Attach to Form 990 or Form 990-EZ.
Go to
www.irs.gov/Form990 for the latest information.
| (i) Name of supported organization | (ii) EIN | (iii) Type of organization (described on lines 1- 10 above (see instructions)) | (iv) Is the organization listed in your governing document? | (v) Amount of monetary support (see instructions) | (vi) Amount of other support (see instructions) | |
|---|---|---|---|---|---|---|
| Yes | No | |||||
|
Total |
||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2014 | (b) 2015 | (c) 2016 | (d) 2017 | (e) 2018 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") .. | ||||||
| 2 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.... | ||||||
| 3 | The value of services or facilities furnished by a governmental unit to the organization without charge.. | ||||||
| 4 | Total. Add lines 1 through 3 | ||||||
| 5 | The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f).. | ||||||
| 6 | Public support. Subtract line 5 from line 4. | ||||||
Calendar year
(or fiscal year beginning in) ![]() |
(a) 2014 | (b) 2015 | (c) 2016 | (d) 2017 | (e) 2018 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 7 | Amounts from line 4.. | ||||||
| 8 | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources... | ||||||
| 9 | Net income from unrelated business activities, whether or not the business is regularly carried on.. | ||||||
| 10 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.).. | ||||||
| 11 | Total support. Add lines 7 through 10 | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2014 | (b) 2015 | (c) 2016 | (d) 2017 | (e) 2018 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | 315,853 | 337,864 | 367,399 | 264,549 | 64,908 | 1,350,573 |
| 2 | Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose | 14,672,058 | 14,891,140 | 14,100,805 | 12,809,284 | 12,664,521 | 69,137,808 |
| 3 | Gross receipts from activities that are not an unrelated trade or business under section 513 ..... | 0 | |||||
| 4 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf... | 0 | |||||
| 5 | The value of services or facilities furnished by a governmental unit to the organization without charge | 0 | |||||
| 6 | Total. Add lines 1 through 5 | 14,987,911 | 15,229,004 | 14,468,204 | 13,073,833 | 12,729,429 | 70,488,381 |
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons | 6,200 | 6,200 | ||||
| b | Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year. | 0 | |||||
| c | Add lines 7a and 7b.. | 6,200 | 6,200 | ||||
| 8 | Public support. (Subtract line 7c from line 6.) | 70,482,181 | |||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2014 | (b) 2015 | (c) 2016 | (d) 2017 | (e) 2018 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | 14,987,911 | 15,229,004 | 14,468,204 | 13,073,833 | 12,729,429 | 70,488,381 |
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | 190,463 | 236,240 | 231,890 | 223,760 | 218,502 | 1,100,855 |
