The Cooper Foundation Inc.

“Family/business relationships MICHAEL L. HARTUNG & AMANDA HARTUNG - FAMILY RELATIONSHIP; JEFFREY BROWN & ANNE E. KOONS - FAMILY RELATIONSHIP; PHILIP A. NORCROSS & LEXIE NORCROSS - FAMILY RELATIONSHIP; Jack Tarditi & Deborah L. Krauss-Kelleher - business relationship”

“members or stockholders COOPER HEALTH SYSTEM IS THE SOLE MEMBER OF THIS ORGANIZATION. COOPER HEALTH SYSTEM HAS THE RIGHT TO ELECT THE MEMBERS OF THIS ORGANIZATION'S BOARD OF TRUSTEES AND HAS CERTAIN RESERVED POWERS AS DEFINED IN THIS ORGANIZATION'S BYLAWS.”

“Form 990 Review Process Form 990, Part VI, Section B, Line 11b As part of the tax return preparation process, the organization hired a professional CPA firm with experience and expertise in both healthcare and not-for-profit tax return preparation to prepare the Federal Form 990. The CPA firm's tax professionals worked closely with the organization's finance personnel and other senior management members of the organization and the system to obtain the information needed in order to prepare a complete and accurate tax return. The CPA firm prepared a draft Federal Form 990 and furnished it to the organization's finance personnel and other senior management members for their review. The organization's finance personnel and other senior management members reviewed the draft Federal Form 990 and discussed questions and comment with the CPA firm. Revisions were made to the draft Federal Form 990, where necessary, and a final draft was furnished by the CPA firm to the organization's finance personnel and other senior management members for further review and approval. The Form 990 is then presented to and reviewed by the members of the Cooper Health System Audit/Ethics & Compliance Committee of the Board of Trustees. The Bylaws of the Board of Trustees provide that this Committee of the Board review the annual Federal Tax Return prior to its filing. Once that Committee's review and approval process has concluded, the completed Form 990 is shared with the entire Board prior to its filing with the IRS.”

“Conflict of Interest Policy & Monitoring THE ORGANIZATION IS AN AFFILIATE IN THE COOPER HEALTH SYSTEM (SYSTEM). THE ORGANIZATION AND THE SYSTEM REGULARLY MONITOR AND ENFORCE COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY. ANNUALLY, ALL MEMBERS OF THE OF TRUSTEES, OFFICERS AND SENIOR MANAGEMENT PERSONNEL ARE REQUIRED TO REVIEW THE EXISTING CONFLICT OF INTEREST POLICY AND COMPLETE A QUESTIONNAIRE. THE COMPLETED QUESTIONNAIRES ARE RETURNED TO THE DIRECTOR OF COMPLIANCE AND REVIEWED WITH INTERNAL AUDIT, THE FINANCE DEPARTMENT, AND GENERAL COUNSEL. BOTH DATA AND A SUMMARY ARE PRESENTED TO THE SYSTEM'S AUDIT/ETHICS & COMPLIANCE COMMITTEE FOR THEIR REVIEW AND DISCUSSION. THE ORGANIZATION'S COMPLIANCE AND LEGAL DEPARTMENTS HAVE DEVELOPED PROCESSES TO REVIEW AND PRESENT POTENTIAL CONFLICTS TO THE AUDIT/ETHICS & COMPLIANCE COMMITTEE.”

