Form990-PF

Department of the Treasury
Internal Revenue Service
Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter Social Security numbers on this form as it may be made public. By law, the IRS cannot redact the information on the form.
bulletInformation about Form 990-PF and its instructions is at www.irs.gov/form990pf.
OMB No. 1545-0052
2013
Open to Public Inspection
For calendar year 2013, or tax year beginning 04-01-2013 , and ending 03-31-2014
Name of foundation
THE CHELSEA HEALTH AND WELLNESS FOUNDATION
 

Number and street (or P.O. box number if mail is not delivered to street address)310 N MAIN STREET SUITE 203   Room/suite
City or town, state or province, country, and ZIP or foreign postal code
CHELSEA, MI481181291
A Employer identification number

26-3040367
B Telephone number (see instructions)

(734) 433-4599
C bullet
G Check all that apply:

D 1. bullet
2. bullet
E bullet
H Check type of organization:
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$53,209,090J Accounting method:
 
(Part I, column (d) must be on cash basis.)
F bullet
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule)  
2 Check bullet
3 Interest on savings and temporary cash investments 487 487  
4 Dividends and interest from securities...... 318,942 318,942  
5a Gross rents.............. 538,373 538,373  
b Net rental income or (loss) 425,323
6a Net gain or (loss) from sale of assets not on line 10 2,397,531
b Gross sales price for all assets on line 6a 15,774,106
7 Capital gain net income (from Part IV, line 2)... 2,397,531
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances 105,115
b Less: Cost of goods sold.... 58,827
c Gross profit or (loss) (attach schedule)..... 46,288 46,288
11 Other income (attach schedule)....... Click to see attachment 4,100,346 272,531 3,827,815
12 Total. Add lines 1 through 11........ 7,401,967 3,527,864 3,874,103
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 127,044 12,704 0 114,340
14 Other employee salaries and wages...... 2,570,814 71,049 2,383,062 122,386
15 Pension plans, employee benefits....... 30,708 4,859 0 25,849
16a Legal fees (attach schedule)......... Click to see attachment 129,340 0 1,388 127,952
b Accounting fees (attach schedule)....... Click to see attachment 40,650 0 0 41,679
c Other professional fees (attach schedule).... Click to see attachment 309,764 6,911 296,440 6,413
17 Interest............... 92,032 92,032 0 0
18 Taxes (attach schedule) (see instructions) Click to see attachment 53,212 0 0 0
19 Depreciation (attach schedule) and depletion... 758,363 0 636,090
20 Occupancy.............. 367,801 0 367,801 0
21 Travel, conferences, and meetings....... 26,990 1,395 13,040 12,226
22 Printing and publications.......... 1,301 0 0 1,252
23 Other expenses (attach schedule)....... Click to see attachment 1,749,369 124,982 1,336,336 571,356
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 6,257,388 313,932 5,034,157 1,023,453
25 Contributions, gifts, grants paid........ 606,493 1,047,772
26 Total expenses and disbursements. Add lines 24 and 25 6,863,881 313,932 5,034,157 2,071,225
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 538,086
b Net investment income (if negative, enter -0-) 3,213,932
c Adjusted net income (if negative, enter -0-)... 0
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2013)
Form 990-PF (2013)
Page 2
Part II Balance Sheets Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.)		 Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............... 781,614 9,424 9,424
2 Savings and temporary cash investments.......... 3,462,354 1,124,139 1,124,139
3 Accounts receivable bullet32,676
Less: allowance for doubtful accounts bullet1,100 18,431 31,576 31,576
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use............... 15,467 18,932 18,932
9 Prepaid expenses and deferred charges........... 100,000 184,548 184,548
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)........      
c Investments—corporate bonds (attach schedule)........      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 25,808,653 Click to see attachment28,179,302 28,179,302
14 Land, buildings, and equipment: basis bullet26,455,453
Less: accumulated depreciation (attach schedule) bullet2,794,284 10,515,376 Click to see attachment23,661,169 23,661,169
15 Other assets (describe bullet) Click to see attachment1,567 Click to see attachment0 Click to see attachment0
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 40,703,462 53,209,090 53,209,090
Liabilities 17 Accounts payable and accrued expenses.......... 240,603 418,973
18 Grants payable...................   37,861
19 Deferred revenue.................. 409,295 435,279
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......   11,874,104
22 Other liabilities (describe bullet) Click to see attachment0 Click to see attachment280,180
23 Total liabilities (add lines 17 through 22).......... 649,898 13,046,397
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted....................    
25 Temporarily restricted................    
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds......... 0 0
28 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
29 Retained earnings, accumulated income, endowment, or other funds 40,053,564 40,162,693
30 Total net assets or fund balances (see page 17 of the
instructions).................... 40,053,564 40,162,693
31 Total liabilities and net assets/fund balances (see page 17 of
the instructions).................. 40,703,462 53,209,090
Part III Analysis of Changes in Net Assets or Fund Balances
1 Total net assets or fund balances at beginning of year—Part II, column (a), line 30 (must agree
with end-of-year figure reported on prior year’s return)............... 1 40,053,564
2 Enter amount from Part I, line 27a..................... 2 538,086
3 Other increases not included in line 2 (itemize) bulletClick to see attachment 3 2,823,777
4 Add lines 1, 2, and 3.......................... 4 43,415,427
5 Decreases not included in line 2 (itemize) bulletClick to see attachment 5 3,252,734
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 40,162,693
Form 990-PF (2013)
Form 990-PF (2013)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.) 		(b) How acquired
P—Purchase
D—Donation 		(c) Date acquired
(mo., day, yr.) 		(d) Date sold
(mo., day, yr.)
1 a PUBLICLY TRADED SECURITIES      
b FROM K-1 CFI INSTITUTIONAL HIGH QUALITY BOND FUND P    
c FROM K-1 ALL CAP EQUITY P    
d FROM K-1 INTERNATIONAL EQUITY FUND P    
e FROM K-1 CFI INSTITUTIONAL CORE EQUITY FUND P    
FROM K-1 CF STRATEGIC SOLUTIONS EQUITY FUND P    
FROM K-1 CFI MULTI-STRATEGY EQUITY INVESTORS P    
FROM K-1 CF STRATEGIC SOLUTIONS GLOBAL EQUITY P    
FROM K-1 CFI INSTITUTIONAL HIGH QUALITY BOND FUND P    
FROM K-1 ALL CAP EQUITY P    
FROM K-1 INTERNATIONAL EQUITY FUND P    
FROM K-1 CFI INSTITUTIONAL CORE EQUITY FUND P    
FROM K-1 CF STRATEGIC SOLUTIONS EQUITY FUND P    
FROM K-1 CFI MULTI-STRATEGY EQUITY INVESTORS P    
FROM K-1 CF STRATEGIC SOLUTIONS GLOBAL EQUITY P    
(e) Gross sales price (f) Depreciation allowed
(or allowable) 		(g) Cost or other basis
plus expense of sale 		(h) Gain or (loss)
(e) plus (f) minus (g)
a 13,231,788   13,068,674 163,114
b     17,977 -17,977
c 398,735     398,735
d 361,503     361,503
e 143,746     143,746
100,694     100,694
12,848     12,848
    123,759 -123,759
111,875     111,875
161,558     161,558
    16,035 -16,035
598,043     598,043
294,017     294,017
359,299     359,299
    150,130 -150,130
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l) Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i) F.M.V. as of 12/31/69 (j) Adjusted basis
as of 12/31/69 		(k) Excess of col. (i)
over col. (j), if any
a       163,114
b       -17,977
c       398,735
d       361,503
e       143,746
      100,694
      12,848
      -123,759
      111,875
      161,558
      -16,035
      598,043
      294,017
      359,299
      -150,130
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 2,397,531
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8 . . . . . . . . . . . . . . . . 		Bracket 3  
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
(For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

