Quality Health Strategies Inc

“The bylaws were amended to become compatible with maryland guidelines. Changes were made as follows: - chapter ii corporate powers: section i - corporate powers vested in board of directors is amended to establish a minimum (3) and maximum (15) number of directors. - chapter iii board of directors: section i - terms of office is amended to establish term limits for directors. - chapter v officers: section iii - election is amended to establish term limits for the chairman of the board. - chapter vii executive committee and other committees established by directors: sections i and ii are amended to state that committee members shall be nominated by the chairman and appointed/confirmed by the directors from among the board's members.”

“The form 990 is reviewed by the ceo, cfo, and the finance committee. The board of directors receives a copy of the return prior to filing with the irs.”

“The board of directors participates in annual compliance training and conflict of interest training given by the compliance officer. Each board member, the ceo, coo, and cfo are required to complete and sign a conflict of interest questionnaire on an annual basis. There may be a matter where a member, or a member of the member's family, may have a material personal interest in a transaction or course of action in which qlarant, inc. Is, or may be, involved. In such circumstances, the member shall not participate in the voting upon, or discussion of, the matter except under the following circumstances: 1. A request to participate is made to the compliance committee along with full disclosure of the potential conflict and all relevant facts; and 2. The compliance committee determines that a material personal interest is not involved; and 3. The board is fully advised of the compliance committee's determination.”

“Compensation for all associates is managed the same way with exception of the ceo. Hr is responsible for ensuring that each position is graded properly based on external benchmark data. Compensation for the various position ranges are in compliance with local requirements, where required, and externally benchmarked to ensure appropriate equity. Annually, the merit contribution assumptions are approved by the board. Hr then oversees execution of the merit planning process by the organization based on approved board assumptions. The ceo reviews the overall plan with the vice president of hr for compliance and appropriate distribution based on employee performance and alignment with overall compensation pay ranges. This common process is followed for all company employees with exception of the ceo. The executive board reviews and approves compensation of the ceo annually.”

“Financial statements, conflict of interest policy and governing documents are made available upon request for the same period of disclosure as set forth in section 6104(d).”

“Qcs intercompany adjustment -79,435.”