Healthplus Partners Inc

“HEALTHPLUS PARTNERS, INC. IS A MICHIGAN NONPROFIT STOCK COMPANY. PRIOR TO FEBRUARY 1, 2016, ALL OUTSTANDING SHARES OF STOCK WERE HELD BY HEALTHPLUS OF MICHIGAN, INC. ON FEBRUARY 1, 2016, AS PART OF HEALTHPLUS OF MICHIGANS MERGER INTO HEALTH ALLIANCE PLAN, ALL OF THE SHARES WERE TRANSFERRED TO THE HEALTHPLUS PARTNERS, INC. TRUST. form 990, part vi, lines 7a & 7b HEALTHPLUS PARTNERS, INC. IS A MICHIGAN NONPROFIT STOCK COMPANY. PRIOR TO FEBRUARY 1, 2016, ALL OUTSTANDING SHARES OF STOCK WERE HELD BY HEALTHPLUS OF MICHIGAN, INC. THE BUSINESS AFFAIRS OF THE COMPANY WERE UNDER THE DIRECTION OF ITS BOARD OF DIRECTORS THROUGH THAT TIME, EXCEPT THAT THE FOLLOWING MUST BE APPROVED BY ITS SHAREHOLDER: ANY AMENDMENT RESTATEMENT, OR REPEAL OF THE ARTICLES OF INCORPORATION; ANY ENCUMBRANCE OF, OR GRANTING A LIEN ON, THE ASSETS OF THE COMPANY; THE SALE, LEASE, EXCHANGE OR OTHER DISPOSITION OF ALL, OR SUBSTANTIALLY ALL OF THE PROPERTY AND ASSETS OF THE COMPANY, AND MERGER OR CONSOLIDATION OF THE COMPANY WITH ANOTHER ENTITY; ANY TRANSFER OF SHAREHOLDER INTERESTS IN THE COMPANY, ISSUANCE OF ADDITIONAL SHARES OF THE COMPANY, AND THE ESTABLISHMENT FOR THE CONSIDERATION UPON WHICH ADDITIONAL SHARES MAY BE ISSUED; DISSOLUTION OF THE COMPANY; AND ESTABLISHMENT OF ANY ENTITY WHICH IS SOLELY OR PARTIALLY OWNED OR CONTROLLED BY THE COMPANY. HISTORICALLY, HEALTHPLUS OF MICHIGAN, INC., APPOINTED 4 MEMBERS TO THE BOARD OF DIRECTORS. THE REMAINING DIRECTORS WERE ELECTED THROUGH A VOTE OF THE MEMBERSHIP. CONTEMPORANEOUS WITH THE MERGER OF HEALTHPLUS OF MICHIGAN INTO HEALTH ALLICANCE PLAN ON FEBURARY 1, 2016, HEALTHPLUS PARTNER'S SHARES WERE TRANSFERRED TO THE HEALTHPLUS PARTNERS INC. TRUST ("HPP TRUST"). THE HPP TRUST WAS CREATED FOR THE PURPOSE OF SETTLING CLAIMS AND CONTRACTS ASSOCIATED WITH HEALTHPLUS PARTNER'S MEMBERSHIP ACTIVITIES EXISTING PRIOR TO THE 2015 SALE OF ITS MEMBERSHIP, AS WELL AS THE LIQUIDATION OF HEALTHPLUS PARTNER'S REMAINING ASSETS AND LIABILITIES. form 990, part vi, line 11a THE FORM 990 IS SHARED WITH AND REVIEWED BY THE TRUST ADMINISTRATOR PRIOR TO SIGNATURE AND FILING.”

“Prior to february 1, 2016, conflict of interest statements were filled out and signed annually by the board of directors. The statements were reviewed by the ceo and chairman of the board of the parent company, healthplus of michigan, inc. For potential conflicts. A director may announce if they believe a conflict exists and abstain from voting. If there is a question as to whether the conflict exists, the board or committee will go into executive session to determine if a conflict exists. Following the merger of healthplus of michigan into health alliance plan on february 1, 2016, and the contemporaneous transfer of healthplus partners assets and liabilities to the hpp trust, the only director of the organization has been todd hutchison. Further, since that date, healthplus partners did not enter into any transactions. Consequently, there were no potential conflict events to be reviewed under the policy. Form 990, part vi, lines 15a & 15b healthplus partners does not compensate any such persons.”

