2016-07-13T14:48:45-05:00 2015-08-31 390859910 BAKER TILLY VIRCHOW KRAUSE LLP 777 E WISCONSIN AVENUE 32ND FLOOR MILWAUKEE WI 53202 990 2014-09-01 390806446 BETHESDA LUTHERAN COMMUNITIES INC BETH 9202613050 600 HOFFMANN DRIVE WATERTOWN WI 530946223 DAVID GRIEBL CHIEF FINANCIAL OFFICER 9202613050 2016-07-13 1 TROY E MARINE CPA P00187863 4147775500 2016-07-13 2014 2016-09-27 15:27:22Z DR MICHAEL THIRTLE 600 HOFFMANN DRIVE WATERTOWN WI 530946223 129658403 0 X WWW.BETHESDALUTHERANCOMMUNITIES.ORG X 1903 WI SEE SCHEDULE O. 13 13 4523 2019 439867 45691 83266136 87566237 41884839 38382685 125823 363908 1310670 1712697 126587468 128025527 203560 118330 0 0 102235130 111711281 154295 274733 1817413 40841350 42237407 143434335 154341751 -16846867 -26316224 297238161 282221698 54411124 78811795 242827037 203409903 SEE SCHEDULE O 0 0 120210072 118330 39498675 BETHESDA PROVIDES HOMES AND OTHER SERVICES FOR MORE THAN 2,000 PEOPLE WITH INTELLECTUAL AND DEVELOPMENTAL DISABILITIES IN 300 PROGRAMS IN 14 STATES ACROSS THE NATION. THIS INCLUDES DAY PROGRAMS, SPIRITUAL SUPPORT SERVICES, VOCATIONAL TRAINING, CAMP MINITRIES IN WISCONSIN, INDIANA, AND TEXAS ALONG WITH THRIFT SHOPS IN 19 STATES ARE ALL DRIVEN BY BETHESDA'S MISSION OF HELPING PEOPLE WITH LIVING THE LIVES THEY WANT. MORE THAN 500 CONGREGATIONS AROUND THE COUNTRY HAVE FORMALLY PARTNERED WITH BETHESDA AND OFFER WORSHIP AND BIBLE STUDIES FOR PEOPLE WE SUPPORT. THE #IAMHUMAN CAMPAIGN WAS INSTRUMENTAL IN CONNECTING THOUSANDS OF PEOPLE VIA SOCIAL MEDIA ALLOWING INTERNAL AND EXTERNAL STAKEHOLDERS TO ASK THE QUESTION AND CONTEMPLATE "WHAT MAKES ME HUMAN?". 120210072 1 1 0 1 0 0 0 0 0 1 1 0 0 1 1 1 0 1 0 0 0 1 0 1 1 0 0 0 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 0 0 0 1 634 0 1 4523 1 1 1 0 0 0 0 1 1 0 0 0 1 0 X 13 13 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 0 1 1 0 AR CA CO CT FL KY LA MD MI MN MS NC ND NH NJ NM NY OK OR PA SC TN VA WA HI WI WV X X X DAVID GRIEBL 9202613050 600 HOFFMANN DRIVE WATERTOWN WI 530946223 ARVID SCHWARTZ DIRECTOR 1.00 X 0 0 0 BRENNA NUNES DIRECTOR 1.00 X 0 0 0 CATHERINE BRONDOS DIRECTOR 1.00 X 0 0 0 DAVID COOK DIRECTOR 1.00 X 0 0 0 DR DAVID THOMAS DIRECTOR 1.00 X 0 0 0 DR E GAYLE GROTJAN DIRECTOR 1.00 X 0 0 0 DR F PAUL CARLSON CHAIRMAN 1.00 1.00 X X 0 0 0 DR ROGER BURTNER TREASURER 1.00 1.00 X X 0 0 0 DR VIRGINIA MILLER VICE CHAIRMAN 1.00 1.00 X X 0 0 0 REV ALAN BACHERT SECRETARY 1.00 1.00 X X 0 0 0 REV WALTER TIETJEN DIRECTOR 1.00 X 0 0 0 REV WILLIAM ELLIS DIRECTOR 1.00 X 0 0 0 ROGER H WOLFF DIRECTOR 1.00 X 0 0 0 DR JACOB PREUS TERMED 93014 FORMER EVP 39.00 1.00 X 172985 0 41067 DR JOHN BAUER TERMED 9814 FORMER PRESIDENT & CEO 39.00 1.00 X 348349 0 16268 JACK TOBIAS V.P. OF FINANCE 