Attach to Form 990 or Form 990-EZ.
Go to
www.irs.gov/Form990 for instructions and 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 | |||||
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Total |
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Calendar year
(or fiscal year beginning in)
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(a) 2017 | (b) 2018 | (c) 2019 | (d) 2020 | (e) 2021 | (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)
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(a) 2017 | (b) 2018 | (c) 2019 | (d) 2020 | (e) 2021 | (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) 2017 | (b) 2018 | (c) 2019 | (d) 2020 | (e) 2021 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | 456,942 | 494,615 | 680,812 | 1,611,628 | 767,024 | 4,011,021 |
| 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 | 29,587,105 | 31,657,732 | 30,846,387 | 29,872,677 | 30,219,446 | 152,183,347 |
| 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 | 30,044,047 | 32,152,347 | 31,527,199 | 31,484,305 | 30,986,470 | 156,194,368 |
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons | 25,000 | 288,825 | 140,500 | 1,093,923 | 958,874 | 2,507,122 |
| 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.. | 25,000 | 288,825 | 140,500 | 1,093,923 | 958,874 | 2,507,122 |
| 8 | Public support. (Subtract line 7c from line 6.) | 153,687,246 | |||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2017 | (b) 2018 | (c) 2019 | (d) 2020 | (e) 2021 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | 30,044,047 | 32,152,347 | 31,527,199 | 31,484,305 | 30,986,470 | 156,194,368 |
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | 339,002 | 1,679,615 | 1,741,359 | 1,659,906 | 921,563 | 6,341,445 |
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | 908,256 | 1,310,117 | 1,703,137 | 1,069,117 | 2,852,773 | 7,843,400 |
| c | Add lines 10a and 10b. | 1,247,258 | 2,989,732 | 3,444,496 | 2,729,023 | 3,774,336 | 14,184,845 |
| 11 | Net income from unrelated business activities not included on 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.) .. | 4,197 | 7,380 | 1,846 | 13,423 | ||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | 31,291,305 | 35,142,079 | 34,975,892 | 34,220,708 | 34,762,652 | 170,392,636 |
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
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| 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) |
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| 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): |
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| 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 0.015 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 0.035 | 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 | 1 | |
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
2 | |
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | 3 | |
| 4 Amounts paid to acquire exempt-use assets | 4 | |
| 5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI) | 5 | |
| 6 Other distributions (describe in Part VI). See instructions | 6 | |
| 7Total annual distributions. Add lines 1 through 6. | 7 | |
