2019-08-26T09:04:28-05:00 2018-12-31 420714325 RSM US LLP 100 INTERNATIONAL DRIVE STE 1400 BALTIMORE MD 21202 990 2018-01-01 205609803 ASHBY PONDS INC ASHB 7037231999 21170 ASHBY PONDS BLVD ASHBURN VA 20147 BARBARA BISGAIER DIRECTOR 7037231999 2019-08-16 1 JULIA FLANNERY CPA P00928918 4102469301 66.98.98.130 2019-08-16 14:23:17 ED P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 4EE6A31F760B3C5EA0809148B0E883CC4242B14C 2018 2020-03-31 21:24:44Z EILEEN ERSTAD 21170 ASHBY PONDS BLVD ASHBURN VA 20147 77442557 0 X WWW.NATIONALSENIORCAMPUSES.ORG X 2006 MD PROVIDE A HOME FOR SENIORS THAT SATISFIES THEIR THREE PRIMARY NEEDS. 16 11 902 36 0 0 726690 602850 49107271 58264743 15062131 18348052 196239 219739 65092331 77435384 53727 58603 0 0 19325393 22053066 0 0 99007 50091319 71924235 69470439 94035904 -4378108 -16600520 550452284 675159702 578618185 720043135 -28165901 -44883433 X OUR MISSION IS TO PROMOTE AN ACTIVE AND ENGAGED QUALITY OF LIFE FOR SENIORS AND TO ACHIEVE EXCELLENCE IN SERVICES AND PROGRAMS WITH UNMATCHED VALUE FOR OUR PRESENT AND FUTURE RESIDENTS. WE WORK TO MAINTAIN AFFORDABILITY AND LIFELONG COMMITMENT FOR MIDDLE INCOME SENIORS WHILE ENSURING THE LONG-TERM FINANCIAL STABILITY OF THE COMMUNITY. 0 0 85068977 58603 58264743 ASHBY PONDS PROVIDES SERVICES NEEDED BY SENIOR RESIDENTS, WHO RESIDE IN 1,058 INDEPENDENT LIVING UNITS, 56 ASSISTED LIVING UNITS, 44 SKILLED NURSING UNITS, AND 36 MEMORY CARE UNITS. THE SERVICES WE PROVIDE TO OUR RESIDENTS INCLUDE, BUT ARE NOT LIMITED TO HOUSING, FOOD, MEDICAL, SECURITY AND MAINTENANCE SERVICES, RECREATIONAL AND PASTORAL ACTIVITIES. 85068977 1 1 0 0 0 0 0 0 1 0 1 0 0 1 1 1 1 0 0 0 0 0 0 0 1 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 93 0 1 902 1 0 0 0 0 0 1 1 0 0 0 0 0 0 X 16 11 0 1 1 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 VA X X MONIKA GAJDA 4104022311 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 X JIM ANDERS DIRECTOR 0.20 16.00 X X 2500 98907 0 EILEEN ERSTAD CHAIR/PRES (BEG 4/1/18), TREASURER 0.20 29.00 X X 1875 114219 0 JIM HAYES VICE CHAIR (BEG 4/1/18) 0.20 10.00 X X 0 88125 0 GROVER WRENN VICE CHAIR (BEG 4/1/18) 0.00 15.00 X X 0 104063 0 JACKSON BAIN DIRECTOR 0.00 10.00 X X 1875 91250 0 MICHELLE BOHREER SECRETARY (BEG 4/1/18) 0.40 18.00 X X 0 114844 0 BARBARA BISGAIER DIRECTOR (BEG 4/1/18) 0.20 8.00 X 0 94688 0 BRUCE BEARDSLEY DIRECTOR (BEG 4/1/18) 0.30 8.50 X 0 58125 0 MARY COLINS DIRECTOR (BEG 4/1/18) 0.10 7.50 X 0 68125 0 FRED HAAS DIRECTOR (BEG 4/1/18) 0.20 9.00 X 0 74688 0 ZINA JACQUE DIRECTOR (BEG 4/1/18) 0.00 10.00 X 0 78750 0 CAROLYN MARKEY DIRECTOR (BEG 4/1/18) 0.20 11.00 X 0 70000 0 WILLOW PASLEY DIRECTOR (BEG 4/1/18) 0.40 13.00 X 0 87813 0 STEPHANIE REEL DIRECTOR 0.10 6.50 X 1875 56875 0 ARNIE SPEERT DIRECTOR (BEG 4/1/18) 0.30 10.50 X 0 73125 0 MARY TONDREAU DIRECTOR 6.10 X 2500 13125 0 DAVE BURK DIRECTOR (THRU 3/31/18) 0.10 0.30 X 1875 12500 0 CAROLYN JACOBS DIRECTOR (THRU 3/31/18) 0.10 0.30 X 1875 16250 0 BETTY PRICE DIRECTOR (THRU 3/31/18) 0.40 1.20 X 0 0 0 JOANNE RORAPAUGH DIRECTOR (THRU 3/31/18) 0.20 0.60 X 1875 5625 0 JOHN HALL