If section 4940(d)(2) applies, leave this part blank.
Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period?
If "Yes," the foundation does not qualify under section 4940(e). Do not complete this part.
1 Enter the appropriate amount in each column for each year; see page 18 of the instructions before making any entries.
(a)
Base period years Calendar
year (or tax year beginning in) 		(b)
Adjusted qualifying distributions 		(c)
Net value of noncharitable-use assets 		(d)
Distribution ratio
(col. (b) divided by col. (c))
2012 1,769,220 30,639,829 0.057742
2011 1,297,445 30,267,005 0.042867
2010 1,225,970 29,372,688 0.041738
2009 715,319 24,565,306 0.029119
2008 0 0 0.000000
2 Total of line 1, column (d) ...................... 2 0.171466
3 Average distribution ratio for the 5-year base period—divide the total on line 2 by 5, or by
the number of years the foundation has been in existence if less than 5 years. . . 		3 0.034293
4 Enter the net value of noncharitable-use assets for 2013 from Part X, line 5..... 4 31,385,034
5 Multiply line 4 by line 3....................... 5 1,076,287
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 32,139
7 Add lines 5 and 6......................... 7 1,108,426
8 Enter qualifying distributions from Part XII, line 4.............. 8 15,892,688
If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See
the Part VI instructions.
Form 990-PF (2013)
Form 990-PF (2013)
Page 4
Part VI
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see page 18 of the instructions)
1a Bulletand enter “N/A" on line 1. Bracket
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b 1 32,139
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2 0
3 Add lines 1 and 2............................ 3 32,139
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-). 4 0
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 32,139
6 Credits/Payments:
a 2013 estimated tax payments and 2012 overpayment credited to 2013 6a 35,968
b Exempt foreign organizations—tax withheld at source....... 6b
c Tax paid with application for extension of time to file (Form 8868) 6c  
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 35,968
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 3,829
11 Enter the amount of line 10 to be: Credited to 2014 estimated taxBullet3,829 RefundedBullet 11 0
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see page 19 of
the instructions for definition)?............................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c), and Part XV.
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletMI
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2013 or the taxable year beginning in 2013 (see instructions for Part XIV)?
    If "Yes," complete Part XIV.............................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names and addresses.
    10
     
    No
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. (see instructions) .............
    11
     
    No
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement (see instructions).................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletWWW.5HEALTHYTOWNS.ORG
    14
    The books are in care ofbulletDOUG WEBER Telephone no.bullet (734) 433-4599
    Located atbullet310 N MAIN STREET SUITE 203CHELSEAMI ZIP+4bullet48118
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041.........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ......bullet
    15  
    16 At any time during calendar year 2013, did the foundation have an interest in or a signature or other authority over YesNo
    a bank, securities, or other financial account in a foreign country?
    16   No
    See instructions for exceptions and filing requirements for Form TD F 90-22.1. If "Yes", enter the name of the
    foreign country bullet  
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 5
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required
    File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
    Yes
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?.........................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)?.................
    (6) Agree to pay money or property to a government official? (Exception. Check "No"
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.).........
    b
    If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance (see page 20 of the instructions)?...
    1b
     
