ASBURY-SOLOMONS, INC., INVERNESS VILLAGE, AN OKLAHOMA NOT-FOR-PROFIT CORPORATION, ASBURY COMMUNITIES HCBS, INC., ASBURY FOUNDATION, INC, ASBURY, INC., AND BETHANY DEVELOPMENT CORPORATION. ASBURY COMMUNITIES, INC. PROVIDES CLINICAL, OPERATIONAL, FINANCE, MARKETING, COMMUNICATIONS, LEGAL, HUMAN RESOURCES, COMPLIANCE, RISK MANAGEMENT, PROJECT DEVELOPMENT, AND STRATEGIC MANAGEMENT SERVICES. ASBURY COMMUNITIES, INC. HAS A SERVICES AGREEMENT WITH ITS SUPPORTED ORGANIZATIONS THAT OUTLINES THE SERVICES PROVIDED. FOR THE PURPOSE OF SCHEDULE A PART I LINE 12G(VI), THE AMOUNT OF OTHER SUPPORT HAS NOT BEEN ATTRIBUTED TO ANY OF THE INDIVIDUAL SUPPORTED ORGANIZATIONS. HOWEVER, THE ORGANIZATION DOES BELIEVE THE AMOUNT OF SUPPORT PROVIDED TO THESE ENTITIES IS $17,139,476, A PORTION OF WHICH ASBURY COMMUNITIES IS REIMBURSED FOR. ALSO INCLUDED IN TOTAL EXPENSES IS $104,237 OF SUPPORT PROVIDED TO THE ASBURY GROUP, INC. FOR WHICH ASBURY COMMUNITIES IS REIMBURSED. THE TOTAL OF THESE AMOUNTS EQUALS $17,243,713 - TOTAL EXPENSE REPORTED IN PART IX IN THE FORM 990. SCHEDULE A, PART IV, SECTION E, LINE 3A THE ORGANIZATION'S BOARD OF DIRECTORS HAS RESERVED POWERS TO REMOVE AND ELECT DIRECTORS OF THE SUPPORTED ORGANIZATIONS. SCHEDULE A, PART IV, SECTION E, LINE 3B ASBURY COMMUNITIES, INC. PROVIDES CLINICAL, OPERATIONAL, FINANCE, MARKETING, COMMUNICATIONS, LEGAL, HUMAN RESOURCES, COMPLIANCE, RISK MANAGEMENT, PROJECT DEVELOPMENT, AND STRATEGIC MANAGEMENT SERVICES. IN THAT REGARD, THE ORGANIZATION SETS OR PROVIDES SIGNIFICANT INPUT IN THE POLICIES AND PROCEDURES THAT GOVERN THESE FUNCTIONAL AREAS AT THE SUPPORTED ORGANIZATION. ADDITIONALLY, FOR PURPOSES OF EFFICIENCY, CERTAIN ACTIVITIES ARE CENTRALIZED AT THE ORGANIZATION'S HOME OFFICE AND THEREBY GUIDED BY THE POLICIES AND PROCEDURES AS SET BY THE ORGANIZATION. PART IV, SECTION A, LINE 5A: (I) INVERNESS VILLAGE 73-1539802 (II) SUBSTANTIALLY ALL OF INVERNESS VILLAGE'S ASSETS WERE SOLD ON OCTOBER 31, 2019 TO TULSA HILLS COMMUNITY, INC. AS A RESULT, ACOMM DECONSOLIDATED INVERNESS VILLAGE FROM THE CONSOLIDATED ACOMM FINANCIAL STATEMENTS AND REMOVED INVERNESS VILLAGE AS A SUPPORTED ORGANIZATION ON DECEMBER 5, 2019. SCHEDULE A, PART IV, SECTION D, LINE 3 AT THE FINANCE AND INVESTMENT COMMITTEE MAKES RECOMMENDATIONS ON INVESTMENTS AND FINANCIAL MATTERS AND REVIEWS ALL OF THE ASBURY ENTITIES' BUDGETS PRIOR TO BEING PRESENTED TO THE BOARD OF THE SUPPORTING AND/OR SUPPORTED ORGANIZATIONS FOR ACTION. TO DATE THE RECOMMENDATIONS OF THE FINANCE AND INVESTMENT COMMITTEE HAVE BEEN FOLLOWED IN ALL INSTANCES. 