Philadelphia Post-Acute Partners LLC

“GSPP is organized as an LLC, set up as a Partnership between two primary members, The Good Shepherd Rehabilitation Network (70% ownership), and the Trustees of the University of Pennsylvania (30% ownership).”

“The board shall consist of seven directors, as may be determined by the Members. Four directors will be designated and appointed by The Good Shepherd Rehabilitation Network and three directors will be designated and appointed by the University of Pennsylvania. (during the year ended 6/30/2017, there was one seat vacant.)”

“Based on the Operating Agreement, there are certain organizational matters that must be approved by the Members of the joint venture.”

“The IRS Form 990 is prepared using information solicited from officers, directors, trustees, board committee members and management. This group of individuals are provided a draft return before the final return is filed. Questions, comments, and additional information provided by this group are incorporated into the final return. The final return is reviewed at a committee level of the board prior to it being filed.”

“There is a systematic process coordinated through the governance committee where the conflict of interest statements completed annually by board members and senior leadership team members are reviewed by the governance committee. Whenever the committee feels the conflict statement is either incomplete or feels something may be missing, the committee will ask management to pursue further due diligence. When a board member does have an inherent conflict, the trustee is asked to either abstain from voting or excuse himself from the room during the discussion and voting.”

“The board of trustees of good shepherd rehabilitation network (gsrn) delegates responsibility for adherence to all legal and regulatory requirements affecting executive compensation to the human resources / compensation committee of the board (the committee). The committee is permitted to engage external resources as necessary to educate them on new legal or regulatory guidelines, market trends and to support deliberations and decision making related to executive compensation. The committee selected and utilizes an independent compensation consultant, mercer- a marsh & mcclennan company, (the consultant) as a resource to assist with decisions related to executive compensation. In accordance with the committee's annual work plan, the committee reviewed at the june 2017 meeting the following: mercer (us), inc. Certifies that it (1) is a compensation consulting firm, (2) performs compensation valuation studies of this type on a regular basis, and (3) is qualified to perform the valuations of the type of property or services involved. During mercer's review of executive compensation, it was found in their opinion to be fair, reasonable and market appropriate based on their analysis of competitive compensation and benefit practices for functionally comparable positions in similarly situated organizations. All of the compensation meetings are formally documented consistent with best governance practices.”

“Financial statements, governing documents and policies are available upon request.”

“The Executive Committee is comprised of the Chairs of all the Board Committees as well as the Chair and Vice Chair of the Board. All Executive Committee members are members of the Board of Trustees. The Executive Committee can act on behalf of the Board of Trustees in most cases. Any fundamental changes will go to the full Board.”

“Accounts payable payments are consolidated under a common reporting system. Since totals for each vendor may contain transactions from multiple corporations, the number of 1099's filed on behalf of the philadelphia post-acute partners, llc by the common reporting agent cannot be separately identified and determined.”

“Medical Professional Fees: Program service expenses 1,815,037. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,815,037. Bank Services Fees: Program service expenses 0. Management and general expenses 126,048. Fundraising expenses 0. Total expenses 126,048. Collection/Commission Fees: Program service expenses 0. Management and general expenses 322,673. Fundraising expenses 0. Total expenses 322,673. Pharmacy: Program service expenses 443,313. Management and general expenses 0. Fundraising expenses 0. Total expenses 443,313. Lab: Program service expenses 202,231. Management and general expenses 0. Fundraising expenses 0. Total expenses 202,231. Radiology: Program service expenses 106,708. Management and general expenses 0. Fundraising expenses 0. Total expenses 106,708. Dialysis: Program service expenses 297,894. Management and general expenses 0. Fundraising expenses 0. Total expenses 297,894. Clinical Other: Program service expenses 196,580. Management and general expenses 13,191. Fundraising expenses 0. Total expenses 209,771. Dietary: Program service expenses 1,738,940. Management and general expenses 0. Fundraising expenses 0. Total expenses 1,738,940. Housekeeping: Program service expenses 9,039. Management and general expenses 0. Fundraising expenses 0. Total expenses 9,039. Laundry: Program service expenses 165,986. Management and general expenses 364,666. Fundraising expenses 0. Total expenses 530,652. Information Services: Program service expenses -3,495. Management and general expenses 60,293. Fundraising expenses 0. Total expenses 56,798. RECRUITING: Program service expenses 0. Management and general expenses 102,193. Fundraising expenses 0. Total expenses 102,193. Transportation: Program service expenses 209,229. Management and general expenses 257. Fundraising expenses 0. Total expenses 209,486. General Other PURCHASED SERVICES: Program service expenses 1,718,143. Management and general expenses 1,430,783. Fundraising expenses 0. Total expenses 3,148,926. Catering: Program service expenses 8,609. Management and general expenses 27,256. Fundraising expenses 0. Total expenses 35,865. Creative Design: Program service expenses 1,870. Management and general expenses 31,785. Fundraising expenses 0. Total expenses 33,655. Photography: Program service expenses 0. Management and general expenses 10,864. Fundraising expenses 0. Total expenses 10,864. CENTRAL SUPPLY SUPPORT: Program service expenses 0. Management and general expenses 698,351. Fundraising expenses 0. Total expenses 698,351.”

“PENSION LIABILITY ADJUSTMENT 908,468. Dividends paid to members -2,822,000.”

“The processes used by the committee that assumes responsibility for oversight of the audit of the organization's financial statements and the selection of an independent accountant have not changed from the prior year.”