     
    .........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2013?.............
    1c
     
    No
    2
    Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
    operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
    a
    At the end of tax year 2013, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2013?...............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer "No" and attach statement—see instructions.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?.........................
    b
    If "Yes," did it have excess business holdings in 2013 as a result of (1) any purchase by the foundation
    or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
    by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
    the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
    if the foundation had excess business holdings in 2013.)....................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2013?
    4b
     
    No
    5a
    During the year did the foundation pay or incur any amount to:
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?...............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 509(a)(1), (2), or (3), or section 4940(d)(2)? (see instructions)........
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?........
    b
    If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance (see instructions)? ......
    5b
     
     
    .........bullet
    c
    If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant?............
    If "Yes," attach the statement required by Regulations section 53.4945–5(d).
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
    a personal benefit contract?........................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?....
    6b
     
    No
    If "Yes" to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 6
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors
    1 List all officers, directors, trustees, foundation managers and their compensation (see instructions).
    (a) Name and address (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation
     (If not paid, enter
    -0-)     		(d) Contributions to
    employee benefit plans
    and deferred compensation     		(e) Expense account,
    other allowances
    AMY HEYDLAUFF EXECUTIVE DIRECTOR
    40.00     		109,164 17,880 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    JUDY NOLD DIRECTOR
    3.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    JEFF HARDCASTLE CHAIR
    3.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    ALISON POLLARD SECRETARY
    4.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    SCOTT BROSHAR TREASURER
    7.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    PATRICK J CONLIN JR DIRECTOR
    3.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    LARRY COBLER VICE CHAIR
    6.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    RANDALL T FORSCH DIRECTOR
    5.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    KENNETH GIETZEN DIRECTOR
    4.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    NANCY GRAEBNER DIRECTOR
    2.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    SUSAN KHEDER DIRECTOR
    3.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    KARI NEWMAN DIRECTOR
    4.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    JACK WHEELER DIRECTOR
    7.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    KEVIN DOMBKOWSKI DIRECTOR
    4.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    ANNE KITTENDORF DIRECTOR
    4.00     		0 0 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
    (a) Name and address of each employee paid more than $50,000 (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation (d) Contributions to
    employee benefit
    plans and deferred
    compensation     		(e) Expense account,
    other allowances
    MATT PEGOUSKIE PROGRAM MANAGER
    40.00     		54,433 7,985 0
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    Total number of other employees paid over $50,000...................bullet 0
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    COMMONFUND INVESTMENT FEES 69,681
    15 OLD DANBURY ROAD
    WILTON,CT06897
    Total number of others receiving over $50,000 for professional services.............bullet0
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1 OVERSIGHT OF THE CHELSEA, DEXTER, MANCHESTER & STOCKBRIDGE WELLNESS CENTERS WHICH SERVE APPROXIMATELY 6,500 SERVICE AREA RESIDENTS. THE WELLNESS CENTERS ARE MEDICALLY INTEGRATED WELLNESS FACILITIES THAT INCLUDE ORTHOPEDIC AND PHYSICAL THERAPY SERVICES OPEN TO THE PUBLIC, THERAPY POOLS AND WORKOUT EQUIPMENT. THEY ALSO PROVIDE FREE CLASSES TO DEVELOPMENTALLY DISABLED ADULTS AND OTHER COMMUNITY MEMBERS PLUS FEE BASED CLASSES TO ANYONE IN THE COMMUNITY. HEALTH LECTURES ARE FREE FOR THE COMMUNITY. CHELSEA WELLNESS CENTER IS THE FIRST CERTIFIED MEDICAL INTEGRATION CENTER IN MI. 4,921,107
    2 ESTABLISHED FIVE COMMUNITIES WELLNESS COALITIONS. OUR TECHNICAL SUPPORT INCLUDES IDENTIFYING LOCAL/STATE & NATIONAL RESOURCES, IDENTIFYING PREVENTION BEST PRACTICES, PLANNING & FUNDING ACTIVITIES & MEETINGS, ARCHIVING DOCUMENTS, DEVELOPING MARKETING & EDUCATIONAL MATERIAL, PUBLICITY, EDUCATING ON THE ROLE OF COALITIONS & PROJECT DEVELOPMENT, HOSTING WORKSHOPS, PROBLEM SOLVING AND GENERAL SUPPORT OF VOLUNTEERS (COALITION MEMBERS). FUNDS ARE AVAILABLE FOR COMPREHENSIVE WELLNESS PLANS IN EACH OF THE FIVE COMMUNITIES IN THE SERVICE AREA. 201,885
    3  
    4  
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 7
    Part IX-B
    Summary of Program-Related Investments (see instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1  
    2  
    All other program-related investments. See page 24 of the instructions.
    3  
    Total. Add lines 1 through 3.........................bullet0
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,
    see instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
     
    b
    Average of monthly cash balances.......................
    1b
     
    c
    Fair market value of all other assets (see instructions)................
    1c
     
    d
    Total (add lines 1a, b, and c).........................
    1d
     
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
     
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
     
    3
    Subtract line 2 from line 1d.........................
    3
     
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
     
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
     
    6
    Minimum investment return. Enter 5% of line 5..................
    6
     
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    1,569,252
    2a
    Tax on investment income for 2013 from Part VI, line 5......
    2a
    32,139
    b
    Income tax for 2013. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    32,139
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    1,537,113
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    11,207
    5
    Add lines 3 and 4............................
    5
    1,548,320
    6
    Deduction from distributable amount (see instructions).................
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII,
    line 1................................
    7
    1,548,320
    Part XII
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
     
    b
    Program-related investments—total from Part IX-B..................
    1b
     
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
     
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b (see instructions).................
    5
     
