Gaudenzia Inc.

“The board of directors has an executive committee, comprised of the officers of the board, which may exercise the powers of the board in the management of the corporation between meetings of the board. No committee, executive or otherwise, shall have any power or authority as to: (i) the filling of vacancies in the board; (ii) the adoption, amendment or repeal of the by-laws; (iii) the amendment or repeal of any resolution of the board; (iv) or action on matters committed by the by-laws or board resolution to another committee of the board.”

“Gaudenzia, inc's form 990 was prepared by a nationally renowned accounting firm in conjunction with the gaudenzia financial department. A copy of the draft form 990 was circulated to the full board of trustees for discussion and comment. Each board member was provided an opportunity to comment on the information contained in the form 990 prior to its electronic filing with the internal revenue service.”

“Each officer, director, trustee and key employee is required to annually disclose any conflicts of interest that arise by virtue of their employment, board service, or position with gaudenzia. Gaudenzia monitors compliance with its conflict of interest policy through an annual questionnaire/ disclosure statement that is distributed to these individuals. These forms are reviewed annually.”

“The compensation of the ceo is reviewed by gaudenzia, inc.'s board of directors compensation committee. It is gaudenzia, inc.'s accepted practice to involve a third party specialist that is contracted to conduct an executive compensation analysis and gather comparative market data, periodically. This data in addition to recommendations and a reasonability letter provided by the third party specialist is reviewed by the compensation committee, validating all executive compensation. The most recent study was conducted in 2021. The deliberation and final decision are timely documented in the board minutes.”

“The organization's financial statements, governing documents and conflict of interest policy are not ordinarily made available to the public, but, if requested, will be provided at management's discretion.”

“Merger of gaudenzia erie, inc. -3,174,216.”

“On december 31, 2021, gaudenzia erie, inc. (gei) (ein 23-3083410), executed a plan of merger agreement with gaudenzia foundation, inc. (the foundation), a related tax-exempt organization of gaudenzia, inc. (the organization) previously reported on schedule r, part ii. As part of this agreement, the assets, corresponding liabilities, and net assets of gei were merged into the foundation. At the time of this merger, the foundation had transferred all gei's operating assets, liabilities, and corresponding net assets to the organization. A final form 990 was submitted including the activity for the period july 1, 2021 through december 31, 2021 for gei. The ending net asset balance of <$3,147,216> reported was transferred to the organization from the foundation and had been incorporated as part of the ending net assets at december 31, 2021. Gei had ceased to exist at that time. Additionally, the organization assumed the responsibility for all program service activities and locations of gei. These activities were integrated into the organization's regional network.”