2015-06-08T07:53:10-05:00 2014-12-31 410746749 CLIFTONLARSONALLEN LLP 1966 GREENSPRING DR 300 TIMONIUM MD 21093 990 2014-01-01 541795871 LEXINGTON RETIREMENT COMMUNITY INC LEXI 5404642604 160 KENDAL DRIVE LEXINGTON VA 24450 MINA K TEPPER EXECUTIVE DIRECTOR 5404642604 2015-06-03 1 JONATHAN HANSEN CPA P01871557 4104530900 2014 2016-02-25 16:41:14Z KENDAL AT LEXINGTON MINA K TEPPER 160 KENDAL DRIVE LEXINGTON VA 24450 19874526 0 X WWW.KALEX.KENDAL.ORG X 1995 VA PROVIDE SERVICES FOR OLDER PEOPLE LIVING RESIDENTIALLY, IN ASSISTED LIVING & SKILLED NURSING. 17 13 216 113 0 0 60745 122234 13555178 14637475 594289 554216 295164 309717 14505376 15623642 2700 3800 0 0 5362661 5841456 0 0 2161 8336538 8249277 13701899 14094533 803477 1529109 59814140 59851676 61507170 59875953 -1693030 -24277 KENDAL AT LEXINGTON, A CHARITABLE NOT-FOR-PROFIT CONTINUING CARE RETIREMENT COMMUNITY, WAS ESTABLISHED TO SERVE A DIVERSE POPULATION OF OLDER ADULTS FROM THE LOCAL COMMUNITY AND BEYOND, BY PROVIDING SERVICES DESIGNED TO PROMOTE AND SUPPORT SUCCESSFUL AGING. 0 0 9809060 3800 14855491 LEXINGTON RETIREMENT COMMUNITY, INC. OWNS AND OPERATES A CONTINUING CARE RETIREMENT COMMUNITY WHICH CURRENTLY CONSISTS OF 120 INDEPENDENT LIVING RESIDENCES IN COTTAGES AND APARTMENTS, 20 ASSISTED LIVING APARTMENTS AND A 60 BED SKILLED NURSING FACILITY. 9809060 1 1 0 0 0 0 0 0 1 1 1 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 1 38 0 216 1 0 0 0 0 0 0 0 0 0 0 X 17 13 1 0 1 0 0 0 1 1 1 0 0 1 1 1 1 1 1 1 1 0 VA X FELICIA DIPRONIO BUSH 5404642604 160 KENDAL DRIVE LEXINGTON VA 24450 J HARDIN MARION BOARD MEMBER 1.00 X 0 0 0 ROBERT B GLIDDEN BOARD CHAIR 10.00 X X 0 0 0 BEATRIX RUMFORD BOARD TREASURER 1.00 X X 0 0 0 PAMELA LUECKE BOARD SECRETARY 1.00 X X 0 0 0 KIMBERLEY RUSCIO BOARD MEMBER 1.00 X 0 0 0 LLOYD L CRAIGHILL BOARD MEMBER 1.00 X 0 0 0 SARAH WIANT BOARD MEMBER 1.00 X 0 0 0 NORMAN JONES BOARD MEMBER 1.00 X 0 0 0 FRANK FRIEDMAN BOARD MEMBER 1.00 X 0 0 0 DAWN H PECK BOARD MEMBER 1.00 X 0 0 0 CHARLES F BROWER IV BOARD MEMBER 1.00 X 0 0 0 FARRIS HOTCHKISS BOARD MEMBER 1.00 X 0 0 0 MARYLIN ALEXANDER BOARD MEMBER 1.00 X 0 0 0 JOAN N ROBINS BOARD MEMBER 1.00 X 0 0 0 CAROL WHEELER BOARD MEMBER 1.00 X 0 0 0 LINDA WILDER BOARD VICE CHAIR 1.00 X X 0 0 0 WILLIAM RUSSELL BOARD MEMBER 1.00 X 0 0 0 HARLAN BECKLEY BOARD MEMBER 1.00 X 0 0 0 MINA K TEPPER EXECUTIVE DIRECTOR 50.00 X 188583 0 24666 FELICIA DIPRONIO BUSH FINANCE MANAGER 50.00 X 94190 0 12914 282773 0 37580 1 0 1 0 SELECT REHABILITATION INC 550 FRONTAGE