2017-11-13T08:25:33-06:00 2016-12-31 560747981 DIXON HUGHES GOODMAN LLP 901 EAST CARY STREET SUITE 1000 RICHMOND VA 23219 990 2016-01-01 540577900 THE VIRGINIA HOME VIRG 8043594093 1101 HAMPTON STREET RICHMOND VA 23220 JAMES T MOSES CONTROLLER/CFO 8043594093 2017-11-08 1 CHRISTOPHER T BENNETT P01232201 8042827636 204.15.98.225 2017-11-08 15:42:31 ES P 28C3E5B03F554157BDF402385139CDCD91EB4EBC 28C3E5B03F554157BDF402385139CDCD91EB4EBC 2016 2018-03-14 21:41:22Z ROBERT A CROUSE 1101 HAMPTON STREET RICHMOND VA 23220 19234276 0 X THEVIRGINIAHOME.ORG X 1894 VA LONG-TERM CARE FOR PERSONS WITH IRREVERSIBLE PHYSICAL DISABILITIES. 25 25 298 225 -190041 -190041 1198993 1624256 9501242 9409731 5139242 1556659 35574 5667 15875051 12596313 0 0 0 0 13533188 12977929 30000 30000 205827 4909287 4780844 18472475 17788773 -2597424 -5192460 96233508 93060823 11189791 10880967 85043717 82179856 LONG-TERM CARE FOR PERSONS WITH IRREVERSIBLE PHYSICAL DISABILITIES. 0 0 14547011 9409731 THE VIRGINIA HOME CONTINUED TO PROVIDE A HOME FOR 130 VIRGINIANS WITH SEVERE AND IRREVERSIBLE DISABILITIES WHO LACKED THE RESOURCES TO LIVE AT HOME OR OTHER HEALTH CARE SETTINGS. ALL RESIDENTS HAVE A PRIVATE ROOM, RECEIVE 24 HOUR NURSING CARE, AND PHYSICAL, OCCUPATIONAL AND RECREATIONAL THERAPEUTIC SERVICES. 14547011 1 1 0 0 0 0 0 0 0 1 1 1 0 0 1 1 1 0 0 0 0 0 0 1 1 0 0 0 0 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 1 32 0 1 298 1 1 1 0 0 0 0 1 1 0 0 0 0 X 25 25 0 0 1 0 0 0 0 1 1 0 0 0 1 1 1 1 0 1 0 0 VA X JAMES T MOSES 8043594093 1101 HAMPTON STREET SUITE 117 RICHMOND VA 23220 JEAN BENSON PRESIDENT 2.00 X X 0 0 0 VONNIE STONEBURNER 1ST VICE PRESIDENT 2.00 X X 0 0 0 ANNE L MCCRACKEN VICE PRESIDENT 2.00 X X 0 0 0 BARBARA REAMES VICE PRESIDENT 2.00 X X 0 0 0 NANCY BOWLES TREASURER 2.00 X X 0 0 0 CAROLYN KENDIG TREASURER - THROUGH OCT 5 2016 2.00 X X 0 0 0 PRISCILLA S HERSEY RECORDING SECRETARY 2.00 X X 0 0 0 NANCY MEATH 1ST ASST RECORDING SECTRY-NOV 2 2016 2.00 X X 0 0 0 MARY IVA JONES 2ND ASST RECORDING SECRETARY 2.00 X X 0 0 0 SUZANNE WILSON CORRESPONDING SECRETARY 2.00 X X 0 0 0 MARY MADELYN TUCKER 1ST ASSISTANT CORRESPONDING SECTRY 2.00 X X 0 0 0 ANN DOYLE 2ND ASSISTANT CORRESPONDING SECTRY 2.00 X X 0 0 0 SARAH BECK TRUSTEE 2.00 X 0 0 0 JOAN BUHRMAN TRUSTEE 2.00 X 0 0 0 ASHLEY BURKE TRUSTEE 2.00 X 0 0 0 CEAN CAWTHORN TRUSTEE 2.00 X 0 0 0 LILA DICKINSON TRUSTEE 2.00 X 0 0 0 GAIL ELMORE TRUSTEE 2.00 X 0 0 0 ALICE GOODWIN TRUSTEE 2.00 X 0 0 0 MARY FRANCES GRAVITT TRUSTEE - THROUGH JUN 1 2016 2.00 X 0 0 0 MAGGIE HAGER TRUSTEE 2.00 X 0 0 0 SALLY KEMP TRUSTEE - THROUGH JUN 1 2016 2.00 X 0 0 0 LINDSAY MANLEY TRUSTEE 2.00 X 0 0 0 MUFF NOLDE TRUSTEE - THROUGH MAY 1 2016 2.00 X 0 0 0 JANE NOTT TRUSTEE 2.00 X 0 0 0 PATTY RAMSEY TRUSTEE 2.00 X 0 0 0 CAROLE ANN ROSS TRUSTEE 2.00 X 0 0 0 MARY BETH SHANNON TRUSTEE 2.00 X 0 0 0 CORNELIA SHUMADINE TRUSTEE 2.00 X 0 0 0 LAURA STEWART TRUSTEE 2.00 X 0 0 0 ROBERT A CROUSE CEO 40.00 X 219972 0 54759 JAMES T MOSES CONTROLLER/CFO 40.00 X 137889 0 35220 DR MARY SIMMERS MEDICAL DIRECTOR 32.00 X 132972 0 18455 ANTONIETTA LUCIER DON 40.00 X 121128 0 32695 PATRICIA BONNES DIRECTOR SOCIAL/REHAB 40.00 X 114386 0 28351 LYNN CROUSE DIRECTOR DIETARY 40.00 X 103427 0 28155 STACEY THOMAS DIRECTOR PT 40.00 X 101120 0 27199 930894 0 224834 7 0 1 0 0 258320 1365936 1624256 NET PATIENT SERVICES REVENUE 623000 