2025-05-15T20:21:34-05:00 2024-06-30 330700332 VASQUEZ COMPANY LLP 655 N CENTRAL AVE STE 1550 GLENDALE CA 91203 990 2023-07-01 330440021 BORREGO COMMUNITY HEALTH FOUNDATION BORR 7605418848 587 PALM CANYON DR PO 2369 208 BORREGO SPRINGS CA 92004 ISAAC LEE PRESIDENT 7605418848 2025-05-15 1 1 REGINA L PRINCE CPA P00576936 2138731700 2023 2025-03-06 01:10:19Z ROSE MACISAAC 587 PALM CANYON DR PO 2369 208 BORREGO SPRINGS CA 92004 74589904 0 X WWW.BORREGOMEDICAL.ORG X 1991 CA TO BE THE COMMUNITY LEADER IN IMPROVING THE HEALTH OF THE POPULATIONS IN OUR SERVICE AREA. OUR PRIMARY FOCUS IS THE UNDERSERVED, WITH AN EMPOWERED WORKFORCE PROVIDING MEASURABLE QUALITY AND COMPASSIONATE CARE. X 8 8 688 0 0 0 14820252 439434 105149573 6976796 7030 56302797 195391 15311401 120172246 79030428 0 0 0 0 56208289 5474096 0 0 0 72058385 72016212 128266674 77490308 -8094428 1540120 109223938 5164046 172873949 131217878 -63650011 -126053832 X BORREGO HEALTH'S MISSION IS TO BE THE COMMUNITY LEADER IN IMPROVING THE HEALTH OF THE POPULATIONS IN OUR SERVICE AREA. OUR PRIMARY FOCUS IS THE UNDERSERVED, WITH AN EMPOWERED WORKFORCE PROVIDING MEASURABLE QUALITY AND COMPASSIONATE CARE. 1 0 74515496 6976796 BORREGO HEALTH PROVIDES HIGH QUALITY, COMPREHENSIVE, COMPASSIONATE PRIMARY HEALTH CARE TO THE PEOPLE IN OUR COMMUNITIES, REGARDLESS OF THEIR ABILITY TO PAY. WE SERVE THESE COMMUNITIES AND ADJOINING REGIONS WITH RESPECT, DIGNITY AND CULTURAL SENSITIVITY AS A MEDICAL HOME AND SAFETY NET FOR ESSENTIAL HEALTH CARE AND SOCIAL SERVICES. BORREGO HEALTH IS A NON-PROFIT 501(C)(3) FEDERALLY QUALIFIED HEALTH CENTER (FQHC) AND A FEDERAL TORT CLAIMS ACT DEEMED (FTCA) FACILITY. OUR SERVICE AREA COVERS A 250-MILE CORRIDOR ON THE EASTERN SIDE OF SAN DIEGO AND RIVERSIDE COUNTIES, CA, AND CONSISTS OF 25 HEALTH AND SPECIALTY CARE CENTERS, 2 PHARMACIES, 5 DENTAL CLINICS, AND 4 URGENT CARE CENTERS. SEE SCH O PAGE 33 FOR CONTINUATION.BORREGO HEALTH OFFERS A WIDE RANGE OF SERVICES AND TREATMENTS TO OUR PATIENTS, INCLUDING PRIMARY CARE, PEDIATRIC CARE, URGENT CARE, BEHAVIORAL HEALTH, DENTAL SERVICES, SPECIALTY CARE, WOMEN'S HEALTH, CHIROPRACTIC SERVICES, TELEHEALTH AND ACCESS CLINIC. BCHF WAS ABLE TO MOBILIZE A COVID RESPONSE TEAM TO PROVIDE COVID TESTING AT DRIVE THROUGH EVENTS COORDINATED THROUGHOUT OUR SERVICE AREA AT CLINIC SITES AND MOBILE EVENTS TO MEET THE NEEDS OF THE COMMUNITY. AS VACCINES BECAME AVAILABLE, BCHF ALSO PROVIDED VACCINATION EVENTS ON DESIGNATED MOBILE UNITS AND AT CLINIC LOCATIONS. WITH THE EXCEPTION OF THE CLOSURE OF SCHOOL-BASED CLINICS AND MOBILE UNITS DUE TO COVID, BCHF WAS ABLE TO KEEP OUR CLINICS OPEN DURING COVID TO MEET THE HEALTHCARE NEEDS OF OUR PATIENTS. WE HAVE A STRONG FOCUS ON SCHOOL-BASED HEALTHCARE AND A