2024-08-29T08:14:07-05:00 2023-12-31 410746749 CLIFTONLARSONALLEN LLP 4 BATTERYMARCH PARK SUITE 100 QUINCY MA 02169 990 2023-01-01 222535376 WAKE ROBIN CORPORATION WAKE 8022645100 200 WAKE ROBIN DRIVE SHELBURNE VT 05482 MARYSUE KELSEN CHIEF FINANCIAL OFFICER 8022645109 2024-08-27 1 0 DANIELLE NIHILL P01350943 7819821001 2024-08-27 2023 2024-08-08 14:25:15Z MARYSUE KELSEN 200 WAKE ROBIN DRIVE SHELBURNE VT 05482 35681572 0 X WWW.WAKEROBIN.COM X 1984 VT TO ESTABLISH, OWN, AND MAINTAIN CHARITABLE CONTINUING CARE RETIREMENT COMMUNITIES FOR THE ELDERLY 14 14 317 15 0 0 812768 70865 33028894 34083884 497230 1239062 0 0 34338892 35393811 0 0 0 0 14953242 15562413 0 0 0 16897929 17506872 31851171 33069285 2487721 2324526 131686874 137379968 154595603 155433547 -22908729 -18053579 X ESTABLISH A SUSTAINABLE DYNAMIC COMMUNITY OF SENIORS THAT HONORS BOTH MUTUAL SUPPORT AND INDEPENDENCE AND ADDRESSES THE HEALTH AND WELLNESS OF EACH RESIDENT. 0 0 30881275 0 34083884 WAKE ROBIN HAS ONE PRIMARY PROGRAM SERVICE, TO ESTABLISH AND OWN A SUSTAINABLE AND DYNAMIC LIFE PLAN COMMUNITY (ALSO KNOWN AS A CONTINUING CARE RETIREMENT COMMUNITY) FOR OLDER ADULTS THAT HONORS BOTH MUTUAL SUPPORT AND INDEPENDENCE AND ADDRESSES THE HEALTH AND WELLNESS OF EACH RESIDENT. WAKE ROBIN EMBODIES A "RESIDENT DRIVEN" COMMUNITY LIFE, IN WHICH RESIDNTS CAN BE AS ENGAGED AS THEY WANT TO BE BOTH WITHIN AND OUTSIDE OF WAKE ROBIN. WAKE ROBIN PROVIDES RESIDENTS WITH HOUSING, HEALTH CARE SERVICES, FOOD SERVICES, SECURITY AND OTHER ANCILLARY SERVICES. WAKE ROBIN IS COMMITTED TO LIVING OUR CORE VALUES OF COMMUNITY, BALANCE, DIFFERENCE, ENVIRONMENTAL STEWARDSHIP, AND HUMOR. CONTINUED ON SCHEDULE O.THE SINGLE SITE COMMUNITY OFFERS 250 INDEPENDENT LIVING HOMES AND 98 HOMES IN THE LINDEN HEALTH CENTER (41 RESIDENTIAL CARE HOMES, 39 SKILLED NURSING HOMES AND 18 MEMORY CARE). AT DECEMBER 31, 2023, THE COMMUNITY HOUSED APPROXIMATELY 331 RESIDENTS IN INDEPENDENT HOMES AND 73 RESIDENTS IN THE HEALTH CENTER. WAKE ROBIN ALSO PROVIDES BENEVOLENCE ASSISTANCE FOR ITS RESIDENTS WHO, THROUGH NO FAULT OF THEIR OWN, HAVE EXHAUSTED THEIR FINANCIAL RESOURCES. 30881275 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 0 0 1 45 0 317 1 0 0 0 0 0 0 0 0 0 0 0 0 X 14 14 0 0 1 0 0 0 0 1 0 0 0 1 1 1 1 1 1 1 0 0 VT X X MARYSUE KELSEN 8022645109 200 WAKE ROBIN DRIVE SHELBURNE VT 05482 JOHN MAITLAND CHAIR 1.00 1.00 X X 0 0 0 ARTHUR WRIGHT VICE-CHAIR 1.00 1.00 X X 0 0 0 BRIGETTE WHITE BOARD MEMBER 1.00 1.00 X 0 0 0 CHRIS CHASE BOARD MEMBER 1.00 1.00 X 0 0 0 DOLLY FLEMING BOARD MEMBER 1.00 1.00 X 0 0 0 JEAN LENES BOARD MEMBER 1.00 1.00 X 0 0 0 MEREDITH