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | 0 | |||||
| c | Add lines 10a and 10b. | 190,463 | 236,240 | 231,890 | 223,760 | 218,502 | 1,100,855 |
| 11 | Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on. | 0 | |||||
| 12 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) .. | 558,153 | 426,235 | 527,380 | 32,073 | 101,884 | 1,645,725 |
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | 15,736,527 | 15,891,479 | 15,227,474 | 13,329,666 | 13,049,815 | 73,234,961 |
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Net short-term capital gain | 1 | ||||
| 2 | Recoveries of prior-year distributions | 2 | ||||
| 3 | Other gross income (see instructions) | 3 | ||||
| 4 | Add lines 1 through 3 | 4 | ||||
| 5 | Depreciation and depletion | 5 | ||||
| 6 | Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) | 6 | ||||
| 7 | Other expenses (see instructions) | 7 | ||||
| 8 | Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) | 8 | ||||
| Section B - Minimum Asset Amount | (A) Prior Year |
(B) Current Year (optional) |
||||
| 1 | Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): | 1 | ||||
| a | Average monthly value of securities | 1a | ||||
| b | Average monthly cash balances | 1b | ||||
| c | Fair market value of other non-exempt-use assets | 1c | ||||
| d | Total (add lines 1a, 1b, and 1c) | 1d | ||||
| e |
Discount claimed for blockage or other factors (explain in detail in Part VI): |
|||||
| 2 | Acquisition indebtedness applicable to non-exempt use assets | 2 | ||||
| 3 | Subtract line 2 from line 1d | 3 | ||||
| 4 | Cash deemed held for exempt use. Enter 1-1/2% of line 3 (for greater amount, see instructions). | 4 | ||||
| 5 | Net value of non-exempt-use assets (subtract line 4 from line 3) | 5 | ||||
| 6 | Multiply line 5 by .035 | 6 | ||||
| 7 | Recoveries of prior-year distributions | 7 | ||||
| 8 | Minimum Asset Amount (add line 7 to line 6) | 8 | ||||
| Section C - Distributable Amount | Current Year | |||||
| 1 | Adjusted net income for prior year (from Section A, line 8, Column A) | 1 | ||||
| 2 | Enter 85% of line 1 | 2 | ||||
| 3 | Minimum asset amount for prior year (from Section B, line 8, Column A) | 3 | ||||
| 4 | Enter greater of line 2 or line 3 | 4 | ||||
| 5 | Income tax imposed in prior year | 5 | ||||
| 6 | Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) | 6 | ||||
| Section D - Distributions | Current Year | |
|---|---|---|
| 1 Amounts paid to supported organizations to accomplish exempt purposes | ||
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
||
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | ||
| 4 Amounts paid to acquire exempt-use assets | ||
| 5 Qualified set-aside amounts (prior IRS approval required) | ||
| 6 Other distributions (describe in Part VI). See instructions | ||
