2013-11-15T10:18:30-06:00 2012-12-31 410746749 CliftonlarsonAllen 5001 Spring Valley Road suite 600W Dallas TX 75244 990 2012-01-01 020709581 Sears Caprock Retirement Corporation SEAR 3256915519 One Village Drive No 400 Abilene TX 79606 Terry Myers 3256915519 2013-11-14 1 Troy Langsdale P00847944 9723835700 2012 2016-03-07 17:11:31Z Mesa Springs Retirement Village Gregory A Williams 1114 Lost Creek Blvd Ste 220 Austin TX 78746 6444724 0 X www.searsmethodistretirementsystem.com X 2003 TX The mission of Sears is to provide leadership in response to the needs of our aging population. We believe we have a responsibility for studying, analyzing, planning, developing, and implementing quality service to the aging where appropriate needs are found for Health Care and residential living services and can be provided in a Christian environment. 10 10 206 35 0 0 7383 1956 5919623 6437129 3497 5639 0 0 5930503 6444724 0 19885 0 0 3068105 3196328 0 0 0 3432545 3496347 6500650 6712560 -570147 -267836 10629137 10148776 11683096 11468047 -1053959 -1319271 X The mission of Sears is to provide leadership in response to the needs of our aging population. We believe we have a responsibility for studying, analyzing, planning, developing, and implementing quality service to the aging where appropriate needs are found for Health Care and residential living services and can be provided in a Christian environment. 0 0 5565059 19885 6437129 Sears Caprock Retirement Corporation, DBA: Mesa Springs Retirement Village is a non-profit 501(c)(3) organization, which consists of 16 independent living executive homes, 34 independent living garden homes, and 10 independent living apartments as well as a 75 bed skilled nursing facility in Abilene, TX. The facility provides nursing home and dementia care operations. It also provides long-term nursing care to elderly as well as a Medicare skilled unit for rehabilitation. 5565059 1 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 1 0 0 0 0 0 0 0 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 17 0 206 1 0 0 0 0 0 0 0 0 0 0 X 10 10 0 1 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X Terry Myers CFO 5123296716 1114 Lost Creek Blvd Suite 220 Austin TX 78746 Jeffrey Smith 1.00 8.00 X X 0 0 0 Rick Rhodes 1.00 8.00 X X 0 0 0 Vance Goddard 1.00 8.00 X X 0 0 0 Steve Exter 1.00 8.00 X X 0 0 0 Quintan Chamness 1.00 8.00 X 0 0 0 Carol Denton 1.00 8.00 X 0 0 0 Dan Olson 1.00 8.00 X 0 0 0 David Lynn 1.00 8.00 X 0 0 0 Larry Dodson 1.00 8.00 X 0 0 0 Barbara Cherry 1.00 8.00 X 0 0 0 Dr Howard Tobin 1.00 8.00 X 0 0 0 D Keith Perry 2.00 38.00 X 0 411552 33000 M Terry Myers 2.00 38.00 X 0 233573 11675 Gary Anderson 2.00 38.00 X 0 287012 14135 Michael Sims 1.00 39.00 X 0 186320 9000 Jan Thompson 2.00 38.00 X 0 23744 0 Randal Crosswhite 2.00 38.00 X 0 137708 6875 Kenneth Fincher 1.00 39.00 X 0 127212 6180 Kent Herring 1.00 39.00 X 0 123712 6180 Gordon Shoger 2.00 38.00 X 0 120112 6000 Windell Hawkins 2.00 38.00 X 0 110112 5500 Jayne Buchanan 2.00 38.00 X 0 106220 5301 Mary Goodin 2.00 38.00 X 0 105320 5250 Terry Huskey 2.00 38.00 X 0 100208 5000 Melanie Juel 2.00 38.00 X 0 93750 4688 Robert Haak 2.00 38.00 X 0 89149 2738 Mary Jane Fitts 2.00 38.00 X 0 81086 2613 Dennis Briggs 2.00 38.00 X 0 56223 2558 Stephen Illingworth 2.00 38.00 X 0 34031 1702 Eugene DuChamp 2.00 38.00 X 0 9365 0 Cheryl Harding 1.00 39.00 X 0 115790 5216 Jeff Busjahn 1.00 39.00 X 0 120048 6000 Gregory Hattori 2.00 38.00 X 0 160076 4115 Cy Jenkins 2.00 38.00 X 0 105616 5250 Pamela McGrew 2.00 38.00 X 0 100958 5044 0 3038897 154020 0 0 1 0 Sears Methodist Retirement System One Village Drive Suite 400 Abilene TX 79606 Corporate & Employee Group Health Fees 624000 Southwest Therapy Services One Village Drive Suite 400 Abilene TX 79606 Therapy Services 447695 Ben E Keith Po Box 901001 Fort Worth TX 76101 Food 285737 Medline PO Box 121080 Dallas TX 75312 Medical Rx and Supplies 125893 4 1956 1956 Resident Charges 623000 6437129 6437129 6437129 5639 5639 6444724 6437129 0 5639 19885 19885 2729972 2410644 319328 262026 231055 30971 204330 180178 24152 324000 324000 45657 45657 341900 341900 49915 49915 308158 308158 244857 239470 5387 8321 8321 4145 4145 233258 228126 5132 488009 477273 10736 105672 103347 2325 Ancillary 487780 487780 Food 308580 308580 Supplies 200316 195404 4912 Maintenance 172319 168296 4023 173460 173121 339 6712560 5565059 1147501 0 400 400 568924 338428 459504 537782 14411 18279 47156 19803 10493835 1913175 8526554 8580660 263955 258545 748233 394879 10629137 10148776 455086 326263 2875463 2847972 7545000 7415000 395919 398551 411628 480261 11683096 11468047 X -1053959 -1319271 -1053959 -1319271 10629137 10148776 X -267836 2127 397 X X 0 1 X 1 0 X 4649 21089 7383 1956 35077 3433203 5381734 5690063 5687520 6437129 26629649 3433203 5386383 5711152 5694903 6439085 26664726 0 0 0 26664726 22084 15689 15643 4071 5639 63126 22084 15689 15643 4071 5639 63126 3455287 5402072 5726795 5698974 6444724 26727852 0.99760 0.00240 X 819468 819468 7283121 991410 6291711 150342 50704 99638 2240904 871061 1369843 8580660 Due to Other Campuses 467511 ERC Fund Payable 5714 Resident Appreciation Fund 5734 Other Current Liability -87 Resident Trust Accounts Liability 1389 480261 X 6427365 2127 399 2526 6424839 19885 19885 6444724 6692675 0 6692675 19885 19885 6712560 Description of Uncertain Tax Positions Under FIN 48: Part X, Line 2: The system adopted the income tax standard for uncertain tax positions. This standard clarifies the accounting for uncertainty in income taxes recognized in an organization's financial statements in accordance with the income tax standard. This standard prescribes recognition and measurement of tax positions taken or expected to be taken on a tax return that are not certain to be realized. The System's income tax returns are subject to review and examination by federal, state, and local authorities. The System is not aware of any activities that would jeopardize its tax-exempt status. The System is not aware of any activities that are subject to tax on unrelated business income or excise or other taxes. The tax returns for the years 2009 to 2012 are open to examination by federal, local, and state authorities. 1 Charitable Discounts to Residents 19 19885 Procedure for Monitoring Grants in the U.S.: Part I, Line 2: Schedule I, Part I, Line 2: The recipients fill out a detailed application which requires the CEO's approval before the funds are released for assistance. X X 1 1 0 0 0 0 0 0 0 D Keith Perry 0 381323 0 22709 0 7520 0 33000 0 0 0 444552 0 0 M Terry Myers 0 233500 0 0 0 73 0 11675 0 0 0 245248 0 0 Gary Anderson 0 282692 0 0 0 4320 0 14135 0 0 0 301147 0 0 Michael Sims 0 180000 0 0 0 6320 0 9000 0 0 0 195320 0 0 Gregory Hattori 0 82376 0 0 0 77700 0 4115 0 0 0 164191 0 0 Part I, Lines 4a-b Per Form 990, Schedule J, Part 1, Line 4a, the following people received severance payments. Here are their names and the amounts contributed: Mary Jane Fitts $28,769 Robert Haak $32,500 Per Form 990, Schedule J, Part 1, Line 4b, the following people participated in, or received payment from, a supplemental nonqualified retirement plan. Here are their names and the amounts contributed: Keith Perry $33000 Terry Myers $11675 Gary Anderson $14135 Michael Sims $9000 Randal Crosswhite $6875 Kenneth Fincher $6180 Kent Herring $6180 Gordon Shoger $6000 Jeffrey Busjahn $6000 Windell Hawkins $5500 Jayne Buchanan $5301 Mary Goodin $5250 Cy Jenkins $5250 Cheryl Harding $5216 Pamela McGrew $5044 Terry Huskey $5000 Melanie Juel $4688 Gregory Hattori $4115 Robert Haak $2738 Mary Jane Fitts $2613 Dennis Briggs $2558 Stephen Illingworth $1702 A HFDC Of Central Texas Inc 371453424 42833RAX3 2008-06-02 3275000 Acquisition of Buildings and Structures 0 0 0 B HFDC Of Central Texas Inc 371453424 42833RAY1 2008-06-02 4620000 Acquisition of Buildings and Structures 0 0 0 A 200000 3275000 161615 3113385 0 0 1 1 B 280000 4620000 227987 4392013 0 0 1 1 A 0 0 0 0 0 0 0 B 0 0 0 0 0 0 0 A 0 1 0 0 1 0 0 0 0 B 0 1 0 0 1 0 0 0 0 A 0 B 0 The organization has represented that it will, and covenanted to, comply with all tax requirements imposed by the Code to satisfy Sections 141 and 145 through 150 of the Code in the tax certificate and loan agreement related to the tax-exempt bond issue. Other than these representations and covenants, the organization has not adopted post-issuance monitoring procedures. The organization realizes that post-issuance monitoring procedures are an important tool in the management of issues arising after tax-exempt bonds are issued. While the organization does not currently have detailed written procedures, it however has consultants, with whom it consults from time to time on an ad hoc basis, including bond counsel, to ensure ongoing compliance with tax and securities laws. In addition, the organization is considering establishing additional post-issuance monitoring procedures to ensure continued compliance with Sections 141 and 145 through 150 of the Code. Form 990, Part VI, Section A, line 1 The Executive Committee often makes decisions for the Board; however, the Board is always notified of any action the Executive Committee takes. The Executive Committee is composed of the Chairman, Vice Chairman, Secretary, Treasurer, and