2012-07-16T14:02:22-05:00 2011-12-31 420714325 MCGLADREY LLP 100 INTERNATIONAL DRIVE SUITE 1400 BALTIMORE MD 21202 990 2011-01-01 141849849 LINDEN PONDS INC LIND 7815347000 300 LINDEN PONDS WAY HINGHAM MA 02043 WAYNE CRAIG 7815347000 2012-07-05 1 JULIA FLANNERY P00928918 4102469300 2011 2016-02-24 21:20:13Z MARY HELEN LORENZ 300 LINDEN PONDS WAY HINGHAM MA 02043 93223392 0 X WWW.NATIONALSENIORCAMPUSES.ORG X 2002 MD PROVIDE A HOME FOR SENIORS THAT SATISFIES THEIR THREE PRIMARY NEEDS. SEE SCHEDULE O. 9 9 1031 385 0 0 482859 434144 42821247 47707739 9766667 6531032 305865 38550477 53376638 93223392 70000 87198 0 0 19675337 21901613 42238 0 28 43917569 49596140 63705144 71584951 -10328506 21638441 489802251 350799661 529361048 370163333 -39558797 -19363672 THE BOARD OF DIRECTORS OF NATIONAL SENIOR CAMPUSES, INC. AND ITS SUPPORTED COMMUNITIES ARE COMMITTED TO CREATING COMMUNITIES THAT CELEBRATE LIFE. SEE SCHEDULE O FOR THE COMPLETE MISSION STATEMENT. 0 0 69328639 87198 85940056 LINDEN PONDS, INC PROVIDES SERVICES NEEDED BY SENIOR RESIDENTS, WHO RESIDE IN 868 INDEPENDENT LIVING UNITS AND 109 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. 69328639 1 1 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 1 68 0 1 1031 1 0 0 0 0 0 1 1 0 0 0 0 X 9 9 0 1 0 0 1 1 1 1 1 1 0 1 1 1 1 1 1 1 1 0 MA X X MARY WINDSOR 4104022375 701 MAIDEN CHOICE LANE CATONSVILLE MD 21228 MARY HELEN LORENZ 6.00 X X 92267 45483 0 WAYNE CRAIG 3.00 X X 83125 19375 0 ANNETTE SEXTON 9.00 X X 11875 0 0 WILLOW PASLEY 3.00 X X 83586 53331 0 RONALD E WALKER 1.00 X 16308 56442 0 CAROLYN MARKEY 2.00 X 15625 19375 0 KIRK B JONES 1.00 X 16250 16250 0 BRUCE BEARDSLEY 2.00 X 16667 20416 0 NATHANIEL J DUDLEY 2.00 X 16667 20416 0 IAN BROWN 40.00 X 359294 0 7171 OLGA VOLFSON-RABKIN 40.00 X 119465 0 750 JOHN HALL 0.50 X 0 0 0 CLARA PARKER 0.50 X 0 0 0 JAMES WALTER 0.50 X 0 0 0 KATHLEEN GLASCO 40.00 X 127803 0 6118 GAIL SIMMS 40.00 X 116739 0 6868 TOMAS GONZALEZ 40.00 X 112722 0 0 1188393 251088 20907 5 0 1 0 HALLSMITH-SYSCO FOOD SERVICE 380 SOUTH WORCHESTER ST NORTON MA 02766 FOOD SERVICE 2038454 ERICKSON LIVING MANAGEMENT 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 MANAGEMENT 1918199 CASS INFORMATION SYSTEMS INC 13001 HOLLENBERG BRIDGETON MO 63044 BUSINESS PROCESS OUTSOURCING 1424438 OMNICARE INC 198 WORCHESTER ST NORTH GRAFTON MA 01539 MEDICAL 590168 BARCELLOS & KANE 28 ABINTON ST HINGHAM MA 02043 LANDSCAPING 427823 18 434144 434144 RESIDENT FEES 623990 38457047 38457047 ANCILLARY FEES 623990 4808860 4808860 RESIDENT DEPOSITS 623990 4260984 4260984 CONTRACT REVENUE 623990 172298 172298 PROCESSING FEES 623990 8550 8550 47707739 6531032 6531032 318160 318160 318160 318160 GAIN ON EXTINGUISHMENT 900099 38232317 38232317 38232317 93223392 85940056 0 6849192 11500 11500 75698 75698 839050 839050 17327826 17054997 