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
     
    Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
    the section 4940(e) reduction of tax in those years.
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 8
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2012     		(c)
    2012     		(d)
    2013
    1 Distributable amount for 2013 from Part XI, line 7 1,548,320
    2 Undistributed income, if any, as of the end of 2013:
    a Enter amount for 2012 only....... 705,037
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2013:
    a From 2008.......  
    b From 2009.......  
    c From 2010.......  
    d From 2011.......  
    e From 2012.......  
    fTotal of lines 3a through e......... 0
    4Qualifying distributions for 2013 from Part
    XII, line 4: bullet$ 15,892,688
    a Applied to 2012, but not more than line 2a 705,037
    b Applied to undistributed income of prior years
    (Election required—see instructions)......     		0
    c Treated as distributions out of corpus (Election
    required—see instructions).........     		0
    d Applied to 2013 distributable amount..... 1,548,320
    e Remaining amount distributed out of corpus 13,639,331
    5 Excess distributions carryover applied to 2013. 0 0
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 13,639,331
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		0
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		0
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		0
    e Undistributed income for 2012. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		0
    f Undistributed income for 2013. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2014 ..........     		0
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (see
    instructions) .............     		0
    8Excess distributions carryover from 2008 not
    applied on line 5 or line 7 (see instructions) ...     		0
    9Excess distributions carryover to 2014.
    Subtract lines 7 and 8 from line 6a ......     		13,639,331
    10 Analysis of line 9:
    a Excess from 2009....  
    b Excess from 2010....  
    c Excess from 2011....  
    d Excess from 2012....  
    e Excess from 2013.... 13,639,331
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 9
    Part XIV
    Private Operating Foundations (see instructions and Part VII-A, question 9)
    1a If the foundation has received a ruling or determination letter that it is a private operating
    foundation, and the ruling is effective for 2013, enter the date of the ruling.......bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........     		Tax year Prior 3 years (e) Total
    (a) 2013 (b) 2012 (c) 2011 (d) 2010
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		         
    d Amounts included in line 2c not used
    directly for active conduct of exempt activities ...........     		         
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		         
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......          
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		          
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		         
    c “Support" alternative test—enter:
    (1) Total support other than gross
    investment income (interest,
    dividends, rents, payments
    on securities loans (section
    512(a)(5)), or royalties) ....     		         
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		         
    (3) Largest amount of support
    from an exempt organization    		          
    (4) Gross investment income          
    Part XV
    Supplementary Information (Complete this part only if the organization had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
    AMY HEYDLAUFF
    310 N MAIN STREET SUITE 203
    CHELSEA,MI48118
    (734) 433-4599
    bThe form in which applications should be submitted and information and materials they should include:
    ELECTRONIC SUBMISSION THROUGH THE "GRANTS" TAB ON WEBSITE. ALL INFORMATION RELATED TO GRANT APPLICATION IS POSTED ON WEBSITE. APPLICANTS WILL BE REQUIRED TO PROVIDE PROOF OF NON-PROFIT STATUS, RESPONSIBLE CONTACT, DEMONSTRATED NEED, PURPOSE, MISSION, BUDGET, METHOD OF MEASUREMENT, AND SUBSTAINABILITY PLAN.
    cAny submission deadlines:
    APPROXIMATELY THE FIRST OF FEBRUARY, APRIL, JUNE, AUGUST, OCTOBER & DECEMBER.
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    GRANTS ARE LIMITED TO NON-PROFITS IN THE ORGANIZATION'S SERVICE AREA, INCLUDING CHELSEA, DEXTER, GRASS LAKE, MANCHESTER, AND STOCKBRIDGE. THE ORGANIZATION ONLY GRANTS TO NON-PROFITS RELATED TO THE ORGANIZATION'S VISION (EAT BETTER, MOVE MORE, AVOID UNHEALTHY SUBSTANCES, AND CONNECT WITH OTHERS IN HEALTHY WAYS).
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 10
    Part XV
    Supplementary Information (continued)
    3 Grants and Contributions Paid During the Year or Approved for Future Payment
    Recipient If recipient is an individual,
    show any relationship to
    any foundation manager
    or substantial contributor
    		 Foundation
    status of
    recipient     		Purpose of grant or
    contribution     		Amount
    Name and address (home or business)
    aPaid during the year
    CS MOTT CHILDREN'S HOSPITAL
    1500 E MEDICAL CENTER DR
