Southern Vermont Health Service Corp

“The membership of the corporation shall consist of not more than one hundred and fifty (150) members.”

“The Board of Directors shall consist of eleven (11) persons who are members, honorary members or Emeritus members of the Corporation, plus the President ex officio but without power to vote. At least one member of the Board shall be a physician. The incorporator(s) shall divide the initial Directors into three groups. The number of Directors whose terms are expiring at each Annual Meeting shall be elected by the member of the Corporation at each Annual Meeting, following nomination by the Executive Committee. Directors shall hold office for three (3) years and until their successors have been elected and qualified or until their death or resignation. Directors may serve for a maximum of three (3) consecutive three-year terms.”

“The role of SVHSC's Finance and Audit Committee has expanded to include review of the 990. The Finance and Audit Committee engages the auditors and receives the audit and a complete copy of the form 990, including all schedules. The Finance and Audit Committee will report to the Board that the 990 review has occurred. The Board accepts The Finance and Audit Committee reports and the 990. All members of the Board will have access to the 990 prior to filing.”

“Each December, Board members are required to complete a Conflict of Interest Statement. Beginning FY 2010, these statements will be reviewed by outside counsel and reported back to the Board of Directors along with recommendations for action.”

“The Executive Compensation Committee (ECC) of the Board of Directors (BOD) engages an outside compensation consultant to review executive compensation policies, procedures and conduct an independent regional and national market survey for senior leadership positions. The ECC sets the CEO's compensation and reviews the CEO's recommendations for other senior leadership compensation. The actions of the ECC are reviewed and approved by the BOD.”

“Financial statements are published on our website. Our governing documents and conflict of interest policies are not made available to the public.”

“Other fees: Program service expenses 249,848. Management and general expenses 435. Fundraising expenses 0. Total expenses 250,283.”

“Section 1.263(a)-3(n) Election: Southern Vermont Health Services Corporation 17 Belmont Avenue Brattleboro, VT 05301 EIN 22-2564588 Southern Vermont Health Services Corporation is electing to capitalize repair and maintenance costs under Regulation Section 1.263(a)-3(n).”

“Gain on NPV Adjustment of Insurance Policy 17,238.”