2016-11-11T15:18:02-06:00 2015-12-31 410746749 CLIFTONLARSONALLEN LLP 220 SOUTH SIXTH STREET SUITE 300 MINNEAPOLIS MN 55402 990 2015-01-01 420680440 WESLEY RETIREMENT SERVICES INC WESL 5152716789 5508 NORTHWEST 88TH STREET JOHNSTON IA 50131 FRANK TALLERICO CFO 5152716789 2016-11-10 1 KACIE MCEWEN P01599614 6123764500 2015 2017-02-10 21:41:12Z ROB KRETZINGER 5508 NORTHWEST 88TH STREET JOHNSTON IA 50131 73814900 0 X WWW.WESLEYLIFE.ORG X 1947 IA PROVIDING HOUSING, HEALTH CARE, AND SUPPORT SERVICES FOR OLDER ADULTS. 9 9 0 2822 0 0 1877591 2432586 73110537 70517783 2873852 -4154049 76500 0 77938480 68796320 0 4009645 0 0 39926668 38484883 0 30759 563308 35350106 34033186 75276774 76558473 2661706 -7762153 231819980 226306739 213955248 217876934 17864732 8429805 X WESLEY RETIREMENT SERVICES, INC. (WRS), WAS ESTABLISHED IN 1947 AS A FAITH-BASED NON-PROFIT ORGANIZATION AND HAS SINCE DEDICATED ITSELF TO PROVIDING HOUSING, HEALTH CARE, AND SUPPORT SERVICES EXCLUSIVELY TO OLDER ADULTS IN WAYS THAT PROMOTE INDEPENDENCE, HEALTHY AND WELLNESS FOR EVERY IOWAN WE SERVE. WE CONTINUE TO WITNESS HOW OUR FAITH CONNECTS US TO OUR MISSION AND GUIDES US AS WE SERVE OUR CUSTOMER. OUR VISION IS TO "TRANSFORMING THE AGING EXPERIENCE" SO OLDER ADULTS LIVE BETTER LONGER. 0 0 70370491 4009645 70517783 WRS WAS ESTABLISHED IN 1947 AS A FAITH-BASED, NON-PROFIT ORGANIZATION AND HAS SINCE DEDICATED ITSELF TO PROVIDING HOUSING, HEALTH CARE, AND SUPPORT SERVICES EXCLUSIVELY TO OLDER ADULTS IN WAYS THAT PROMOTE INDEPENDENCE AND A HEALTHY, ACTIVE LIFESTYLE FOR EVERYONE WE SERVE. WESLEYLIFE IS THE SOLE MEMBER OF WRS AND OF WESLEY COMMUNITY SERVICES, INC., (WCS) WHICH PROVIDES HOME AND COMMUNITY BASED SERVICES. WRS IS A 501(C)(3) NON-PROFIT ORGANIZATION THAT CURRENTLY OWNS AND OPERATES SEVEN COMMUNITIES FOR HEALTHY LIVING (CHLS) IN IOWA THAT OFFER A FULL CONTINUUM OF WELLNESS SERVICES. THOSE RETIREMENT COMMUNITIES ARE: WESLEY ACRES IN DES MOINES; HALCYON HOUSE IN WASHINGTON; HERITAGE HOUSE IN ATLANTIC; THE VILLAGE IN INDIANOLA; PARK CENTRE IN NEWTON; EDGEWATER, AN ACTIVE LIFE COMMUNITY IN WEST DES MOINES; AND HEARTHSTONE, A MINISTRY OF WESLEYLIFE IN PELLA.AS PART OF OUR MISSION, WE BELIEVE IT IS OUR RESPONSIBILITY TO MAKE THE CITIES AND COMMUNITIES IN WHICH WE OPERATE A BETTER PLACE TO LIVE. WE ARE GUIDED BY OUR CORE VALUES TO PROVIDE QUALITY SERVICES, DEMONSTRATE INTEGRITY, MAINTAIN DIGNITY, FOSTER COMMUNITY, AND DELIVER RESPONSIBLE STEWARDSHIP. WE SERVE OLDER IOWANS BY PROVIDING THEM THE QUALITY SERVICES THEY NEED WITH A SERVANT'S HEART. WE ARE COMMITTED TO QUALITY, EXCELLENCE, HOSPITALITY AND INNOVATION. WE FIRMLY BELIEVE THAT IT IS OUR RESPONSIBILITY TO BE GOOD STEWARDS OF THIS MISSION AND ONLY USE THE RESOURCES WE HAVE BEEN PROVIDED IN WAYS THAT WILL