TY 2018 Form 990

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)
(1) BYRON SHETLER...................................................................... CHAIR	1.00 ................. 1.00	X	X		0	0
(2) AMY FLORIA...................................................................... VICE CHAIR	1.00 ................. 1.00	X	X		0	0
(3) DENNIS BLYLY...................................................................... BOARD MEMBER	1.00 ................. 1.00	X			0	0
(4) ROD DILLER...................................................................... BOARD MEMBER	1.00 ................. 1.00	X			0	0
(5) DANIELLE THOMPSON...................................................................... BOARD MEMBER	1.00 ................. 1.00	X			0	0
(6) LIZ GUNDEN...................................................................... BOARD MEMBER	1.00 ................. 1.00	X			0	0
(7) SAM HOOVER...................................................................... BOARD MEMBER	1.00 ................. 1.00	X			0	0
(8) DAVE WEAVER...................................................................... BOARD MEMBER	1.00 ................. 1.00	X			0	0
(9) JIM RIDENOUR...................................................................... BOARD MEMBER	1.00 ................. 1.00	X			0	0
(10) MARK KING...................................................................... PRESIDENT/CEO	50.00 ................. 0.00		X		488,475	211,232
(11) ROBERT GIBSON...................................................................... VICE PRESIDENT/CFO	44.00 ................. 1.00		X		636,416	82,380
(12) DALE SHENK...................................................................... ASSISTANT TREASURER	12.00 ................. 6.20		X		130,184	16,223
(13) KATHY BREWTON...................................................................... SECRETARY (PART YEAR)	36.00 ................. 7.70		X		136,302	33,692
(14) RYDELL BONTRAGER...................................................................... SECRETARY	36.00 ................. 7.70		X		113,091	37,719
(15) SCOTT MARTIN...................................................................... TREASURER	32.00 ................. 11.60		X		42,592	600
(16) AIMEE RIEMKE...................................................................... ASSISTANT SECRETARY	37.00 ................. 2.60		X		91,309	45,016
(17) DAVID THOMPSON...................................................................... ADMINISTRATOR - HAVEN HUBBARD HOMES	0.00 ................. 40.00			X	131,866	22,802

(A) Name and business address	(B) Description of services	(C) Compensation
DJ CONSTRUCTION COMPANY 3414 ELKHART RD GOSHEN,IN46526	CONSTRUCTION SERVICES	1,276,331
HTS IN II INC 1411 W COUNTY LINE RD SUITE A GREENWOOD,IN46142	THERAPY SERVICES	950,342
NURSES ETC STAFFING 523 S BUFFALO ST WARSAW,IN46580	NURSE STAFFING AGENCY	549,464
SQUARE1 BUILDERS 1789 E BRISTOL ST SUITE D ELKHART,IN46514	CONSTRUCTION SERVICES	404,964
PLANTE & MORAN PLLC 27400 NORTHWESTERN HWY SOUTHFIELD,MI48034	AUDIT & TAX SERVICES	324,395
2 Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization 16

- TIN:

SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.
right arrow

Attach to Form 990 or Form 990-EZ.
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Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Open to Public
Inspection

Name of the organization

GREENCROFT RETIREMENT COMMUNITIES INC

Employer identification number

30-0036587

Part I

Reason for Public Charity Status (All organizations must complete this part.) See instructions.

The organization is not a private foundation because it is: (For lines 1 through 12, check only one box.)

A church, convention of churches, or association of churches described in section 170(b)(1)(A)(i).

A school described in section 170(b)(1)(A)(ii). (Attach Schedule E (Form 990 or 990-EZ).)

A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii).

A medical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state:

An organization operated for the benefit of a college or university owned or operated by a governmental unit described in section 170(b)(1)(A)(iv). (Complete Part II.)

A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v).

An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170(b)(1)(A)(vi). (Complete Part II.)

A community trust described in section 170(b)(1)(A)(vi). (Complete Part II.)

An agricultural research organization described in 170(b)(1)(A)(ix) operated in conjunction with a land-grant college or university or a non-land grant college of agriculture. See instructions. Enter the name, city, and state of the college or university:

An organization that normally receives: (1) more than 331/3% of its support from contributions, membership fees, and gross receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)

An organization organized and operated exclusively to test for public safety. See section 509(a)(4).

An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box in lines 12a through 12d that describes the type of supporting organization and complete lines 12e, 12f, and 12g.

Type I. A supporting organization operated, supervised, or controlled by its supported organization(s), typically by giving the supported organization(s) the power to regularly appoint or elect a majority of the directors or trustees of the supporting organization. You must complete Part IV, Sections A and B.

Type II. A supporting organization supervised or controlled in connection with its supported organization(s), by having control or management of the supporting organization vested in the same persons that control or manage the supported organization(s). You must complete Part IV, Sections A and C.

Type III functionally integrated. A supporting organization operated in connection with, and functionally integrated with, its supported organization(s) (see instructions). You must complete Part IV, Sections A, D, and E.

Type III non-functionally integrated. A supporting organization operated in connection with its supported organization(s) that is not functionally integrated. The organization generally must satisfy a distribution requirement and an attentiveness requirement (see instructions). You must complete Part IV, Sections A and D, and Part V.

Check this box if the organization received a written determination from the IRS that it is a Type I, Type II, Type III functionally integrated, or Type III non-functionally integrated supporting organization.

Enter the number of supported organizations ...............................13

Provide the following information about the supported organization(s).

(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)
(i) Name of supported organization	(ii) EIN		Yes	No	(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(A) GREENCROFT GOSHEN INC	351270709	10	Yes		0	0
(B) GREENCROFT CENTRAL MANOR INC	356047318	10	Yes		0	0
(C) GREENCROFT MANOR II INC	351377430	10	Yes		0	0
(D) GREENCROFT MANOR III INC	351431475	10	Yes		0	0
(E) GREENCROFT HOME HEALTH SERVICES INC	351606010	10	Yes		0	0
(F) GREENCROFT COMMUNITIES FOUNDATION INC	237126990	7	Yes		0	0
(G) GREENCROFT MIDDLEBURY INC	300036865	10	Yes		0	0
(H) SOUTHFIELD VILLAGE INC	351866553	10	Yes		0	0
(I) HAVEN HUBBARD HOMES INC	350870110	10	Yes		0	0
(J) CHICAGO TRAIL VILLAGE INC	310990629	10	Yes		0	0
(K) OAK GROVE CHRISTIAN RETIREMENT VILLAGE INC	351986767	10	Yes		0	0
(L) WALNUT HILLS RETIREMENT COMMUNITIES INC	351317338	10	Yes		0	0
(M) EDGEWATER PLACE INC	823596152	10	Yes		100,000	0
Total 13					100,000	0

For Paperwork Reduction Act Notice, see the Instructions for
Form 990 or 990-EZ.

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2018

Page 2

Part II

Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv), 170(b)(1)(A)(vi), and 170(b)(1)(A)(ix)
(Complete only if you checked the box on line 5, 7, 8, or 9 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.)

Section A. Public Support

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.

Section B. Total Support

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

Gross receipts from related activities, etc. (see instructions) ..................

First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here........................................ right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2018 (line 6, column (f) divided by line 11, column (f)) .........

Public support percentage for 2017 Schedule A, Part II, line 14 ...............

16a

33 1/3% support test—2018. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ....................... right arrow

33 1/3% support test—2017. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2018. If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization ..................................................... right arrow

10%-facts-and-circumstances test—2017. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly
supported organization ................................................ right arrow

Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions ..................................................... right arrow

Schedule A (Form 990 or 990-EZ) 2018

Page 3

Part III

Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 10 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)

Section A. Public Support

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.") .
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
3	Gross receipts from activities that are not an unrelated trade or business under section 513 .....
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5	The value of services or facilities furnished by a governmental unit to the organization without charge
6	Total. Add lines 1 through 5
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons
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.
c	Add lines 7a and 7b..
8	Public support. (Subtract line 7c from line 6.)