272829 109326 96342 12984 2187835 1942074 245761 1437576 1346860 90716 1918199 1918199 15092 15092 84150 84150 1781810 1158327 623483 2174185 2174185 4508452 4467506 40918 28 12016619 11991993 24626 74697 57131 17566 10053920 10053920 6068570 6068570 346565 346565 RESTRUCTURING FEES 9240274 9240274 EQUIPMENT RENTAL 729117 712173 16944 ADMINISTRATIVE & MISC. 278036 230174 47862 RESIDENT RELATIONS 192215 183762 8453 114239 114239 71584951 69328639 2256284 28 616 678 26454492 23552992 2403614 2629478 180164168 3316400 78353 70041 35577 342627 338538576 18992176 127159359 319546400 153506072 1341045 489802251 350799661 7363085 3566524 142230000 115791802 11731822 3482753 368036141 247322254 529361048 370163333 X -40367947 -20344809 809150 981137 -39558797 -19363672 489802251 350799661 X 21638441 -1443316 X 0 1 1 X 0 X 241105 272172 274325 482859 434144 1704605 20538852 26048505 34273888 42825947 85940056 209627248 20779957 26320677 34548213 43308806 86374200 211331853 0 0 0 211331853 8698877 9359262 9929388 10075616 6849192 44912335 8698877 9359262 9929388 10075616 6849192 44912335 13632 13632 29478834 35679939 44477601 53398054 93223392 256257820 0.82470 0.75890 0.17530 0.24100 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 21923457 21923457 307325728 11693728 295632000 5937453 4987405 950048 3351938 2311043 1040895 319546400 ADVANCE DEPOSITS 483700 RESIDENT DEPOSITS (NET) 242167136 CLAIMS RESERVE 741337 FUNDS HELD FOR RESIDENTS 90937 UNCLAIMED PROPERTY 6708 RESIDENT REFUNDS PAYABLE 3801001 MARKETING FEE DEFERRED 3876 DEFERRED MANAGEMENT FEE 27559 247322254 93223392 71584951 21638441 3945 -1447261 -1443316 20195125 93373230 3945 145893 149838 93223392 0 93223392 71730844 145893 145893 71584951 0 71584951 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: LINDEN PONDS, INC. ("LPH") IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND THE APPLICABLE STATE INCOME TAX REGULATIONS. HINGHAM CAMPUS, LLC ("HC") IS A SINGLE MEMBER LIMITED LIABILITY COMPANY AND HAS ELECTED TO BE DISREGARDED FOR FEDERAL AND STATE INCOME TAX PURPOSES. HC'S FINANCIAL STATEMENT ACTIVITY IS REFLECTED ON LPH'S BOOKS AND RECORDS. PART XI, LINE 8 - OTHER ADJUSTMENTS: PRIOR PERIOD ADJUSTMENT TO NET ASSETS -1,447,261. PART XII, LINE 2D - OTHER ADJUSTMENTS: ADJUSTMENT TO TRNA 145,893. PART XIII, LINE 2D - OTHER ADJUSTMENTS: ADJUSTMENT TO TRNA 145,893. 1 SOUTH SHORE HOSPITAL 55 FOGG ROAD SOUTH WEYMOUTH MA 02190 043150602 501(C)(3) 5000 CHARITABLE ALZHEIMERS ASSOCIATION 311 ARSENAL STREET WATERTOWN MA 02472 042731194 501(C)(3) 5000 CHARITABLE 2 0 EDUCATIONAL SCHOLARSHIPS - SEE PART IV 82 75698 SCHOLAR CANDIDATES MUST BE CURRENTLY EMPLOYED YEAR-ROUND AT LINDEN PONDS. 