BETTER THE LIVES OF OUR CUSTOMERS. AS A NON-PROFIT ORGANIZATION, WE UNDERSTAND THAT OUR RESPONSIBILITY AND OBLIGATION TO OUR COMMUNITIES IS TO OPERATE WITH TOTAL TRANSPARENCY, HONESTY, INTEGRITY, IN PROVIDING THE BEST CARE POSSIBLE.BELOW REFLECTS SOME OF THE COMMUNITY BENEFITS FROM 2015:- MANY OLDER ADULTS SOMETIMES FACE SITUATIONS WHERE THEIR SAVINGS AND INCOME CAN NO LONGER COVER THE COST OF THEIR NEEDS. IN 2015, RESIDENTS RECEIVED $371,391 OF CHARITABLE CARE AS SUPPORTED THROUGH THE GOOD SAMARITAN AND GOOD SHEPHERD FUNDS TO ENSURE EACH PERSON COULD THRIVE IN THEIR HOME. WESLEY NEVER ASKED ANYONE TO LEAVE THEIR HOME DUE TO LACK OF FUNDS.- IN 2015, CONTINUING OUR REACH TO UNDERSERVED COMMUNITY MEMBERS REMAINS APART OF WHAT WE DO; MEDICAID DAYS APPROXIMATED OUR PRIOR YEAR LEVEL OF OVER 36,000 DAYS. - OUR (CHLS) CREATED AND CONDUCTED MONTHLY EDUCATIONAL SESSIONS IN EACH OF OUR 7 NETWORKS AIMED AT IMPROVING THE HEALTH OF OLDER ADULTS BY PROMOTING NUTRITION, WELLNESS, AND QUALITY OF LIFE. IN TOTAL, ABOUT 1,000 ADULTS LIVING OUTSIDE OUR WESLEYLIFE COMMUNITIES PARTICIPATED IN THESE SERVICES.- WE PROVIDED 13,754 HOURS OF VOLUNTEER OPPORTUNITIES TO APPROXIMATELY 2,900 MEMBERS OF OUR SHARED COMMUNITY AT OUR CHLS. OUR CHLS HAD ABOUT 2,347 VOLUNTEERS FROM THE COMMUNITY AND ABOUT 475 RESIDENT VOLUNTEERS.- AT OUR CHLS, WE WELCOMED 133 FUTURE NURSES, PHARMACISTS, DOCTORS, AND WELLNESS PROFESSIONALS AS INTERNS AND STUDENTS, PROVIDING OVER 4,000 HOURS OF HANDS-ON, REAL-LIFE EXPERIENCES WITH RESIDENTS, CLIENTS, TEAM MEMBERS AND LEADERSHIP.- WE PROVIDED A GATHERING SPACE IN OUR RETIREMENT COMMUNITIES AT NO CHARGE TO LOCAL GROUPS ON NEARLY 300 MULTIPLE OCCASIONS, SERVING APPROXIMATELY 5,000 PEOPLE.- ABOUT 200 EDUCATION AND ENTERTAINMENT ACTIVITIES WERE CONDUCTED AT OUR CHLS WERE CONDUCTED WITH ABOUT 2,700 MEMBERS FROM THE COMMUNITY ATTENDING.- ALMOST 400 CHILDREN AND STUDENTS VISITED RESIDENTS AND PARTICIPANTS TO CREATE MULTI-GENERATIONAL RELATIONSHIPS, PROMOTE READING SKILLS, AND CREATE MENTORING RELATIONSHIPS.- WE COLLECTED AND DONATED VARIOUS ITEMS, INCLUDING CLOTHING, COATS, BOOKS, AND OTHER SUPPLIES, TO AREA CHARITIES. - WE COLLABORATE TO PROVIDE A MOBILE DENTAL CLINIC TO OLDER ADULTS IN SOUTHWEST IOWA COMMUNITIES. IN 2015, 55 OLDER ADULTS WERE PROVIDED WITH CLEANINGS, BASIC TREATMENT, AND PREVENTATIVE SCREENING MEASURES. 70370491 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 1 0 1 0 0 0 0 0 1 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 0 0 1 170 0 0 0 0 0 0 0 0 0 0 0 0 X 9 9 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 0 0 X X FRANK TALLERICO CFO 5152716559 5508 NORTHWEST 88TH STREET JOHNSTON IA 50131 CHAD RASMUSSEN CHAIR 1.00 4.00 X X 0 0 0 JODY LORENCE SECRETARY/TREASURER 1.00 2.00 X X 0 0 0 BOB RUCH