9409731 9409731 9409731 903091 -190041 1093132 37400 0 37400 37400 37400 7207731 6554163 653568 653568 653568 22600 258320 83800 -61200 -61200 OTHER OPERATING REVENUE 900099 29467 29467 29467 12596313 9409731 -190041 1752367 447840 434103 13737 8907154 8252186 579327 75641 2156074 1891070 244016 20988 796497 747266 45855 3376 670364 589741 74124 6499 20200 20200 85000 85000 30000 30000 757731 757731 92796 76510 16286 11912 2025 9887 64000 64000 28504 28504 114986 114986 774358 771283 3075 251841 251841 THERAPY SUPPLIES 922476 831461 50559 40456 FOOD 706172 706172 SERVICE CONTRACTS & REP 420003 348397 71606 UTILITIES 332925 332925 197940 192697 5243 17788773 14547011 3035935 205827 463708 632989 1467472 1167624 430973 492091 84626 94301 26416808 17002817 10079895 9413991 8705774 6789591 74979535 74438313 21525 31923 96233508 93060823 1407705 1179788 4690000 4100000 5092086 5601179 11189791 10880967 X 80207918 77447218 611676 482381 4224123 4250257 85043717 82179856 96233508 93060823 X -5192460 2439776 -111177 X X 0 1 X 1 0 X 2218125 2097288 1437198 1198993 1624256 8575860 8408244 8628922 9126194 9501242 9409731 45074333 10626369 10726210 10563392 10700235 11033987 53650193 52625 113260 100000 95000 135808 496693 0 52625 113260 100000 95000 135808 496693 53153500 2424103 1641435 1308835 932866 940491 7247730 2424103 1641435 1308835 932866 940491 7247730 228598 228598 46718 37933 87622 30174 29467 231914 13097190 12405578 11959849 11891873 12003945 61358435 0.86630 0.85310 0.11810 0.13200 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: CAFETERIA - 2012 AMOUNT: $ 35,652. OTHER OPERATING REVENUE - 2012 AMOUNT: $ 11,066. 2013 AMOUNT: $ 37,933. 2014 AMOUNT: $ 87,622. 2015 AMOUNT: $ 30,174. 2016 AMOUNT: $ 29,467. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 4835799 414853 26134 544148 4732638 5175787 329457 -303575 365870 4835799 5132842 462596 -37651 382000 5175787 4690127 438651 421033 416969 5132842 4352040 324061 573982 559956 4690127 0.89810 0.10190 0 0 1122714 1122714 21441549 14095624 7345925 3431728 2583754 847974 420817 323439 97378 9413991 ALTERNATIVE INVESTMENTS 70446629 F BENEFICIAL INTEREST IN TRUST FUND 3991684 F 74438313 PENSION OBLIGATIONS 5601179 5601179 X 14250981 2439776 -111177 2328599 11922382 757731 -83800 673931 12596313 17114842 83800 83800 17031042 757731 757731 17788773 PART V, LINE 4: THE PRIMARY PURPOSE OF ENDOWMENT IS SUPPORT OF OPERATIONS. A SMALL PERCENTAGE (APPROXIMATELY 6%) OF PERMANENT ENDOWMENT FUNDS IS DESIGNATED FOR PURCHASE OF HOSPITAL BEDS AND RESIDENT PERSONAL EXPENSES. PART X, LINE 2: THE HOME HAS RECEIVED DETERMINATION LETTERS FROM THE INTERNAL REVENUE SERVICE STATING IT IS EXEMPT FROM INCOME TAXES PURSUANT TO SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND THE TAX STATUTES OF THE COMMONWEALTH OF VIRGINIA, EXCEPT FOR UNRELATED BUSINESS INCOME. NO PROVISION FOR INCOME TAXES WAS RECORDED FOR THE YEAR ENDED DECEMBER 31, 2016. THE HOME RECORDED A PROVISION FOR INCOME TAXES OF $78,000 FOR THE YEAR ENDED DECEMBER 31, 2015. THE HOME HAS DETERMINED THAT IT DOES NOT HAVE ANY MATERIAL UNRECOGNIZED TAX BENEFITS OR OBLIGATIONS AS OF DECEMBER 31, 2016 AND 2015. PART XI, LINE 2D - OTHER ADJUSTMENTS: CHANGE IN PENSION OBLIGATION -137,311. INCREASE IN VALUE OF BENEFICIAL INTEREST IN TRUSTS 26,134. PART XI, LINE 4B - OTHER ADJUSTMENTS: STORIES OF COURAGE & GRACE FUNDRAISING EVENT EXPENSES -83,800. PART XII, LINE 2D - OTHER ADJUSTMENTS: STORIES OF COURAGE & GRACE FUNDRAISING EVENT EXPENSES 83,800. X X X X 1 PLANNED GIVING ADVANTAGE INC 208 ROSLYN HILLS DRIVE RICHMOND VA 23229 PLANNED GIVING 0 0 30000 0 30000 VA STORIES OF COURAGE & GRACE 280920 258320 22600 33146 40000 10654 280920 258320 22600 33146 40000 10654 83800 -61200 X X 0 0 0 0 0 0 0 0 0 ROBERT A CROUSE CEO 219972 0 0 0 0 0 39321 0 15438 0 274731 0 0 0 JAMES T MOSES CONTROLLER/CFO 137889 0 0 0 0 0 24547 0 10673 0 173109 0 0 0 DR MARY SIMMERS MEDICAL DIRECTOR 132972 0 0 0 0 0 10338 0 8117 0 151427 0 0 0 ANTONIETTA LUCIER DON 121128 0 0 0 0 0 22160 0 10535 0 153823 0 0 0 A VIRGINIA SMALL BUSINESS FINANCING AUTHORITY 541300845 2010-01-14 7735000 REFUND PRIOR ISSUE 0 0 0 A 3635000 7735000 40000 7695000 2010 1 0 1 1 A 0 0 0 0 0 0 1 A 0 0 0 1 1 0 0 0 1 A 1 DATE REBATE COMPUTATION PERFORMED ISSUER NAME: VIRGINIA SMALL BUSINESS FINANCING AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 01/01/2015 LYNN CROUSE FAMILY MEMBER OF ROBERT CROUSE, OFFICER 131582 EMPLOYEE COMPENSATION 0 FORM 990, PART VI, SECTION A, LINE 4 BELOW ARE THE CHANGES TO THE BYLAWS AS AMENDED 2/3/16: 1. THE BOARD OF TRUSTEES SHALL NOT BE LESS THAN TWENTY (20) IN NUMBER AND SHALL NOT EXCEED FORTY (40) INCLUDING THE PRESIDENT. THE NUMBERS BEFORE THE AMENDMENT WERE TWENTY-FIVE (25) AND FIFTY (50), RESPECTIVELY. 2. THE FOLLOWING SECTION WAS DELETED: THE BOARD OF TRUSTEES SHALL NOT EXCEED FIFTY (50) IN NUMBER, THE TERMS OF ONE-THIRD OF WHICH SHALL REGULARLY EXPIRE AT EACH ANNUAL MEETING, AND THEIR SUCCESSORS SHALL BE ELECTED FOR A TERM NOT TO EXCEED THREE YEARS; PROVIDED THAT NOTHING HEREIN SHALL BE CONSTRUED TO PREVENT THE ELECTION OF A TRUSTEE TO SUCCEED HERSELF. 3. THE ELECTION OF TRUSTEES SECTION WAS CHANGED TO THE FOLLOWING: ACTIVE MEMBERS SHALL BE ELECTED TO THE BOARD BY SECRET BALLOT ON THE RECOMMENDATION OF THE MEMBERSHIP COMMITTEE. THEY SHALL ATTEND MONTHLY MEETINGS, PARTICIPATE ON COMMITTEES AND SPECIAL EVENTS AND SUPPORT THE VIRGINIA HOME BOTH ACTIVELY AND FINANCIALLY. THEY WILL BE CONTACTED EVERY THREE (3) YEARS BY THE CHAIRMAN OF MEMBERSHIP TO RECONFIRM THEIR INTEREST AND COMMITMENT TO THE VIRGINIA HOME. THEY WILL RECEIVE THE MINUTES OF THE MONTHLY BOARD MEETINGS AS WELL AS APPROPRIATE COMMITTEE MINUTES. THE OLD SECTION READ: AT EACH ANNUAL MEETING THE BOARD OF TRUSTEES SHALL ELECT FROM A SLATE PRESENTED BY THE NOMINATING COMMITTEE THE OFFICERS WHO ARE TO SERVE FOR THE ENSUING YEAR. THE NOMINATING COMMITTEE, CONSISTING OF FIVE (5) MEMBERS OF THE BOARD, SHALL BE APPOINTED BY THE PRESIDENT AT LEAST NINETY (90) DAYS PRIOR TO THE ANNUAL MEETING. 4. WHEN ANY MEMBER OF THE BOARD OF TRUSTEES MISSES THREE (3) REGULAR MEETINGS WITHIN A CALENDAR YEAR, THAT MEMBER MAY BE DROPPED FROM MEMBERSHIP AT THE DISCRETION OF THE EXECUTIVE COMMITTEE. BEFORE THE AMENDMENT, "WITHIN A CALENDAR YEAR" WAS NOT INCLUDED. 5. IT IS NO LONGER STATED THAT HONORARY MEMBERS DON'T HAVE DUTIES OR PAYMENT ATTACHED TO THEIR POSITION. 