2015-01-12T09:30:54-06:00 2014-02-25 420714325 MCGLADREY LLP 117 E MAIN ST STE 210 GALESBURG IL 61401 990 2013-04-01 364143612 CONCEPTS PLUS INC CONC 3093431550 285 SOUTH FARNHAM STREET GALESBURG IL 61401 JEFFREY SHAW PRESIDENT 3093431550 2014-12-11 1 BEN MCMAHAN P00702421 3093428026 2013 2016-02-25 16:41:14Z X JEFFREY SHAW 285 SOUTH FARNHAM STREET GALESBURG IL 61401 1840075 0 X N/A X 1996 IL TO PROVIDE & OPERATE LONG-TERM CARE FACILITIES FOR THE DEVELOPMENTALLY DISABLED. X 0 0 58 0 0 0 81 14 1969107 1803160 9349 36901 0 0 1978537 1840075 0 0 0 0 1019707 874839 0 0 0 690611 650190 1710318 1525029 268219 315046 6970909 0 130934 0 6839975 0 X THE MISSION OF THE ORGANIZATION IS ARTICULATED IN ITS ARTICLES OF INCORPORATION AS FOLLOWS:THE CORPORATION IS ORGANIZED EXCLUSIVELY FOR CHARITABLE PURPOSES AS DEFINED IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED. IN FURTHERANCE OF THOSE CHARITABLE PURPOSES, THE CORPORATION SHALL BE EMPOWERED TO BUILD, LEASE, ACQUIRE AND OTHERWISE OWN AND OPERATE RESIDENTIAL FACILITIES, NURSING FACILITIES AND OTHER RELATED FACILITIES AND SERVICES FOR THE ELDERLY, MENTALLY RETARDED, MENTALLY ILL, DEVELOPMENTALLY DISABLED AND OTHER LIKE CONDITIONS WITHOUT REGARD TO RACE, RELIGION, COLOR, SEX, CREED OR NATIONAL ORIGIN OF SAID PERSONS. THE CORPORATION WILL NOT ENGAGE IN THE PRACTICE OF MEDICINE NOR RENDER ANY LICENSED PROFESSIONAL SERVICES. 0 0 1399186 1803160 ALL PROGRAM SERVICES RELATE TO PROVIDING AND OPERATING LONG-TERM CARE FACILITIES AND OTHER RELATED SERVICES TO THE DEVELOPMENTALLY DISABLED. THE ORGANIZATION OPERATED 2 FACILITIES WITH A COMBINED TOTAL OF 32 BEDS UNTIL THE ORGANIZATION MERGED WITH ITS PARENT 501(C)(3) ORGANIZATION, FRANCES HOUSE, INC., ON FEBRUARY 25, 2014. 1399186 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 1 0 0 0 1 5 0 1 58 1 0 0 0 0 0 0 0 0 0 0 X 0 0 0 1 0 0 0 1 0 1 1 0 0 1 1 1 1 0 0 0 0 0 IL X X RON WILSON RFMS INC 3093431550 285 SOUTH FARNHAM STREET GALESBURG IL 61401 X X JEFFREY SHAW PRESIDENT 1.00 1.00 X X 0 0 0 KENNETH PYSZKA SECRETARY 1.00 1.00 X X 0 0 0 GORDON MONN DIRECTOR 1.00 1.00 X 0 0 0 JOHN CARMODY DIRECTOR 1.00 1.00 X 0 0 0 RON WILSON RFMS INC CFO 40.00 X 0 0 0 0 0 0 0 0 0 0 0 14 14 MEDICARE & MEDICAID 623000 1572444 1572444 PRIVATE PAY RESIDENT S 623000 220260 220260 AID TRAINING INCOME 623000 10456 10456 1803160 36901 36901 1840075 1803160 0 36901 750196 725811 24385 7579 7333 246 53409 51673 1736 63655 61586 2069 115418 76453 38965 24593 