2016-11-14T09:38:11-06:00 2015-12-31 410746749 CLIFTONLARSONALLEN LLP 1966 GREENSPRING DRIVE SUITE 300 TIMONIUM MD 210934161 990 2015-01-01 521862675 ASBURY SOLOMONS INC ASBU 4103943029 20030 CENTURY BLVD NO 300 GERMANTOWN MD 208741112 KIM EHRENFRIED ASSISTANT TREASURER 4103943029 2016-11-11 1 JONATHAN HANSEN P01871557 4104530900 2015 2017-02-10 21:41:12Z ANDREW W APPLEGATE 20030 CENTURY BLVD NO 300 GERMANTOWN MD 208741112 21075152 0 X WWW.ASBURYSOLOMONS.ORG X 1994 MD DOING ALL THE GOOD WE CAN BY PROVIDING EXCEPTIONAL LIFESTYLE OPPORTUNITIES TO THOSE WE SERVE. 12 8 244 91 0 0 188198 83319 19692970 20328468 193108 193582 -85 1413 20074191 20606782 0 0 0 0 5922468 6410547 0 0 56434 13214322 13323463 19136790 19734010 937401 872772 61406516 60473849 99151086 97425365 -37744570 -36951516 X OUR MISSION IS TO DO ALL THE GOOD WE CAN BY PROVIDING EXCEPTIONAL LIFESTYLE OPPORTUNITIES TO THOSE WE SERVE. 0 0 5088774 6216235 SKILLED NURSING FACILITY: OPERATION OF A 48 BED SKILLED NURSING FACILITY (SNF) FOR THE AGED, PROVIDING 16,443 DAYS OF SERVICE IN 2015. $1,322.475 OF CONTRACTUAL ALLOWANCES WERE PROVIDED TO RESIDENTS OF THE SNF IN 2015. 1785138 2180651 ASSISTED LIVING FACILITY: OPERATION OF A 24 SUITE ASSISTED LIVING FACILITY FOR THE AGED, PROVIDING 8,487 DAYS OF CARE IN 2015. 9767510 11931583 RESIDENTIAL LIVING: OPERATION OF 300 RESIDENTIAL LIVING UNITS FOR THE AGED, PROVIDING 103,165 DAYS OF SERVICE IN 2015. $40,715 OF BENEVOLENT CARE WAS PROVIDED TO RESIDENTIAL LIVING RESIDENTS IN 2015.SEE SCHEDULE O FOR COMMUNITY BENEFITS INFORMATION. 16641422 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 30 0 1 244 1 0 0 0 0 0 0 0 0 0 0 X 12 8 0 0 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X X KIM EHRENFRIED ASST TREASURER 3012502137 20030 CENTURY BLVD SUITE 300 GERMANTOWN MD 20874 X NICK SERENYI CHAIR 2.00 X X 0 0 0 DENNIS HANSEN VICE CHAIR 2.00 X X 0 0 0 GUFFRIE SMITH DIRECTOR 2.00 X 0 0 0 LAWRENCE APPEL DIRECTOR 2.00 X 0 0 0 ARTHUR ELGIN 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 PHYLLIS SCHMITZ DIRECTOR 2.00 X 0 0 0 LORRAINE SEXTON DIRECTOR 2.00 X 0 0 0 JAMES SMELTZER DIRECTOR 2.00 X 0 0 0 DONALD TRISSLER DIRECTOR 2.00 X 0 0 0 NORMA TYLER DIRECTOR 2.00 X 0 0 0 DOUGLAS LEIDIG DIRECTOR 1.00 61.00 X X 0 465550 23966 ANDREW JOSEPH SECRETARY, ASST. TREASURER 1.00 61.00 X 0 224509 21527 MICHAEL CONNELL TREASURER 1.00 61.00 X 0 349231 23152 SUE DACAMARA PRESIDENT 1.00 59.00 X 0 398482 20521 ANDREW APPLEGATE VICE PRESIDENT 60.00 2.00 X 207800 0 21075 HENRY MOEHRING VICE PRESIDENT 1.00 61.00 X 0 255704 22512 MELISSA HADLEY VICE PRESIDENT 1.00 61.00 X 0 249677 22157 JIM SCHNEIDER VICE PRESIDENT 1.00 61.00 X 0 190763 18198 ROBIN STERN VICE PRESIDENT 1.00 58.00 X 0 191672 20004 KIM EHRENFRIED ASST. TREASURER 1.00 61.00 X 0 202680 21352 PEGGY CRESPI KAPLAN VP, ASST. SECRETARY 1.00 61.00 X 0 356838 20521 BRAD ANDRUS ASST. SECRETARY 1.00 61.00 X 0 143738 11082 DEBBIE BARRIS ASST. SECRETARY 40.00 2.00 X 0 74834 8977 SUSAN MOYER VICE PRESIDENT 1.00 57.00 X 0 