39.00 1.00 X 257499 0 13326 JEFFREY KACZMARSKI EVP & VP LEGAL 39.00 1.00 X 229238 0 16952 JOHN TWARDOS TERMED 63015 FORMER V.P. OF OPERATIONS 39.00 1.00 X 215111 0 16952 DR MICHAEL THIRTLE PRESIDENT & CEO 39.00 1.00 X 218030 0 16952 LORI ANDERSON VP RESIDENTIAL SERVICES 39.00 1.00 X 67213 0 7273 DAVID MORSTAD EXEC. DIR. BETHESDA INSTITUTE TERMED 6/11/15 39.00 1.00 X 145200 0 13167 DEBBORAH ZUBKE DIVISION OPERATING OFFICER 39.00 1.00 X 175214 0 7237 JOHN NICKELS DIR OF LEADERSHIP RELATIONS 39.00 1.00 X 164128 0 16234 KELLY THRAN VP QUALITY 39.00 1.00 X 153248 0 7583 MIKE HOFFMAN FORMER VP HR TERMED 4/13/15 39.00 1.00 X 169158 0 16904 2315373 0 189915 14 0 1 0 IN YOUR HOME 16868 SW 65TH AVE 332 LAKE OSWEGO OR 97035 CONTRACTED MAINTENANCE 396877 FORNEY CONSTRUCTION 8945 LONG POINT STE 200 HOUSTON TX 77055 CONSTRUCTION 346764 BRIXMOR OPERATING PARTNERSHIP LP PO BOX 645349 CINCINNATI OH 45264 RENT 296522 PLUNKETT RAYSICH ARCHITECHTS LLP 209 SOUTH WATER STREET MILWAUKEE WI 53204 ARCHITECTURAL SERVICES 199691 HALES CORNERS PLAZA LLC 13400 BISHOPS LN SUITE 270 BROOKFIELD WI 53005 RENT 180427 18 900 43248 71007219 16514870 5726933 87566237 MEDICAID PAYMENTS 623990 26880971 26880971 PRIVATE CLIENT CARE REVENUE 623990 11501714 11501714 38382685 159735 159735 307409 150569 156840 156840 156840 843695 639522 204173 204173 204173 35335 43248 35335 0 1247317 807450 439867 439867 MISCELLANEOUS REVENUE 900099 1015964 1015964 EDUCATIONAL RESOURCE SALES 900099 100026 100026 1115990 128025527 39498675 439867 520748 27342 27342 90988 90988 1768655 1768655 85701335 71893790 12866864 940681 1052003 810568 225831 15604 16377432 13645220 2630566 101646 6811856 5692053 1051382 68421 711847 705045 6802 119943 119943 274733 274733 3835347 3155726 673571 6050 117613 365 100365 16883 3223452 1672772 1382740 167940 1836316 298575 1533922 3819 8777136 4981824 3767726 27586 3939934 2424729 1360353 154852 290030 150660 127741 11629 7546862 5912045 1631271 3546 1585349 1329230 248500 7619 DIETARY SUPPLIES 2556581 2532285 24296 MEDICAID ASSESSMENT FEE 1642293 1642293 FACILITY SUPPLIES & MIN 1531275 1416583 114034 658 REPAIRS 1429287 1165754 263533 3094142 1367270 1717928 8944 154341751 120210072 32314266 1817413 1253991 3256676 1122118 843152 12253288 11011604 503751 403702 659668 1059710 181274595 95219753 80020039 86054842 2518494 2540740 198906812 177051272 297238161 282221698 30830925 40401705 5730276 130 14305937 35004904 3543986 3405056 54411124 78811795 X 225441655 189857274 9351658 5510794 8033724 8041835 242827037 203409903 297238161 282221698 X -26316224 -13100910 X 0 1 X 1 1 1 X 78239412 76874465 78569926 83266136 87566237 404516176 38748789 39693664 40499856 41884839 38382685 