ROAD SUITE 2415 NORTHFIELD IL 60093 THERAPY SERVICES 335575 GENESIS ELDERCARE REHABILITATION PO BOX 7247-6524 PHILADELPHIA PA 191706524 THERAPY SERVICES 319882 TRANE US INC PO BOX 406469 ATLANTA GA 303846469 HVAC SERVICES 206057 3 122234 62199 122234 HEALTH CENTER FEES 623000 6091152 6091152 RESIDENTIAL SERVICES REVENUE 623000 5795003 5795003 AMORTIZATION OF DEFERRED ENTRY FE 623000 2751320 2751320 14637475 392516 392516 40692 0 40692 40692 40692 4412584 4248366 2518 164218 -2518 161700 161700 FOOD SERVICES 623000 122893 122893 ANCILLARY SERVICES 623000 99336 99336 46796 46796 269025 15623642 14859704 0 641704 3800 3800 311694 311694 4136580 3795181 339806 1593 229822 208918 20904 849088 744574 104514 314272 270084 44188 4129 4129 63833 63833 29877 29877 1375005 1118323 256682 61995 53278 8717 1299347 1116636 182690 21 106512 3933 102579 762930 655659 107271 37769 32459 5310 10670 8865 1450 355 1726192 1726192 470491 470491 1992375 1712240 280135 139561 139561 BAD DEBT EXPENSE 69363 69363 REPAIRS AND MAINTENANCE 50799 43656 7143 0 PRINTING, BOOKS, & PERI 22800 19515 3193 92 LICENSES & DUES 9245 7859 1286 100 16384 14080 2304 14094533 9809060 4283312 2161 397340 382538 27199 24746 1208887 809878 213043 186770 55815181 18265886 38849513 37549295 12099893 13377034 7018265 7521415 59814140 59851676 1406695 1422934 27883742 26420349 31039118 30499910 271380 711773 255000 135000 651235 685987 61507170 59875953 X -2558837 -1019708 592285 717381 273522 278050 -1693030 -24277 59814140 59851676 X 1529109 142097 -2453 X X 0 1 X 1 0 X 60772 49682 139974 60745 122234 433407 12387673 13450577 13843126 13747615 14859704 68288695 12448445 13500259 13983100 13808360 14981938 68722102 3050 3437 3307 3957 13751 0 3050 3437 3307 3957 13751 68708351 293395 373606 377827 434532 433208 1912568 293395 373606 377827 434532 433208 1912568 49590 57775 71785 60906 46796 286852 12791430 13931640 14432712 14303798 15461942 70921522 0.96880 0.95700 0.02700 0.02470 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 X 1063529 6028 50212 1119769 938066 15205 110258 1063529 822178 20225 95663 938066 796621 23660 1897 822178 763188 27638 5795 796621 0.67470 0.24830 0.07700 0 0 741068 741068 51264432 15292682 35971750 3809681 2973204 836477 37549295 ASSETS LIMITED AS TO USE 6164490 DEFERRED FINANCING COSTS 641947 DEFERRED MARKETING COSTS 273024 CONSTRUCTION IN PROGRESS 175141 INSURANCE DEPOSITS 266813 7521415 DUE TO AFFILIATE 10987 CURRENT PORTION OF LONG-TERM DEBT 675000 685987 X 15729609 142097 -32330 