The Good Samaritan Hospital of Lebanon Pennsylvania

“WellSpan Health, a not for profit corporation, is the sole member.”

“The Board of Directors shall be elected by the Board of Directors of the Member. The Member shall determine annually the number of Directors which shall in no event be less than ten persons nor more than eighteen persons. In addition, the President of the Organization and the President of the Medical Staff of the Organization shall be Directors, ex officio, without vote.The Directors shall be elected at the annual meeting of the Member. The term of the newly elected Directors shall commence at the close of the Member's annual meeting. All Directors shall be selected for their experience, relevant areas of interest and expertise, and ability and willingness to participate actively and effectively in fulfilling the Board of Directors' responsibilities without conflicting interests.”

“The Board of Directors shall recommend strategic and operating plans that are in conformance with System-approved priorities and plans; monitor accomplishment of such plans; recommend operating and capital budgets that are in conformance with System targets; monitor financial performance against budget; monitor the quality of and satisfaction with clinical services provided; serve as a sounding board for the Organization's President, providing advice and counsel to System and Organization management; nominate and, subject to the prior review and ratification of the Member, appoint the officers of the Organization, except for appointment of the Organizations' President, which requires the concurrence of both the Member and the Organization's Boards of Directors and whose removal by the Member requires prior consultation with the Organization's Board; maintain the licensure and accreditation of the Corporation, including, maintaining compliance with all of the applicable publicness requirements established by the Pennsylvania Department of Health for acute general hospitals, the Medicare Conditions of Participation established by CMS for hospitals, and the accreditation standards established by The Joint Commission for hospitals, including but not limited to requirements regarding medical staff appointments, credentialing, and oversight; recommend changes in the services provided by the Organization; recommend amendments to the Organization's Articles of Incorporation and/or Bylaws; recommend fundamental transactions involving the Organization, including the reorganization, merger, the sale of all or substantially all of the assets of the Organization, or dissolution of the Organization; recommend investment of the Organizations' assets other than in accordance with a WellSpan approved investment policy; recommend the issuance of debt for the Organization; recommend the transfer or sale of the Organizations' assets in excess of limits established by WellSpan policy; recommend capital expenditures by the Organization in excess of approved budget; recommend any capital contribution by the Member to the Corporation; recommend any material change to any permit, approval, or license of the Organization; recommend outside legal counsel for the Corporation's local needs or activities; recommend changes to the Organization's statement of mission and vision; recommend the creation of new (or material changes to existing) lines of business, sites of business, and participation in partnerships or joint ventures by the Organization; recommend changes to managed care and other third party payer contracts for the Organization; and represent the interests of the community or population served by the Organization.”

“Management provided an electronic copy of the form 990 to each voting member of the organization's governing body, prior to its filing with the IRS. The organization's finance management team provided a presentation to the Audit Committee on the organization's 990 return.”

“Officers, directors, and key employees fill out a WellSpan Health Conflict of Interest Disclosure Statement questionnaire annually. The questionnaire is administered by the Internal Audit Department of WellSpan Health, the Parent Company.There shall be full disclosure by any Director having a business or personal interest or relationship which may be in conflict with the interests of the Corporation. After such disclosure the Director shall abide by the determination of the Board of Directors as to whether a conflict exists, the extent to which, if at all, the Director will be permitted to be present during the Board of Directors' discussion of the matter in which the Director may be interested, and whether the Director will be permitted to participate in such discussion and cast a vote in such matter.”

“The Compensation Committee of WellSpan Health is responsible for rewarding and reinforcing key executives for the achievement of annual and long-term performance objectives. The Compensation Committee shall consist of not more than six (6) persons, of whom two (2) shall be the Chairman and Vice Chairman of the Board of the Corporation, and the remaining members shall be such other persons as may be appointed by the Chairman of the Board of the Corporation, with the approval of the Board of Directors; provided, however, that the Compensation Committee shall not include any persons who are employed by the System. The Chairman of the Board of Gettysburg Hospital shall participate. The role of the Compensation Committee is to set the Executive Compensation Philosophy for the system and ensure adherence, evaluate performance and establish compensation for the WellSpan President, evaluate team performance of the executive team and establish awards, review and approve senior executive base salary ranges, and oversee employed physician compensation programs. The Committee will approve salary ranges for each executive position and review incumbent salaries annually. The Committee will be responsible for reviewing the President's salary each year, and if warranted, authorizing an adjustment to maintain competitiveness. The President will have the authority to make salary adjustments for subordinate positions. The Committee is responsible for approving and authorizing payment of the performance awards. The Committee will approve and authorize payment of the President's performance awards. Integrated Healthcare Strategies, Inc., based in Minneapolis Minnesota is the external consultant to the committee. This consultant focuses exclusively on executive and physician compensation in the health care industry. In summary, the executive and physician compensation review process consists of the following: 1) Cash compensation reviewed annually 2) Cash compensation reviewed by external consultant biennially 3) external total compensation (cash, incentives, benefits, perquisites) reviewed by external consultant periodically 4) Process is integrated with compensation analysis for other WellSpan positions 5) Committee decisions are documented in minutes maintained in Human Resources.”