199209833 116988201 116568129 119069782 125150975 125948922 603726009 1815909 2128460 4609562 4328670 2996250 15878851 27018319 27485640 28435700 29092783 25601252 137633694 28834228 29614100 33045262 33421453 28597502 153512545 450213464 297403 276356 314588 345150 467144 1700641 297403 276356 314588 345150 467144 1700641 48347 135062 317854 396637 439867 1337767 1023985 960078 776847 776492 1115990 4653392 118357936 117939625 120479071 126669254 127971923 611417809 0.73630 0.72760 0.00280 0.00240 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1 1 0 0 0 0 1 24717 1 15333 1 39439 79489 0 PART II-B, LINE 1: SCHEDULE C, PART II-B, LINE 1 - FORM 990, SCHEDULE C, PART II-B, LINE 1D: WE HAVE NOT USED THE U.S. MAIL FOR ANY LOBBYING OR ADVOCACY ACTIVITIES. ALL COMMUNICATIONS WITH FEDERAL AND STATE OFFICIALS HAS BEEN CONDUCTED USING EMAIL, WEBSITES OR FACE-TO-FACE MEETINGS. FORM 990, SCHEDULE C, PART II-B, LINE 1G: DIRECT CONTACT WITH LEGISLATORS AND STAFF HAS BEEN PRIMARILY REGARDING PASSAGE OF THE ABLE ACT, ACCESS TO MEDICAID-FUNDED ACUTE CARE, MEDICAID FUNDING, WAITING LISTS, AND IMPLEMENTATION OF HOME AND COMMUNITY-BASED SERVICES RULES PROMULGATED BY THE CENTERS FOR MEDICARE AND MEDICAID SERVICES. STAFF HAS ALSO VISITED WITH OFFICIALS FROM CENTERS FOR MEDICARE AND MEDICAID SERVICES, THE US TREASURY DEPARTMENT, AND THE DEPARTMENT OF LABOR. STAFF AND ADVOCATES HAVE MET WITH STATE OFFICIALS IN ILLINOIS, WISCONSIN, MINNESOTA, TEXAS, OREGON AND COLORADO TO DISCUSS DISABILITY FUNDING ISSUES AND ACCESS TO MEDICAID-FUNDED HEALTH SERVICES. FORM 990, SCHEDULE C, PART II-B, LINE 1H: BETHESDA HAS PARTICIPATED IN LUTHERAN DAY WITH OTHER HUMAN SERVICES PROVIDERS IN ILLINOIS AND FUNDING CAMPAIGNS IN MINNESOTA, OREGON, CALIFORNIA, AND WISCONSIN. BETHESDA HAS ALSO CONDUCTED NUMEROUS ADVOCACY TRAININGS FOR STAFF, PARENTS AND SELF-ADVOCATES. FORM 990, SCHEDULE C, PART II-B, LINE 1I: BETHESDA MAINTAINS A ENGAGE SITE TO ENCOURAGE EMAIL AND PHONE CONTRACTS BETWEEN ADVOCATES AND THEIR ELECTED OFFICIALS, A NETCOMMUNITY WEBSITE THAT CONTAINS UP-TO-DATE ISSUE INFORMATION AND ADVOCACY RESOURCES AND CONTRIBUTES TO BETHESDA'S SOCIAL MEDIA SITES. 1771829 1771829 1771829 1771829 1771829 1771829 1771829 1771829 1771829 1771829 1.00000 1 0 12172566 12172566 122796329 60510805 62285524 930489 569918 360571 32374225 28477106 3897119 13000986 5661924 7339062 86054842 BENEFICIAL INTEREST IN NET ASSETS OF AFFILIATED CORPORATIONS 167924124 BENEFICIAL INTEREST IN SPLIT INTEREST AGREEMENTS 3988770 ACCOUNTS RECEIVABLE - AFFILIATES 3026539 FUNDS HELD ON BEHALF OF CLIENTS 1754572 CASH SURRENDER VALUE OF LIFE INSURANCE 317635 GSC 403B LOAN REPAYMENT 39632 177051272 DUE TO BENEFICIARIES UNDER SPLIT-INTEREST