2018-11-06T09:42:49-06:00 2017-12-31 410746749 CLIFTONLARSONALLEN LLP 1966 GREENSPRING DRIVE SUITE 300 TIMONIUM MD 210934161 990 2017-01-01 521862675 ASBURY SOLOMONS INC ASBU 4103943029 5285 WESTVIEW DRIVE NO 200 FREDERICK MD 21703 KIM EHRENFRIED ASSISTANT TREASURER 4103943029 2018-10-23 1 JOHN NORMAN P01506766 4104530900 2018-10-01 67.137.57.251 2018-10-23 16:32:57 ED P 1CC97E19E024F450F17B6EFDB094B1F77DAAE223 85B9997AADF14A140E17A393DEEE4F99E0CB7F93 2017 2019-02-21 02:37:17Z ROBIN STERN 5285 WESTVIEW DRIVE NO 200 FREDERICK MD 21703 5469137 0 X WWW.ASBURYSOLOMONS.ORG X 1994 MD DOING ALL THE GOOD WE CAN BY PROVIDING EXCEPTIONAL LIFESTYLE OPPORTUNITIES TO THOSE WE SERVE. X 15 11 252 94 0 0 302315 55950 20187646 3297791 202303 18617 1078 770 20693342 3373128 0 0 0 0 6830812 1102400 0 0 24231 12762511 2100686 19593323 3203086 1100019 170042 58415474 210250 93892354 0 -35476880 210250 X OUR MISSION IS TO DO ALL THE GOOD WE CAN BY PROVIDING EXCEPTIONAL LIFESTYLE OPPORTUNITIES TO THOSE WE SERVE. 0 1 1531728 1967470 RESIDENTIAL LIVING: OPERATION OF 300 RESIDENTIAL LIVING UNITS FOR THE AGED, PROVIDING 16,062 DAYS OF SERVICE IN 2017. THE ORGANIZATION PROVIDED $7,233 OF BENEVOLENT CARE TO RESIDENTIAL LIVING RESIDENTS IN 2017. 781182 987631 SKILLED NURSING FACILITY: OPERATION OF A 48 BED SKILLED NURSING FACILITY (SNF) FOR THE AGED, PROVIDING 2,595 DAYS OF SERVICE IN 2017. THE ORGANIZATION PROVIDED $177,116 OF CONTRACTUAL ALLOWANCES TO RESIDENTS OF THE SNF IN 2017. 244556 342690 ASSISTED LIVING FACILITY: OPERATION OF A 24 SUITE ASSISTED LIVING FACILITY FOR THE AGED, PROVIDING 1,415 DAYS OF CARE IN 2017. THE ORGANIZATION PROVIDED $17,125 OF BENEVOLENT CARE TO ASSISTED LIVING RESIDENTS IN 2017. 2557466 1 1 0 1 0 0 0 0 0 1 0 0 0 0 0 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 1 0 1 0 0 0 1 33 0 252 1 0 0 0 0 0 0 0 0 0 0 X 15 11 0 0 0 0 1 1 1 1 1 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 CAROLYN STAMATAKIS CHAIR 2.00 X X 0 0 0 ROBERT BOYD VICE CHAIR, TREASURER 2.00 X X 0 0 0 NICK SERENYI DIRECTOR 2.00 X 0 0 0 DENNIS HANSEN DIRECTOR 2.00 X 0 0 0 THOMAS ETTINGER DIRECTOR 2.00 X 0 0 0 RICHARD FINDLEY DIRECTOR 2.00 X 0 0 0 SANDRA HALBRUNER DIRECTOR 2.00 X 0 0 0 GORDON NAUGHTON DIRECTOR 2.00 X 0 0 0 CAROLINE KIM DIRECTOR 2.00 X 0 0 0 DAVID LINGRELL DIRECTOR 2.00 X 0 0 0 LORRAINE SEXTON DIRECTOR 2.00 X 0 0 0 DONALD TRISSLER DIRECTOR 2.00 X 0 0 0 ROBERT BURKE DIRECTOR, SECRETARY 2.00 X X 0 0 0 ANNICE CODY DIRECTOR 2.00 X 0 0 0 NELLIE COLE DIRECTOR 2.00 X 0 0 0 JEFF ENRICO DIRECTOR 2.00 X 0 0 0 THOMAS HOLETS DIRECTOR 2.00 X 0 0 0 LOU GRAMMES DIRECTOR 2.00 X 0 0 0 LARRY PARKS DIRECTOR 2.00 X 0 0 0 SUE DACAMARA DIRECTOR 1.00 57.00 X X 0 434839 22112 DOUGLAS LEIDIG DIRECTOR, PRESIDENT 1.00 58.00 X X 0 597728 26095 ANDREW JOSEPH ASST. SECRETARY 1.00 62.00 X 0 261634 24310 ANDREW JEANNERET ASST. TREASURER 