2024-10-02T16:55:16-05:00 2023-12-31 420714325 RSM US LLP 100 INTERNATIONAL DRIVE SUITE 1400 BALTIMORE MD 21202 990 2023-01-01 141849849 LINDEN PONDS INC LIND 7815347000 300 LINDEN PONDS WAY HINGHAM MA 02043 EILEEN ERSTAD TREASURER 7815347000 2024-09-27 1 1 JULIA FLANNERY P00928918 4102469300 2024-09-27 2023 2024-10-15 13:58:12Z ZINA JACQUE 300 LINDEN PONDS WAY HINGHAM MA 02043 79067117 0 X WWW.NATIONALSENIORCOMMUNITIES.ORG X 2002 MD PROVIDE A HOME FOR SENIORS THAT SATISFIES THEIR THREE PRIMARY NEEDS. 11 7 1004 887 0 0 1662177 1364578 70192406 75666996 -14786348 1596046 397445 428243 57465680 79055863 172697 192862 0 0 31528046 33543982 0 0 105711 45536442 48022687 77237185 81759531 -19771505 -2703668 392694003 415350623 515880140 533073498 -123186137 -117722875 X MISSION STATEMENT - HOME IS BELONGING, PEACE OF MIND, LOVE AND ACCEPTANCE. WELCOME HOME!VISION STATEMENT - LINDEN PONDS, INC. CELEBRATES AGING! GROUNDED IN INCLUSION, INNOVATION AND ADVOCACY, WE CREATE UNPARALLELED VALUE AND OPPORTUNITIES FOR EVERY LIFE WE TOUCH. AS PART OF THE NATIONAL SENIOR COMMUNITIES ENTERPRISE, WE LEVERAGE OUR STRONG FINANCIAL FOUNDATION AND GOVERNANCE FOR THE BENEFIT OF SENIORS AND THOSE WHO SUPPORT THEM. 0 0 70076229 192862 75666996 LINDEN PONDS, INC PROVIDES SERVICES NEEDED BY SENIOR RESIDENTS, WHO RESIDE IN 1,085 INDEPENDENT LIVING UNITS, 22 ASSISTED LIVING UNITS, 66 SKILLED NURSING BEDS AND 40 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. 70076229 1 1 0 0 0 0 0 0 1 0 1 1 0 0 1 1 1 0 0 0 0 0 0 0 1 1 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 56 0 1 1004 1 0 0 0 0 0 1 1 0 0 0 0 0 0 X 11 7 0 1 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 MA X X IBI KHAN 4102422880 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 X ARNOLD SPEERT DIRECTOR (THRU 3/31/23) 0.10 8.10 X 0 22500 0 BARBARA C BISGAIER VICE CHAIR & VICE PRESIDENT 0.10 7.90 X X 0 110000 0 C JACKSON BAIN DIRECTOR (THRU 3/31/23) 0.10 6.60 X 0 22500 0 EILEEN G ERSTAD TREASURER 0.10 14.50 X X 0 167500 0 IAN BROWN DIRECTOR (BEG 4/1/23) 0.10 7.80 X 0 65000 0 MARY D COLINS SECRETARY 0.10 10.30 X X 0 150000 0 MICHAEL W ROSKIEWICZ DIRECTOR 0.10 9.50 X 0 110000 0 MONTY C LEONARD DIRECTOR 0.10 8.40 X 0 87500 0 PAMELA D PAULK DIRECTOR 0.10 8.20 X 0 87500 0 PATRICIA M BROWN DIRECTOR 0.10 7.60 X 0 87500 0 REV DR ZINA JACQUE CHAIR & PRESIDENT 0.70 8.70 X X 0 215000 0 RUSSELL SHARP DIRECTOR (BEG 4/1/23) 0.10 7.80 X 0 65000 0 STEPHANIE L REEL DIRECTOR 0.10 9.90 X 0 150000 0 CHRIS RATHMANN ASSISTANT TREASURER 0.50 7.00 X 0 0 0 JAMES CENTOLA EXECUTIVE DIRECTOR 40.00 X 270776 0 9528 JOHN HALL ASSISTANT TREASURER 0.50 7.00 X 0 0 0 MARK EMBLEY ASSISTANT TREASURER 0.50 8.00 X 0 0 0 NEAL GANTERT ASSISTANT TREASURER 0.50 7.00 X 0 0 0 MARIANNE ROCKETT DIRECTOR, FINANCE (BEG 2/6/23) 40.00 X 120085 0 86 DEBORAH BONARRIGO DIRECTOR, NURSING 