6. THE EXECUTIVE COMMITTEE MEMBERSHIP SECTION WAS CHANGED TO THE FOLLOWING: THE EXECUTIVE COMMITTEE SHALL CONSIST OF THE PRESIDENT (WHO SHALL BE CHAIRMAN THEREOF), THE FIRST VICE PRESIDENT, THE RECORDING SECRETARY, THE TREASURER, THE CHAIRMAN OR CO-CHAIRMAN OF FINANCE, AND 2 IMMEDIATE PAST PRESIDENTS AND ONE (1) MEMBER AT LARGE APPOINTED BY THE PRESIDENT. THE OLD SECTION READ: THE EXECUTIVE COMMITTEE SHALL CONSIST OF THE PRESIDENT (WHO SHALL BE CHAIRMAN THEREOF), THE FIRST VICE-PRESIDENT (WHO SHALL BE CHAIRMAN OF THE ADMINISTRATIVE COMMITTEE), THE RECORDING SECRETARY, THE TREASURER, THE CHAIRMAN OR CO-CHAIRMAN OF FINANCE, THE CHAIRMAN OF DEVELOPMENT, RESIDENT SERVICES AND BUILDING AND GROUNDS COMMITTEES, AND THREE (3) MEMBERS AT LARGE APPOINTED BY THE PRESIDENT. 7. THE COMMITTEES OF THE CORPORATION SECTION OF THE STANDING AND SPECIAL COMMITTEES ARTICLE WAS CHANGED TO THE FOLLOWING: COMMITTEES OF THE CORPORATION SHALL BE STANDING AND SPECIAL. A MAJORITY OF THE MEMBERS OF EACH COMMITTEE SHALL CONSTITUTE A QUORUM. THE PRESIDENT SHALL DESIGNATE THE NECESSARY STANDING AND SPECIAL COMMITTEES. THE PRESIDENT SHALL APPOINT THE CHAIRMEN AND MEMBERSHIP. THE EXCEPTION TO THE ABOVE IS THE INVESTMENT COMMITTEE. THE CHAIRMAN OF EACH COMMITTEE SHALL FILE A WRITTEN REPORT WITH THE PRESIDENT PRIOR TO EACH ANNUAL MEETING. A STANDING COMMITTEE SHALL BE DEFINED AS A PERMANENT COMMITTEE WHICH AIDS THE BOARD OF TRUSTEES OF THE VIRGINIA HOME IN ACCOMPLISHING ITS MISSION. A SPECIAL COMMITTEE SHALL BE DEFINED AS A TEMPORARY COMMITTEE WHICH AIDS THE BOARD OF TRUSTEES OF THE VIRGINIA HOME IN ACCOMPLISHING ITS MISSION. THE NEW COMMITTEES SHALL HAVE A 2 YEAR TERM WHICH WILL BEGIN JANUARY FOLLOWING THE INDUCTION OF THE NEW PRESIDENT. THE OLD SECTION READ: COMMITTEES OF THE CORPORATION SHALL BE STANDING AND SPECIAL. A MAJORITY OF THE MEMBERS OF EACH COMMITTEE SHALL CONSTITUTE A QUORUM. THE PRESIDENT, WITH THE APPROVAL OF THE BOARD, SHALL DESIGNATE THE NECESSARY STANDING AND SPECIAL COMMITTEES. THE PRESIDENT SHALL APPOINT THE CHAIRMEN AND MEMBERSHIP THEREOF. THE EXCEPTION TO THE ABOVE IS THE INVESTMENT COMMITTEE. THE PRESIDENT SHALL APPOINT TWO MEMBERS FROM THE BOARD OF TRUSTEES TO THE INVESTMENT COMMITTEE, BUT THE FIVE VOLUNTEERS FROM THE COMMUNITY SHALL BE RECOMMENDED BY THE FINANCE COMMITTEE AND APPROVED BY THE BOARD. THE CHAIRMAN OF EACH COMMITTEE SHALL FILE A WRITTEN REPORT WITH THE PRESIDENT PRIOR TO EACH ANNUAL MEETING. 8. THE DESCRIPTION OF THE GOVERNANCE STANDING COMMITTEE WAS CHANGED TO THE FOLLOWING: THE CHAIR OF THE COMMITTEE WILL BE APPOINTED BY THE PRESIDENT OF THE BOARD OF TRUSTEES. THE COMMITTEE WILL BE MADE UP OF THE CHAIRS OF THE STANDING COMMITTEES AND OTHER BOARD MEMBERS APPOINTED BY THE PRESIDENT. RESPONSIBILITIES: THE COMMITTEE WILL ESTABLISH BYLAWS AND BOARD POLICIES AND PROCEDURES; AND WILL MONITOR THEIR PROPER IMPLEMENTATION BY THE MEMBERS OF THE GOVERNING BODY. 9. THE DESCRIPTION OF THE DEVELOPMENT AND PUBLIC RELATIONS STANDING COMMITTEE WAS CHANGED TO THE FOLLOWING: THE DEVELOPMENT AND PUBLIC RELATIONS COMMITTEE SHALL BE COMPOSED OF THE PRESIDENT, TREASURER, AND OTHER MEMBERS OF THE BOARD OF TRUSTEES APPOINTED BY THE PRESIDENT, AND A REPRESENTATIVE OF THE JUNIOR BOARD, EX-OFFICIO. RESPONSIBILITIES: COORDINATES WITH THE VIRGINIA HOME STAFF ALL FUND-RAISING ACTIVITIES OF THE HOME, INCLUDING ANNUAL GIVING, PLANNED GIVING, CAPITAL CAMPAIGNS AND ANY SPECIAL EVENTS DIRECTLY RELATED TO BROADENING THE BASE OF FINANCIAL SUPPORT, INCLUDING COMMUNITY RELATIONS AND PUBLICITY. 