AGREEMENTS - GIFT ANNUITIES 2031310 FUNDS HELD ON BEHALF OF CLIENTS 1075852 FIXED ASSET RETIREMENT LIABILITY 297894 3405056 X PART V, LINE 4: THE ENDOWMENT FUNDS ARE USED TO SUPPORT THE OPERATIONS OF A PORTION OF BETHESDA'S PROGRAMS WHICH WERE FORMERLY THE PROGRAMS OF GOOD SHEPHERD LUTHERAN HOME OF THE WEST. PART X, LINE 2: THE ORGANIZATION HAS RECEIVED NOTIFICATION THAT EACH ENTITY QUALIFIES AS A TAX-EXEMPT ORGANIZATION UNDER SECTION 501(C)(3) OF THE U.S. INTERNAL REVENUE CODE AND CORRESPONDING PROVISIONS OF STATE LAW AND, ACCORDINGLY, EACH ENTITY IS NOT SUBJECT TO FEDERAL OR STATE INCOME TAXES. HOWEVER, ANY UNRELATED BUSINESS INCOME MAY BE SUBJECT TO TAXATION. 0 0 0 0 0 0 0 0 0 0 EUROPE SEE PART IV 80000 WIRE TRANSFER EUROPE SEE PART IV 15000 WIRE TRANSFER SOUTH AMERICA SEE PART IV 8500 WIRE TRANSFER 3 0 0 0 0 0 0 0 PART II, LINE 1 (1) COLUMN (D) EUROPE: GENERAL SUPPORT OF INTERNATIONAL ALLIANCE PROVIDING ASSISTANCE TO ORGANIZATIONS FOR DEVELOPMENT OF SERVICES FOR PEOPLE WITH INTELLECTUAL AND DEVELOPMENTAL DISABILITIES. PART II, LINE 1 (2), COLUMN (D) EUROPE: INTEGRATION OF CHILDREN WITH DISABILITIES INTO THE PRESCHOOL PROGRAM. FUNDS USED TO COVER TUITION REIMBURSEMENT, INSTRUCTIONAL MATERIALS, SUBSTITUTE TEACHERS AND OTHER EXPENSES. PART II, LINE 1 (3), COLUMN (D) SOUTH: AMERICA SUPPORT FOR LUTHERAN CHURCH OF BRAZIL AND THEIR WORK WITH PEOPLE WITH DISABILITIES. X X X X X X X 1 MEYER PARTNERS LLC 1701 EAST WOODFIELD RD STE 425 SCHAUMBURG IL 60173 ALL DIRECT MAIL APPEALS 0 999110 134549 864561 999110 134549 864561 AR CA CO CT DC FL IL KY LA MD MA MI MN MS NH NJ NM NY OK OR PA SC TN UT VA WA WV WI AL AZ AR DE GA HI IA ID IN KS ME MO MT NC NE ND NV OH RI SD TX VT WY GOLF OUTING-TX 57601 39943 17658 3360 2288 12010 GOLF OUTING-OR 20982 3305 17677 8550 3993 5134 78583 43248 35335 11910 6281 17144 35335 0 1 SCHOLARSHIP STUDENT 5 10000 SCHOLARSHIP EMPLOYEE 18 17342 SCHEDULE I, PART I, LINE 2: SCHOLARSHIPS FOR INDIVIDUAL STUDENTS: THE SCHOLARSHIP FUNDS ARE SENT DIRECTLY TO THE EDUCATIONAL INSTITUTION OF THE STUDENT AND APPLIED TOWARD THEIR TUITION COSTS. SCHOLARHIPS FOR EMPLOYEES: THE SCHOLARSHIP IS AWARDED UPON VERIFICATION OF SUCCESSFUL COMPLETION OF THE COURSE. ALL RECIPIENTS AGREE TO REMAIN EMPLOYED FOR ONE YEAR AFTER RECEIPT OF THE SCHOLARSHIP. IF TERMINATION IS PRIOR TO ONE YEAR, THE RECIPIENT AGREES TO RETURN A PRORATED PORTION. X 1 1 X X X X 1 0 0 0 0 0 0 0 0 DR JACOB PREUS TERMED 93014 FORMER EVP 172985 0 0 0 0 0 0 0 41067 0 214052 0 0 0 DR JOHN BAUER TERMED 9814 FORMER PRESIDENT & CEO 348349 0 0 0 0 0 0 0 16268 0 364617 0 0 0 JACK TOBIAS V.P. OF FINANCE 257499 0 0 0 0 0 0 0 13326 0 270825 0 0 0 JEFFREY KACZMARSKI EVP & VP LEGAL 229238 0 0 0 0 0 0 0 16952 0 