ASSISTANT TREASURER 0.50 7.50 X 0 0 0 CHRIS RATHMANN ASSISTANT TREASURER 0.50 7.50 X 0 0 0 JAMES WALTER ASSISTANT TREASURER 0.50 7.50 X 0 0 0 CRAIG KARCZMER EXECUTIVE DIRECTOR 40.00 X 294384 0 9145 CHRISTOPHER RUPP DIRECTOR OF FINANCE 40.00 X 135890 0 8283 KELLY DAVIS DIRECTOR NURSING 40.00 X 141685 0 4060 DANA BRADSHAW SALES COUNSELOR 40.00 X 118903 0 22295 ELIZABETH MCCUMISKEY PERSONAL MOVING CONSULTANT 40.00 X 109444 0 22148 AASHEE GUPTA REHABILITATION MANAGER 40.00 X 108927 0 22370 NHU LAVU DIRECTOR HEALTHCARE SALES 40.00 X 107362 0 11347 1032845 1321097 99648 11 0 1 0 ERICKSON LIVING MANAGEMENT INC (ELM) 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 MANAGEMENT - SEE SCH. O 7306902 CYPRESS CONTRACTING LLC 23465 ROCK HAVEN WAY STERLING VA 20166 BUILDER 815655 NORTHWEST ELECTRIC INC 12442 OWINGS MILLS BLVD RESITERSTOWN MD 21136 ELECTRICAL 492257 REICO DISTRIBUTORS 6790 COMMERCIAL DR SPRINGFIELD VA 22151 CONTRACTOR 401431 SHERWIN-WILLIAMS CO 44305 ICE RINK PLZ UNIT 100 ASHBURN VA 20147 CONTRACT PROFESSIONAL SERVICES 395298 17 602850 602850 RESIDENT FEES 623311 50443904 50443904 ANCILLARY FEES 623311 4287553 4287553 RESIDENT DEPOSITS 623311 3501486 3501486 PROCESSING FEES 623311 31800 31800 58264743 18344467 18344467 203938 0 203938 203938 203938 3585 0 3585 3585 3585 22974 7173 15801 15801 77435384 58264743 0 18567791 18603 18603 40000 40000 463952 463952 17336105 14132306 3138191 65608 251310 228898 20601 1811 2620207 1973027 635009 12171 1381492 1124942 252227 4323 2545598 2545598 17144 17144 53564 53564 1605 1605 6974307 3401931 3572376 1995838 1995838 4688507 4193313 484349 10845 20795471 20795278 193 94750 47353 46018 1379 25254303 25254303 8480061 8480061 401895 401895 EQUIPMENT RENTAL 320868 283209 37659 RESIDENT RELATIONS 300324 152422 145032 2870 94035904 85068977 8867920 99007 2567 2767 12616024 21280246 4292289 781611 7966883 19545916 62037 74498 183641 167178 272025252 37902051 191874055 234123201 1979652 2597508 14833 2477923 331460303 394108854 550452284 675159702 3212113 13160912 3155848 1295198 572250224 705587025 578618185 720043135 X -30680982 -47732678 2515081 2849245 -28165901 -44883433 550452284 675159702 X -16600520 2945 -119957 X 0 1 X 1 0 X 478946 559326 491720 726690 602850 2859532 22751084 38021100 45633728 49117712 58287717 213811341 23230030 38580426 46125448 49844402 58890567 216670873 160000 160000 140000 150000 150000 760000 0 160000 160000 140000 150000 150000 760000 215910873 9490454 12450871 14623737 15250521 18548405 70363988 9490454 12450871 14623737 15250521 18548405 70363988 32720484 51031297 60749185 65094923 77438972 287034861 0.75220 0.74200 0.24510 0.25470 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 X 261459531 32348495 229111036 4885005 3409026 1475979 5680716 2144530 3536186 234123201 COMMUNITY LOAN RECEIVABLE 394108854 394108854 CLAIMS RESERVE 412108 FUNDS HELD FOR RESIDENTS 47427 RESIDENT DEPOSITS (NET) 433899061 UNCLAIMED PROPERTY 9923 RESIDENT REFUNDS PAYABLE 9832900 INTEREST PAYABLE 2312439 CAPITAL LEASE OBLIGATION 258900451 DEFERRED MANAGEMENT FEE 127280 DEFERRED