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2014	(b) 2015	(c) 2016	(d) 2017	(e) 2018	(f) Total
9	Amounts from line 6...
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.
11	Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) ..
13	Total support. (Add lines 9, 10c, 11, and 12.)..

First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization,
check this box and stop here............................................. right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2018 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2017 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2018 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2017 Schedule A, Part III, line 17 .............

19a

331/3% support tests—2018. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ....... right arrow

33 1/3% support tests—2017. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .... right arrow

Private foundation. If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions .... right arrow

Schedule A (Form 990 or 990-EZ) 2018

Page 4

Part IV

Supporting Organizations

(Complete only if you checked a box on line 12 of Part I. If you checked 12a of Part I, complete Sections A and B. If you checked 12b of Part I, complete Sections A and C. If you checked 12c of Part I, complete Sections A, D, and E. If you checked 12d of Part I, complete Sections A and D, and complete Part V.)

Section A. All Supporting Organizations

Yes

Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.

Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).

Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer (b) and (c) below.

Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.

Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.

Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked 12a or 12b in Part I, answer (b) and (c) below.

Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations.

Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.

Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer (b) and (c) below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed; (ii) the reasons for each such action; (iii) the authority under the organization's organizing document authorizing such action; and (iv) how the action was accomplished (such as by amendment to the organizing document).

Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?

Substitutions only. Was the substitution the result of an event beyond the organization's control?

Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (i) its supported organizations, (ii) individuals that are part of the charitable class benefited by one or more of its supported organizations, or (iii) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.

Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in section 4958(c)(3)(C)), a family member of a substantial contributor, or a 35% controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990 or 990-EZ) .

Did the organization make a loan to a disqualified person (as defined in section 4958) not described in line 7? If “Yes,” complete Part I of Schedule L (Form 990 or 990-EZ).

Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.

Did one or more disqualified persons (as defined in line 9a) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.

Did a disqualified person (as defined in line 9a) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.

10a

Was the organization subject to the excess business holdings rules of section 4943 because of section 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer line 10b below.

10a

Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).

10b

Schedule A (Form 990 or 990-EZ) 2018

Page 5

Part IV

Supporting Organizations (continued)

Yes

Has the organization accepted a gift or contribution from any of the following persons?

A person who directly or indirectly controls, either alone or together with persons described in (b) and (c) below, the governing body of a supported organization?

11a

A family member of a person described in (a) above?

11b

A 35% controlled entity of a person described in (a) or (b) above? If “Yes” to a, b, or c, provide detail in Part VI.

11c

Section B. Type I Supporting Organizations

Yes

Did the directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.

Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.

Section C. Type II Supporting Organizations

Yes

Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).

Section D. All Type III Supporting Organizations

Yes

Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (i) a written notice describing the type and amount of support provided during the prior tax year, (ii) a copy of the Form 990 that was most recently filed as of the date of notification, and (iii) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?

Yes

Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).

Yes

By reason of the relationship described in (2), did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.

Yes

Section E. Type III Functionally-Integrated Supporting Organizations

Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):

The organization satisfied the Activities Test. Complete line 2 below.

The organization is the parent of each of its supported organizations. Complete line 3 below.

The organization supported a governmental entity. Describe in Part VI how you supported a government entity (see instructions)

Activities Test. Answer (a) and (b) below.

Yes

Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.

Did the activities described in (a) constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.

Parent of Supported Organizations. Answer (a) and (b) below.

Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations? Provide details in Part VI.

Yes

Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI. the role played by the organization in this regard.

Yes

Schedule A (Form 990 or 990-EZ) 2018

Page 6

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations

Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970 (explain in Part VI). See instructions. All other Type III non-functionally integrated supporting organizations must complete Sections A through E.

	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

Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions)

Schedule A (Form 990 or 990-EZ) 2018

Page 7

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations (continued)

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.....

Schedule A (Form 990 or 990-EZ) (2018)

Schedule A (Form 990 or 990-EZ) 2018

Page 8

Part VI

Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).

Facts And Circumstances Test

Return Reference	Explanation
SCHEDULE A, PART I, LINE 11G, COL. V:	THE ORGANIZATION PROVIDES CORPORATE AND MANAGEMENT SERVICES TO ALL SUPPORTED ORGANIZATIONS.
SCHEDULE A, PART IV, SECTION A, LINE 1:	ALL SUPPORTED ORGANIZATIONS ARE LISTED BY NAME IN THE ORGANIZATION'S GOVERNING DOCUMENTS EXCEPT FOR EDGEWATER PLACE, INC. (NON-LISTED ENTITY), WITH THE GOAL OF COMPLETING THIS FISCAL YEAR. THE ORGANIZATION IS THE SOLE MEMBER OF THE NON-LISTED ENTITY. THE NON-LISTED ENTITY SHARES A SIMILAR PURPOSE AND IS PART OF A COMMON CLASS OF ORGANIZATIONS IDENTICAL TO THE OTHER SUPPORTED ORGANIZATIONS.
SCHEDULE A, PART IV, SECTION D, LINE 3:	THE SUPPORTED ORGANIZATIONS HAVE REPRESENTATION, OR THE OPPORTUNITY THERETO, ON THE AUDIT/INVESTMENT COMMITTEE THAT REVIEWS INVESTMENT POLICIES AND AUDIT PLANNING/RESULTS FOR ALL AFFILIATED ENTITIES. SEVERAL TIMES A YEAR, THE PRESIDENTS OF EACH OF THE SUPPORTED ORGANIZATIONS MEET JOINTLY WITH THE PRESIDENT AND VICE-PRESIDENT, AND OTHER SENIOR MANAGEMENT, OF GREENCROFT RETIREMENT COMMUNITIES (GRC) TO REVIEW OPERATIONS. ALSO, EITHER THE PRESIDENT OR VICE-PRESIDENT OF GRC ARE PRESENT AT ALL OF THE BOARD MEETINGS OF THE SUPPORTED ORGANIZATIONS.
SCHEDULE A, PART IV, SECTION E, LINE 3A:	EACH OF THESE ENTITIES HAVE ONE MEMBER, GREENCROFT RETIREMENT COMMUNITIES, INC. (GRC), THAT IS ALSO A RELATED TAX-EXEMPT ORGANIZATION. THE RESERVED POWERS OF THE SOLE MEMBER ARE AS FOLLOWS: 1. APPROVAL TO ANY CHANGES IN CORPORATE MISSION, WHICH MAY BE PROPOSED BY THE ORGANIZATION, BUT WHICH SHALL BECOME EFFECTIVE ONLY UPON APPROVAL OF GRC 2. APPROVAL OF NOMINATED CANDIDATES TO SERVE AS DIRECTOR OF THE ORGANIZATION 3. THE CREATION OR DISCONTINUATION OF PROGRAMS OR SERVICES OFFERED BY THE ORGANIZATION 4. AMENDMENTS TO THE BYLAWS AND ARTICLES OF INCORPORATION 5. APPROVAL OR THE ADOPTION OF THE ANNUAL BUDGET 6. APPROVAL OF NON-BUDGETED CONTRACTS AND/OR NON-BUDGETED PURCHASES OF OVER $50,000 7. THE INCURRENCE OF INDEBTEDNESS OF OVER $500,000 8. THE SALE OF REAL ESTATE 9. THE DONATION OR TRANSFER OF ALL OR SUBSTANTIALLY ALL OF THE ORGANIZATION'S ASSETS 10. ANY MERGER OR CONSOLIDATION WITH ANY OTHER ORGANIZATION, OR THE PARTIAL OR TOTAL DISSOLUTION OF THE ORGANIZATION 11. THE CREATION OF SUBSIDIARY CORPORATIONS, LLCS, PARTNERSHIPS, OR OTHER ENTERPRISES 12. THE ACQUISITION OF CONTROLLING INTERESTS IN ANOTHER ENTITY 13. THE APPOINTMENT OF THE PRESIDENT/CEO, CFO, SECRETARY, AND TREASURER OF THE CORPORATION (BUT NOT THE OFFICERS OF THE BOARD OF DIRECTORS) 14. THE REMOVAL OF THE CHAIR OF THE BOARD OF DIRECTORS, WITH OR WITHOUT CAUSE 15. THE REMOVAL OF MEMBERS OF THE BOARD OF DIRECTORS, WITH OR WITHOUT CAUSE NOTWITHSTANDING THESE RESERVED POWERS, THE MEMBER HAS NO FINANCIAL OBLIGATIONS OR RESPONSIBILITIES FOR ANY ACTIONS OF THE ORGANIZATION BY REASON OF SERVING AS A MEMBER.
SCHEDULE A, PART IV, SECTION E, LINE 3B:	SEE NARRATIVE FOR SCHEDULE A, PART IV, SECTION E, LINE 3A.