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
8 | |
| 9 Distributable amount for 2021 from Section C, line 6 | 9 | |
| 10 Line 8 amount divided by Line 9 amount | 10 | |
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2021 |
(iii) Distributable Amount for 2021 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2021 from Section C, line 6 | ||||
|
2
Underdistributions, if any, for years prior to 2021 (reasonable cause required-- explain in Part VI). See instructions. |
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| 3 Excess distributions carryover, if any, to 2021: | ||||
| a From 2016....... | ||||
| b From 2017....... | ||||
| c From 2018....... | ||||
| d From 2019....... | ||||
| e From 2020....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2021 distributable amount | ||||
|
i
Carryover from 2016 not applied (see instructions) |
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| j Remainder. Subtract lines 3g, 3h, and 3i from line 3f. | ||||
| 4Distributions for 2021 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2021 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from line 4. | ||||
|
5
Remaining underdistributions for years prior to 2021, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions. |
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|
6
Remaining underdistributions for 2021. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions. |
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7 Excess distributions carryover to 2022. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a Excess from 2017..... | ||||
| b Excess from 2018..... | ||||
| c Excess from 2019..... | ||||
| d Excess from 2020..... | ||||
| e Excess from 2021..... | ||||
| Facts And Circumstances Test |
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| Return Reference | Explanation |
|---|---|
| SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: | OTHER INCOME - 2019 AMOUNT: $ 4,197. 2020 AMOUNT: $ 7,380. 2021 AMOUNT: $ 1,846. |
| 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 VI, SECTION A, LINE 1A | THE EXECUTIVE COMMITTEE SHALL CONSIST OF THE CHAIR OF THE BOARD, VICE-CHAIRS, SECRETARY, TREASURER, AND ONE ADDITIONAL TRUSTEE WHO IS NOT AN OFFICER WHO SHALL BE ELECTED BY THE BOARD AT THE ANNUAL MEETING FOR A TERM OF ONE YEAR. AT LEAST ONE MEMBER OF THE EXECUTIVE COMMITTEE SHALL BE A TRUSTEE WHO IS A RESIDENT OF WAVERLY HEIGHTS, LTD. THE EXECUTIVE COMMITTEE SHALL HAVE FULL AUTHORITY TO MANAGE AND CONTROL THE BUSINESS AND AFFAIRS OF THE WAVERLY HEIGHTS, LTD. BETWEEN MEETINGS OF THE BOARD, WITH ALL OF THE POWERS OF THE BOARD ITSELF, EXCEPT THAT IT SHALL NOT HAVE THE POWER OR AUTHORITY AS TO THE FOLLOWING: (A) THE APPROVAL OF ANY ACTION REQUIRING THE APPROVAL OF THE BOARD ON A MATTER TRADITIONALLY RESERVED TO A BOARD OF TRUSTEES OF A NOT-FOR-PROFIT CORPORATION WITHOUT VOTING MEMBERS UNDER THE LAWS OF THE COMMONWEALTH OF PENNSYLVANIA, INCLUDING, WITHOUT LIMITATION, ANY TRANSACTION GOVERNED BY THE ENTITY TRANSACTIONS LAW (15 PA CONS. STAT. ANN. 311 ET. SEQ.); (B) THE CREATION OF OR FILLING OF VACANCIES IN THE BOARD; (C) THE ADOPTION, AMENDMENT OR REPEAL OF THESE BYLAWS; (D) THE AMENDMENT OR REPEAL OF ANY RESOLUTION OF THE BOARD; AND (E) ACTION ON MATTERS COMMITTED BY A RESOLUTION OF THE BOARD TO ANOTHER COMMITTEE OF THE BOARD. |