PARTNERSHIP WITH LOCAL SCHOOL DISTRICTS COVERING OVER 500 INDIVIDUAL SCHOOLS. WE OPERATE 9 MOBILE UNITS WHICH HELP FACILITATE REMOTE CARE WITH OUR FRONT-LINE STAFF OFFERING PRIMARY HEALTH, DENTAL CARE, AND MANY PREVENTIVE MEDICINE SERVICES. BORREGO HEALTH'S SERVICES OFFERED VIA MOBILE MEDICAL UNITS INCLUDE: FAMILY MEDICINE, WOMEN'S HEALTH, WELL CHILD EXAMS, INCLUDING, PHYSICALS FOR SCHOOL, AND SPORTS PHYSICALS, IMMUNIZATIONS, SICK VISITS FOR ADULTS AND CHILDREN, FAMILY PLANNING, HIV/STI TESTING, COVID-19 TESTING, FREE PREGNANCY TESTS AND LABS.BORREGO HEALTH IS PASSIONATE ABOUT EDUCATION AND BEING PART OF THE SOLUTION TO OVERCOMING THE PHYSICIAN AND HEALTHCARE PROVIDER SHORTAGE IN SOUTHERN CALIFORNIA. WE ARE AN ACTIVE PARTNER IN THE TRAINING OF MEDICAL RESIDENTS, MEDICAL STUDENTS, NURSE PRACTITIONER STUDENTS, PHYSICIAN ASSISTANT STUDENTS, NURSING STUDENTS AND OTHER HEALTHCARE PROFESSIONALS. WE PARTNERED WITH ESTABLISHED TRAINING PROGRAMS WITH OUR HOSPITAL AND UNIVERSITY PARTNERS TO TRAIN RESIDENTS IN MEDICINE AND FAMILY MEDICINE.DURING THE YEAR, BCHF PROVIDED 13,353 MEDICAL SERVICES, 1,045 DENTAL SERVICES, ALL PROGRAMS AIM TO DELIVER CULTURALLY APPROPRIATE AND LINGUISTICALLY COMPETENT CARE. 74515496 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 0 0 1 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 0 0 1 115 0 1 688 1 0 0 0 0 0 0 0 0 0 0 0 0 X 8 8 0 1 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 CA X ROSE MACISAAC 7607676430 587 PALM CANYON DR BORREGO SPRINGS CA 92004 SANDRA HANSBERGER CHAIRPERSON 1.00 X X 0 0 0 JENNA RIZA LECOMTE-HINELY SECRETARY & TREASURER 1.00 X X 0 0 0 NAKITA M HOOPER TRUSTEE 1.00 X 0 0 0 NEFTALI GALARZA TRUSTEE 1.00 X 0 0 0 CIPRIANO MARTINEZ TRUSTEE 1.00 X 0 0 0 MARTHA DEICHLER TRUSTEE 1.00 X 0 0 0 FRANK FIGUEROA TRUSTEE 1.00 X 0 0 0 GABRIEL MALDONADO VICE CHAIRPERSON 1.00 X X 0 0 0 ROSEMARIE MACISAAC CHIEF EXECUTIVE OFFICE 40.00 X 626831 0 1527 DOUGLAS HABIG CHIEF LEGAL OFFICER 40.00 X 311750 0 0 CORINA VELASQUEZ CHIEF OPERATING OFFICER 40.00 X 359587 0 605 DANA ERWIN CHIEF COMPLIANCE OFFICER 40.00 X 295175 0 0 CLAYTON BARBOUR MD MEDICAL PHYSICIAN 40.00 X 260961 0 0 SILAS GYIMAH MEDICAL PHYSICIAN 40.00 X 295852 0 0 KENNETH ACHA MEDICAL PHYSICIAN 40.00 X 248895 0 0 AHMAD ZAYED MEDICAL PHYSICIAN 40.00 X 227935 0 0 MUHAMMAD ARLF MEDICAL PHYSICIAN 40.00 X 248895 0 0 2875881 0 2132 52 0 1 0 ANKURA CONSULTING GROUP LLC PO BOX 74007043 CHICAGO IL 60674 MANAGEMENT CONSULTING 3320612 DENTONS US LLP 233 S WACKER DR STE 5900 CHICAGO IL 60606 LEGAL SERVICES 2088851 HOOPER LUNDY & BOOKMAN PC 1875 CENTURY PARK EAST SUITE 1600 LOS ANGELES CA 90067 LEGAL SERVICES 968633 COMPHEALTH PO BOX 972651 DALLAS TX 75397 MEDICAL STAFFING 962432 PHILIP D SZOLD MD INC 8881 