246190 0 0 0 JOHN TWARDOS TERMED 63015 FORMER V.P. OF OPERATIONS 215111 0 0 0 0 0 0 0 16952 0 232063 0 0 0 DR MICHAEL THIRTLE PRESIDENT & CEO 218030 0 0 0 0 0 0 0 16952 0 234982 0 0 0 DAVID MORSTAD EXEC. DIR. BETHESDA INSTITUTE TERMED 145200 0 0 0 0 0 0 0 13167 0 158367 0 0 0 DEBBORAH ZUBKE DIVISION OPERATING OFFICER 175214 0 0 0 0 0 0 0 7237 0 182451 0 0 0 JOHN NICKELS DIR OF LEADERSHIP RELATIONS 164128 0 0 0 0 0 0 0 16234 0 180362 0 0 0 KELLY THRAN VP QUALITY 153248 0 0 0 0 0 0 0 7583 0 160831 0 0 0 MIKE HOFFMAN FORMER VP HR TERMED 4/13/15 169158 0 0 0 0 0 0 0 16904 0 186062 0 0 0 PART I, LINE 1A DIRECTOR SPOUSE TRAVEL IS REIMBURSED UPON REQUEST FOR UP TO TWO (OUT OF FOUR) BOARD MEETINGS PER YEAR. DIRECTORS RECEIVE NO COMPENSATION OF ANY NATURE FOR THEIR SERVICES AS DIRECTORS. THE REIMBURSEMENT IS INTENDED TO PERMIT DIRECTOR SPOUSES TO ATTEND (1) THE NOVEMBER ORGANIZATION ANNUAL MEETING HELD IN WISCONSIN AND (2) ONE OTHER REGULAR BOARD OF DIRECTORS MEETING HELD AWAY FROM WISCONSIN, AT WHICH DIRECTOR SPOUSES ARE EXPECTED TO PARTICIPATE IN ORGANIZED PROGRAM VOLUNTEER WORK, FUNDRAISING EVENTS WHERE DONORS AND POTENTIAL DONORS AND THEIR SPOUSES ARE INVITED, AND OTHER BUSINESS RELATED FUNCTIONS. SCHEDULE J, PART I, LINE 4: DR. JOHN BAUER SEVERANCE PAY OF $331,974 JOHN TWARDOS SEVERANCE PAY OF $23,414 DAVID MORSTAD SEVERANCE PAY OF $119,236 MIKE HOFFMAN SEVERANCE PAY $47,834 X 5724883 RESALE VALUE X 1 2050 FAIR MARKET VALUE X 11 53218 FAIR MARKET VALUE 0 1 1 PART I, LINE 32B: BETHESDA USES A BROKERAGE FIRM TO SELL ALL GIFTS OF DONATED SECURITIES. FORM 990, PART I, LINE 1: BETHESDA LUTHERAN COMMUNITIES IS A CHRISTIAN ORGANIZATION PROVIDING HOMES AND OTHER SERVICES TO PEOPLE WITH DEVELOPMENTAL DISABILITIES TO HELP THEM LIVE THE LIVES THEY WANT. BETHESDA PROVIDES HOMES, APARTMENTS, AND OTHER STRUCTURED SETTINGS FOR THE PEOPLE IT SUPPORTS IN 300 PROGRAMS IN 14 STATES. THESE HOMES CAN INCLUDE COMMUNITY-BASED GROUP HOMES, HOST HOMES OR FAMILY CAREGIVER PROGRAMS. THE ORGANIZATION EXTENDS GOD'S LOVE BY DEDICATING A SIGNIFICANT AMOUNT OF ITS RESOURCES TO PROVIDE DAY PROGRAMS, SPIRITUAL SUPPORT SERVICES, CAMPS, VOCATIONAL TRAINING AND OTHER PERSONAL GROWTH OPPORTUNITIES FOR THE PEOPLE IT SUPPORTS. BETHESDA LAUNCHED A ROBUST MARKETING CAMPAIGN CALLED #IAMHUMAN IN 2015. THIS CAMPAIGN ENCOURAGES INTERNAL AND EXTERNAL STAKEHOLDERS TO FOCUS ON PEOPLE'S UNIQUE GIFTS INSTEAD OF DISABILITIES AND SHORTCUMMINGS. THE CAMPAIGN MOBILIZED BETHESDA STAKEHOLDERS IN A WAY THAT HAD NOT BEEN DONE BEFORE. IN 2015, BETHESDA AND THE LUTHERAN CHURCH EXTENSION FUND (LCEF) LAUNCHED A JOINT EFFORT IN WHICH MORE THAN 170 PROPERTIES IN 14 STATES ACROSS THE US WILL BE UPDATED AND REMODELED OVER THE NEXT