2014-08-13T08:49:06-05:00 2013-12-31 420714325 MCGLADREY LLP 100 INTERNATIONAL DRIVE SUITE 1400 BALTIMORE MD 21202 990 2013-01-01 522324152 ANN'S CHOICE INC ANNS 2156722900 10000 ANNS CHOICE WAY WARMINSTER PA 18974 BARBARA BISGAIER TREASURER 2156722900 2014-07-25 1 JAMES P SWEENEY P01263012 4102469300 2013 2016-02-25 16:41:14Z WILLIAM KENNEDY 10000 ANNS CHOICE WAY WARMINSTER PA 18974 68920136 0 X WWW.NATIONALSENIORCAMPUSES.ORG X 2001 MD PROVIDE A HOME FOR SENIORS THAT SATISFIES THEIR THREE PRIMARY NEEDS. 8 8 1207 750 0 0 1042672 1032415 65935411 66945053 270833 422067 442806 457809 67691722 68857344 190053 288990 0 0 25611051 28214129 82400 0 215338 39026174 42678517 64909678 71181636 2782044 -2324292 376623386 358879031 417160465 423167216 -40537079 -64288185 X OUR MISSION IS TO PROVIDE AN ACTIVE AND ENGAGED QUALITY OF LIFE FOR RESIDENTS AND FUTURE RESIDENTS THROUGH APPROPRIATE HIGH QUALITY PROGRAMS, SERVICES, AND FACIILITIES, AND A FULL CONTINUUM OF HEALTH CARE, AND WHERE FEASIBLE, A LIFELONG COMMITMENT WHILE MAINTAINING AFFORDABILITY AND LONG-TERM FINANCIAL STABILITY OF THE COMMUNITY. 0 0 67556577 288990 66945053 ANN'S CHOICE PROVIDES SERVICES NEEDED BY SENIOR RESIDENTS, WHO RESIDE IN 1,456 INDEPENDENT LIVING UNITS, 44 PERSONAL CARE UNITS AND 85 SKILLED NURSING BEDS. THE SERVICES WE PROVIDE TO OUR RESIDENTS INCLUDE, BUT ARE NOT LIMITED TO HOUSING, FOOD, MEDICAL, SECURITY AND MAINTENANCE SERVICES, RECREATIONAL AND PASTORAL ACTIVITIES. 67556577 1 1 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 0 0 0 0 0 0 0 1 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 81 0 1 1207 1 0 0 0 0 0 1 1 0 0 0 0 X 8 8 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 PA X X MARY WINDSOR 4104022364 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 BILL KENNEDY CHAIR 2.00 11.00 X X 12500 43750 0 FRED HAAS PRESIDENT/VICE CHAIR 2.00 8.00 X X 7500 43750 0 HOWARD BISHOW SECRETARY 2.00 0.00 X X 7500 0 0 KEN LONGMAN PAST SECRETARY 1.00 0.00 X X 2500 0 0 BARBARA BISGAIER TREASURER 1.00 4.00 X X 7500 27500 0 STANLEY ELWELL DIRECTOR 2.00 9.00 X 7500 33750 0 FRED GRUEL DIRECTOR 1.00 8.00 X 7500 27500 0 MARY COLINS DIRECTOR 1.00 4.00 X 7500 27500 0 ARNOLD SPEERT DIRECTOR 1.00 4.00 X 7500 27500 0 CHRISTOPHER DONATI EXECUTIVE DIRECTOR 40.00 X 194828 0 21046 THOMAS WALSH DIRECTOR OF FINANCE 40.00 X 136211 0 20389 JOHN HALL ASSISTANT TREASURER 0.50 7.00 X 0 0 0 JAMES WALTER ASSISTANT TREASURER 0.50 7.00 X 0 0 0 CHRIS RATHMANN ASSISTANT TREASURER 0.50 7.00 X 0 0 0 JOHN MANN ASSOCIATE EXECUTIVE DIRECTOR 40.00 X 172413 0 20389 DEBORAH OLCESE DIRECTOR OF SALES 40.00 X 158245 0 7950 GLORIA SMITH DIRECTOR OF CONTINUING CARE 40.00 X 122368 0 16886 MARIE DMOCH RETIREMENT COUNSELOR 40.00 X 114132 0 7795 ROBIN KAUFOLD DIRECTOR OF GENERAL SERVICES 