24593 17774 17774 482 482 25290 25290 1514 1363 151 17982 14230 3752 2772 2218 554 34799 33916 883 19973 19516 457 18585 16727 1858 55593 52813 2780 8165 4370 3795 SUPPLIES & SMALL EQUIPM 162560 162560 MEDICAID ASSESSMENT TAX 106663 106663 EQUIPMENT RENTAL & MAIN 34029 33933 96 SUBSCRIPTIONS & FEES 2739 1577 1162 1259 1154 105 1525029 1399186 125843 0 X 412294 0 2592731 0 0 908807 0 0 0 0 0 16892 0 0 0 835185 0 0 0 2205000 0 0 0 6970909 0 109934 0 1000 0 20000 0 130934 0 X 6839975 0 6839975 0 6970909 0 X 315046 -422 -7154599 X X 0 1 X 1 0 X 871 45 563 81 14 1574 1812349 1739362 1947577 1969107 1803160 9271555 1813220 1739407 1948140 1969188 1803174 9273129 0 0 0 9273129 12332 40664 12897 9349 36901 112143 12332 40664 12897 9349 36901 112143 1825552 1780071 1961037 1978537 1840075 9385272 0.98810 0.98610 0.01190 0.01390 X SCHEDULE A, PART III - COLUMN (E) THE ORGANIZATION'S CURRENT TAX YEAR IS A SHORT YEAR (APRIL 1, 2013 - FEBRUARY 25, 2014), DUE TO THE ORGANIZATION'S DISSOLUTION UPON MERGER WITH ITS 501(C)(3) PARENT ORGANIZATION, FRANCES HOUSE, INC. (EIN: 37-1087901). SEE ATTACHED PLAN AND AGREEMENT OF MERGER DOCUMENT EFFECTIVE FEBRUARY 25, 2014. 482 482 1399186 1399668 214967 53742 0 0 212151 225478 229602 214967 882198 1323297 545 602 593 482 2222 53038 56370 57401 53742 220551 330827 0 X PART X, LINE 2: FRANCES HOUSE, INC. AND SUBSIDIARIES ARE EXEMPT FROM INCOME TAXES UNDER SECTIONS 501(C)(3) OR 501(C)(2) OF THE INTERNAL REVENUE CODE. THEREFORE, NO PROVISION HAS BEEN MADE FOR FEDERAL OR STATE INCOME TAXES. MANAGEMENT EVALUATED THE ORGANIZATION'S TAX POSITIONS AND CONCLUDED THAT THE ORGANIZATION HAD TAKEN NO UNCERTAIN TAX POSITIONS THAT REQUIRE ADJUSTMENT TO THE FINANCIAL STATEMENTS TO COMPLY WITH THE PROVISIONS OF THIS GUIDANCE. WITH FEW EXCEPTIONS, THE ORGANIZATION IS NO LONGER SUBJECT TO EXAMINATION BY THE INTERNAL REVENUE SERVICE FOR YEARS BEFORE 2010. CASH 2014-02-25 2326669 BOOK VALUE AT DATE OF DISTRIBUTION 371087901 FRANCES HOUSE INC 285 SOUTH FARNHAM STREET GALESBURG IL 61401 501(C)(3) INVESTMENTS 2014-02-25 1540866 FAIR MARKET VALUE AT DATE OF DISTRIBUTION 371087901 FRANCES HOUSE INC 285 SOUTH FARNHAM STREET GALESBURG IL 61401 501(C)(3) ACCOUNTS RECEIVABLE 2014-02-25 302472 BOOK VALUE AT DATE OF DISTRIBUTION 371087901 FRANCES HOUSE INC 285 SOUTH FARNHAM STREET GALESBURG IL 61401 501(C)(3) INTERCOMPANY RECEIVABLE 2014-02-25 2205000 BOOK VALUE AT DATE OF DISTRIBUTION 371087901 FRANCES HOUSE INC 285 SOUTH