2025-07-30T14:16:22-05:00 2024-09-30 331498605 PLANTE & MORAN PLLC 10 S RIVERSIDE PLAZA 9TH FLOOR CHICAGO IL 60606 990 2023-10-01 842854729 TULSA HILLS COMMUNITY INC TULS 7738782294 5700 OLD ORCHARD ROAD SKOKIE IL 60077 JEAN E JUSTIE CFO 7738782294 2025-07-28 1 1 SAMANTHA L BECKER P01344887 3122071040 2025-07-21 2023 2025-03-06 01:10:19Z COVENANT LIVING AT INVERNESS DAVID ERICKSON 5700 OLD ORCHARD ROAD SKOKIE IL 60077 24085823 0 X WWW.COVLIVING.ORG X 2019 OK CARE FOR SENIOR ADULTS 18 14 311 77 0 0 411802 343935 20822428 23398046 -176726 -16985 443380 311173 21500884 24036169 0 0 0 0 7969670 8908481 0 0 66396 21084947 22500123 29054617 31408604 -7553733 -7372435 85387195 81819938 115707507 119512685 -30320312 -37692747 X AS A MINISTRY OF THE EVANGELICAL COVENANT CHURCH, TULSA HILLS COMMUNITY INC. CELEBRATES GOD'S GIFT OF LIFE IN CHRISTIAN COMMUNITY. WE FOLLOW THE GREAT COMMANDMENT TO LOVE AND SERVE GOD AND ONE ANOTHER AS TAUGHT BY JESUS CHRIST. (SEE SCHEDULE O) 0 0 15265740 0 14235192 RESIDENTIAL LIVING: THE NUMBER OF PERSONS WHO BENEFITED FROM THE SERVICES WE PROVIDED FOR THE YEAR ENDED SEPTEMBER 30, 2024 WERE AS FOLLOWS:THERE WERE A TOTAL OF 251 RESIDENTS, OCCUPYING 198 APARTMENTS AT 09/30/2024. RESIDENCY FOR THE FISCAL YEAR TOTALED 81,998 RESIDENT DAYS. 2693971 0 3721210 ASSISTED LIVING: THE NUMBER OF PERSONS WHO BENEFITED FROM THE SERVICES WE PROVIDED FOR THE YEAR ENDED SEPTEMBER 30, 2024 WERE AS FOLLOWS:THERE WERE A TOTAL OF 32 ASSISTED LIVING RESIDENTS AT 09/30/2024. ASSISTED LIVING RESIDENCY FOR THE FISCAL YEAR TOTALED 11,435 RESIDENT DAYS.ASSISTED LIVING MEMORY SUPPORT: THE NUMBER OF PERSONS WHO BENEFITED FROM THE SERVICES WE PROVIDED FOR THE YEAR ENDED SEPTEMBER 30, 2024 WERE AS FOLLOWS: THERE WERE A TOTAL OF 12 ASSISTED LIVING MEMORY SUPPORT RESIDENTS AT 09/30/2024. ASSISTED LIVING MEMORY SUPPORT RESIDENCY FOR THE FISCAL YEAR TOTALED 4,049 RESIDENT DAYS. 4382545 0 5752817 SKILLED NURSING: THE NUMBER OF PERSONS WHO BENEFITED FROM THE SERVICES WE PROVIDED FOR THE YEAR ENDED SEPTEMBER 30, 2024 WERE AS FOLLOWS:THERE WERE A TOTAL OF 42 SKILLED CARE RESIDENTS AT 09/30/2024.SKILLED CARE RESIDENCY FOR THE FISCAL YEAR TOTALED 14,398 RESIDENT DAYS. 22342256 1 1 0 1 0 0 0 0 1 0 1 0 0 0 1 0 0 1 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 33 0 1 311 1 0 0 0 0 0 1 1 0 0 0 0 0 0 X 18 14 0 1 0 0 1 0 1 1 1 0 0 1 1 1 1 1 1 0 1 0 X JEAN E JUSTIE 7738782294 C/O CLCS 5700 OLD ORCHARD RD SKOKIE IL 60077 TERRI S CUNLIFFE DIRECTOR/CLCS PRESIDENT/CEO-PART YR 1.00 61.00 X X 0 928155 33657 DAVID G ERICKSON GEN COUNSEL PART YR/ASST SEC/CEO 1.00 61.00 X X 0 432606 122066 TODD SLECHTA DIRECTOR/EX-OFFICIO 0.10 42.20 X 0 305126 59996 TAMMY SWANSON-DRAHEIM DIRECTOR/EX-OFFICIO 0.10 42.30 X 0 108641 105500 JANET CREANEY