1.00 61.00 X 0 265960 7687 MELISSA HADLEY VICE PRESIDENT 1.00 60.00 X 0 271339 24781 JIM SCHNEIDER VICE PRESIDENT 2.00 60.00 X 0 202075 21030 ROBIN STERN VICE PRESIDENT 1.00 55.00 X 0 252531 25585 KIM EHRENFRIED ASST. TREASURER 1.00 60.00 X 0 215445 24552 PEGGY CRESPI KAPLAN ASST. SECRETARY 1.00 60.00 X 0 368404 22065 BRAD ANDRUS ASST. SECRETARY 60.00 2.00 X 201852 7414 23360 DEBBIE BARRIS ASST. SECRETARY 2.00 40.00 X 0 79783 10909 RHONDA TERANTO ASST. TREASURER 1.00 60.00 X 0 237315 22214 BRIAN GRUNDUSKY VICE PRESIDENT 1.00 61.00 X 0 196037 20329 NANCY BALDERSON DIRECTOR OF NURSING 40.00 X 101120 0 5694 302972 3390504 280723 2 0 1 0 SODEXO INC & AFFILIATES PO BOX 536922 ATLANTA GA 30353 FOOD SERVICE 192018 1 55950 55950 NET SERVICE REVENUE 623312 2372730 2372730 AMORTIZATION OF ENTRANCE FEES 623312 586925 586925 MEDICARE/MEDICAID PAYMENTS 623312 323577 323577 OTHER OPERATING REVENUE 623312 14559 14559 3297791 12494 12494 770 0 770 770 770 2102132 2096009 6123 6123 6123 3373128 3297791 0 19387 57809 57809 855127 785679 53338 16110 27380 22219 4736 425 95152 67073 26031 2048 66932 56929 10003 154133 148485 5648 8189 8189 3797 3797 193105 185296 7809 28951 28951 148575 133694 14881 94873 538 94335 295287 157096 138191 3934 1694 2240 339221 339221 473103 473103 16253 16253 FOOD 125174 125174 REPAIRS & MAINTENANCE 91437 90307 1130 MEDICAL SUPPLIES & PHAR 34700 34368 332 BAD DEBT 29138 29138 60816 26986 33830 3203086 2557466 621389 24231 13734 7169492 470597 210250 1466695 31286 617319 0 46226930 237766 2181655 0 58415474 210250 1267748 28500812 28127124 35996670 0 93892354 0 X -37567167 210250 370541 0 1719746 0 -35476880 210250 58415474 210250 X 170042 58333 35458755 X X 0 1 X 1 0 X 204165 188198 83319 302315 55950 833947 19081536 19692970 20328468 20187646 3297791 82588411 19285701 19881168 20411787 20489961 3353741 83422358 0 176777 300892 7625 485294 176777 300892 7625 485294 82937064 170942 170192 166440 219925 13264 740763 170942 170192 166440 219925 13264 740763 19456643 20051360 20578227 20709886 3367005 84163121 0.98540 0.98420 0.00880 0.00870 X SCHEDULE A, PART III EFFECTIVE MARCH 1, 2017, ASBURY SOLOMONS TRANSFERRED ITS OPERATIONS TO ASBURY ATANTIC, AN AFFILIATED CORPORATION; THEREFORE, THE AMOUNTS REPORTED ON SCHEDULE A, PART III FOR 2017 REFLECT ONLY A TWO MONTH PERIOD FROM JANUARY 1, 2017 THROUGH FEBRUARY 28, 2017. 0 0 0 0 0 0 0 0 1 1578 1578 0 PART II-B, LINE 1: A PORTION OF ASBURY SOLOMONS' DUES TO LEADINGAGE MARYLAND WERE USED FOR ADVOCACY ISSUES RELATED TO RESIDENTIAL AND HEALTHCARE SERVICES FOR THE AGED. 1719746 62215 1781961 1628324 91422 1719746 1615389 12935 1628324 1591079 24310 1615389 1128873 462206 1591079 1.00000 0 1 1 0 X PART V, LINE 4: THE INTENDED USE OF THE ORGANIZATION'S ENDOWMENT FUNDS IS TO PROVIDE BENEVOLENT CARE. PART X, LINE 2: ASBURY SOLOMONS IS 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. 