394152 37880 356272 4570024 2466934 2103090 2459362 DEPOSITS 824534 OTHER RECEIVABLES 1275 INVESTMENT IN THE ASBURY GROUP, INC. 1291616 RIGHT OF USE ASSETS 3728260 5845685 NET DUE TO SUPPORTED ORGANIZATIONS 49425130 LEASES PAYABLE 4443560 53868690 X PART X, LINE 2: ACOMM AND AFFILIATES, EXCEPT THE ASBURY GROUP, INC. (TAG) AND IVA, INC., ARE EXEMPT FROM FEDERAL INCOME TAXES PURSUANT TO SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC); ACCORDINGLY, NO PROVISION FOR INCOME TAXES IS REQUIRED AS THERE ARE NO UNRELATED TRADES OR BUSINESSES. TAG AND IVA ARE ORGANIZED AS FOR-PROFIT ENTITIES AND ARE SUBJECT TO FEDERAL AND STATE INCOME TAXES. INCOME TAXES FOR TAG AND IVA ARE RECORDED AS DEFERRED TAX ASSETS AND INCLUDED IN OTHER RECEIVABLES AND PREPAID EXPENSES IN THE ACCOMPANYING CONSOLIDATED BALANCE SHEETS TO REFLECT TEMPORARY BOOK AND TAX DIFFERENCES. THE COMPANY HAS IMPLEMENTED PROCESSES TO ENSURE COMPLIANCE WITH THE INTERNAL REVENUE SERVICE INTERMEDIATE SANCTIONS PROVISIONS FOR ALL ITS SUPPORTED ORGANIZATIONS, INCLUDING THE COMPANY. THIS INCLUDES AN INDEPENDENT REVIEW BY THE BOARD'S COMPENSATION COMMITTEE OF ALL COMPENSATION ARRANGEMENTS WITH DISQUALIFIED PERSONS AND OUTSIDE COMPENSATION CONSULTANTS TO PROVIDE INDEPENDENT THIRD-PARTY REVIEW AND ADVISEMENT, AND THE IMPLEMENTATION OF A DETAILED CONFLICT-OF-INTEREST POLICY AND ANNUAL DISCLOSURE PROCESS FOR ALL DISQUALIFIED PERSONS. THE COMPENSATION COMMITTEE ALSO HIRES OUTSIDE COUNSEL TO ADVISE THE COMPANY ON COMPLIANCE. THE TAX BENEFIT FROM AN UNCERTAIN TAX POSITION MUST BE RECOGNIZED ONLY IF IT IS MORE-LIKELY-THAN-NOT THAT THE TAX POSITION WILL BE SUSTAINED UPON EXAMINATION BY THE TAXING AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. THE TAX BENEFITS RECOGNIZED IN THE FINANCIAL STATEMENTS FROM SUCH A POSITION ARE MEASURED BASED ON THE LARGEST BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON ULTIMATE RESOLUTION. THE COMPANY'S REASSESSMENT OF ITS TAX POSITIONS DID NOT HAVE A MATERIAL IMPACT ON THE COMPANY'S RESULTS OF OPERATIONS OR FINANCIAL POSITION. THE COMPANY'S INCOME TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL, STATE, AND LOCAL AUTHORITIES. THE COMPANY IS NOT AWARE OF ANY ACTIVITIES THAT WOULD JEOPARDIZE ITS TAX-EXEMPT