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 LINDEN PONDS ON OR BEFORE SEPTEMBER 30, 2011. THE CANDIDATE MUST ALSO ACHIEVE 1,000 HOURS OF WORK DURING A TIME SPAN THAT BEGINS NO EARLIER THAN JUNE 1, 2011 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, 2011 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 2011 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. X X X 0 0 0 0 0 0 0 0 0 IAN BROWN 180415 0 43000 0 135879 0 750 0 9561 0 369605 0 0 0 SUPPLEMENTAL INFORMATION PART III THE INDIVIDUAL LISTED IN SCHEDULE J, PART II IS AN EMPLOYEE OF ERICKSON LIVING MANAGEMENT, LLC ("ELM"), AN UNRELATED ORGANIZATION TO LINDEN PONDS, INC., IN ACCORDANCE WITH THE MANAGEMENT AGREEMENT BETWEEN LINDEN PONDS, 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, LINDEN PONDS, INC. REIMBURSES ELM FOR THE COST OF SERVICES PERFORMED FOR LINDEN PONDS, INC. MASSACHUSETTS DEVELOPMENT FINANCE AGENCY 043431814 57583UDUS 2011-09-21 142821445 REFUND OF PRIOR ISSUE 0 0 0 142821445 142821445 1 0 1 1 0 1 1 1 0 0.00640 0.00640 1 0 1 0 0 0 1 PART II, LINE 11: PROCEEDS SPENT ON REFUNDING PRIOR ISSUE. PART V: IN TAX YEAR 2012, THE ORGANIZATION HAS ADOPTED MANAGEMENT PRACTICES AND PROCEDURES TO ENSURE POST-ISSUANCE COMPLIANCE OF ITS TAX EXEMPT BOND LIABILITIES. THESE PROCEDURES INCLUDE WRITTEN PROCEDURES TO ENSURE THAT VIOLATIONS OF FEDERAL TAX REQUIREMENTS ARE TIMELY IDENTIFIED AND CORRECTED THROUGH THE VOLUNTARY CLOSING AGREEMENT PROGRAM IF SELF-REMEDIATION IS NOT AVAILABLE UNDER APPLICABLE REGULATIONS. 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 ERICKSON LIVING MANAGEMENT, LLC ASSUMED ERC'S RESPONSIBILITIES UNDER THE MANAGEMENT AGREEMENT PER A TRANSITIONAL SUBCONTRACT AGREEMENT DATED APRIL 30, 2010, FOR A TRANSITIONAL PERIOD. THE PARTIES EXTENDED THE TRANSITIONAL PERIOD THROUGH SEPTEMBER 8, 2011. ON SEPTEMBER 8, 2011, LPH AND ELM ENTERED INTO A MANAGEMENT AND MARKETING AGREEMENT. ELM WILL PROVIDE MANAGEMENT AND MARKETING SERVICES TO LPH DURING THE TERM OF THIS AGREEMENT WHICH EXPIRES ON SEPTEMBER 8, 2021. FORM 990, PART VI, SECTION A, LINE 6 LINDEN PONDS, 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 LINDEN PONDS, 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 NATIONAL SENIOR CAMPUSES, INC. HAS THE RIGHT TO APPOINT AND ELECT ALL DIRECTORS. 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 LINDEN PONDS, INC.'S CONFLICT OF INTEREST POLICY COVERS ALL DIRECTORS, OFFICERS, KEY EMPLOYEES, EMPLOYEES AND VOLUNTEERS IN A POSITION TO EXERCISE SUBSTANTIAL INFLUENCE OVER LINDEN PONDS, 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 LINDEN PONDS, 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 LINDEN PONDS 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 2010 AND WAS ACTED UPON BY THE BOARD IN EARLY 2011. 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. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED GAINS ON INVESTMENTS: 3,945. PRIOR PERIOD ADJUSTMENT TO NET ASSETS -1,447,261. TOTAL TO FORM 990, PART XI, LINE 5: -1,443,316. FORM 990, PART I, LINE 1 AND PART III, LINE 1 MISSION STATEMENT SHARING OUR GIFTS TO CREATE COMMUNITIES THAT CELEBRATE LIFE THE BOARD OF DIRECTORS OF NATIONAL SENIOR CAMPUSES, INC. AND ITS SUPPORTED COMMUNITIES ARE COMMITTED TO ACHIEVING THE MISSION BY: 1. PROMOTING AN ACTIVE QUALITY OF LIFE FOR SENIORS -CREATING LARGE SCALE RETIREMENT CAMPUSES TO PROMOTE ACTIVITY AND HEALTHY LIVING. -PROVIDING A RESIDENT CENTERED SERVICE CULTURE. -ENCOURAGING RESIDENT RUN ACTIVITIES WITH PROFESSIONAL SUPPORT. 2. ACHIEVING EXCELLENCE IN SERVICES AND PROGRAMS -EXERCISING ITS AUTHORITY IN SERVICES, PROGRAMS, FEES, FACILITIES AND FINANCING. -EMBRACING COMPLIANCE, ETHICS AND INTEGRITY. -OVERSEEING SERVICES AND PROGRAMS PERSONALLY AND IN MEETINGS WITH THE RESIDENTS ADVISORY COUNCIL. -TAKING A LONG-TERM VIEW OF FIDUCIARY RESPONSIBILITY. 3. INSURING AFFORDABILITY TO MIDDLE INCOME SENIORS -FOCUSING ON THE LONG TERM VIABILITY OF THE COMMUNITY FOR CURRENT AND FUTURE RESIDENTS. -USING FINANCING STRATEGIES TO LOWER THE COST OF CAPITAL. -QUALIFYING FOR EXEMPTION FROM FEDERAL AND STATE INCOME TAX. -OBTAINING PROPERTY TAX REDUCTIONS FROM COMMUNITY GOVERNMENTS. -ACCUMULATING NET INCOME TO FURTHER THE MISSION. -MAINTAINING A POLICY FOR FULLY REFUNDABLE ENTRANCE DEPOSIT. -OFFERING FEE-FOR-SERVICE HEALTH CARE. 4. MAKING A LIFE CARE COMMITMENT -TO THE EXTENT FEASIBLE, ENSURING THAT NO RESIDENT SHOULD EVER HAVE TO LEAVE A COMMUNITY AS A RESULT OF FINANCIAL INABILITY TO PAY FOR THE COST OF THEIR CARE. -ENCOURAGING FUNDRAISING EFFORTS IN SUPPORT OF BENEVOLENT CARE. 5. FOSTERING GROWTH -COMMITTING TO MAKING THIS LIFESTYLE AVAILABLE TO AN INCREASING NUMBER OF SENIORS. -INCREASING EFFORTS TO ACHIEVE AFFORDABILITY. -DEVELOPING NEW COMMUNITIES IN CURRENT MARKETS. FORM 990, PART VI, LINE 11 THE BOARD OF DIRECTORS AS LISTED IN PART VII, SECTION A, CAN BE REACHED AT THE FOLLOWING ADDRESS: UNIVERSITY OF MARYLAND-BALTIMORE COUNTY (UMBC) RESEARCH TECHNOLOGY PARK 5525 RESEARCH PARK DRIVE, 3RD FLOOR BALTIMORE, MD 21228 FORM 990, PART VII - BOARD OF DIRECTORS COMPENSATION THE COMPENSATION PAID BY RELATED ENTITIES FOR EACH DIRECTOR IS AS FOLLOWS: INDIVIDUAL: MARY HELEN LORENZ ORGANIZATION COMPENSATION ANN'S CHOICE, INC. $ 1,016 ASHBY PONDS, INC. $ 1,016 BROOKSBY VILLAGE, INC. $ 24,767 CEDAR CREST VILLAGE, INC. $ 1,016 EAGLE'S TRACE, INC. $ 1,016 FOX RUN VILLAGE, INC. $ 1,016 GREENSPRING VILLAGE, INC. $ 1,017 HIGHLAND SPRINGS, INC. $ 1,017 LINDEN PONDS, INC. $ 92,267 MARIS GROVE, INC. $ 1,017 NATIONAL SENIOR CAMPUSES, INC. $ 7,500 OAK CREST VILLAGE, INC. $ 1,017 RIDERWOOD VILLAGE, INC. $ 1,017 SEABROOK VILLAGE, INC. $ 1,017 TALLGRASS CREEK, INC. $ 1,017 WIND CREST, INC. $ 1,017 NSC FOUNDATION, INC. $ 0 HICKORY CHASE, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $137,750 