166220 8311 RENEE BROOKSBANK VICE PRESIDENT 1.00 61.00 X 97413 75222 17601 305213 3345120 280956 2 0 1 0 SODEXO INC & AFFILIATES PO BOX 536922 ATLANTA GA 30353 FOOD SERVICE 2368457 FLAGSHIP REHABILIATION SERVICES 157 BALTIMORE STREET CUMBERLAND MD 21502 REHABILITATION SERVICE 506157 ALLIED BARTON SECURITY SERVICES LLC 161 WASHINGTON STREET SUITE 600 CONSHOHOCKEN PA 19428 SECURITY SERVICE 229196 PARRAN'S FLOORING CENTER INC 25470 POINT LOOKOUT ROAD LEONARDTOWN MD 20650 FLOORING SERVICE 191456 GLYNN DEVINS ADVERTISING & MARKETING 11230 COLLEGE PARK BLVD OVERLAND PARK KS 66210 MARKETING SERVICES 155032 8 83319 83319 NET SERVICE REVENUE 623312 13591728 13591728 AMORTIZATION OF ENTRANCE FEES 623312 3861113 3861113 MEDICARE/MEDICAID PAYMENTS 623312 2768290 2768290 OTHER OPERATING REVENUE 623312 107337 107337 20328468 160180 160180 6260 4847 1413 1413 1413 496925 463523 33402 33402 33402 20606782 20328468 0 194995 336220 336220 4975495 4513830 440156 21509 144293 131473 12820 545345 272362 272501 482 409194 356282 52912 967832 933389 34443 17588 17588 23649 23649 1716075 1673712 42363 175857 174292 1565 551287 480837 70450 531084 4191 526893 1649772 1647555 2217 26385 18526 7859 2328966 2319024 9942 2861075 2848861 12214 94475 94475 FOOD 959927 959673 254 REPAIRS & MAINTENANCE 704736 687953 16783 PHARMACY 127039 127039 MEDICAL SUPPLIES 111086 111086 476630 314726 161904 19734010 16641422 3036154 56434 17455 241091 6995719 6853718 541949 433003 1121160 1779316 23690 33117 1508621 1420127 84053587 36664974 48866928 47388613 270849 251883 2060145 2072981 61406516 60473849 1233629 1269235 27133210 27218138 32670099 30813795 38114148 38124197 99151086 97425365 X -39684244 -38901524 324285 321684 1615389 1628324 -37744570 -36951516 61406516 60473849 X 872772 -118714 38996 X 0 1 X 1 0 X 149587 204165 188198 83319 625269 18901944 19053395 19081536 19692970 20328468 97058313 18901944 19202982 19285701 19881168 20411787 97683582 0 135352 222847 176777 300892 7625 843493 135352 222847 176777 300892 7625 843493 96840089 161321 145604 170942 170192 166440 814499 161321 145604 170942 170192 166440 814499 19063265 19348586 19456643 20051360 20578227 98498081 0.98320 0.98280 0.00830 0.00790 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1615389 12935 1628324 1591079 24310 1615389 1128873 462206 1591079 1097392 31481 1128873 1110712 13320 1097392 0.00000 1.00000 0.00000 0 1 1 5803678 5803678 70017440 30777783 39239657 6161936 5547305 614631 2070533 339886 1730647 47388613 DUE TO ACOMM 4995674 PROJECTED REFUND OF STANDARD ENTRANCE FEES 888471 VALUATION OF DERIVATIVE INSTRUMENT 5901175 DEPOSITS FROM PROSPECTIVE RESIDENTS 394329 CONTINGENT REFUNDABLE ENTRANCE FEE LIABILITY 25701548 ENTRANCE FEES REFUNDABLE 243000 38124197 X 20633890 -118714 145822 27108 20606782 0 20606782 19840836 106826 106826 19734010 0 19734010 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; ACCORDINGLY, NO PROVISION FOR INCOME TAXES IS REQUIRED. ASBURY COMMUNITIES HAS IMPLEMENTED PROCESSES TO ENSURE COMPLIANCE WITH THE INTERNAL REVENUE SERVICE'S INTERMEDIATE SANCTIONS PROVISIONS FOR ALL ITS SUPPORTED ORGANIZATIONS, INCLUDING ASBURY SOLOMONS. THIS INCLUDES AN INDEPENDENT REVIEW BY THE BOARD'S COMPENSATION COMMITTEE OF ALL COMPENSATION ARRANGEMENTS WITH DISQUALIFIED PERSONS, RETENTION OF OUTSIDE COUNSEL 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 PROCESSES FOR ALL DISQUALIFIED PERSONS. 