STATUS. X X X X X X 0 1 0 0 0 1 0 0 0 DOUG LEIDIG PRESIDENT/EX OFFICIO 500165 0 0 0 90343 0 14000 0 12525 0 617033 0 0 0 SUE DACAMARA COO/ASST. SECRETARY 402015 0 0 0 88425 0 13755 0 10291 0 514486 0 0 0 ANDREW JEANNERET CFO/ASST. TREASURER 360434 0 0 0 59293 0 14000 0 9922 0 443649 0 0 0 MANNY OCASIO COLON ASST. SECRETARY 265487 0 0 0 50974 0 10714 0 11131 0 338306 0 0 0 ANDREW JOSEPH ASST. SECRETARY 233701 0 0 0 45095 0 12302 0 11963 0 303061 0 0 0 SANDRA H LAWSON CHIEF STRAT ALLI GROWTH O 312457 0 50000 0 21076 0 14000 0 4706 0 402239 0 0 0 MICHAEL L REYNOLDS DIRECTOR PROJECT DEVELOPMENT 252448 0 15722 0 54531 0 13419 0 10939 0 347059 0 0 0 ROBIN STERN REGIONAL VP OPERATIONS 227688 0 0 0 49898 0 11436 0 9683 0 298705 0 0 0 HENRY MOEHRING VICE PRESIDENT 266212 0 0 0 1497 0 13159 0 8214 0 289082 0 0 0 KIMBERLY EHRENFRIED VICE PRESIDENT/CONTROLLER 203940 0 18843 0 35553 0 10701 0 11945 0 280982 0 0 0 PART I, LINE 3 THE COMPENSATION OF THE ORGANIZATION'S CEO AND ALL PERSONS DEEMED POTENTIALLY DISQUALIFIED IS REVIEWED AND RECOMMENDED TO THE BOARD OF ASBURY COMMUNITIES, INC. BY THE COMPENSATION COMMITTEE OF THE BOARD. PART I, LINE 4B THE PRESIDENT PARTICIPATES IN A 457(F) PLAN. THERE WERE NO PLAN DISTRIBUTIONS IN 2019. PART I, LINE 6 EXECUTIVE INCENTIVE COMPENSATION IS BASED IN PART UPON THE OPERATING RATIO FROM THE CONSOLIDATED ASBURY COMMUNITIES, INC. FINANCIAL STATEMENTS. THE OPERATING RATIO MEASURES WHETHER CURRENT YEAR CASH OPERATING REVENUES ARE SUFFICIENT TO COVER CURRENT YEAR CASH OPERATING EXPENSES. FORM 990, PART III, LINE 4 AS A NOT-FOR-PROFIT ORGANIZATION WITH A SPIRITUAL HERITAGE, ASBURY PLEDGES EACH DAY TO MAKE A DIFFERENCE IN THE LIVES OF THOSE WE SERVE AND TO SERVE AS A PARTNER FOR GOOD IN THE COMMUNITY AT LARGE. WE HONOR OUR HERITAGE THROUGH SUPPORTING AND PARTNERING WITH CHARITABLE AND COMMUNITY ORGANIZATIONS, EDUCATIONAL INSTITUTIONS, AND AGING SERVICES AND HEALTH PROVIDERS. AT ASBURY, OUR EFFORTS ARE FOCUSED IN THREE PRIMARY AREAS: -BENEVOLENT CARE -DEVELOPING SENIOR SERVICES WORKFORCE -SUPPORTING SENIOR WELLNESS IN THE REGIONS WHERE WE OPERATE PROVIDING PEACE OF MIND FOR RESIDENTS - BENEVOLENT CARE: A CORNERSTONE OF LIVING OUR MISSION IS ENSURING THAT RESIDENTS WHO OUTLIVE THEIR FINANCIAL RESOURCES CAN REMAIN IN THEIR HOME AT ASBURY. THE ASBURY FOUNDATION IS A 501(C)(3) NOT-FOR-PROFIT ORGANIZATION THAT SECURES PHILANTHROPIC SUPPORT TO SUPPORT THE