| 7Total annual distributions. Add lines 1 through 6. | ||
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
||
| 9 Distributable amount for 2018 from Section C, line 6 | ||
| 10 Line 8 amount divided by Line 9 amount | ||
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2018 |
(iii) Distributable Amount for 2018 |
|
|---|---|---|---|---|
|
1
Distributable amount for 2018 from Section C, line 6 |
||||
|
2
Underdistributions, if any, for years prior to 2018 (reasonable cause required-- explain in Part VI). See instructions. |
||||
| 3 Excess distributions carryover, if any, to 2018: | ||||
| a From 2013....... | ||||
| b From 2014....... | ||||
| c From 2015....... | ||||
| d From 2016....... | ||||
| e From 2017....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2018 distributable amount | ||||
|
i
Carryover from 2013 not applied (see instructions) |
||||
| j Remainder. Subtract lines 3g, 3h, and 3i from 3f. | ||||
| 4Distributions for 2018 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2018 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from 4. | ||||
|
5
Remaining underdistributions for years prior to 2018, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions. |
||||
|
6
Remaining underdistributions for 2018. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions. |
||||
|
7 Excess distributions carryover to 2019. Add lines 3j and 4c. |
||||
| 8 Breakdown of line 7: | ||||
| a Excess from 2014...... | ||||
| b Excess from 2015..... | ||||
| c Excess from 2016..... | ||||
| d Excess from 2017..... | ||||
| e Excess from 2018..... | ||||
| Facts And Circumstances Test |
|---|
| Return Reference | Explanation |
|---|
| Software ID: | |
| Software Version: |
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| FORM 990, PART III, LINE 1 | VNA CORPORATION IS ORGANIZED AND SHALL BE OPERATED EXCLUSIVELY FOR CHARITABLE PURPOSES BY CONDUCTING OR SUPPORTING ACTIVITIES FOR THE BENEFIT OF, OR TO PROMOTE HOME HEALTH ACTIVITIES AS CARRIED OUT THROUGH THE VISITING NURSE ASSOCIATION. THE VNA CORPORATION IS A CHARITABLE, COMMUNITY ORIENTED ORGANIZATION DEDICATED TO PROVIDING HIGH QUALITY HOME CARE AND RELATED MEDICAL AND SOCIAL SERVICES TO INDIVIDUALS IN THE METROPOLITAN KANSAS CITY AREA, REGARDLESS OF ABILITY TO PAY. THE VNA CORPORATION IS COMMITTED TO WORKING WITH THE COMMUNITY TO MAXIMIZE RESPONSIVENESS TO THE CHANGING NEEDS OF THE COMMUNITY. |
| FORM 990, PART III, LINE 4A | GENERAL PROGRAM SERVICES: THE VNA CORPORATION (VNA) IS A CHARITABLE, COMMUNITY ORIENTED ORGANIZATION DEDICATED TO ASSURING AND PROVIDING HIGH QUALITY HOME CARE AND RELATED MEDICAL AND SOCIAL SERVICES TO ADULT INDIVIDUALS IN THE METROPOLITAN KANSAS CITY AREA, REGARDLESS OF ABILITY TO PAY. AS A NON-PROFIT AGENCY, THE VNA IS COMMITTED TO WORKING WITH THE COMMUNITY TO MAXIMIZE RESPONSIVENESS TO THE CHANGING NEEDS OF THE COMMUNITY. VNA PROVIDES NURSING