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. THE TAX RETURNS FOR THE YEARS 2014 TO 2016 ARE OPEN TO EXAMINATION BY FEDERAL, LOCAL, AND STATE AUTHORITIES. X X X X X X 0 0 0 0 0 0 0 0 0 SUE DACAMARA DIRECTOR 0 400139 0 30153 0 4547 0 10600 0 11512 0 456951 0 0 DOUGLAS LEIDIG DIRECTOR, PRESIDENT 0 499059 0 86473 0 12196 0 10600 0 15495 0 623823 0 0 ANDREW JOSEPH ASST. SECRETARY 0 244738 0 15750 0 1146 0 10600 0 13710 0 285944 0 0 ANDREW JEANNERET ASST. TREASURER 0 215133 0 50000 0 827 0 0 0 7687 0 273647 0 0 MELISSA HADLEY VICE PRESIDENT 0 256678 0 12277 0 2384 0 10600 0 14181 0 296120 0 0 JIM SCHNEIDER VICE PRESIDENT 0 183411 0 13664 0 5000 0 8708 0 12322 0 223105 0 0 ROBIN STERN VICE PRESIDENT 0 240756 0 9703 0 2072 0 10326 0 15259 0 278116 0 0 KIM EHRENFRIED ASST. TREASURER 0 199770 0 15032 0 643 0 9323 0 15229 0 239997 0 0 PEGGY CRESPI KAPLAN ASST. SECRETARY 0 334915 0 25316 0 8173 0 10600 0 11465 0 390469 0 0 BRAD ANDRUS ASST. SECRETARY 201204 0 0 7414 648 0 9129 0 14231 0 225212 7414 0 0 RHONDA TERANTO ASST. TREASURER 0 217078 0 18410 0 1827 0 9922 0 12292 0 259529 0 0 BRIAN GRUNDUSKY VICE PRESIDENT 0 185703 0 9944 0 390 0 8685 0 11644 0 216366 0 0 PART I, LINE 3 THE COMPENSATION OF THE ORGANIZATION'S CEO AND ALL DISQUALIFIED PERSONS IS REVIEWED AND RECOMMENDED TO THE BOARD OF ASBURY COMMUNITIES, INC. BY THE COMPENSATION COMMITTEE OF THE BOARD. NET ASSETS 2017-03-01 -35505213 FMV OF NET ASSETS AS OF 3/1/17, EXCEPT FOR OUTSTANDING ACCOUNTS RECEIVABLE AS OF THE TRANSACTION DATE. 520607956 ASBURY ATLANTIC 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 501(C)(3) 1 0 0 0 PART II, LINE 2E: PERSON(S) INVOLVED: ALL OFFICERS, DIRECTORS, TRUSTEES, AND KEY EMPLOYEES. PART II, LINE 2E: EXPLANATION OF INVOLVEMENT: ALL OFFICERS, DIRECTORS, TRUSTEES, AND KEY EMPLOYEES OF ASBURY SOLOMONS BECAME OFFICERS, DIRECTORS, TRUSTEES, AND KEY EMPLOYEES OF ASBURY ATLANTIC AS OF THE TRANSACTION DATE. FORM 990, PART III, LINE 3 ON MARCH 1, 2017, ASBURY SOLOMONS AND ASBURY ATLANTIC ENTERED INTO A BILL OF SALE AND TRANSFER AGREEMENT. UNDER THE TERMS OF THE AGREEMENT, ASBURY ATLANTIC ACQUIRED ALL OF ASBURY SOLOMON'S ASSETS EXCEPT FOR OUTSTANDING ACCOUNTS RECEIVABLE AS OF THE TRANSACTION DATE. IN ADDITION, ASBURY ATLANTIC ASSUMED ALL OBLIGATIONS, INCLUDING THIRD PARTY CONTRACTS, OF ASBURY SOLOMONS. THERE WERE NO CHANGES IN SERVICES PROVIDED BY ASBURY SOLOMONS AS A RESULT OF THE TRANSACTION. FORM 990, PART III, LINE 4 AS PART OF ASBURY COMMUNITIES, ASBURY SOLOMONS 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 LEGACY THROUGH SUPPORTING AND PARTNERING WITH CHARITABLE AND COMMUNITY ORGANIZATIONS, EDUCATIONAL INSTITUTIONS, AND AGING SERVICES AND HEALTH PROVIDERS. AT ASBURY SOLOMONS, OUR CONTRIBUTIONS ARE PRIMARILY FOCUSED ON: - SUPPORTING SENIOR WELLNESS IN THE REGIONS WHERE WE OPERATE; AND - TRAINING THE NEXT GENERATION OF AGING SERVICES PROFESSIONALS. 