Sc Insurance Company C/O Douglas Welday

“Many of the persons listed on part vii have a business relationship with each other by virtue of sitting on related swedish covenant health entity boards.”

“Sc insurance company ("scic") has a management agreement with beecher carlson insurance services, inc. ("beecher"). Beecher performs, under the direction and control of scic, certain management and administrative services, which include insurance related consulting, accounting services and the preparation of the annual statement. The management fee is subject to annual negotiation.”

“The sole member is swedish covenant health (hospital).”

“The member elects the board of directors.”

“The bylaws grant reserved powers to the member, such as approval of amendments to the bylaws of the corporation, and the power to elect or remove the members of the board of directors of the corporation.”

“An outside accounting firm provided a limited scope review for presentation and reasonableness. After filing, the form 990 is provided to the board of directors and key provisions are discussed.”

“Sc insurance company has an administrative policy on conflict of interest, identifying the parameters of a conflict of interest and the requirement to disclose any such conflict of interest. Each september, the board members, directors and officers are asked to sign a disclosure stating that they do not have any conflicts of interest. All conflict of interest policies have been signed and returned, and reviewed by general counsel. No conflicts of any sort were noted. If a person becomes an interested person he or she may be considered in determining whether a quorum is present. The interested person may make a short statement relating to the transaction or arrangement in question, but shall not vote on the motion addressing the actual or potential conflict.”

“The organization's top management officials, officers and key employees are compensated by the related organizations covenant ministries of benevolence and swedish covenant health. The hospital and covenant ministries of benevolence follow the requirements set forth in the irs rebuttable presumption of reasonableness in determining compensation for the ceo and other officers and executive leaders of the corporation. The process includes review of comparability data, retention of an outside compensation consultant, and contemporaneous substantiation of the deliberation and decision through detailed minutes of the compensation committee and full board meetings where executive compensation is considered. The governance committee of swedish covenant health has established the executive compensation program to enable the organization to recruit, motivate and retain highly qualified executives to successfully carry out its mission statement and core values. The program also serves to align the interests of our executive officers with those of our community by placing a reasonable portion of compensation at risk through performance goals that, if achieved, are expected to increase the aggregate health level of the communities we serve and contribute to the long-term success of the organization. Additionally, the executive compensation program will enable the organization to reward performance that emphasizes teamwork and close collaboration among executive officers, supports organizational excellence by leveraging enterprise-wide capabilities, drives efficiencies and integrates care and services for the benefit of our communities. The program will also assist the organization in rewarding the achievement of specific annual, long-term and strategic goals, and align executive officers' interests with those of the communities we serve by rewarding performance that meets or exceeds established goals, with the ultimate objective of increasing community health. The overall executive compensation program aligns short- and long-term performance with the goals of the organization and ensures cost-effective and efficient use of capital resources by offering the appropriate amounts and mix of compensation. Base salary represents a fixed compensation component set at a level commensurate with the roles and responsibilities if each individual executive position to attract, motivate and retain top executive talent. The annual incentive plan is a variable short-term performance-based compensation component with target award amounts set by the governance committee for each eligible executive position. Payouts reflect the degree to which the organization and the individual executives have performed against predetermined 12-month metrics. Resulting total cash compensation levels may be below or above target amounts based on the organization's performance against its short-term goals. Goals are sometimes set at a "stretch" level such that target performance may result in above-median levels of compensation. The annual incentive plan is intended to align the executive compensation program with the organization's business strategy, and strengthen the relationship between pay and performance. The long-term incentive plan is a variable three-year performance-based compensation component with target award amounts set by the governance committee for each eligible executive position. Payouts reflect the degree to which the organization and the individual executives have performed against predetermined 12-, 24- and 36-month metrics. Resulting total cash levels may be below or above target amounts based on the organization's performance against its long-term goals. Goals are sometimes set at a "stretch" level such that target performance may result in above-median levels of compensation. The long-term incentive plan is intended to align the executive compensation program with the organization's business strategy, strengthen the relationship between pay and perf”

“A copy of the organization's form 990 is available upon request by contacting the parent company swedish covenant health administration department at (773)878-8200.”

“The governing documents, conflict of interest policy, and financial statements are available upon request, for the same period of disclosure as set forth in irc section 6104(d), by contacting the parent company swedish covenant health administration department at (773)878-8200.”

“Net assets transfer to swedish covenant health -24,214,502.”