MISSION AND ENHANCE QUALITY OF LIFE FOR OLDER ADULTS SERVED BY THE ASBURY SYSTEM. BENEVOLENT CARE: FOR YEARS 2017 THROUGH 2019, ASBURY PROVIDED A THREE YEAR AVERAGE OF MORE THAN $2.6 MILLION IN BENEVOLENT CARE TO ASBURY RESIDENTS WHO OUTLIVED THEIR FINANCIAL RESOURCES THROUGH NO FAULT OF THEIR OWN. THIS SUPPORT INCLUDED: -ASBURY METHODIST VILLAGE $1,591,910 -ASBURY PLACE $75,283 -ASBURY SOLOMONS $111,747 -BETHANY VILLAGE $742,643 -INVERNESS VILLAGE $151,338 -SPRINGHILL $19,406 TOTAL BENEVOLENT CARE $2,692,331 SUPPORTING SENIOR WELLNESS IN THE REGIONS WHERE WE OPERATE: FOR THREE WEEKS BEGINNING AFTER CHRISTMAS, ASBURY ASSOCIATES DONATED FOOD FOR NEEDY SENIORS IN FREDERICK COUNTY, GATHERING OVER 500 POUNDS OF FOOD AND RAISING $770 IN CASH. ASBURY FORGED A RELATIONSHIP WITH THE FREDERICK COUNTY DEPARTMENT OF AGING AND TOOK RESPONSIBILITY FOR DELIVERING MEALS TO FREDERICK COUNTY SENIORS. EACH TUESDAY, ASSOCIATES FROM THE ASBURY SUPPORT AND COLLABORATION CENTER SUPPORT THEIR LOCAL MEALS ON WHEELS, DELIVERING MEALS TO FOOD-INSECURE SENIORS LIVING IN FREDERICK COUNTY. TRAINING THE NEXT GENERATION OF LEADERS AND PROFESSIONALS FOR AGING SERVICES: ASBURY WAS ACTIVELY INVOLVED WITH LEADINGAGE, AN ASSOCIATION OF NOT-FOR-PROFIT SENIOR SERVICES, INCLUDING: -SEVERAL ASBURY ASSOCIATES PRESENTED AT STATE AND NATIONAL LEADINGAGE CONFERENCES THAT ASSISTED CONTINUING EDUCATION PRIORITIES FOR NON-PROFIT AGING SERVICES PROVIDERS. -SUPPORTED ONGOING LEADERSHIP DEVELOPMENT THROUGH PARTICIPATION IN LEADINGAGE'S NATIONAL LEADERSHIP ACADEMY, AND MOST RECENTLY THROUGH HELPING TO LAUNCH THE STATE LEADERSHIP ACADEMY FOR LEADINGAGE MD/DC/VA/DE. OTHER/COMMUNITY SUPPORT: -AN ASBURY STAFF MEMBER PARTNERED WITH THE AMERICAN RED CROSS TO COORDINATE AND RUN ONE BLOOD DRIVE IN 2019, RESULTING IN 10 UNITS OF BLOOD COLLECTED WITH POTENTIALLY 30 LIVES HELPED/SAVED. -EACH ASBURY COMMUNITY STRIVES TO BE A FORCE FOR GOOD IN THEIR REGION, IDENTIFYING AREA NEEDS AND WORKING WITH PARTNER ORGANIZATIONS TO ADDRESS THOSE NEEDS. BELOW IS A SAMPLING OF THE PARTNERSHIPS THAT EXPAND OUR MISSION. -ALZHEIMER'S ASSOCIATION -CALVERT COUNTY INTERFAITH COUNCIL -CALVERT COUNTY HOSPICE -CARING COMMUNITIES -COMMUNITY FOOD RESCUE -ERIE COUNTY DEPARTMENT OF AGING -ERIE VETERANS AFFAIRS MEDICAL CENTER -FARMING FOR HUNGER -FRIENDS OF CALVERT COUNTY SENIORS -JEWISH COUNCIL FOR AGING SHARE -KINGSPORT SENIOR CENTER -LIFE SENIOR