2016-05-13T18:25:26-05:00 2015-06-30 390859910 BAKER TILLY VIRCHOW KRAUSE LLP 1650 MARKET STREET SUITE 4500 PHILADELPHIA PA 19103 990 2014-07-01 232125481 LIVING BRANCHES LIVI 2153684438 275 DOCK DRIVE LANSDALE PA 19446 STEVEN D MYERS CHIEF FINANCIAL & TECH OFFICER 2153684438 2016-05-13 1 JULIUS GREEN CPA JD P00350393 2159720701 2014 2016-08-17 19:52:53Z EDWARD D BRUBAKER 275 DOCK DRIVE LANSDALE PA 19446 3815881 0 X WWW.LIVINGBRANCHES.ORG X 1979 PA MANAGEMENT SERVICES TO RELATED ENTITIES PROVIDING HOUSING & HEALTH CARE FOR THE ELDERLY. 11 10 65 10 0 0 0 0 2232331 2945566 206477 199508 272095 282941 2710903 3428015 0 400000 0 0 1645821 1689736 0 0 0 796628 1003839 2442449 3093575 268454 334440 6870962 6403631 2811417 2066475 4059545 4337156 X TOGETHER WE EMPOWER OLDER ADULTS AND FAMILIES TO LEAD LIVES OF PURPOSE AND JOY, GUIDED BY THE MENNONITE TRADITION OF CARE AND SERVICE TO OTHERS. 0 0 2783132 400000 2945566 THE ORGANIZATION'S MISSION IS TO ESTABLISH, OPERATE, AND MAINTAIN HOUSING AND HEALTH CARE FACILITIES FOR THE ELDERLY, RETIRED, HANDICAPPED, AND LOW INCOME FAMILIES AND INDIVIDUALS. TO PROVIDE ELDERLY PERSONS, ON A NONPROFIT BASIS, WITH HOUSING FACILITIES AND SERVICES SPECIALLY DESIGNED TO MEET THE SPIRITUAL, PHYSICAL, EMOTIONAL, SOCIAL, AND PSYCHOLOGICAL NEEDS OF THE AGING, AND CONTRIBUTE TO THEIR HEALTH, SECURITY, HAPPINESS AND USEFULNESS IN LONGER LIVING; AND TO ENGAGE IN PROGRAMS, DESIGNED TO PROMOTE AND ENCOURAGE THE DEVELOPMENT AND IMPROVEMENT OF FACILITIES FOR HOUSING OF RETIRED, AGING, HANDICAPPED AND DISADVANTAGED PERSONS.LIVING BRANCHES PROVIDES MANAGEMENT SERVICES FOR ITS RELATED TAX-EXEMPT ORGANIZATIONS WHICH PROVIDE HOUSING FOR ELDERLY PERSONS AND LOW INCOME FAMILIES. 2783132 1 0 0 0 0 0 0 0 0 0 1 0 0 1 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 1 0 0 0 0 0 1 1 1 0 0 1 40 0 1 65 1 0 0 0 0 0 0 0 0 0 0 X 11 10 0 0 0 0 0 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 PA X STEVEN D MYERS CHIEF FINANCIAL & TECH OFFICER 2155652416 275 DOCK DRIVE LANSDALE PA 19446 KENNETH J CLEMMER CHAIR 0.10 0.70 X X 0 0 0 JAMES L RITTENHOUSE TREASURER 0.10 0.70 X X 0 0 0 H WILLIAM LONGACRE VICE CHAIR 0.10 0.70 X X 0 0 0 J TODD ALDERFER MD DIRECTOR 0.10 0.70 X 0 0 0 WILLARD C BERGEY DIRECTOR 0.10 0.70 X 0 0 0 JOHN W DUERKSEN DIRECTOR 0.10 0.70 X 0 0 0 KENNETH R BURKHOLDER SECRETARY 0.10 0.70 X X 0 0 0 KLAUDIA SMUCKER DIRECTOR (RESIGNED NOV. 2014) 0.10 0.70 X 0 0 0 BRYAN K HUNSBERGER DIRECTOR 0.10 0.70 X 0 0 0 L BRENT KOLB DIRECTOR 0.10 0.70 X 0 0 0 VERNON H KRATZ MD DIRECTOR 0.10 0.70 X 0 0 0 SYLVIA F SHELLY DIRECTOR 0.10 0.70 X 0 0 0 EDWARD D BRUBAKER PRESIDENT & CEO 13.00 27.00 X 261583 0 42304 STEVEN D MYERS CHIEF FINANCIAL & TECH OFFICER 13.00 27.00 X 158025 0 25700 BRENT NAFZIGER EXECUTIVE DIR. (UNTIL 