40.00 X 109667 0 7206 1075364 231250 101661 10 0 1 0 ERICKSON LIVING MANAGEMENT LLC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 MANAGEMENT SERVICES 2609567 STEPHEN WILLIAMS FLOORING 325 SURREY LANE HATBORO PA 19040 CARPETING 509384 KIEDAISCH MICHAEL MPK SOLUTIONS 26 TEABERRY LANE NEWTON PA 18940 CONSTRUCTION 397419 ARLEDGE ELECTRONICS INC 668 ALLOWAY-WOODSTOWN RD PILESGROVE NJ 08098 ELECTRONICS 321792 EQUAL PROPERTIES PARTNERSHIP 453 MANOR ROAD HATBORO PA 19040 PROPERTY MAINTENANCE 319983 10 20940 1011475 1032415 RESIDENT FEES 623990 53474354 53474354 ANCILLARY FEES 623990 8497923 8497923 RESIDENT DEPOSITS 623990 4722219 4722219 CONTRACT REVENUE 623990 241107 241107 PROCESSING FEES 623990 9450 9450 66945053 437877 437877 362863 0 362863 362863 362863 15810 -15810 -15810 -15810 141928 20940 46982 94946 94946 68857344 66945053 0 879876 18195 18195 270795 270795 398539 398539 21790075 20510630 1136450 142995 222470 207320 13658 1492 4108135 3554352 524072 29711 1694910 1571639 112340 10931 2609567 2609567 609549 562016 47533 56154 56154 44669 44669 6042508 5052501 990007 2178596 2178596 5785330 5717330 58967 9033 5519959 5519959 99423 66175 30893 2355 3784345 3784345 10178635 10178635 400751 400751 LOSS ON EXTINGUISHMENT 1545227 1545227 ADMINISTRATIVE 1162919 1138710 24403 -194 CHARITY CARE 1157657 1157657 EQUIPMENT RENTAL 838701 827768 10433 500 664527 628255 17757 18515 71181636 67556577 3409721 215338 1200 1200 34143211 22415114 3062660 2318981 882000 2064906 136098 140222 304000 353041 384135794 53629791 336503152 330506003 51693 1591065 1027871 376623386 358879031 9357961 4167553 81310578 73057000 8714307 9025553 317777619 336917110 417160465 423167216 X -42858508 -65955913 2321429 1667728 -40537079 -64288185 376623386 358879031 X -2324292 -1487309 -19939505 X 0 1 X 1 0 X 618988 924333 796947 1042672 1032415 4415355 53642538 57732075 61197009 66054692 67086981 305713295 54261526 58656408 61993956 67097364 68119396 310128650 100000 125000 125000 100000 450000 0 100000 125000 125000 100000 450000 309678650 19192055 6829306 392273 683969 800740 27898343 19192055 6829306 392273 683969 800740 27898343 73453581 65485714 62386229 67781333 68920136 338026993 0.91610 0.86720 0.08250 0.13170 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 20872393 20872393 350910262 44527472 306382790 4357227 3582087 775140 7995912 5520232 2475680 330506003 RESIDENT DEPOSITS (NET) 328790712 ACCRUED EMPLOYEE HEALTH PLAN 869539 FUNDS HELD FOR RESIDENTS 116238 UNCLAIMED PROPERTY 2768 ADVANCE DEPOSITS 1042600 RESIDENT REFUNDS PAYABLE 4677717 ACCRUED INTEREST 157013 DEFERRED MANAGEMENT FEE 130478 DEFERRED MARKETING FEE 1818 ACCRUED LIABILITY ON SWAP AGREEMENT 1128227 336917110 X 68534930 -359082 46982 -312100 68847030 10314 10314 