10. THE DESCRIPTION OF THE FINANCE STANDING COMMITTEE WAS CHANGED TO THE FOLLOWING: THE FINANCE COMMITTEE SHALL BE COMPOSED OF THE TREASURER, THE ASSISTANT TREASURER, AND OTHER MEMBERS OF THE BOARD AS APPOINTED BY THE PRESIDENT. RESPONSIBILITIES: FINANCIAL MANAGEMENT OF THE VIRGINIA HOME, INCLUDING INSURANCE, BUDGET, AND INVESTMENTS NOT DELEGATED TO THE INVESTMENT COMMITTEE. 11. THE DESCRIPTION OF THE INVESTMENT STANDING COMMITTEE WAS CHANGED TO THE FOLLOWING: THE INVESTMENT COMMITTEE SHALL BE COMPRISED OF THE PRESIDENT OF THE BOARD OF TRUSTEES, FINANCE CHAIRMAN, THE TREASURER, TWO MEMBERS APPOINTED BY THE PRESIDENT, AND BETWEEN 2 5 VOLUNTEERS FROM THE COMMUNITY. THE FINANCE COMMITTEE WILL SELECT AND APPROVE THE COMMUNITY VOLUNTEERS. RESPONSIBILITIES: COMMITTEE SHALL HAVE FULL POWER OF AUTHORITY TO DIRECT INVESTMENT AND REINVESTMENT OF FUNDS OF THE CORPORATION SUBJECT TO DIRECTIONS FROM TIME TO TIME BY THE FINANCE COMMITTEE. THE COMMITTEE WILL REPORT TO THE FINANCE COMMITTEE OF THE BOARD OF TRUSTEES. 12. THE DESCRIPTION OF THE LONG-RANGE STANDING COMMITTEE WAS CHANGED TO THE FOLLOWING: THE LONG RANGE PLANNING COMMITTEE IS TO INCLUDE THE FIRST VICE PRESIDENT, CHAIRMAN OF THE FINANCE COMMITTEE AND OTHER MEMBERS OF THE BOARD OF TRUSTEES APPOINTED BY THE PRESIDENT. RESPONSIBILITIES: STUDIES AND PLANS FOR THE FUTURE DIRECTION OF THE HOME, INCLUDING ACQUISITION OF PROPERTY, DEVELOPMENT OF NEW PROPERTIES, CONSTRUCTION AND IMPROVEMENTS WHERE APPLICABLE. OVERSEES THE MAINTENANCE OF THE BUILDING AND GROUNDS. ORGANIZES AND PRESERVES THE ARCHIVES OF THE VIRGINIA HOME AND OVERSEES THE VIRGINIA BATTLE TODMAN LIBRARY. 13. THE DESCRIPTION OF THE MEMBERSHIP STANDING COMMITTEE WAS CHANGED TO THE FOLLOWING: MEMBERS AND CHAIR WILL BE APPOINTED BY THE PRESIDENT. RESPONSIBILITIES: THE MEMBERSHIP COMMITTEE CONSIDERS AND PRESENTS NAMES OF PROPOSED MEMBERS TO THE BOARD OF TRUSTEES. THE MEMBERSHIP CHAIRMAN KEEPS FILES AND LISTS UP TO DATE FOR THE BOARD. NOMINATIONS OF NEW MEMBERS TO THE BOARD SHALL BE PROPOSED AT A REGULAR MONTHLY MEETING AND VOTED UPON BY SECRET BALLOT AT THE FOLLOWING MEETING. THE MEMBERSHIP CHAIRMAN CONTACTS ACTIVE MEMBERS 2 MONTHS PRIOR TO THE ANNUAL MEETING TO DETERMINE IF THEY WILL SERVE FOR ANOTHER 3 YEAR TERM AND REVIEW AND SIGN THE VIRGINIA HOME CONFLICT OF INTEREST STATEMENT AND BOARD AGREEMENT STATEMENT. THE MEMBERSHIP CHAIRMAN CONTACTS ASSOCIATE MEMBERS OF THE BOARD EVERY THREE (3) YEARS TWO MONTHS PRIOR TO THE ANNUAL MEETING TO DETERMINE IF THEY WISH TO REMAIN AN ASSOCIATE. THE MEMBERSHIP COMMITTEE PRESENTS NAMES FOR RE-ELECTION AT THE ANNUAL MEETING OF THE BOARD OF TRUSTEES. 14. THE DESCRIPTION OF THE RESIDENT SERVICES STANDING COMMITTEE WAS CHANGED TO THE FOLLOWING: MEMBERS AND CHAIR WILL BE APPOINTED BY THE PRESIDENT. THE COMMITTEE WILL OVERSEE AND MONITOR ADMISSIONS, DISCHARGES AND SERVICES PROVIDED TO THE RESIDENTS OF THE VIRGINIA HOME. RESPONSIBILITIES: REVIEW ALL APPLICANTS FOR ADMISSION AND RECOMMENDS TO THE BOARD ACCEPTANCE OF THOSE APPROVED BY THE COMMITTEE. SENDS A REPRESENTATIVE OF THE COMMITTEE TO ATTEND THE QUALITY ASSURANCE AND RESIDENT COUNCIL MEETINGS AND REPORTS TO THE BOARD. REVIEWS ALL SOCIAL AND RESIDENT ACTIVITIES AND REPORTS TO THE BOARD OF TRUSTEES. COMMITTEE MEMBERS WILL REGULARLY PARTICIPATE IN RESIDENT ACTIVITIES. FORM 990, PART VI, SECTION A, LINE 4 15. THE DESCRIPTION OF THE NOMINATING SPECIAL COMMITTEE WAS CHANGED TO THE FOLLOWING: CONSISTS OF FIVE (5) MEMBERS OF THE BOARD, AT LEAST ONE OF WHOM SHALL HAVE SERVED THE PREVIOUS YEAR. MEMBERS SHALL BE APPOINTED BY THE PRESIDENT AT LEAST NINETY (90) DAYS PRIOR TO THE ANNUAL MEETING. RESPONSIBILITIES: SECURES AND PRESENTS A COMPLETE SLATE OF OFFICERS AND ASSISTANTS AT THE ANNUAL MEETING. MUST BE CERTAIN THAT RESPECTIVE OFFICERS KNOW THE DUTIES OF THEIR OFFICES. 