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 IS NOT AWARE OF ANY TAX POSITIONS THAT WOULD 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 2012 TO 2014 ARE OPEN TO EXAMINATION BY FEDERAL, LOCAL, AND STATE AUTHORITIES PART XI, LINE 2D RECONCILING ITEMS: UNREALIZED GAIN ON CHANGE IN MARKET VALUE OF DERIVATIVES 130,641 CHANGE IN BENEFICIAL INTEREST IN ASBURY FOUNDATION ASSETS 10,334 RENT EXPENSE 4,847 TOTAL TO SCHEDULE D, PART XI, LINE 2D 145,822 PART XII, LINE 2D - RECONCILING ITEMS: RENTAL EXPENSE 4,847 TRANSFERS TO ACOMM 101,979 TOTAL TO SCHEDULE D, PART XII, LINE 2D 106,826 X X X X X X 0 0 0 0 0 0 0 0 0 DOUGLAS LEIDIG DIRECTOR 0 435074 0 29666 0 810 0 10600 0 13366 0 489516 0 0 ANDREW JOSEPH SECRETARY, ASST. TREASURER 0 208977 0 14844 0 688 0 8161 0 13366 0 246036 0 0 MICHAEL CONNELL TREASURER 0 323034 0 25657 0 540 0 10248 0 12904 0 372383 0 0 SUE DACAMARA PRESIDENT 0 371264 0 24896 0 2322 0 10600 0 9921 0 419003 0 0 ANDREW APPLEGATE VICE PRESIDENT 193184 0 13979 0 637 0 7710 0 13365 0 228875 0 0 0 HENRY MOEHRING VICE PRESIDENT 0 241098 0 12289 0 2317 0 9569 0 12943 0 278216 0 0 MELISSA HADLEY VICE PRESIDENT 0 235512 0 11928 0 2237 0 9095 0 13062 0 271834 0 0 JIM SCHNEIDER VICE PRESIDENT 0 175817 0 12483 0 2463 0 7310 0 10888 0 208961 0 0 ROBIN STERN VICE PRESIDENT 0 181674 0 9094 0 904 0 7523 0 12481 0 211676 0 0 KIM EHRENFRIED ASST. TREASURER 0 188030 0 14031 0 619 0 7986 0 13366 0 224032 0 0 PEGGY CRESPI KAPLAN VP, ASST. SECRETARY 0 329259 0 25908 0 1671 0 10600 0 9921 0 377359 0 0 BRAD ANDRUS ASST. SECRETARY 0 139098 0 4219 0 421 0 5850 0 5232 0 154820 0 0 SUSAN MOYER VICE PRESIDENT 0 151552 0 9000 0 5668 0 8311 0 0 0 174531 0 0 RENEE BROOKSBANK VICE PRESIDENT 80165 74895 16825 0 423 327 2804 2165 7128 5504 107345 82891 0 0 PART I, LINE 3 THE COMPENSATION OF THE ORGANIZATION'S CEO/EXECUTIVE DIRECTOR IS APPROVED BY THE EXECUTIVE COMMITTEE OF THE BOARD OF ASBURY COMMUNITIES, INC. THE FULL BOARD IS INFORMED BUT IS NOT TASKED WITH APPROVING. A CITY OF GAITHERSBURG (MARYLAND) 526000792 363128BK4 2006-11-30 11838152 CURRENT REFUNDING 0 0 1 B CITY OF GAITHERSBURG (MARYLAND) 526000792 363128CB3 2009-12-16 24969983 CURRENT REFUNDING 0 0 1 A 11838152 1091594 228529 10518029 2006 1 0 1 1 B 8006783 24969983 764556 499399 23706028 2009 1 0 1 1 A 0 1 1 1 0 0.00570 0.00570 0 0 1 B 0 1 1 1 0 0.00570 0.00570 0 0 1 A 0 0 1 0 0 0 0 0 1 B 0 1 0 0 0 0 0 0 1 A 1 B 1 SCHEDULE K, PART I, ROWS A AND B, COLUMN (E): THE ORGANIZATION IS A MEMBER OF AN OBLIGATED GROUP. THE ENTRY SHOWN IN COLUMN (E) REPRESENTS THE PORTION OF THE TOTAL ISSUE PRICE ALLOCATED TO THE ORGANIZATION. SCHEDULE K, PART II, ROWS A AND B, LINES 4 AND 7: THESE AMOUNTS REPRESENT A PRO RATA PORTION OF THE TOTAL BASED ON THE PORTION OF THE TOTAL ISSUE PRICE ALLOCATED TO THE ORGANIZATION. 