FLETCHER PARKWAY SUITE 200 LA MESA CA 91942 PEDIATRICIAN 810442 29 439434 439434 PHARMACY REVENUE 621400 2688315 2688315 NET PATIENT SERVICE REVENUE 621400 2282469 2282469 CAPITATION REVENUE 621400 1478534 1478534 INCENTIVE REVENUES 621400 527478 527478 6976796 15397 15397 14651 0 14651 14651 14651 51846876 -4440524 56287400 56287400 56287400 LOAN FORGIVENESS DUE TO BANKRUPT 621400 14720902 14720902 COMMUNICATION 621400 520072 520072 GAIN ON EXTINGUISHMENT OF PREPETI 621400 55776 55776 15296750 79030428 6976796 0 71614198 1595474 803584 791890 3396961 1709098 1687863 1183 1073 110 193342 175402 17940 287136 260481 26655 2667667 2589171 78496 32359 32359 2098544 1939591 158953 11496 11496 357477 279374 78103 1014891 960921 53970 43381 19349 24032 3119 3119 130912 130912 137294 137294 BAD DEBTS EXPENSE 64463450 64463450 PHARMACY COSTS 913166 913166 MEDICAL/DENTAL/PHARMACY 78920 78920 FINES & OTHER FEES 30780 18299 12481 32756 20796 11960 77490308 74515496 2974812 0 7384934 9277114 4032024 14693699 41019038 1659669 1327902 1100556 38241815 38241815 11873955 0 21987627 31466 109223938 5164046 26425092 96418 21259823 631872 124557162 131121460 172873949 131217878 X -63650011 -126053832 -63650011 -126053832 109223938 5164046 X 1540120 -63943941 X 0 1 X 1 0 X 15034520 21191638 28326489 14820252 439434 79812333 325786956 214400145 105525402 105149573 6976796 757838872 340821476 235591783 133851891 119969825 7416230 837651205 0 0 0 837651205 23190 12390 4680 7030 30048 77338 23190 12390 4680 7030 30048 77338 791354 219403 1260755 195391 15246550 17713453 341636020 235823576 135117326 120172246 22692828 855441996 0.97920 0.99780 0.00010 0.00010 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: MISCELLANEOUS INCOME - 2019 AMOUNT: $ 664,802. 2020 AMOUNT: $ 63,222. 2021 AMOUNT: $ 56,803. 2022 AMOUNT: $ 195,391. THRIFT STORE FRUGAL COYOTE - 2019 AMOUNT: $ 126,552. 2020 AMOUNT: $ 156,181. GAIN OR LOSS ON LEASE TRANSACTIONS - 2021 AMOUNT: $ 879,484. GAIN ON LEASE SETTLEMENT - 2021 AMOUNT: $ 324,468. COMMUNICATION - 2023 AMOUNT: $ 520,072. GAIN ON EXTINGUISHMENT OR PREPETITION DEBTS - 2023 AMOUNT: $ 5,576. LOAN FORGIVENESS DUE TO BANKRUPTCY - 2023 AMOUNT: $ 14,720,902. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 8591152 8591152 0 7610927 7610927 0 20658590 20658590 0 1381146 1381146 0 0 ESTIMATED SETTLEMENT AMOUNTS DUE TO THIRD-PARTY PAYERS 131121460 131121460 X 79030428 0 79030428 0 79030428 77490308 0 77490308 0 77490308 PART X, LINE 2: BCHF IS EXEMPT FROM TAXATION UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND SECTION 23701D OF THE CALIFORNIA REVENUE AND TAXATION CODE AND IS GENERALLY NOT SUBJECT TO FEDERAL OR STATE INCOME TAXES. HOWEVER, BCHF IS SUBJECT TO INCOME TAXES ON ANY NET