| FORM 990, PART VI, SECTION A, LINE 4 | THE ORGANIZATION UPDATED ITS BYLAWS DURING THE TAX YEAR. SIGNIFICANT CHANGES WERE AS FOLLOWS: 1. A SECTION OF THE PURPOSE WAS UPDATED TO READ, "TO FURNISH, TO THE LIMITS OF ITS ABILITY TO DO SO, FINANCIAL SECURITY FOR PERSONS WHO HAVE BEEN ADMITTED TO SUCH FACILITIES BY MAINTAINING AT LESS THAN THE REGULAR CHARGES ANY RESIDENT WHO BECOMES UNABLE TO PAY SUCH CHARGES AND BY OPERATING SUCH FACILITIES AT REASONABLE COST." THE PREVIOUS LANGUAGE WAS, "TO FURNISH, TO THE LIMITS OF ITS ABILITY TO DO SO, FINANCIAL SECURITY FOR PERSONS WHO HAVE BEEN ADMITTED TO SUCH FACILITIES BY MAINTAINING AT LESS THAN THE REGULAR CHARGES ANY RESIDENT WHO BECOMES UNABLE TO PAY SUCH CHARGES AND BY OPERATING SUCH FACILITIES AT THE LOWEST FEASIBLE COST." 2. THE BYLAWS NOW INCLUDE A DEFINITION FOR OTHER OFFICERS: "THE BOARD MAY ELECT ADDITIONAL OFFICERS, INCLUDING AN ASSISTANT SECRETARY AND AN ASSISTANT TREASURER, TO PERFORM SUCH DUTIES AND RESPONSIBILITIES AND TO SERVE FOR SUCH PERIOD AS THE BOARD OR THE PRESIDENT MAY FROM TIME TO TIME DETERMINE." 3. THE UPDATED BYLAWS NOW INCLUDE COMMITTEE MEETING GUIDANCE, "UNLESS OTHERWISE PROVIDED IN THIS ARTICLE V, ANY COMMITTEE SHALL CONDUCT ITS BUSINESS AND AFFAIRS IN ACCORDANCE WITH THE SAME PROCEDURES AS ARE GENERALLY APPLICABLE TO THE BOARD, INCLUDING NOTICE OF MEETINGS, QUORUM REQUIREMENTS, CONFERENCE TELEPHONE OR BY OTHER ELECTRONIC TECHNOLOGY MEETINGS, NO PROXY OR ABSENTEE VOTING AND THE LIKE, UNLESS THE BOARD OTHERWISE APPROVES ANY CHANGE IN PROCEDURES IN ADVANCE." 4. THE BYLAWS NOW INCLUDE THAT COMMITTEES DO NOT HAVE THE AUTHORITY TO APPROVE "ANY ACTION REQUIRING THE APPROVAL OF THE BOARD ON A MATTER TRADITIONALLY RESERVED TO A BOARD OF TRUSTEES OF A NOT-FOR-PROFIT CORPORATION WITHOUT VOTING MEMBERS UNDER THE LAWS OF THE COMMONWEALTH OF PENNSYLVANIA, INCLUDING, WITHOUT LIMITATION, ANY TRANSACTION GOVERNED BY THE ENTITY TRANSACTIONS LAW (15 PA CONS. STAT. ANN. 311 ET. SEQ.)." 5. THE CONSIDERATION AND PRIOR YEAR APPROVAL OF CONTRACTS AND OTHER TRANSACTIONS INVOLVING AN INTERESTED PARTY WAS UPDATED TO "NO CONTRACT OR TRANSACTION BETWEEN THE CORPORATION AND ONE OR MORE OF ITS TRUSTEES, OFFICERS OR A MEMBER OF ANY COMMITTEE, OR BETWEEN THE CORPORATION AND ANY OTHER CORPORATION, PARTNERSHIP, ASSOCIATION, OR OTHER ORGANIZATION IN WHICH ONE OR MORE OF ITS TRUSTEES, OFFICERS OR A NON-TRUSTEE MEMBER OF ANY COMMITTEE ARE DIRECTORS OR OFFICERS, OR HAVE A FINANCIAL INTEREST, SHALL BE VOID OR VOIDABLE SOLELY FOR SUCH REASON, OR SOLELY BECAUSE THE TRUSTEE OR OFFICER IS PRESENT AT OR PARTICIPATES IN THE MEETING OF THE BOARD WHICH AUTHORIZES THE CONTRACT OR TRANSACTION, OR SOLELY BECAUSE HIS, HER OR THEIR VOTES ARE COUNTED FOR THAT PURPOSE, IF: (A) THE MATERIAL FACTS AS TO THE RELATIONSHIP OR INTEREST AND AS TO THE CONTRACT OR TRANSACTION ARE DISCLOSED OR ARE KNOWN TO THE BOARD AND THE BOARD IN GOOD FAITH AUTHORIZES THE CONTRACT OR TRANSACTION BY THE AFFIRMATIVE VOTES OF A MAJORITY OF THE DISINTERESTED TRUSTEES PRESENT AT ANY LEGALLY CONSTITUTED MEETING, EVEN THOUGH THE DISINTERESTED