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 $4,000 FOR THE AREA CHAPTER OF THE ALZHEIMER'S ASSOCIATION'S ANNUAL WALK TO END ALZHEIMER'S. THE DINING SERVICES DEPARTMENT PROVIDED FOOD AND BEVERAGE SERVICES FOR THE EVENT. SOLOMONS HOSTED THE LOCATION FOR THE ALZHEIMER'S ASSOCIATION SUPPORT GROUP MONTHLY MEETING.THE EXECUTIVE DIRECTOR AT SOLOMONS SERVED ON THE CALVERT COUNTY FUND ADVISORY BOARD WHICH PROVIDES LEADERSHIP AND OVERSIGHT TO THE COUNTY. SOLOMONS DONATED SPACE TO VARIOUS COMMUNITY ORGANIZATIONS FOR THEIR MEETINGS AND HOSTED THE MARDI GRAS FUNDRAISING EVENT FOR CALVERT HOSPICE. TWO 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 TRAINING FOR SOCIAL WORKER INTERN FROM SALISBURY UNIVERSITY. IN THE AREA OF GOING GREEN AND SUSTAINABLE DESIGN, ASBURY SOLOMONS ,THE RESIDENT-RUN GO GREEN COMMITTEE AT ASBURY SOLOMONS HAS PLANTED YOUNG OYSTERS ON ITS PROPERTY BREAKWATERS. 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. IN THE PAST FIVE YEARS, THE RESIDENT-LED GO GREEN COMMITTEE AND LOCAL PARTNERS HAVE PLANTED APPROXIMATELY 700,000 OYSTERS ON THE COMMUNITY'S BREAKWATERS IN THE PATUXENT RIVER, CONTRIBUTING TO THIS CHESAPEAKE BAY TRIBUTARY'S HEALTH THROUGH THE OYSTERS' NATURAL CAPACITY AS WATER FILTERS. SOLOMON'S GO GREEN COMMITTEE ALSO HAD AN ACTIVE RECYCLING PROGRAM. DURING 2015, TOTAL TONNAGE RECYCLED WAS 175 TONS. 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 4 THE ORGANIZATION HAS MADE SIGNIFICANT CHANGES TO THE ORGANIZATIONAL DOCUMENTS INCLUDING INCREASING THE MAXIMUM NUMBER OF BOARD MEMBERS FROM ELEVEN TO FIFTEEN. 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 11 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., AND ASBURY HCBS, INC. ASBURY COMMUNITIES, INC. HAS A SYSTEM WIDE AUDIT COMMITTEE. THE ASBURY COMMUNITIES, INC. BOARD OF DIRECTORS HAS DELEGATED A REVIEW OF THE FORM 990 TO THE SYSTEM AUDIT COMMITTEE WHICH PERFORMED THEIR REVIEW ON OCTOBER 20, 2016. THE ASBURY COMMUNITIES, INC., FOUNDATION, ASBURY ATLANTIC, ASBURY SOLOMONS, ASBURY COMMUNITIES HCBS, CALVERT COUNTY NURSING CENTER, 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 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 COMMITTEE. FORM 990, PART VI, SECTION B, LINE 12C THE ASBURY COMMUNITIES CONFLICT OF INTEREST POLICY WAS APPROVED BY THE BOARD OF DIRECTORS. THE ASSISTANT GENERAL COUNSEL 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 DISCLOSURE FORM AND IS ADVISED OF THEIR FIDUCIARY OBLIGATIONS. THE COMPLIANCE OFFICER, WHO HAD A DIRECT REPORTING LINE TO THE CHAIR OF THE AUDIT COMMITTEE AND REPORTS QUARTERLY TO THE AUDIT COMMITTEE, ANALYZES ALL DISCLOSURE FORMS FOR POTENTIAL CONFLICTS, AND PREPARES A REPORT FOR THE SYSTEM-WIDE AUDIT COMMITTEE. A SUMMARY IS THEN PRESENTED TO THE BOARD OF DIRECTORS AT THE ANNUAL MEETING. WHEN A CONFLICT OF INTEREST