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, 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, WAS ESTABLISHED TO SUPPORT THESE EFFORTS. ASBURY PROVIDES FINANCIAL SUPPORT TO RESIDENTS WHO OUTLIVE THEIR RESOURCES THROUGH NO FAULT OF THEIR OWN. HIGHLIGHTS OF THIS YEAR'S COMMUNITY BENEFIT ACCOMPLISHMENTS INCLUDE THE FOLLOWING: IN THE AREA OF SUPPORTING THE LOCAL COMMUNITY AND SENIOR SERVICES, ASBURY SOLOMONS HOSTED, PROVIDED STRATEGIC PLANNING, AND RAISED MORE THAN $5,000 FOR THE AREA CHAPTER OF THE ALZHEIMER'S ASSOCIATION'S ANNUAL WALK TO END ALZHEIMER'S. SOLOMONS DONATED SPACE TO VARIOUS COMMUNITY ORGANIZATIONS FOR THEIR MEETINGS AND REHEARSALS. SEVERAL ASSOCIATES PARTICIPATED IN MONTHLY PACCT (PARTNERS IN ACCOUNTABLE CARE COLLABORATION & TRANSITIONS) MEETINGS AT CALVERT COUNTY MEMORIAL HOSPITAL WHEREBY PROFESSIONALS MEET TO DISCERN BEST PRACTICES AND SEAMLESS TRANSITION OF RESIDENTS BETWEEN HOSPITAL AND HOME. ASBURY SOLOMONS PROVIDED ORIENTATION AND TRAINING FOR CULINARY STUDENTS FROM CALVERT COUNTY CAREER & TECHNOLOGY ACADEMY. SOLOMONS ALSO PROVIDED INTERNSHIP SUPERVISION AND MENTORING TO SOCIAL WORKER INTERN FROM SALISBURY UNIVERSITY. ASBURY SOLOMONS HOSTED A 7-PART "UNDERSTANDING YOUR GRIEF SERIES" FOR THE SOUTHERN CALVERT COMMUNITY. ASBURY SOLOMONS MET WITH LEADERS OF 4H AND DISCUSSED FUTURE COLLABORATIONS OF FOR THE FARMING 4 HUNGER PROGRAM. DONATED GOODS OF OVER $1,000 TO FARMING 4 HUNGER. IN THE AREA OF GOING GREEN AND SUSTAINABLE DESIGN, THE OYSTER GARDEN PROJECT AT ASBURY SOLOMONS HAS PLANTED OVER 1,000,000 OYSTERS ON THE COMMUNITY'S BREAKWATERS IN THE PATUXENT RIVER OVER THE PAST SEVEN YEARS, CONTRIBUTING TO THE CHESAPEAKE BAY TRIBUTARY'S HEALTH THROUGH THE OYSTER'S NATURAL CAPACITY AS WATER FILTERS. INITIALLY INVOLVED IN THE PROJECT THROUGH THE SOUTHERN MARYLAND OYSTER CULTIVATION SOCIETY STARTING IN 2010, THE COMMITTEE APPLIED FOR AND RECEIVED ITS OWN PERMIT TO FOSTER OYSTER GROWTH WHEN THE LOCAL GROUP DISBANDED IN 2013. FORM 990, PART VI, SECTION A, LINE 1 THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS CAN ACT IN PLACE OF THE BOARD BETWEEN MEETINGS. ALL MEMBERS OF THE EXECUTIVE COMMITTEE ARE MEMBERS OF THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 6 ASBURY SOLOMONS, INC HAS ONE MEMBER. THE SOLE MEMBER IS ASBURY COMMUNITIES, INC. FORM 990, PART VI, SECTION A, LINE 7A ASBURY COMMUNITIES, INC. IS THE SOLE MEMBER OF ASBURY SOLOMONS, INC. AND ELECTS THE GOVERNING BODY. FORM 990, PART VI, SECTION A, LINE 7B ONLY CERTAIN DECISIONS OF THE GOVERNING BODY ARE SUBJECT TO ASBURY COMMUNITIES INC.'S APPROVAL. THESE DECISIONS INCLUDE: (1) MANAGEMENT SERVICES RELATIONSHIPS AND CONTRACTS; (2) ANY ORGANIZATIONAL CHANGE IN GENERAL, INCLUDING MERGERS, SALES, LEASES, ETC. OF SUBSTANTIALLY ALL OF THE ASSETS AND THE CREATION OF NEW ENTITIES; (3) AMENDMENTS TO MISSION OR VISION STATEMENTS; (4) AMENDMENTS TO THE ARTICLES OF INCORPORATION OR BYLAWS. 