The Highland Foundation Inc

“Membership information the sole member of the highland foundation, inc. ("hf") is the highland hospital of rochester ("hhr"). The sole member of hhr is strong partners health system, inc. ("sphs"). Hhr, acting through its board of directors, has the authority to elect the governing body of hf, and certain decisions of the hf board are subject to the approval of the hhr board. Such decisions include appointment of the hf president and ceo, amendment of the certificate of incorporation and bylaws, approval of extraordinary corporate actions such as merger or dissolution, and approval of capital and operating budgets, strategic plans, and incurrence of certain debt. -------------------- form 990, part vi, section b, line 11b form 990 review process the form 990 of the highland foundation, inc. ("hf") is prepared by finance staff and provided to pricewaterhousecoopers llp and senior management for review prior to filing. The form 990 was provided to hf's board of directors prior to filing. --------------------”

“Conflict of interest policy directors, committee members, officers and key employees are required to disclose a conflict of interest: (a) prior to voting on or otherwise discharging their duties with respect to any matter involving the conflict which comes before the board or any committee; (b) prior to entering into any contract or transaction involving the conflict; (c) as soon as possible after the director, committee member or officer learns of the conflict; and (d) on an annual conflict of interest disclosure form. The form is distributed annually and requires disclosure of all conflicts of interest, including specific information concerning the terms of any contract or transaction with the highland foundation, inc. ("hf") that involves a potential conflict of interest for the individual. The forms are reviewed by the board chair and legal counsel, and conflicts disclosed on the forms or on an ad hoc basis are reviewed by a board committee. The committee considers the material facts concerning any proposed contract or transaction, including the process by which the decision was made to approve or recommend entering into the arrangement on the terms proposed, and approves such contracts or transactions only if the terms are fair and reasonable to hf and the arrangements are consistent with the best interests of hf. --------------------”

“Compensation review and approval written self-evaluations and performance evaluations for the highland foundation, inc.'s ("hf") officers annually are reviewed by the committee of compliance and compensation of the university of rochester medical center board. The committee has available evaluations from the ceo of urmc health system for the ceo, and from the hf ceo for the executive director. The committee reviews and approves total compensation for officers and key employees and considers, in addition to the evaluations, the scope of the individual's job responsibilities, previous compensation and comparable compensation paid to people with similar responsibilities at comparable institutions. The comparable information is provided by an independent consultant and is based on local, regional and national compensation surveys. --------------------”

“Governing documents the highland foundation, inc.'s ("hf") form 1023 and form 990 are available upon request. Hf's governing documents, conflict of interest policy and audited financial statements are not routinely made available to the public. --------------------”

“Compensation information the president and executive director of the highland foundation, inc. Receive compensation from the university of rochester, a related irc section 501(c)(3) organization. A portion of the salary expenses of these individuals is allocated to the highland foundation, inc. And is reported as "contracted services" on the statement of functional expenses. An officer of the highland foundation, inc. Devotes time each week to other related organizations. None of the board members of the highland foundation are compensated for their board service. --------------------”

“Gain/loss from sale of other securities the net gain from sale of other securities is $362,403. Transactions included in this amount are voluminous. Detailed schedules are on file at the institution and are available upon request.”