DIRECTOR/CHAIR 0.10 2.20 X X 0 0 0 LORENE FLEWELLEN DIRECTOR/VICE CHAIR 0.10 2.20 X X 0 0 0 JANET GOELZ HOFFMAN DIRECTOR/SECRETARY 0.10 2.20 X X 0 0 0 ALLAN ANDERSON DIRECTOR 0.10 2.20 X 0 0 0 SARAH BENTLEY DIRECTOR 0.10 2.20 X 0 0 0 KATHY BUETTNER DIRECTOR 0.10 2.20 X 0 0 0 PAMELA CHRISTENSEN DIRECTOR 0.10 2.20 X 0 0 0 ARTHUR DEROOY DIRECTOR/EX-OFFICIO - PART YEAR 0.10 2.30 X 0 0 0 JOHN FREDRICKSON DIRECTOR 0.10 2.20 X 0 0 0 KURT KINCANON DIRECTOR 0.10 2.20 X 0 0 0 MATTHEW MANLOVE DIRECTOR 0.10 2.20 X 0 0 0 ROBERT MARTIN DIRECTOR 0.10 2.20 X 0 0 0 JENNIFER MEANS DIRECTOR 0.10 2.20 X 0 0 0 MARY PALMER DIRECTOR/EX-OFFICIO 0.10 2.30 X 0 0 0 LOANN PETERSON DIRECTOR - PART YEAR 0.10 2.20 X 0 0 0 DIXIE REPPE DIRECTOR - PART YEAR 0.10 2.20 X 0 0 0 RICK SHEPARD DIRECTOR 0.10 2.20 X 0 0 0 ANDREW VANOVER DIRECTOR 0.10 2.20 X 0 0 0 JEAN E JUSTIE CFO/TREASURER/ASST SECRETARY 1.00 61.00 X 0 459684 90531 WILLIAM RABE CHIEF INFO & TECH OFFICER/ASST SEC. 1.00 61.00 X 0 363812 60892 CORY KALLHEIM GENERAL COUNSEL/ASST SECRETARY 1.00 61.00 X 0 255332 70455 EMILY WARNYGORA SR. EXEC. ASST TO CEO/ASST SECRETARY 1.00 61.00 X 0 95671 13095 JAY PRINCE SVP, COMMUNITY OPS/ASST SECRETARY 1.00 61.00 X 0 211098 24248 PETER MILBOURN ASSOCIATE VICE PRESIDENT, OPERATIONS 1.00 47.00 X 0 272233 59223 RICKEY LEE EXECUTIVE DIRECTOR 40.00 0.00 X 193220 0 51169 TANDERIA BROWN CHIEF HUMAN RESOURCES OFFICER 1.00 61.00 X 0 304715 65889 CARI BASHAW DIRECTOR OF SALES 40.00 0.00 X 102292 0 22141 RYAN BERRYHILL DIRECTOR OF NURSING 40.00 0.00 X 129868 0 18914 EMILIE CRESWELL HEALTHCARE ADMINISTRATOR 40.00 0.00 X 151456 0 10731 DAVID GANDY DIRECTOR OF FACILITIES MANAGEMENT 40.00 0.00 X 111573 0 17874 LANA VACA HEALTH OFFICE NURSE RN 40.00 0.00 X 100823 0 14691 CORY STERN FORMER INTERIM FINANCE LEAD/TREAS. 0.00 0.00 X 0 233582 34904 789232 3970655 875976 7 1 1 0 HEALTHPRO HERITAGE LLC PO BOX 69268 BALTIMORE MD 21264 THERAPY 608435 MILL CREEK CARPET PO BOX 4770 TULSA OK 74159 CONSTRUCTION/RENOVATION 580903 GREEN WING LAWN & LANDSCAPE PO BOX 471498 TULSA OK 74147 LANDSCAPING 545698 SODEXO INC & AFFILIATES PO BOX 360170 PITTSBURGH PA 15251 DINING SERVICES 517048 CLIPBOARD HEALTH PO BOX 103125 PASADENA CA 91189 MEDICAL SERVICES/STAFFING 495326 12 135812 208123 343935 ROUTINE SERVICES 623000 18179077 18179077 ENTRANCE FEES 623000 2671672 2671672 ANCILLARY SERVICES 623000 1400253 1400253 MEDICARE/MEDICAID 623000 690726 690726 MEALS 623000 456318 456318 23398046 16985 -16985 -16985 -16985 32669 135812 32669 0 SUPPORT SERVICES 623000 148252 148252 APARTMENT UPGRADES 623000 129565 129565 SERVICES TO RESIDENTS 623000 33615 33615 -259 -259 311173 24036169 23709219 0 -16985 180444 180444 7304539 5843814 1452752 7973 76632 53615 21052 1965 825621 712943 111007 1671 521245 