MARKETING FEE 45436 705587025 X 77457591 2945 19262 22207 77435384 0 77435384 94175123 139219 139219 94035904 0 94035904 PART IV, LINE 2B: PROSPECTIVE RESIDENTS ARE REQUIRED TO MAKE CERTAIN INSTALLMENT PAYMENTS PRIOR TO THE FINAL SETTLEMENT OF THE GIVEN UNIT. THOSE ADVANCE DEPOSITS ARE REPORTED ON FORM 990, PART X, LINE 21. PART X, LINE 2: ASHBY PONDS, INC. ("APL") 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 APL'S TAX POSITIONS AND HAS CONCLUDED THAT APL HAS TAKEN NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE RECOGNITION OR DISCLOSURE IN THE FINANCIAL STATEMENTS. PART XI, LINE 2D - OTHER ADJUSTMENTS: ADJUSTMENT TO NET ASSETS WITH DONOR RESTRICTIONS 19,262. PART XII, LINE 2D - OTHER ADJUSTMENTS: ADJUSTMENT TO NET ASSETS WITH DONOR RESTRICTIONS 19,262. REVERSAL OF PRIOR AMORTIZATION 119,957. BAZAAR 16999 16999 770 CONCERT 5975 5975 5628 250 525 22974 22974 5628 250 1295 7173 15801 1 CONVOY OF HOPE PO BOX 219368 KANSAS CITY MO 64121 680051386 501(C)(3) 7700 0 GENERAL SUPPORT 1 0 EDUCATIONAL SCHOLARSHIPS - SEE PART IV 49 40000 SCHEDULE I, PART I, LINE 2 SCHOLAR CANDIDATES MUST BE CURRENTLY EMPLOYED YEAR-ROUND AT ASHBY 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 ASHBY PONDS ON OR BEFORE SEPTEMBER 30, OF THE START OF THEIR JUNIOR YEAR IN HIGH SCHOOL. THE CANDIDATE MUST ALSO ACHIEVE 1,000 HOURS OF WORK DURING A TIME SPAN THAT BEGINS NO EARLIER THAN JUNE 1, 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, OF THE START OF THEIR JUNIOR YEAR 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 2018 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 CRAIG KARCZMER EXECUTIVE DIRECTOR 170888 0 86817 0 36679 0 0 0 9145 0 303529 0 0 0 SCHEDULE J, PART VII THE INDIVIDUAL LISTED IN SCHEDULE J, PART II IS AN EMPLOYEE OF ERICKSON LIVING MANAGEMENT ("ELM"), AN UNRELATED ORGANIZATION TO ASHBY PONDS, INC., IN ACCORDANCE WITH THE MANAGEMENT AGREEMENT BETWEEN ASHBY 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, ASHBY PONDS, INC. REIMBURSES ELM FOR THE COST OF SERVICES PERFORMED FOR ASHBY PONDS, INC. 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 ASHBY PONDS, INC. ENTERED INTO AN AMENDMENT TO THE EXISTING AMENDED & RESTATED MANAGEMENT AGREEMENT ALREADY IN EFFECT WITH ERICKSON LIVING MANAGEMENT, LLC ("ELM"). THE AMENDMENT WAS EFFECTIVE AS OF MARCH 22, 2018 AND MADE CHANGES TO CERTAIN DEFINED TERMS IN THE AGREEMENT. ELM IS A MARYLAND LIMITED LIABILITY COMPANY WHICH MANAGES LARGE SCALE CONTINUING CARE RETIREMENT COMMUNITIES. 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. CRAIG KARCZMER, EXECUTIVE DIRECTOR, AND CHRISTOPHER RUPP, DIRECTOR OF FINANCE, 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 4 THE BYLAWS WERE AMENDED TO PROVIDE FOR A 16 MEMBER BOARD OF DIRECTORS. FORM 990, PART VI, SECTION A, LINE 6 ASHBY 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 ASHBY 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 THE BOARD OF DIRECTORS MAY NOMINATE A SLATE OF CANDIDATES FOR CONSIDERATION BY THE MEMBER, BUT THE MEMBER HAS SOLE DISCRETION TO ELECT DIRECTORS WHETHER OR NOT NOMINATED BY THE