PAST CHAIR 2.00 2.00 X X 0 0 0 KEVIN LAGREE DIRECTOR 1.00 2.00 X 0 0 0 JOHN MOENCK DIRECTOR 1.00 2.00 X 0 0 0 DAN RENEKER DIRECTOR 1.00 2.00 X 0 0 0 DAVID STOUT DIRECTOR 1.00 2.00 X 0 0 0 KIRK TYLER DIRECTOR 1.00 2.00 X 0 0 0 SUSAN WATSON DIRECTOR 1.00 2.00 X 0 0 0 ROB KRETZINGER PRESIDENT & CEO 30.00 20.00 X 348354 232236 51056 FRANK TALLERICO CFO 27.00 23.00 X 142229 116369 28059 JANET A SIMPSON EDGEWATER EXECUTIVE DIRECTOR 50.00 0.00 X 129842 0 30315 WILLIAM REED VP OF PHILANTHROPY 30.00 20.00 X 77369 51579 24241 CHAD PIPER THE VILLAGE EXECUTIVE DIRECTOR 50.00 0.00 X 126912 0 18933 BRADLEE BOATRIGHT PARK CENTRE EXECUTIVE DIRECTOR 50.00 0.00 X 107523 0 24327 CHRISTINE MARSHALL HALCYON HOUSE EXECUTIVE DIRECTOR 50.00 0.00 X 104178 0 5574 1036407 400184 182505 7 0 1 0 SELECT REHABILITATION INC 2600 COMPASS RD GLENVIEW IL 60026 THERAPY SERVICES 3253413 THE SAMUELS GROUP INC 311 FINANCIAL WAY STE 300 WAUSAU WI 54401 GENERAL CONTRACTOR 1322342 STORY CONSTRUCTION CO 300 BELL AVE AMES IA 50010 GENERAL CONTRACTOR 916149 HUBBELL CONSTRUCTION SERVICES INC 6900 WESTOWN PKWY WEST DES MOINES IA 50266 GENERAL CONTRACTOR 802024 CBS STAFFING LLC 7611 DOUGLAS AVE 36 URBANDALE IA 50322 STAFFING SERVICES 752816 22 9800 165611 2257175 27849 2432586 HEALTH CARE SERVICES 624100 69258229 69258229 MEALS INCOME 624100 989299 989299 OTHER RESIDENT SERVICES 900099 270255 270255 70517783 864531 864531 4942844 75736 -4942844 -75736 -5018580 -5018580 68796320 70517783 0 -4154049 4009645 4009645 536649 402487 134162 31436703 27761936 3327608 347159 670692 589640 74197 6855 3074348 2894774 122754 56820 2766491 2527231 214029 25231 113759 71262 42497 207739 45422 162317 30759 30759 151271 148035 3236 2647041 2384862 258581 3598 540429 412254 127608 567 3341759 3188788 148224 4747 432421 305015 126962 444 3530250 3471000 58595 655 250207 129189 110727 10291 100555 19017 80239 1299 5911198 5775833 135365 10397175 10143029 247839 6307 1645514 1613747 30835 932 FOOD 3708352 3708352 EMPLOYEE RECRUITING 303004 277163 23489 2352 EMPLOYEE RELATIONS 84511 77304 6551 656 DUES & SUBSCRIPTIONS 79965 73145 6199 621 588036 341361 182660 64015 76558473 70370491 5624674 563308 5716624 2492072 2419274 5287294 1961172 1642162 5734261 6918568 324699 311941 369231 222770 266878466 110492557 157277362 156385909 45010724 42571760 2421294 2239800 4880847 3549512 5704492 4684951 231819980 226306739 6692284 9883959 16450085 15828997 113458680 115115071 669735 1396424 76684464 75652483 213955248 217876934 X 2875841 -5193978 5708805 4558239 9280086 9065544 17864732 8429805 231819980 226306739 X -7762153 -2197334 524560 X 0 1 X 1 0 X 1501865 2838443 2312280 1877591 2432586 10962765 58218934 61386299 64276831 73110537 70517783 327510384 59720799 64224742 66589111 74988128 72950369 