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, CALVERT COUNTY NURSING CENTER, INC., ASBURY INC. (ASBURY PLACE), 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 9/27/18. THE ASBURY COMMUNITIES, INC., FOUNDATION, ASBURY ATLANTIC, ASBURY SOLOMONS, ASBURY PLACE, ASBURY COMMUNITIES HCBS, CALVERT COUNTY NURSING CENTER, 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 2017. 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 PROTOCAL OUTLINED IN THE CONFLICT OF INTEREST POLICIES AND PROCEDURES. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION COMMITTEE MEETS WITH THE INDEPENDENT COMPENSATION CONSULTANT, AND BASED ON INFORMATION PROVIDED TO THE COMMITTEE MAKES RECOMMENDATIONS REGARDING COMPENSATION AND BENEFITS TO THE EXECUTIVE COMMITTEE WHICH IS CHARGED BY THE FULL BOARD WITH DECISIONS REGARDING COMPENSATION. THE INDEPENDENT COMPENSATION CONSULTANTS AND ATTORNEY ARE ALSO PRESENT AT THE MEETING OF THE EXECUTIVE COMMITTEE AT WHICH THE EXECUTIVE COMMITTEE CONSIDERS THE RECOMMENDATION OF THE COMPENSATION COMMITTEE. AT THIS MEETING THE EXECUTIVE COMMITTEE RECEIVES ALL OF THE SAME INFORMATION WHICH WAS PRESENTED TO THE COMPENSATION COMMITTEE AND HAS THE OPPORTUNITY TO ASK QUESTIONS AND EVALUATE THE MATERIALS. THE FULL BOARD(S) OF ASBURY COMMUNITIES HAS A PRESENTATION ONCE A YEAR ON EXECUTIVE COMPENSATION AND BENEFITS. THE PRESIDENT IS PRESENT TO GIVE BOARD MEMBERS AN OPPORTUNITY TO ASK QUESTIONS AND TO PROVIDE SALARIES AND GRADE LEVELS FOR THEIR REVIEW. THE SYSTEM WIDE COMPENSATION COMMITTEE IS COMPOSED OF 5 VOTING MEMBERS, THE VICE-PRESIDENT OF HUMAN RESOURCES (NON-VOTING), A RETAINED ATTORNEY (NON-VOTING; RECORDS PROCEEDINGS IN MINUTES), AND IS ADVISED BY SULLIVAN COTTER (A COMPENSATION CONSULTING FIRM). THE COMPENSATION COMMITTEE HAS DEVELOPED AND USES A COMPENSATION PHILOSOPHY DOCUMENT WHICH ESTABLISHES GUIDELINES FOR COMPENSATION AND IDENTIFIES COMPARABLE DATA. THE COMMITTEE HOLDS A MINIMUM OF 4 MEETINGS EACH YEAR. AT THE FALL MEETING THEY REVIEW SULLIVAN COTTER DATA AND REPORTS IN ORDER TO MAKE RECOMMENDATIONS REGARDING SALARIES AND BENEFITS. THIS ANNUAL REVIEW ALSO ENSURES COMPLIANCE WITH IRS INTERMEDIATE SANCTIONS REQUIREMENTS. THE BOARD OF DIRECTORS ULTIMATELY REVIEWS/APPROVES/ AND OR ADJUSTS RECOMMENDATIONS FROM THE COMPENSATION COMMITTEE AND SETS COMPENSATION. THE PROCESS WAS LAST REVIEWED IN 2017. FORM 990, PART VI, SECTION C, LINE 19 THE CONFLICT OF INTEREST POLICY IS AVAILABLE UPON REQUEST. THE GOVERNING DOCUMENTS ARE AVAILABLE IN THE RESIDENT LIBRARIES. THE AUDITED FINANCIAL STATEMENTS ARE AVAILABLE FOR PUBLIC VIEWING ON THE ORGANIZATION'S WEBSITE. FORM 990, PART VII, SECTION A THE OFFICERS THAT