Sunrise Nursing Care Facility

“The sole Member of the Organization is Down East Community Hospital.”

“Down East Community Hospital, the sole member of the Organization, has the sole power to appoint and remove Trustees serving on the Board of Trustees of the Organization.”

“Down East Community Hospital, the sole member of the Organization, has the sole power to take any necessary actions related to the following: 1. Adopting and implementing a system-wide strategic plan for this Corporation and its affiliates, as well as preparing any annual or other reports required to update that plan; 2. Ensuring the financial viability of this Corporation; 3. Overseeing the development of a continuum of integrated health care services; 4. Approving plans with respect to the development of any new programs and/or consolidation of existing programs; 5. Approving plans for clinical initiatives that involve any capital expenditure or the development of any new facility; 6. Amending the Articles of Incorporation or Bylaws of this Corporation; 7. Employing a Chief Executive Officer; 8. Appointing and removing Trustees serving on the Board of Trustees of this Corporation; 9. Approving the operational structure of this Corporation; and 10. Approving the sale of all or substantially all of the assets of this Corporation. The following actions, when taken by the Board of Trustees of this Corporation, shall require the approval of the Member, and any such action shall not be effective until such approval is granted: 1. Adoption of annual operating and capital budgets, or substantial changes thereto, including but not limited to the addition of new health services; 2. Unbudgeted debt instruments, notes, guarantees, mortgages, or pledges in excess of such limits as the Member shall specify from time to time; 3. Authorization or material amendment of contracts for the sale, lease, exchange, or other disposition or acquisition or divestiture of real property or other substantial corporate assets in excess of such amounts as the Member shall specify from time to time; 4. The filing of any petition for voluntary dissolution; 5. The filing of any petition for voluntary bankruptcy; 6. Affiliation, consolidation, or merger with, or acquisition of, any other organization; 7. Establishment, termination, or relocation of any major clinical service; and 8. Selection of any outside auditor or legal counsel.”

“The 990 is reviewed by the CEO and CFO and a copy is presented to the full board before filing.”

“In order to monitor compliance with the Conflict of Interest policy for the Organization, each member of the Board of Trustees is required annually to submit a conflict of interest document and the Compliance officer verifies the receipt of these documents. The compliance officer also reviews payments issued to the Board of Trustees and any contracts in effect with Board members.”

“Compensation for the Organization's CEO is set by the Executive Compensation Committee which is made up of independent board members.”

“The financial Statements and annual report are made available to the public upon request. The Organization's governing documents and conflict of interest policy are not made available to the public.”