Schedule A (Form 990 or 990-EZ) 2018

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

Complete if the organization answered "Yes," on Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b.
SchDMd Bullet

Attach to Form 990.
SchDMd Bullet

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Open to Public Inspection

Name of the organization

GREENCROFT RETIREMENT COMMUNITIES INC

Employer identification number

30-0036587

Part I

Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" on Form 990, Part IV, line 6.

		(a) Donor advised funds	(b) Funds and other accounts
1	Total number at end of year .........
2	Aggregate value of contributions to (during year)
3	Aggregate value of grants from (during year)
4	Aggregate value at end of year ........

Did the organization inform all donors and donor advisors in writing that the assets held in donor advised funds are the organization’s property, subject to the organization’s exclusive legal control? ............

Yes No

Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ...................................

Yes No

Part II

Conservation Easements. Complete if the organization answered "Yes" on Form 990, Part IV, line 7.

Purpose(s) of conservation easements held by the organization (check all that apply).

Preservation of land for public use (e.g., recreation or education) Preservation of an historically important land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.


a	Total number of conservation easements ......................	2a
b	Total acreage restricted by conservation easements ....................	2b
c	Number of conservation easements on a certified historic structure included in (a) .....	2c
d	Number of conservation easements included in (c) acquired after 7/25/06, and not on a historic structure listed in the National Register ...	2d

Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the
tax year SchDMd Bullet

Number of states where property subject to conservation easement is located SchDMd Bullet

Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and enforcement of the conservation easements it holds? ............

Yes No

Staff and volunteer hours devoted to monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet

Amount of expenses incurred in monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet

Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? .............................

Yes No

In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" on Form 990, Part IV, line 8.

If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.

If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:

(i)

Revenue included on Form 990, Part VIII, line 1 ......................... SchDMd Bullet

(ii)

Assets included in Form 990, Part X ............................... SchDMd Bullet

If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 (ASC 958) relating to these items:

Revenue included on Form 990, Part VIII, line 1 .......................... SchDMd Bullet

Assets included in Form 990, Part X ............................... SchDMd Bullet

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 52283D

Schedule D (Form 990) 2018

Page 2

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)

Using the organization’s acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.

During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?...

Yes No

Part IV

Escrow and Custodial Arrangements. Complete if the organization answered "Yes" on Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21.

Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................

Yes No


b	If "Yes," explain the arrangement in Part XIII and complete the following table:		Amount
c	Beginning balance .............................	1c
d	Additions during the year ............................	1d
e	Distributions during the year ..........................	1e
f	Ending balance ................................	1f

Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability? ...

Yes No

If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ....

Part V

Endowment Funds. Complete if the organization answered "Yes" on Form 990, Part IV, line 10.

		(a)Current year	(b)Prior year	(c)Two years back	(d)Three years back	(e)Four years back

1a	Beginning of year balance ....
b	Contributions ...
c	Net investment earnings, gains, and losses
d	Grants or scholarships ...
e	Other expenditures for facilities and programs ...
f	Administrative expenses ....
g	End of year balance ......

Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

The percentages on lines 2a, 2b, and 2c should equal 100%.

Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes

(i) unrelated organizations .................

3a(i)

(ii) related organizations .................

3a(ii)

If "Yes" on 3a(ii), are the related organizations listed as required on Schedule R? .........

Describe in Part XIII the intended uses of the organization's endowment funds.

Part VI

Land, Buildings, and Equipment.
Complete if the organization answered "Yes" on Form 990, Part IV, line 11a. See Form 990, Part X, line 10.

Description of property		(a) Cost or other basis (investment)	(b) Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value

1a	Land .....	383,032		383,032
b	Buildings ....	9,662	8,861	801
c	Leasehold improvements
d	Equipment ....	1,541,251	1,007,330	533,921
e	Other .....
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..				917,754

Schedule D (Form 990) 2018

Page 3

Part VII

InvestmentsOther Securities. Complete if the organization answered "Yes" on Form 990, Part IV, line 11b. See Form 990, Part X, line 12.

(a) Description of security or category (including name of security)	(b) Book value	(c) Method of valuation: Cost or end-of-year market value
(1) Financial derivatives.........
(2) Closely-held equity interests........
(3)Other
(A)
(B)
(C)
(D)
(E)
(F)
(G)
(H)
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)

Part VIII

InvestmentsProgram Related. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11c. See Form 990, Part X, line 13.

(a) Description of investment	(b) Book value	(c) Method of valuation: Cost or end-of-year market value

(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)

Part IX

Other Assets. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11d. See Form 990, Part X, line 15.

(a) Description				(b) Book value
(1) DUE FROM AFFILIATE - GREENCROFT CENTRAL MANOR				15,407
(2) DUE FROM AFFILIATE - GREENCROFT MANOR III				9,883
(3) DUE FROM AFFILIATE - GREENCROFT MIDDLEBURY				2,005,226
(4) DUE FROM AFFILIATE - GREENCROFT GOSHEN				67,903
(5) DUE FROM AFFILIATE - HAMILTON GROVE				150,410
(6) DUE FROM AFFILIATE - CHICAGO TRAIL VILLAGE				29,084
(7) DUE FROM AFFILIATE - WALNUT HILLS RETIREMENT COMMUNITIES				534,940
(8) DUE FROM AFFILIATE - OAK GROVE CHRISTIAN RETIREMENT VILLAGE				109,539
(9) ACCRUED INTEREST RECEIVABLE				2,909
(10) DUE FROM AFFILIATE - SOUTHFIELD VILLAGE				119,929
(11) DUE FROM AFFILIATE - EDGEWATER PLACE				1,425,082
(12) DUE FROM AFFILIATE - GREENCROFT FOUNDATION				106,155
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........				4,576,467

Part X

Other Liabilities. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.

1.(a) Description of liability	(b) Book value
(1) Federal income taxes
DEFERRED COMPENSATION LIABILITY	1,157,512
DUE TO AFFILIATE - GREENCROFT MANOR II	1,718,334
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)	2,875,846
2. Liability for uncertain tax positions. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII

Schedule D (Form 990) 2018

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1	Total revenue, gains, and other support per audited financial statements .......		1
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d
e	Add lines 2a through 2d .....................		2e
3	Subtract line 2e from line 1..................		3
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIII.) ...........	4b
c	Add lines 4a and 4b....................		4c
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......		5

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1	Total expenses and losses per audited financial statements ...........		1
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities .........	2a
b	Prior year adjustments ............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ............	2d
e	Add lines 2a through 2d....................		2e
3	Subtract line 2e from line 1...................		3
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIII.) ............	4b
c	Add lines 4a and 4b.....................		4c
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......		5

Part XIII

Supplemental Information

Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b; Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.