413927 100021 7297 172248 158323 13925 98172 98172 8394 8394 149 149 23975 23975 2279240 1862565 416675 600025 1898 597449 678 832931 761778 67558 3595 418281 1598 416683 1490996 1270305 220691 47183 31836 14719 628 47389 8337 37404 1648 2160733 1538194 617968 4571 10075335 7172483 2881537 21315 245521 245521 RELATED PARTY ACTIVITY 1415040 1415040 DINING SERVICES 1202077 1202077 MAINT. FOR RESIDENTS 810837 810837 BAD DEBT EXPENSE 42021 42021 529576 252205 262316 15055 31408604 22342256 8999952 66396 371765 3886 613 11202 485350 2193383 29536 28622 58925994 12622515 44564692 46303479 39935239 33279366 85387195 81819938 232860 179144 6540062 7783966 42200 26340 108892385 111523235 115707507 119512685 X -30766023 -38213129 445711 520382 -30320312 -37692747 85387195 81819938 -7372435 0 X 0 1 X 1 0 X 43684 1064121 617594 411802 343935 2481136 14918974 16679686 17434857 21265808 23709219 94008544 14962658 17743807 18052451 21677610 24053154 96489680 38600 38600 0 38600 38600 96451080 1047 1253 17661 20052 0 40013 1047 1253 17661 20052 40013 14963705 17745060 18070112 21697662 24053154 96529693 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 0 0 1 149 149 0 PART II-B, LINE 1: A PORTION OF MEMBERSHIP DUES PAID TO LEADING AGE ARE USED FOR LOBBYING PURPOSES. 0 1 X 2244250 2244250 43068727 9482935 33585792 9586409 2971178 6615231 4026608 168402 3858206 46303479 OTHER LIABILITIES 408241 INTERCOMPANY ADVANCE ACCOUNTS 58676889 ACCRUED PROPERTY TAX 167512 REFUNDABLE CONTRACTS LIABILITIES 31612356 ENTRANCE FEE REFUNDS PAYABLE 6853234 DEFERRED REVENUE SUBJECT TO REFUND 13805003 111523235 PART IV, LINE 2B: RESIDENT ENTRANCE FEE ACCOUNT: PROSPECTIVE RESIDENTS PAY AN APPLICATION FEE DEPOSIT WHICH IS CARRIED IN AN ESCROW ACCOUNT. AT MOVE IN, THE DEPOSIT IS APPLIED AGAINST THE TOTAL ENTRANCE FEE AMOUNT AND THE REMAINDER OF THE MONEY IS COLLECTED AND PUT IN THIS ACCOUNT. AT THE END OF THE MONTH THE RESIDENT HAS MOVED IN, ALL MONEY IS TRANSFERRED OUT OF THE ESCROW ACCOUNT. GALA 168481 135812 32669 24169 3000 5500 168481 135812 32669 24169 3000 5500 32669 0 0 1 0 0 0 0 0 1 0 TERRI S CUNLIFFE DIRECTOR/CLCS PRESIDENT/CEO-PART YR 0 581637 0 142331 0 204187 0 9900 0 23973 0 962028 0 36569 DAVID G ERICKSON GEN COUNSEL PART YR/ASST SEC/CEO 0 342225 0 9572 0 80809 0 84651 0 45154 0 562411 0 47458 JEAN E JUSTIE CFO/TREASURER/ASST SECRETARY 0 315014 0 68544 0 76126 0 52876 0 46359 0 558919 0 0 WILLIAM RABE CHIEF INFO & TECH OFFICER/ASST SEC. 0 277291 0 6033 0 80488 0 46521 0 20541 0 430874 0 29365 TANDERIA BROWN CHIEF HUMAN RESOURCES OFFICER 0 254465 0 13750 0 36500 0 40380 0 25705 0 370800 0 0 TODD SLECHTA DIRECTOR/EX-OFFICIO 0 266345 0 0 0 38781 0 35136 0 26493 0 366755 0 4369 PETER MILBOURN ASSOCIATE VICE PRESIDENT, OPERATIONS 0 232143 0 1585 0 38505 0 37532 0 21945 0 331710 0 13156 CORY KALLHEIM GENERAL COUNSEL/ASST SECRETARY 0 232011 0 2075 0 21246 0 33150 0 38752 0 327234 0 0 CORY STERN FORMER INTERIM FINANCE LEAD/TREAS. 