    ANN ARBOR,MI48109     		NONE PC MANCHESTER SAFETY TOWN HELMETS 250
    CHELSEA AQUATIC CLUB
    1101 SOUTH MAIN ST 606
    CHELSEA,MI48118     		NONE PC CAC CHILDREN'S TRIATHALON 500
    CHELSEA CENTER TOR THE ARTS
    400 CONGDON STREET
    CHELSEA,MI48118     		NONE PC MOBIL ARTS CLASS 3,500
    CHELSEA COMMUNITY HOSPITAL
    775 S MAIN STREET
    CHELSEA,MI48118     		NONE PC GRASS LAKE WALKING PROGRAM 2,000
    CHELSEA COMMUNITY HOSPITAL
    775 S MAIN STREET
    CHELSEA,MI48118     		NONE PC GRASS LAKE WALKING COORDINATOR 2,000
    CHELSEA COMMUNITY HOSPITAL
    775 S MAIN STREET
    CHELSEA,MI48118     		NONE PC HEART & SOLE 2013-14 6,500
    CHELSEA COMMUNITY HOSPITAL
    775 S MAIN STREET
    CHELSEA,MI48118     		NONE PC SRSLY DEXTER 25,790
    CHELSEA COMMUNITY HOSPITAL
    775 S MAIN STREET
    CHELSEA,MI48118     		NONE PC STOCKBRIDGE WALKING PROGRAM 3,000
    CHELSEA COMMUNITY HOSPITAL
    775 S MAIN STREET
    CHELSEA,MI48118     		NONE PC FARMERS MARKET HEALTH INITIATIVE 19,470
    CHELSEA COMMUNITY HOSPITAL
    775 S MAIN STREET
    CHELSEA,MI48118     		NONE PC SRSLY CHELSEA 15,000
    CHELSEA COMMUNITY HOSPITAL
    775 S MAIN STREET
    CHELSEA,MI48118     		NONE PC SRSLY STOCKBRIDGE 30,120
    CHELSEA COMMUNITY HOSPITAL
    775 S MAIN STREET
    CHELSEA,MI48118     		NONE PC COMMUNITY HEALTH & WELLNESS PROJECTS 453,232
    CHELSEA COMMUNITY KITCHEN
    305 S MAIN ST STE 100
    CHELSEA,MI48118     		NONE PC KIDS COOKING CAMP YEAR 2 500
    CHELSEA DISTRICT LIBRARY
    221 SOUTH MAIN
    CHELSEA,MI48118     		NONE PC 2013 CHELSEA COMMUNITY READ 6,050
    CHELSEA RECREATION COUNCIL
    510 EAST WASHINGTON STREET
    CHELSEA,MI48118     		NONE PC WILD ABOUT SUMMER DAY KIDS CAMP 13,000
    CHELSEA SENIOR CENTER
    512 E WASHINGTON STREET
    CHELSEA,MI48118     		NONE PC VOLUNTEER CHELSEA PHASE II 25,000
    CHELSEA SENIOR CENTER
    512 E WASHINGTON STREET
    CHELSEA,MI48118     		NONE PC WSEC INTERGENERATIONAL GARDEN 10,000
    DEXTER COMMUNITY SCHOOLS
    3060 KENSINGTON STREET
    DEXTER,MI48130     		NONE PC HEALTHY COOKING CLASSES FOR KIDS 2,700
    DEXTER COOPERATIVE NURSERY SCHOOL
    7643 W HURON RIVER DRIVE
    DEXTER,MI48130     		NONE PC DEXTER COOPERATIVE NURSERY SCHOOL 500
    DEXTER DISTRICT LIBRARY
    3255 ALPINE STREET
    DEXTER,MI48130     		NONE PC 2013-14 COMMUNITY READ 3,200
    DEXTER SENIOR CENTER
    7720 DEXTER-ANN ARBOR RD
    DEXTER,MI48130     		NONE PC DEXTER WINTER MARKETPLACE 3,000
    FITNESS COUNCIL OF JACKSON
    225 N JACKSON STREET
    JACKSON,MI49201     		NONE PC GRASS LAKE SAFE FAMILY BIKE RIDES 500
    FRIENDS OF THE STOCKBRIDGE LIBRARY
    PO BOX 802
    STOCKBRIDGE,MI49285     		NONE PC COMMUNITY READ 3,000
    GRASS LAKE ASSEMBLY OF GOD
    PO BOX 160 2900 MT HOPE RD
    GRASS LAKE,MI49240     		NONE PC GRASS LAKE HERITAGE DAY 5K RUN/WALK 500
    GRASS LAKE CHARTER TOWNSHIP
    373 LAKESIDE DRIVE
    GRASS LAKE,MI49240     		NONE PC GRASS LAKE SPORTS & TRAILS IMPROVEMENT 38,905
    GRASS LAKE COMMUNITY SCHOOLS
    899 S UNION STREET
    GRASS LAKE,MI49240     		NONE PC PROJECT SAFE GRADUATION 1,000
    GRASS LAKE COMMUNITY SCHOOLS
    899 S UNION STREET
    GRASS LAKE,MI49240     		NONE PC FITNESS COORDINATOR 23,845
    GRASS LAKE UNITED METHODIST CHURCH
    449 E MICHIGAN AVE
    GRASS LAKE,MI49240     		NONE PC COMMUNITY RUN/WALK 2,340
    JACKSON DISTRICT LIBRARY - GL BRANCH
    PO BOX 335
    GRASS LAKE,MI49240     		NONE PC HEALTHY EATING CLASSES 3,600
    LEGACY LAND CONSERVANCY
    1100 N MAIN STREET
    ANN ARBOR,MI48104     		NONE PC STOCKBRIDGE COMMUNITY PATHWAYS SIGNAGE 2,240
    MANCHESTER COMMUNITY RESOURCE CENTER
    410 CITY RD
    CHELSEA,MI48118     		NONE PC RETHINKING DRINKING 509
    MANCHESTER COMMUNITY SCHOOLS
    710 E MAIN STREET
    MANCHESTER,MI48158     		NONE PC COMMUNITY AND SCHOOL GARDEN 2,500
    MANCHESTER COMMUNITY SCHOOLS
    710 E MAIN STREET
    MANCHESTER,MI48158     		NONE PC FUEL UP TO PLAY 60 1,800
    MANCHESTER COMMUNITY SCHOOLS
    410 CITY RD
    MANCHESTER,MI48158     		NONE PC SR2S 2013 14,000
    MANCHESTER COMMUNITY SCHOOLS
    410 CITY RD
    MANCHESTER,MI48158     		NONE PC FUEL UP TO PLAY 60 - PART 2 YR 1 2,600
    MANCHESTER COMMUNITY SCHOOLS
    410 CITY RD
    MANCHESTER,MI48158     		NONE PC HEALTHY CHEFS 2013-14 9,887
    MANCHESTER COMMUNITY SCHOOLS
    410 CITY RD
    MANCHESTER,MI48158     		NONE PC MANCHESTER VOICES COORDINATOR 18,500
    MANCHESTER COMMUNITY SCHOOLS
    410 CITY RD
    MANCHESTER,MI48158     		NONE PC PROJECT SUCCESSS 5,000
    MANCHESTER COMMUNITY SCHOOLS FOUND
    PO BOX 755
    MANCHESTER,MI48158     		NONE PC KEEPING 400 STUDENTS SAFE 500
    MANCHESTER DISTRICT LIBRARY
    912 CITY RD
    MANCHESTER,MI48158     		NONE PC 2012 COMMUNITY READ 2,000
    MANCHESTER DISTRICT LIBRARY
    912 CITY RD PO BOX 540
    MANCHESTER,MI48158     		NONE PC COMMUNITY READ 2013 2,000
    NATIONAL KIDNEY FOUNDATION OF MI
    4469 OAK VALLEY DRIVE
    ANN ARBOR,MI48108     		NONE PC NATIONAL DIABETES PREVENTION PROGRAM 10,000
    PROGRAMS TO EDUCATE ALL CYCLISTS
    32 N WASHINGTON STE 1
    YPSILANTI,MI48197     		NONE PC PEAC DEXTER BIKE SAFETY 2,500
    RIVERFOLK MUSIC & ARTS ORGANIZATION
    PO BOX 146