BOARD OF 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. UNDER THE ORGANIZATION'S BYLAWS, CERTAIN GOVERNANCE DECISIONS ARE MADE BY THE BOARD WITH THE CONSENT OF THE MEMBER AS SHARED POWERS AND CERTAIN GOVERNANCE DECISIONS ARE RESERVED TO THE MEMBER. SHARED POWERS INCLUDE AMENDMENTS TO ANY OF THE COMMUNITY DOCUMENTS (EXCEPT WHERE IT INVOLVES A RESERVED POWER), APPROVAL OF ALL CONTRACTS WITH OR PAYMENTS TO THE MEMBER OR OTHER RELATED ENTITIES (OTHER THAN GOVERNANCE COSTS OF THE MEMBER), AUTHORIZING THE FILING OF ANY BANKRUPTCY, CHANGES TO SHARED POWERS, A SIGNIFICANT EXPANSION OR NEW LINE OF BUSINESS JUST INVOLVING THE ORGANIZATION, AND SELECTION OF THE MANAGEMENT COMPANY. RESERVED POWERS OF THE MEMBER INCLUDE: APPROVAL OF POLICIES AFFECTING MORE THAN ONE COMMUNITY; SPONSORSHIP OF A NEW COMMUNITY; PAYMENT OF REASONABLE AMOUNTS TO COVER THE MEMBER'S OPERATING COSTS; THE EXECUTION OF JOINT PURCHASE CONTRACTS OR SIMILAR AGREEMENTS ALONG WITH AFFILIATE(S); THE DISPOSITION OR PLEDGE OF ALL OR SUBSTANTIALLY ALL OF THE ORGANIZATION'S ASSETS (OTHER THAN A PLEDGE IN CONNECTION WITH AN ASSET OR FINANCING TRANSACTION); COMPENSATION OF OFFICERS, DIRECTORS AND ADVISORY COMMITTEE MEMBERS; AND APPROVAL OF CONTRACTS, AMENDMENTS, ETC. AFFECTING THE ORGANIZATION AND ONE OR MORE RELATED ENTITIES OR THE RESIDENTS OF THEIR COMMUNITIES. FORM 990, PART VI, SECTION B, LINE 11B 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 ASHBY PONDS, INC.'S CONFLICT OF INTEREST POLICY COVERS ALL DIRECTORS, OFFICERS, KEY EMPLOYEES, EMPLOYEES AND VOLUNTEERS IN A POSITION TO EXERCISE SUBSTANTIAL INFLUENCE OVER ASHBY 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 ASHBY 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 COMMITTEE OF THE NSC BOARD HAS ACCESS TO THE 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. NSC COMMISSIONED A COMPENSATION STUDY IN 2017. IT WAS APPROVED BY NSC IN 2017 FOR IMPLEMENTATION APRIL 1, 2018. IT WAS APPROVED BY NSC ACTING AS THE SOLE MEMBER OF THE COMMUNITY ON MARCH 22, 2018. THERE IS A COMPREHENSIVE COMPENSATION REVIEW PERFORMED ANNUALLY FOR THE EXECUTIVE DIRECTOR AND OTHER KEY MANAGEMENT PERSONNEL. THE COMPENSATION IS REVIEWED, DOCUMENTED, AND APPROVED BY THE BOARD DURING THE BUDGET PROCESS. FORM 990, PART VI, SECTION C, LINE 19 TTHE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND THE FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST AT THE EXECUTIVE DIRECTOR'S OFFICE FOR THE SAME PERIOD OF DISCLOSURE AS SET FORTH IN SECTION 6104(D). FORM 990, PART VII, SECTION B: THE AMOUNT INCLUDED IN COLUMN (C) FOR ERICKSON LIVING MANAGEMENT IS FOR PAYMENTS MADE FOR MANAGEMENT SERVICES AND THE DIRECT AND SHARED COSTS ALLOCATED TO THE COMMUNITY. DIRECT AND SHARED COSTS INCLUDE SALARIES AND BENEFITS FOR MANAGEMENT PERSONNEL, AND THE USE OF SERVICES SUCH AS FINANCE, LEGAL, HUMAN RESOURCES, INFORMATION SERVICES, AND OPERATIONS. FORM 990, PART VII, SECTION A: THE COMPENSATION INCLUDED IN COLUMNS D AND E FOR THE BOARD DIRECTORS IS FOR SERVICES PERFORMED FOR THE FILING ORGANIZATION AND ALL RELATED ORGANIZATIONS INCLUDED ON