THREE YEARS BY MEMBERS OF LABORERS FOR CHRIST. THIS PARTNERSHIP, WHILE OFFERING REWARDING WORK AND VOLUNTEER OPPORTUNITIES, IS ESTIMATED TO SAVE BETHESDA BETWEEN $1 TO 2 MILLION IN LABOR COST MAINTENANCE. SINCE BETHESDA'S FIRST THRIFT SHOP OPENED IN THE 1960S, THE STORES HAVE BEEN A DIRECT WAY FOR MEMBERS OF THE COMMUNITY TO SUPPORT AND CONNECT WITH OUR MISSION. OPERATING 19 THRIFT SHOPS IN EIGHT STATES PROVIDES LOCAL, AFFORDABLE SHOPPING OPTIONS TO FAMILIES IN THE COMMUNITIES WE SERVE AND EMPLOYMENT OPPORTUNITIES FOR PEOPLE OF ALL ABILITIES. WHEN INDIVIDUALS SHOP AT, DONATE TO, OR VOLUNTEER AT A THRIFT SHOP, BETHESDA'S MISSION TO ENHANCE THE LIVES OF PEOPLE WITH INTELLECTUAL AND DEVELOPMENTAL DISABILITIES IS FULFILLED. FORM 990, PART VI, SECTION A, LINE 6 THE ARTICLES OF INCORPORATION OF BETHESDA LUTHERAN COMMUNITIES, INC.(THE "CORPORATION") PROVIDES FOR BOTH INDIVIDUAL AND CONGREGATIONAL MEMBERSHIPS. ANY INDIVIDUAL WHO IS A COMUNICANT MEMBER OF A CONGREGATION AFFILIATED WITH THE LUTHERAN CHURCH- MISSOURI SYNOD, THE WISCONSIN EVANGELICAL LUTHERAN SYNOD, OR THE EVANGELICAL LUTHERAN SYNOD MAY BECOME A MEMBEROF THE CORPORATION UPON APPLICATION AND PAYMENT OF MEMBERSHIP DUES AS FIXED IN THE BYLAWS. ADDITIONALLY, ANY INDIVIDUAL WHO WAS AN INDIVIDUAL VOTING MEMBER OF GOOD SHEPHERD LUTHERAN HOME OF THE WEST D/B/A GOOD SHEPHERD COMMUNITIES ("GOOD SHEPHERD"), AS OF THE DATE THE CORPORATION ACQUIRED CONTROL OF GOOD SHEPHERD (I.E. SEPTEMBER 1, 2009), COULD BECOME A MEMBER OF THE CORPORATION UPON SUBMISSION OF AN APPLICATION POSTMARKED WITHIN SIXTY (60) DAYS OF THE DATE THE CORPORATION ACQUIRED CONTROL OF GOOD SHEPHERD. THIS ACQUISITION-RELATED PATH TO MEMBERSHIP HAS EXPIRED AND IS NO LONGER AVAILABLE. ANY INDIVIDUAL MEMBER OF THE CORPORATION AS DESCRIBED ABOVE WHO SHALL NOT BE MORE THAN SIX (6) MONTHS IN ARREARS IN DUES AND SHALL HAVE ATTAINED THE AGE OF EIGHTEEN (18) SHALL BE ELEGIBLE TO VOTE; AND ANY VOTING MEMBER WHO SHALL HAVE ATTAINED THE AGE OF TWENTY-FIVE (25) SHALL BE ELEGIBLE TO BE ELECTED AS A DIRECTOR OF THE CORPORATION. ANY CONGREGATION AFFILIATED WITH THE LUTHERAN CHURCH - MISSOURI SYNOD, THE WISCONSIN EVANGELICAL LUTHERAN SYNOD, OR THE EVANGELICAL LUTHERAN SYNOD MAY HOLD A CONGREGATIONAL MEMBERSHIP IN THE CORPORATION UPON APPLICATION AND PAYMENT OF CONGREGATIONAL MEMBERSHIP DUES AS FIXED IN THE BYLAWS; A MEMBER CONGREGATION MAY BE REPRESENTED AT THE CORPORATION MEETING BY ONE (1) ELECTED REPRESENTATIVE. ANY CONGREGATION WHICH IS NOT MORE THAN SIX (6) MONTHS IN ARREARS IN DUES SHALL BE ENTITLED TO HAVE ITS REPRESENTATIVE VOTE. FORM 990, PART VI, SECTION A, LINE 7A SEE NARRATIVE FOR FORM 990, PART VI, SECTION A, LINE 6. FORM 990, PART VI, SECTION A, LINE 7B