338473149 13967 18000 6800 40812 79579 0 13967 18000 6800 40812 79579 338393570 1013411 1777186 1670209 1444158 864531 6769495 1013411 1777186 1670209 1444158 864531 6769495 2579 2579 60736789 66001928 68259320 76432286 73814900 345245223 0.98020 0.97690 0.01960 0.02300 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 9280086 150188 -212435 9217839 9028120 230315 21651 9280086 8465838 329274 233008 9028120 7817986 400994 246858 8465838 7716735 245172 -143921 7817986 0.00000 1.00000 0.00000 0 0 3846696 3846696 223011925 88657303 134354622 7622841 2385398 5237443 26034750 18697869 7336881 6362254 751987 5610267 156385909 LIABILITY UNDER CHARITABLE REMAINDER TRUST 115465 ANNUITY PAYMENT LIABILITY 73216 FAIR VALUE INTEREST RATE SWAP 7647818 ASSET RETIREMENT OBLIGATION 80833 ENTRY FEE ESCROW DEPOSITS 492619 LIABILITY FOR REFUNDABLE ENTRY FEES 67242532 75652483 X PART V, LINE 4: THE EARNINGS FROM THE GOOD SAMARITAN/SHEPHERD ENDOWMENT ARE TRANSFERRED TO THE GOOD SAMARITAN/SHEPHERD RESERVE, WHICH IS USED TO ASSIST RESIDENTS OF MODEST MEANS WITH THEIR MONTHLY FEES IN ACCORDANCE WITH GUIDELINES ESTABLISHED BY THE BOARD OF DIRECTORS. EARNINGS FROM THE SARGENT MEMORIAL ENDOWMENT ARE USED FOR SIMILAR PURPOSES FOR WESLEY ACRES. EARNINGS FROM THE SCHEERER MEMORIAL ENDOWMENT ARE USED TO PURCHASE ITEMS FOR THE BENEFIT OF WESLEY ACRES RESIDENTS. EARNINGS FROM THE NURSING SCHOLARSHIP ENDOWMENT ARE USED TO ASSIST HALCYON AND WESLEY ACRES EMPLOYEES IN ADVANCING THEIR NURSING EDUCATION. EARNINGS FROM THE BAKER EMPLOYMENT ENDOWMENT ARE USED TO ASSIST EMPLOYEES OF WESLEY ACRES WITH SHORT-TERM FINANCIAL NEEDS. EARNINGS FROM THE PARK CENTRE AND VILLAGE BUILDING ENDOWMENTS ARE USED TO MAKE IMPROVEMENTS, UPGRADES AND REPAIRS TO THE BUILDINGS. EARNINGS FROM THE PARK CENTRE COMPUTER ENDOWMENT ARE USED TO PURCHASE COMPUTER HARDWARE. EARNINGS FROM NORRIS WELLNESS ENDOWMENT ARE USED TO SUPPORT A WELLNESS PROGRAM AT WESLEY ACRES. EARNINGS FROM THE GOOD SAMARITAN/CORA WAGNER TRUST ARE USED TO ASSIST RESIDENTS AT WESLEY ACRES. PART X, LINE 2: THE CORPORATION AND ITS AFFILIATES ARE GENERALLY EXEMPT FROM INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND APPLICABLE SECTIONS OF THE STATE STATUTES. CONSEQUENTLY, NO PROVISION HAS BEEN MADE FOR INCOME TAXES. HOWEVER, THERE ARE IMMATERIAL AMOUNTS OF UNRELATED BUSINESS INCOME IN CERTAIN AFFILIATES THAT ARE TAXABLE. THE CORPORATION FOLLOWS THE ACCOUNTING STANDARD FOR CONTINGENCIES IN EVALUATING UNCERTAIN TAX POSITIONS. WRS FILES INFORMATION RETURNS AS A TAX-EXEMPT ORGANIZATION. SHOULD THAT STATUS BE CHALLENGED IN THE FUTURE, ALL YEARS SINCE INCEPTION COULD BE SUBJECT TO REVIEW BY THE INTERNAL REVENUE SERVICE (IRS). X X X X X X X 1 RENAISSANCE GROUP INC 1000 73RD ST STE 12 WINDSOR HEIGHTS IA 50324 