SCHEDULE R, PART II. FORM 990, PART XI, LINE 9: REVERSAL OF PRIOR AMORTIZATION -119,957. FORM 990, PART X, LINE 23 MORTGAGES AND OTHER NOTES PAYABLE THE WORKING CAPITAL LOAN AGREEMENT PROVIDES THAT THE ORGANIZATION'S PAYMENT OBLIGATION MAY BE DEFERRED WITHOUT PENALTY TO ALLOW THE ORGANIZATION TO MAINTAIN CERTAIN REQUIRED CASH ON HAND UNTIL SUCH TIME AS IT IS ABLE TO RESUME MAKING PAYMENTS ON THE LOAN AND MEET THE REQUIREMENTS FOR CASH RESERVES (IF PAYMENT WOULD CAUSE THE ORGANIZATION TO FALL BELOW REGULATORY REQUIREMENTS FOR CASH RESERVES). THERE WAS NO OUTSTANDING BALANCE ON THE WCLA LOAN AS OF DECEMBER 31, 2018 AND 2017, RESPECTIVELY. BROOKSBY VILLAGE INC 100 BROOKSBY VILLAGE DRIVE PEABODY MA 01960 522126755 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 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) LINE 10 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) LINE 10 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) LINE 10 NATIONAL SENIOR CAMPUSES INC 0 ANN'S CHOICE INC 10000 ANNS CHOICE WAY WARMINSTER PA 18974 522095427 CONTINUING CARE RETIREMENT COMMUNITY PA 501(C)(3) LINE 10 NATIONAL SENIOR CAMPUSES INC 0 HIGHLAND SPRINGS INC 8000 FRANKFORD ROAD DALLAS TX 75252 510536892 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR CAMPUSES INC 0 LINDEN PONDS INC 300 LINDEN PONDS WAY HINGHAM MA 02043 141849849 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 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) LINE 10 NATIONAL SENIOR CAMPUSES INC 0 NATIONAL SENIOR CAMPUSES INC 7440 SPRING VILLAGE DRIVE SPRINGFIELD VA 22150 204356247 SUPPORTING ORGANIZATION MD 501(C)(3) LINE 12C, III-FI N/A 0 NATIONAL SENIOR CAMPUSES FOUNDATION INC 7440 SPRING VILLAGE DRIVE SPRINGFIELD VA 22150 030611973 SUPPORTING ORGANIZATION MD 501(C)(3) LINE 12C, III-FI N/A 0 OAK CREST VILLAGE INC 8800 WALTHER BOULEVARD PARKVILLE MD 21234 521874053 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR CAMPUSES INC 0 RIDERWOOD VILLAGE INC 3110 GRACEFIELD ROAD SILVER SPRING MD 20904 522126753 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR CAMPUSES INC 0 SEABROOK VILLAGE INC 3000 ESSEX ROAD TINTON FALLS NJ 07753 522126751 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR CAMPUSES INC 0 TALLGRASS CREEK INC 13800 METCALF AVENUE OVERLAND PARK KS 66223 870765641 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 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) LINE 10 NATIONAL SENIOR CAMPUSES INC 0 GREENSPRING VILLAGE INC 7440 SPRING VILLAGE DRIVE SPRINGFIELD VA 22150 522095427 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR CAMPUSES INC 0 LANTERN HILL INC 535 MOUNTAIN AVENUE NEW PROVIDENCE NJ 07974 371742780 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) LINE 10 NATIONAL SENIOR CAMPUSES INC 0 NATIONAL CCRC BUSINESS TRUST I 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 266455718 CHARITABLE BUSINESS TRUST MD N/A THE TALON BAR COMPANY 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 562520131 LIQUOR LICENSE HOLDER FOR EAGLE'S TRACE TX N/A C 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0