Return Reference	Explanation

Schedule D (Form 990) 2018

Additional Data

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Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

Grants and Other Assistance to Organizations,
Governments and Individuals in the United States

Complete if the organization answered "Yes," on Form 990, Part IV, line 21 or 22.
lBullet

Attach to Form 990.
lBullet

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Open to Public
Inspection

Name of the organization
GREENCROFT RETIREMENT COMMUNITIES INC

Employer identification number
30-0036587

Part I

General Information on Grants and Assistance

Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ........................

Yes No

Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.

Part II

Grants and Other Assistance to Domestic Organizations and Domestic Governments. Complete if the organization answered "Yes" on Form 990, Part IV, line 21, for any recipient

that received more than $5,000. Part II can be duplicated if additional space is needed.

(a) Name and address of organization or government	(b) EIN	(c) IRC section (if applicable)	(d) Amount of cash grant	(e) Amount of non-cash assistance	(f) Method of valuation (book, FMV, appraisal, other)	(g) Description of noncash assistance	(h) Purpose of grant or assistance
(1) GOSHEN COMMUNITY SCHOOLS 613 E PURL ST GOSHEN,IN46526	26-3704822	115	10,750		N/A	N/A	COMMUNITY POOL
(2) EDGEWATER PLACE INC 11351 LAFAYETTE PLAIN CITY ROAD PLAIN CITY,OH43064	82-3596152	501(C)(3)	100,000		N/A	N/A	COMMUNITY SUPPORT

Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................. Bullet Image

Enter total number of other organizations listed in the line 1 table ........................ . Bullet Image

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50055P

Schedule I (Form 990) 2018

Page 2

Part III

Grants and Other Assistance to Domestic Individuals. Complete if the organization answered "Yes" on Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.

(a) Type of grant or assistance	(b) Number of recipients	(c) Amount of cash grant	(d) Amount of noncash assistance	(e) Method of valuation (book, FMV, appraisal, other)	(f) Description of noncash assistance

(1)
(2)
(3)
(4)
(5)
(6)
(7)

Part IV

Supplemental Information. Provide the information required in Part I, line 2; Part III, column (b); and any other additional information.

Return Reference	Explanation
PART I, LINE 2:	GRANTS MADE ARE UNRESTRICTED AND CAN BE USED IN ANY WAY THE RECIPIENT SEES FIT TO FURTHER ITS TAX-EXEMPT PURPOSE.

Schedule I (Form 990) 2018

Additional Data

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Software Version:

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Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet

Complete if the organization answered "Yes" on Form 990, Part IV, line 23.
SchJMediumBullet

Attach to Form 990.
SchJMediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2018

Open to Public Inspection

Name of the organization

GREENCROFT RETIREMENT COMMUNITIES INC

Employer identification number

30-0036587

Part I

Questions Regarding Compensation

Yes

Check the appropiate box(es) if the organization provided any of the following to or for a person listed on Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.

First-class or charter travel Housing allowance or residence for personal use

Travel for companions Payments for business use of personal residence

Tax idemnification and gross-up payments Health or social club dues or initiation fees

Discretionary spending account Personal services (e.g., maid, chauffeur, chef)

If any of the boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain .........

Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
directors, trustees, officers, including the CEO/Executive Director, regarding the items checked in line 1a? ..

Indicate which, if any, of the following the filing organization used to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

Form 990 of other organizations Approval by the board or compensation committee

During the year, did any person listed on Form 990, Part VII, Section A, line 1a, with respect to the filing organization or a related organization:

Receive a severance payment or change-of-control payment? .............

Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........

Yes

Participate in, or receive payment from, an equity-based compensation arrangement? .........

If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.

Only 501(c)(3), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:

The organization? ....................

Any related organization? .......................

If "Yes," on line 5a or 5b, describe in Part III.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:

The organization? ..................

Any related organization? ......................

If "Yes," on line 6a or 6b, describe in Part III.

For persons listed on Form 990, Part VII, Section A, line 1a, did the organization provide any nonfixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............

Were any amounts reported on Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III ..........................

If "Yes" on line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50053T

Schedule J (Form 990) 2018

Page 2

Part II

Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.

For each individual whose compensation must be reported on Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.

(A) Name and Title		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation in column (B) reported as deferred on prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)
1MARK KING PRESIDENT/CEO	(i) (ii)	330,497 ------------- 0	54,240 ------------- 0	103,738 ------------- 0	188,351 ------------- 0	22,881 ------------- 0	699,707 ------------- 0	100,000 ------------- 0
2ROBERT GIBSON VICE PRESIDENT/CFO	(i) (ii)	219,665 ------------- 0	3,423 ------------- 0	413,328 ------------- 0	59,499 ------------- 0	22,881 ------------- 0	718,796 ------------- 0	410,756 ------------- 0
3KATHY BREWTON SECRETARY (PART YEAR)	(i) (ii)	132,906 ------------- 0	3,000 ------------- 0	396 ------------- 0	8,300 ------------- 0	25,392 ------------- 0	169,994 ------------- 0	0 ------------- 0
4RYDELL BONTRAGER SECRETARY	(i) (ii)	110,001 ------------- 0	3,000 ------------- 0	90 ------------- 0	5,000 ------------- 0	32,719 ------------- 0	150,810 ------------- 0	0 ------------- 0
5DAVID THOMPSON ADMINISTRATOR - HAVEN HUBBARD HOMES	(i) (ii)	128,989 ------------- 0	2,648 ------------- 0	229 ------------- 0	8,100 ------------- 0	14,702 ------------- 0	154,668 ------------- 0	0 ------------- 0
6ROSEMARY WEEKS ADMINISTRATOR - OAK GROVE	(i) (ii)	119,028 ------------- 0	10,270 ------------- 0	396 ------------- 0	8,000 ------------- 0	12,631 ------------- 0	150,325 ------------- 0	0 ------------- 0
7STEVEN SCHAFF ADMINISTRATOR - GOLDEN YEARS	(i) (ii)	125,178 ------------- 0	11,550 ------------- 0	90 ------------- 0	8,650 ------------- 0	26,180 ------------- 0	171,648 ------------- 0	0 ------------- 0
8BRENT NAFZIGER ADMINISTRATOR - GREENCROFT GOSHEN	(i) (ii)	134,321 ------------- 0	13,500 ------------- 0	138 ------------- 0	9,000 ------------- 0	21,875 ------------- 0	178,834 ------------- 0	0 ------------- 0

Schedule J (Form 990) 2018

Page 3

Part III

Supplemental Information

Provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II. Also complete this part for any additional information.