40.00 X 157102 0 20080 LORYJANE ZURITA LICENSED PRACTICAL NURSE 40.00 X 131600 0 15102 POLINA ZHESTYANNIKOVA ASSISTANT DIRECTOR, NURSING 40.00 X 130944 0 10484 MAUREEN BRENNAN HEALTH CARE COUNSELOR 40.00 X 127553 0 18192 JULIE DIAB MANAGER, REHABILITATION 40.00 X 128832 0 15444 ROSE JEANTY-DELMY LICENSED PRACTICAL NURSE 40.00 X 132124 0 12849 1199016 1340000 101765 30 0 1 0 ERICKSON SENIOR LIVING LLC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 MANAGEMENT - SEE SCH. O 9546622 CALLAHAN INC 80 1ST ST 1 BRIDGEWATER MA 02324 BUILDING CONTRACTOR 7071253 AEROSEAL WINDOWS AND STOREFRONT 8350 BRISTOL CT JESSUP MD 20794 ARCHITECT SERVICES 1321564 CARPET BOSTON 661 PLEASANT ST UNIT 1A NORWOOD MA 02062 CARPET & FLOORING SERVICES 1083716 TARBOX CONSTRUCTION LLC 6 TROUANTS ISLAND MASHFIELD MA 02050 CONTRACTOR 1000087 24 9688 198079 1156811 5939 1364578 RESIDENT FEES 623000 66196622 66196622 ANCILLARY FEES 623000 6943027 6943027 RESIDENT DEPOSITS 623000 2524047 2524047 PROCESSING FEES 623000 3300 3300 75666996 1480209 1480209 387797 0 387797 387797 387797 107812 8025 0 0 107812 8025 115837 115837 28335 9688 9058 19277 19277 23365 2196 21169 21169 79055863 75666996 0 2024289 192862 192862 577657 577657 26898276 23286513 3525395 86368 524635 440819 81214 2602 3429459 2743343 685229 887 2113955 1782888 324083 6984 3261549 3261549 35306 35306 80672 80672 15070 15070 7536655 2262446 5274209 2626900 2626900 5958574 5158102 795417 5055 5786352 5783335 3017 55878 17845 36650 1383 7058906 7058906 12587634 12587634 893139 893139 EQUIPMENT RENTAL 1768059 1757718 10143 198 RESIDENT RELATIONS 256178 120415 133529 2234 CHARITY CARE 101815 101815 81759531 70076229 11577591 105711 600 600 56860681 48905577 1995808 1857189 3656600 4900191 133385 99514 461448 511063 414541802 131294346 278055057 283247456 3971071 6043369 47559353 69785664 392694003 415350623 5127514 9818671 150170444 147008064 1448200 1431100 359133982 374815663 515880140 533073498 X -126889631 -122171969 3703494 4449094 -123186137 -117722875 392694003 415350623 X -2703668 97814 8069116 X 0 1 X 1 0 X 1069290 2566952 2545741 1662177 1364578 9208738 62836612 62411564 65869237 70220131 75718696 337056240 63905902 64978516 68414978 71882308 77083274 346264978 100000 100000 335000 180588 194366 909954 0 100000 100000 335000 180588 194366 909954 345355024 775818 486831 431196 841289 1868006 4403140 775818 486831 431196 841289 1868006 4403140 1530 1603 3133 64681720 65465347 68847704 72725200 78951280 350671251 0.98480 0.98700 0.01260 0.01050 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 1 X 21923457 21923457 370344310 124228570 246115740 8815404 5129567 3685837 13458631 1936209 11522422 283247456 BENEFICIAL INTEREST IN NATIONAL CCRC BUSINESS TRUST 1 64054568 F FIXED INCOME SECURITIES 5731096 F 69785664 RESIDENT DEPOSITS (NET) 362695703 