68857344 92286036 21114714 21114714 71171322 10314 10314 71181636 PART X, LINE 2: ANN'S CHOICE ("ACH") IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND THE APPLICABLE STATE INCOME TAX REGULATIONS. MANAGEMENT HAS EVALUATED ACH'S TAX POSITIONS AND HAS CONCLUDED THAT ACH HAS TAKEN NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE RECOGNITION OR DISCLOSURE IN THE FINANCIAL STATEMENTS. PART XI, LINE 2D - OTHER ADJUSTMENTS: EXPENSES FROM SPECIAL FUNDRAISING EVENTS NETTED ON FORM 990 46,982. PART XI, LINE 4B - OTHER ADJUSTMENTS: TRNA ADJUSTMENT 10,314. PART XII, LINE 2D - OTHER ADJUSTMENTS: EXPENSES FROM SPECIAL FUNDRAISING EVENTS NETTED ON FORM 990 46,982. UNREALIZED LOSS ON SWAP AGREEMENT 1,128,227. REVERSAL OF PRIOR PERIOD AMORTIZATION 19,939,505. PART XII, LINE 4B - OTHER ADJUSTMENTS: TRNA ADJUSTMENT 10,314. ANNUAL GALA 120554 12000 108554 22787 1450 5196 GOLF OUTING 31274 5000 26274 1000 4180 6930 437 1 11040 3940 7100 4137 550 315 162868 20940 141928 1000 4180 33854 2000 5948 46982 94946 1 EDUCATIONAL SCHOLARSHIPS - SEE PART IV 151 270795 SCHEDULE I, PART I, LINE 2 SCHOLAR CANDIDATES MUST BE CURRENTLY EMPLOYED YEAR-ROUND AT ANN'S CHOICE. ONLY MEDICAL LEAVES OF ABSENCE ARE ALLOWABLE DURING THE TWO YEARS. OTHER REQUESTS FOR A LEAVE OF ABSENCE WILL BE REVIEWED AND DETERMINED CASE BY CASE. A SCHOLAR CANDIDATE MUST HAVE BEEN EMPLOYED BY ANN'S CHOICE ON OR BEFORE SEPTEMBER 30, 2013. THE CANDIDATE MUST ALSO ACHIEVE 1,000 HOURS OF WORK DURING A TIME SPAN THAT BEGINS NO EARLIER THAN JUNE 1, 2013 OF THEIR JUNIOR YEAR OF HIGH SCHOOL (300 OF 1,000 HOURS MUST BE COMPLETED BY THE END OF THEIR JUNIOR YEAR OF HIGH SCHOOL TO QUALIFY). ANY HOURS WORKED PRIOR TO JUNE 1, 2013 DO NOT COUNT TOWARDS THE 1,000 HOURS REQUIREMENT. CANDIDATES MUST ACHIEVE THE 1,000 HOUR REQUIREMENT AS WELL AS FULFILL THE TWO-YEAR MINIMUM EMPLOYMENT REQUIREMENT. CANDIDATES MUST BE IN "GOOD STANDING" FROM THEIR ORIGINAL DATE OF HIRE THROUGH THEIR LAST DAY OF WORK. TO MAINTAIN "GOOD STANDING," SCHOLAR CANDIDATES, AS EMPLOYEES, MUST ABIDE BY ALL EMPLOYMENT POLICIES AND PROCEDURES, TO INCLUDE GIVING TWO WEEKS NOTICE TO THEIR SUPERVISOR WHEN TERMINATING EMPLOYMENT. SCHOLAR CANDIDATES MUST COMPLETE EACH STEP AS OUTLINED IN THE PROGRAM DESCRIPTION BY THE RESPECTIVE DUE DATE. FURTHERMORE, CANDIDATES MUST TURN IN PROOF OF FULL-TIME STATUS WITHIN THE DATES SPECIFIED IN THE PROGRAM DESCRIPTION FOR EACH SPRING AND FALL SEMESTER THEY ATTEND SCHOOL. FAILURE TO DO SO WILL DISQUALIFY THE SCHOLAR THAT SEMESTER AND WILL COUNT TOWARDS ONE OF THE TWO ALLOWABLE SEMESTER LAPSES. CANDIDATES SHOULD INTEND TO GO TO COLLEGE OR TRADE SCHOOL AFTER HIGH SCHOOL. SCHOLAR CANDIDATES MUST ATTEND SCHOOL FULL-TIME (12 CREDIT HOURS EACH SEMESTER) AFTER HIGH SCHOOL. SCHOLAR CANDIDATES MUST BE