Return Reference	Explanation
PART I, LINE 4B	KATHY BREWTON - $0 ROBERT GIBSON - $0 MARK KING - $0
SCHEDULE J, PART I, LINE 3:	A COMPLETE DESCRIPTION OF THE ORGANIZATION'S COMPENSATION PHILOSOPHY AND METHODOLOGY FOR ESTABLISHING COMPENSATION IS PROVIDED ON SCHEDULE O UNDER THE HEADING "FORM 990, PART VI. SECTION B, LINE 15."
SCHEDULE J, PART I, LINE 4B:	2000 SERP: EFFECTIVE JANUARY 1, 2000, THE BOARD OF DIRECTORS OF GREENCROFT GOSHEN ESTABLISHED A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN UNDER SECTION 457(F) TO PROVIDE ITS EXECUTIVE GROUP OF EMPLOYEES WITH CERTAIN RETIREMENT BENEFITS. THE EXECUTIVE MUST BE EMPLOYED UNTIL AGE 62 TO RECEIVE THE BENEFIT. THE PLAN WAS FROZEN IN 2005. NO PAYMENTS WERE MADE TO LISTED PERSONS IN CALENDAR YEAR 2017. PARTICIPANTS OF THIS PLAN ARE KATHY BREWTON AND ROBERT GIBSON. 2011 AND 2014 RETENTION SERP: THE RETENTION SERPS ARE DESIGNED TO RETAIN STAFF UP TO A CERTAIN AGE. THE PAYMENT INTO THE FUND IS BASED ON ANNUALLY REACHING THE BOARD'S FINANCIAL AND QUALITY TARGETS. IF THESE TARGETS ARE MET, THE BOARD PLACES A PAYMENT INTO THE FUND ON BEHALF OF THE EMPLOYEES. THE GOAL IS TO RETAIN THE EMPLOYEE BY PAYING A MARKET COMPETITIVE WAGE IF THE EMPLOYEE STAYS WITH THE ORGANIZATION UNTIL AGE 62 AND 63. THE BOARD WILL NOT PAY ABOVE THE 75TH PERCENTILE OF THE MARKET RANGE FOR THE POSITION IN A GIVEN YEAR, INCLUDING THE SERP AMOUNT ALLOWED FOR THE EMPLOYEE. PARTICIPANTS OF THIS PLAN ARE ROBERT GIBSON AND MARK KING.
SCHEDULE J, PART II	THE COMPENSATION REPORTED ON PART II COLUMN F RELATES TO A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN UNDER SECTION 457(B). AS SUCH, SCHEDULE J, PART I, LINE 4B DOES NOT APPLY.

Schedule J (Form 990) 2018

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or 990-EZ or to provide any additional information.
MediumBullet