TRUSTEES ARE LESS THAN A QUORUM; OR (B) THE CONTRACT OR TRANSACTION IS FAIR AS TO THE CORPORATION AS OF THE TIME IT IS AUTHORIZED, APPROVED, OR RATIFIED BY THE BOARD. INTERESTED TRUSTEES MAY BE COUNTED IN DETERMINING THE PRESENCE OF A QUORUM AT A MEETING OF THE BOARD WHICH AUTHORIZES THE CONTRACT OR TRANSACTION, BUT SUCH INTERESTED TRUSTEE SHALL ABSTAIN FROM VOTING THEREON. THE BOARD MAY BY RESOLUTION ADOPT ADDITIONAL POLICIES RELATING TO CONFLICTS OF INTEREST. " PREVIOUSLY, THE BYLAWS READ, "(A) THE BOARD SHALL REVIEW AND PRE-APPROVE (IN ACCORDANCE WITH THE PROCEDURES SET FORTH IN THIS ARTICLE VI, SECTION 2) ANY CONTRACT WITH OR OTHER TRANSACTION INVOLVING ANY PERSON WHO IS OR WAS AN INTERESTED PARTY (AS DEFINED IN (F) BELOW) AND THE CORPORATION WHICH IS NOT OTHERWISE SUBJECT TO REVIEW AND PRIOR APPROVAL BY THE BOARD PRIOR TO THE EXECUTION OF SUCH CONTRACT OR CONSUMMATION OF SUCH TRANSACTION, AS THE CASE MAY BE. (B) A PROPOSED CONTRACT OR OTHER TRANSACTION WITH AN INTERESTED PARTY SHALL BE DISCLOSED AND REFERRED TO THE BOARD NOT LESS THAN TEN (10) BUSINESS DAYS PRIOR TO THE CONSIDERATION OF SUCH CONTRACT OR OTHER TRANSACTION BY THE BOARD. (C) THE BOARD SHALL BE PROVIDED WITH AND CONSIDER, AND MAY GATHER SUCH ADDITIONAL, FINANCIAL OR OTHER DATA ("COMPARABILITY DATA" AS USED IN SECTION 4958 OF THE INTERNAL REVENUE CODE) AS IT DEEMS APPROPRIATE UNDER THE CIRCUMSTANCES, INCLUDING SALARY STUDIES IN THE CASE OF COMPENSATION TO BE PAID TO AN INTERESTED PARTY, AND THE TERMS AND CONDITIONS OF OTHER CONTRACT OFFERS IF A CONTRACT UNDER CONSIDERATION WAS PROCURED THROUGH AN OPEN AND COMPETITIVE BIDDING PROCESS. (D) AN INTERESTED PARTY SHALL NOT PARTICIPATE IN ANY PROCEEDING BEFORE THE BOARD IN WHICH A CONTRACT OR OTHER TRANSACTION IN WHICH THE INTERESTED PARTY HAS AN INTEREST IS BEING CONSIDERED BY THE BOARD; PROVIDED, THE INTERESTED PARTY, AT THE REQUEST OF THE BOARD, MAY PARTICIPATE IN SUCH PROCEEDING FOR THE LIMITED PURPOSE OF RESPONDING TO ANY QUESTIONS OR PROVIDING SUCH OTHER INFORMATION AS THE BOARD MAY REQUEST REGARDING THE CONTRACT OR TRANSACTION. THE INTERESTED PARTY SHALL OTHERWISE RECUSE HIMSELF OR HERSELF FROM ANY MEETING DURING CONSIDERATION OF AND VOTING ON SUCH CONTRACT OR OTHER TRANSACTION BY THE BOARD. (E) THE BOARD SHALL CONCURRENTLY AND ADEQUATELY DOCUMENT EACH DECISION REGARDING AN INTERESTED PARTY CONTRACT OR OTHER TRANSACTION. THE DOCUMENTATION OF SUCH DECISION SHALL INCLUDE, WITHOUT LIMITATION: (A) THE TERMS OF THE CONTRACT (WHICH MAY BE INCORPORATED BY REFERENCE BY ATTACHING A COPY OF SUCH CONTRACT TO THE MINUTES OF THE MEETING) OR OTHER TRANSACTION THAT WAS APPROVED AND THE DATE IT WAS APPROVED; (B) THE MEMBERS OF THE BOARD WHO WERE PRESENT DURING DEBATE ON THE CONTRACT OR OTHER TRANSACTION THAT WAS APPROVED AND THOSE WHO VOTED ON IT; (C) THE COMPARABILITY DATA OBTAINED AND RELIED UPON BY THE BOARD AND HOW THE DATA WAS OBTAINED; AND (D) ANY ACTIONS TAKEN WITH RESPECT TO CONSIDERATION OF THE CONTRACT OR OTHER TRANSACTION BY ANYONE WHO IS OTHERWISE A MEMBER OF THE BOARD BUT WHO IS AN INTERESTED PARTY WITH RESPECT TO THE CONTRACT OR OTHER TRANSACTION. IF THE BOARD DETERMINES THAT REASONABLE COMPENSATION FOR A SPECIFIC ARRANGEMENT, OR