CONSULTING FOR CAPITAL CAMPAIGNS 0 0 30759 -30759 30759 -30759 IA 1 WESLEYLIFE 5508 NORTHWEST 88TH ST JOHNSTON IA 50131 300577845 501(C)(3) 4000000 EQUITY TRANSFER TO ASSIST WITH CLIENT CARE RESOURCES 1 0 PART I, LINE 2: WESLEY RETIREMENT SERVICES (WRS) MADE A TRANSFER TO WESLEY LIFE, THE SOLE MEMBER OF WRS. WRS AND WESLEYLIFE HAVE COMMON BOARDS AND MANAGEMENT, WHO OVERSAW THE USE OF THE FUNDS TO ENSURE APPROPRIATE USE. X X X X X 0 0 0 0 0 0 0 0 0 ROB KRETZINGER PRESIDENT & CEO 270269 180180 10800 7200 67285 44856 13170 8780 17464 11642 378988 252658 0 0 FRANK TALLERICO CFO 141697 115934 0 0 532 435 4316 3532 11116 9095 157661 128996 0 0 JANET A SIMPSON EDGEWATER EXECUTIVE DIRECTOR 127145 0 2500 0 197 0 4068 0 26247 0 160157 0 0 0 WILLIAM REED VP OF PHILANTHROPY 76933 51288 0 0 436 291 1223 815 13322 8881 91914 61275 0 0 SCHEDULE J, PART I, LINE 3: WESLEYLIFE DETERMINES THE CEO'S COMPENSATION. WESLEYLIFE, WCS AND WRS HAVE THE SAME BOARD MEMBERS. THEY USE A COMPENSATION COMMITTEE, INDEPENDENT COMPENSATION CONSULTANT, COMPENSATION SURVEY OR STUDY, A WRITTEN EMPLOYMENT CONTRACT, AND APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE TO ESTABLISH THE COMPENSATION OF THE ORGANIZATION'S CEO. A IOWA FINANCE AUTHORITY 521699886 46245WAV9 2003-07-31 22510000 IMPROVE FACILITIES, REFUND PRIOR ISSUES 10/29/92, 4/10/97, 11/6/97, 6/22/00 0 0 0 B IOWA FINANCE AUTHORITY 521699886 46246KXT4 2006-10-12 8780000 IMPROVE FACILITIES, REFUND PRIOR ISSUE OF $7,980,000 (7/31/03) 0 0 0 C IOWA FINANCE AUTHORITY 521699886 2007-04-27 1030000 PURCHASE FACILITIES 0 0 0 D IOWA FINANCE AUTHORITY 521699886 2010-12-16 12000000 CONSTRUCT FACILITIES,REFUND PRIOR YEAR ISSUE(07/31/03) 0 0 0 A 22700116 191335 11518574 10990208 2005 1 0 1 1 B 1580000 8880230 18911 156495 119917 3224476 5360432 2007 1 0 1 1 C 155768 1030000 1030000 2007 0 0 1 1 D 4030993 12001928 138348 240000 70593 8657020 2895967 2012 1 0 1 1 A 0 0 0 0 0 0 1 B 0 0 0 0 0 0 1 C 0 0 0 0 0 0 1 D 0 0 0 0 0 0 1 A 0 0 1 1 1 1 SEE PART VI 27.400000000000 0 0 0 0 1 B 0 0 1 1 1 1 SEE PART VI 27.200000000000 0 0 0 0 1 C 0 0 1 1 1 0 0 0 1 D 0 1 1 0 1 0 0 0 1 A 1 B 1 C 1 D 1 DATE REBATE COMPUTATION PERFORMED ISSUER NAME: IOWA FINANCE AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 06/30/2006 ISSUER NAME: IOWA FINANCE AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 04/12/2008 ISSUER NAME: IOWA FINANCE AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 10/27/2007 ISSUER NAME: CITY OF HARVEY, IOWA DATE THE REBATE COMPUTATION WAS PERFORMED: 11/30/2013 ISSUER NAME: CITY OF PELLA, IOWA DATE THE REBATE COMPUTATION WAS PERFORMED: 11/30/2014 SCHEDULE K, PART II: ENTITY 1 AND ENTITY 2, PART II, LINE 3 - THE TOTAL PROCEEDS DO NOT AGREE TO THE ISSUE PRICE IN PART I, COLUMN (E) DUE TO INVESTMENT