Attach to Form 990 or 990-EZ.
MediumBullet

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Open to Public
Inspection

Name of the organization

GREENCROFT RETIREMENT COMMUNITIES INC

Employer identification number

30-0036587

Return Reference	Explanation
FORM 990, PART VI, SECTION A, LINE 7A	THE ORGANIZATION DOES NOT HAVE MEMBERS. THE ORGANIZATION'S SPONSOR, MENNONITE HEALTH SERVICES, APPOINTS SIX OF THE NINE DIRECTORS OF THE BOARD ("SPONSOR APPOINTED DIRECTORS"). A SPONSOR APPOINTED DIRECTOR MAY BE REMOVED AT ANY TIME WITH OR WITHOUT CAUSE.
FORM 990, PART VI, SECTION B, LINE 11B	A FINAL DRAFT OF THE FULL FORM 990, INCLUDING ALL APPLICABLE SCHEDULES, IS PRESENTED BY OUR TAX ADVISORS TO THE ORGANIZATION'S AUDIT COMMITTEE AT A REGULARLY SCHEDULED MEETING. A COPY OF THE FINAL DRAFT IS THEN PROVIDED TO EACH BOARD MEMBER PRIOR TO ITS FILING. THIS ALLOWS THE BOARD OF DIRECTORS AND MANAGEMENT TO REVIEW AND PROVIDE COMMENTS AND EXPLANATIONS REGARDING THE FORM.
FORM 990, PART VI, SECTION B, LINE 12C	BOARD MEMBERS AND OFFICERS ARE REQUIRED TO ANNUALLY DISCLOSE ANY CONFLICTS OF INTEREST THEY MAY HAVE WITH THE ORGANIZATION. THE TREASURER REVIEWS EACH POLICY STATEMENT SIGNED BY THESE INDIVIDUALS TO DETERMINE IF ANY CONFLICTS HAVE OCCURRED AND NEED TO BE BROUGHT TO THE ATTENTION OF THE BOARD. IF A CONFLICT ARISES, THE RESPECTIVE BOARD MEMBER WILL ABSTAIN HIM/HERSELF FROM ANY RELATED DISCUSSION, VOTE OR SIMILAR ACTION ON THE MATTER.
FORM 990, PART VI, SECTION B, LINE 15	GREENCROFT COMMUNITIES' (GC) PHILOSOPHY IS TO COMPENSATE TEAM MEMBERS IN A FAIR MANNER FOR THE WORTH OF WORK PROVIDED WITHIN THE CURRENT MARKET VALUE RANGE FOR EACH POSITION IN THE ORGANIZATION. GC WILL CONDUCT PERIODIC REVIEW OF THE MARKET TO DEVELOP AVERAGE WAGES FOR POSITIONS WITHIN GREENCROFT COMMUNITIES. GREENCROFT COMMUNITIES WILL START EMPLOYEES THAT MEET THE MINIMUM REQUIREMENTS FOR THE POSITION AT/OR NEAR THE STARTING WAGE. EMPLOYEES WITH EXPERIENCE IN A JOB ARE HIRED HIGHER UP IN THE WAGE SCALE. A HIRING GRID IS USED FOR UP TO ELEVEN YEARS OF EXPERIENCE. OUR COMPENSATION PHILOSOPHY FOR STAFF OF OUR ORGANIZATION IS BASED ON THE VARIOUS TIERS. THE FIRST TIER IS GENERAL AND MANAGEMENT STAFF. WE HAVE HIRED AN OUTSIDE CONSULTANT TO DEVELOP A COMPENSATION SYSTEM FOR ALL OF GREENCROFT COMMUNITIES' POSITIONS. THE CONSULTANTS DEVELOPED A SYSTEM WITH WAGE SCALES THAT USE THE MARKETPLACE AVERAGE FOR KEY POSITIONS AS THE STARTING POINT FOR THE SCALES. THE WAGE SCALES HAVE A MINIMUM, A 25TH PERCENTILE, A 50TH PERCENTILE (AVERAGE) A 75TH PERCENTILE AND A MAXIMUM. WE STRIVE TO KEEP THE AVERAGE PAY IN THE MARKETPLACE FOR POSITIONS AT THE MID-POINT OF OUR PAY RANGE FOR A POSITION DEVELOPED BY OUR CONSULTANTS. PERIODICALLY WE HIRE A CONSULTANT TO UPDATE THE MARKETPLACE AVERAGE FOR SEVERAL KEY POSITIONS. THE CONSULTANT WILL USE AREA MARKETPLACE DATA, LEADINGAGE DATA, AND OTHER INDUSTRY DATA TO DEVELOP THE AVERAGE. OUR COMPENSATION PHILOSOPHY FOR EXECUTIVE STAFF (VICE PRESIDENTS AND ABOVE) OF OUR ORGANIZATION IS SLIGHTLY DIFFERENT. THE SECOND TIER IS VICE PRESIDENTS. THE WAGE SCALE SYSTEM IS THE SAME FOR OUR STAFF. HOWEVER, OUR POLICY STATES THAT VICE PRESIDENTS CAN EARN UP TO THE 85TH PERCENTILE OF THE RANGE FOR THEIR POSITION. OUR THIRD TIER IS SENIOR VICE PRESIDENTS AND CEO STAFF. THE WAGE SCALE SYSTEM IS THE SAME FOR OUR STAFF. HOWEVER, THERE ARE TWO DIFFERENCES. FIRST, THE POLICY STATES THAT SENIOR VICE PRESIDENTS AND THE CEO CAN EARN UP TO THE 75TH PERCENTILE OF THE RANGE FOR THEIR POSITION. THE PAY RANGE USES THE MARKETPLACE MEDIAN AS THE MID-POINT FOR THESE PAY RANGES, NOT THE MARKETPLACE AVERAGE. GENERALLY, THE MEDIAN IS BELOW THE AVERAGE. THE BOARD HAS ALSO DESIGNED A QUALIFIED DEFERRED COMPENSATION PROGRAM FOR THIS TIER OF EMPLOYEE. ANNUALLY THE BOARD SETS ASIDE UP TO 10% OF THESE EMPLOYEES' WAGES IN THIS PROGRAM. ANNUALLY THE BOARD REVIEWS THE SALARY AND WAGE COMPARISONS FOR EACH EXECUTIVE STAFF MEMBER. A FISCAL YEAR 2019 SURVEY OF OUR EXECUTIVE POSITIONS SHOW THE FOLLOWING BREAKDOWNS: VP, SENIOR VP & CEO: NUMBER OF EMPLOYEES IN GROUP 0 TO 24TH PERCENTILE - 0 (0%) 25TH TO 49TH PERCENTILE - 1 (8%) 50TH TO 74TH PERCENTILE - 9 (75%) 75TH TO 100TH PERCENTILE - 2 (17%) THE OVERALL COMPENSATION POLICY, THE VPS COMPENSATION POLICES AND THE CEO COMPENSATION POLICY ARE APPROVED BY THE GREENCROFT COMMUNITIES (GC) BOARD OF DIRECTORS. THE VARIOUS AFFILIATES IN THE GC STRUCTURE REVIEW THE COMPENSATION POLICIES. ANNUALLY THE GC BOARD AND ITS AFFILIATE BOARDS REVIEW THE COMPENSATION OF THEIR RESPECTIVE EXECUTIVE TEAMS. THEY COMPARE BASE WAGES AND VARIABLE PAY PLAN WITH NATIONAL DATA PROVIDED BY LEADINGAGE (FORMERLY THE AMERICAN ASSOCIATION OF HOMES AND SERVICES FOR THE AGING - AAHSA). THE BOARDS REVIEW THE CURRENT WAGE, THE PERCENTILE RANKING OF THE EMPLOYEE IN HIS/HER RESPECTIVE RANGE AND THE MEDIAN OF THE MARKETPLACE COMPARED TO THE MID-POINT OF THE EMPLOYEE'S RANGE. THE BOARDS DOCUMENT THESE MEETINGS AND ACTIONS TAKEN IN THEIR BOARD MINUTES. THE GC BOARD HAS REVIEWED THE BASE WAGE AND THE VARIABLE PAY FOR THE PRESIDENT AND CEO OF GREENCROFT COMMUNITIES. IN THE FISCAL YEAR 2019 THIS POSITION WAS, COMPARED TO SIMILAR SIZE NON-PROFIT ORGANIZATIONS, AT THE 37TH PERCENTILE OF THE MARKET FOR BASE COMPENSATION (DOWN FROM 47TH PERCENTILE LAST YEAR), THE 56TH PERCENTILE OF THE MARKET FOR TOTAL CASH COMPENSATION (DOWN FROM 58TH PERCENTILE LAST YEAR) AND AT THE 12TH PERCENTILE OF THE MARKET FOR THE VARIABLE PAY COMPENSATION. THE LEADINGAGE/ZIEGLER 2019 DATA SHOWS TOTAL COMPENSATION TO BE $299,040 TO $760,280. THE GC BOARD HAS REVIEWED THE BASE WAGE AND THE VARIABLE PAY FOR THE CFO OF GREENCROFT COMMUNITIES. IN THE FISCAL YEAR 2019 THIS POSITION WAS, COMPARED TO SIMILAR SIZE NON-PROFIT ORGANIZATIONS, AT THE 64TH PERCENTILE OF THE RANGE FOR BASE COMPENSATION, THE 46TH PERCENTILE OF THE MARKET FOR TOTAL CASH COMPENSATION AND AT THE 0 PERCENTILE OF THE MARKET FOR THE VARIABLE PAY COMPENSATION. THE LEADINGAGE/ZIEGLER 2019 DATA SHOWS TOTAL COMPENSATION TO BE $176,450 TO $409,380. EIGHT YEARS AGO, THE BOARD ADDED AN UNQUALIFIED SERP PROGRAM FOR THE TOP TWO EXECUTIVES (THE CEO AND THE CFO) OF THE ORGANIZATION. THE PURPOSE IS IN RECOGNITION OF TEN YEARS OF POSITIVE PERFORMANCE AND TO SERVE AS A RETENTION INCENTIVE, SO THE ORGANIZATION DOES NOT LOSE THIS TALENT TO OTHERS OFFERING A MORE COMPETITIVE WAGE. PAYMENTS INTO THE SERP ARE BASED ON LONGEVITY AND ORGANIZATIONAL PERFORMANCE. ANNUALLY THE BOARD REVIEWS FINANCIAL PERFORMANCE AND ALLOCATES A DOLLAR AMOUNT INTO AN UNQUALIFIED SERP FOR THESE TWO EXECUTIVES. THE EXECUTIVES NEED TO BE EMPLOYED AT GC AT THE QUALIFYING AGE TO BE ELIGIBLE FOR PAYMENT FROM THIS FUND, IF THEY ARE NOT EMPLOYED THE FUNDS REMAIN WITH GC. THE CFO'S SERP WAS PAID OUT IN 2018. IF THE CEO WERE TO RECEIVE THE FUNDS TODAY, HE WOULD EARN APPROXIMATELY THE 56TH PERCENTILE (DOWN FROM 58TH PERCENTILE LAST YEAR) OF TOTAL COMPENSATION COMPARED TO PEERS WITH THE RANGE FOR THEIR RESPECTIVE POSITIONS. ADDITIONALLY, THE BOARD LOOKED AT TWO ADDITIONAL DATA SOURCES FOR WAGE COMPARISONS. 1) GUIDESTAR 2019 DATA SHOWS THAT CEOS OF RETIREMENT SERVICES NON-PROFITS OF SIMILAR SIZE BASE COMPENSATION RANGE FROM $189,537 TO $820,510. 2) LEADINGAGE/ZIEGLER 2019 DATA SHOWS THAT FOR-PROFIT CEOS BASE COMPENSATION RANGE IS $360,700 TO $821,700 AND TOTAL CASH COMPENSATION RANGE IS $742,500 TO $1,857,600. THIS PROCESS WAS LAST PERFORMED IN FISCAL YEAR 2019.
FORM 990, PART VI, SECTION C, LINE 19	GOVERNING DOCUMENTS, FINANCIAL STATEMENTS, AND CONFLICT OF INTEREST POLICIES ARE NOT REQUIRED DISCLOSURES PURSUANT TO INTERNAL REVENUE CODE (IRC) SECTION 6104. THESE DOCUMENTS ARE NOT AVAILABLE TO THE PUBLIC AT THIS TIME.
FORM 990, PART XII, LINE 2C:	THE AUDIT PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR.

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2018

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

Complete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
MediumBullet

Attach to Form 990.
MediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2018

Open to Public Inspection

Name of the organization

GREENCROFT RETIREMENT COMMUNITIES INC

Employer identification number

30-0036587

Part I

Identification of Disregarded Entities Complete if the organization answered "Yes" on Form 990, Part IV, line 33.