FARNHAM STREET GALESBURG IL 61401 501(C)(3) LAND 2014-02-25 253575 NET BOOK VALUE ON DATE OF DISTRIBUTION 371087901 FRANCES HOUSE INC 285 SOUTH FARNHAM STREET GALESBURG IL 61401 501(C)(3) BUILDINGS 2014-02-25 423978 NET BOOK VALUE ON DATE OF DISTRIBUTION 371087901 FRANCES HOUSE INC 285 SOUTH FARNHAM STREET GALESBURG IL 61401 501(C)(3) LEASEHOLD IMPROVEMENTS 2014-02-25 54311 NET BOOK VALUE AT DATE OF DISTRIBUTION 371087901 FRANCES HOUSE INC 285 SOUTH FARNHAM STREET GALESBURG IL 61401 501(C)(3) EQUIPMENT 2014-02-25 47728 NET BOOK VALUE AT DATE OF DISTRIBUTION 371087901 FRANCES HOUSE INC 285 SOUTH FARNHAM STREET GALESBURG IL 61401 501(C)(3) 0 0 0 0 1 1 1 1 0 PART I, LINE 2E: PERSON(S) INVOLVED: COMMON BOARD OF DIRECTORS PART I, LINE 2E: EXPLANATION OF INVOLVEMENT: CONCEPTS PLUS, INC., WAS A SUBSIDIARY OF FRANCES HOUSE, INC. PRIOR TO THEIR MERGER EFFECTIVE FEBRUARY 25, 2014. BOTH ORGANIZATIONS SHARED A COMMON BOARD OF DIRECTORS WHO REMAINED THE DIRECTORS OF FRANCES HOUSE, INC. AFTER THE MERGER. FORM 990, PART VI THE ORGANIZATION ENTERED INTO A PLAN AND AGREEMENT OF MERGER WITH ITS PARENT 501(C)(3) ORGANIZATION, FRANCES HOUSE, INC., EFFECTIVE FEBRUARY 25, 2014. THE AGREEMENT MERGED CONCEPTS PLUS, INC. AND FRANCES HOUSE, INC. INTO A SINGLE CORPORATION, WITH FRANCES HOUSE, INC. BEING THE SURVIVING CORPORATION OF THE MERGER. CONCEPTS PLUS, INC. AND FRANCES HOUSE, INC. HAVE ALWAYS SHARED A COMMON BOARD OF DIRECTORS. SEE SCHEDULE N AND THE ATTACHED AGREEMENT OF MERGER DOCUMENT FOR ADDITIONAL DETAILS. FORM 990, PART VI, SECTION A, LINE 1 DURING THE TAX YEAR, THE ORGANIZATION HAD FOUR INDEPENDENT VOTING MEMBERS OF THE GOVERNING BODY WHO ARE LISTED ON FORM 990, PART VII, SECTION A. AS OF FEBRUARY 25, 2014, CONCEPTS PLUS, INC. WAS DISSOLVED UPON MERGER INTO ITS PARENT 501(C)(3) ORGANIZATION, FRANCES HOUSE, INC. FRANCES HOUSE, INC. AND CONCEPTS PLUS, INC. SHARED A COMMON BOARD OF DIRECTORS ALL OF WHOM REMAINED ON THE FRANCES HOUSE, INC. BOARD OF DIRECTORS AFTER THE MERGER. FORM 990, PART VI, SECTION A, LINE 3 THE ORGANIZATION RECEIVES SUPPORT SERVICES FROM LTC SUPPORT SERVICES, LLC., AN UNRELATED COMPANY. THESE SERVICES INCLUDE OVERSIGHT, TRAINING, REGULATORY COMPLIANCE, QUALITY ASSURANCE PROGRAMS, HUMAN RESOURCE SUPPORT, MARKETING AND MAINTENANCE. FRANCES HOUSE, INC., (PARENT ORGANIZATION OF CONCEPTS PLUS, INC.) OWNS 12.5% OF LTC SUPPORT SERVICES, LLC., AND RESIDENTIAL ALTERNATIVES OF ILLINOIS, INC., (AN ORGANIZATION RELATED TO