109767 15619842 3800 3800 15623642 14060856 0 14060856 33677 33677 14094533 PART IV, LINE 2B: REPRESENTS RESERVATION DEPOSITS BY PROSPECTIVE RESIDENTS THAT ARE HELD IN ESCROW. PART V, LINE 4: THERE ARE TWO DONOR RESTRICTED PERMANENT ENDOWMENTS TOTALING $278,050. ONE IS TO BE USED FOR THE FELLOWSHIP FUND. THE FELLOWSHIP FUND PROVIDES FINANCIAL ASSISTANCE TO RESIDENTS THAT HAVE OUTLIVED THEIR ASSETS AND NEED ASSISTANCE PAYING THEIR MONTHLY FEE OR NEED ASSISTANCE PAYING THE INITIAL ENTRY FEE INTO THE COMMUNITY. THE SECOND DONOR RESTRICTED ENDOWMENT IS FOR EMPLOYEE EDUCATION AND DEVELOPMENT. THERE ARE THREE BOARD DESIGNATED ENDOWMENTS (QUASI-ENDOWMENT) TOTALING $755,483. ONE DOES NOT HAVE A STATED PURPOSE AT THIS TIME ($612,655); THE 2ND IS FOR THE FELLOWSHIP FUND $81,850 AND THE 3RD IS FOR EMPLOYEE EDUCATION AND DEVELOPMENT $60,978. PART X, LINE 2: THE CORPORATION HAS BEEN GRANTED EXEMPT STATUS RELATIVE TO FEDERAL AND STATE CORPORATE INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND APPLICABLE STATE CODES. THE CORPORATION FOLLOWS THE GUIDANCE IN THE INCOME TAX STANDARD REGARDING THE RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. THE GUIDANCE CLARIFIES THE ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES RECOGNIZED IN AN ENTITY'S FINANCIAL STATEMENTS. THE GUIDANCE FURTHER PRESCRIBES RECOGNITION AND MEASUREMENT OF TAX PROVISIONS TAKEN OR EXPECTED TO BE TAKEN ON A TAX RETURN THAT ARE NOT CERTAIN TO BE REALIZED. THE APPLICATION OF THIS STANDARD HAS NO IMPACT ON THE CORPORATION'S FINANCIAL STATEMENTS. THE CORPORATE TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL AND STATE AUTHORITIES. THE TAX RETURNS FOR THE YEARS 2011 TO 2013 ARE OPEN TO EXAMINATION BY FEDERAL AND STATE AUTHORITIES. PART XI, LINE 2D - OTHER ADJUSTMENTS: CHANGE IN BENEFICIAL INTEREST IN CHARITABLE REMAINDER UNITRUST RECEIVABLE -2,453. INVESTMENT FEES NETTED AGAINST REVENUE ON THE FINANCIALS -29,877. PART XI, LINE 4B - OTHER ADJUSTMENTS: RESIDENTIAL ASSISTANCE GRANT-CONTRA REVENUE ACCOUNT ON THE FINANCIALS 3,800. PART XII, LINE 4B - OTHER ADJUSTMENTS: RESIDENTIAL ASSISTANCE GRANT-CONTRA REVENUE ACCOUNT ON THE FINANCIALS 3,800. INVESTMENT FEES NETTED AGAINST REVENUE ON THE FINANCIALS 29,877. X X X X 0 0 0 0 0 0 0 0 0 MINA K TEPPER EXECUTIVE DIRECTOR 182083 0 6500 0 0 0 15719 0 8947 0 213249 0 0 0 A INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF LEXINGTON VIRGINIA 546001392 52976BBL9 2007-06-29 34155000 TO REFINANCE ALL EXISTING DEBT AND FUND AN EXPANSION PROJECT. 