INDIVIDUAL: WAYNE CRAIG ORGANIZATION COMPENSATION ANN'S CHOICE, INC. $ 0 ASHBY PONDS, INC. $ 0 BROOKSBY VILLAGE, INC. $ 15,625 CEDAR CREST VILLAGE, INC. $ 0 EAGLE'S TRACE, INC. $ 0 FOX RUN VILLAGE, INC. $ 0 GREENSPRING VILLAGE, INC. $ 0 HIGHLAND SPRINGS, INC. $ 0 LINDEN PONDS, INC. $ 83,125 MARIS GROVE, INC. $ 0 NATIONAL SENIOR CAMPUSES, INC. $ 3,750 OAK CREST VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 0 TALLGRASS CREEK, INC. $ 0 WIND CREST, INC. $ 0 NSC FOUNDATION, INC. $ 0 HICKORY CHASE, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $102,500 INDIVIDUAL: WILLOW PASLEY ORGANIZATION COMPENSATION ANN'S CHOICE, INC. $ 462 ASHBY PONDS, INC. $ 462 BROOKSBY VILLAGE, INC. $ 16,086 CEDAR CREST VILLAGE, INC. $ 461 EAGLE'S TRACE, INC. $ 461 FOX RUN VILLAGE, INC. $ 461 GREENSPRING VILLAGE, INC. $ 461 HIGHLAND SPRINGS, INC. $ 461 LINDEN PONDS, INC. $ 83,586 MARIS GROVE, INC. $ 461 NATIONAL SENIOR CAMPUSES, INC. $ 31,250 OAK CREST VILLAGE, INC. $ 461 RIDERWOOD VILLAGE, INC. $ 461 SEABROOK VILLAGE, INC. $ 461 TALLGRASS CREEK, INC. $ 461 WIND CREST, INC. $ 461 NSC FOUNDATION, INC. $ 0 HICKORY CHASE, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $136,917 INDIVIDUAL: RONALD E. WALKER ORGANIZATION COMPENSATION ANN'S CHOICE, INC. $ 684 ASHBY PONDS, INC. $ 684 BROOKSBY VILLAGE, INC. $ 16,308 CEDAR CREST VILLAGE, INC. $ 684 EAGLE'S TRACE, INC. $ 684 FOX RUN VILLAGE, INC. $ 684 GREENSPRING VILLAGE, INC. $ 683 HIGHLAND SPRINGS, INC. $ 683 LINDEN PONDS, INC. $ 16,308 MARIS GROVE, INC. $ 683 NATIONAL SENIOR CAMPUSES, INC. $ 31,250 OAK CREST VILLAGE, INC. $ 683 RIDERWOOD VILLAGE, INC. $ 683 SEABROOK VILLAGE, INC. $ 683 TALLGRASS CREEK, INC. $ 683 WIND CREST, INC. $ 683 NSC FOUNDATION, INC. $ 0 HICKORY CHASE, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $ 72,750 INDIVIDUAL: CAROLYN MARKEY ORGANIZATION COMPENSATION ANN'S CHOICE, INC. $ 0 ASHBY PONDS, INC. $ 0 BROOKSBY VILLAGE, INC. $ 15,625 CEDAR CREST VILLAGE, INC. $ 0 EAGLE'S TRACE, INC. $ 0 FOX RUN VILLAGE, INC. $ 0 GREENSPRING VILLAGE, INC. $ 0 HIGHLAND SPRINGS, INC. $ 0 LINDEN PONDS, INC. $ 15,625 MARIS GROVE, INC. $ 0 NATIONAL SENIOR CAMPUSES, INC. $ 3,750 OAK CREST VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 0 TALLGRASS CREEK, INC. $ 0 WIND CREST, INC. $ 0 NSC FOUNDATION, INC. $ 0 HICKORY CHASE, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $ 35,000 INDIVIDUAL: KIRK B. JONES ORGANIZATION COMPENSATION ANN'S CHOICE, INC. $ 0 ASHBY PONDS, INC. $ 0 BROOKSBY VILLAGE, INC. $ 16,250 CEDAR CREST VILLAGE, INC. $ 0 EAGLE'S TRACE, INC. $ 0 FOX RUN VILLAGE, INC. $ 0 GREENSPRING VILLAGE, INC. $ 0 HIGHLAND SPRINGS, INC. $ 0 LINDEN PONDS, INC. $ 16,250 MARIS GROVE, INC. $ 0 NATIONAL SENIOR CAMPUSES, INC. $ 0 OAK CREST VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 0 TALLGRASS CREEK, INC. $ 0 WIND CREST, INC. $ 0 NSC FOUNDATION, INC. $ 0 HICKORY CHASE, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $ 32,500 INDIVIDUAL: BRUCE BEARDSLEY ORGANIZATION COMPENSATION ANN'S CHOICE, INC. $ 0 ASHBY PONDS, INC. $ 0 BROOKSBY VILLAGE, INC. $ 16,666 CEDAR CREST VILLAGE, INC. $ 0 EAGLE'S TRACE, INC. $ 0 FOX RUN VILLAGE, INC. $ 0 GREENSPRING VILLAGE, INC. $ 0 HIGHLAND SPRINGS, INC. $ 0 LINDEN PONDS, INC. $ 16,667 MARIS GROVE, INC. $ 0 NATIONAL SENIOR CAMPUSES, INC. $ 3,750 OAK CREST VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 0 TALLGRASS CREEK, INC. $ 0 WIND CREST, INC. $ 0 NSC FOUNDATION, INC. $ 0 HICKORY CHASE, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $ 37,083 INDIVIDUAL: NATHANIEL J. DUDLEY ORGANIZATION COMPENSATION ANN'S CHOICE, INC. $ 0 ASHBY PONDS, INC. $ 0 BROOKSBY VILLAGE, INC. $ 16,666 CEDAR CREST VILLAGE, INC. $ 0 EAGLE'S TRACE, INC. $ 0 FOX RUN VILLAGE, INC. $ 0 GREENSPRING VILLAGE, INC. $ 0 HIGHLAND SPRINGS, INC. $ 0 LINDEN PONDS, INC. $ 16,667 MARIS GROVE, INC. $ 0 NATIONAL SENIOR CAMPUSES, INC. $ 3,750 OAK CREST VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 0 TALLGRASS CREEK, INC. $ 0 WIND CREST, INC. $ 0 NSC FOUNDATION, INC. $ 0 HICKORY CHASE, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $ 37,083 FORM 990, PART VII - BOARD OF DIRECTORS HOURS PER WEEK APPROXIMATE HOURS PER WEEK, BY ENTITY: NSC OCV GSV RWV ALP CCV SBV ACH MGV BBV M.H. LORENZ 3 0 0 0 0 0 0 0 0 6 W. CRAIG 1 0 0 0 0 0 0 0 0 3 W. PASLEY 10 0 0 0 0 0 0 0 0 3 R. WALKER 4 0 0 0 0 0 0 0 0 1 C. MARKEY 1 0 0 0 0 0 0 0 0 2 K. JONES 0 0 0 0 0 0 0 0 0 1 B. BEARDSLEY 1 0 0 0 0 0 0 0 0 2 N. DUDLEY 1 0 0 0 0 0 0 0 0 2 LPH FRV TCK HSD ETH WCD NSCF HCH M.H. LORENZ 6 0 0 0 0 0 1 0 W. CRAIG 3 0 0 0 0 0 0 0 W. PASLEY 3 0 0 0 0 0 0 2 R. WALKER 1 0 0 0 0 0 0 1 C. MARKEY 2 0 0 0 0 0 0 0 K. JONES 1 0 0 0 0 0 0 0 B. BEARDSLEY 2 0 0 0 0 0 0 0 N. DUDLEY 2 0 0 0 0 0 0 0 FORM 990, PART VII - OFFICER HOURS PER WEEK JOHN HALL, CLARA PARKER, AND JAMES WALTER, ASSISTANT TREASURERS, ARE ALSO OFFICERS OF OCV, GSV, RWV, CCV, SBV, MGV, BBV, LPH, FRV, TCK, HSD, ETH, WCD, ALL OF WHICH ARE RELATED ENTITIES. THESE OFFICERS DEVOTE APPROXIMATLY .5 HOURS PER WEEK TO EACH ENTITY. HINGHAM CAMPUS LLC 300 LINDEN PONDS WAY HINGHAM MA 02043 522227702 OWNER OF LAND AND BUILDING MD 0 328638228 LINDEN PONDS INC 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 ANN'S CHOICE INC 10000 ANNS CHOICE WAY WARMINSTER PA 18974 522095427 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 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) 11, III-FI N/A 0 NATIONAL SENIOR CAMPUSES FOUNDATION INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 030611973 SUPPORTING ORGANIZATION MD 501(C)(3) 11, 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 WINDCREST 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 0 0 0