EARNINGS ENTITY 2, PART II, COLUMN A, LINE 3 - THE TOTAL PROCEEDS DO NOT EQUAL THE SUMMATION OF LINES 4-12 DUE TO TRANSFERRED OR REPLACEMENT PROCEEDS IN LINE 4. SCHEDULE K, PART IV: ENTITY 1, PART IV, COLUMN D, LINE 2C - SINCE THE BOND PROCEEDS HAVE BEEN SPENT, A SPENDING EXCEPTION WAS MET, AND THE DEBT SERVICE FUND WAS OPERATED ON A BONA FIDE BASIS, NO FURTHER REBATE CALCULATIONS ARE NECESSARY. ENTITY 2, PART IV, COLUMN A, LINE 2C - SINCE THE BOND PROCEEDS HAVE BEEN SPENT, A SPENDING EXCEPTION WAS MET, AND THE DEBT SERVICE FUND WAS OPERATED ON A BONA FIDE BASIS, NO FURTHER REBATE CALCULATIONS ARE NECESSARY. ENTITY 1, PART IV, COLUMNS A & B, LINE 4B: SERIES B - MORGAN STANLEY SERVICES, INC. A IOWA FINANCE AUTHORITY 521699886 2012-12-13 20300000 REFUND PRIOR ISSUE (12/20/07) 0 0 0 B CITY OF HARVEY IOWA 421104344 2012-12-21 10000000 LOAN TO FINANCE CONSTRUCTION OF NEW FACILITIES 0 0 0 C CITY OF PELLA IOWA 426005115 2012-12-21 6500000 LOAN TO FINANCE CONSTRUCTION OF NEW FACILITIES 0 0 0 D IOWA FINANCE AUTHORITY 521699886 2015-11-12 41200000 IMPROVE FACILITIES, REFUND PRIOR ISSUE 0 0 0 A 165000 20300000 1346046 290795 20005190 2009 1 0 1 1 B 737094 10000000 90223 9909777 2014 0 0 1 1 C 428906 6500000 54428 6445572 2014 0 0 1 1 D 107168 41200000 1177468 40022532 2015 1 1 1 1 A 0 0 0 0 0 0 1 B 0 0 0 0 0 0 1 C 0 0 0 0 0 0 1 D 0 0 0 0 0 0 1 A 0 1 1 0 1 0 0 0 1 B 0 0 0 1 1 0 0 0 1 C 0 0 0 1 1 0 0 0 1 D 0 1 1 0 1 0 0 0 1 A 1 B 1 C 1 D 1 X 2 3000 DONOR STATED X 150 DONOR STATED X 1310 DONOR STATED X ELECTRIC BEDS/LIFT CHAIRS 8 6305 DONOR STATED X APPLIANCES 3 5167 DONOR STATED X WOODSHOP TOOLS/EQUIPMENT 4 4545 DONOR STATED X ELECTRIC MAGNIFY READER 1 3000 DONOR STATED X FURNITURE 3 2040 DONOR STATED X SILENT AUCTION ITEMS 1 999 DONOR STATED X FLORAL ARRANGEMENTS 1 411 DONOR STATED X GARDEN 2 403 DONOR STATED X WHEELCHAIRS/WALKERS 2 305 DONOR STATED X FREE STANDING TRAPEZE 1 208 DONOR STATED X OFFICE SUPPLIES 1 6 DONOR STATED 0 0 1 0 PART I, COLUMN (B): FIGURE REPRESENTS THE NUMBER OF DONORS. FORM 990, PART VI, SECTION A, LINE 1 THE EXECUTIVE COMMITTEE IS COMPRISED OF THE CHAIR OF THE BOARD, THE PRESIDENT/CEO AND AT LEAST THREE DIRECTORS SELECTED BY VOTE OF THE BOARD OF DIRECTORS. EXCEPT FOR THE PRESIDENT/CEO, ALL MEMBERS OF THE EXECUTIVE COMMITTEE MUST BE MEMBERS OF THE BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE HAS ALL THE AUTHORITY OF THE BOARD (EXCEPT AS NOTED BELOW) BUT LIMITS ITSELF TO MATTERS THAT REQUIRE IMMEDIATE ACTION AND CANNOT WAIT UNTIL THE NEXT SCHEDULED BOARD MEETING. THE EXECUTIVE COMMITTEE SHALL HAVE NO AUTHORITY TO AMEND THE ARTICLES OF INCORPORATION, THE BYLAWS, OR ADOPT A PLAN OF MERGER OR CONSOLIDATION. THE EXECUTIVE COMMITTEE SHALL REPORT ON ITS ACTIONS AT THE NEXT MEETING OF THE BOARD OF DIRECTORS