16. THE DESCRIPTION OF THE APPOINTMENT OF OFFICERS WAS CHANGED TO THE FOLLOWING: THE OFFICERS OF THE CORPORATION SHALL CONSIST OF A PRESIDENT, 1ST VICE PRESIDENT, OTHER VICE PRESIDENTS, TREASURER, ASSISTANT TREASURER, RECORDING SECRETARY, 1ST ASSISTANT RECORDING SECRETARY, 2ND ASSISTANT RECORDING SECRETARY, CORRESPONDING SECRETARY, 1ST ASSISTANT CORRESPONDING SECRETARY AND 2ND ASSISTANT CORRESPONDING SECRETARY. ALL OFFICERS WILL BE PRESENTED ELECTED AT THE ANNUAL MEETING OF THE BOARD OF TRUSTEES AND SHALL HOLD OFFICE FOR THE NEXT TWO YEARS OR UNTIL THEIR SUCCESSORS ARE APPOINTED OR UNTIL REMOVED BY THE BOARD OF TRUSTEES. THE OLD SECTION READ: THE OFFICERS OF THE CORPORATION SHALL CONSIST OF A PRESIDENT, VICE-PRESIDENTS, A TREASURER, A RECORDING SECRETARY, A CORRESPONDING SECRETARY, AND SUCH OTHER OFFICES AS MAY BE ELECTED AS PROVIDED IN SECTION 3 OF THIS ARTICLE. ALL OFFICERS SHALL BE ELECTED AT THE ANNUAL MEETING OF THE BOARD OF TRUSTEES AND SHALL HOLD OFFICE UNTIL THE NEXT REGULAR ANNUAL MEETING OF THE BOARD OF TRUSTEES OR UNTIL THEIR SUCCESSORS ARE ELECTED AND QUALIFY, OR UNTIL REMOVED BY THE BOARD OF TRUSTEES. ANY TWO OFFICES MAY BE COMBINED IN THE SAME PERSON EXCEPT THAT THE PRESIDENT AND THE SECRETARY MAY NOT BE THE SAME PERSON. 17. THE DESCRIPTION OF THE REMOVAL OF OFFICERS WAS CHANGED TO THE FOLLOWING: ANY OFFICER OF THE CORPORATION MAY BE REMOVED SUMMARILY WITH OR WITHOUT CAUSE AT ANY TIME BY THE EXECUTIVE COMMITTEE. SUBJECT TO CONFIRMATION BY THE BOARD OF TRUSTEES, THE EXECUTIVE COMMITTEE MAY FILL ANY VACANCIES OCCURRING AMONG THE OFFICERS OF THE CORPORATION. THE OLD SECTION READ: ANY OFFICER OF THE CORPORATION MAY BE REMOVED SUMMARILY WITH OR WITHOUT CAUSE AT ANY TIME BY RESOLUTION PASSED BY AFFIRMATIVE VOTE OF TWO-THIRDS OF THE TRUSTEES. SUBJECT TO CONFIRMATION BY THE BOARD OF TRUSTEES, THE EXECUTIVE COMMITTEE MAY FILL ANY VACANCIES OCCURRING AMONG THE OFFICERS OF THE CORPORATION. 18. THE DESCRIPTION OF THE DUTIES OF THE PRESIDENT WAS CHANGED TO THE FOLLOWING: THE PRESIDENT SHALL BE CHAIRMAN OF THE BOARD OF TRUSTEES AND OF THE EXECUTIVE COMMITTEE AND SHALL BE THE PRINCIPAL EXECUTIVE OFFICER OF THE CORPORATION. THE PRESIDENT SHALL, WITH THE APPROVAL OF THE BOARD OR OF THE EXECUTIVE COMMITTEE, DESIGNATE ALL SPECIAL AND STANDING COMMITTEES OF THE BOARD, APPOINT THE CHAIRMEN AND MEMBERS THEREOF. THE PRESIDENT SHALL PRESIDE AT ALL MEETINGS OF THE BOARD. THE OLD SECTION READ: THE PRESIDENT SHALL BE CHAIRMAN OF THE BOARD AND OF THE EXECUTIVE COMMITTEE AND SHALL BE THE PRINCIPAL EXECUTIVE OFFICER OF THE CORPORATION. SHE SHALL, WITH THE APPROVAL OF THE BOARD OR OF THE EXECUTIVE COMMITTEE, DESIGNATE ALL SPECIAL AND STANDING COMMITTEES OF THE BOARD, APPOINT THE CHAIRMAN AND MEMBERS THEREOF. THE PRESIDENT SHALL PRESIDE AT ALL MEETINGS OF THE BOARD; AND EITHER SHE OR ONE OF THE OTHER OFFICERS SHALL SIGN ALL CONTRACTS, DEEDS OR OTHER PAPERS AFFECTING THE MONETARY INTEREST OF THE CORPORATION WHEN AUTHORIZED BY THE BOARD OR EXECUTIVE COMMITTEE. 