0 0 0 A 3005000 33826470 1544156 602663 588656 17018090 2008 1 1 1 1 A 0 0 0 0 0 0 1 A 0 1 0 0 0 0 1 BB&T BANK 5.170000000000 1 0 0 A 1 SCHEDULE K, PART II, LINE 3 BOND PROCEEDS WERE $33,826,470 AND THE ORIGINAL ISSUE DISCOUNT (OID) WAS $328,530 COMPRISING THE TOTAL ISSUE PRICE OF $34,155,000. SCHEDULE K, PART IV TAX-EXEMPT BOND PROCEEDS INVESTED IN GIC TAX-EXEMPT BOND PROCEEDS FROM THE BOND LISTED WERE ALSO INVESTED IN A GIC HELD WITH THE ROYAL BANK OF CANADA (RBC) DEBT SERVICE RESERVE FUND 5.47%. THE MATURITY TERM OF THE GIC IS 1/1/17, OR 9.5 YEARS. THE REGULATORY SAFE HARBOR FOR ESTABLISHMENT OF THE FAIR MARKET VALUE HAS BEEN SATISFIED. SCH K PART IV LINE 2C THE REBATE COMPUTATION WAS DONE ON 07/09/2012. X 7 62199 FAIR MARKET VALUE 0 0 1 0 PART I, COLUMN (B): THE ORGANIZATION RECEIVED THE VALUE OF VARIOUS MUTUAL FUNDS VALUED AT FAIR MARKET ON THE DATE OF DONATION: $49,652 ON AUGUST 27, 2014, $2,815 ON SEPTEMBER 3, 2014, $1,107 ON FEBRUARY 27, 2014, $563 ON MAY 15, 2014, $650 ON NOVEMBER 5, 2014, $2,457 ON NOVEMBER 21, 2014, $4,955 ON DECEMBER 11, 2014, SEE SCHEDULE O. FORM 990, PART VI, SECTION A, LINE 1 THE EXECUTIVE COMMITTEE CONSISTS OF THE ELECTED OFFICERS OF THE CORPORATION, THE CHAIR OF THE BOARD DEVELOPMENT COMMITTEE, THE CHIEF EXECUTIVE OFFICER/EXECUTIVE DIRECTOR, THE CHIEF FINANCIAL OFFICER, AND, UPON REQUEST OF THE CHAIR OF THE BOARD, AND IF WILLING TO SERVE, THE IMMEDIATE PAST CHAIR OF THE BOARD FOR A PERIOD NOT TO EXCEED ONE YEAR. THE EXECUTIVE COMMITTEE SHALL PREPARE BOARD MEETING AGENDAS, PLAN THE WORK OF THE BOARD, AND HELP THE BOARD ACCOMPLISH ITS WORK. IT SHALL MAKE DECISIONS ON BEHALF OF THE BOARD WHEN CIRCUMSTANCES REQUIRE A DECISION BETWEEN REGULAR MEETINGS OF THE BOARD, AND SHALL MAKE DECISIONS ON BEHALF OF THE BOARD WHEN THE BOARD DELEGATES TO THE COMMITTEE THE AUTHORITY TO DO SO. THE EXECUTIVE COMMITTEE SHALL HAVE SUCH OTHER RESPONSIBILITIES AS ARE SPELLED OUT IN THE COMMITTEE DESCRIPTION APPROVED BY THE BOARD. THE BOARD WILL ENDEAVOR TO MAKE DECISIONS BY CONSENSUS, RATHER THAN BY VOTING, IN THE MANNER TRADITIONALLY USED FOR THE CONDUCT OF BUSINESS BY MEMBERS OF THE RELIGIOUS SOCIETY OF FRIENDS. EACH DIRECTOR SHALL BE ENTITLED TO ONE VOTE IN PERSON. VOTING BY PROXY SHALL NOT BE PERMITTED. FORM 990, PART VI, SECTION A, LINE 2 BEATRIX RUMFORD, NORMAN JONES, WILLIAM RUSSELL, AND LLOYD L. CRAIGHILL ARE INDEPENDENT RESIDENTS OF THE COMMUNITY WHO SERVED ON THE BOARD IN 2014. DAWN H. PECK AND HARLAN BECKLEY HAD PARENTS OR IN-LAWS AS RESIDENTS IN 