HAVE COMPENSATION FROM RELATED ORGANIZATIONS REPORTED IN PART VII, SECTION A, COLUMN E OF THE FORM 990 PROVIDE EXECUTIVE MANAGEMENT SUPPORT AND OVERALL GUIDANCE TO ASBURY SOLOMONS, INC. AS WELL AS THE OTHER RELATED AND SUPPORTED ORGANIZATIONS OF ASBURY COMMUNITIES, INC. THERE ARE OVER 2,500 TOTAL EMPLOYEES IN THE ASBURY COMMUNITIES, INC. SYSTEM. THE 2017 CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR ASBURY COMMUNITIES, INC. HAD TOTAL REVENUES OF $248.9 MILLION AND TOTAL ASSETS IN EXCESS OF $660 MILLION. FORM 990, PART VII, SECTION A BEGINNING WITH YEAR 2014, FOUNDATION ASSOCIATE SALARIES AND BENEFITS, WHICH WERE PREVIOUSLY REPORTED ON THE ASBURY FOUNDATION IRS FORM 990, WILL BE REPORTED BY THE ASBURY ENTITY WHERE THEY DEDICATED THEIR TIME. ASBURY FOUNDATION ASSISTS WITH THE MISSION OF THE NON PROFIT ENTITIES WITHIN THE ASBURY COMMUNITIES SYSTEM. FORM 990, PART XI, LINE 9: NET ASSET TRANSFER TO ASBURY ATLANTIC 35,505,213. SWAP LOSS -46,458. FORM 990, PART XII, LINE 2C THERE HAS BEEN NO CHANGE IN OVERSIGHT PROCESS FROM THE PRIOR YEAR. ASBURY COMMUNITIES INC 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 521862677 MANAGEMENT SERVICES MD 501(C) (3) LINE 12C, III-FI 0 INVERNESS VILLAGE 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 521862674 HOUSING AND HEALTHCARE FOR OLDER ADULTS OK 501(C) (3) LINE 10 ASBURY COMMUNITIES INC 0 ASBURY ATLANTIC INC 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 520607956 HOUSING AND HEALTHCARE FOR OLDER ADULTS MD 501(C) (3) LINE 10 ASBURY COMMUNITIES INC 0 ASBURY FOUNDATION INC 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 521862674 RAISING FUNDS FOR CHARITY CARE MD 501(C) (3) LINE 7 ASBURY COMMUNITIES INC 0 AFFILIATED ASSOCIATES INC 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 510426078 EMPLOYEE PAYMASTER COMPANY MD 501(C) (3) LINE 12C, III-FI ASBURY COMMUNITIES INC 0 ASBURY COMMUNITIES HCBS INC 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 450634490 HOME CARE FOR OLDER ADULTS MD 501(C) (3) LINE 10 ASBURY COMMUNITIES INC 0 CALVERT COUNTY NURSING CENTER INC 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 520890928 HOUSING AND HEALTHCARE FOR OLDER ADULTS MD 501(C) (3) LINE 10 ASBURY COMMUNITIES INC 0 ASBURY INC 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 620630670 HOME CARE FOR OLDER ADULTS MD 501(C) (3) LINE 10 ASBURY COMMUNITIES INC 0 BETHANY DEVELOPMENT CORPORATION 335 WESLEY DRIVE MECHANICSBURG PA 17055 232078064 HOUSING FOR OLDER ADULTS PA 501(C)(3) LINE 10 ASBURY COMMUNITIES INC 0 THE ASBURY GROUP INC 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 205038820 MANAGEMENT SERVICES DE ASBURY COMMUNITIES INC C 0 THE ASBURY GROUP INTEGRATED TECHNOLOGIES LLC 5285 WESTVIEW DRIVE 200 FREDERICK MD 21703 262896175 INFOR & CNSLT SVCS DE ASBURY COMMUNITIES INC C 0 0 0 1 0 1 0 0 0 0 0 0 0 1 0 0 1 0 1 0