ACCEPTED AND/OR REGISTERED IN THE FALL OF 2013 AT A TRADE SCHOOL, COLLEGE, OR UNIVERSITY TO BENEFIT. (IN EXCEPTIONAL CASES, A SCHOLAR CANDIDATE MAY ARRANGE TO START SCHOOL UP TO TWO SEMESTERS AFTER BEING INDUCTED INTO THE PROGRAM, BUT THEY MUST MAKE ARRANGEMENTS WITH THE RESIDENT LIFE DEPARTMENT. THESE TWO SEMESTERS WILL COUNT AS THE TWO ALLOCABLE SEMESTER LAPSES.) SCHOLARS WHO LAPSE FROM THE PROGRAM FOR MORE THAN A TOTAL OF TWO SEMESTERS AFTER BEING INDUCTED INTO THE PROGRAM ARE NO LONGER ELIGIBLE TO RECEIVE THE AWARD. SCHEDULE I, PART II ON FORM 990, PART IX STATEMENT OF FUNCTIONAL EXPENSES, LINE 1, ANN'S CHOICE, INC. (ACH) IS SHOWING GRANTS AND OTHER ASSISTANCE TO GOVERNMENTS AND ORGANIZATIONS IN THE UNITED STATES IN THE AMOUNT OF $18,195. NO ORGANIZATIONS WHO RECEIVED GRANTS FROM ACH DURING 2013 RECEIVED GRANTS GREATER THAN $5,000. X X X 0 0 0 0 0 0 0 0 0 CHRISTOPHER DONATI EXECUTIVE DIRECTOR 166426 0 28000 0 402 0 750 0 20296 0 215874 0 0 0 THOMAS WALSH DIRECTOR OF FINANCE 119961 0 16250 0 0 0 750 0 19639 0 156600 0 0 0 JOHN MANN ASSOCIATE EXECUTIVE DIRECTOR 132827 0 16500 0 23086 0 750 0 19639 0 192802 0 0 0 DEBORAH OLCESE DIRECTOR OF SALES 140745 0 17500 0 0 0 750 0 7200 0 166195 0 0 0 SCHEDULE J, PART II THE INDIVIDUALS LISTED IN SCHEDULE J, PART II ARE EMPLOYEES OF ERICKSON LIVING MANAGEMENT ("ELM"), AN UNRELATED ORGANIZATION TO ANN'S CHOICE, INC., IN ACCORDANCE WITH THE MANAGEMENT AGREEMENT BETWEEN ANN'S CHOICE, INC. AND ELM. SEE SCHEDULE O EXPLANATION FOR FORM 990, PART VI, SECTION A, LINE 3. THEREFORE, FOR IRS MATCHING PURPOSES, ELM IS THE ISSUER OF THE FORM W-2. UNDER THE MANAGEMENT AGREEMENT, ANN'S CHOICE, INC. REIMBURSES ELM FOR THE COST OF SERVICES PERFORMED FOR ANN'S CHOICE, INC. A BUCKS COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY 232174016 2013-08-16 69975000 REFUND OF PRIOR ISSUE - PRIOR ISSUE DATED 12/21/05 0 0 0 B BUCKS COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY 232174016 2013-08-16 3290000 REFUND OF PRIOR ISSUE - PRIOR ISSUE DATED 12/21/05 0 0 0 C EAST NORRITON INDUSTRIAL DEVELOPMENT AUTHORITY 300188402 2013-11-15 10000000 CURRENT REFUNDING - PRIOR ISSUE DATED 8/16/2013 0 0 0 A 294000 69975000 891612 69083388 2005 1 0 1 1 B 136000 3290000 47626 3242374 2005 0 1 1 1 C 13000 10000000 183574 9816426 2005 1 0 1 1 A 0 1 1 1 0 0.00340 0.00340 0 0 1 B 0 1 1 1 0 0.00340 0.00340 0 0 1 C 0 1 1 1 0 0.00340 0.00340 0 0 1 A 0 0 0 1 1 1 SEE PART VI 0 0 0 1 1 B 0 0 0 1 1 1 SEE PART VI 0 0 0 1 1 C 0 0 0 1 1 1 SEE PART VI 0 0 0 1 1 A 1 B 1 C 1 PART II, LINE 12 BOND ISSUE B: UNSPENT PROCEEDS USED ON JANUARY 1, 2014 TO REFUND PRIOR ISSUE. PART IV, LINE 4B: BOND ISSUE A: NAME OF PROVIDER: BANK OF AMERICA "BOA" AND MANUFACTURERS AND TRADERS TRUST COMPANY "M&T" LINE 4C: TERM OF HEDGE: BOA 8/16/2020 