0 153210 0 12099 0 68273 0 24756 0 10361 0 268699 0 15253 RICKEY LEE EXECUTIVE DIRECTOR 168530 0 12600 0 12090 0 20544 0 30836 0 244600 0 0 0 JAY PRINCE SVP, COMMUNITY OPS/ASST SECRETARY 0 172139 0 32000 0 6959 0 16958 0 8966 0 237022 0 0 TAMMY SWANSON-DRAHEIM DIRECTOR/EX-OFFICIO 0 108641 0 0 0 0 0 27500 0 78000 0 214141 0 0 EMILIE CRESWELL HEALTHCARE ADMINISTRATOR 132305 0 12854 0 6297 0 9987 0 926 0 162369 0 0 0 PART I, LINE 3 SEE SCHEDULE O EXPLANATION FOR FORM 990 PART VI SECTION B LINE 15 FOR THE METHODS USED TO DETERMINE CEO COMPENSATION. THE REVIEW AND APPROVAL PROCESS IS DESIGNED TO SATISFY AND QUALIFY FOR THE REBUTTABLE PRESUMPTION OF REASONABLENESS UNDER THE INTERNAL REVENUE CODE SECTION 4958. PART I, LINE 4B EXECUTIVE BENEFIT PLAN COVENANT MINISTRIES OF BENEVOLENCE (CMB), A RELATED ORGANIZATION, PROVIDES CERTAIN SUPPLEMENTAL RETIREMENT BENEFITS TO ITS OFFICERS AND KEY EMPLOYEES. THESE BENEFITS ARE PROVIDED THROUGH A NONQUALIFIED DEFERRED COMPENSATION PLAN, UNDER WHICH A PORTION OF THE BENEFITS BEING EARNED ARE SUBJECT TO A "SUBSTANTIAL RISK OF FORFEITURE." THE SUPPLEMENTAL RETIREMENT BENEFITS ARE STRUCTURED TO PROVIDE A RETENTION INCENTIVE THAT HAS BEEN DETERMINED BY THE EXECUTIVE COMPENSATION COMMITTEE OF CMB'S BOARD ("COMMITTEE") TO BE OF SUBSTANTIAL VALUE TO THE ORGANIZATION. THE COMMITTEE APPROVES ALL RETIREMENT BENEFITS, TOGETHER WITH ALL OTHER FORMS OF COMPENSATION AND BENEFITS FOR THESE AND OTHER EXECUTIVES, IN A MANNER INTENDED TO QUALIFY FOR THE REBUTTABLE PRESUMPTION OF REASONABLENESS UNDER THE INTERMEDIATE SANCTIONS RULES OF FEDERAL INCOME TAX LAW. THE FOLLOWING ARE PARTICIPANTS IN THE PLAN: CORY STERN WILLIAM RABE DAVID ERICKSON TERRI CUNLIFFE TODD SLECHTA JEAN JUSTIE CORY KALLHEIM PETER MILBOURN EMILIE CRESWELL RYAN BERRYHILL TANDERIA BROWN JAY PRINCE RICKEY LEE IN 2023, THESE INDIVIDUALS VESTED IN THE PLAN IN THE FOLLOWING AMOUNTS: TERRI CUNLIFFE - $131,377 DAVID ERICKSON - $47,458 WILLIAM RABE - $29,365 CORY STERN - $15,253 PETER MILBOURN - $13,156 TODD SLECHTA - $4,369 IN 2023, THESE INDIVIDUALS RECEIVED DISTRIBUTIONS FROM THE PLAN IN THE FOLLOWING AMOUNT: DAVID ERICKSON - $27,212 PETER MILBOURN - $8,550 PART I, LINE 7 THE FOLLOWING APPLIES TO CERTAIN INDIVIDUALS LISTED ON PART VII WHOSE COMPENSATION IS PAID FROM RELATED ORGANIZATIONS: THE EXECUTIVE COMPENSATION COMMITTEE (OF CMB'S BOARD) FOLLOWS A PRESCRIBED METHOD FOR CALCULATING INCENTIVE COMPENSATION AWARDS. THE CALCULATION IS BASED ON MEASURABLE TARGETS DETERMINED AT THE BEGINNING OF THE YEAR. THE COMMITTEE HAS THE ABILITY TO ADJUST