2014. FORM 990, PART VI, SECTION A, LINE 4 CHANGES TO THE BY-LAWS OF LEXINGTON RETIREMENT COMMUNITY, INC D/B/A KENDAL AT LEXINGTON 1) ARTICLE VI BOARD OF DIRECTORS - SECTION 6.1 - QUALIFICATIONS AT LEAST TWO DIRECTORS, BUT NOT MORE THAN TWENTY PER CENT (20%) OF THE TOTAL NUMBER OF DIRECTORS, SHALL BE RESIDENTS OF KENDAL AT LEXINGTON, CHOSEN FROM A POOL OF NAMES THAT HAVE BEEN SUGGESTED BY THE RESIDENTS OF KENDAL AT LEXINGTON. 2) ARTICLE XII COMMITTEES - SECTION 12.5 - EXECUTIVE COMMITTEE THE EXECUTIVE COMMITTEE SHALL CONSIST OF THE ELECTED OFFICERS OF THE CORPORATION, THE CHAIR OF THE BOARD DEVELOPMENT COMMITTEE, THE CHIEF EXECUTIVE OFFICER/EXECUTIVE DIRECTOR, THE CHIEF FINANCIAL OFFICER, AND, UPON REQUEST OF THE CHAIR OF THE BOARD, AND IF WILLING TO SERVE, THE IMMEDIATE PAST CHAIR OF THE BOARD FOR A PERIOD NOT TO EXCEED ONE YEAR. THE EXECUTIVE COMMITTEE SHALL PREPARE BOARD MEETING AGENDAS, PLAN THE WORK OF THE BOARD, AND HELP THE BOARD ACCOMPLISH ITS WORK. IT SHALL MAKE DECISIONS ON BEHALF OF THE BOARD WHEN CIRCUMSTANCES REQUIRE A DECISION BETWEEN REGULAR MEETINGS OF THE BOARD, AND SHALL MAKE DECISIONS ON BEHALF OF THE BOARD WHEN THE BOARD DELEGATES TO THE COMMITTEE THE AUTHORITY TO DO SO. THE EXECUTIVE COMMITTEE SHALL HAVE SUCH OTHER RESPONSIBILITIES AS ARE SPELLED OUT IN THE COMMITTEE DESCRIPTION APPROVED BY THE BOARD. 3) ARTICLE VI BOARD OF DIRECTORS - SECTION 6.2 - POWERS THE BOARD OF DIRECTORS SHALL HAVE ALL POWERS AND AUTHORITY NECESSARY FOR THE MANAGEMENT OF THE BUSINESS OF THE CORPORATION, PROVIDED THAT THE CORPORATION SHALL SEEK AND MUST OBTAIN THE APPROVAL OF THE KENDAL CORPORATION BEFORE UNDERTAKING ANY OF THE FOLLOWING ACTIONS: (1) ANY CHANGE IN CORPORATE PURPOSES; (2) INCURRING INDEBTEDNESS WITH A PRINCIPAL AMOUNT HIGHER THAN THAT SPECIFIED IN THE AFFILIATION AGREEMENT; (3) THE MANNER IN WHICH THE CORPORATION USES THE NAME "KENDAL"; (4) ANY MATERIAL CHANGE IN THE CONTRACT WHICH KENDAL AT LEXINGTON EXECUTES WITH ITS RESIDENTS; (5) THE PURCHASE, SALE, LEASE, ENCUMBRANCE, OR OTHER DISPOSITION OF ANY REAL ESTATE, OR IMPROVEMENTS THEREON, WITH A VALUE GREATER THAN THAT SPECIFIED IN THE AFFILIATION AGREEMENT; (6) DISSOLUTION, ACQUISITION BY ANOTHER ENTITY (WHETHER BY MERGER, ASSET SALE, CHANGE OF CONTROL, OR OTHERWISE), DIVISION, OR ACQUISITION OF ANOTHER ENTITY (WHETHER BY MERGER, ASSET SALE, CHANGE OF CONTROL, OR OTHERWISE); (7) THE SELECTION OF ANY NEW MEMBER OF THE BOARD OF DIRECTORS OF THE CORPORATION; AND (8) AMENDMENTS TO THE ARTICLES OF INCORPORATION OR