AND THERAPY (PHYSICAL, OCCUPATIONAL, SPEECH, AND RESPIRATORY) HOME HEALTH SERVICES TO ADULT AGED HOME-BOUND RESIDENTS IN PORTIONS OF A SEVENTEEN COUNTY KANSAS CITY METROPOLITAN AREA WITH OFFICES LOCATED IN KANSAS CITY, LAFAYETTE COUNTY, AND CASS COUNTY, MISSOURI AS WELL AS AN OFFICE IN JOHNSON COUNTY, KANSAS. WOUND CARE, IV THERAPY, AND MENTAL HEALTH SERVICES ARE ALSO PROVIDED. THE ADVANCED ILLNESS MANAGEMENT PROGRAM (AIM) WAS DEVELOPED TO MORE CLOSELY MONITOR PATIENTS WITH CHRONIC DISEASES SUCH AS CONGESTIVE HEART FAILURE, DIABETES, CHRONIC OBSTRUCTIVE PULMONARY DISEASE, AND DEPRESSION AND IS MODELED AFTER THE INTEGRATED CHRONIC DISEASE MANAGEMENT THEORY ON PATIENT CENTERED HEALTH WITH THE GOAL OF REDUCING HOSPITAL READMISSIONS. THE STRONG FOUNDATIONS PROGRAM WAS DEVELOPED TO AID PATIENTS IN THE REHABILITATION PROCESS AFTER JOINT REPLACEMENTS. VNA HAS OVER 20 MEMBERS OF THE REHABILITATION TEAM CERTIFIED TO DELIVER SERVICES OF THE NATIONALLY RECOGNIZED PROGRAMS, LSVT BIG AND LSVT LOUD, TO PATIENTS WITH PARKINSON'S DISEASE AND OTHER NEUROLOGICAL CONDITIONS. DURING 2018, VNA SERVED APPROXIMATELY 5,200 PEOPLE AND DROVE OVER 1,090,973 MILES TO DELIVER MORE THAN 72,000 VISITS. APPROXIMATELY 80 PERCENT OF THOSE SERVED QUALIFIED FOR MEDICARE, MANAGED MEDICARE OR MEDICAID SERVICES. VNA DELIVERED APPROXIMATELY $320,000 OF UNCOMPENSATED CARE COSTING $354,000. VNA PATIENTS ARE READMITTED TO THE HOSPITAL LOWER THAN THE NORMAL STANDARD. IN 2018, 19 PERCENT OF PATIENTS WERE READMITTED TO THE HOSPITAL COMPARED TO 15.7 PERCENT NATIONALLY. FOR THE TWELFTH CONSECUTIVE YEAR, VNA QUALITY OUTCOMES WERE BETTER THAN THE NATIONAL AVERAGE FOR ALL HOME HEALTH AGENCIES NATIONWIDE. PATIENT SATISFACTION RESULTS SHOWED THAT OVER 89.5% OF PATIENTS WOULD RATE THE AGENCY A 9 OR 10 AND 87.7% OF PATIENTS SURVEYED WOULD CHOOSE VNA AGAIN OR RECOMMEND VNA TO THEIR FAMILY AND FRIENDS. THESE RATINGS RESULTED IN A 5 STAR PATIENT SATISFACTION RATING. |
| FORM 990, PART III, LINE 4B | ADJUNCT SERVICES: TELEHEALTH HOME MONITORING, COMMUNITY RELATIONS, FORMERLY CALLED HEALTH PROMOTIONS, FLU SHOT PROGRAM, AND IN-HOME PHARMACIST SERVICES. VNA PROVIDES TELEHEALTH HOME MONITORING, WHICH COMPLETED ITS THIRTEENTH YEAR IN MARCH 2018. UNITS ARE PLACED IN THE HOME ALLOWING NURSES TO MONITOR, IN A TIMELY, COST EFFICIENT MANNER, HEALTH INDICATORS SUCH AS WEIGHT, BLOOD PRESSURE, AND PULSE OF A PATIENT. EARLY DETECTION OF FLUCTUATIONS IN THESE AREAS ARE USEFUL IN GUIDING A PATIENT TO SEEK MEDICAL ATTENTION AND THEREFORE COULD SAVE THE PATIENT'S LIFE. PATIENTS BENEFIT FROM HAVING DAILY REVIEW OF THEIR VITAL SIGNS AND ALSO LEARN TO MAKE LIFESTYLE CHANGES WHICH IMPACT THEIR OVERALL HEALTH ON A LONG TERM BASIS THUS CONTAINING THE COST OF HEALTH CARE. IN 2018, OVER 267 PATIENTS WERE MONITORED WITH 5,200 CALLS MADE TO PATIENTS. UNDER 6 PERCENT OF PATIENTS MONITORED REQUIRED A