AND M&T 8/16/2023 BOND ISSUE B: NAME OF PROVIDER: BANK OF AMERICA "BOA" LINE 4C: TERM OF HEDGE: 10/1/2019 BOND ISSUE C: NAME OF PROVIDER: M&T BANK LINE 4C: TERM OF HEDGE: 8/1/2023 FORM 990, PART VI, SECTION A, LINE 1 UNDER THE BYLAWS OF THE ORGANIZATION, THE BOARD HAS DELEGATED AUTHORITY TO AN EXECUTIVE COMMITTEE COMPRISED OF THE ORGANIZATION'S CHAIRMAN, PRESIDENT, SECRETARY AND TREASURER. THE EXECUTIVE COMMITTEE HAS AND MAY EXERCISE ALL OF THE POWERS AND AUTHORITY OF THE BOARD IN THE MANAGEMENT OF THE BUSINESS AND AFFAIRS OF THE ORGANIZATION EXCEPT FOR THOSE ACTIONS RESERVED SOLELY TO THE MEMBER OR THE DIRECTORS UNDER THE GENERAL LAWS OF THE STATE OF MARYLAND. FORM 990, PART VI, SECTION A, LINE 3 ON APRIL 30, 2010, ANN'S CHOICE, INC. ENTERED INTO A NEW MANAGEMENT AND MARKETING AGREEMENT WITH ERICKSON LIVING MANAGEMENT, LLC ("ELM") TO PROVIDE THE SERVICES PREVIOUSLY PROVIDED BY ERC. ELM IS A SUBSIDIARY OF REDWOOD-ERC SENIOR LIVING HOLDINGS, LLC, NOW KNOWN AS ERICKSON LIVING HOLDINGS, LLC WHICH, TOGETHER WITH OTHER RELATED ENTITIES, PURCHASED THE MAJORITY OF THE ASSETS OF ERC. ELM IS A MARYLAND LIMITED LIABILITY COMPANY WHICH OPERATES AND MANAGES LARGE SCALE CONTINUING CARE RETIREMENT COMMUNITIES. THE MANAGEMENT AGREEMENT WAS AMENDED AS OF AUGUST 14, 2013 TO EXTEND THE MANAGEMENT AGREEMENT FOR THREE YEARS AND TO PERMIT THE COMMUNITY TO INITIATE A REVIEW AND RENEGOTIATE MANAGEMENT FEES WITH ELM UNDER CERTAIN CIRCUMSTANCES AFTER YEAR TEN (WHILE RETAINING THE RIGHT TO INITIATE A REVIEW AFTER YEARS FOUR AND SEVEN). THE MANAGEMENT AGREEMENT COMPLIES WITH REV. PROC. 97-13. THE FOLLOWING OFFICERS ARE LISTED IN PART VII, AS NON-COMPENSATED OFFICERS OF THE FILING ORGANIZATION, JOHN HALL, JAMES WALTER, AND CHRIS RATHMANN. THEIR DUTIES ARE CONSIDERED PERFORMED PRO BONO. CHRISTOPHER DONATI, EXECUTIVE DIRECTOR, THOMAS WALSH, DIRECTOR OF FINANCE, JOHN MANN, ASSOCIATE EXECUTIVE DIRECTOR, DEBORAH OLCESE, DIRECTOR OF SALES, GLORIA SMITH, DIRECTOR OF CONTINUING CARE, MARIE DMOCH, RETIREMENT COUNSELOR, AND ROBIN KAUFOLD, DIRECTOR OF GENERAL SERVICES, ARE LEASED EMPLOYEES FROM THE MANAGEMENT COMPANY. THE FILING ORGANIZATION REIMBURSES THE MANAGEMENT COMPANY FOR THEIR COMPENSATION WHICH IS REPORTED ON FORM 990, PART VII, SECTION A. FORM 990, PART VI, SECTION A, LINE 6 ANN'S CHOICE, INC.'S SOLE MEMBER IS NATIONAL SENIOR CAMPUSES, INC. ("NSC"). NSC IS A MARYLAND NON-STOCK CORPORATION. NSC IS A "SUPPORTING ORGANIZATION" WITH RESPECT TO ANN'S CHOICE, AS WELL AS CERTAIN OTHER ORGANIZATIONS SPECIFIED IN ITS GOVERNING DOCUMENTS. AS REQUIRED BY THE REGULATIONS RELATING TO "SUPPORTING ORGANIZATIONS," CERTAIN MEMBERS OF THE BOARD OF DIRECTORS OF NSC WILL ALSO BE MEMBERS OF THE BOARD OF DIRECTORS OF THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A