SERVICES -MANNA FOOD CENTER OF MONTGOMERY COUNTY -MEALS ON WHEELS -MONTGOMERY COUNTY COALITION FOR THE HOMELESS -NEW HOPE MINISTRIES FOOD PANTRY -NATIONAL AREA PARKINSON'S ASSOCIATION -PARKINSON'S PARTNERS -UNITED WAY -ASBURY ASSOCIATES BRING A MISSION FOCUS, WEALTH OF EXPERIENCE, AND INNOVATIVE IDEAS TO AGING SERVICES. WE SHARE THAT THROUGH PRESENTATIONS AND COLLABORATIONS WITH INDUSTRY ORGANIZATIONS AND THEIR BOARDS IN ALL OF THE REGIONS WHERE WE OPERATE. BELOW ARE A FEW. -ACCESS TO CARE -AMERICAN RED CROSS -CARF INTERNATIONAL -CARING COMMUNITIES -EAGLE ACCREDITATION COMMISSION -INTERNATIONAL COUNCIL FOR ACTIVE AGING -LEADINGAGE NATIONAL AND STATE CHAPTERS FORM 990, PART VI, SECTION A, LINE 1 THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS CAN ACT IN PLACE OF THE BOARD FOR DEFINED RESPONSIBILITIES. ALL MEMBERS OF THE EXECUTIVE COMMITTEE ARE MEMBERS OF THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 4 DURING 2019, THE ORGANIZATION MADE THE FOLLOWING CHANGES TO ITS BYLAWS: REVISED ARTICLE IX TO REQUIRE THAT EACH COMMITTEE MEMBER MUST ALSO BE A CURRENT MEMBER OF THE BOARD OF DIRECTORS. REVISED ARTICLE X. FINANCIAL MATTERS AND INSTRUMENTS TO CLARIFY DELEGATION AUTHORITY FOR EXECUTION AND APPROVAL OF CONTRACTS AND INVOICES AND AUTHORIZE DISCRETIONARY EXPENDITURE AUTHORITY FOR THE PRESIDENT OF THE CORPORATION TO COMMIT OR SPEND UP TO FIVE MILLION DOLLARS ($5,000,000) WITHIN ANY ONE FISCAL YEAR WITHOUT PRIOR BOARD APPROVAL BUT INCLUDE REQUIREMENT TO REPORT SUCH EXPENDITURE TO THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 8B IN 2019, THE BOARD COMMITTEES COULD NOT ACT ON BEHALF OF THE FULL BOARD BECAUSE THE COMMITTEES INCLUDED NON-BOARD MEMBERS. FORM 990, PART VI, SECTION B, LINE 11B ASBURY COMMUNITIES, INC. IS THE SOLE MEMBER OF ASBURY ATLANTIC, INC., ASBURY-SOLOMONS, INC., INVERNESS VILLAGE, AN OKLAHOMA NOT FOR PROFIT CORPORATION, ASBURY, INC., BETHANY DEVELOPMENT CORPORATION AND ASBURY HCBS, INC. ASBURY COMMUNITIES, INC. HAS A SYSTEM-WIDE AUDIT AND COMPLIANCE COMMITTEE. THE ASBURY COMMUNITIES, INC. BOARD OF DIRECTORS HAS DELEGATED A REVIEW OF THE FORM 990 TO THE SYSTEM AUDIT AND COMPLIANCE COMMITTEE WHICH PERFORMED THEIR REVIEW ON 10/21/20. THE ASBURY COMMUNITIES, INC., FOUNDATION, ASBURY ATLANTIC, ASBURY SOLOMONS, ASBURY COMMUNITIES HCBS, ASBURY, INC., BETHANY DEVELOPMENT CORPORATION AND INVERNESS VILLAGE BOARD OF DIRECTORS WERE FORWARDED