THE DOLLAR VALUE OF THE CALCULATED AWARDS BY UP TO 10%. THE ADJUSTMENT CAN BE AN UPWARD OR DOWNWARD ADJUSTMENT BASED ON VARIOUS PERFORMANCE FACTORS OR ON FACTORS THAT WILL ASSURE THAT FINAL INCENTIVE COMPENSATION AWARDS ARE IN THE BEST INTEREST OF THE ORGANIZATION AND APPROPRIATELY REFLECT THE PERFORMANCE OF THE ORGANIZATION. REFER TO ADDITIONAL INFORMATION ON THE COMMITTEE INCLUDED IN SCHEDULE O. PART II, COLUMN B (II): BONUS AND INCENTIVE COMPENSATION - CERTAIN KEY PERSONS EMPLOYED BY COVENANT LIVING AND CMB ARE ELIGIBLE FOR INCENTIVE COMPENSATION AS DETERMINED BY THE EXECUTIVE COMPENSATION COMMITTEE OF EITHER THE COVENANT LIVING OR CMB'S BOARD BASED ON WHERE THESE INDIVIDUALS ARE EMPLOYED. INCENTIVES RELATED TO THE ACHIEVEMENT OF TARGETS FOR THE TWELVE MONTHS ENDED 9/30/22 WERE PAID OUT IN 2023 FOR CLCS AND RELATED ENTITIES. INCENTIVES RELATED TO CMB'S ACHIEVEMENT OF TARGETS FOR THE TWELVE-MONTHS ENDED 9/30/23 WERE PAID OUT IN 2023. PART II, COLUMN D: NONTAXABLE BENEFITS INCLUDE HEALTH INSURANCE PREMIUMS PAID BY THE EMPLOYER AND EMPLOYEE. FORM 990, PART III, LINE 1: AS A MINISTRY OF THE EVANGELICAL COVENANT CHURCH, TULSA HILLS COMMUNITY CELEBRATES GOD'S GIFT OF LIFE IN CHRISTIAN COMMUNITY. WE FOLLOW THE GREAT COMMANDMENT TO LOVE AND SERVE GOD AND ONE ANOTHER AS TAUGHT BY JESUS CHRIST. THAT COMPELS US TO AFFIRM THE DIGNITY OF EACH PERSON AND TO PURSUE EXCELLENCE AND FINANCIAL INTEGRITY IN ALL THAT WE DO. AS WE PROVIDE A BROAD RANGE OF RESOURCES, SERVICES AND PROGRAMS TO ENHANCE INDIVIDUAL AND COMMUNITY WELLNESS, WE COLLABORATE WITH RESIDENTS AND FAMILIES TO ACHIEVE THE BEST POSSIBLE RESULTS. WHILE SEEKING TO FOSTER INDEPENDENCE, WE RESPOND TO EACH INDIVIDUAL'S EVOLVING NEEDS IN ORDER TO PROVIDE THE SECURITY THAT ASSURES PEACE OF MIND. IN LIVING OUT THE MISSION, THE COMMUNITY PROVIDES A COMPLETE CONTINUUM OF CARE FROM RESIDENTIAL LIVING THROUGH SKILLED NURSING. SUCH SERVICES ARE GUIDED BY A SERIES OF VALUES AND GOALS ADDRESSING RESIDENT NEEDS, PRIVACY, SAFETY AND DIGNITY, INCLUDING APPROPRIATE ACCESS TO SERVICES. TULSA HILLS COMMUNITY ALSO PROVIDES SERVICES TO MEDICAID RECIPIENTS AT A COST GREATER THAN THE REIMBURSEMENT PROVIDED. IN THE YEAR ENDED SEPTEMBER 30, 2024, THE AMOUNT OF COST IN EXCESS OF MEDICAID REIMBURSEMENT WAS $125,840. ADDITIONALLY, TULSA HILLS COMMUNITY PROVIDES OTHER BENEFITS TO THE COMMUNITY, INCLUDING HOSTING MEETINGS FOR LOCAL ORGANIZATIONS FOR FREE. STAFF ALSO SERVE ON NON-PROFIT BOARDS OF OTHER ORGANIZATIONS, AND RESIDENTS OF TULSA HILLS COMMUNITY VOLUNTEER AT MANY ORGANIZATIONS BOTH IN AND OUTSIDE OF THE COMMUNITY. FORM 990, PART VI, SECTION A, LINE 3 TULSA HILLS COMMUNITY, INC. DELEGATED CONTROL OVER MANAGEMENT DUTIES TO COVENANT LIVING SERVICES, ITS PARENT ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 6 THE SOLE MEMBER IS COVENANT LIVING SERVICES. THE SOLE MEMBER OF COVENANT LIVING SERVICES IS COVENANT LIVING COMMUNITIES AND SERVICES. FORM 990, PART VI, SECTION A, LINE 7B S 2.4 OF BYLAWS INCLUDE RESERVED POWERS TO THE [INDIVIDUAL] MEMBERS SUCH AS CHANGES TO MISSION AND STRATEGIC PLAN, APPROVAL OF CERTAIN ACQUISITIONS, DISPOSITIONS AND FINANCINGS, CHANGES TO ARTICLES AND BYLAWS. FORM 990, PART VI, SECTION B, LINE 11B MANAGEMENT REVIEW: THE DRAFT FORM 990 WAS REVIEWED BY MULTIPLE LEVELS OF MANAGEMENT INCLUDING THE CHIEF FINANCIAL OFFICER. THE GENERAL COUNSEL ALSO REVIEWED SELECT RETURNS. BOARD REVIEW: PRIOR TO FILING, THE FORM 990 PROCESS WAS REVIEWED WITH THE BOARD OF DIRECTORS AT THE BOARD MEETING AND THE FINAL FORM 990 WAS PROVIDED TO EACH BOARD MEMBER. FORM 990, PART VI, SECTION B, LINE 12C COVENANT LIVING COMMUNITIES AND SERVICES HAS AN ADMINISTRATIVE POLICY ON CONFLICT OF INTEREST, IDENTIFYING THE PARAMETERS OF A CONFLICT OF INTEREST AND THE REQUIREMENT TO DISCLOSE ANY SUCH CONFLICT OF INTEREST. THE COVENANT LIVING POLICY IS DISTRIBUTED ANNUALLY TO COVENANT LIVING BOARD MEMBERS AND OFFICERS. THEY ARE ASKED TO SIGN ACKNOWLEDGING RECEIPT OF THE POLICY AND TO DISCLOSE IF THEY HAVE ANY CONFLICT OF INTERESTS. IF SOMEONE IS ABSENT FROM THE MEETING OR FAILS TO RETURN THE ACKNOWLEDGMENT, THERE IS A FOLLOW-UP WITH THE INDIVIDUAL UNTIL THE SIGNED ACKNOWLEDGMENT IS PROVIDED. IN ADDITION TO THE ABOVE, A SEPARATE AND MORE COMPREHENSIVE QUESTIONNAIRE IS SENT TO THE BOARD MEMBERS, OFFICERS, KEY EMPLOYEES AND OTHER INTERESTED PERSONS. THE COMPLETED QUESTIONNAIRES ARE REVIEWED BY COVENANT LIVING'S LEGAL COUNSEL TO DETERMINE IF ANY ACTUAL OR POTENTIAL CONFLICTS EXIST. IF A PERSON BECOMES AN INTERESTED PERSON, HE OR SHE MAY BE CONSIDERED IN DETERMINING WHETHER A QUORUM IS PRESENT. THE INTERESTED PERSON MAY MAKE A SHORT STATEMENT RELATING TO THE TRANSACTION OR ARRANGEMENT IN QUESTION, BUT SHALL NOT BE PRESENT DURING THE DISCUSSION AND SHALL NOT VOTE ON THE MOTION ADDRESSING THE ACTUAL OR POTENTIAL CONFLICT. FORM 990, PART VI, SECTION B, LINE 15B COVENANT LIVING COMMUNITIES AND SERVICES' BOARD OF DIRECTORS HAS DULY APPOINTED AN EXECUTIVE COMPENSATION COMMITTEE (THE "COMMITTEE"), WHICH IS RESPONSIBLE FOR THE REVIEW AND APPROVAL OF ALL COMPENSATION AND BENEFITS PROVIDED TO COVENANT LIVING'S EXECUTIVE MANAGEMENT. THE COMMITTEE HAS ADOPTED A WRITTEN EXECUTIVE COMPENSATION PHILOSOPHY STATEMENT AND AN EXECUTIVE COMPENSATION COMMITTEE CHARTER GOVERNING THE WORK AND REVIEW PROCESS OF THE COMMITTEE. THE COMMITTEE FOLLOWS THE PROCEDURES DESCRIBED IN THE PHILOSOPHY STATEMENT AND THE CHARTER WHEN IT REVIEWS AND APPROVES THE COMPENSATION AND EMPLOYEE BENEFITS PROVIDED TO THE COVENANT LIVING'S SENIOR