“Process for Determining Compensation THE ORGANIZATION IS AN AFFILIATE IN A TAX-EXEMPT INTEGRATED HEALTHCARE DELIVERY SYSTEM. THIS FILING ORGANIZATION ITSELF HAS NO PAID SENIOR MANAGEMENT PERSONNEL RECEIVING COMPENSATION DIRECTLY FROM THIS ORGANIZATION. RATHER, KEY SENIOR MANAGEMENT PERSONNEL ARE EMPLOYED BY THE TAX-EXEMPT HOSPITAL WITHIN THE HEALTHCARE SYSTEM. HOWEVER, THE COMPENSATION AND BENEFITS OF THESE INDIVIDUALS ARE SHOWN ON THIS TAX RETURN BECAUSE THEY ARE ALSO EITHER OFFICERS OR BOARD MEMBERS OF THIS ORGANIZATION. ACCORDINGLY, THE HOSPITAL'S BOARD OF TRUSTEES HAS AN EXECUTIVE COMMITTEE (COMMITTEE) AND AN INDEPENDENT AUDIT/ETHICS & COMPLIANCE COMMITTEE THAT ARE CHARGED BY THE BOARD OF TRUSTEES WITH REVIEWING EXECUTIVE COMPENSATION AND OBTAINING AN INDEPENDENT COMPENSATION SURVEY AND REASONABLENESS OPINION FOR COMPARISON, RESPECTIVELY. THE COMMITTEE, IN ACCORDANCE WITH COOPER'S BYLAWS AND BENEFITS, POLICIES AND PLANS, EVALUATES AND APPROVES COMPENSATION AND BENEFITS OF THE ORGANIZATION'S SENIOR MANAGEMENT INCLUDING THE PRESIDENT/CHIEF EXECUTIVE OFFICER, CHIEF OPERATING OFFICER AND CHIEF FINANCIAL OFFICER THE COMMITTEE REVIEWS THE TOTAL COMPENSATION OF THE INDIVIDUALS WHICH IS INTENDED TO INCLUDE BOTH CURRENT AND DEFERRED COMPENSATION AND ALL EMPLOYEE BENEFITS, BOTH QUALIFIED AND NON-QUALIFIED. THE COMMITTEE'S REVIEW IS DONE ON AT LEAST AN ANNUAL BASIS AND ENSURES THAT THE TOTAL COMPENSATION OF SENIOR MANAGEMENT OF THE ORGANIZATION IS REASONABLE. WE BELIEVE THAT THE ACTIONS TAKEN BY THE COMMITTEE IN CONJUNCTION WITH THE AUDIT/ETHICS & COMPLIANCE COMMITTEE ENABLE THE ORGANIZATION TO RECEIVE THE REBUTTABLE PRESUMPTION OF REASONABLENESS FOR PURPOSES OF INTERNAL REVENUE CODE SECTION 4958 WITH RESPECT TO THE TOTAL COMPENSATION OF CERTAIN MEMBERS OF THE SENIOR MANAGEMENT TEAM, INCLUDING THE PRESIDENT/CHIEF EXECUTIVE OFFICER, CHIEF OPERATING OFFICER AND CHIEF FINANCIAL OFFICER. THE THREE FACTORS WHICH MUST BE SATISFIED IN ORDER TO RECEIVE THE REBUTTABLE PRESUMPTION OF REASONABLENESS ARE THE FOLLOWING: 1. THE COMPENSATION ARRANGEMENT IS APPROVED IN ADVANCE BY AN AUTHORIZED BODY OF THE APPLICABLE TAX-EXEMPT ORGANIZATION WHICH IS COMPOSED ENTIRELY OF INDIVIDUALS WHO DO NOT HAVE A CONFLICT OF INTEREST WITH RESPECT TO THE COMPENSATION ARRANGEMENT, 2. THE AUTHORIZED BODY OBTAINED AND RELIED UPON APPROPRIATE DATA AS TO COMPARABILITY PRIOR TO MAKING ITS DETERMINATION, AND 3. THE AUTHORIZED BODY ADEQUATELY DOCUMENTED THE BASIS FOR ITS DETERMINATION CONCURRENTLY WITH MAKING THAT DETERMINATION. THE AUDIT/ETHICS & COMPLIANCE COMMITTEE IS COMPRISED ENTIRELY OF MEMBERS WHO ARE INDEPENDENT AND ARE FREE FROM ANY CONFLICT OF INTEREST. THE AUDIT/ETHICS & COMPLIANCE COMMITTEE RETAINS AN INDEPENDENT COMPENSATION SURVEY FIRM TO PROVIDE A WRITTEN COMPENSATION STUDY OF RANGES OF EXECUTIVE SALARIES BASED ON COMPARABLE HEALTHCARE ORGANIZATIONS. THE AUDIT/ETHICS & COMPLIANCE COMMITTEE ENSURES THE INDEPENDENCE OF THE SURVEY FIRM AND ITS REPORT, REVIEWS THE REPORT, WHICH INCLUDES THE RANGES RECOMMENDED BY THE INDEPENDENT FIRM BASED UPON MARKET DATA, AND FOLLOWING THIS REVIEW, THE AUDIT/ETHICS & COMPLIANCE COMMITTEE, AS APPROPRIATE, RECOMMENDS TO THE EXECUTIVE COMMITTEE THAT THE SALARY RANGES DOCUMENTED BY THE INDEPENDENT COMPENSATION SURVEY FIRM BE USED AS RANGES TO DETERMINE ACTUAL COMPENSATION TO SENIOR MANAGEMENT. THE EXECUTIVE COMMITTEE EVALUATES PERFORMANCE OF EXECUTIVES, INCLUDING PRESIDENT/CHIEF EXECUTIVE OFFICER, CHIEF OPERATION OFFICER AND CHIEF FINANCIAL OFFICER. THE EXECUTIVE COMMITTEE RELIES UPON THE APPROPRIATE COMPARABLE DATA AS ACCEPTED BY THE AUDIT/ETHICS & COMPLIANCE COMMITTEE, WHICH IS A WRITTEN COMPENSATION STUDY AND REASONABLENESS OPINION FROM AN INDEPENDENT FIRM WHICH SPECIALIZES IN THE REVIEWING OF HOSPITAL AND HEALTH CARE SYSTEM EXECUTIVE COMPENSATION AND BENEFITS THROUGHOUT THE UNITED STATES. THIS STUDY USED COMPARABLE GEOGRAPHIC AND DEMOGRAPHIC MARKET DATA INCLUDING BUT NOT LIMITED TO SIMILAR SIZED HOSPITALS, NUMBER OF LICENSED BE”

“How Documents are made available to the public THE ORGANIZATION'S FILED CERTIFICATE OF INCORPORATION AND ANY AMENDMENTS CAN BE OBTAINED AND REVIEWED THROUGH THE STATE OF NEW JERSEY DEPARTMENT OF THE TREASURY. THE ORGANIZATION'S CONFLICT OF INTEREST POLICY AND AUDITED FINANCIAL STATEMENTS WOULD BE MADE AVAILABLE TO THE PUBLIC AT MANAGEMENT'S DISCRETION.”