THE VARIOUS SECTIONS OF THE BYLAWS OF THE CORPORATION FORM 990, PART VI, SECTION A, LINE 7B THE BOARD OF DIRECTORS SHALL HAVE ALL POWERS AND AUTHORITY NECESSARY FOR THE MANAGEMENT OF THE BUSINESS OF THE CORPORATION, PROVIDED THAT THE CORPORATION SHALL SEEK AND MUST OBTAIN THE APPROVAL OF THE KENDAL CORPORATION BEFORE UNDERTAKING ANY OF THE FOLLOWING ACTIONS: (1) ANY CHANGE IN CORPORATE PURPOSES; (2) INCURRING INDEBTEDNESS WITH A PRINCIPAL AMOUNT HIGHER THAN THAT SPECIFIED IN THE AFFILIATION AGREEMENT; (3) THE MANNER IN WHICH THE CORPORATION USES THE NAME "KENDAL"; (4) ANY MATERIAL CHANGE IN THE CONTRACT WHICH KENDAL AT LEXINGTON EXECUTES WITH ITS RESIDENTS; (5) THE PURCHASE, SALE, LEASE, ENCUMBRANCE, OR OTHER DISPOSITION OF ANY REAL ESTATE, OR IMPROVEMENTS THEREON, WITH A VALUE GREATER THAN THAT SPECIFIED IN THE AFFILIATION AGREEMENT; (6) DISSOLUTION, ACQUISITION BY ANOTHER ENTITY (WHETHER BY MERGER, ASSET SALE, CHANGE OF CONTROL, OR OTHERWISE), DIVISION, OR ACQUISITION OF ANOTHER ENTITY (WHETHER BY MERGER, ASSET SALE, CHANGE OF CONTROL, OR OTHERWISE); (7) THE SELECTION OF ANY NEW MEMBER OF THE BOARD OF DIRECTORS OF THE CORPORATION; AND (8) AMENDMENTS TO THE ARTICLES OF INCORPORATION OR THE VARIOUS SECTIONS OF THE BYLAWS OF THE CORPORATION FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 IS REVIEWED BY THE BOARD CHAIR AND BOARD EXECUTIVE COMMITTEE BEFORE IT IS DISTRIBUTED TO ALL BOARD MEMBERS. A COPY OF THE FORM 990 IS GIVEN TO EACH BOARD MEMBER PRIOR TO THE BOARD MEETING WHEN IT WILL BE APPROVED. BOARD MEMBERS ARE ENCOURAGED TO REVIEW THE RETURN AND ASK QUESTIONS. AFTER APPROVAL BY THE BOARD, THE RETURN IS FILED WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C ANNUALLY ALL BOARD MEMBERS ARE GIVEN A COPY OF KENDAL AT LEXINGTON'S "POLICY REGARDING CONFLICTS OF INTEREST AND DISCLOSURE OF RELATED ACTIVITIES" TO REVIEW. THE POLICY OUTLINES THE GUIDING PRINCIPLES OF THE POLICY AND DISCLOSURE REQUIREMENTS. IN ADDITION, BOARD MEMBERS ARE REQUIRED TO COMPLETE THE ANNUAL CONFLICTS OF INTEREST AND DISCLOSURE OF RELATED ACTIVITIES STATEMENT. THE STATEMENT ASKS SPECIFIC QUESTIONS REGARDING CONFLICTS OF INTEREST. IF A CONFLICT EXISTS, BOARD MEMBERS ARE ASKED TO EXPLAIN THE SITUATION. THE STATEMENTS ARE REVIEWED AND ACTED UPON IF DEEMED APPROPRIATE. FORM 990, PART VI, SECTION B, LINE 15 THE EXECUTIVE DIRECTOR'S COMPENSATION WAS DETERMINED AFTER AN ANNUAL EVALUATION WAS COMPLETED BY THE EXECUTIVE DIRECTOR'S REVIEW COMMITTEE. THE COMMITTEE CONSISTED OF THE BOARD CHAIR AND TWO INDEPENDENT BOARD MEMBERS. INPUT FOR THE EVALUATION WAS OBTAINED FROM VARIOUS SOURCES, INCLUDING BUT NOT LIMITED TO, KENDAL AT LEXINGTON STAFF, KENDAL CORPORATION STAFF, BOARD MEMBERS AND RESIDENTS. EARNINGS FOR COMPARABLE POSITIONS IN THE MARKET AREA WERE OBTAINED AND USED TO SET COMPENSATION. 