AND SUCH ACTIONS SHALL BE SUBJECT TO REVISION AND ALTERATION OF THE BOARD. FORM 990, PART VI, SECTION A, LINE 6 WESLEYLIFE, AN EXEMPT 501(C)(3) ORGANIZATION, IS THE SOLE CORPORATE MEMBER. FORM 990, PART VI, SECTION A, LINE 7A WESLEYLIFE ELECTS THE BOARD MEMBERS OF WRS. VACANCIES IN THE BOARD OF DIRECTORS AT WRS ARE FILLED BY WESLEYLIFE. FORM 990, PART VI, SECTION A, LINE 7B APPROVAL OF THE FOLLOWING MATTERS ARE RESERVED EXCLUSIVELY TO THE MEMBER: 1. APPROVAL OF CHANGES TO THE ARTICLES OF INCORPORATION OR BYLAWS; 2. APPOINTMENT OF, OR REMOVAL OF, WITH OR WITHOUT CAUSE, THE MEMBERS OF THE BOARD OF DIRECTORS; ABILITY TO FIX THE NUMBER OF BOARD OF DIRECTORS; 3. APPROVAL OF THE INCURRENCE OF DEBT; 4. THE SALE, TRANSFER OR SUBSTANTIAL CHANGE IN USE OF ALL OR SUBSTANTIALLY ALL OF THE ASSETS, DIVESTITURES, DISSOLUTIONS, CLOSURES, MERGERS, CONSOLIDATIONS, OR CHANGES IN CORPORATE MEMBERSHIP; 5. APPROVAL OF THE TRANSFER OR ENCUMBRANCE OF THE ASSETS; AND 6. APPROVAL OF THE ANNUAL OPERATING BUDGET AND CAPITAL PLAN. FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 WAS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM. THE CEO, CFO AND THE DIRECTOR OF FINANCE REVIEWED THE DOCUMENT INTERNALLY. THE FORM 990 WAS THEN REVIEWED BY THE BOARD'S FINANCE COMMITTEE, APPROVED AND MADE AVAILABLE TO ALL VOTING BOARD MEMBERS PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C THE CORPORATION SENDS AND REFRESHES THE BOARD'S UNDERSTANDING OF THE CONFLICT OF INTEREST POLICY, AND REQUIRES BOARD MEMBERS TO COMPLETE AN ANNUAL STATEMENT DESCRIBING ACTUAL OR PERCEIVED CONFLICTS OF INTEREST. WITH RESPECT TO THE BOARD MEMBERS, A PERSON WHO HAS A CONFLICT OF INTEREST IS DEEMED AN INTERESTED DIRECTOR. THE INTERESTED DIRECTOR SHALL NOT PARTICIPATE IN THE VOTE REGARDING HIS/HER POTENTIAL CONFLICT AND, DEPENDING UPON THE CIRCUMSTANCES, MAY NOT BE PERMITTED TO PARTICIPATE IN THE DISCUSSION REGARDING THE ISSUE. NO INTERESTED DIRECTOR SHALL BE PERMITTED TO VOTE IN MATTERS IN WHICH HE/SHE HAS A CONFLICT OF INTEREST. WITH RESPECT TO EMPLOYEES, THE PRESIDENT, IN CONSULTATION WITH OTHER UNBIASED MANAGERS, SHALL DETERMINE WHETHER A CONFLICT OF INTEREST EXISTS. AFTER EXERCISING DUE DILIGENCE, INCLUDING INVESTIGATING ALTERNATIVES TO A TRANSACTION OR ARRANGEMENT THAT GIVES RISE TO A CONFLICT OF INTEREST, THE PRESIDENT SHALL DETERMINE WHETHER THE CORPORATION IS ABLE TO OBTAIN WITH REASONABLE EFFORTS, A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT FROM ANOTHER INDIVIDUAL OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT AVAILABLE, THE ARRANGEMENT OR TRANSACTION MAY GO FORWARD IF THE PRESIDENT DETERMINES THAT THE TRANSACTION IS FAIR AND IN THE BEST INTEREST OF THE CORPORATION. ALL CONFLICTS OF INTEREST ARE REPORTED IN THE BOARD MINUTES AS THEY