12/14) 5.00 35.00 X 130934 0 30637 NANCY DONNELLY EXECUTIVE DIRECTOR 5.00 35.00 X 137565 0 13026 KATHERINE SHOTT CHIEF HUMAN RESOURCE OFFICER 40.00 X 107038 0 22364 BRUCE ALDER CHIEF RISK OFFICER 40.00 X 105397 0 17124 900542 0 151155 6 0 1 0 PAMSKI SOLUTIONS 12973 MILLERSBURG RD SW MASSILLON OH 44647 CONSULTING 166627 ADP INC 1 ADP BLVD ROSELAND NJ 07068 PAYROLL 164138 2 MANAGEMENT FEES 541900 2276342 2276342 DEVELOPER FEES 541900 551745 551745 ADMINISTRATIVE FEES 541900 72000 72000 TRANSPORTATION FEES 900099 45479 45479 2945566 112236 112236 475138 387866 87272 87272 87272 TV, INTERNET & PHONE 517000 272401 272401 WAITING LIST REMOVALS 900099 7000 7000 PURCHASE DISCOUNTS 900099 3540 3540 282941 3428015 2945566 0 482449 400000 400000 506111 374522 131589 843839 801647 42192 48566 46138 2428 150083 142579 7504 141137 134080 7057 12285 12285 24639 21313 3326 141160 109921 31239 106154 91823 14331 78880 74233 4647 70211 60733 9478 80728 73867 6861 32016 32016 134216 127505 6711 DUES & SUBSCRIPTIONS 116924 101139 15785 EMPLOYEE ASSISTANCE 65671 65671 PUBLIC RELATIONS 63214 54680 8534 TRAINING & DEVELOPMENT 33231 28745 4486 44510 42520 1990 3093575 2783132 310443 0 550 550 641611 476503 205 6630 339263 341145 1977590 1430407 475538 547183 5249960 4053700 163835 189335 0 788585 6870962 6403631 2268159 1558275 84644 0 458614 508200 2811417 2066475 X 4059545 4337156 4059545 4337156 6870962 6403631 334440 -56829 0 X 0 1 X 1 0 X 740 740 1959960 1990772 2087464 2232331 2945566 11216093 1960700 1990772 2087464 2232331 2945566 11216833 0 0 0 11216833 78204 99682 92195 109403 112237 491721 78204 99682 92195 109403 112237 491721 259400 246768 272561 272095 282941 1333765 2298304 2337222 2452220 2613829 3340744 13042319 0.86000 0.84910 0.03770 0.03890 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: MISCELLANEOUS INCOME - 2010 AMOUNT: $ 3,351. 2011 AMOUNT: $ 820. TV INTERNET PHONE - 2010 AMOUNT: $ 250,749. 2011 AMOUNT: $ 241,262. 2012 AMOUNT: $ 264,170. 2013 AMOUNT: $ 264,307. 2014 AMOUNT: $ 272,401. WAITING LIST REMOVAL FEES - 2010 AMOUNT: $ 4,000. 2011 AMOUNT: $ 4,686. 2012 AMOUNT: $ 6,795. 2013 AMOUNT: $ 5,750. 2014 AMOUNT: $ 7,000. REGISTRATION FEES - 2010 AMOUNT: $ 1,300. PURCHASE DISCOUNTS - 2012 AMOUNT: $ 1,596. 2013 AMOUNT: $ 2,038. 2014 AMOUNT: $ 3,540. 1977590 1430407 547183 547183 DUE FROM AFFILIATES 788585 788585 REFUNDABLE FEES AND DEPOSITS 508200 508200 X 3746547 -56829 375361 318532 3428015 0 3428015 2668936 0 2668936 424639 424639 3093575 PART X, LINE 2: THE CORPORATION ACCOUNTS FOR UNCERTAINTY IN INCOME TAXES USING A RECOGNITION THRESHOLD OF MORE-LIKELY-THAN-NOT TO BE SUSTAINED UPON EXAMINATION BY THE APPROPRIATE TAXING AUTHORITY. MEASUREMENT OF THE TAX UNCERTAINTY OCCURS IF THE RECOGNITION THRESHOLD