Living Well Collaborative Inc

“Article 1, paragraph f of the bylaws was amended in its entirety to read as follows: election of individuals to serve on the board of directors. Procter may appoint two individuals (one of whom shall be the procter executive director; provided however, that procter may assign the ablilty to appoint the procter executive director for a term of two years to another strategic member, and during such time, procter shall itself only appoint one individual) and uc may appoint five individuals (one of whom shall be the uc executive director) to serve on the board of directors (the "board of directors"'). The strategic members and procter shall collectively elect four additional individuals to serve on the board of directors (provided that there is another strategic member other than procter and uc). Article ii, paragraph a of the bylaws was amended in its entirety to read as follows: number of directors. The board of directors shall be composed of not less than five (5) persons, and may be composed of as many as eleven (11) persons, in accordance with the terms of a written agreement executed bv all of the stratesic members. In any event, the number of directors appointed by strategic members (other than uc) shall always be one greater than the number of uc-appointed directors. Article ii, paragraph c of the bylaws was amended in its entirety to read as follows: term. Vacancies and removal. With the exception of the initial directors (who shall serve until the next election for their respective positions), each director shall serve a term of two years, with no limits on the number of terms (consecutive or not) any given individual may serve. In odd numbered years, three individuals appointed by uc (including the uc executive director), one individual appolnted by procter and two individuals elected by the strategic members other than uc (provided that there is another stratelic member other than procter and uc) shall each commence a term as a member of the board of directors. In even numbered years, two individuals appointed by uc, one individual appointed bv procter (the procter executive director) and two individuals elected by the strategic members other than uc (provided that there is another strategic member other than procter and uc) shall each commence a term as amember of the board of directors. A vacancy on the board of directors shall be fllled by the members as follows: a vacancy created by the departure of a director appointed by uc or procter shall be filled by uc or procter, as applicable. A vacancy created by the departure of a director elected by the strategic members other than uc shall be filled by a vote of the strategic members other than uc. Any director appointed by uc or procter may be removed at any time with or without cause by uc or procter, as applicable. Any director elected by the strategic members other than uc may be removed at any time with or without cause by the strategic members other than uc.”

“The organization has two classes of members, strategic members and the associate members”

“The strategic members appoint the board of directors”

“A copy of the tax return is supplied to the organization's governing body prior to being filed.”

“It is the responsibility of the member to disclose any possible conflicts of interest with the board with regards to any proposed transactions or arrangements.”

“Documents are made available to the public upon request.”

“Consulting fees 111,775. Interviewing fees 4,395. Other prof services fees 969. Payroll fees 4,953.”

“The process has not changed from the prior year.”