19. THE DESCRIPTION OF THE DUTIES OF THE RECORDING SECRETARY WAS CHANGED TO THE FOLLOWING: THE RECORDING SECRETARY SHALL HAVE ALL THE NORMAL DUTIES WHICH USUALLY PERTAIN TO THIS OFFICE, INCLUDING THE DUTY OF RECORDING ALL ACTIONS TAKEN BY THE BOARD OF TRUSTEES AND THE EXECUTIVE COMMITTEE. THE RECORDING SECRETARY OR AN ASSISTANT SECRETARY SHALL ATTEND ALL MEETINGS OF THE BOARD AND THE EXECUTIVE COMMITTEE AND SHALL GIVE NOTICE OF ACTION TAKEN BY THE BOARD OR EXECUTIVE COMMITTEE TO THE ADMINISTRATOR. THE RECORDING SECRETARY OR DESIGNEE SHALL BE RESPONSIBLE FOR THE SAFE-KEEPING OF THE CORPORATE SEAL AND BYLAWS AND ALL RECORDS, LEASES AND CONTRACTS TO WHICH THE CORPORATION IS A PARTY. THE OLD SECTION READ: THE RECORDING SECRETARY SHALL HAVE ALL THE NORMAL DUTIES WHICH USUALLY PERTAIN TO THIS OFFICE, INCLUDING THE DUTY OF RECORDING ALL ACTIONS TAKEN BY THE BOARD OF TRUSTEES AND THE EXECUTIVE COMMITTEE. THE RECORDING SECRETARY OR AN ASSISTANT SECRETARY SHALL ATTEND ALL MEETINGS OF THE BOARD AND THE EXECUTIVE COMMITTEE AND SHALL GIVE NOTICE OF ACTION TAKEN BY THE BOARD OR EXECUTIVE COMMITTEE TO THE ADMINISTRATOR. SHE OR HER DESIGNEE SHALL BE RESPONSIBLE FOR THE SAFE-KEEPING OF THE CORPORATE SEAL AND BY-LAWS AND ALL RECORDS, LEASES AND CONTRACTS TO WHICH THE CORPORATION IS A PARTY. 20. THE DESCRIPTION OF THE DUTIES OF THE TREASURER WAS CHANGED TO THE FOLLOWING: THE TREASURER SHALL HAVE OVERALL RESPONSIBILITY FOR ALL FINANCIAL MATTERS OF THE ORGANIZATION, INCLUDING COMPLIANCE WITH ALL APPLICABLE LAWS AND REGULATIONS AND FOR CARRYING OUT THE POLICIES AND DIRECTIVES OF THE BOARD OF TRUSTEES, FINANCE COMMITTEE, AND INVESTMENT COMMITTEE. THE TREASURER MAY DELEGATE THE AUTHORITY TO CARRY OUT THESE DUTIES TO THE CHIEF FINANCIAL OFFICER. THE TREASURER OR HIS AUTHORIZED DESIGNEE SHALL KEEP APPROPRIATE RECORDS AND ACCOUNTS OF ALL MONIES OF THE CORPORATION RECEIVED OR DISBURSED AND SHALL DEPOSIT ALL MONIES AND SECURITIES IN THE NAME OF AND TO THE CREDIT OF THE CORPORATION IN SUCH BANKS AND DEPOSITORIES AND WITH SUCH MANAGERS AS THE FINANCE COMMITTEE AND INVESTMENT COMMITTEE DESIGNATE. THE TREASURER OR HIS/HER AUTHORIZED DESIGNEE SHALL PREPARE SUCH FINANCIAL STATEMENTS AND REPORTS AS MAY BE REQUIRED BY THE BOARD OF TRUSTEES. THE TREASURER WILL BE AUTHORIZED TO SIGN CHECKS ON BEHALF OF THE CORPORATION. THE TREASURER SHALL BE A MEMBER OF THE FINANCE AND INVESTMENT COMMITTEES. THE OLD SECTION READ: THE TREASURER SHALL BE THE CHIEF FINANCIAL OFFICER OF THE CORPORATION AND PURSUANT TO INSTRUCTIONS FROM THE FINANCE COMMITTEE OF THE BOARD OF TRUSTEES AND/OR THE INVESTMENT COMMITTEE, SHALL HAVE CUSTODY OF ALL FUNDS AND SECURITIES WHICH MAY COME INTO HER HANDS. SHE, OR HER AUTHORIZED DESIGNEE, SHALL KEEP APPROPRIATE RECORDS AND ACCOUNTS OF ALL MONIES OF THE CORPORATION RECEIVED OR DISBURSED AND SHALL DEPOSIT ALL MONEY AND SECURITIES IN THE NAME OF AND TO THE CREDIT OF THE CORPORATION IN SUCH BANKS AND DEPOSITORIES, AND WITH SUCH BROKERS AS THE FINANCE COMMITTEE SHALL FROM TIME TO TIME DESIGNATE. SHE SHALL BE A MEMBER OF THE FINANCE COMMITTEE OF THE BOARD OF TRUSTEES AND SHALL EXECUTE THE INVESTMENT POLICIES OF THE CORPORATION AS ESTABLISHED BY THE FINANCE COMMITTEE OF THE BOARD OF TRUSTEES AND THE INVESTMENT COMMITTEE. SHE, OR HER AUTHORIZED DESIGNEE, SHALL PREPARE SUCH FINANCIAL STATEMENTS AND REPORTS AS MAY BE REQUIRED BY THE BOARD OF TRUSTEES OR ITS EXECUTIVE COMMITTEE. 