(a) Name, address, and EIN (if applicable) of disregarded entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Total income	(e) End-of-year assets	(f) Direct controlling entity

Part II

Identification of Related Tax-Exempt Organizations Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1)GREENCROFT COMMUNITIES FOUNDATION INC PO BOX 819 GOSHEN,IN46527 23-7126990	FUNDRAISING	IN	501(C)(3)	LINE 7	GREENCROFT RETIREMENT COMMUNITIES INC	Yes
(2)GREENCROFT GOSHEN INC PO BOX 819 GOSHEN,IN46527 35-1270709	HEALTHCARE	IN	501(C)(3)	LINE 10	GREENCROFT RETIREMENT COMMUNITIES INC	Yes
(3)GREENCROFT CENTRAL MANOR INC PO BOX 819 GOSHEN,IN46527 35-6047318	HOUSING	IN	501(C)(3)	LINE 10	GREENCROFT RETIREMENT COMMUNITIES INC	Yes
(4)GREENCROFT MANOR II INC PO BOX 819 GOSHEN,IN46527 35-1377430	HOUSING	IN	501(C)(3)	LINE 10	GREENCROFT RETIREMENT COMMUNITIES INC	Yes
(5)GREENCROFT MANOR III INC PO BOX 819 GOSHEN,IN46527 35-1431475	HOUSING	IN	501(C)(3)	LINE 10	GREENCROFT RETIREMENT COMMUNITIES INC	Yes
(6)GREENCROFT MIDDLEBURY INC PO BOX 819 GOSHEN,IN46527 30-0036865	HOUSING	IN	501(C)(3)	LINE 10	GREENCROFT RETIREMENT COMMUNITIES INC	Yes
(7)GREENCROFT HOME HEALTH SERVICES INC PO BOX 819 GOSHEN,IN46527 35-1606010	HOME HEALTH	IN	501(C)(3)	LINE 10	GREENCROFT RETIREMENT COMMUNITIES INC	Yes
(8)HAVEN HUBBARD HOMES INC DBA HAMILTON GROVE 31869 CHICAGO TRAIL NEW CARLISLE,IN46552 35-0870110	HEALTHCARE	IN	501(C)(3)	LINE 10	GREENCROFT RETIREMENT COMMUNITIES INC	Yes
(9)SOUTHFIELD VILLAGE INC 6450 MIAMI CIRCLE SOUTH BEND,IN46614 35-1866553	HEALTHCARE	IN	501(C)(3)	LINE 10	GREENCROFT RETIREMENT COMMUNITIES INC	Yes
(10)WALNUT HILLS RETIREMENT COMMUNITIES INC PO BOX 129 WALNUT CREEK,OH44687 35-1317338	HEALTHCARE	IN	501(C)(3)	LINE 10	GREENCROFT RETIREMENT COMMUNITIES INC	Yes
(11)CHICAGO TRAIL VILLAGE INC 31891 CHICAGO TRAIL NEW CARLISLE,IN46552 31-0990629	HOUSING	IN	501(C)(3)	LINE 10	HAVEN HUBBARD HOMES INC DBA HAMILTON GROVE	Yes
(12)OAK GROVE CHRISTIAN RETIREMENT VILLAGE INC 221 WEST DIVISION ROAD DEMOTTE,IN46310 35-1986767	HEALTHCARE	IN	501(C)(3)	LINE 10	GREENCROFT RETIREMENT COMMUNITIES INC	Yes
(13)MENNONITE HEALTH SERVICES 234 S MAIN STREET SUITE A GOSHEN,IN46526 23-1421919	HEALTHCARE	IN	501(C)(3)	LINE 10	GREENCROFT RETIREMENT COMMUNITIES INC		No
(14)EDGEWATER PLACE INC 11351 LAFAYETTE PLAIN CITY ROAD PLAIN CITY,OH43064 82-3596152	HEALTHCARE	IN	501(C)(3)	LINE 10	GREENCROFT RETIREMENT COMMUNITIES INC	Yes

For Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50135Y

Schedule R (Form 990) 2018

Page 2

Part III

Identification of Related Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

Part IV

Identification of Related Organizations Taxable as a Corporation or Trust Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets		Yes	No
(1) GREENCROFT MANAGEMENT INC PO BOX 819 GOSHEN,IN46527 27-0259652	MANAGEMENT SERVICES	IN	GREENCROFT RETIREMENT COMMUNITIES INC	C	-6,974	71,031	100.000 %	Yes

Schedule R (Form 990) 2018

Page 3

Part V

Transactions With Related Organizations Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36.

Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.

Yes

1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?

a Receipt of (i) interest, (ii) annuities, (iii) royalties, or (iv) rent from a controlled entity .....................

Yes

b Gift, grant, or capital contribution to related organization(s) ............................

Yes

c Gift, grant, or capital contribution from related organization(s) ............................

d Loans or loan guarantees to or for related organization(s) ............................

Yes

e Loans or loan guarantees by related organization(s) ............................

Yes

f Dividends from related organization(s) ............................

g Sale of assets to related organization(s) ............................

h Purchase of assets from related organization(s) ............................

i Exchange of assets with related organization(s) ............................

j Lease of facilities, equipment, or other assets to related organization(s) .......................

k Lease of facilities, equipment, or other assets from related organization(s) ......................

l Performance of services or membership or fundraising solicitations for related organization(s) .....................

Yes

m Performance of services or membership or fundraising solicitations by related organization(s) .................

Yes

n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) ...................

Yes

o Sharing of paid employees with related organization(s) ............................

Yes

p Reimbursement paid to related organization(s) for expenses ............................

q Reimbursement paid by related organization(s) for expenses ............................

Yes

r Other transfer of cash or property to related organization(s) ............................

s Other transfer of cash or property from related organization(s) ............................

If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) GREENCROFT GOSHEN INC	A	45,600	ACTUAL COST
(2) GREENCROFT MIDDLEBURY INC	A	10,000	ACTUAL COST
(3) EDGEWATER PLACE INC	B	100,000	CASH VALUE
(4) EDGEWATER PLACE INC	D	1,300,000	CASH VALUE
(5) GREENCROFT MIDDLEBURY INC	D	2,000,000	CASH VALUE
(6) WALNUT HILLS RETIREMENT COMMUNITIES INC	D	500,000	CASH VALUE
(7) GREENCROFT MANOR II INC	E	1,500,000	CASH VALUE
(8) GREENCROFT GOSHEN INC	L	1,915,584	ACTUAL COST
(9) GREENCROFT MANOR II INC	L	94,143	ACTUAL COST
(10) GREENCROFT MANOR III INC	L	59,888	ACTUAL COST
(11) GREENCROFT MIDDLEBURY INC	L	62,425	ACTUAL COST
(12) HAVEN HUBBARD HOMES INC	L	465,190	ACTUAL COST
(13) OAK GROVE CHRISTIAN RETIREMENT VILLAGE INC	L	339,068	ACTUAL COST
(14) SOUTHFIELD VILLAGE INC	L	250,420	ACTUAL COST
(15) WALNUT HILLS RETIREMENT COMMUNITIES INC	L	269,747	ACTUAL COST
(16) GREENCROFT GOSHEN INC	M	58,657	ACTUAL COST

Schedule R (Form 990) 2018

Page 4

Part VI

Unrelated Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 37.

Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.

(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(e) Are all partners section 501(c)(3) organizations?		(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	Yes	No	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

Schedule R (Form 990) 2018

Page 5

Part VII

Supplemental Information

Provide additional information for responses to questions on Schedule R (see instructions).