HOSPITALIZATION DURING THEIR TIME ON SERVICE WHICH IS LOWER THAN THE NATIONAL AVERAGE FOR NON-MONITORED PATIENTS. SERVICES ARE PROVIDED AT NO CHARGE TO QUALIFYING MEDICARE AND MEDICAID PATIENTS. VNA CONTINUED PARTNERSHIP WITH KU HEART FAILURE CLINIC, DEVELOPED CRITICAL PATHWAYS AND WORKED TO IDENTIFY NURSES FOR A CARE TEAM OF CARDIOPULMONARY PATIENTS. THE GOAL OF THIS PROGRAM IS TO IMPROVE KNOWLEDGE AND SELF-CARE OF PATIENTS TO REDUCE THE USE OF EMERGENCY ROOMS OR REHOSPITALIZATION DUE TO EXACERBATION OF HEART FAILURE SYMPTOMS. THIS COMPONENT COST $119,466 OFFSET BY $240 IN REVENUES. THROUGH THE COMMUNITY OUTREACH PROGRAM, VNA PROVIDES HEALTH CARE SCREENINGS (BLOOD PRESSURE, BLOOD GLUCOSE, AND CHOLESTEROL) AND HEALTH EDUCATION TO INDIVIDUALS AT REGULARLY SCHEDULED SENIOR SITES, THE MAJORITY OF WHICH ARE MID-AMERICA REGIONAL COUNCIL (MARC) SITES WHERE MEALS ARE PROVIDED TO SENIORS BY FEDERAL FUNDS. 48 SITES IN 6 COUNTIES WERE SERVED IN 2018. THESE SERVICES ARE PROVIDED FREE OF CHARGE AND ARE IMPORTANT TO PROVIDE THE ELDERLY EARLY DETECTION OF SERIOUS HEALTH ISSUES. EDUCATIONAL BROCHURES ARE PROVIDED IN ENGLISH AND SPANISH. DURING 2018, 4,930 SCREENINGS WERE PROVIDED AT AN EXPENSE OF $95,277 PARTIALLY OFFSET BY A SPEAS MEMORIAL GRANT OF $30,000. SCREENINGS INCLUDED 4,537 BLOOD PRESSURE CHECKS, 1,555 BLOOD GLUCOSE CHECKS, AND 464 CHOLESTEROL CHECKS. THE AVERAGE COST OF THE SCREENING FOR THE CLIENT IS APPROXIMATELY $20 BUT THE VALUE OF THE SCREENING PROVIDED RANGES FROM $105 TO $130 BASED ON THE SCREENING PROVIDED SHOULD THE CLIENT HAVE RECEIVED THE SERVICES IN A PHYSICIAN'S OFFICE. VNA HOSTED THE FOURTEENTH ANNUAL BOO TO THE FLU CAMPAIGN IN EARLY OCTOBER AIMED AT ENCOURAGING CARE GIVERS, SENIOR CITIZENS, AND OTHER ADULTS TO RECEIVE THE FLU VACCINATION. OF THE 826 SHOTS PROVIDED IN THE 2018 CAMPAIGN, 194 WERE FROM THIS ONE-DAY EVENT WITH OTHER FLU SHOTS PROVIDED TO CORPORATE AND HEALTH PROMOTION LOCATIONS, AND PATIENTS IN THEIR HOMES. BLOOD PRESSURE CHECKS WERE ALSO PROVIDED FREE OF CHARGE. THIS EVENT PROVIDES COMMUNITY EDUCATION AND FLU PREVENTION OPPORTUNITIES. NATIONAL ATTENTION WAS GARNERED DUE TO THE SPONSORSHIP BETWEEN CLOROX, FAMILIES FIGHTING FLU, AND THE VNAA. THIS COMPONENT COST $16,564 AND WAS OFFSET BY $46,027 IN REVENUES RECEIVED COVERING THE FLU SHOTS FOR MEDICARE, INSURANCE, AND PRIVATE PAY SOURCES. VNA CONTINUED THEIR IN-HOME PHARMACIST PROGRAM DURING 2018 IN CONJUNCTION WITH TRIA HEALTH, INC. AND THE UMKC SCHOOL OF PHARMACY. MEDICATION ERRORS ARE THE PRIMARY REASON FOR HOSPITAL READMISSIONS. THIS PROGRAM WAS DEVELOPED TO REVIEW AND RECONCILE MEDICATIONS FOR PATIENTS HAVING A POLYPHARMACY MEDICATION REGIME (5 OR MORE MEDICATIONS) AND HAVING A DIAGNOSIS OF CONGESTIVE HEART FAILURE, MYOCARDIAL INFARCTION, OR DIABETES. SERVICES ARE PROVIDED BY SENIOR PHARM-D UMKC STUDENTS UNDER THE SUPERVISION OF A REGISTERED PHARMACIST