21. THE ASSISTANT ADMINISTRATOR SECTION WAS CHANGED TO THE FOLLOWING: THE VIRGINIA HOME SHALL EMPLOY A COMPETENT ASSISTANT ADMINISTRATOR WHO SHALL BE LICENSED BY THE COMMONWEALTH OF VIRGINIA AS A NURSING HOME ADMINISTRATOR. THE ASSISTANT ADMINISTRATOR WILL BE AN EXECUTIVE POSITION WHO WILL ASSIST THE ADMINISTRATOR IN THE OVERALL MANAGEMENT OF THE HOME. DURING THE ABSENCE OF THE ADMINISTRATOR, THE ASSISTANT ADMINISTRATOR WILL BECOME THE ACTING ADMINISTRATOR WITH ALL AUTHORITY NORMALLY GRANTED TO THE ADMINISTRATOR. THE SPECIFIC DUTIES OF THE ASSISTANT ADMINISTRATOR WILL BE ASSIGNED BY THE ADMINISTRATOR AND MAY CHANGE FROM TIME TO TIME AS THE NEEDS OF THE ORGANIZATION CHANGE. HE/SHE WILL CARRY OUT ALL ESTABLISHED POLICIES AND DIRECTIVES FROM THE BOARD OF TRUSTEES AND WILL PROVIDE GUIDANCE AND SUPPORT TO ALL DEPARTMENT MANAGERS AS NEEDED. 22. THE CHIEF FINANCIAL OFFICER SECTION WAS CHANGED TO THE FOLLOWING: THE VIRGINIA HOME SHALL EMPLOY A COMPETENT AND EXPERIENCED CHIEF FINANCIAL OFFICER (CFO) WHO SHALL BE RESPONSIBLE FOR THE MANAGEMENT OF ALL FUNDS THAT SOME INTO OR ARE EXPENDED BY THE HOME. HE/SHE SHALL PREDICT THE ORGANIZATION'S FINANCIAL NEEDS, ENSURE SUFFICIENT CASH FLOW, MONITOR BANKING TRANSACTIONS, OBSERVE ACCOUNTS RECEIVABLE AND PAYABLE, ADMINISTER THE KEEPING OF ALL FINANCIAL BOOKKEEPING RECORDS, MAINTAIN APPROPRIATE CONTROLS, AND WORK DIRECTLY WITH THE INVESTMENT COMMITTEE AND FINANCE COMMITTEE TO CARRY OUT THEIR DIRECTIVES AND PROVIDE NECESSARY STAFF SUPPORT. THE CFO SHALL BE GRANTED BY THE BOARD ALL NECESSARY AUTHORITY TO CONDUCT BUSINESS ON BEHALF OF THE HOME UNDER THE DIRECTION OF THE ADMINISTRATOR AND THE BOARD ACCORDING TO THE BYLAWS. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS REVIEWED BY THE CONTROLLER/CFO PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C BOARD MEMBERS ARE REQUIRED TO SIGN CONFLICT OF INTEREST AGREEMENTS ON AN ANNUAL BASIS. EACH BOARD MEMBER IS REQUIRED BY POLICY TO REPORT POTENTIAL CONFLICT OF INTEREST SITUATIONS AND THE BOARD DETERMINES WHETHER OR NOT THERE IS A CONFLICT. POTENTIAL CONFLICTS ARE REVIEWED AT THE BOARD LEVEL AND PERSONS WITH A CONFLICT ARE PROHIBITED FROM PARTICIPATING AND/OR VOTING ON BOARD'S DELIBERATIONS AND DECISIONS. FORM 990, PART VI, SECTION B, LINE 15A MR. CROUSE'S COMPENSATION IS SET BY THE FINANCE COMMITTEE ANNUALLY. THE APPROVAL OF HIS COMPENSATION IS DOCUMENTED IN THE COMMITTEE MINUTES. OVERALLY COMPENSATION LEVELS FOR ALL OTHER EMPLOYEES ARE DETERMINED BY THE ADMINISTRATOR AND/OR DEPARTMENTAL DIRECTORS UNDER A PERCENTAGE GUIDELINE DETERMINED BY THE FINANCE COMMITTEE. IN THE CASE OF THE CONTROLLER, COMPENSATION IS SET BY MR. CROUSE. FORM 990, PART VI, SECTION C, LINE 19 FINANCIAL STATEMENTS AND/OR 990 ARE SUBMITTED TO VARIOUS STATE GOVERNMENTAL AND PRIVATE ENTITIES AS A MATTER OF COMPLIANCE AND/OR PRACTICE INCLUDING, BUT NOT LIMITED TO, VIRGINIA DEPARTMENT OF MEDICAL ASSISTANCE SERVICES, VIRGINIA DEPARTMENT OF AGRICULTURE, VIRGINIA HEALTH INFORMATION AUTHORITY, SUNTRUST BANK (HOLDER OF BOND INDEBTEDNESS) AND OTHER POTENTIAL DONORS AND MONITORING AGENCIES. FURTHER DOCUMENTS ARE AVAILABLE ON REQUEST. FORM 990, PART XI, LINE 9: CHANGE IN PENSION OBLIGATION -137,311. INCREASE IN VALUE OF BENEFICAIL INT IN TRUSTS 26,134. FORM 990, PART XII, LINE 2C: THE PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR.