2011-10-17T08:41:50-05:00 2010-12-31 RSM MCGLADREY INC 100 INTERNATIONAL DRIVE SUITE 1400 BALTIMORE MD 21202 990 2010-01-01 521315965 CHARLESTOWN COMMUNITY INC CHAR 4104022375 719 MAIDEN CHOICE LANE BALTIMORE MD 21228 RICHARD C CALVERT 4104022375 2011-10-12 1 JULIA FLANNERY 4102469300 2010 2016-03-07 17:11:31Z GARRETT FALCONE 719 MAIDEN CHOICE LANE BALTIMORE MD 21228 82515055 0 X WWW.ERICKSONCOMMUNITIES.COM/CCI X 1984 MD PROVIDE A HOME FOR SENIORS THAT SATISFIES THEIR THREE PRIMARY NEEDS. SEE SCHEDULE O. 15 15 1430 769 -152000 -152000 302678 510306 74733979 76861766 2787786 4747101 801758 328393 78626201 82447566 207431 156042 0 0 38520882 37295391 0 107603 201592 38826622 39787616 77554935 77346652 1071266 5100914 263350906 389920519 258273544 377916643 5077362 12003876 X THE BOARD OF DIRECTORS OF CHARLESTOWN COMMUNITY, INC. ARE COMMITTED TO CREATING COMMUNITIES THAT CELEBRATE LIFE. SEE SCHEDULE O FOR THE COMPLETE MISSION STATEMENT. 0 0 74633321 156042 76861766 CHARLESTOWN COMMUNITY, INC PROVIDES SERVICES NEEDED BY SENIOR RESIDENTS, WHO RESIDE IN 1,408 INDEPENDENT LIVING UNITS, 119 ASSISTED LIVING UNITS AND 182 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. 74633321 1 1 0 0 0 0 0 0 0 1 0 0 0 1 1 0 1 0 0 0 0 0 1 1 0 0 0 1 1 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 1 0 0 0 1 108 0 1 1430 1 1 1 0 0 0 1 1 1 1 0 0 0 0 X 15 15 0 1 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 MD X X NEAL GANTERT 4104022375 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 CHARLES S GAMBLE 1.00 X X 0 0 0 RICHARD A GROVE JR 1.00 X X 0 0 0 RICHARD M BARNES ESQ 1.00 X 0 0 0 JAMES BEAUCHAMP 1.00 X 0 0 0 CHARLES H BROWN III 1.00 X 0 0 0 ROBERT CAWLEY 1.00 X 0 0 0 REV DR DAVID COONEY 1.00 X 0 0 0 STANLEY W ELWELL 1.00 X 0 0 0 LENWOOD M IVEY PHD 1.00 X 0 0 0 L BARNEY JOHNSON 1.00 X 0 0 0 FATHER PHILIP S KEANE SS STD 1.00 X 0 0 0 NAOMI MCAFEE 1.00 X 0 0 0 WILLIAM R O'BRIEN PHD 1.00 X 0 0 0 BONNIE PHIPPS 1.00 X 0 0 0 JOANNE E POLLAK ESQ 1.00 X 0 0 0 SARA JANET SHAW 1.00 X 0 0 0 KARLINE K TIERNEY 1.00 X 0 0 0 YVONNE V RICE 1.00 X 0 0 0 GARRET A FALCONE 40.00 X 180329 0 750 RICHARD C CALVERT 40.00 X 111056 0 10239 VINSON BANKOSKI 40.00 X 110329 0 10355 DENNIS DAWSON 40.00 X 0 0 0 JAMES WALTERS 40.00 X 222373 0 12180 DONALD GROVE 40.00 X 131397 0 11713 JOSEPH NEAULT 40.00 X 130493 0 9778 SHERYL PARRISH 40.00 X 122762 0 9778 TARA O'SULLIVAN 40.00 X 138338 0 5762 1147077 0 70555 15 0 1 0 ERICKSON LIVING MANAGEMNT LLC 701 MAIDEN CHOICE LANE BALTIMORE MD 21108 MANAGEMENT SERVICES 1664296 ERICKSON RETIREMENT COMMUNITIES LLC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 MANAGEMENT SERVICES 828069 SUPERIOR FINISHES 6308 MARSHALEE DRIVE ELKRIDGE MD 21075 PAINTING 425096 HOGAN LOVELLS US LP 100 INTERNATIONAL DRIVE SUITE 2000 BALTIMORE MD 21202 LEGAL 256605 NOVELTY WOODCRAFTERS 5741 FIRST AVENUE BALTIMORE MD 21227 WOODWORKING 242030 5 274224 236082 510306 RESIDENT FEES 623990 60224528 60224528 RESIDENT DEPOSITS 623990 8485397 8485397 ANCILLARY FEES 623990 8139541 8139541 PROCESSING FEES 623990 12300 12300 76861766 1570834 -152000 1722834 379332 379332 379332 379332 3164267 12000 3164267 12000 3176267 3176267 16550 274224 67489 -50939 -50939 82447566 76861766 -152000 5227494 156042 156042 423058 423058 29529009 28430934 1047921 50154 380490 379740 750 4693089 4471048 207949 14092 2269745 2144179 113672 11894 2492365 2492365 36348 16809 19539 93009 93009 107603 107603 281839 281839 8003910 8066902 -76779 13787 5231593 5229433 2160 186645 154254 32192 199 2087786 2087786 14855310 14855310 1146440 1146440 MARKETING COSTS 2114725 2114725 AMORTIZATION 1359911 1359911 EQUIPMENT RENTAL 1096562 1071440 24007 1115 RESIDENT RELATIONS 462014 427172 33163 1679 ADMINISTRATIVE AND MISC 208149 182645 25185 319 131010 -528662 659672 77346652 74633321 2511739 201592 2202 2502 26325826 137067250 2909561 3211511 2543357 6671672 155919 167579 1203230 1319604 325978522 149676059 181347580 176302463 47230994 61950399 1632237 3227539 263350906 389920519 7183986 6725001 38700000 165955000 16000000 9726754 196389558 195509888 258273544 377916643 X 4033741 10881554 1018621 1097322 25000 25000 5077362 12003876 263350906 389920519 X 5100914 1825600 X 0 1 1 X 0 X 169634 267698 157986 302678 510306 1408302 71312246 73418833 73621162 74926298 76878316 370156855 71481880 73686531 73779148 75228976 77388622 371565157 0 0 0 371565157 2660712 2965551 2274813 1915533 1950166 11766775 2660712 2965551 2274813 1915533 1950166 11766775 74142592 76652082 76053961 77144509 79338788 383331932 0.96930 0.96840 0.03070 0.03160 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 10207587 10207587 289134147 128952542 160181605 3852654 2332814 1519840 18848059 15477361 3370698 3936075 2913342 1022733 176302463 RESIDENT REFUNDS PAYABLE 5824296 ADVANCE DEPOSITS 1070375 RESIDENT DEPOSITS, NET OF ACCUM. AMORT. 186426523 UNCLAIMED PROPERTY 132138 FUNDS HELD FOR RESIDENTS 65358 CLAIMS RESERVE 1954407 MARKETING FEE DEFERRED 36791 195509888 82447566 77346652 5100914 1825600 1825600 6926514 85155661 1825600 939044 2764644 82391017 56549 56549 82447566 77787015 564401 564401 77222614 124038 124038 77346652 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: CHARLESTOWN COMMUNITY, INC. AND THE FOUNDATION ARE EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND THE APPLICABLE MARYLAND STATE INCOME TAX REGULATIONS. ST. CHARLES ASSOCIATES, LTD. ("SCA") IS A SINGLE-MEMBER LIMITED LIABILITY COMPANY AND HAS ELECTED TO BE DISREGARDED FOR FEDERAL AND STATE INCOME TAX PURPOSES. SCA'S FINANCIAL STATEMENT ACTIVITY IS REFLECTED ON CCI'S BOOK AND RECORDS. CCI AND SCA HAVE ADOPTED THE GUIDANCE ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES - AN INTERPRETATION OF THE GUIDANCE RELATED TO ACCOUNTING FOR INCOME TAXES. NO LIABILITIES WERE IDENTIFIED FOR THE YEAR ENDED DECEMBER 31, 2010. PART XII, LINE 2D - OTHER ADJUSTMENTS: REVENUE FROM AFFILIATE REPORTED ON CONSOLIDATED FINANCIAL STATEMENT 446,450. ADJUSTMENT TO TEMPORARILY RESTRICTED NET ASSETS 492,594. PART XII, LINE 4B - OTHER ADJUSTMENTS: SPECIAL EVENT EXPENSES NETTED WITH REVENUES ON LINE 9B -67,489. CHARITY CARE EXPENSE NETTED WITH REVENUE ON FINANCIAL STATEMENT 124,038. PART XIII, LINE 2D - OTHER ADJUSTMENTS: EXPENSE FROM AFFILIATE REPORTED ON CONSOLIDATED FINANCIAL STATEMENT 4,318. SPECIAL EVENT EXPENSES NETTED WITH REVENUES ON LINE 9B 67,489. ADJUSTMENT TO TEMPORARILY RESTRICTED NET ASSETS 492,594. PART XIII, LINE 4B - OTHER ADJUSTMENTS: CHARITY CARE EXPENSE NETTED WITH REVENUE ON FINANCIAL STATEMENT 124,038. PART XII, LINE 2D AND PART XIII, LINE 2D THE ADJUSTMENT TO TEMPORARILY RESTRICTED NET ASSETS IS CALCULATED BY THE NET ASSETS RELEASED FROM RESTRICTION USED FOR OPERATIONS LESS THE SPECIAL FUNDRAISING EVENT EXPENSE AND LESS THE SCHOLARSHIPS. X X X X 1 ERICKSON RETIREMENT COMMUNITIES 715 MAIDEN CHOICE LANE CATONSVILLE MD 21228 FUNDRAISING 1 290774 107603 183171 290774 107603 183171 MD ANNUAL GALA 125538 108988 16550 17507 18142 14547 14911 SCHOLARS 165236 165236 2382 290774 274224 16550 17507 20524 14547 14911 67489 -50939 1 EDUCATIONAL SCHOLARSHIPS - SEE PART IV 87 156042 OTHER INFORMATION: PART IV: SCHOLAR CANDIDATES MUST BE CURRENTLY EMPLOYED YEAR-ROUND AT CHARLESTOWN COMMUNITY, INC. 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 CHARLESTOWN COMMUNITY, INC. ON OR BEFORE SEPTEMBER 30, 2010. THE CANDIDATE MUST ALSO ACHIEVE 1,000 HOURS OF WORK DURING A TIME SPAN THAT BEGINS NO EARLIER THAN AUGUST 1, 2010 OF THEIR JUNIOR YEAR OF HIGH SCHOOL (500 OF 1,000 HOURS MUST BE COMPLETED BY THE END OF THEIR JUNIOR YEAR OF HIGH SCHOOL TO QUALIFY). CONTINUED ON SCHEDULE I, PAGE 2, PART IV. ANY HOURS WORKED PRIOR TO AUGUST 1, 2010 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 2012 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 GARRET A FALCONE 156329 0 24000 0 0 0 750 0 1813 0 182892 0 0 0 JAMES WALTERS 185623 0 36750 0 0 0 7168 0 8812 0 238353 0 0 0 SUPPLEMENTAL INFORMATION PART III GARRET FALCONE IS AN EMPLOYEE OF ERICKSON RETIREMENT COMMUNITIES, LLC ("ERC") AND ERICKSON LIVING MANAGEMENT, INC. ("ELM:), UNRELATED ORGANIZATIONS TO CHARLESTOWN COMMUNITY, INC., IN ACCORDANCE WITH THE MANAGEMENT AGREEMENT BETWEEN CHARLESTOWN COMMUNITY, INC. AND ERC AND ELM. SEE SCHEDULE O EXPLANATION FOR FORM 990, PART VI, SECTION A, LINE 3. THEREFORE, FOR IRS MATCHING PURPOSES, ERC AND ELM ARE THE ISSUERS OF FORM W-2. UNDER THE MANAGEMENT AGREEMENT, CHARLESTOWN COMMUNITY, INC. REIMBURSES ERC AND ELM FOR THE COST OF SERVICES PERFORMED FOR CHARLESTOWN COMMUNITY, INC. MARYLAND HEALTH AND HIGHER EDUCATIONAL FACILITIES AUTHORITY 520936091 574217BQ1 2010-12-15 122478513 PART REFUNDING, PART NEW MONEY 0 0 0 122478513 9116351 3612725 38913645 2001982 111360180 57285690 1 0 0 1 0 0 0 0 0 0 ERICKSON RETIREMENT COMMUNITIES LLC (ERC) GARRET A. FALCONE IS AN OFFICER OF ERC. 828069 MANAGEMENT SERVICES 0 TRANSACTIONS WITH INTERESTED PERSONS - SCHEDULE LTHE OFFICER LISTED IN PART IV OF SCHEDULE L WAS AN EMPLOYEE OF ERICKSON RETIREMENT COMMUNITIES, LLC WHICH PROVIDED MANAGEMENT SERVICES TO THE ORGANIZATION. CERTAIN BOARD MEMBERS OF THE ORGANIZATION ALSO SERVE AS OFFICERS OF THE ORGANIZATION AND THOSE BOARD MEMBERS HAVE PRIMARY RESPONSIBILITY FOR CARRYING OUT THE DUTIES OF THE ORGANIZATION'S OFFICERS. THE AMOUNT LISTED AS MANAGEMENT FEES ON SCHEDULE L, PART IV IS THE TOTAL MANAGEMENT FEE PAID BY THE COMMUNITY TO ERICKSON RETIREMENT COMMUNITIES, LLC. ALL OFFICER APPOINTMENTS ENDED ON APRIL 28, 2010 WHEN NEW OFFICERS WERE APPOINTED. FORM 990, PART VI, SECTION A, LINE 3 CCI PREVIOUSLY CONTRACTED WITH ERICKSON RETIREMENT COMMUNITIES, LLC ("ERC") TO PROVIDE MANAGEMENT SERVICES WITH RESPECT TO THE CCRC FACILITY. ERC IS A MARYLAND LIMITED LIABILITY COMPANY WHICH OPERATED AND MANAGED LARGE SCALE CONTINUING CARE RETIREMENT COMMUNITIES. ERC FILED FOR BANKRUPTCY PROTECTION IN OCTOBER 2009. THE SALE OF ERC'S ASSETS WAS CONDUCTED BY A COMPETITIVE AUCTION PROCESS THROUGH THE BANKRUPTCY COURT. ON APRIL 30, 2010, CCI ENTERED INTO A MANAGEMENT AND MARKETING AGREEMENT WITH ERICKSON LIVING MANAGEMENT, LLC ("ELM"), CONSISTENT WITH THE PREVIOUS CONTRACT TERMS, 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. ON JANUARY 1, 2011, CCI AND ELM AMENDED THE MANAGEMENT AND MARKETING AGREEMENT. THE AMENDED MANAGEMENT AGREEMENT INCLUDES (WITHOUT LIMITATION) PROVISIONS WHICH PERMIT CCI TO REVIEW AND RENEGOTIATE MANAGEMENT FEES WITH THE MANAGEMENT COMPANY AFTER YEAR THREE AND YEAR SEVEN, RESPECTIVELY, IF THE MANAGEMENT FEES BEING PAID UNDER THE NEW MANAGEMENT AGREEMENT DEVIATE FROM MARKET (AS DEFINED IN THE AGREEMENT) AT SUCH TIME. THE MANAGEMENT AGREEMENTS IS FOR A TERM OF TEN YEARS. CCI MAY TERMINATE THE NEW MANAGEMENT AGREEMENT IF CERTAIN OBJECTIVE PERFORMANCE CRITERIA ARE NOT MET. CCI ALSO ENTERED INTO A MANAGEMENT FEE SUBORDINATION AGREEMENT WITH REDWOOD-ERC MANAGEMENT, LLC WHICH SUBORDINATES THE PAYMENT OF THE MANAGEMENT FEE TO THE PAYMENT OF THE ORGANIZATION'S BOND OBLIGATIONS. FORM 990, PART VI, SECTION B, LINE 11 THE BOARD CHAIR AND THE AUDIT COMMITTEE OF THE BOARD HAVE 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 AUDIT 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 CHARLESTOWN COMMUNITY, INC.'S CONFLICT OF INTEREST POLICY COVERS ALL DIRECTORS, OFFICERS, KEY EMPLOYEES, EMPLOYEES AND VOLUNTEERS IN A POSITION TO EXERCISE SUBSTANTIAL INFLUENCE OVER CHARLESTOWN COMMUNITY, 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 WHO MAY CONSULT WITH THE ORGANIZATION'S MANAGING DIRECTOR FOR GOVERNANCE AND/OR INDEPENDENT LEGAL COUNSEL IN ORDER TO DETERMINE IF THERE IS A CONFLICT OF INTEREST. THE BOARD CHAIR PREPARES A REPORT FOR THE EXECUTIVE COMMITTEE WHICH REVIEWS THE FINDINGS AND RECOMMENDS APPROPRIATE ACTION TO THE FULL BOARD. EITHER THE FULL BOARD 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 REFERENCE TO DIRECTORS IS THE MANAGEMENT DIRECTORS, NOT THE BOARD OF DIRECTORS. 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 CHARLESTOWN COMMUNITY, INC.'S COMPENSATION USING COMPARABLES OF BOTH FOR-PROFIT AND NON-PROFIT PEERS. A COMMITTEE OF THE ORGANIZATION'S 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 CHARLESTOWN COMMUNITY 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. 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: 1,825,600. MISSION STATEMENT - 990 PAGE 1, PART I, LINE 1 AND PART III, LINE 1 MISSION STATEMENT CHARLESTOWN COMMUNITY, INC. IS FORMED EXCLUSIVELY FOR EDUCATIONAL, SCIENTIFIC, AND CHARITABLE PURPOSES, INCLUDING: THE PROMOTION OF THE HEALTH OF THE ELDERLY THROUGH THE PROVISION OF A RESIDENTIAL COMMUNITY OFFERING VARIOUS LEVELS OF SERVICES FOR ELDERLY PERSONS; CARRYING ON EDUCATIONAL ACTIVITIES RELATED TO THE PROMOTION OF HEALTH OF THE RESIDENTIAL COMMUNITY; PROMOTION OF AND CARRYING ON SCIENTIFIC RESEARCH RELATED TO THE HEALTH OF THE RESIDENTIAL COMMUNITY; AND PERFORMING OTHER ACTIVITIES PERMITTED UNDER THE GENERAL LAWS OF THE STATE OF MARYLAND, TO THE EXTENT SUCH ACTIVITIES ARE PERMITTED BY ORGANIZATIONS WHICH ARE EXEMPT FROM FEDERAL INCOME TAX UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. IN ADDITION, CHARLESTOWN COMMUNITY, INC.'S EXEMPT PURPOSE IS TO PROVIDE A HOME FOR THE AGED THAT SATISFIES THE THREE PRIMARY NEEDS OF AGED PERSONS - - THE NEED FOR HOUSING, THE NEED FOR HEALTH CARE, AND THE NEED FOR FINANCIAL SECURITY. CHARLESTOWN COMMUNITY, INC. PROVIDES HOUSING BY ESTABLISHING RESIDENTIAL FACILITIES THAT ARE SPECIFICALLY DESIGNED TO MEET THE PHYSICAL, EMOTIONAL, RECREATIONAL, SOCIAL, RELIGIOUS, AND SIMILAR NEEDS OF AGED PERSONS. CHARLESTOWN COMMUNITY, INC. PROVIDES HEALTH CARE BY DIRECTLY PROVIDING SOME MEDICAL SERVICES, AND MAINTAINING CONTINUING ARRANGEMENTS WITH OTHER ORGANIZATIONS DESIGNED TO MAINTAIN THE PHYSICAL AND MENTAL WELL-BEING OF ITS RESIDENTS. CHARLESTOWN COMMUNITY, INC. PROVIDES FINANCIAL SECURITY BY HAVING AN ESTABLISHED POLICY THAT PROVIDES FOR THE MAINTAINING OF RESIDENCE OF ANY PERSONS WHO BECOME UNABLE TO PAY THEIR REGULAR CHARGES TO THE EXTENT OF ITS FINANCIAL ABILITY. CHARLESTOWN COMMUNITY, INC. ALSO OPERATES SO AS TO PROVIDE ITS SERVICES TO THE AGED AT THE LOWEST FEASIBLE COSTS. FORM 990, PART VII KARLINE K. TIERNEY, LENWOOD M. IVEY, SARA JANET SHAW, AND NAOMI J. MCAFEE ARE ALSO BOARD MEMBERS OF CHARLESTOWN BENEVOLENT CARE FOUNDATION, INC., A RELATED ORGANIZATION. EACH BOARD MEMBER DEVOTES 1 HOUR PER WEEK TO THE RELATED ORGANIZATION. OFFICERS, GARRET A. FALCONE AND RICHARD C. CALVERT ARE BOARD MEMBERS OF CHARLESTOWN BENEVOLENT CARE FOUNDATION, INC. BOTH OFFICERS DEVOTE 1 HOUR PER WEEK TO THE RELATED ORGANIZATION. ST CHARLES ASSOCIATES LTD 719 MAIDEN CHOICE LANE BALTIMORE MD 21228 592193189 BENEFICIAL LANDOWNER MD N/A CHARLESTOWN COMMUNITY REAL ESTATE LLC 719 MAIDEN CHOICE LANE BALTIMORE MD 21228 522199208 DISREGARDED ENTITY MD N/A CHARLESTOWN EMS LLC 719 MAIDEN CHOICE LANE BALTIMORE MD 21228 861159638 EMERGENCY MEDICAL TREATMENT MD 413789 N/A CHARLESTOWN BENEVOLENT CARE FOUNDATION INC 719 MAIDEN CHOICE LANE BALTIMORE MD 21228 522350026 SUPPORTING ORGANIZATION MD 501 (C) (3) LINE 11A, I CHARLESTOWN COMMUNITY INC 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0