2013 Holdings Inc

“Form 990, part vi, line 1a the executive committee of the hsc foundation, the sole corporate member of the organization, has the power to exercise each and all of the powers of the board of directors in the same manner and to the same extent as if the committee were in fact the board of directors, provided that any action taken shall not conflict with previously established policies or directives of the board. However, nothing contained in these bylaws shall constitute a delegation to the executive committee of the following powers of the board of directors: to increase or decrease the number of directors; to fill vacancies on or remove directors from the board; to elect officers; to fill officers vacancies; to remove officers; to sell, encumber or otherwise dispose of all or any material part of the assets of the corporation; to merge or consolidate the corporation with another entity; or to amend these bylaws. All executive committee minutes will be provided to all members of the board of directors prior to the next meeting of the board of directors. The executive committee shall consist of the chairman, vice chairman, secretary and treasurer of the hsc foundation and up to four (4) additional at-large members who may be appointed by the chairman of the board, in his or her discretion. The president shall be an ex officio member of the committee. Members or stockholders form 990, part vi, line 6 the hsc foundation is the sole member of 2013 holdings, inc. Election of members form 990, part vi, lines 7a & 7b the sole member shall have all of the powers specified in the articles of incorporation and bylaws, including the power to: (a) establish the corporations policies and goals; (b) appoint and remove the corporations board of directors; (c) monitor the decisions of the corporations boards of directors; and (d) approve the corporations budget.”

“FORM 990, PART VI, LINE 11B THE FORM 990 IS PREPARED BY AN ACCOUNTING FIRM AND THEN REVIEWED BY THE VPS FINANCE and CFO. ONCE COMMENTS FROM VPS FINANCE and CFO HAVE BEEN INCORPORATED INTO THE FORM 990, a copy of THE FORM 990 is distributed to the Board of Directors prior to filing. The full Board of Directors has delegated the review of the Form 990 to HSC Foundations audit committee that functions on behalf of 2013 Holdings, Inc. THE AUDIT COMMITTEE IS A PART OF THE FULL VOTING BOARD OF DIRECTORS.”

“FORM 990, PART VI, LINE 12c THE HSC FOUNDATION HAS A WRITTEN CONFLICT OF INTEREST POLICY THAT COVERS ITSELF AND ALL OF ITS DIRECT AND INDIRECT SUBSIDIARIES (INCLUDING 2013 HOLDINGS, INC.) UNDER THAT POLICY, WHENEVER A POTENTIAL CONFLICT ARISES FOR 2013 HOLDINGS, INC. BOARD OF DIRECTORS AND OFFICERS, IT IS BROUGHT TO THE ATTENTION OF THE PRESIDENT AND EXECUTIVE COMMITTEE OF THE HSC FOUNDATION BOARD, WHICH ANALYZES THE SITUATION AND MAKES A DETERMINATION OF WHETHER OR NOT AN ACTUAL CONFLICT EXISTS. IF IT IS DETERMINED THAT AN ACTUAL CONFLICT EXISTS, THE PRESIDENT AND EXECUTIVE COMMITTEE REPORTS TO THE 2013 HOLDINGS, INC. BOARD OF DIRECTORS REGARDING THE NATURE OF THE CONFLICT AND THAT PERSON IS THEREAFTER RECUSED FROM ANY DISCUSSION AND VOTE REGARDING THE MATTER. THERE ARE NO INDIVIDUALS DIRECTLY EMPLOYED BY 2013 HOLDINGS, INC.”

“Form 990, part vi, line 15 the organization relied on a related organization, hsc foundation, to determine executive compensation. Hsc foundation has adopted an executive compensation policy. Under that policy, the organization uses a four step approach to executive compensation: 1. The executive committee is made up of independent board members without a conflict of interest, to establish and determine the reasonableness of total compensation for the system's disqualified executives and forwards to the full board for approval. 2. Periodically, the executive committee will engage an independent consultant to prepare a detailed written report on appropriate comparability data for comparable positions. 3. The executive committee reviews and relies upon the report of the independent consultant, along with other individual and market data, then debates and fully documents its decision about what is reasonable compensation for disqualified executives. 4. Once the executive committee develops executive compensation recommendations, they are presented to the system's full board for ratification.”

“Form 990, part vi, line 19 this organization makes their governing documents and financials available to the public upon request.”

“FORM 990, PART XI, LINE 9 UNREALIZED GAIN FROM INTEREST RATE SWAP $ 233,377 Rounding Adjustment $1 --------- Total $ 233,378”

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