Bionexus Foundation Inc.

“Raymond cypess, laurie boyer, ralph koch, and therese sellars, directors and officers of bionexus, had a business relationship during the tax year; they all served as directors and/or officers of atcc cell systems, inc., a related party as discussed on schedule r.”

“Bionexus foundation ("bionexus") is a corporation established under the district of columbia non-profit corporation act. It has one corporate member, atcc global, which is tax exempt under 501(c)(3) and is a type ii supporting organization under 509(a)(3). Atcc global has the right to elect bionexus' board of directors and to vote in any corporate proceeding which is submitted to a vote of the corporate membership. Bionexus' board of directors has the authority to manage the business and do all such lawful acts and things as are not prohibited by statute or by the articles of incorporation or bionexus' bylaws. Any modifications to the articles of incorporation or bylaws require the approval of atcc global.”

“The form 990 is prepared by pricewaterhousecoopers llp ("pwc"), based on the information provided by the organization's staff. The board of directors has delegated the review of the form 990 to the atcc global finance and audit committee. Prior to filing with the irs, the form 990 is provided to the atcc global finance and audit committee. Once the form 990 is reviewed by the committee and is made available to the board, pwc signs as preparer and the chief financial officer signs on behalf of the organization.”

“Bionexus has a conflict of interest policy that requires officers and directors to disclose annually, interests that could give rise to conflicts. This policy is consistently monitored and enforced. Board members who have a conflict of interest do not vote on any matter related to the issue for which they have a potential conflict. Conflict of interest forms are distributed to, and signed by, the members of the board, and then returned to outside counsel for review. Disclosed conflicts, if any, are assessed by outside counsel, and outside counsel assists with any necessary follow up activities.”

“Atcc, a related organization, pays compensation for all bionexus foundation officers and employees. The process for determining compensation is conducted by atcc global, another related organization. The compensation committee of the atcc global board of directors reviews recommendations by the ceo of atcc and gives final approval for the compensation programs for atcc to include market and range adjustments, merit increases, bonuses and benefits. A third party analysis of total executive compensation was conducted for calendar year 2014 compensation, and a similar analysis for the rest of the executive team will be completed in 2017. The compensation committee reviews and approves compensation for the ceo and executives using data for similarly qualified persons in functionally comparable positions within similar industries. Documentation of such discussions and decisions are captured in the meeting minutes.”

“The organization does not make its governing documents, conflict of interest policy, or financial statements available to the public.”