2015 WAS THE MOST RECENT YEAR IN WHICH THE PROCESS INCLUDED REVIEW AND APPROVAL BY INDEPENDENT PERSONS, COMPARABILITY DATA, AND CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION. COMPENSATION FOR OTHER OFFICERS AND KEY EMPLOYEES WAS DETERMINED BY THE EXECUTIVE DIRECTOR WITH INPUT FROM THE DIRECTOR OF HUMAN RESOURCES AND FINANCE MANAGER. ANNUAL EVALUATIONS AND EARNINGS DATA FOR COMPARABLE POSITIONS IN THE MARKET AREA WERE USED TO SET COMPENSATION. THE THREE WAGE SURVEYS USED WERE: ERI - ECONOMIC RESEARCH INSTITUTE, VANHA REGION 5, AND LEADING AGE. 2014 WAS THE MOST RECENT YEAR IN WHICH THE PROCESS INCLUDED REVIEW AND APPROVAL BY INDEPENDENT PERSONS, COMPARABILITY DATA, AND CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION. FORM 990, PART VI, SECTION C, LINE 18 THE ORGANIZATION'S 990 IS AVAILABLE FOR PUBLIC INSPECTION UPON REQUEST. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST AND THEY CAN ALSO BE FOUND ON THE KENDAL AT LEXINGTON WEBSITE. FORM 990, PART XI, LINE 9: CHANGE IN BENEFICIAL INTEREST IN CHARITABLE REMAINDER UNITRUST RECEIVABLES -2,453. FORM 990, PART XII, LINE 2C: THE BOARD AUDIT AND OVERSIGHT COMMITTEE HAS RESPONSIBILITY FOR THE OVERSIGHT OF THE AUDIT PROCESS AND REVIEW OF THE AUDITED FINANCIAL STATEMENTS. FORM 990, SCHEDULE B, PART II THE ORGANIZATION RECEIVED THE FOLLOWING SHARES IN MUTUAL FUNDS AS NONCASH CONTRIBUTIONS IN 2014: 580.2 UNITS OF AMG GW&K MUNI BOND-I, 134.006 UNITS OF ABERDEEN EQUITY LONG-SHORT CL I, 512.489 UNITS OF DEUTSCHE INTERMEDIATE TAX/AMT FR INS, 71.52 UNITS OF EATON VANCE ATLANTA CAP SMID CL 1, 145.867 UNITS OF EATON VANCE FLOATING-RATE FD-I, 467.174 UNITS OF FEDERATED STRATEGIC VALUE DIV CL I, 880.254 UNITS OF GOLDMAN SACHS SHT DUR T/F-I, 133.529 UNITS OF GOLDMAN SACHS LOC EMC MKTS DEBT FD-I, 153.588 UNITS OF JOHN HANCOCK DISCIPLINED VAL FD CL-I, 133.086 UNITS OF JPMORGAN U.S. EQUITY FUND-INST, 674.542 UNITS OF LEGG MASON WEST ASSET INTM L, 39.336 UNJTS OF MAINSTAY ICAP INTERNATIONAL FD CL-1, 301.916 UNITS OF MANNING & NAPIER WORLD OPPORTUNITIES, 28.673 UNITS OF OPPENHEIMER DEV MARKETS FD CLASS Y, 119.656 UNITS OF PIMCO EMERGING LOCAL BOND FUND INSTL, 113.013 UNITS OF OSTERWEIS STRATEGIC INCOME FUND, 47.613 