North Hill Needham Inc.

Part VI, Question 3

“DELEGATION OF CONTROL OVER MANAGEMENT DUTIES North Hill Communities (NHC) supplies senior management to oversee North Hill Needham. Charges are for the salaries, benefits and expenses of those individuals. Part VI, Question 6 MEMBERS OF THE ORGANIZATION North Hill Communities, Inc. is the sole member of North Hill Needham, Inc. Part VI, Question 7a ELECTION OF TRUSTEES BY THE MEMBER The Board of Trustees shall consist of not less than three nor more than fifteen Voting Trustees as shall be determined from time to time by resolution of the Member. Part VI, Question 11B PROCESS USED TO REVIEW FORM 990 A professional accounting firm prepares a draft of the Form 990. It is reviewed by management, changes are made and a copy is provided to the Board prior to filing. Part VI, Question 12c CONFLICT OF INTEREST POLICY MONITORING THE ORGANIZATION'S CONFLICT OF INTEREST POLICY PROVIDES THAT, ANNUALLY, EACH TRUSTEE SHALL COMPLETE AND SUBMIT TO THE CHAIRMAN OF THE BOARD OF TRUSTEES OR HIS/HER DESIGNEE A "STATEMENT OF OUTSIDE INTEREST AND ACTIVITIES FORM" OUTLINING ANY POSSIBLE CONFLICTS OF INTEREST OR A STATEMENT INDICATING THAT NO SUCH CONFLICTS OF INTEREST EXIST. ANY NEWLY-APPOINTED TRUSTEE SHALL BE ADVISED OF THIS POLICY BY THE CHAIRMAN OF THE BOARD OF TRUSTEES IMMEDIATELY UPON APPOINTMENT AND SUCH NEWLY-APPOINTED TRUSTEE SHALL BE ASKED TO COMPLETE AND SUBMIT THE "STATEMENT OF OUTSIDE INTEREST AND ACTIVITIES FORM". EMPLOYEES AND AGENTS ARE REQUIRED TO REPORT ANY POTENTIAL OR ACTUAL CONFLICTS CONCERNING THEMSELVES OR FAMILY MEMBERS TO MANAGEMENT. MEMBERS OF SENIOR MANAGEMENT ARE ALSO REQUIRED TO REPORT ANY POTENTIAL OR ACTUAL CONFLICTS CONCERNING THEMSELVES OR FAMILY MEMBERS. ENFORCEMENT FAILURE TO DISCLOSE A CONFLICT OR POTENTIAL CONFLICT OF INTEREST OR TO TAKE WHATEVER ACTION IS DEEMED APPROPRIATE BY THE CHAIRMAN OF THE BOARD MAY RESULT IN REMOVAL FROM OFFICE UNLESS THE CONFLICT OR POTENTIAL CONFLICT CAN BE RESOLVED. SENIOR MANAGEMENT IS SUBJECT TO THE CODE OF CONDUCT WHICH IS ENFORCED BY THE CORPORATE COMPLIANCE COMMITTEE. WHO IS COVERED? THE ORGANIZATION'S CONFLICT OF INTEREST POLICY COVERS EACH MEMBER OF THE ORGANIZATION'S BOARD OF TRUSTEES. SENIOR MANAGEMENT, EMPLOYEES AND AGENTS ARE SUBJECT TO NEEDHAM'S CODE OF CONDUCT. DEPARTMENT LEADERS ALSO SIGN AN ANNUAL CONFLICT OF INTEREST STATEMENT. LEVEL OF DETERMINATION AND REVIEW OF CONFLICTS THE CHAIRMAN REVIEWS ALL COMPLETED "STATEMENT OF OUTSIDE INTEREST AND ACTIVITIES FORMS" REGARDING CONFLICTS OF INTEREST. AS SOON AS ANY SITUATION AS TO WHICH A TRUSTEE MAY BE IN DOUBT COMES TO HIS/HER ATTENTION, FULL DISCLOSURE MUST BE MADE TO THE CHAIRMAN OF THE BOARD SO AS TO PERMIT AN IMPARTIAL AND OBJECTIVE DETERMINATION OF WHETHER A REAL OR POTENTIAL CONFLICT OF INTEREST EXISTS. MANAGEMENT AND OR THE CORPORATE COMPLIANCE COMMITTEE REVIEWS CONFLICTS REPORTED BY EMPLOYEES OR AGENTS. EMPLOYEES ARE NOT ALLOWED TO PARTICIPATE IN MANY ARRANGEMENTS SUCH AS JOINT VENTURES WITH AN ACTUAL OR POTENTIAL REFERAL SOURCE AND CANNOT BE AN OFFICER, DIRECTOR, MANAGER OR CONSULTANT OF A POTENTIAL COMPETITOR OR SUPPLIER. THESE ARRANGEMENTS ARE EXPRESSLY PROHIBITED PURSUANT TO THE CODE OF CONDUCT. RESTRICTIONS PLACED ON CONFLICTED PERSONS IF A CONFLICT OR POTENTIAL CONFLICT IS DEEMED BY THE CHAIRMAN OF THE BOARD TO EXIST, THEN THE TRUSTEE MAY BE REQUIRED, AMONG OTHER THINGS, TO REFRAIN FROM PARTICIPATING IN DISCUSSION AND DECISION-MAKING IN REGARD TO THIS MATTER ON BEHALF OF THE ORGANIZATION AND TO REMOVE HIMSELF OR HERSELF FROM THE MEETING DURING SUCH ACTION. TRUSTEES WOULD NOT BE ALLOWED TO VOTE IN ANY ISSUES WITH WHICH THEY HAVE A CONFLICT. PART VI, QUESTIONS 15A AND 15B PROCESS FOR DETERMINING COMPENSATION NORTH HILL COMMUNITIES, INC., THE SOLE MEMBER OF NORTH HILL NEEDHAM, INC., HANDLES THE RESPONSIBILITY OF DETERMINING COMPENSATION FOR NEEDHAM'S CEO, OTHER OFFICERS, AND KEY EMPLOYEES OR MANAGEMENT OFFICIALS. PART VI, Question 19 AVAILABILITY OF GOVERNING DOCUMENTS, POLICIES & FINANCIALS TO THE PUBLIC Our gov”