Laurel Health Foundation

“Electing members of the governing body: at least 50% of the board of directors must consist of individuals serving as board members of the laurel system entities as system representatives. With respect to the system representative positions, upmc north central pa submits a list of its recommended system representative candidates to the nominating committee, who review the list and upon approval, nominates approved representative to the board.”

“Decisions subject to approval by members: the bylaws require prior written approval of upmc north central pa on any bylaw amendment relating to the following matters: -election or removal of directors or officers -corporate members or membership of the corporation -number, composition, attendance, compensation, voting, quorum, powers, duties, responsiblities or manner of acting of the board of directors, officers or committees -terms, qualifications or duties of, or notice to, directors and/or officers -use of the corporation's funds -corporate purposes, powers or limitations -compliance with section 501(c)(3) of the code and/or any other law -conflict of interest policies or procedures -indemnification rights or obligations -amendment of the articles of incorporations or bylaws or engagement in any fundamental transactions -material rights or obligations of upmc north central pa or its affiliates”

“A copy of the form 990 is provided to all board members prior to filing.”

“Monitoring compliance with conflict of interest policy: laurel health foundation requires key personnel to comply with its conflict of interest policy. Individuals covered by the policy include: board members, corporate officers, key employees, and identified non-employed members of the staff who hold positions of influence. These individuals are required to complete a questionaire at least annually, which along with other data is used to identify possible individual and institutional conflicts of interest. If a potential conflicts are identified regarding a specific activity, the corporate compliance department, with the assistance of the legal department, either develops a written plan designed to prevent the conflict from influencing decisions related to that activity, or requires that the conflicting relationship be divested, as appropriate. For employed personnel and non board member, non-employed personnel, the conflict of interest indentification and management process is ultimately overseen by an ethics and compliance committee of the the board of directors. Potential conflicts of interest transactions involving the board members and entities with which they are affiliated are monitored and subject to pre-approval by the governance and nominating committee of the board of directors.”

“Document disclosure: governing documents, financial statements, and conflict of interest policies are available upon request.”

“Unrealized gains 3,166,248 unrealized losses 0 total 3,166,248”