CONCEPTS PLUS, INC., THROUGH COMMON OWNERSHIP) OWNS 12.5% OF LTC SUPPORT SERVICES, LLC. THE REMAINING 75% OF LTC SUPPORT SERVICES, LLC, IS OWNED BY UNRELATED EXEMPT ORGANIZATIONS. THE ORGANIZATION ALSO HAS A NEGOTIATED ARMS LENGTH ADMINISTRATIVE SERVICES CONTRACT WITH RFMS, INC., AN UNRELATED COMPANY, TO OBTAIN SERVICES SUCH AS CASH MANAGEMENT, ACCOUNTING AND FINANCIAL REPORTING, PAYROLL AND EMPLOYEE BENEFITS, INFORMATION TECHNOLOGY, REGULATORY MATTERS, AND OTHER GENERAL BUSINESS AND FINANCIAL MANAGEMENT SERVICES AS REQUIRED. FORM 990, PART VI, SECTION A, LINE 7A THE ORGANIZATION WAS A SUBSIDIARY OF FRANCES HOUSE, INC. UNTIL FEBRUARY 25, 2014, WHEN CONCEPTS PLUS, INC. MERGED INTO FRANCES HOUSE, INC. FRANCES HOUSE, INC., WAS THE MEMBER OF THE ORGANIZATION PRIOR TO THE MERGER. FRANCES HOUSE, INC., ELECTS THE GOVERNING BODY ON AN ANNUAL BASIS. FORM 990, PART VI, SECTION B, LINE 11 EACH MEMBER OF THE BOARD OF DIRECTORS RECEIVES A PAPER COPY OF FORM 990 FOR THEIR REVIEW AND COMMENT PRIOR TO ITS FILING. THE BOARD ALSO REVIEWS IN DETAIL EACH FORM 990 FILED BY THE ORGANIZATION AT ITS REGULARLY SCHEDULED BOARD MEETINGS. ON AN ANNUAL BASIS, EACH BOARD MEMBER ATTENDS A TRAINING SESSION THAT PROVIDES UPDATES ON CURRENT EXEMPT ORGANIZATION TAX COMPLIANCE MATTERS. FORM 990, PART VI, SECTION B, LINE 12C ALL OFFICERS, DIRECTORS AND KEY EMPLOYEES ARE REQUIRED TO ATTEST TO THEIR COMPLIANCE WITH THE CONFLICT OF INTEREST POLICY ON AN ANNUAL BASIS. THE BOARD OF DIRECTORS REVIEWS ALL COMPLETED CONFLICT OF INTEREST STATEMENTS TO DETERMINE IN ANY CONFLICTS EXIST WHICH WOULD REQUIRE RESTRICTION ON PARTICIPATION IN THE GOVERNING BODY'S DELIBERATIONS AND DECISIONS IN ANY TRANSACTIONS INVOLVING THE ORGANIZATION. FORM 990, PART VI, SECTION C, LINE 18 A PAPER COPY OF FORM 990 IS PROVIDED UPON REQUEST. THE ORGANIZATION'S FORM 990 IS ALSO AVAILABLE VIA THE GUIDESTAR.ORG WEBSITE AND THROUGH THE ATTORNEY GENERAL'S OFFICE OF THE STATE OF ILLINOIS. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC EXCEPT THROUGH PUBLIC FILING REQUIREMENTS. FORM 990, PART VII, SECTION A, COLUMN B: APPROXIMATELY ONE HALF OF THE AVERAGE HOURS PER WEEK ESTIMATED FOR EACH DIRECTOR IS DEVOTED TO RELATED ORGANIZATIONS LISTED ON SCHEDULE R. FORM 990, PART VII, SECTION A, COLUMN F: RON WILSON IS EMPLOYED BY RFMS, INC., AN UNRELATED ORGANIZATION WHICH HAS AN ADMINISTRATIVE SERVICES CONTRACT WITH CONCEPTS PLUS, INC. THE TYPE OF SERVICES PROVIDED BY RFMS, INC., ARE DETAILED IN