BETHESDA LUTHERAN COMMUNITIES, INC. ("BETHESDA") MEMBERS HAVE THE FOLLOWING POLITICAL RIGHTS IN BETHESDA: MEMBERS HAVE THE RIGHT TO VOTE IN DIRECTOR ELECTIONS; ANY SUBSTANTIVE AMENDMENTS TO BETHESDA'S ARTICLES OF INCORPORATION MUST BE APPROVED BY ITS MEMBERSHIP, WIS. STAT. SECTION 181.1002 & .1003; BETHESDA MEMBERS MAY COMPEL A SPECIAL MEETING OF THE MEMBERSHIP, IF REQUESTED BY 25 MEMBERS; EVERY DIRECTOR IS REQUIRED TO BE A MEMBER IN GOOD STANDING; AND BETHESDA MEMBERS MAY AMEND THE BYLAWS AT A REGULAR ANNUAL OR SPECIAL MEMBERSHIP MEETING. FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 WAS PREPARED BY STAFF AND REVIEWED AND APPROVED BY THE SR. VICE-PRESIDENT OF ADMINISTRATIVE SERVICES, THE ORGAINZATION'S CHIEF FINANCIAL OFFICER. THE FORM 990 WAS THEN PRESENTED TO THE BOARD OF DIRECTORS FOR REVIEW. FORM 990, PART VI, SECTION B, LINE 12C ANNUALLY EACH NOVEMBER, EVERY DIRECTOR IS REQUIRED TO ASSESS THE PORTENTIAL FOR ANY CONFLICTS OF INTEREST AND SIGN A FORM THAT DISCLOSES WHETHER THE DIRECTOR HAS ANY POTENTIAL CONFLICTS OF INTEREST. THE ORGANIZATION'S COMPLIANCE AND RISK MANAGEMENT TEAM AUDITS WHETHER EVERY DIRECTOR HAS SUBMITTED A SIGNED CONFLICTS OF INTEREST DISCLOSURE FORM, AND ENSURES THAT THIS IS DONE ANNUALLY FOR EVERY DIRECTOR. FORM 990, PART VI, SECTION B, LINE 15 THE BOARD OF DIRECTORS EXECUTIVE COMMITTEE SERVES AS A COMPENSATION COMMITTEE WITH THE DUTY TO REVIEW AND MAKE FINDINGS AS TO THE REASONABLENESS OF (I) THE COMPENSATION PAID AND BENEFITS PROVIDED TO THE PRESIDENT AND CHIEF EXECUTIVE OFFICER, AND (II) THE RECOMMENDATIONS OF THE PRESIDENT AND CHIEF EXECUTIVE OFFICER FOR THE COMPENSATION RANGES AND BENEFIT LEVELS FOR THE SR. VICE PRESIDENT OF ADMINISTRATIVE SERVICES, SR. VICE PRESIDENT OF OPERATIONS AND ALL OTHER PERSONS WHOM IT DETERMINES TO BE IN A POSITION TO EXERCISE SUBSTANTIAL INFLUENCE OVER THE AFFAIRS OF THE CORPORATION WITHIN THE MEANING OF SECTION 4958 OF THE INTERNAL REVENUE CODE ("DISQUALIFIED PERSONS"). IN DOING SO IT (1) IDENTIFIES ALL DISQUALIFIED PERSONS, AND ANNUALLY REPORTS THE IDENTITY OF SUCH PERSONS TO THE BOARD OF DIRECTORS; (2) PERIODICALLY (AT LEAST IN EVERY ODD-NUMBER YEAR) REVIEWS AND DETERMINES THE REASONABLENESS OF THE COMPENSATION AND BENEFIT LEVELS OF THE PRESIDENT AND CHIEF EXECUTIVE OFFICER; (3) PERIODICALLY (AT LEAST IN EVERY ODD-NUMBER YEAR) REVIEWS AND DETERMINES THE REASONABLENESS OF THE RECOMMENDATIONS OF THE PRESIDENT AND CHIEF EXECUTIVE OFFICER FOR THE COMPENSATION RANGES AND BENEFIT LEVELS OF OTHER DISQUALIFIED PERSONS; (4) CONSIDERS ALL INCENTIVES, PERQUISITES, DEFERRED COMPENSATION AND ANYTHING OF VALUE WHEN CONSIDERING THE REASONABLENESS OF COMPENSATION OR BENEFIT LEVELS; (5) OBTAINS FROM SOURCES