THE CONSIDERATION TO BE PAID BY THE CORPORATION IN A SPECIFIC CONTRACT OR OTHER TRANSACTION, IS HIGHER OR LOWER THAN THE RANGE OF COMPARABILITY DATA OBTAINED, THE BOARD MUST RECORD THE BASIS FOR ITS DETERMINATION. FOR A DECISION TO BE DOCUMENTED CONCURRENTLY, MINUTES OF THE MEETING IN WHICH THE CONTRACT OR OTHER TRANSACTION IS REVIEWED MUST BE PREPARED BEFORE THE LATER OF THE NEXT MEETING OF THE BOARD OR 60 DAYS AFTER THE FINAL ACTION OR ACTIONS OF THE BOARD REGARDING SUCH CONTRACT OR OTHER TRANSACTION ARE TAKEN. SUCH MINUTES MUST BE REVIEWED AND APPROVED BY THE BOARD AS REASONABLE, ACCURATE AND COMPLETE WITHIN A REASONABLE TIME PERIOD THEREAFTER. (F) FOR THESE PURPOSES, AN "INTERESTED PARTY" SHALL MEAN ANY PERSON WHO IS A "DISQUALIFIED PERSON" WITHIN THE MEANING OF SECTION 4958 OF THE INTERNAL REVENUE CODE, AS WELL AS ANY OTHER PERSON WHO HAS A POTENTIAL CONFLICT OF INTEREST IN ANY TRANSACTION, INCLUDING ANY CONTRACT ENTERED INTO, WITH THE CORPORATION AS DETERMINED BY THE BOARD, IN ITS SOLE DISCRETION. ACCORDINGLY, A DISQUALIFIED PERSON WILL INCLUDE ANY PERSON WHO WITHIN THE FIVE-YEAR PERIOD ENDING ON THE PROPOSED DATE OF SUCH CONTRACT OR OTHER TRANSACTION IS IN A POSITION TO EXERCISE SUBSTANTIAL INFLUENCE OVER THE AFFAIRS OF THE CORPORATION, A MEMBER OF SUCH PERSON'S FAMILY (INCLUDING HIS OR HER SPOUSE, ANCESTORS, DESCENDANTS AND THEIR SPOUSES, AND SIBLINGS AND THEIR SPOUSES) OR ANY ENTITY IN WHICH SUCH PERSON OWNS OR CONTROLS THIRTY FIVE PERCENT (35%) OR MORE OF THE INTERESTS IN SUCH ENTITY. EXAMPLES OF PERSONS CONSIDERED TO BE IN A POSITION TO EXERCISE SUBSTANTIAL INFLUENCE OVER THE EXEMPT ORGANIZATION INCLUDE BOARD MEMBERS, OFFICERS, HIGHLY PAID EMPLOYEES AND SUBSTANTIAL DONORS TO THE CORPORATION." |
| FORM 990, PART VI, SECTION A, LINE 4 | 6. THE BYLAWS NOW INCLUDE AN ARBITRATION PROVISION: GENERAL RULE. ANY DISPUTE RELATED TO THE RIGHT TO INDEMNIFICATION, CONTRIBUTION OR ADVANCEMENT OF EXPENSES AS PROVIDED UNDER THIS ARTICLE, EXCEPT WITH RESPECT TO INDEMNIFICATION FOR LIABILITIES ARISING UNDER THE SECURITIES ACT OF 1933 THAT THE CORPORATION HAS UNDERTAKEN TO SUBMIT TO A COURT FOR ADJUDICATION, SHALL BE DECIDED ONLY BY ARBITRATION IN THE METROPOLITAN AREA IN WHICH THE REGISTERED OFFICE OF THE CORPORATION IS LOCATED AT THE TIME, IN ACCORDANCE WITH THE COMMERCIAL ARBITRATION RULES THEN IN EFFECT OF THE AMERICAN ARBITRATION ASSOCIATION, BEFORE A PANEL OF THREE ARBITRATORS, ONE OF WHOM SHALL BE SELECTED BY THE CORPORATION, THE SECOND OF WHOM SHALL BE SELECTED BY THE REPRESENTATIVE AND THE THIRD OF WHOM SHALL BE SELECTED BY THE OTHER TWO ARBITRATORS WHO SHALL SERVE AS CHAIR OF THE TRIBUNAL. IN THE ABSENCE OF THE AMERICAN ARBITRATION ASSOCIATION, OR IF FOR ANY REASON ARBITRATION UNDER THE ARBITRATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION CANNOT BE INITIATED, OR IF ONE OF THE PARTIES FAILS OR REFUSES TO SELECT AN ARBITRATOR OR IF THE ARBITRATORS SELECTED BY THE CORPORATION AND THE REPRESENTATIVE CANNOT AGREE ON THE SELECTION OF THE THIRD ARBITRATOR WITHIN 30 DAYS AFTER SUCH TIME AS THE CORPORATION AND THE REPRESENTATIVE HAVE EACH BEEN NOTIFIED OF THE SELECTION OF THE OTHER'S ARBITRATOR, THE NECESSARY ARBITRATOR OR ARBITRATORS