MANAGEMENT. THE COMMITTEE'S REVIEW ANALYZES EVERY ELEMENT OF COMPENSATION, INCLUDING CURRENT AND DEFERRED COMPENSATION, AND BENEFITS, INCLUDING QUALIFIED AND NON-QUALIFIED BENEFITS. THE COMMITTEE CONDUCTS ITS REVIEW AND APPROVAL PROCESS AT LEAST ANNUALLY, AND APPROVES COMPENSATION AND BENEFITS ONLY TO THE EXTENT THAT THE COMMITTEE HAS CONCLUDED THAT THE COMPENSATION AND BENEFITS CONSTITUTE NO MORE THAN REASONABLE COMPENSATION FOR EACH EXECUTIVE. THE COMMITTEE CONSISTS ENTIRELY OF DISINTERESTED MEMBERS OF THE BOARD, AND THE COMMITTEE WORKS WITH AN INDEPENDENT COMPENSATION CONSULTANT TO PREPARE AND REVIEW IN ADVANCE COMPREHENSIVE DATA SHOWING THE COMPENSATION PROVIDED BY SIMILARLY SITUATED ORGANIZATIONS FOR FUNCTIONALLY SIMILAR POSITIONS. THE COMMITTEE ALSO PREPARES A TIMELY AND THOROUGH WRITTEN RECORD OF ITS DELIBERATIONS AND CONCLUSIONS. AS A RESULT, THE COMMITTEE'S REVIEW PROCESS IS DESIGNED TO SATISFY THE PROCEDURAL CRITERIA NECESSARY TO QUALIFY FOR THE REBUTTABLE PRESUMPTION OF REASONABLENESS UNDER THE FEDERAL INCOME TAX LAW INTERMEDIATE SANCTIONS RULES. THE RESOURCES UTILIZED BY THE COMPENSATION COMMITTEE INCLUDE: 1) INDEPENDENT COMPENSATION CONSULTANT; 2) COMPENSATION SURVEY OR STUDY; 3) APPROVAL BY THE BOARD OR COMPENSATION COMMITTEE. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST BY CONTACTING THE COVENANT LIVING COMMUNITIES AND SERVICES FINANCE DEPARTMENT AT 773-878-2294. FORM 990, PART VI, LINE 9: CONTACT INFO FOR DIRECTORS & OFFICERS ALL OF THE ORGANIZATION'S DIRECTORS AND OFFICERS CAN BE CONTACTED AT THIS ADDRESS: COVENANT LIVING COMMUNITIES AND SERVICES - 5700 OLD ORCHARD ROAD, SKOKIE, IL 60077. EVANGELICAL COVENANT CHURCH 8303 WEST HIGGINS ROAD CHICAGO IL 60631 362167730 CHURCH IL 501(C)(3) LINE 1 N/A 0 COVENANT LIVING COMMUNITIES AND SERVICES 5700 OLD ORCHARD RD SKOKIE IL 60077 363478388 MANAGEMENT/SUPPORT SERVICES IL 501(C)(3) LINE 12B, II EVANGELICAL COVENANT CHURCH 0 COVENANT LIVING OF GOLDEN VALLEY 5800 ST CROIX AVE MINNEAPOLIS MN 55422 410841150 CONTINUING CARE RETIREMENT COMMUNITY MN 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT HEALTH CARE CENTERS INC 2155 PFINGSTEN ROAD NORTHBROOK IL 60062 521115873 CONTINUING CARE RETIREMENT COMMUNITY IL 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT HOME 2625 TECHNY ROAD NORTHBROOK IL 60062 362643638 CONTINUING CARE RETIREMENT COMMUNITY IL 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT LIVING OF CROMWELL INC 52 MISSIONARY ROAD CROMWELL CT 06416 131740015 CONTINUING CARE RETIREMENT COMMUNITY CT 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT HOME OF CHICAGO 2720 W FOSTER AVE CHICAGO IL 60625 363095932 ASSISTED LIVING FACILITY IL 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT HOME SERVICES 5700 OLD ORCHARD RD