CLAIMS RESERVE 767978 FUNDS HELD FOR RESIDENTS 91859 RESIDENT REFUNDS PAYABLE 11097046 DEFERRED MANAGEMENT & MARKETING FEE 163077 374815663 X 87222715 97814 8084108 8181922 79040793 15070 15070 79055863 81759453 14992 14992 81744461 15070 15070 81759531 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: 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. MANAGEMENT HAS EVALUATED LPH'S TAX POSITIONS AND HAS CONCLUDED THAT LPH HAS TAKEN NO UNCERTAIN TAX POSITIONS THAT WOULD REQUIRE RECOGNITION OR DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS. PART XI, LINE 2D - OTHER ADJUSTMENTS: ADJUSTMENT TO NET ASSETS WITH DONOR RESTRICTIONS 3,738. FUNDRAISING & GAMING EXPENSES NETTED W/ REVENUE ON THE FINANCIAL STATEMENTS 11,254. CHANGE IN BENEFICIAL INTEREST IN NATIONAL CCRC BUSINESS TRUST I 7,715,364. CHANGE IN RESTRICTED NET INVESTMENT RETURN 353,752. PART XII, LINE 2D - OTHER ADJUSTMENTS: ADJUSTMENT TO NET ASSETS WITH DONOR RESTRICTIONS 3,738. FUNDRAISING & GAMING EXPENSES NETTED W/ REVENUE ON THE FINANCIAL STATEMENTS 11,254. DESTINATION CELEBRATION 29375 9688 19687 4320 1300 3328 HARVEST FAIR 8648 8648 110 38023 9688 28335 4320 1300 3438 9058 19277 23365 1000 1196 1 0.80000 23365 1000 1196 2196 21169 MA 1 0 0 0 1.00000 LORI ROHLEDER 203 LINDEN PONDS WAY HINGHAM MA 02043 0 0 1 EDUCATIONAL SCHOLARSHIPS - SEE PART IV 65 192862 SCHEDULE I, PART I, LINE 2 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, OF THE START OF THEIR JUNIOR YEAR IN HIGH SCHOOL. THE CANDIDATE MUST ALSO ACHIEVE 700 HOURS OF WORK DURING A TIME SPAN THAT BEGINS NO EARLIER THAN JUNE 1, OF THEIR JUNIOR YEAR OF HIGH SCHOOL (300 OF 700 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 700 HOURS REQUIREMENT. CANDIDATES MUST ACHIEVE THE 700 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 2023 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 1 0 JAMES CENTOLA EXECUTIVE DIRECTOR 218462 0 48000 0 4314 0 9150 0 378 0 280304 0 0 0 REV DR ZINA JACQUE CHAIR & PRESIDENT 0 215000 0 0 0 0 0 0 0 0 0 215000 0 0 DEBORAH BONARRIGO DIRECTOR, NURSING 137474 0 17418 0 2210 0 4461 0 15619 0 177182 0 0 0 EILEEN G ERSTAD TREASURER 0 167500 0 0 0 0 0 0 0 0 0 167500 0 0 PART I, LINE 7 THE EMPLOYEES LISTED ON FORM 990, PART VII, SECTION A, LINE 1A RECEIVED A DISCRETIONARY BONUS DURING THE YEAR. SCHEDULE J, PART II JAMES CENTOLA IS LISTED IN SCHEDULE J, PART II AND IS AN EMPLOYEE OF ERICKSON SENIOR LIVING, LLC ("ESL"), AN UNRELATED ORGANIZATION TO LINDEN PONDS, INC., IN ACCORDANCE WITH THE MANAGEMENT AGREEMENT BETWEEN LINDEN PONDS, INC. AND ESL. SEE SCHEDULE O EXPLANATION FOR FORM 990, PART VI, SECTION A, LINE 3. THEREFORE, FOR IRS MATCHING PURPOSES, ESL IS THE ISSUER OF THESE FORMS W-2. UNDER THE MANAGEMENT AGREEMENT, LINDEN PONDS, INC. REIMBURSES ESL FOR THE COST OF SERVICES PERFORMED FOR LINDEN PONDS. A MASSACHUSETTS