THE SCHEDULE O EXPLANATION ABOVE RELATIVE TO FORM 990, PART VI, SECTION A, LINE 3. RON WILSON IS THE CHIEF FINANCIAL OFFICER OF RFMS, INC. HIS COMPENSATION REPORTED ON HIS RFMS, INC. FORM W-2, BOX 5 FOR CALENDAR YEAR 2013 IS $173,862. RON WILSON'S COMPENSATION AMOUNT AND HOURS HAVE NOT BEEN PRORATED BASED ON TIME SPENT FOR EACH OF THE NINETEEN ORGANIZATIONS TO WHOM SERVICES ARE PROVIDED BY RFMS, INC. FORM 990, PART X: THE BALANCE SHEET FOR CONCEPTS PLUS, INC. AS OF THE END OF THE YEAR IS ZERO, SINCE THE ORGANIZATION WAS DISSOLVED UPON MERGER OF ALL NET ASSETS INTO FRANCES HOUSE, INC. EFFECTIVE FEBRUARY 25, 2014. FRANCES HOUSE, INC. WAS THE 501(C)(3) PARENT ORGANIZATION OF CONCEPTS PLUS, INC., AND IS THE SURVIVING CORPORATION AFTER THE MERGER. FORM 990, PART XI, LINE 9: ASSETS MERGED INTO PARENT ORGANIZATION, FRANCES HOUSE,INC (EIN: 37-1087901) -7,154,599. FORM 990, PART XII, LINE 2C: THE PROCESS FOR OVERSIGHT OF THE AUDIT AND SELECTION OF INDEPENDENT ACCOUNTANT HAS NOT CHANGED FROM THE PRIOR YEAR. FORM 990, PART XII, LINE 2B: THE FINANCIAL STATEMENTS OF CONCEPTS PLUS, INC., WERE AUDITED AS PART OF THE CONSOLIDATED FINANCIAL REPORT ISSUED FOR FRANCES HOUSE, INC., AND SUBSIDIARIES. FRANCES HOUSE INC 285 SOUTH FARNHAM STREET GALESBURG IL 61401 371087901 OPERATION OF LONG-TERM CARE FACILITIES FOR THE DEVELOPMENTALLY DISABLED. IL 501(C)(3) LINE 9 N/A 0 PINNACLE OPPORTUNITIES INC 285 SOUTH FARNHAM STREET GALESBURG IL 61401 364143605 OPERATION OF LONG-TERM CARE FACILITIES FOR THE DEVELOPMENTALLY DISABLED. IL 501(C)(3) LINE 9 N/A 0 PIONEER CONCEPTS INC 285 SOUTH FARNHAM STREET GALESBURG IL 61401 364143602 OPERATION OF LONG-TERM CARE FACILITIES FOR THE DEVELOPMENTALLY DISABLED. IL 501(C)(3) LINE 9 N/A 0 RESIDENTIAL ALTERNATIVES OF ILLINOIS INC 285 SOUTH FARNHAM STREET GALESBURG IL 61401 371223846 OPERATES ELDERLY SKILLED NURSING,ASSISTED/INDEPNDNT LIVING FACILITIES IL 501(C)(3) LINE 9 N/A 0 CLINTON PARK LANE LTD NFP 285 SOUTH FARNHAM STREET GALESBURG IL 61401 262341666 ACQUIRING & HOLDING TITLE TO PROPERTY; REMITTING ALL INCOME TO 501(C)(3) IL 501(C)(2) N/A 0 FREEPORT NAVAJO LTD NFP 285 SOUTH FARNHAM STREET GALESBURG IL 61401 262341569 ACQUIRING & HOLDING TITLE TO PROPERTY; REMITTING ALL INCOME TO 501(C)(3) IL 501(C)(2) N/A 0 FREEPORT MANOR COURT LTD NFP 285 SOUTH FARNHAM STREET GALESBURG IL 61401 262905838 NO ACTIVITY IL 501(C)(2) N/A 0 GENESEO SOUTH CHICAGO LTD NFP 285 SOUTH FARNHAM STREET GALESBURG IL 61401 262341757 NO