    MANCHESTER,MI48158     		NONE PC GAZEGO CONCERTS 1,200
    RUN FOR THE ROLLS 2013-14
    6045 QUEEN OAKS DRIVE
    CHELSEA,MI48118     		NONE PC RUN FOR THE ROLLS 2013-14 1,500
    ST LOUIS CENTER
    16195 OLD US 12
    CHELSEA,MI48118     		NONE PC 19TH ANNUAL GOLF & GLORY 500
    STOCKBRIDGE COMMUNITY OUREACH
    370 CHERRY STREET
    STOCKBRIDGE,MI49285     		NONE PC TIDE ME OVER BACKPACK PROGRAM 4,500
    STOCKBRIDGE COMMUNITY SCHOOLS
    305 W ELIZABETH STREET
    STOCKBRIDGE,MI49285     		NONE PC HERITAGE EXPLORATORY GARDEN 1,000
    STOCKBRIDGE COMMUNITY SCHOOLS
    305 W ELIZABETH STREET
    STOCKBRIDGE,MI49285     		NONE PC COMMUNITY NUTRITION & HEALTH EDUCATION 2,734
    STOCKBRIDGE COMMUNITY SCHOOLS
    305 W ELIZABETH STREET
    STOCKBRIDGE,MI49285     		NONE PC SPRING SOCCER 500
    STOCKBRIDGE COMMUNITY SCHOOLS
    305 W ELIZABETH STREET
    STOCKBRIDGE,MI49285     		NONE PC OPEN AIR MARKET 3,038
    UNADILLA TOWNSHIP
    126 WEBB STREET PO BOX 120
    GREGORY,MI48137     		NONE PC PLAYSCAPE FOR UNADILL TWP PARK 15,500
    UNITED WAY OF JACKSON COUNTY
    536 N JACKSON STREET
    JACKSON,MI49201     		NONE PC MOST TEENS DON'T CAMPAIGN 7,395
    VILLAE OF MANCHESTER
    912 CITY RD PO BOX 485
    MANCHESTER,MI48158     		NONE PC SHARED USE TRAIL 100,000
    VILLAGE OF DEXTER
    8140 MAIN STREET
    DEXTER,MI48130     		NONE PC MILL CREEK PARK ADA RAMP 85,000
    VILLAGE OF DEXTER
    8140 MAIN STREET
    DEXTER,MI48130     		NONE PC DEXTER WELLNESS WALK 1,000
    VILLAGE OF DEXTER
    8140 MAIN STREET
    DEXTER,MI48130     		NONE PC DEXTER WALKING MAPS 2,000
    VILLAGE OF DEXTER
    8140 MAIN STREET
    DEXTER,MI48130     		NONE PC FARMERS MARKET ENHANCEMENT 2,882
    VILLAGE OF DEXTER
    8140 MAIN STREET
    DEXTER,MI48130     		NONE PC BIKE HOOP INSTALLATION 1,750
    VILLAGE OF MANCHESTER
    912 CITY RD
    MANCHESTER,MI48158     		NONE PC KIRK PARK COMMUNITY IMPROVEMENT 35,000
    VILLAGE OF MANCHESTER
    912 CITY RD PO BOX 485
    MANCHESTER,MI48158     		NONE PC FARMERS MARKET 1,000
    VILLAGE OF MANCHESTER
    PO BOX 485 912 CITY RD
    MANCHESTER,MI48158     		NONE PC MANCHESTER FARMERS MARKET 8,000
    YOUTH DANCE THEATRE OF MICHIGAN
    PO BOX 591
    CHELSEA,MI48118     		NONE PC 5K TUTU RUN 235
    Total .................................bullet 3a 1,047,772
    bApproved for future payment
    GRASS LAKE CHARTER TOWNSHIP
    373 LAKESIDE DRIVE
    GRASS LAKE,MI49240     		NONE PC FARMERS MARKET HEALTH INITIATIVE 4,840
    GRASS LAKE COMMUNITY SCHOOLS
    899 S UNION STREET
    GRASS LAKE,MI49240     		NONE PC FIT FAMILIES PROGRAM 1,000
    JACKSON DISTRICT LIBRARY - GL BRANCH
    PO BOX 335
    GRASS LAKE,MI49240     		NONE PC 2014 COMMUNITY READ 3,000
    Total .................................bullet 3b 8,840
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 11
    Part XVI-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See instructions.)
    1Program service revenue: (a)
    Business code     		(b)
    Amount     		(c)
    Exclusion code     		(d)
    Amount
    aMEMBERSHIP FEES         3,810,059
    bMISCELLANEOUS INCOME         17,756
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3
    Interest on savings and temporary cash investments ............     		    14 487  
    4 Dividends and interest from securities....     14 318,942  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......     16 12,308  
    bNot debt-financed property.....     16 413,015  
    6
    Net rental income or (loss) from personal property .............     		         
    7 Other investment income.....     14 379,673  
    8
    Gain or (loss) from sales of assets other than inventory .............     		    18 2,397,531  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..     03 46,288  
    11 Other revenue: aK-1 OTHER INCOME HIGH QUALITY BOND FUND     14 -11,652  
    bK-1 OTHER INCOME CFI ALL CAP EQUITY     14 -11,071  
    cK-1 OTHER INCOME CFI INTERNATIONAL EQUITY FUND     14 -6,248  
    dK-1 OTHER INCOME CFI INSTITUTIONAL CORE EQUITY     14 -8,715  
    eK-1 OTHER INCOME CF STRATEGIC SOLUTIONS EQUITY FUND     14 -3,982  
    fK-1 OTHER INCOME CFI MULTI STRATEGY EQUITY     14 -22,118  
    gK-1 OTHER INCOME CF STRATEGIC SOLUTIONS FLOBAL EQUITY LLC     14 -49,736  
    hMISCELLANEOUS INCOME     14 6,380  
    12 Subtotal. Add columns (b), (d), and (e).. 0 3,461,102 3,827,815
    13Total. Add line 12, columns (b), (d), and (e)..................
    137,288,917
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    1A FEES GENERATED FROM OPERATION OF MEDICALLY-INTEGRATED COMMUNITY
    1A WELLNESS CENTER
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 12
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political
    Yes
    No
    organizations?
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) of the Code (other than section 501(c)(3)) or in section 527?...........
    b
    If "Yes," complete the following schedule.
    (a) Name of organization (b) Type of organization (c) Description of relationship
    Sign Here
    Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer or fiduciary) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)?
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's namebullet