A COPY OF THEIR RESPECTIVE DRAFT FORM 990 FOR THEIR REVIEW AND PROVIDED A LINK TO A RECORDING OF THE AUDIT AND COMPLIANCE COMMITTEE MEETING IF MEMBERS CHOSE TO LISTEN TO THE MEETINGS AS THEY REVIEWED ANY OF THE FORM 990S. ALL DIRECTORS MAY POSE QUESTIONS OR ASK FOR CLARIFICATION FROM STAFF AND AUDIT AND COMPLIANCE COMMITTEE. FORM 990, PART VI, SECTION B, LINE 12C THE ASBURY COMMUNITIES CONFLICT OF INTEREST POLICY WAS APPROVED BY THE BOARD OF DIRECTORS. THE COMPLIANCE OFFICER IS RESPONSIBLE FOR THE POLICY AND OVERSEES THE IMPLEMENTATION OF THE PROCESS. ALL THE ENTITIES WITHIN THE ASBURY COMMUNITIES SYSTEM ARE SUBJECT TO THE POLICY. ANNUALLY, THE COMPLIANCE OFFICER CONDUCTS A COMPREHENSIVE CONFLICT DISCLOSURE PROCESS COVERING ALL MEMBERS OF THE GOVERNING BOARDS, SYSTEM WIDE COMMITTEES, AND INDIVIDUALS IN MANAGEMENT POSITIONS. EACH PERSON COMPLETES A CONFLICT OF INTEREST DISCLOSURE FORM AND IS ADVISED OF THEIR FIDUCIARY OBLIGATIONS. THE COMPLIANCE OFFICER, WHO HAD A DIRECT REPORTING LINE TO THE CHAIR OF THE AUDIT AND COMPLIANCE COMMITTEE AND REPORTS QUARTERLY TO THE AUDIT AND COMPLIANCE COMMITTEE, ANALYZES ALL DISCLOSURE FORMS FOR POTENTIAL CONFLICTS, AND PREPARES A REPORT FOR THE AUDIT AND COMPLIANCE COMMITTEE. A REPORT WAS MADE TO THE BOARD THAT THERE WERE NO CONFLICTS DURING 2019. WHEN AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST ARISES INVOLVING A BOARD OR COMMITTEE MEMBER, THE AUDIT AND COMPLIANCE COMMITTEE IS INFORMED AND WILL FOLLOW SPECIFIC PROTOCOL OUTLINED IN THE CONFLICT OF INTEREST POLICIES AND PROCEDURES. FORM 990, PART VI, SECTION B, LINE 15 ON AN ANNUAL BASIS, THE COMPENSATION AND BENEFITS COMMITTEE RELIES ON STAFF FEEDBACK AND THE DATA AND RECOMMENDATIONS PROVIDED BY AN EXTERNAL COMPENSATION CONSULTANT TO ASCERTAIN THE REASONABLENESS OF COMPENSATION AND BENEFITS OF ALL OF THE DIRECT REPORTS OF THE CEO AND OTHER POTENTIALLY DISQUALIFIED PERSONS. IN ADDITION, THE COMPENSATION AND BENEFITS COMMITTEE REVIEWS THE ORGANIZATION'S PROGRESS TOWARDS KEY PERFORMANCE INDICATORS SELECTED FOR INCENTIVIZING PERFORMANCE OF DISQUALIFIED PERSONS THROUGH A PERFORMANCE BASED-COMPENSATION PROGRAM. QUARTERLY, THE COMPENSATION COMMITTEE REVIEWS UPDATES TO THE OVERALL BENEFITS AND COMPENSATION PLAN FOR THE ORGANIZATION AS WELL AS PROGRESS ON THE ORGANIZATION'S EMPLOYER OF CHOICE STRATEGIC GOALS. ALSO ON AN ANNUAL BASIS, THE COMPENSATION AND BENEFITS