SKOKIE IL 60077 260744025 HOME HEALTH SERVICES IL 501(C)(3) LINE 10 COVENANT LIVING SERVICES INC 0 COVENANT HOUSING CORPORATION 5700 OLD ORCHARD RD SKOKIE IL 60077 364484624 MANAGEMENT/SUPPORT SERVICES IL 501(C)(3) LINE 12B, II COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT MINISTRIES OF BENEVOLENCE 5145 N CALIFORNIA AVE CHICAGO IL 60625 363486813 CHURCH AFFILIATE IL 501(C)(3) LINE 12A, I EVANGELICAL COVENANT CHURCH 0 COVENANT LIVING OF BIXBY INC 5700 OLD ORCHARD RD SKOKIE IL 60077 320419173 CONTINUING CARE RETIREMENT COMMUNITY IL 501(C)(3) LINE 10 COVENANT LIVING SERVICES INC 0 COVENANT LIVING OF THE GREAT LAKES 2520 LAKE MICHIGAN DRIVE NW GRAND RAPIDS MI 49504 383244636 CONTINUING CARE RETIREMENT COMMUNITY MI 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT LIVING WEST 2550 TREASURE DRIVE SANTA BARBARA CA 93105 953472345 CONTINUING CARE RETIREMENT COMMUNITY CA 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT LIVING SERVICES 5700 OLD ORCHARD RD SKOKIE IL 60077 272480652 MANAGEMENT/SUPPORT SERVICES IL 501(C)(3) LINE 12B, II COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT LIVING OF COLORADO 9153 YARROW STREET WESTMINSTER CO 80021 841084331 CONTINUING CARE RETIREMENT COMMUNITY CO 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT LIVING OF FLORIDA INC 9215 W BROWARD BLVD PLANTATION FL 33324 521115870 CONTINUING CARE RETIREMENT COMMUNITY FL 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT LIVING AT THE HOLMSTAD 700 W FABYAN PARKWAY BATAVIA IL 60510 362835154 CONTINUING CARE RETIREMENT COMMUNITY IL 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT LIVING AT WINDSOR PARK 124 WINDSOR PARK DRIVE CAROL STREAM IL 60188 363385581 CONTINUING CARE RETIREMENT COMMUNITY IL 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT LIVING OF GENEVA 5700 OLD ORCHARD RD SKOKIE IL 60077 843227613 RENTAL SENIOR HOUSING IL 501(C)(3) LINE 10 COVENANT LIVING SERVICES INC 0 EMC HEALTH INC 2881 GEER ROAD SUITE A TURLOCK CA 95382 942281314 MANAGEMENT/SUPPORT SERVICES CA 501(C)(3) LINE 12B, II COVENANT MINISTRIES OF BENEVOLENCE 0 COVENANT INITIATIVES FOR CARE INC 4055 W PETERSON AVE SUITE 106 CHICAGO IL 60646 271841721 MANAGEMENT/SUPPORT SERVICES IL 501(C)(3) LINE 12B, II COVENANT MINISTRIES OF BENEVOLENCE 0 COVENANT CARE CENTER 9201 WEST BROWARD BLVD PLANTATION FL 33324 591948940 CONTINUING CARE RETIREMENT COMMUNITY FL 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT PALMS OF MIAMI 9201 WEST BROWARD BLVD PLANTATION FL 33324 590653300 CONTINUING CARE RETIREMENT COMMUNITY FL 501(C)(3) LINE 10 COVENANT LIVING COMMUNITIES AND SERVICES 0 COVENANT RETIREMENT COMMUNITIES OF MINNESOTA INC 5825 SAINT CROIX AVENUE MINNEAPOLIS MN 55422 411506900 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