Affinity Health Plan Inc.

“Governing documents in november 2021, the organization's certificate of incorporation was amended to formally change the name to affinity legacy, inc. At this time, the bylaws were also amended to remove organizational members and update certain board committees. In july 2023, the certificate of incorporation was amended to remove organizational members.”

“Form 990 review the financial staff compiles the financial and other information required in the 990 return. Kpmg llp prepares the return and the information is reviewed by the company's cfo. A final copy of the form 990 is made available to the entire governing body before filing with the irs.”

“Process to monitor transactions for conflicts of interest 1. Actual or potential conflicts of interest must be disclosed to appropriate management personnel, human resources or the corporate compliance officer. 2. Employees must seek guidance and approval from appropriate management personnel prior to pursuing any business or personal activity that may constitute a conflict of interest. 3. Management, with purchasing authority, will complete a related party questionnaire annually to identify any potential or actual conflicts of interest. 4. Employees, upon hire and annually thereafter, review the code of ethics which includes information on conflicts of interest. In addition, employees are required to sign an attestation, upon hire and annually thereafter, that they acknowledge and understood the code of ethics. If a conflict of interest is found, persons with a conflict recuse themselves from decisions related to the conflict.”

“Compensation review the process for determining compensation for executive director and cfo included review and approval by a compensation committee (the "committee") comprised of independent directors charged with this responsibility, consideration of comparability data and contemporaneous substantiation and documentation of the deliberation and decision.”

“Document disclosure the organization makes its governing documents, conflict of interest policy, and financial statements available upon request.”

“In october 2020, affinity entered into an asset purchase agreement ("apa") to sell its health plan operations to molina. The parties subsequently received all required regulatory approvals from the new york state department of health and the new york state attorney general and closed on the transaction on october 25, 2021. The purchase price for the transaction was $500,000,000, less the amount by which the target net asset value ("nav") is greater than the estimated nav of the assets and liabilities assumed by molina as of october 25, 2021. In march 2023, molina prepared and delivered to affinity a statement setting forth molina's updated calculation of the nav of the assets and liabilities they assumed on october 25, 2021, as required by the apa. The nav on that statement was $(183,684,000), an increase of $6,984,000 from the nav on october 25, 2021 of $(190,668,000). Therefore, affinity recorded a gain on the sale of $6,983,819 which is recorded in other non-operating revenue (expenses) in the statement of operations and changes in net assets as of december 31, 2022. For purposes of form 990, the gain is reported as an other change in net assets or fund balances on part xi, line 9.”

“Gain on sale of health plan, net 6,983,819.”