COMMITTEE SPECIFICALLY REVIEWS THE COMPENSATION AND BENEFITS OF THE CEO USING THE DATA GATHERED BY THE COMPENSATION CONSULTANT AT THE DIRECTION OF THE COMMITTEE AND PROVIDES INPUT TO THE FULL BOARD OF DIRECTORS IN ORDER TO SUPPORT THEIR DECISION MAKING PROCESS REGARDING THE CEO'S COMPENSATION. THE COMPENSATION AND BENEFITS COMMITTEE CHARTER, THE EXECUTIVE COMPENSATION PHILOSOPHY, AND THE EXECUTIVE INCENTIVE PLAN WERE REVIEWED MOST RECENTLY IN 2019. FORM 990, PART VI, SECTION C, LINE 19 GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE AVAILABLE UPON REQUEST. AUDITED FINANCIAL STATEMENTS ARE AVAILABLE FOR PUBLIC VIEWING ON OUR WEBSITE (WWW.ASBURY.ORG). FORM 990, PART VII, SECTION A THE COMPENSATION OF ASBURY COMMUNITIES' OFFICERS AND KEY EMPLOYEES AS SHOWN ON THE FORM 990, PART VII, SECTION A, NOT ONLY RELATES TO THEIR RESPONSIBILITIES AT ASBURY COMMUNITIES, INC. BUT ALSO REFLECTS THEIR RESPONSIBILITY TO PROVIDE EXECUTIVE MANAGEMENT FUNCTIONS, AS WELL AS POLICY AND OVERALL GUIDANCE TO ITS SUPPORTED AND RELATED ORGANIZATIONS. THESE ORGANIZATIONS INCLUDE ASBURY ATLANTIC, INC., ASBURY-SOLOMONS, INC., INVERNESS VILLAGE, AN OKLAHOMA NOT-FOR-PROFIT CORPORATION, ASBURY COMMUNITIES HCBS, INC., ASBURY, INC., ASBURY FOUNDATION, INC., AND BETHANY DEVELOPMENT CORPORATION. ASBURY COMMUNITIES, INC., THE SUPPORTING PARENT COMPANY ALONE HAD 83 EMPLOYEES AS OF 12/31/2019. THE FORM 990, PART VII, SECTION A, HAS 32 INDIVIDUALS EARNING $100,000 OR MORE. ASBURY HAS A HIGH PERCENTAGE OF HIGHLY COMPENSATED INDIVIDUALS SINCE THESE POSITIONS ARE RESPONSIBLE FOR PROVIDING EXPERTISE AND GUIDANCE TO MULTIPLE SUPPORTED ORGANIZATIONS IN THE ASBURY SYSTEM WHICH SERVES MORE THAN 5,000 RESIDENTS AND CLIENTS AND EMPLOYS MORE THAN 2,400 EMPLOYEES. DURING 2019, ASBURY COMMUNITIES, INC. MODIFIED ITS EMPLOYEE COMPENSATION FOR PTO. THIS CHANGE RESULTED IN A ONE-TIME DISTRIBUTION THAT IS REFLECTED IN THE COMPENSATION REPORTED ON THIS FORM 990. THE 2019 CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR ASBURY COMMUNITIES, INC. HAD TOTAL REVENUES OF $244 MILLION AND TOTAL ASSETS IN EXCESS OF $584 MILLION. FORM 990, PART XI, LINE 9: TRANSFERS TO AND FROM SUPPORTED ORGANIZATIONS 1,184,000. LOSS DUE TO DE-CONSOLIDATION OF INVERNESS VILLAGE -36,826,219. FORM 990, PART XII, LINE 2C THERE HAS BEEN NO CHANGE IN OVERSIGHT PROCESS FROM THE PRIOR YEAR. 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