OUTSIDE THE CORPORATION OBJECTIVE, MARKET COMPARABLE COMPENSATION AND BENEFIT LEVEL DATA; (6) DOCUMENTS ITS CONSIDERATIONS AND DETERMINATIONS IN WRITTEN REPORTS; AND (7) AT LEAST ANNUALLY REPORT ITS ACTIVITIES AND FINDINGSTO THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION C, LINE 19 THE CORPORATION'S GOVERNING DOCUMENTS INCLUDING CONFLICTS OF INTEREST POLICY, 990 TAX RETURNS AND CURRENT AUDITED FINANCIAL STATEMENTS ARE AVAILABLE ON THE ORGANIZATION'S PUBLIC WEB SITE (HTTP://BETHESDALUTHERANCOMMUNITIES.ORG) AND TO THE PUBLIC UPON REQUEST. FORM 990, PART XI, LINE 9: CHANGE IN NET ASSETS OF FOUNDATION AND HUD CORPORATIONS (UNRESTRICTED) -20,215,613. CHANGE IN NET ASSETS OF FOUNDATION (RESTRICTED) -1,417,727. MARKET ADJUSTMENT ON INVESTMENTS (UNRESTRICTED) ACTUARIAL CHANGE IN SPLIT INTEREST AGREEMENTS (UNRESTRICTED) -40,599. RESTRICTED INVESTMENT INCOME 23,224. MARKET ADJUSTMENT ON FIXED INCOME INVESTMENTS -123,305. ADJUSTMENT TO UNFUNDED PENSION LIABILITY -9,141,740. TRANSFER OF ASSETS FROM FOUNDATION 17,814,850. BETHESDA LUTHERAN FOUNDATION INC 600 HOFFMANN DRIVE WATERTOWN WI 53094 391336413 RAISE FUNDS FOR BETHESDA LUTHERAN COMMUNITIES, INC. WI 501(C)(3) 11, TYPE I BETHESDA LUTHERAN COMMUNITIES INC 1 GOOD SHEPHERD RESIDENCE INC (HUD) 600 HOFFMANN DRIVE WATERTOWN WI 53094 942576886 LOW INCOME HOUSING CA 501(C)(3) 9 BETHESDA LUTHERAN COMMUNITIES INC 1 GOOD SHEPHERD OF WASHINGTON (HUD) 600 HOFFMANN DRIVE WATERTOWN WI 53094 911323920 LOW INCOME HOUSING WA 501(C)(3) 9 BETHESDA LUTHERAN COMMUNITIES INC 1 GOOD SHEPHERD OF WASHINGTON II (HUD) 600 HOFFMANN DRIVE WATERTOWN WI 53094 911369875 LOW INCOME HOUSING WA 501(C)(3) 9 BETHESDA LUTHERAN COMMUNITIES INC 1 GOOD SHEPHERD CORPORATION OF OREGON (HUD) 600 HOFFMANN DRIVE WATERTOWN WI 53094 943043530 LOW INCOME HOUSING OR 501(C)(3) 9 BETHESDA LUTHERAN COMMUNITIES INC 1 OREGON GOOD SHEPHERD LUTHERAN HOME INC (HUD) 600 HOFFMANN DRIVE WATERTOWN WI 53094 943043533 LOW INCOME HOUSING OR 501(C)(3) 9 BETHESDA LUTHERAN COMMUNITIES INC 1 GOOD SHEPHERD OF COLORADO I (HUD) 600 HOFFMANN DRIVE WATERTOWN WI 53094 742676369 LOW INCOME HOUSING CO 501(C)(3) 9 BETHESDA LUTHERAN COMMUNITIES INC 1 CREATING POSSIBILITIES INC (HUD) 600 HOFFMANN DRIVE WATERTOWN WI 53094 841261170 LOW INCOME HOUSING CO 501(C)(3) 9 BETHESDA LUTHERAN COMMUNITIES INC 1 FAITH VILLAGE INC (HUD) 600 HOFFMANN DRIVE WATERTOWN WI 53094 480919671 LOW INCOME HOUSING KS 501(C)(3) 9 BETHESDA LUTHERAN COMMUNITIES INC 1 FAITH VILLAGE IV INC (HUD) 600 HOFFMANN DRIVE WATERTOWN WI 53094 481066940 LOW INCOME HOUSING KS 501(C)(3) 9 BETHESDA LUTHERAN COMMUNITIES INC 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 BETHESDA LUTHERAN FOUNDATION INC C 17814850 CASH TRANSFER