HAS BEEN MET. MANAGEMENT DETERMINED THAT THERE WERE NO TAX UNCERTAINTIES THAT MET THE RECOGNITION THRESHOLD IN 2015 AND 2014. THE CORPORATION'S FEDERAL EXEMPT ORGANIZATION BUSINESS INCOME TAX RETURNS FOR THE YEARS PRIOR TO 2012 ARE NO LONGER SUBJECT TO EXAMINATION BY THE INTERNAL REVENUE SERVICE. PART XI, LINE 2D - OTHER ADJUSTMENTS: CONTRIBUTION TO RELATED ORGANIZATION 400,000. INVESTMENT FEES -24,639. PART XII, LINE 4B - OTHER ADJUSTMENTS: CONTRIBUTIONS TO RELATED ORGANIZATION 400,000. INVESTMENT FEES 24,639. 1 LIVING BRANCHES FOUNDATION 275 DOCK DRIVE LANSDALE PA 19446 912113430 501(C)(3) 400000 CHARITABLE OPERATIONS 1 PART I, LINE 2: CONTRIBUTIONS ARE PROVIDED TO RELATED ORGANIZATIONS ONLY. MONITORING IS PERFORMED THROUGH A COMMON ACCOUNTING SYSTEM. X X X 0 0 0 0 0 0 0 1 0 EDWARD D BRUBAKER PRESIDENT & CEO 216283 0 45300 0 0 0 19277 0 23027 0 303887 0 0 0 STEVEN D MYERS CHIEF FINANCIAL & TECH OFFICER 140573 0 17452 0 0 0 11511 0 14189 0 183725 0 0 0 BRENT NAFZIGER EXECUTIVE DIR. (UNTIL 12/14) 118013 0 12921 0 0 0 10008 0 20629 0 161571 0 0 0 NANCY DONNELLY EXECUTIVE DIRECTOR 124751 0 12814 0 0 0 9795 0 3231 0 150591 0 0 0 PART I, LINE 7 THE INCENTIVE PAY IS DETERMINED BY THE EXECUTIVE COMMITTEE OF THE BOARD BASED ON THE ORGANIZATION'S ABILITY TO MEET ITS BROAD SET OF GOALS INCLUDING RESIDENT SATISFACTION, OCCUPANCY AND FINANCIAL CONDITION. WILLARD C BERGEY BOARD MEMBER AND OFFICER OF BERGEY'S ELECTRIC BERGEY'S ELECTRIC PERFORMS SERVICES.THERE WERE NO TRANSACTIONS IN FISCAL YEAR 2015 INVOLVING LIVING BRANCHES. HOWEVER, THERE WERE TRANSACTIONS WITH RELATED ENTITIES. ALL TRANSACTIONS ARE AT ARM'S LENGTH. 0 FORM 990, PART VI, SECTION A, LINE 7A AT LEAST 25 PERCENT OF THE DIRECTORS OF LIVING BRANCHES, BUT NO LESS THAN TWO OF THE DIRECTORS, SHALL BE APPROVED BY THE FRANCONIA MENNONITE CONFERENCE OF THE MENNONITE CHURCH USA. FORM 990, PART VI, SECTION B, LINE 11 THE 990 IS REVIEWED BY THE CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER UPON COMPLETION BY THE TAX PREPARERS. THE 990 IS THEN PRESENTED TO THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS. A COPY OF THE RETURN IS PROVIDED TO ALL BOARD MEMBERS PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C LIVING BRANCHES, THE PARENT ORGANIZATION, HAS A WRITTEN CONFLICT OF INTEREST POLICY BY WHICH ALL OFFICERS, DIRECTORS, AND KEY EMPLOYEES OF ITS AFFILIATES MUST ABIDE. THE CONFLICT OF INTEREST POLICY IS REVIEWED AND SIGNED ANNUALLY BY ALL BOARD MEMBERS AND OFFICERS. THE BOARD CHAIRMAN REVIEWS THE SIGNED STATEMENTS AND OVERSEES THE PROCEDURES FOR ENSURING ANY POTENTIAL CONFLICTS ARE RESOLVED ACCORDING TO THE WRITTEN POLICY. ANY INTERESTED PARTY TO A CONFLICT WILL REMOVE HIM OR HERSELF FROM ANY DISCUSSIONS AND/OR DECISIONS BASED ON THE CONFLICT. THE