“Healthplus partners, inc. Makes its governing documents, conflict of interest policy, and financial statements to general public upon request.”

“ON FEBRUARY 1, 2016, HEALTHPLUS PARTNERS, INC.S (HPP) PARENT COMPANY, HEALTHPLUS OF MICHIGAN, INC., MERGED INTO HEALTH ALLIANCE PLAN. AT THE SAME TIME, HPPS ASSETS AND LIABILITIES WERE TRANSFERRED TO THE HEALTHPLUS PARTNERS INC. TRUST (TRUST). THIS WAS DONE PURSUANT TO THE DIRECTIVE OF THE MICHIGAN DEPARTMENT OF INSURANCE AND FINANCIAL SERVICES (DIFS) IN ORDER TO SECURE THE PAYMENT OF HPPS OBLIGATIONS. SIMULTANEOUSLY, ALL OF THE ISSUED AND OUTSTANDING SHARES OF HPPS CAPITAL STOCK WERE TRANSFERRED TO THE TRUST PURSUANT TO THE DIFS DIRECTIVE. THE SALE OF HPP'S MEDICAID MEMBERSHIP TO MOLINA HEALTHCARE OF MICHIGAN, INC. WAS EXECUTED ON SEPTEMBER 1, 2015. THIS TRANSACTION WAS FULLY DISCLOSED ON SCHEDULE N OF THE 2015 FORM 990. HPP IS ATTACHING A REVISED FORM 8594 TO ITS 2016 FORM 990 BECAUSE THE PURCHASE PRICE WAS ADJUSTED AFTER THE 2015 YEAR-END. Form 990, part iii, line 3 ON SEPTEMBER 1, 2015, HPP SOLD ITS MEDICAID CONTRACT AS WELL AS CERTAIN PROVIDER AGREEMENTS. AFTER THE SALE, THE OPERATIONS OF HPP WAS TO SETTLE CLAIMS AND CONTRACTS ASSOCIATED WITH THE MEMBERSHIP SOLD FOR ACTIVITY PRIOR TO THE SALE, AS WELL AS LIQUIDATING ITS REMAINING ASSETS AND LIABILITIES. THIS CONTINUED INTO 2016.”

“Transfer to healthplus partners, inc. Trust - ($6,301,085)”

“On march 9, 2015, the organizations parent company, healthplus of michigan (hpm) and an affiliate, healthplus insurance company (hpi), were placed under the supervision of the director of the michigan department of insurance and financial services (michigan difs) for failing to meet the regulatory risk-based capital requirements imposed by michigan difs and as a result of recurring financial losses. The michigan difs ordered that hpm either seek a merger partner for it and its affiliates and/or effectuate a sale of their respective business operations. In complying with the directives of the michigan difs, hpm and the organization entered into an agreement with molina healthcare of michigan (molina) on may 15, 2015 to sell the organizations medicaid contract to molina. Consequently, on september 1, 2015, molina acquired the organizations medicaid contract. On october 15, 2015, following the sale of its medicaid contract, the organization received approval from the michigan difs to pay an ordinary dividend of $2,039,745 and a special dividend of $47,960,255 to its parent organization, hpm. The dividends were paid on october 19, 2015. On november 1, 2015, hpm announced its intention to merge with health alliance plan, an irc section 501(c)(4) organization. As part of this merger transaction, it was agreed that the organization's assets and liabilities would be placed into a trust to be used to satisfy the "run-out activity" as well as the ownership of hpp's remaining assets and liabilities ("trust property") and all of the issued and outstanding shares of the organization's capital stock were transferred into the healthplus partners trust ("hpp trust"), as required by the michigan difs. The trust property is to be the sole source to satisfy the run-out activity, which is anticipated to be complete in 2017. Prior to the merger, the organization paid hpm a dividend of $6,972,000 as required by the michigan difs.”