JONES BOARD MEMBER 1.00 1.00 X 0 0 0 ROSALYN GRAHAM BOARD MEMBER 1.00 1.00 X 0 0 0 SARAH BILLINGS-BERG BOARD MEMBER 1.00 1.00 X 0 0 0 SARAH TISCHLER BOARD MEMBER 1.00 1.00 X 0 0 0 SARAH WEBSTER BOARD MEMBER 1.00 1.00 X 0 0 0 STEVE SCHONBERG BOARD MEMBER 1.00 1.00 X 0 0 0 TANIA BERTSCH BOARD MEMBER 1.00 1.00 X 0 0 0 TARA BANKS BOARD MEMBER 1.00 1.00 X 0 0 0 KATIE HAWLEY BOARD MEMBER - LEFT MAY 2023 1.00 1.00 X 0 0 0 MEAGAN BUCKLEY CEO & PRESIDENT 40.00 0.00 X 246293 0 9063 MARTHA MAKSYM CEO & PRESIDENT - LEFT JAN 2023 40.00 0.00 X 18847 0 1541 MARYSUE KELSEN CFO, SECRETARY & TREASURER 40.00 0.00 X 165833 0 39371 LESLIE PARKER DIRECTOR OF ENVIRONMENTAL SERVICES 40.00 0.00 X 150364 0 15019 HEATHER FILONOW DIRECTOR OF HEALTH SERVICES 40.00 0.00 X 139431 0 15019 MARYBETH DUDLEY DIRECTOR OF MARKETING 40.00 0.00 X 138051 0 15518 KATE HAYS DIRECTOR OF DINING 40.00 0.00 X 132558 0 15019 TENZIN TSEPHAL STAFF NURSE - RN 40.00 0.00 X 124660 0 24893 1116037 0 135443 17 0 1 0 PERFORMANCE FOODS 1 PERFORMANCE BLVD SPRINGFIELD MA 01104 CATERING/FOOD 808053 MOUNTAIN AIR SYSTEMS 430 COMMERCE STREET SUITE 220 WILLISTON VT 05495 HVAC SYSTEM SERVICES 620768 NETWORK PERFORMANCE INC 85 GREEN MOUNTIAN DR SOUTH BURLINGTON VT 05483 IT CONSULTING & INSTALLATION 609689 THE ROYAL GROUP 150 WOODSTOCK AVENUE RUTLAND VT 05701 HARDWARE/ALARM SERVICES 571833 ABLE PAINT AND GLASS 683 PINE STREET BURLINGTON VT 05401 CONSTRUCTION SERVICES 541165 5 70865 70865 RESIDENT SERVICE FEES 623000 19289565 19289565 AMORTIZATION OF ENTRANCE FEE 623000 7134460 7134460 HEALTH CARE REVENUE 623000 5546633 5546633 TERMINATION FEES 623000 1391228 1391228 ANCILLARY REVENUE 623000 721998 721998 34083884 1088897 1088897 426326 11600 287761 0 138565 11600 150165 150165 35393811 34083884 0 1239062 480948 205204 275744 6840618 6472453 368165 166096 154651 11445 7194401 6571050 623351 880350 803674 76676 42333 42333 56498 56498 177261 177261 467533 415416 52117 40472 40472 1138441 1099286 39155 131538 131538 4380435 4127722 252713 2932770 2919288 13482 5947497 5920156 27341 473726 471548 2178 DINING 1620809 1582796 38013 NURSE/THERAPY/ANCILLARY 97559 97559 33069285 30881275 2188010 0 1700 1700 7136341 9045713 666447 588665 31388 25586 515715 355849 159720273 73231232 86997237 86489041 36338046 40873414 131686874 137379968 2594367 3244361 65469572 68373106 81047967 78542988 5483697 5273092 154595603 155433547 X -27786686 -23400549 4877957 5346970 -22908729 -18053579 131686874 137379968 X 2324526 2537807 -7183 X 0 1 X 1 0 X 244161 2834377 263947 812768 70865 4226118 26016581 26933603 29423968 33028894 34083884 149486930 26260742 