ARISE. FORM 990, PART VI, SECTION B, LINE 15A EXPLANATION: THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS IS EMPOWERED BY THE BOARD OF DIRECTORS, ACCORDING TO ARTICLE VII OF THE ORGANIZATION'S BY-LAWS, TO DETERMINE PERFORMANCE GOALS AND MONITOR AND EVALUATE PERFORMANCE OF THE CHIEF EXECUTIVE OFFICER. THE EXECUTIVE COMMITTEE INCLUDES IN ITS EVALUATION, FEEDBACK FROM OTHER BOARD MEMBERS AND OTHERS NOT ASSOCIATED WITH THE COMMITTEE OR THE BOARD. THE COMMITTEE MONITORS PERFORMANCE OF THE ORGANIZATION AND CEO THROUGHOUT THE YEAR AND PROVIDES ONGOING ASSESSMENTS TO THE CEO USING AN EVALUATION AND RATING TOOL. THE COMMITTEE UTILIZES AN ANNUAL INDEPENDENT COMPENSATION SURVEY TO ASSIST IN DETERMINING COMPENSATION. THE ORGANIZATIONS OF CHIEF EXECUTIVE OFFICERS OF MULTI-SITE ORGANIZATIONS AND LEADING AGE, FORMERLY KNOWN AS THE AMERICAN ASSOCIATION OF HOMES AND SERVICES FOR THE AGING, PROVIDE AN ANNUAL SURVEY OF COMPENSATION FOR CEOS AND OTHER OFFICERS. (WRS HAS SEARCHED FOR OTHER SURVEYS TO SUPPLEMENT THIS ONE BUT NO OTHER SURVEY PROVIDES THE SAME DEGREE OF COMPARABILITY.) THE SURVEY INCLUDES ONLY SENIOR LIVING ORGANIZATIONS AND IS SORTED BY GEOGRAPHIC REGIONS, REVENUE VOLUME, FULL-TIME EQUIVALENT EMPLOYEES, AND ASSET SIZE. IN 2014, THE EXECUTIVE COMMITTEE OF THE BOARD ENGAGED AN INDEPENDENT, THIRD PARTY TO TAKE A DEEPER ANALYSIS INTO THE COMPENSATION DESIGN AS COMPARED TO SIMILAR ORGANIZATIONS. THE INTENT WAS TO GO BEYOND THE INDUSTRY BENCHMARKED STUDY AND DRILL INTO APPROPRIATENESS, COMPETITIVENESS, AND OVERALL DESIGN. IT WAS DETERMINED, THROUGH THIS SECOND OPINION, THAT COMPENSATION WAS APPROPRIATE FOR THE SIZE AND COMPLEXITY OF THE ORGANIZATION. THE EXECUTIVE COMMITTEE DISCLOSES TO THE FULL BOARD OF DIRECTORS, IN CLOSED SESSION, THE RESULTS OF THE PERFORMANCE EVALUATION AND COMPENSATION DECISIONS. MINUTES OF MEETINGS ARE MAINTAINED AND THE BOARD CHAIRMAN PROVIDES WRITTEN NOTIFICATION TO BOTH THE CEO AND THE CORPORATE FINANCE DEPARTMENT REGARDING COMPENSATION DECISIONS. THE EVALUATION AND COMPENSATION SETTING PROCESS IS MUCH THE SAME FOR THE OTHER OFFICERS AS FOR THE CEO WITH SOME EXCEPTIONS. THE CEO DETERMINES THE PERFORMANCE GOALS AND MONITORS RESULTS. THE SAME SURVEY AS DESCRIBED ABOVE IS USED TO ASSIST IN DETERMINING COMPENSATION. THE CEO DISCLOSES ANNUALLY TO THE EXECUTIVE COMMITTEE THE COMPENSATION DECISIONS AND REASONS FOR THOSE DECISIONS IN REGARDS TO OTHER OFFICERS. THE LAST REVIEW PROCESS WAS CONDUCTED IN 2015 AND IS DONE ANNUALLY. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST. FORM 990, PART XI, LINE 9: CHANGE IN VALUE OF INTEREST RATE SWAPS 706,629. CHANGE IN VALUE OF SPLIT-INTEREST GIFTS -29,782. CHANGE IN VALUE OF PERPETUAL TRUST -152,287. 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