    Firm's addressbullet







         		Firm's EINbullet
    Phone no.
    Form 990-PF (2013)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2013 AccountingFeesSchedule
    Name:
    THE CHELSEA HEALTH AND WELLNESS FOUNDATION
    EIN: 26-3040367
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING FEES 40,650 0 0 41,679

    TY 2013 InvestmentsOtherSchedule2
    Name:
    THE CHELSEA HEALTH AND WELLNESS FOUNDATION
    EIN: 26-3040367
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    STRATEGIC SOLUTIONS GLOBAL EQUITY, LLC FMV 18,339,824 18,339,824
    CFI HIGH QUALITY BOND FUND FMV 2,316,253 2,316,253
    SSGA TUCKERMAN US REIT INDEX NL QP FMV 791,552 791,552
    CFI MULTI-STRATEGY COMMODITIES SERIES FMV 448,676 448,676
    SSGA S&P GLOBAL LARGE MID CAP NATURAL RESERVE FMV 1,460,713 1,460,713
    CFI REAL RETURN BOND FUND FMV 295,810 295,810
    SSG GLOBAL HEDGED EQUITY FMV 2,274,398 2,274,398
    SSG DIVERSIFYING COMPANY FMV 606,196 606,196
    SSG RELATIVE VALUE & EVENT DRIVEN SERIES FMV 1,645,880 1,645,880

    TY 2013 LandEtcSchedule2
    Name:
    THE CHELSEA HEALTH AND WELLNESS FOUNDATION
    EIN: 26-3040367
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
    LAND 3,101,000 0 3,101,000 3,101,000
    BUILDINGS 21,210,227 2,004,653 19,205,574 19,205,574
    BUILDING IMPROVEMENTS 262,621 72,534 190,087 190,087
    MOVABLE EQUIPMENT 1,045,817 358,297 687,520 687,520
    IT EQUIPMENT 340,550 175,380 165,170 165,170
    IT SOFTWARE 37,216 26,194 11,022 11,022
    FURNITURE AND FIXTURES 458,022 157,226 300,796 300,796


    TY 2013 LegalFeesSchedule
    Name:
    THE CHELSEA HEALTH AND WELLNESS FOUNDATION
    EIN: 26-3040367
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL FEES 129,340 0 1,388 127,952


    TY 2013 OtherAssetsSchedule
    Name:
    THE CHELSEA HEALTH AND WELLNESS FOUNDATION
    EIN: 26-3040367
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    SECURITY DEPOSITS 1,567 0 0