WHO GO INTO THE HOME, REVIEW, RECONCILE, AND TEACH PATIENTS ABOUT THEIR MEDICATION REGIME. THE GOAL IS TO FURTHER REDUCE HOSPITAL READMISSIONS. OTHER BENEFITS TO PATIENTS HAVE INCLUDED RECOMMENDATIONS TO USE GENERIC OR LESS EXPENSIVE SUBSTITUTIONS, UNNECESSARY OR DISCONTINUING MEDICATIONS, ADVERSE DRUG REACTIONS, COMPLIANCE, WRONG DOSAGES, AND ADDITIONAL DRUG THERAPIES NEEDED. OVER 160 DRUG THEREAPY PROBLEMS WERE IDENTIFIED IN THE 141 PATIENTS WHO RECEIVED A MEDICATION RECONCILIATION CONSULTATOIN VISIT FROM A PHARMACIST. SAVINGS TO THE HEALTHCARE SYSTEM ARE ESTIMATED TO BE $125,000 WHICH INCLUDES 31 DISCONTINUED MEDICATIONS. |
| FORM 990, PART VI, SECTION A, LINE 4 | THE BYLAWS WERE AMENDED TO INCREASE THE MINIMUM NUMBER OF DIRECTORS ON THE BOARD TO 5 AND THE MAXIMUM NUMBER DECREASED TO 15. THE TERMS OF OFFICERS WERE CHANGED TO 2 YEARS AND OFFICERS MAY SERVE A MAXIMUM OF 2 TERMS IN OFFICE. THE FINANCE/INVESTMENT COMMITTE WAS REMOVED AND THE FUNCTIONS WILL NOW BE HANDLED BY THE FOUNDATION BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 11B THE BOARD OF DIRECTORS OF THE CORPORATION RETAINS THE ULTIMATE RESPONSIBILITY FOR THE PREPARATION AND FILING OF THE CORPORATION'S ANNUAL INFORMATIONAL RETURN ON THE IRS FORM 990. THE BOARD WILL DELEGATE THE RESPONSIBILITY FOR PREPARATION OF THE FORM TO ITS ACCOUNTING FIRM, BUT THE BOARD SHALL REVIEW THE ANNUAL FORM 990 PRIOR TO FILING. THE CFO, UNDER THE DIRECTION OF THE COMPLIANCE OFFICER, WILL PROVIDE EACH MEMBER OF THE BOARD A COPY OF THE ANNUAL FORM 990 PRIOR TO FILING THE DOCUMENTS. |
| FORM 990 PART IV, SECTION B, LINE 12C | AT THE TIME OF HIRE, OR ELECTION IN THE CASE OF CORPORATE DIRECTORS, THE CEO OR HIS/HER DESIGNEE SHALL PROVIDE TO THE BOARD AND TO ALL EXECUTIVE OFFICERS, ADMINISTRATIVE STAFF, ASSOCIATES, AND VOLUNTEERS A COPY OF THE CONFLICT OF INTEREST POLICY AND THE APPLICABLE CONFLICT OF INTEREST DISCLOSURE FORM AND QUESTIONNAIRE, WHICH SHALL BE COMPLETED TO IDENTIFY ANY RELATIONSHIPS, POSITIONS, OR CIRCUMSTANCES WITH RESPECT TO WHICH IT IS BELIEVED A CONFLICT MAY ARISE. CORPORATE DIRECTORS AND KEY EMPLOYEES ANNUALLY COMPLETE A CONFLICT OF INTEREST QUESTIONNAIRE; STAFF COMPLETE ANNUAL CORPORATE COMPLIANCE TRAINING OF WHICH CONFLICT OF INTEREST IS A COMPONENT; BOARD OF DIRECTORS RECEIVE CORPORATE COMPLIANCE TRAINING NO LESS THAN BI-ANNUALLY WITH NEW BOARD MEMBERS RECEIVING TRAINING DURING BOARD ORIENTATION. THIS ANNUAL MONITORING IS SUBJECT TO REVIEW BY THE CORPORATE COMPLIANCE COMMITTEE. EACH MEMBER OF THE BOARD AND MANAGEMENT ASSOCIATES SHALL DISCLOSE FULLY AND FRANKLY ANY AND ALL ACTUAL OR POTENTIAL CONFLICTS OR DUALITY OF INTEREST OR RESPONSIBILITY, WHETHER PERSONAL, INDIVIDUAL, OR BUSINESS, WHICH MAY EXIST OR APPEAR TO EXIST. A DUALITY OF INTEREST BECOMES A CONFLICT OF INTEREST ONLY IF THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS OF VNA DECIDES