UNITS OF T ROWE PRICE REAL ESTATE FUND, 97.553 UNITS OF T ROWE PRICE LRG CAP GROWTH FD INST KENDAL AT OBERLIN 600 KENDAL DRIVE OBERLIN OH 44074 341567246 OPERATE CONTINUING CARE RETIREMENT COMMUNITY OH 501(C)(3) LINE 9 N/A 0 KENDAL AT ITHACA 2230 NORTH TRIPHAMMER ROAD ITHACA NY 14850 521787487 OPERATE CONTINUING CARE RETIREMENT COMMUNITY NY 501(C)(3) LINE 9 N/A 0 KENDAL AT HANOVER 80 LYME ROAD HANOVER NH 03755 020519490 OPERATE CONTINUING CARE RETIREMENT COMMUNITY NH 501(C)(3) LINE 9 N/A 0 BARCLAY FRIENDS 700 N FRANKLIN STREET WEST CHESTER PA 19380 232088476 OPERATE SKILLED AND ASSISTED LIVING NURSING HOME PA 501(C)(3) LINE 9 N/A 0 THE KENDAL CORPORATION 1107 EAST BALTIMORE PIKE KENNETT SQUARE PA 19348 232688382 DEVELOP AND PROVIDE ADMINISTRATION FOR CCRC'S PA 501(C)(3) LINE 11C, III-FI N/A 0 KENDAL CHARITABLE FUNDS 1107 EAST BALTIMORE PIKE KENNETT SQUARE PA 19038 232626425 MANAGE CHARITABLE CONTRIBUTIONS TO PRIMARILY BENEFIT AFFILIATES PA 501(C)(3) LINE 7 N/A 0 KENDAL CROSSLANDS COMMUNITIES PO BOX 100 KENNETT SQUARE PA 19038 231906212 OPERATE CONTINUING CARE RETIREMENT COMMUNITY PA 501(C)(3) LINE 9 N/A 0 KENDAL ON HUDSON 1010 KENDAL WAY SLEEPY HOLLOW NY 10591 133971396 OPERATE CONTINUING CARE RETIREMENT COMMUNITY NY 501(C)(3) LINE 9 N/A 0 KENDAL AT GRANVILLE 2158 COLUMBUS ROAD GRANVILLE OH 43023 311657346 OPERATE CONTINUING CARE RETIREMENT COMMUNITY OH 501(C)(3) LINE 9 N/A 0 THE LATHROP COMMUNITIES 100 BASSETT BROOK DRIVE EASTHAMPTON MA 01027 042996627 OPERATE OVER 55 COMMUNITY MA 501(C)(3) LINE 9 N/A 0 KENDAL NEW YORK 1010 KENDAL WAY SLEEPY HOLLOW NY 10591 061656576 PROVIDE SUPPORT SERVICES IN OPERATION OF KENDAL ON HUDSON & KENDAL AT ITHACA NY 501(C)(3) LINE 11A, I N/A 0 KENDAL AT HOME 27519 DETROIT ROAD WESTLAKE OH 44145 200548053 OPERATE CONTINUING CARE RETIREMENT PROGRAM OH 501(C)(3) LINE 9 N/A 0 COLLINGTON EPISCOPAL LIFECARE COMMUNITY INC 10450 LOTTSFORD ROAD MITCHELLVILLE MD 20721 521281156 OPERATE CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 9 N/A 0 THE ADMIRAL AT THE LAKE 929 WEST FOSTER AVE CHICAGO IL 60640 362171730 OPERATE CONTINUING CARE RETIREMENT COMMUNITY IL 501(C)(3) LINE 9 N/A 0 CHANDLER HALL HEALTH SERVICES INC 99 BARCLAY STREET NEWTOWN PA 18940 232365124 OPERATE CONTINUING CARE RETIREMENT COMMUNITY PA 501(C)(3) LINE 9 N/A 0 KENDAL NORTHERN OHIO 600 KENDAL DRIVE OBERLIN OH 44074 200548053 PROVIDE SUPPORT SERVICES TO KENDAL CCRCS IN OH OH 501(C)(3) LINE 11C, III-FI N/A 0 0 0 1 0 0 0 0 0 0 0 0 0 1 1 0 1 0 0 0 THE KENDAL CORPORATION P 94883