“Governing documents, policies, and financial statements are available upon request.”

“Client Note 1 - Paid Preparer ExplanationDue to a software limitation, we wish to clarify that WellSpan Health is the ERO.The paid preparer is:BDO USA, LLP13-53815908401 Greensboro Drive, Suite 800McLean, VA 22102(703) 893-0600The preparers name is Marc Berger, PTIN P01871563”

“Equity Lease Adjustment = -$51866”

“Pension adjustment for FAS 158 = -$7854289”

“$213,430,000 of Revenue bonds for Wellspan Health Obligated Group, Series 2014A were issued November 10, 2014 by General Authority of South Central Pennsylvania. The purpose of this bond issue was revenue refund for bonds issued 06/23/1993 and 11/12/2008. WellSpan Health, the parent organization, allocated portions of the proceeds of this tax exempt bond issue to York Hospital (23-1352222), Gettysburg Hospital (23-1352220), WellSpan Properties (22-2842252), WellSpan Specialty Services (23-2899911), and Ephrata Community Hospital (23-1370484). In order to remain consistent with the reporting on Form 8038, all outstanding liabilities associated with this tax-exempt bond issue is reported on the WellSpan Health (22-2517863) Schedule K. As of 6/30/20, the allocation of the Debt Capital program including issue premium was as follows: York Hospital $113,006,240, Gettysburg Hospital $7,607,130, WellSpan Properties $27,233,962, WellSpan Specialty Services $13,390,824, and Ephrata Community Hospital $27,945,016. These amounts are reported on the respective balance sheets for each of these entities.Arbitrage Rebate and Yield Restriction Liability Calculation was performed for the period of November 10, 2014 to November 10, 2019. No rebate was due.On May 22, 2015, the Lancaster Municipal Authority issued $36,572,083 of Revenue bonds, Series 2015A, to an Obligated Group consisting of York Hospital, Gettysburg Hospital and Ephrata Community Hospital. The purpose of this bond issue was to refund bonds issued on behalf of Ephrata Community Hospital, including the Lancaster Municipal Authority Revenue Notes Series 2009, 2010A, 2012, and 2013. In order to remain consistent with the reporting on Form 8038, all outstanding liabilities associated with this tax-exempt bond issue is reported on the WellSpan Health (22-2517863) Schedule K.As of 6/30/20, the $29,212,704 of outstanding liability is reported on the Ephrata Community Hospital return balance sheet.$34,877,000 of Revenue bonds for Wellspan Health Obligated Group, Series 2017A were issued March 13, 2018 by General Authority of South Central Pennsylvania to refinance Series 2017A Notes (taxable). Such notes were applied to refund 2008A Bonds. WellSpan Health, the parent organization, allocated portions of the proceeds of this tax exempt bond issue to York Hospital (23-1352222), Gettysburg Hospital (23-1352220), WellSpan Properties (22-2842252), WellSpan Specialty Services (23-2899911), and Good Samaritan Hospital (23-1794160). In order to remain consistent with the reporting on Form 8038, all outstanding liabilities associated with this tax-exempt bond issue is reported on the WellSpan Health (22-2517863) Schedule K. As of 6/30/20, the allocation of the Debt Capital program was as follows: York Hospital $15,775,109, Gettysburg Hospital $2,462,503, WellSpan Properties $2,879,066, WellSpan Specialty Services $4,563,048, Good Samaritan Hospital $220,004, and WellSpan Health $1,260,270. These amounts are reported on the respective balance sheets for each of these entities.$29,312,000 of Revenue Bonds, Series 2017B (tax exempt bonds) for WellSpan Health Obligated Group were issued 9/4/2018 by General Authority of South Central Pennsylvania to refinance Series 2017B Notes (taxable). Such notes were applied to refund 2008A Bonds. In order to remain consistent with the reporting on Form 8038, all outstanding liabilities associated with this tax-exempt bond issue is reported on the WellSpan Health (22-2517863) Schedule K. As of 6/30/20, the allocation of the Debt Capital program was as follows: York Hospital $16,385,530, Gettysburg Hospital $2,558,828, WellSpan Properties $2,990,472, WellSpan Specialty Services $4,739,616, Good Samaritan Hospital $228,517, and WellSpan Health $1,309,037. These amounts are reported on the respective balance sheets for each of these entities.$331,502,627 of Revenue bonds Series 2019A and 2019B for Wellspan Health Obligated Group were issued 4/3/2019 by General Authori”

“Paid Preparer ExplanationDue to a software limitation, we wish to clarify that WellSpan Health is the ERO.The paid preparer is:BDO USA, LLP13-53815908401 Greensboro Drive, Suite 800McLean, VA 22102(703) 893-0600The preparers name is Marc Berger, PTIN P01871563”