DEVELOPMENT FINANCE AGENCY 043431814 57584YMJ5 2018-11-15 117991780 REFUND OF PRIOR ISSUE 0 0 0 B PUBLIC FINANCE AUTHORITY 273866124 74442PXH3 2022-03-01 45275421 PART REFUND/PART NEW MONEY 0 0 0 A 11345000 117991780 7906281 2026956 108058543 2018 1 0 1 1 B 620000 45275421 904290 601392 17355981 26413758 1 0 0 1 A 1 1 1 1 0 0 0 1 B 1 1 1 1 0 0 0 1 A 0 1 0 0 1 0 0 0 1 B 0 1 0 0 1 0 0 0 1 A 1 B 1 PART III, LINE 1: THE ORGANIZATION IS THE SOLE MEMBER OF A DISREGARDED ENTITY WHICH OWNS BOND-FINANCED PROPERTY. PART III, LINES 4 & 6, COLUMNS A: THE PERCENTAGE IS LESS THAN 1%. PART III, LINES 4 & 6, COLUMNS B: THE PERCENTAGE IS LESS THAN 3%. FORM 990, PART VI, SECTION A, LINE 1A IF THERE ARE MATERIAL DIFFERENCES IN VOTING RIGHTS AMONG MEMBERS OF THE GOVERNING BODY, OR IF THE GOVERNING BODY DELEGATED BROAD AUTHORITY TO AN EXECUTIVE COMMITTEE OR SIMILAR COMMITTEE, EXPLAIN IN SCHEDULE O. UNDER THE BYLAWS OF THE ORGANIZATION, THE BOARD HAS DELEGATED AUTHORITY TO AN EXECUTIVE COMMITTEE COMPRISED OF THE ORGANIZATION'S CHAIR, VICE CHAIRS, 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 1B: ENTER THE NUMBER OF VOTING MEMBERS INCLUDED ON LINE 1A, ABOVE, WHO ARE INDEPENDENT. THE BOARD MEMBERS THAT ARE DEEMED NOT INDEPENDENT ON THE FORM 990 ARE THOSE INDIVIDUALS WHO RECEIVE COMPENSATION AS AN OFFICER OR OTHER EMPLOYEE FROM THE ORGANIZATION OR FROM A RELATED ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 3 DID THE ORGANIZATION DELEGATE CONTROL OVER MANAGEMENT DUTIES CUSTOMARILY PERFORMED BY OR UNDER THE DIRECT SUPERVISION OF OFFICERS, DIRECTORS, OR TRUSTEES, OR KEY EMPLOYEES TO A MANAGEMENT COMPANY OR OTHER PERSON? LINDEN PONDS, INC. ENTERED INTO A NEW MANAGEMENT AND MARKETING AGREEMENT TO REPLACE THE EXISTING AMENDED & RESTATED MANAGEMENT AND MARKETING AGREEMENT ALREADY IN EFFECT WITH ERICKSON SENIOR LIVING, LLC ("ESL"). THE AGREEMENT WAS EFFECTIVE AS OF JANUARY 1, 2023. THE EXISTING MANAGEMENT AND MARKETING AGREEMENT HAS BEEN AMENDED TO CLARIFY CERTAIN MATTERS. ESL IS A MARYLAND LIMITED LIABILITY COMPANY WHICH MANAGES LARGE SCALE CONTINUING CARE RETIREMENT COMMUNITIES. TAX-EXEMPT BONDS HAVE BEEN ISSUED FOR THE BENEFIT OF THE ORGANIZATION, AND THE MANAGEMENT AGREEMENT COMPLIES WITH REV. PROC. 2017-13. THE FOLLOWING OFFICERS ARE LISTED IN PART VII, AS NON-COMPENSATED OFFICERS OF THE FILING ORGANIZATION, JOHN HALL, CHRIS RATHMANN, NEAL GANTERT, AND MARK EMBLEY. THEIR DUTIES ARE CONSIDERED PERFORMED PRO BONO. JAMES CENTOLA, EXECUTIVE DIRECTOR AND MARIANNE ROCKETT, DIRECTOR, FINANCE (BEG 2/6/23), 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 6 DID THE ORGANIZATION HAVE MEMBERS OR STOCKHOLDERS? LINDEN PONDS, INC.'S SOLE MEMBER IS NATIONAL SENIOR COMMUNITIES, 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 DID THE ORGANIZATION HAVE MEMBERS, STOCKHOLDERS, OR OTHER PERSONS WHO HAD THE POWER TO ELECT OR APPOINT ONE OR MORE MEMBERS OF THE GOVERNING BODY? 