President. The President is a non-voting member with voice. With regard to scope, the Executive Committee "shall possess and may exercise all the powers of the Board of Trustees except as subject to the provisions of Article 7.07. The Executive Committee shall exercise these powers only when it is impractical to convene a called meeting of the Board of Trustees. The Board of Trustees may delegate specific authority or responsibility to the Executive Committee." The Executive Committee may not: Amend the Articles of Incorporation; Adopt a plan of merger or a plan of consolidation with another corporation; Authorize the sale, lease, exchange, or mortgage of all or substantially all of the property and assets of the Corporation; Authorize the voluntary dissolution of the Corporation; Revoke proceedings for the voluntary dissolution of the Corporation; Adopt a plan for the distribution of the assets of the Corporation; Amend, alter or repeal the bylaws; Elect, appoint, or remove a member of a committee or a Trustee or officer of the Corporation; Approve any transaction to which the Corporation is a party and that involves a potential conflict of interest as defined in paragraph 10.05, below; Take any action outside the scope of authority delegated to it by the Board of Trustees; Take final action on a matter that requires the approval of the Board of Trustees. Form 990, Part VI, Section A, line 3 The Organization delegates management duties including supervising personnel, operations, and budgeting to Sears Methodist Retirement System, Inc., the parent company. Form 990, Part VI, Section B, line 11 A copy of the form 990 was made available to all board members for review and approval before filing the return. Form 990, Part VI, Section B, line 12c Conflict of Interest statements are completed annually by Sears Methodist Retirement System Board of Trustees, Sears Caprock Retirement Corporation Board of Directors and all senior staff. Any new Board Members or senior staff are required to complete the statement upon hire. Form 990, Part VI, Section B, line 15 The compensation for the CEO is determined by the performance/compensation committee and is approved by the board in an annual review. Any raise or bonus is discussed and voted on by the board. Every few years an outside compensation specialist is hired to help determine compensation for the CEO. Each senior VP or executive VP review or salary is determined by the CEO in an annual review process. Each senior VP has key officers under them that are reviewed in the same manner. Form 990, Part VI, Section C, line 19 Although not required, the organization will provide photocopies of its governing documents, conflict of interest policy, and financial statements to those who request one or more of these items. Changes in Net Assets or Fund Balances: Form 990, Part XI, line 9: Intercompany Fund Transfers -2. Change in SMF Investment 399. Form 990, Part XII, Line 2C: The organization has a committee which assumes responsibility for choosing the independent auditor and oversight of the independent audit. This process is consistent with prior years. Sears Plains Retirement Corporation One Village Drive Suite 400 Abilene TX 79606 752768233 Senior Living TX 501(c)(3) Line 9 N/A 0 Sears Methodist Retirement System Inc One Village Drive Suite 400 Abilene TX 79606 752516330 Senior Living TX 501(c)(3) Line 11b, II N/A 0 Sears Panhandle Retirement Corporation One Village Drive Suite 400 Abilene TX 79606 752503233 Senior Living TX 501(c)(3) Line 9 N/A 0 Sears Permian Retirement Corporation One Village Drive Suite 400 Abilene TX 79606 752707608 Senior Living TX 501(c)(3) Line 9 N/A 0 Sears Methodist Foundation One Village Drive Suite 400 Abilene TX 79606 752492545 Manages charitable funds for all SMRS related entities TX 501(c)(3) Line 11c, III-FI N/A 0 Sears Methodist Centers Inc One Village Drive Suite 400 Abilene TX 79606 751234917 Senior Living TX 501(c)(3) Line 9 N/A 0 Sears Brazos Retirement Corporation One Village Drive Suite 400 Abilene TX 79606 010598053 Senior Living TX 501(c)(3) Line 9 N/A 0 Sears Tyler Methodist Retirement Corporation One Village Drive Suite 400 Abilene TX 79606 203500571 Senior Living TX 501(c)(3) Line 9 N/A 0 Canyons Senior Living LP 2200 West Seventh Amarillo TX 79106 260888545 Low Income Senior Living TX N/A N/A 0 0 Senior Dimensions Inc One Village Drive Suite 400 Abilene TX 79606 752814016 Consulting TX N/A C 0 Texas Senior Management Inc One Village Drive Suite 400 Abilene TX 79606 320333801 Management TX N/A C 0 0 0 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0