ACTIVITY IL 501(C)(2) N/A 0 MANOR COURT OF PRINCETON LTD NFP 285 SOUTH FARNHAM STREET GALESBURG IL 61401 262865939 NO ACTIVITY IL 501(C)(2) N/A 0 PEORIA MANOR COURT LTD NFP 285 SOUTH FARNHAM STREET GALESBURG IL 61401 262341694 ACQUIRING & HOLDING TITLE TO PROPERTY; REMITTING ALL INCOME TO 501(C)(3) IL 501(C)(2) N/A 0 PEORIA STALWORTH LTD NFP 285 SOUTH FARNHAM STREET GALESBURG IL 61401 262341610 ACQUIRING & HOLDING TITLE TO PROPERTY; REMITTING ALL INCOME TO 501(C)(3) IL 501(C)(2) N/A 0 PERU BECKER LTD NFP 285 SOUTH FARNHAM STREET GALESBURG IL 61401 262341728 ACQUIRING & HOLDING TITLE TO PROPERTY; REMITTING ALL INCOME TO 501(C)(3) IL 501(C)(2) N/A 0 STREATOR EASTWOOD LTD NFP 285 SOUTH FARNHAM STREET GALESBURG IL 61401 262341779 NO ACTIVITY IL 501(C)(2) N/A 0 RFMS INC MEDICAL BENEFIT PLAN TRUST 285 SOUTH FARNHAM STREET GALESBURG IL 61401 367042729 MEDICAL, ST DISABILITY & DEATH BENEFITS FOR ELIGIBLE EMPLOYEES IL 501(C)(9) N/A 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 SCHEDULE R, PART II: CONCEPTS PLUS, INC., WAS A SUBSIDIARY OF FRANCES HOUSE, INC. UNTIL FEBRUARY 25, 2014, WHEN CONCEPTS PLUS, INC. WAS DISSOLVED UPON MERGER WITH FRANCES HOUSE, INC. SEE PLAN AND AGREEMENT OF MERGER DOCUMENT ATTACHED. RESIDENTIAL ALTERNATIVES OF ILLINOIS, INC., PIONEER CONCEPTS, INC., AND PINNACLE OPPORTUNITIES, INC., ARE SUBSIDIARIES OF FRANCES HOUSE, INC. THE 501(C)(2) ORGANIZATIONS LISTED IN THIS SECTION ARE SUBSIDIARIES OF FRANCES HOUSE, INC. THE RFMS, INC. MEDICAL BENEFIT PLAN TRUST IS A SELF-INSURED BENEFIT PROGRAM FUNDED BY THE EMPLOYERS AND PARTICIPANTS WITHIN THE PLAN. PARTICIPANTS IN THE PLAN ARE CURRENT AND FORMER EMPLOYEES OF THE FOLLOWING SPONSORS: RFMS, INC., LTC SUPPORT SERVICES, LLC, COMMUNITY RESIDENTIAL CENTERS, INC., COMMUNITY LIVING OPTIONS, INC., SMSLC, LLC, FRANCES HOUSE, INC., UNLIMITED DEVELOPMENT, INC., KENSINGTON OF GALESBURG, INC., ACHIEVEMENT UNLIMITED, INC., CONCEPTS PLUS, INC., PINNACLE OPPORTUNITIES, INC., PIONEER CONCEPTS, INC., RESIDENTIAL ALTERNATIVES OF ILLINOIS, INC., RESIDENTIAL ALTERNATIVES OF IOWA, DESERT HEALTHCARE FACILITIES, INC., FLORIDA LIVING OPTIONS, INC., AND HIGHLAND ESTATES RESORT, LLC. PLAN ASSETS ARE HELD IN A VOLUNTARY EMPLOYEES' BENEFIT ASSOCIATION (VEBA) TRUST. NO TRUSTEE FEES OR MANAGEMENT FEES ARE PAID BY THE RFMS, INC. MEDICAL BENEFIT PLAN TRUST. THE AMOUNT OF PREMIUMS RECEIVED BY THE RFMS, INC. MEDICAL BENEFIT PLAN TRUST IS FOR THE PLAN'S FISCAL YEAR ENDING OCTOBER 31, 2013.