| FORM 990, PART VI, SECTION A, LINE 1 |
KAHALA SENIOR LIVING COMMUNITY HAS AN EXECUTIVE COMMITTEE COMPRISED OF THE OFFICERS OF THE BOARD OF DIRECTORS AND THE CEO. THE EXECUTIVE COMMITTEE HAS AND EXERCISES THE AUTHORITY OF THE BOARD OF DIRECTORS IN THE MANAGEMENT OF THE ORGANIZATION; PROVIDED, HOWEVER, THAT IT DOES NOT HAVE THE AUTHORITY TO (A) AMEND, ALTER OR REPEAL THE BYLAWS; (B) ELECT, APPOINT OR REMOVE ANY MEMBER OF THE EXECUTIVE COMMITTEE OR ANY DIRECTOR OR OFFICER OF THE ORGANIZATION; (C) AMEND OR RESTATE THE ARTICLES OF INCORPORATION; (D) ADOPT A PLAN OF MERGER; (E) ADOPT A PLAN OF CONSOLIDATION WITH ANOTHER ORGANIZATION; (F) AUTHORIZE THE SALE, LEASE, EXCHANGE OR MORTGAGE OF ALL OR SUBSTANTIALLY ALL OF THE PROPERTY AND ASSETS OF THE ORGANIZATION; (G) AUTHORIZE THE VOLUNTARY DISSOLUTION OF THE ORGANIZATION OR ANY PETITION TO OR APPLICATION FOR RELIEF FROM ANY BANKRUPTCY COURT, OR REVOKE PROCEEDINGS THEREFOR; (H) ADOPT A PLAN FOR THE DISTRIBUTION OF THE ASSETS OF THE ORGANIZATION; (I) OR AMEND, ALTER OR REPEAL ANY RESOLUTION OF THE BOARD OF DIRECTORS WHICH BY ITS TERMS PROVIDES THAT IT SHALL NOT BE AMENDED, ALTERED OR REPEALED BY SUCH COMMITTEE. |
| FORM 990, PART VI, SECTION B, LINE 11B |
A FORM 990 DRAFT WAS PROVIDED TO OFFICERS AND KEY MANAGEMENT PRIOR TO BOARD REVIEW. UPON THE APPROVAL OF OFFICERS AND KEY MANAGEMENT, THE FORM WAS SUBMITTED TO THE BOARD OF DIRECTORS. IF THE BOARD OF DIRECTORS HAD ANY COMMENTS, QUESTIONS, OR SUGGESTIONS, THESE WERE CONSIDERED PRIOR TO FILING. AFTER ALL ISSUES WERE ADDRESSED, THE DRAFT WAS FINALIZED AND FILED BY THE ORGANIZATION'S ACCOUNTANTS. |
| FORM 990, PART VI, SECTION B, LINE 12C |
BY SIGNING AN ANNUAL CONFLICT OF INTEREST STATEMENT, ALL OFFICERS, DIRECTORS, OR TRUSTEES AND KEY EMPLOYEES ARE REQUIRED TO DISCLOSURE WHETHER THEY HAVE CONFLICTS OF INTEREST IN REGARDS TO THE ORGANIZATION. NO MEMBER OF THE BOARD OF DIRECTORS SHALL PARTICIPATE IN ANY DISCUSSION OR VOTE ON ANY MATTER IN WHICH HE OR SHE OR MEMBER OF HIS OR HER IMMDIATE FAMILY HAS POTENTIAL CONFLICT OF INTEREST DUE TO HAVING MATERIAL ECONOMIC INVOLVEMENT REGARDING THE MATTER BEING DISCUSSED. WHEN SUCH A SITUATION PRESENTS ITSELF, THE DIRECTOR MUST ANNOUNCE HIS OR HER POTENTIAL CONFLICT, DISQUALIFY HIMSELF OR HERSELF, AND BE EXCUSED FROM THE MEETING UNTIL DISCUSSION IS OVER ON THE MATTER INVOLVED. |
| FORM 990, PART VI, SECTION B, LINE 15A |
IN THE ORGANIZATION'S DETERMINATION OF THE CURRENT CEO/PRESIDENT'S COMPENSATION, ITS EXECUTIVE COMMITTEE REVIEWED THE QUALIFICATIONS OF THE EXISTING CEO/PRESIDENT, PATRICK DUARTE, ALONG WITH INDUSTRY-RELATED INFORMATION GATHERED FROM AN INDEPENDENT THIRD-PARTY EXECUTIVE RECRUITER AND INTERNAL SALARIES MANAGEMENT PERSONNEL. IN 2017, THE PROCESS INCLUDED COMPARABILITY DATA, REVIEW AND APPROVAL BY INDEPENDENT PERSONS, AND CONTEMPORANEOUS SUBSTANTIATION. |
| FORM 990, PART VI, SECTION C, LINE 19 |
THE CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE MADE AVAILALE TO THE PUBLIC THROUGH POSTING ON THE ELECTRONIC MUNICIPAL MARKET ACCESS (EMMA) WEBSITE. |
Attach to Form 990 or 990-EZ.