HAVE EACH BEEN NOTIFIED OF THE SELECTION OF THE OTHER'S ARBITRATOR, THE NECESSARY ARBITRATOR OR ARBITRATORS SHALL BE SELECTED BY THE PRESIDING JUDGE OF THE COURT OF COMMON PLEAS OF THE COUNTY WHERE THE CORPORATION'S REGISTERED OFFICE IS LOCATED. (B) BURDEN OF PROOF. THE PARTY OR PARTIES CHALLENGING THE RIGHT OF REPRESENTATIVE TO THE BENEFITS OF THIS ARTICLE SHALL HAVE THE BURDEN OF PROOF. (C) EXPENSES. THE CORPORATION SHALL REIMBURSE THE REPRESENTATIVE FOR THE EXPENSES (INCLUDING REASONABLE ATTORNEY'S FEES AND COSTS) INCURRED IN SUCCESSFULLY PROSECUTING OR DEFENDING SUCH ARBITRATION. (D) EFFECT. ANY AWARD ENTERED BY THE ARBITRATORS SHALL BE FINAL, BINDING AND NONAPPEALABLE AND JUDGMENT MAY BE ENTERED THEREON BY ANY PARTY IN ACCORDANCE WITH APPLICABLE LAW IN ANY COURT OF COMPETENT JURISDICTION, EXCEPT THAT THE CORPORATION SHALL BE ENTITLED TO INTERPOSE AS A DEFENSE IN ANY SUCH JUDICIAL ENFORCEMENT PROCEEDING ANY PRIOR FINAL JUDICIAL DETERMINATION ADVERSE TO THE REPRESENTATIVE UNDER SECTION 1 IN A PROCEEDING NOT DIRECTLY INVOLVING INDEMNIFICATION UNDER THIS ARTICLE. THIS ARBITRATION PROVISION SHALL BE SPECIFICALLY ENFORCEABLE. |
| FORM 990, PART VI, SECTION B, LINE 11B | THE FORM 990 IS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM AND THEN REVIEWED BY THE CFO AND CONTROLLER. THE AUDIT COMMITTEE OF THE BOARD PERFORMS A FINAL REVIEW AND A THEN A COPY IS PROVIDED TO ALL MEMBERS OF THE BOARD OF TRUSTEES BEFORE FILING WITH THE INTERNAL REVENUE SERVICE. |
| FORM 990, PART VI, SECTION B, LINE 12C | WAVERLY HEIGHTS, LTD.'S CONFLICT OF INTEREST POLICY IS REVIEWED ANNUALLY TO PROVIDE GUIDANCE TO GOVERNING BOARD MEMBERS. ALL NEW MEMBERS SIGN OFF ON THIS POLICY UPON APPOINTMENT TO THE BOARD. ANY POSSIBLE CONFLICT OF INTEREST ON THE PART OF THE GOVERNING BOARD MEMBERS IS REQUIRED TO BE TIMELY DISCLOSED UPON REALIZATION OF THE POTENTIAL CONFLICT TO THE OTHER MEMBERS OF THE BOARD AND MADE A MATTER OF RECORD WHEN THE CONFLICT BECOMES A MATTER OF BOARD ACTION. THE BOARD MAKES THE DECISION AS TO WHETHER A POTENTIAL CONFLICT IS AN ACTUAL CONFLICT. ANY GOVERNING BOARD MEMBERS HAVING A CONFLICT OF INTEREST SHALL NOT VOTE OR USE THEIR PERSONAL INFLUENCE ON THE MATTER, EVEN WHERE PERMITTED BY LAW. THE MINUTES OF THE MEETING SHALL REFLECT THE DISCLOSURE, ABSTENTION AND THE QUORUM. |
| FORM 990, PART VI, SECTION B, LINE 15 | COMPENSATION FOR THE PRESIDENT & CEO, OTHER OFFICERS AND KEY EMPLOYEES OF WAVERLY HEIGHTS, LTD. IS DETERMINED BY THE BOARD HUMAN RESOURCES COMMITTEE BASED ON THE RECOMMENDATIONS FROM AN INDEPENDENT CONSULTANT. THE CONSULTANT BASES THEIR INFORMATION ON SURVEY DATA FROM SIMILAR LIFE PLAN COMMUNITIES AND EXTERNAL DATA. ADDITIONALLY, ANY SIGNIFICANT ADJUSTMENTS FOR CHANGE AND ANNUAL ADJUSTMENTS ARE REVIEWED AND RECOMMENDED BY THE BOARD HUMAN RESOURCES COMMITTEE TO THE BOARD OF TRUSTEES. THIS PROCESS WAS REVIEWED AND APPROVED IN 2021. THE DELIBERATION AND FINAL DECISION WERE DOCUMENTED IN THE BOARD AND COMMITTEE MINUTES WITH SPECIFIC DETAILS DOCUMENTED IN CONFIDENTIAL EMPLOYEE FILES. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE ALL MADE AVAILABLE TO THE PUBLIC UPON REQUEST. |
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