29767980 29687915 33841662 34154749 153713048 202300 57878 87296 136804 159782 644060 0 202300 57878 87296 136804 159782 644060 153068988 447068 432492 580650 644505 1088897 3193612 447068 432492 580650 644505 1088897 3193612 26707810 30200472 30268565 34486167 35243646 156906660 0.97550 0.97790 0.02040 0.01770 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 933995 10000 109503 1053498 1029920 10000 -105925 933995 891579 30000 108341 1029920 796248 2500 92831 891579 658800 3483 133965 796248 1.00000 0.00000 0.00000 0 0 2133946 2133946 143655460 65231650 78423810 8217486 4670904 3546582 5713381 3328678 2384703 86489041 ANNUITY OBLIGATIONS 74161 RESIDENT DEPOSITS 1788739 REFUNDABLE ENTRANCE FEES 3410192 5273092 X PART V, LINE 4: THE ENDOWMENT FUND WAS ESTABLISHED BY THE BOARD TO SUPPORT WAKE ROBIN'S EFFORT TO PROVIDE QUALITY RESIDENTAL SERVICES WITH THE LOWEST MONTHLY FEE AND TO OFFER PROTECTION TO WAKE ROBIN AGAINST UNEXPECTED EXPENSES IN THE FUTURE. PART X, LINE 2: THE CORPORATION IS RECOGNIZED BY THE INTERNAL REVENUE SERVICE AS A NONPROFIT CORPORATION AS DESCRIBED IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE (IRC) AND IS EXEMPT FROM FEDERAL INCOME TAXES PURSUANT TO SECTION 501(A) OF THE IRC. THE CORPORATION FOLLOWS THE PROVISIONS OF THE INCOME TAX ACCOUNTING STANDARDS REGARDING THE RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. THE APPLICATION OF THESE PROVISIONS HAS NO IMPACT ON THE CORPORATION'S FINANCIAL STATEMENTS. THE CORPORATION'S TAX RETURNS ARE SUBJECT TO REVIEW AND EXAMINATION BY FEDERAL, STATE, AND LOCAL AUTHORITIES. X X X X 0 0 0 0 0 0 0 1 0 MEAGAN BUCKLEY CEO & PRESIDENT 211604 0 34369 0 320 0 2000 0 7063 0 255356 0 0 0 MARYSUE KELSEN CFO, SECRETARY & TREASURER 159056 0 6500 0 277 0 2000 0 37371 0 205204 0 0 0 LESLIE PARKER DIRECTOR OF ENVIRONMENTAL SERVICES 143072 0 6500 0 792 0 2000 0 13019 0 165383 0 0 0 HEATHER FILONOW DIRECTOR OF HEALTH SERVICES 132930 0 6500 0 1 0 2000 0 13019 0 154450 0 0 0 MARYBETH DUDLEY DIRECTOR OF MARKETING 130733 0 6500 0 818 0 2000 0 13518 0 153569 0 0 0 PART I, LINE 7 DIRECTOR LEVEL BONUSES ARE DISCRETIONARY NON-FIXED PAYMENTS. THE BONUS IS INCLUDED IN EACH EMPLOYEE'S W-2 COMPENSATION. BONUSES ARE DETERMINED BY THE CEO AND APPROVED BY THE BOARD OF DIRECTORS. THE CEO BONUS IS DETERMINED IN LINE WITH THE OTHER DISCRETIONARY BONUSES, BUT IS DETERMINED AND APPROVED BY THE BOARD OF DIRECTORS. THE FOLLOWING EMPLOYEES LISTED ON FORM 990, PART VII, SECTION A RECEIVED A BONUS IN 2023: MEAGAN BUCKLEY, CEO & PRESIDENT - $34,369 BRENDA CHEESEMAN, DIRECTOR OF HUMAN RESOURCES - $6,500 HEATHER FILONOW, DIRECTOR OF