INCOME THAT IS DERIVED FROM A TRADE OR BUSINESS, REGULARLY CARRIED ON, AND NOT IN FURTHERANCE OF THE PURPOSES FOR WHICH IT WAS GRANTED AN EXEMPTION. NO INCOME TAX PROVISION HAS BEEN RECORDED AS THE NET INCOME, IF ANY, FROM ANY UNRELATED TRADE OR BUSINESS, IN THE OPINION OF MANAGEMENT, IS NOT MATERIAL TO THE FINANCIAL STATEMENTS TAKEN AS A WHOLE. GAAP REQUIRES THAT AN ORGANIZATION RECOGNIZE IN THE FINANCIAL STATEMENTS THE IMPACT OF A TAX POSITION IF THAT POSITION WILL MORE LIKELY THAN NOT BE SUSTAINED ON AN AUDIT BY FEDERAL AND STATE TAXING AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. AS OF AND FOR THE YEARS ENDED JUNE 30, 2024 AND 2023, BCHF HAD NO MATERIAL UNRECOGNIZED TAX BENEFITS, TAX PENALTIES, OR INTEREST. X X X X 0 0 0 0 0 0 0 0 0 ROSEMARIE MACISAAC CHIEF EXECUTIVE OFFICE 478811 0 145860 0 2160 0 0 0 1527 0 628358 0 0 0 CORINA VELASQUEZ CHIEF OPERATING OFFICER 256360 0 102544 0 683 0 0 0 605 0 360192 0 0 0 DOUGLAS HABIG CHIEF LEGAL OFFICER 201250 0 110500 0 0 0 0 0 0 0 311750 0 0 0 SILAS GYIMAH MEDICAL PHYSICIAN 272737 0 18500 0 4615 0 0 0 0 0 295852 0 0 0 DANA ERWIN CHIEF COMPLIANCE OFFICER 204235 0 90100 0 840 0 0 0 0 0 295175 0 0 0 CLAYTON BARBOUR MD MEDICAL PHYSICIAN 258961 0 1000 0 1000 0 0 0 0 0 260961 0 0 0 KENNETH ACHA MEDICAL PHYSICIAN 246895 0 1000 0 1000 0 0 0 0 0 248895 0 0 0 MUHAMMAD ARLF MEDICAL PHYSICIAN 246895 0 1000 0 1000 0 0 0 0 0 248895 0 0 0 AHMAD ZAYED MEDICAL PHYSICIAN 223435 0 3500 0 1000 0 0 0 0 0 227935 0 0 0 DAISY CERVANTES FAMILY MBR OF NEREIDA TERRAZAS A FORMER KEY EMPLOYEE 19656 PAYROLL 0 PHILIP WATKINSON FAMILY MBR OF CYNTHIA PRECIADO A FORMER KEY EMPLOYEE 10836 PAYROLL 0 CASH 2024-02-16 42000000 BOOKS 991061076 BCHF LIQUIDATING TRUST 2000 K STREET NW 12TH FLOOR WASHINGTON DC 20006 LIQUIDATING TRUST CASH 2024-02-27 13600000 BOOKS 991061076 BCHF LIQUIDATING TRUST 2000 K STREET NW 12TH FLOOR WASHINGTON DC 20006 LIQUIDATING TRUST CASH 2024-06-04 5922067 BOOKS 991061076 BCHF LIQUIDATING TRUST 2000 K STREET NW 12TH FLOOR WASHINGTON DC 20006 LIQUIDATING TRUST ACCOUNTS RECEIVABLE 2024-02-14 2421873 BOOKS 991061076 BCHF LIQUIDATING TRUST 2000 K STREET NW 12TH FLOOR WASHINGTON DC 20006 LIQUIDATING TRUST 1 0 0 0 PART II, LINE 2E: PERSON(S) INVOLVED: ISAAC LEE PART II, LINE 2E: EXPLANATION OF INVOLVEMENT: PURSUANT TO BORREGO'S CONFIRMED PLAN OF LIQUIDATION (DKT. 1273), ISAAC LEE WILL SERVE AS PRESIDENT OF THE POST-EFFECTIVE DATE DEBTOR AND LIQUIDATING TRUSTEE. FORM 990, PART III, LINE 2 ON SEPTEMBER 12, 2022, BCHF FILED A PETITION FOR RELIEF UNDER CHAPTER 11 OF THE UNITED STATES BANKRUPTCY CODE TO PROTECT ITS ABILITY TO FULFILL ITS MISSION AND TO ADDRESS ITS LIABILITIES. THE CASE IS PENDING IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF CALIFORNIA. ON OCTOBER 10, 2022, THE BOARD OF DIRECTORS SIGNED A RESOLUTION INDICATING THE INTENT OF BORREGO COMMUNITY HEALTH FOUNDATION TO PURSUE A SALES TRANSACTION THROUGH THE BANKRUPTCY COURT. ON FEBRUARY 13, 2023, AFTER CAREFUL ANALYSIS OF ITS OPTIONS, THE BOARD OF DIRECTORS CONCLUDED THAT THE OPTION MOST LIKELY TO ENSURE CONTINUED ACCESS TO HIGH QUALITY, CULTURALLY COMPETENT CARE FOR ITS PATIENTS WAS TO TRANSFER ITS FACILITIES, STAFF, AND PHYSICIANS TO ANOTHER, MORE FINANCIALLY STABLE OPERATOR. TO ACHIEVE THIS RESULT, BCHF CONDUCTED A FULSOME MARKETING AND SALE PROCESS THAT RESULTED IN THE SELECTION OF DESERT AIDS PROJECT D/B/A DAP HEALTH (DAP HEALTH) AS THE SUCCESSFUL BIDDER. ON MARCH 13, 2023, THE BANKRUPTCY COURT ENTERED AN ORDER ENTITLED ORDER (A) AUTHORIZING THE SALE OF PROPERTY TO DAP HEALTH FREE AND CLEAR OF LIENS, CLAIMS, ENCUMBRANCES, AND OTHER INTEREST; (B) APPROVING THE ASSUMPTION AND ASSIGNMENT OF AN UNEXPIRED LEASE RELATED THERETO; AND (C) GRANTING RELATED RELIEF, WHICH APPROVED BCHF'S SELECTION OF DAP HEALTH AS THE BUYER OF BORREGO'S ASSETS. ON MARCH 13, 2023, CONSISTENT WITH THE BANKRUPTCY COURT'S APPROVAL OF THE SALE, THE BOARD OF DIRECTORS APPROVED THE EXECUTION OF AN ASSET PURCHASE AGREEMENT WITH DAP HEALTH, WHEREBY DAP HEALTH WILL ACQUIRE ALL OF THE ASSETS OF BCFH INVOLVED IN THE PERFORMANCE OF BCHF'S HEALTH CENTER PROJECT. ON JULY 28, 2023, THE HEALTH RESOURCES & SERVICES ADMINISTRATION (HRSA) APPROVED THE SUCCESSOR-IN-INTEREST APPLICATION FOR DAP TO RECEIVE THE HRSA GRANTS PREVIOUSLY GRANTED TO BCHF. ON JULY 31, 2023, BCHF SOLD SUBSTANTIALLY ALL OF ITS ASSETS TO DAP HEALTH THROUGH AN ASSET PURCHASE AGREEMENT. THE ACQUISITION ENABLED THE PATIENTS TO CONTINUE TO RECEIVE CARE WITHOUT INTERRUPTION. THE TOTAL PURCHASE PRICE WAS $51,493,799, WHICH INCLUDES $50,000,000 CASH PAYMENT AND $1,493,799 OF BCHF'S CURED COSTS AND CASH-OUT PTO PLUS EMPLOYER TAXES. IN ADDITION TO THE CASH PURCHASE PRICE, DAP ALSO ASSUMED CERTAIN OBLIGATIONS OF BCHF AND ALL EMPLOYEE OBLIGATIONS NOT OTHERWISE CASHED-OUT IN THE CASH PURCHASE PRICE. ON DECEMBER 4, 2023, BCHF FILED ITS PLAN OF LIQUIDATION ('PLAN") IN THE BANKRUPTCY COURT THAT HAS JURISDICTION OVER THE CHAPTER 11 BANKRUPTCY CASE. THE COURT ENTERED AN ORDER CONFIRMING THE PLAN ON JANUARY 25, 2024. THE EFFECTIVE DATE OF THE PLAN WAS FEBRUARY 14, 2024. FORM 990, PART VI, SECTION A, LINE 3 THE ORGANIZATION DELEGATED ITS CONTROL OVER MANAGEMENT TO ANKURA CONSULTING GROUP. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 WAS REVIEWED BY THE CHIEF FINANCIAL OFFICER AND THEN WAS PRESENTED AT A SPECIAL SESSION OF THE BOARD. FOLLOWING THIS REVIEW, A COMPLETE COPY OF THE FORM 990, INCLUDING ALL SCHEDULES, WAS PROVIDED TO EACH VOTING MEMBER OF THE BOARD OF TRUSTEES PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C THE ORGANIZATION HAS A CONFLICT OF INTEREST AND ETHICS POLICY. UNDER THE POLICY, "COVERED PERSONS" (DEFINED AS ANY MEMBER OF THE ORGANIZATION'S BOARD OF TRUSTEES, ANY MEMBER OF A COMMITTEE OF THE BOARD OF TRUSTEES THAT ADVISES THE BOARD OR ACTS WITH THE DELEGATED AUTHORITY OF THE BOARD, ANY BOARD-APPOINTED OFFICER, AND ANY OTHER KEY EMPLOYEE OF BORREGO HEALTH WITH THE POWER TO ENTER INTO A MATERIAL FINANCIAL ARRANGEMENT ON BEHALF OF THE ORGANIZATION) ARE REQUIRED TO COMPLETE AN ANNUAL CONFLICT OF INTEREST QUESTIONNAIRE. ALL EMPLOYEES ARE SUBJECT TO WRITTEN STANDARDS OF CONDUCT COVERING CONFLICTS OF INTEREST AND GOVERNING THE ACTIONS OF THOSE ENGAGED IN THE SELECTION, AWARD, OR ADMINISTRATION OF CONTRACTS. THE ORGANIZATION MAINTAINS A RECORD OF ALL ACTUAL OR POTENTIAL CONFLICTS OF INTEREST DISCLOSED BY COVERED PERSONS THAT IS AVAILABLE FOR REVIEW BY ALL TRUSTEES. UPON RECEIVING A DISCLOSURE REGARDING AN ACTUAL OR POTENTIAL CONFLICT OF INTEREST, THE CHAIR OF THE BOARD OR THE VICE CHAIR OF THE BOARD MUST PROMPTLY REFER THE DISCLOSURE TO THE BOARD OF TRUSTEES OR THE EXECUTIVE COMMITTEE FOR EVALUATION AND, AS NEEDED, FOR APPROPRIATE ACTION. PERSONS ARE PROHIBITED FROM PARTICIPATING IN THE DELIBERATION OF ANY TRANSACTION IN WHICH THEY HAVE A CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 THE BOARD OF TRUSTEES HAS A PROCESS FOR REVIEWING AND APPROVING THE COMPENSATION OF KEY EMPLOYEES ON A REGULAR BASIS TO DETERMINE IT IS FAIR AND REASONABLE WITH THE GOAL OF RETAINING EMPLOYEES AT COMPENSATION LEVELS WITHIN APPROPRIATE MARKET RANGE. THE BOARD OF TRUSTEES SETS THE SALARIES OF THE CEO, CFO AND OTHER KEY EMPLOYEES BASED ON COMPARABLE MARKET DATA OF SIMILAR SIZED ORGANIZATIONS AND INDUSTRY. THE RESULTS OF THE STUDY WERE PRESENTED TO THE FULL BOARD AND THE FULL BOARD VOTED ON THE COMPENSATION OFFERED TO THE CEO, CFO AND OTHER KEY EMPLOYEES. THE PROCESS FOR DETERMINING THE COMPENSATION FOR THE CEO AND OTHER KEY EMPLOYEES IS SET OUT IN MULTIPLE ORGANIZATION POLICIES AND PROCEDURES INCLUDING THE BYLAWS, A "CEO EVALUATION POLICY AND THE ORGANIZATION'S PERSONNEL COMMITTEE CHARTER. THE ORGANIZATION'S BOARD OF TRUSTEES CONTEMPORANEOUSLY DOCUMENTED ITS DELIBERATIONS AND DECISIONS REGARDING THE COMPENSATION ARRANGEMENTS, INCLUDING WHO WAS PRESENT, HOW THEY VOTED, A DESCRIPTION OF THE COMPARABILITY DATA AND HOW IT WAS OBTAINED. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS FINANCIAL STATEMENTS AVAILABLE UPON REQUEST. CERTAIN ORGANIZATIONAL DOCUMENTS ARE ALSO PUBLICLY AVAILABLE THROUGH THE CALIFORNIA SECRETARY OF STATE'S OFFICE. FORM 990, PART XI, LINE 9: TRANSFER OF CASH & RECEIVABLES TO THE LIQUIDATING TRUST -63,943,941.