Ambulance and Chair Ems Inc

“MEMBERS”

“Form 990 is presented to board for approval prior to filing. Once approved by board, form 990 is filed.”

“Each director, prior to taking a position on the board, and all present directors shall submit in writing to the chairman of the board a list of all business or other organizations of which he/she is an officer, director, trustee, member, owner (either as a sole proprietor or partner), shareholder with a 5% or greater interest in all outstanding voting shares, employee or agent, with which the corporation has, or might reasonably in the future enter into, a relationship or a transaction in which the director would have conflicting interests, or which may compete with either member or their respective subsidiaries. Each written statement will be submitted with any necessary changes each year. The chairman of the board shall become familar with the statements of all directors in order to guide his/her conduct should a conflict arise. The vice chairman of the board shall be familiar with the statement filed by the chairman. At such as any matter comes before the board in such a way as to give rise to a conflict of interest, the affected director shall make known the potential conflict, whether disclosed by his written statement or not, and after answering any questions that might be asked him/her, shall withdraw from the meeting for so long as the matter shall continue under discussion. Should the matter be brought to a vote, the affected director shall not vote on it. In the event that he/she fails to withdraw voluntarily, the chairman of the board is empowered and shall require that the affected director remove himself/herself from the room during both the discussion and vote on the matter. In the event the conflict of interest affects the chairman, the vice chairman is empowered and shall require that the chairman remove himself/herself in the same manner, and for the duration of discussion and action on the matter the vice chairman shall preside. If the matter is the item of business for which a special meeting of the board was called, the affected director, shall not be counted to establish a quorum, nor shall he/she participate in the deliberations or vote on it. Nothing contained in this section shall preclude any director from receiving compensation from the corporation for services actually rendered or for expenses incurred serving the corporation.”

“The management services agreement which is voted on and approved by the board, determines the compensation for the ceo/director.”

“AVAILABLE UPON REQUEST.”