HEALTH SERVICES - $6,500 KATE HAYS, DIRECTOR OF DINING - $6,500 LESLIE PARKER, DIRECTOR OF ENVIRONMENTAL SERVICES - $6,500 MARYBETH DUDLEY, DIRECTOR OF MARKETING - $6,500 MARYSUE KELSEN, CFO, SECRETARY & TREASURER - $6,500 A VERMONT ECONOMIC DEVELOPMENT AUTHORITY 036024497 92515TBQ4 2017-07-26 21590000 TO REFUND THE MORTGAGE REVENUE SERIES 2006B BONDS 0 0 0 B VERMONT ECONOMIC DEVELOPMENT AUTHORITY 036024497 92415TCB6 2021-10-21 53259769 TO REFUND THE WAKE ROBIN MORTGAGE REVENUE SERIES 2014, 2017B, & 2012 BONDS. 0 0 0 C VERMONT ECONOMIC DEVELOPMENT AUTHORITY 036024497 92415TCE0 2022-01-31 9185496 TO REFUND THE WAKE ROBIN MORTGAGE REVENUE SERIES 2012 BONDS. 0 0 0 A 2945000 21590000 464968 167725 6259554 14697753 2020 1 0 1 1 B 585000 49190000 4354388 954922 277270 43603420 1 0 0 1 C 185000 8410000 510113 183710 67018 7649272 1 0 0 1 A 0 0 0 0 0.00000 0.00000 0.00000 0 0 1 B 0 0 0 0 0.01500 0.01500 0.03000 0 0 1 C 0 0 0 0 0.01500 0.01500 0 0 1 A 0 0 0 1 0 0 0 0 1 B 0 1 0 0 0 0 0 0 1 C 0 1 0 0 0 0 0 0 1 A 1 B 1 C 1 DATE REBATE COMPUTATION PERFORMED ISSUER NAME: VERMONT ECONOMIC DEVELOPMENT AUTHORITY DATE THE REBATE COMPUTATION WAS PERFORMED: 06/30/2022 SCHEDULE K, PART II, LINE 3: THE DIFFERENCE BETWEEN THE ISSUE PRICE OF $53,259,769 AND TOTAL PROCEEDS OF ISSUE OF $49,190,000 FOR THE 2021A BONDS IS THE BOND PREMIUM OF $4,069,769. SCHEDULE K, PART II, LINE 3: THE DIFFERENCE BETWEEN THE ISSUE PRICE OF $9,185,496 AND TOTAL PROCEEDS OF ISSUE OF $8,410,000 FOR THE 2022B BONDS IS THE BOND PREMIUM OF $775,496. FORM 990, PART VI, SECTION A, LINE 4 THE ARTICLES OF INCORPORATION AND BYLAWS WERE UPDATED BY THE ORGANIZATION; THE SIGNIFICANT CHANGES ARE AS FOLLOWS: -WAKE ROBIN GROUP, INC. (GROUP) IS THE SOLE MEMBER OF THE CORPORATION. GROUP DOES NOT HAVE ANY LEGAL, BENEFICIAL, OR OTHER INTEREST IN ANY OF THE CORPORATION'S ASSETS OR FACILITIES, OF WHICH THE MANAGEMENT AND OPERATION WILL REMAIN THE RESPONSIBILITY OF THE CORPORATION'S BOARD OF DIRECTORS. PREVIOUSLY, THE ARTICLES OF INCORPORATION AND BYLAWS STATED THAT THE CORPORATION WOULD HAVE NO MEMBERS. FORM 990, PART VI, SECTION A, LINE 8B ALL MEETINGS ARE DOCUMENTED, INCLUDING SUB-COMMITTEES, HOWEVER THERE ARE NO SUB-COMMITTEES AUTHORIZED TO ACT ON BEHALF OF THE ORGANIZATION. SUB-COOMMITTEES MAKE RECOMMENDATION TO THE BOARD OF DIRECTORS. MINUTES ARE FORWARDED TO ALL MEMBERS PRIOR TO THE NEXT MEETING. AT THAT SUBSEQUENT MEETING, MEMBERS VOTE TO APPROVE THE MINUTES. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM. THE AUDIT AND FINANCE COMMITTEE AND THE FULL BOARD THEN REVIEW AND APPROVE THE FORM 990 PRIOR TO ITS FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C EVERY JUNE, ALL BOARD DIRECTORS AND MANAGEMENT COMPLETE A CONFLICT OF INTEREST STATEMENT. THEY ARE ASKED TO DISCLOSE ANY CONFLICTS OF INTEREST THAT MIGHT ARISE DURING THE YEAR. AT THE TIME THEY ARISE, THE CFO AND THE BOARD EVALUATE HOW THE CONFLICT CAN BE MITIGATED AND ESTABLISH APPROPRIATE CONTROLS AND OVERSIGHT TO MONITOR AND ENSURE THE POLICY IS IN PLACE. THE CEO IS IN CHARGE OF OVERSEEING COMPLIANCE OF THIS POLICY. IN ADDITION, THE CONFLICT OF INTEREST POLICY INCLUDES A DUTY TO TIMELY DISCLOSE ANY POTENTIAL CONFLICTS AS THEY ARISE. DIRECTORS WHO HAVE DECLARED OR BEEN FOUND TO HAVE A CONFLICT OF INTEREST SHALL REFRAIN FROM PARTICIPATING IN PROPOSED TRANSACTIONS IN WHICH POTENTIAL CONFLICT EXISTS. IN CASES WHERE SUCH CONFLICT EXISTS, UNLESS FOR SPECIAL REASONS, PERSONS WITH CONFLICTS SHALL NOT VOTE, PARTICIPATE IN DISCUSSION, NOR BE PRESENT AT THE TIME OF DISCUSSION OR VOTE. FORM 990, PART VI, SECTION B, LINE 15A THE CEO COMPENSATION IS APPROVED BY THE FULL BOARD OF DIRECTORS, WHO ARE VOLUNTEERS FROM THE LOCAL COMMUNITY. THEIR RECOMMENDATIONS ARE BASED ON: 1. INPUT FROM ALL BOARD MEMBERS AND THE HUMAN RESOURCES DIRECTOR. 2. COMPARISON OF OTHER CEO COMPENSATION IN VERMONT AND IN THE INDUSTRY (TY DOL AND LEADING AGE). 3. COMPENSATION IS TIED TO PERFORMANCE IN CARRYING OUT THE STRATEGIC PLAN WHICH IS NOT TIED TO FINANCIAL RESULTS, OPERATING RESULTS OR OTHER RATIOS. WHILE THE BOARD MAKES ITS DETERMINATION OF COMPENSATION INCREASE SEPARATE AND APART FROM THE INTERNAL STAFF SCALE OF ADJUSTMENTS, THE BOARD DOES TAKE THAT RANGE OF INCREASE INTO ACCOUNT IN MAKING ITS DETERMINATION. THE FINAL DETERMINATION AND DELIBERATION IS DOCUMENTED IN AN EXECUTIVE SESSION OF THE BOARD. THE REVIEW PROCESS OCCURS ANNUALLY. THE REVIEW PROCESS LAST OCCURRED DURING 2023. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. QUARTERLY FINANCIAL RESULTS ARE PRESENTED TO RESIDENTS OF THE ORGANIZATION AND AVAILABLE ON AN INTERNAL RESIDENT PORTAL. THE FINANCIAL STATEMENTS ARE AVAILABLE ON THE ORGANIZATION'S WEBSITE AND ARE AVAILABLE TO THE PUBLIC ON ELECTRONIC MUNICIPAL MARKET ACCESS (EMMA). FORM 990, PART XI, LINE 9: CHANGE IN FAIR VALUE OF GIFT ANNUITIES -7,183. WAKE ROBIN MANAGEMENT LLC 200 WAKE ROBIN DRIVE SHELBURNE VT 05482 453189950 MANAGEMENT SERVICES TO SENIOR LIVING FACILITY VT 0 0 WAKE ROBIN CORPORATION THE WAKE ROBIN GROUP INC 200 WAKE ROBIN DRIVE SHELBURNE VT 05482 853121500 SUPPORT THE CHARITABLE PURPOSES AND ACTIVITIES OF WAKE ROBIN CORPORATION VT 501(C)(3) LINE 12A, I WAKE ROBIN CORPORATION 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0