Return Reference	Explanation

Schedule R (Form 990) 2018

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: GREENCROFT RETIREMENT COMMUNITIES' MISSION IS TO PROVIDE MANAGEMENT & SUPPORT SERVICES TO RELATED NOT-FOR-PROFIT ORGANIZATIONS THAT PROVIDE AFFORDABLE HOUSING, QUALITY CARE, AND CHARITY CARE FOR OLDER ADULTS.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	9
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	9
5	Total number of individuals employed in calendar year 2018 (Part V, line 2a) ......	5	46
6	Total number of volunteers (estimate if necessary) .............	6	26
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	0
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	4,000	0
9	Program service revenue (Part VIII, line 2g) .........	4,807,346	5,050,062
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	120,109	70,358
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	4,125	6,715
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	4,935,580	5,127,135
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	29,445	128,222
14	Benefits paid to or for members (Part IX, column (A), line 4).....	0	0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	4,352,384	3,948,830
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	1,111,138	1,340,260
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	5,492,967	5,417,312
19	Revenue less expenses. Subtract line 18 from line 12.......	-557,387	-290,177
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	9,683,597	11,226,375
21	Total liabilities (Part X, line 26).............	1,822,049	3,637,913
22	Net assets or fund balances. Subtract line 21 from line 20.....	7,861,548	7,588,462

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 3,923,766 including grants of $ 128,222 ) (Revenue $ 5,050,062 )
	GREENCROFT RETIREMENT COMMUNITIES, INC (GRC) IS THE SPONSOR OF THIRTEEN NOT-FOR-PROFIT CONTINUING CARE RETIREMENT COMMUNITIES (CCRC) AND HUD FACILITIES. GRC PROVIDES THEM WITH SUPPORT AND SERVICES, AND GIVES 2,300 ELDERLY RESIDENTS OF ALL ECONOMIC LEVELS AN ENVIRONMENT THAT EMBRACES THEIR CREATIVITY AND CONTRIBUTIONS, AS WELL AS THE CHALLENGES OF AGING. AT LEAST 35 PERCENT OF RESIDENTS HAVE INCOME BELOW THE FEDERAL POVERTY LINE. RESIDENTS WHO DO NOT MISUSE THEIR ASSETS ARE ELIGIBLE FOR SUPPORT FROM THE GREENCROFT COMMUNITIES FOUNDATION (ANOTHER RELATED ORGANIZATION) IF THEIR ASSETS RUN OUT. FOR THE ORGANIZATION, AS A WHOLE, OVER 20% OF TOTAL REVENUES WERE USED TO PROVIDE COMMUNITY BENEFITS, WHICH INCLUDES INDIGENT/CHARITY CARE AND MEDICARE WRITE-OFFS.

4b	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4c	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses3,923,766

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)		(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(18) JOSEPH DORAN........................................................................ ADMINISTRATOR - SOUTHFIELD VILLAGE	0.00 .......................40.00	X	132,157	0	9,149
(19) ROSEMARY WEEKS........................................................................ ADMINISTRATOR - OAK GROVE	0.00 .......................40.00	X	129,694	0	20,631
(20) STEVEN SCHAFF........................................................................ ADMINISTRATOR - GOLDEN YEARS	50.00 .......................0.00	X	136,818	0	34,830
(21) BRENT NAFZIGER........................................................................ ADMINISTRATOR - GREENCROFT GOSHEN	2.00 .......................43.10	X	147,959	0	30,875

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)...........	2,316,863	0	545,149

1a	Federated campaigns..	1a
b	Membership dues..	1b
c	Fundraising events..	1c
d	Related organizations	1d
e	Government grants (contributions)	1e

f	All other contributions, gifts, grants, and similar amounts not included above	1f

g	Noncash contributions included in lines 1a - 1f:$
h Total. Add lines 1a-1f.......

		Business Code
2a	MGMT/AFFILIATE SUPPORT	561000	5,050,062	5,050,062
b
c
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f ....		5,050,062

3 Investment income (including dividends, interest, and othersimilar amounts) ......			72,086			72,086
4 Income from investment of tax-exempt bond proceeds
5 Royalties...........
		(ii) Personal	(i) Real
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss)......
		(ii) Other	(i) Securities
7a	Gross amount from sales of assets other than inventory	3,500	758,177
b	Less: cost or other basis and sales expenses	0	763,405
c	Gain or (loss)	3,500	-5,228
d	Net gain or (loss).....			-1,728			-1,728
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ....
	a
b	Less: direct expenses ...b
c	Net income or (loss) from fundraising events..
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from gaming activities..
10a	Gross sales of inventory, less returns and allowances ..
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..
Business Code			Miscellaneous Revenue
11a	MISCELLANEOUS REVENUE		900099	6,715			6,715
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			6,715
12	Total revenue. See Instructions......			5,127,135	5,050,062	0	77,073

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21	128,222	128,222
2	Grants and other assistance to domestic individuals. See Part IV, line 22
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, line 15 and 16.
4	Benefits paid to or for members
5	Compensation of current officers, directors, trustees, and key employees ....	1,587,996	927,696	660,300
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....
7	Other salaries and wages	2,106,106	1,595,733	510,373
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	218,843	165,811	53,032
9	Other employee benefits .......	-99,840	-75,646	-24,194
10	Payroll taxes ...........	135,725	102,835	32,890
11	Fees for services (non-employees):
a	Management ......
b	Legal .........	27,022		27,022
c	Accounting ...........	99,542		99,542
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	244,249	244,249
12	Advertising and promotion ....	141,624	141,624
13	Office expenses .......	119,512		119,512
14	Information technology ......	118,666	118,666
15	Royalties ..
16	Occupancy ...........	85,971	85,971
17	Travel ............	38,310	38,310
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .
19	Conferences, conventions, and meetings ....	15,069		15,069
20	Interest ...........	31,875	31,875
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization ..	104,479	104,479
23	Insurance ...	18,522	18,522
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	BAD DEBT EXPENSE	118,334	118,334
b	PROF. DEVELOPMENT	86,651	86,651
c	FACILITY MAINTENANCE	48,000	48,000
d	DUES & SUBSCRIPTIONS	20,648	20,648
e	All other expenses	21,786	21,786
25	Total functional expenses. Add lines 1 through 24e	5,417,312	3,923,766	1,493,546	0
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

1	Cash–non-interest-bearing ........			200	1	200
2	Savings and temporary cash investments .........			3,317,079	2	4,133,238
3	Pledges and grants receivable, net ......				3
4	Accounts receivable, net .............			393,256	4	980,181
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L .............
					5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L ..............
					6
7	Notes and loans receivable, net ....				7
8	Inventories for sale or use ........			441	8	449
9	Prepaid expenses and deferred charges ......			500,070	9	618,086
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	1,933,945
b	Less: accumulated depreciation	10b	1,016,191	806,169	10c	917,754
11	Investments—publicly traded securities .				11
12	Investments—other securities. See Part IV, line 11 .....				12
13	Investments—program-related. See Part IV, line 11 ..				13
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........			4,666,382	15	4,576,467
16	Total assets. Add lines 1 through 15 (must equal line 34)...			9,683,597	16	11,226,375

17	Accounts payable and accrued expenses .....	529,825	17	762,067
18	Grants payable ...		18
19	Deferred revenue .........		19
20	Tax-exempt bond liabilities .........		20
21	Escrow or custodial account liability. Complete Part IV of Schedule D		21
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..		22
23	Secured mortgages and notes payable to unrelated third parties ..		23
24	Unsecured notes and loans payable to unrelated third parties ..		24
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17 - 24). Complete Part X of Schedule D	1,292,224	25	2,875,846
26	Total liabilities. Add lines 17 through 25..	1,822,049	26	3,637,913

	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets	7,861,548	27	7,588,462
28	Temporarily restricted net assets ...........		28
29	Permanently restricted net assets		29
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds .....		30
31	Paid-in or capital surplus, or land, building or equipment fund ...		31
32	Retained earnings, endowment, accumulated income, or other funds		32
33	Total net assets or fund balances ...........	7,861,548	33	7,588,462
34	Total liabilities and net assets/fund balances ........	9,683,597	34	11,226,375