THE NATIONAL SENIOR CAMPUSES, INC. BOARD OF DIRECTORS APPOINTS THE DIRECTORS OF ANN'S CHOICE, INC. FORM 990, PART VI, SECTION A, LINE 7B CERTAIN EXTRAORDINARY ACTIONS OF THE CORPORATION REQUIRE THE APPROVAL OF THE MEMBER UNDER APPLICABLE STATE LAW. FORM 990, PART VI, SECTION B, LINE 11 THE BOARD APPOINTS A COMMITTEE FROM AMONG ITS DIRECTORS AS WELL AS THE DIRECTORS FROM ONE OR MORE RELATED ENTITIES TO OVERSEE THE PREPARATION OF FORM 990. THE BOARD CHAIR HAS THE RESPONSIBILITY TO REVIEW FORM 990 PRIOR TO ITS FILING OR TO DESIGNATE ANOTHER BOARD MEMBER TO REVIEW THE FORM. THE FULL BOARD IS GIVEN THE OPPORTUNITY TO REVIEW THE FINAL VERSION OF FORM 990 BEFORE IT IS FILED AND ASK QUESTIONS OF THE COMMITTEE OR THE REVIEWER REGARDING THE FORM. THE BOARD CHAIR DESIGNATES AN OFFICER TO SIGN FORM 990. FORM 990, PART VI, SECTION B, LINE 12C ANN'S CHOICE, INC.'S CONFLICT OF INTEREST POLICY COVERS ALL DIRECTORS, OFFICERS, KEY EMPLOYEES, EMPLOYEES AND VOLUNTEERS IN A POSITION TO EXERCISE SUBSTANTIAL INFLUENCE OVER ANN'S CHOICE, INC.'S AFFAIRS, COMMITTEE MEMBERS, PROSPECTIVE DIRECTORS, AND SENIOR STAFF PROVIDING SERVICES TO THE ORGANIZATION UNDER A MANAGEMENT AGREEMENT. EACH COVERED PERSON COMPLETES A CONFLICT OF INTEREST DISCLOSURE STATEMENT ANNUALLY AND AS POTENTIAL CONFLICTS ARISE DURING THE YEAR. THESE STATEMENTS ARE REVIEWED BY THE BOARD CHAIR. IF THE CONFLICT INVOLVES A COVERED EMPLOYEE, THE CHAIR DETERMINES WHETHER A CONFLICT EXISTS AND, IF SO, HOW IT IS TO BE HANDLED, OR THE CHAIR MAY REFER THE MATTER TO THE BOARD OF DIRECTORS FOR CONSIDERATION. FOR ALL OTHER CONFLICTS, THE BOARD OF DIRECTORS OR A COMMITTEE OF DISINTERESTED DIRECTORS WILL DETERMINE WHETHER A CONFLICT ACTUALLY EXISTS. A COVERED PERSON MAY NOT PARTICIPATE IN ANY DISCUSSION OR DEBATE BY THE BOARD BUT MAY ANSWER QUESTIONS OR PROVIDE CLARIFYING INFORMATION UNLESS ANY BOARD MEMBER OBJECTS. FORM 990, PART VI, SECTION B, LINE 15 THE BOARD HAS APPROVED A DIRECTORS' COMPENSATION POLICY WHICH ESTABLISHES THE PROCESS BY WHICH ALL DIRECTOR COMPENSATION IS DETERMINED. OFFICERS SERVE WITHOUT COMPENSATION. A REVIEW OF THE DIRECTORS' COMPENSATION IS CONDUCTED EACH FISCAL YEAR. COMPENSATION IS APPROACHED ON AN OVERALL BASIS AND THE TOTAL VALUE OF ALL FORMS OF COMPENSATION IS ESTABLISHED AND MONITORED. AN INDEPENDENT COMPENSATION CONSULTANT IS PERIODICALLY RETAINED TO PERFORM AN ANALYSIS OF ANN'S CHOICE, INC.'S COMPENSATION USING COMPARABLES OF BOTH FOR-PROFIT AND NON-PROFIT PEERS. A COMMITTEE OF THE NSC BOARD REVIEWS THE CONSULTANT'S REPORT AND MAKES A RECOMMENDATION TO THE ORGANIZATION AS TO APPROPRIATE COMPENSATION OF DIRECTORS. THE FULL BOARD HAS ACCESS TO ANN'S CHOICE INC.'S CONSULTANT'S REPORT AND AN OPPORTUNITY TO QUESTION THE CONSULTANT ABOUT THE PROCESS, METRICS, AND COMPARABLES THAT WERE USED IN DETERMINING THE RECOMMENDED COMPENSATION. THE BOARD THEN VOTES ON THE COMPENSATION RECOMMENDATIONS AND A CONTEMPORANEOUS RECORD IS MADE OF THE MEETING AND THE VOTE. THE CONSULTANT REVIEW WAS LAST UNDERTAKEN IN 2012 AND WAS ACTED UPON BY THE BOARD IN EARLY 2013. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND THE FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST AT THE EXECUTIVE DIRECTOR'S OFFICE. FORM 990, PART XI, LINE 9: REVERSAL OF PRIOR PERIOD AMORTIZATION -19,939,505. ASHBY PONDS INC 21170 ASHBY PONDS BLVD ASHBURN VA 20147 205609803 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 BROOKSBY VILLAGE INC 100 BROOKSBY VILLAGE DRIVE PEABODY MA 01960 522126755 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 CEDAR CREST VILLAGE INC 1 CEDAR CREST VILLAGE DRIVE POMPTON PLAINS NJ 07444 522184915 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 EAGLE'S TRACE INC 14703 EAGLE VISTA DRIVE HOUSTON TX 77077 030498683 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 FOX RUN VILLAGE INC 41000 13 MILE ROAD NOVI MI 48377 522291271 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 HICKORY CHASE INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 208991395 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 HIGHLAND SPRINGS INC 8000 FRANKFORD ROAD DALLAS TX 75252 510536892 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 LINDEN PONDS INC 300 LINDEN PONDS WAY HINGHAM MA 02043 141849849 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 MARIS GROVE INC 100 MARIS GROVE WAY GLEN MILLS PA 19342 550878964 CONTINUING CARE RETIREMENT COMMUNITY PA 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 NATIONAL SENIOR CAMPUSES INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 204356247 SUPPORTING ORGANIZATION MD 501(C)(3) LINE 11C, III-FI N/A 0 NATIONAL SENIOR CAMPUSES FOUNDATION INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 030611973 SUPPORTING ORGANIZATION MD 501(C)(3) LINE 11C, III-FI N/A 0 OAK CREST VILLAGE INC 8800 WALTHER BOULEVARD PARKVILLE MD 21234 521874053 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 RIDERWOOD VILLAGE INC 3110 GRACEFIELD ROAD SILVER SPRING MD 20904 522126753 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 SEABROOK VILLAGE INC 3000 ESSEX ROAD TINTON FALLS NJ 07753 522126751 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 TALLGRASS CREEK INC 13800 METCALF AVENUE OVERLAND PARK KS 66223 870765641 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 WIND CREST INC 3235 MILL VISTA ROAD HIGHLANDS RANCH CO 80129 510549976 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 GREENSPRING VILLAGE INC 7440 SPRING VILLAGE DRIVE SPRINGFIELD VA 22150 522095427 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0