THAT A CONFLICT OF INTEREST EXISTS BECAUSE THE DUALITY OF INTEREST IS SO SUBSTANTIAL THAT IT COULD COMPROMISE OBJECTIVE DECISION-MAKING OR COULD OTHERWISE BE DETRIMENTAL TO THE VNA ORGANIZATION. IF A CONFLICT OF INTEREST IS DETERMINTED TO EXIST, 1) THE INDIVIDUAL WITH THE CONFLICT SHALL NOT BE GIVEN ACCESS TO ANY INFORMATION THAT MIGHT PROVIDE AN UNFAIR ADVANTAGE TO THAT INDIVIDUAL OR THE FIRM THEY REPRESENT; 2) THE INDIVIDUAL WITH THE CONFLICT WILL BE REQUIRED TO WITHDRAW FROM ANY MEETING IN WHICH THE MATTER IS ADDRESSED, UNLESS THE APPLICABLE BOARD OR BOARD COMMITTEE ASKS THE INDIVIDUAL TO RESPOND TO SPECIFIC QUESTIONS OR TO MAKE A BRIEF PRESENTATION, OTHERWISE THE INDIVIDUAL SHALL NOT BE PRESENT FOR ANY DISCUSSION OF THE MATTER AND SHALL NOT CAST ANY VOTE ON ANY DECISION OR DETERMINATION RELATING TO THE TRANSACTION ARRANGEMENT; 3) THE CHAIRPERSON OF THE BOARD OR BOARD COMMITTEE SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR DISINTERESTED COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION ARRANGEMENT; 4) AFTER EXERCISING DUE DILIGENCE, THE BOARD OR BOARD COMMITTEE SHALL DETERMINE WHETHER THE VNA ORGANIZATION CAN OBTAIN WITH REASONABLE EFFORTS A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT WITH A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST: 5) IF A MORE ADVANTAGEOUS TRANSACTION ARRANGEMENT IS NOT POSSIBLE OR FEASIBLE UNDER CIRCUMSTANCES NOT PRODUCING A CONFLICT OF INTEREST, THE BOARD OR BOARD COMMITTEE SHALL DETERMINE BY MAJORITY OF VOTE OF THE DISINTERESTED DIRECTORS WHETHER THE TRANSACTION OR ARRANGEMENT IS IN THE VNA ORGANIZATION'S BEST INTEREST, FOR ITS OWN BENEFIT, AND WHETHER IT IS FAIR AND REASONABLE. IN CONFORMITY WITH THE ABOVE DETERMINATION, IT SHALL MAKE ITS DECISION AS TO WHETHER TO ENTER INTO THE TRANSACTION ARRANGEMENT. NONDISCLOSURE OF INFORMATION SHALL BE ADHERED TO AND RECORDS OF PROCEEDINGS SHALL BE ENTERED INTO THE MINUTES OF THE BOARD AND ALL COMMITTEES. |
| FORM 990, PART VI, SECTION B, LINES 15A & B | VNA CORPORATION CONDUCTED COMPENSATION REVIEWS IN 2015. THE FIRM'S LEGAL COUNSEL, JOSEPH HIERSTEINER, SEIGFRIED BINGHAM, WITH THE DIRECTION OF THE HUMAN RESOURCES COMMITTEE AND THE EXECUTIVE COMMITTEE, PERFORMED THE REVIEW OF THE ORGANIZATION'S PRESIDENT, THE CFO, AND CNO (CLINICAL DIRECTOR). ANNUAL COMPENSATION IS REVIEWED BY THE EXECUTIVE COMMITTEE AND LEGAL COUNSEL, JOSEPH HIERSTEINER, WITH INPUT BY THE BOARD'S HUMAN RESOURCES COMMITTEE, IN THE OFF YEARS. OTHER KEY EMPLOYEES' COMPENSATION IS REVIEWED BY THE HUMAN RESOURCES COMMITTEE AND VNA'S HUMAN RESOURCE DIRECTOR ON AN ANNUAL BASIS. LAST REVIEW WAS PERFORMED IN 2015. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. |
| FORM 990, PART XI, LINE 9 | INTERCOMPANY TRANSFER OF ASSETS $3,395,566 CHANGE IN TEMPORARILY RESTRICTED NET ASSETS $ 12,916 --------- $3,408,482 |
| Software ID: | |
| Software Version: |