ARISES, THE INDIVIDUAL WILL BE REQUIRED TO RECUSE HIM OR HERSELF FROM THE BOARD DELIBERATIONS AND VOTE. FORM 990, PART VI, SECTION B, LINE 15 THE SYSTEM WIDE 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 FULL BOARD(S) OF ASBURY COMMUNITIES AND ASBURY ATLANTIC/ASBURY SOLOMONS EACH RECEIVE A PRESENTATION ONCE A YEAR ON EXECUTIVE COMPENSATION AND BENEFITS. THE PRESIDENT OF EACH CORPORATION 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 TOWERS WATSON (A COMPENSATION CONSULTING FIRM). THE SYSTEM WIDE COMPENSATION COMMITTEE HOLDS A MINIMUM OF 4 MEETINGS EACH YEAR. AT THE FALL MEETING THEY REVIEW TOWERS WATSON DATA AND REPORTS IN ORDER TO MAKE RECOMMENDATIONS REGARDING SALARIES AND BENEFITS. THIS ANNUAL REVIEW ALSO ENSURES COMPLIANCE WITH IRS INTERMEDIATE SANCTIONS REQUIREMENTS. THE EXECUTIVE COMMITTEE ULTIMATELY REVIEWS/APPROVES/ AND OR ADJUSTS RECOMMENDATIONS FROM THE SYSTEM WIDE COMPENSATION COMMITTEE AND SETS COMPENSATION. THE PROCESS WAS LAST REVIEWED IN 2015. 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 2,200 TOTAL EMPLOYEES IN THE ASBURY COMMUNITIES, INC. SYSTEM. THE 2015 CONSOLIDATED AUDITED FINANCIAL STATEMENTS FOR ASBURY COMMUNITIES, INC. HAD TOTAL REVENUES OF $196.1 MILLION AND TOTAL ASSETS IN EXCESS OF $565 MILLION. FORM 990, PART XI, LINE 9: NET UNREALIZED GAIN ON CHANGE IN MARKET VALUE OF DERIVATIVE INSTRUMENTS 10,334. CAPITAL TRANSFER TO ACOMM -101,979. CHANGE IN BENEFICIAL INTEREST IN NET ASSETS OF ASBURY FOUNDATION, INC. 130,641. ASBURY COMMUNITIES INC 20030 CENTURY BOULEVARD GERMANTOWN MD 20874 521862677 MANAGEMENT SERVICES MD 501(C) (3) LINE 11C, III-FI 0 INVERNESS VILLAGE 20030 CENTURY BOULEVARD GERMANTOWN MD 20874 521862674 HOUSING AND HEALTHCARE FOR OLDER ADULTS OK 501(C) (3) LINE 9 ASBURY COMMUNITIES INC 0 ASBURY ATLANTIC INC 20030 CENTURY BOULEVARD GERMANTOWN MD 20874 520607956 HOUSING AND HEALTHCARE FOR OLDER ADULTS MD 501(C) (3) LINE 9 ASBURY COMMUNITIES INC 0 ASBURY FOUNDATION INC 20030 CENTURY BOULEVARD GERMANTOWN MD 20874 521862674 RAISING FUNDS FOR CHARITY CARE MD 501(C) (3) LINE 7 ASBURY COMMUNITIES INC 0 AFFILIATED ASSOCIATES INC 20030 CENTURY BOULEVARD GERMANTOWN MD 20874 510426078 EMPLOYEE PAYMASTER COMPANY MD 501(C) (3) LINE 11C, III-FI ASBURY COMMUNITIES INC 0 ASBURY COMMUNITIES HCBS INC 20030 CENTURY BOULEVARD GERMANTOWN MD 20874 450634490 HOME CARE FOR OLDER ADULTS MD 501(C) (3) LINE 9 ASBURY COMMUNITIES INC 0 CALVERT COUNTY NURSING CENTER INC 20030 CENTURY BOULEVARD GERMANTOWN MD 20874 520890928 HOUSING AND HEALTHCARE FOR OLDER ADULTS MD 501(C) (3) LINE 9 ASBURY COMMUNITIES INC 0 THE ASBURY GROUP INC 20030 CENTURY BOULEVARD GERMANTOWN MD 20874 205038820 MANAGEMENT SERVICES DE ASBURY COMMUNITIES INC C 0 TAG MARKETING LLC 20030 CENTURY BOULEVARD GERMANTOWN MD 20874 262896006 MARKETING SRVCS DE ASBURY COMMUNITIES INC C 0 THE ASBURY GROUP INTEGRATED TECHNOLOGIES LLC 20030 CENTURY BOULEVARD GERMANTOWN MD 20874 262896175 INFOR & CNSLT SVCS DE ASBURY COMMUNITIES INC C 0 0 0 1 0 1 0 0 0 0 0 0 0 1 0 1 1 0 1 0