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 ARE ANY GOVERNANCE DECISIONS OF THE ORGANIZATION RESERVED TO (OR SUBJECT TO APPROVAL BY) MEMBERS, STOCKHOLDERS, OR PERSONS OTHER THAN THE GOVERNING BODY? 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 HAS THE ORGANIZATION PROVIDED A COMPLETE COPY OF THIS FORM 990 TO ALL MEMBERS OF ITS GOVERNING BODY BEFORE FILING THE FORM? THE CHAIR OF THE AUDIT, INVESTMENT, AND TREASURY COMMITTEE APPOINTS THE REVIEWER OF THE FORM 990. ONCE THAT REVIEW IS COMPLETE, THE FULL BOARD IS GIVEN THE OPPORTUNITY TO REVIEW THE FINAL VERSION OF FORM 990 BEFORE IT IS FILED AND ASK QUESTIONS OF THE REVIEWER REGARDING THE FORM. FORM 990, PART VI, SECTION B, LINE 12C DID THE ORGANIZATION REGULARLY AND CONSISTENTLY MONITOR AND ENFORCE COMPLIANCE WITH THE POLICY? 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 COMPLETE A CONFLICT OF INTEREST DISCLOSURE STATEMENT ANNUALLY AND AS POTENTIAL CONFLICTS ARISE DURING THE YEAR. THE DIRECTOR CONFLICT OF INTEREST 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 DID THE PROCESS FOR DETERMINING COMPENSATION OF THE ORGANIZATION'S CEO, EXECUTIVE DIRECTOR, OR TOP MANAGEMENT OFFICIAL, OR OTHER OFFICERS OR KEY EMPLOYEES, INCLUDE A REVIEW AND APPROVAL BY INDEPENDENT PERSONS, COMPARABILITY DATA, AND CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATION AND DECISION? THE BOARD HAS APPROVED A DIRECTORS' COMPENSATION POLICY WHICH ESTABLISHES THE PROCESS BY WHICH ALL DIRECTOR COMPENSATION IS DETERMINED. A REVIEW OF THE DIRECTORS' COMPENSATION IS CONDUCTED EACH FISCAL YEAR. 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 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. A NEW COMPENSATION STUDY WAS UNDERTAKEN IN THE FALL OF 2023 WHICH DID NOT RECOMMEND ANY CHANGE TO THE CURRENT STRUCTURE. COMPENSATION IS APPROACHED ON AN OVERALL BASIS AND THE TOTAL VALUE OF ALL FORMS OF COMPENSATION IS ESTABLISHED AND MONITORED. 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 DESCRIBE WHETHER (AND IF SO, HOW) THE ORGANIZATION MADE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC DURING THE TAX YEAR. THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND THE FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST TO REVIEW 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: INDEPENDENT CONTRACTORS COMPENSATION. THE AMOUNT INCLUDED IN COLUMN (C) FOR ERICKSON SENIOR LIVING 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: REPORTABLE COMPENSATION FROM THE ORGANIZATION AND FROM RELATED ORGANIZATIONS. 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: CHANGE IN BENEFICIAL INTEREST IN NATIONAL CCRC BUSINESS TRUST I 7,715,364. CHANGE IN RESTRICTED NET INVESTMENT RETURN 353,752. 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