    TY 2013 OtherDecreasesSchedule
    Name:
    THE CHELSEA HEALTH AND WELLNESS FOUNDATION
    EIN: 26-3040367
    Description Amount
    PRIOR PERIOD ADJUSTMENT 491,090
    GAIN FROM K-1 CFI HIGH QUALITY BOND FUND 205,895
    GAIN FROM K-1 CFI ALL CAP EQUITY 572,069
    LOSS FROM K-1 DFI INTERNATIONAL EQUITY FUND 382,629
    GAIN FROM K-1 CFI INTSTITUTIONAL CORE EQUITY FUND 769,860
    GAIN FROM K-1 CFI MULTI-STRATEGY EQUITY 411,900
    GAIN FROM K-1 CF STRATEGIC SOLUTIONS 419,291


    TY 2013 OtherExpensesSchedule
    Name:
    THE CHELSEA HEALTH AND WELLNESS FOUNDATION
    EIN: 26-3040367
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ADVERTISING 193,462 0 181,872 11,590
    TELEPHONE 32,937 0 25,842 7,095
    INSURANCE 38,363 0 0 38,665
    POSTAGE AND SHIPPING 18,402 0 17,928 425
    UTILITIES 365,564 2,031 324,938 38,595
    SUBSCRIPTIONS AND PUBLICATIONS 17,527 0 1,313 15,792
    LICENSES 41,572 0 41,572 0
    COUPONS 8,188 0 8,188 0
    EQUIPMENT LEASING 29,616 0 29,616 0
    PRE-OPENING EXPENSES 319,786 0 319,786 0
    BAD DEBT 8,320 0 8,320 0
    REPAIRS & MAINTENANCE 89,114 0 76,366 12,748
    MISCELLANEOUS 144,873 288 139,118 5,467
    SUPPLIES 163,340 0 161,477 1,510
    INVESTMENT FEES 69,681 69,681 0 0
    EXCESS OPERATING EXP OVER REVENUE - CASH BASIS 0 0 0 325,853
    COALITION PROJECT EXPENSE 155,642 0 0 113,616
    RENTAL EXPENSE - SUPPLIES 1,284 1,284   0
    RENTAL EXPENSE - REPAIRS & MAINTENANCE 17,716 17,716   0
    RENTAL EXPENSE - UTILITIES 33,982 33,982   0


    TY 2013 OtherIncomeSchedule2
    Name:
    THE CHELSEA HEALTH AND WELLNESS FOUNDATION
    EIN: 26-3040367
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    K-1 DIV/INT HIGH QUALITY BOND FUND 123,649 123,649  
    K-1 DIV/INT CFI ALL CAP EQUITY 22,847 22,847  
    K-1 DIV/INT CFI INTERNATIONAL EQUITY FUND 43,409 43,409  
    K-1 DIV/INT CFI INSTITUIONAL CORE EQUITY 36,786 36,786  
    K-1 DIV/INT CFI MULTI-STRATEGY EQUITY 61,871 61,871  
    K-1 DIV/INT CF STRATEGIC SOLUTIONS EQUITY FUND 28,551 28,551  
    K-1 DIV/INT CF SOLUTIONS GLOBAL EQUITY LLC 62,560 62,560  
    MEMBERSHIP FEES 3,810,059   3,810,059
    MISCELLANEOUS INCOME 17,756   17,756
    K-1 OTHER INCOME HIGH QUALITY BOND FUND -11,652 -11,652 0
    K-1 OTHER INCOME CFI ALL CAP EQUITY -11,071 -11,071 0
    K-1 OTHER INCOME CFI INTERNATIONAL EQUITY FUND -6,248 -6,248 0
    K-1 OTHER INCOME CFI INSTITUTIONAL CORE EQUITY -8,715 -8,715 0
    K-1 OTHER INCOME CF STRATEGIC SOLUTIONS EQUITY FUND -3,982 -3,982 0
    K-1 OTHER INCOME CFI MULTI STRATEGY EQUITY -22,118 -22,118 0
    K-1 OTHER INCOME CF STRATEGIC SOLUTIONS FLOBAL EQUITY LLC -49,736 -49,736 0
    MISCELLANEOUS INCOME 6,380 6,380 0


    TY 2013 OtherIncreasesSchedule
    Name:
    THE CHELSEA HEALTH AND WELLNESS FOUNDATION
    EIN: 26-3040367
    Description Amount
    RECOVERY OF PRIOR YEAR GRANTS 11,207
    UNREALIZED GAIN ON SECURITIES 2,551,505
    GAIN FROM K-1 CF STRATEGIC SOLUTIONS GLOBAL EQUITY LLC 261,065


    TY 2013 OtherLiabilitiesSchedule
    Name:
    THE CHELSEA HEALTH AND WELLNESS FOUNDATION
    EIN: 26-3040367
    Description Beginning of Year - Book Value End of Year - Book Value
    ACCRUED WAGES 0 25,577
    OTHER ACCRUED LIABILITIES 0 254,603


    TY 2013 OtherProfessionalFeesSchedule
    Name:
    THE CHELSEA HEALTH AND WELLNESS FOUNDATION
    EIN: 26-3040367
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    MANAGEMENT FEES 217,761 0 217,761 0
    OUTSIDE CONTRACT SERVICES 92,003 6,911 78,679 6,413


    TY 2013 TaxesSchedule
    Name:
    THE CHELSEA HEALTH AND WELLNESS FOUNDATION
    EIN: 26-3040367
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    EXCISE TAXES 53,212 0 0 0