CONFLICT POLICY SPECIFICALLY STATES THAT FAMILY AND OR BUSINESS RELATIONSHIPS WITH OTHER BOARD MEMBERS MAY CONSTITUTE A POTENTIAL OR ACTUAL CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 LIVING BRANCHES IS A RESPECTED LEADER IN CONTINUING CARE, SERVING CULTURALLY AND ECONOMICALLY DIVERSE OLDER ADULTS AND FAMILIES. TO SUPPORT ACHIEVEMENT OF THE MISSION TO CONTINUE PROVIDING SERVICES TO OLDER ADULTS AND FAMILIES ACROSS A WIDE RANGE OF CIRCUMSTANCES AND TO GROW THE SERVICE PROGRAMS, THE BOARD OF DIRECTORS RECOGNIZES THE CRITICAL IMPORTANCE OF EMPLOYING HIGHLY QUALIFIED SENIOR STAFF TO LEAD AND DIRECT THE ORGANIZATION. IN ORDER TO ATTRACT AND RETAIN THE BEST LEADERSHIP TALENT ESSENTIAL TO FULFILLING THE MISSION AND ACHIEVING FINANCIAL PERFORMANCE NECESSARY TO SUSTAIN AND GROW THE ORGANIZATION, THE LIVING BRANCHES BOARD OF DIRECTORS ADOPTED A COMPENSATION PROGRAM FOR ITS SENIOR EXECUTIVE LEADERS. THE COMPENSATION PROGRAM IS DESIGNED TO: PROVIDE COMPETITIVE BENEFITS AND TOTAL CASH COMPENSATION COMPARED TO SIMILARLY SIZED AND SIMILARLY STRUCTURED CONTINUING CARE RETIREMENT COMMUNITIES; ALIGN EXPECTED EXECUTIVE STAFF PERFORMANCE WITH THE MISSION, STRATEGIC OBJECTIVES AND OPERATIONAL GOALS OF THE ORGANIZATION; MOTIVATE HIGH PERFORMANCE AND RECOGNIZE SHARED CONTRIBUTIONS IN A HIGHLY COMPETITIVE AND REGULATED ENVIRONMENT; RECOGNIZE AND INCENTIVIZE THE STABILITY OF THE EXECUTIVE LEADERSHIP TEAM. THE COMPENSATION PROGRAM IS INTENDED TO COMPLY WITH IRS REGULATIONS AND APPLIES SPECIFICALLY TO THE CHIEF EXECUTIVE OFFICER (CEO) WHO IS HIRED, DIRECTED AND EVALUATED BY THE BOARD OF DIRECTORS. OTHER COVERED SENIOR MANAGEMENT STAFF UNDER THE IRS GUIDELINES INCLUDE SENIOR MANAGEMENT PERSONS WHO REPORT DIRECTLY TO THE CEO AND MAY SUBSTANTIALLY INFLUENCE THE FINANCES OF THE ORGANIZATION. IN LIVING BRANCHES STRUCTURE, THIS INCLUDES THE POSITION OF CHIEF FINANCIAL & TECHNOLOGY OFFICER. THE COMPENSATION PLAN, WHILE FOCUSED ON THE CEO POSITION, PROVIDES GUIDANCE FOR THE CEO TO ESTABLISH THE COMPENSATION FOR OTHER EXECUTIVE LEADERS IN LIVING BRANCHES. COMPETITIVE WAGE INFORMATION FOR THE COMPENSATION PLAN IS SOURCED FROM CONTINUING CARE RETIREMENT COMMUNITY (CCRC) COMPENSATION SURVEYS, PRIMARILY THE CHIEF EXECUTIVES OF MULTI-FACILITY ORGANIZATIONS (CEMO) LEADERSHIP COMPENSATION SURVEY. IN ADDITION, THE LEADINGAGE SALARY AND BENEFITS REPORT AND THE LEADINGAGE PA REGIONAL SALARY SURVEY ARE REVIEWED. THE COVERED EXECUTIVE POSITIONS HAVE AN ESTABLISHED SALARY RANGE WITH A THRESHOLD, MIDPOINT AND MAXIMUM SALARY. THE RANGES ARE REVIEWED ANNUALLY WITH THE COMPARATIVE DATA SOURCES AND ARE ESTABLISHED BY THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS. THE TARGET (OR MIDPOINT) SALARY FOR A FULLY QUALIFIED LIVING BRANCHES EXECUTIVE IS GENERALLY AT THE 75TH PERCENTILE FOR SIMILARLY SIZED ORGANIZATIONS FROM THE COMPARATIVE DATA SOURCES. MINIMUM AND MAXIMUM POINTS ARE SET AT 15% BELOW AND ABOVE THE TARGET OR MIDPOINT. THE CURRENT CEO IS COMPENSATED AT 95% OF MIDPOINT TARGET, AND THE CFTO IS COMPENSATED AT 100% OF MIDPOINT TARGET. COMPENSATION INCREASES FOR THE COVERED POSITIONS ARE APPROVED BY THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS UPON THE COMPLETION OF ANNUAL PERFORMANCE APPRAISALS AND IN ACCORDANCE WITH THE COMPENSATION PLAN. THE EXECUTIVE COMMITTEE DOCUMENTS ITS DISCUSSIONS AND CONCLUSIONS IN EXECUTIVE COMMITTEE MEETING MINUTES. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONLFICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. FORM 990, PAGE 5, PART V, LINE 2 THE FILING ENTITY IS THE PARENT IN A GROUP OF NON-PROFIT ENTITIES FOR WHICH IT IS CONSIDERED A COMMON PAY AGENT FOR W-2 REPORTING. LIVING BRANCHES REPORTS ALL EMPLOYEES ON ITS FORM W-3, HOWEVER, EACH AFFILIATE HAS EMPLOYEES ALLOCATED TO THAT ENTITY. PER IRS INSTRUCTIONS, EMPLOYEES LISTED ON PART V, LINE 2A ARE THOSE WHO HAVE BEEN DEEMED TO BE EMPLOYEES OF THIS ORGANIZATION. THE FOLLOWING AFFILIATES HAVE W-2 EMPLOYEES LISTED ON THEIR FORMS 990 THAT HAVE BEEN REPORTED ON THE FILING ORGANIZATION'S W-3: HATFIELD MENNONITE HOMES, INC. 23-1429826 SOUDERTON MENNONITE HOMES, INC. 23-XXX-XX-XXXX DOCK MANOR, INC. 23-2136450 DOCK VILLAGE, INC. 23-2136449 DOCK ACRES, INC. 23-2233514 LIVING BRANCHES FOUNDATION, ANOTHER AFFILIATE, DOES NOT REPORT ANY EMPLOYEES ON ITS RETURN. HATFIELD MENNONITE HOME INC ROUTE 309 HATFIELD PA 19440 231429826 HEALTH CARE & HOUSING FOR THE ELDERLY PA 501(C)(3) LINE 9 LIVING BRANCHES 1 DOCK ACRES INC 275 DOCK DRIVE LANSDALE PA 19446 232233514 HOUSING FOR THE ELDERLY PA 501(C)(3) LINE 9 LIVING BRANCHES 1 SOUDERTON MENNONITE HOMES 207 WEST SUMMIT STREET SOUDERTON PA 18964 231433891 HEALTH CARE & HOUSING FOR THE ELDERLY PA 501(C)(3) LINE 9 LIVING BRANCHES 1 DOCK MANOR INC 275 DOCK DRIVE LANSDALE PA 19446 232136450 LOW INCOME HOUSING FOR THE ELDERLY PA 501(C)(3) LINE 9 LIVING BRANCHES 1 DOCK VILLAGE INC 275 DOCK DRIVE LANSDALE PA 19446 232136449 LOW INCOME HOUSING TO QUALIFIED FAMILIES & INDIVIDUALS PA 501(C)(3) LINE 9 LIVING BRANCHES 1 LIVING BRANCHES FOUNDATION 275 DOCK DRIVE LANSDALE PA 19446 912113430 FUNDRAISING & SUPPORTING ORGANIZATION PA 501(C)(3) LINE 11A, I LIVING BRANCHES 1 0 0 0 1 0 0 0 0 0 0 0 1 0 1 1 0 0 0 0 DOCK ACRES INC L 383537 COST DOCK MANOR INC L 58981 COST DOCK VILLAGE INC L 68919 COST SOUDERTON MENNONITE HOMES L 895492 COST HATFIELD MENNONITE HOME INC L 867212 COST DOCK ACRES INC O 63264 COST DOCK MANOR INC O 63264 COST DOCK VILLAGE INC O 63264 COST SOUDERTON MENNONITE HOMES O 63264 COST HATFIELD MENNONITE HOME INC O 63264 COST