Nchmd Inc.

“Bylaws amended and restated nch healthcare system, inc. Amended and restated its bylaws in fiscal year 2019. Article ii board of trustees 2.2.1 number, election and tenure were revised to include "no trustee may serve as chair of the board for more than six years, nor may any trustee serve in any other office position (e.g., vice chair, treasurer or secretary) for more than three years. Nothing in this section is intended to prohibit a trustee from serving in different officer positions during consecutive terms". 2.6 quorum revised from eight to "a majority of the voting members of the board of trustees shall be necessary to constitute a quorom for the transactions of business at meetings of the board. Trustees may not appoint proxies to act for them".”

“Governing body and management nch healthcare system,inc. Is the sole corporate member of the organization.”

“Governing body and management nch healthcare system, inc. Sole member of this organization, elects this organization's directors.”

“Governing body and management all of the governance decisions for nchmd, inc. Are reserved to the governing body of nch healthcare system, inc.”

“Review process information related to nchmd, inc.'s ("nchmd") form 990 filing is gathered by finance staff and provided to rsm us llp for review. After the review by rsm us llp, the form 990 is reviewed by the nch healthcare system chief financial officer. The form 990 is then reviewed by outside counsel for the board. Prior to board approval, the form 990 is provided to all of the finance committee board of trustees for their review via the board portal. At the conclusion of this review process the form 990 is approved by the board of trustees prior to filing with the irs.”

“Conflict of interest policy annually, all nch healthcare system, inc. Officers, directors, trustees and key employees are required to disclose interests that could potentially give rise to conflicts. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he/she shall leave the board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists. Management shall disclose other potential conflicts with the compliance officer. After exercising due diligence, the board or committee shall determine whether the corporation can obtain a more advantageous transaction or arrangement with reasonable efforts from a person or entity that would not give rise to a conflict of interest. If a more advantageous transaction or arrangement is not reasonably attained under circumstances that would not give rise to a conflict of interest, the board or committee shall determine by a majority vote of the disinterested trustees whether the transaction or arrangement is in the corporation's best interest and for its own benefit and whether the transaction is fair and reasonable to the corporation and shall make its decision as to whether to enter into the transaction or arrangement in conformity with such determination. The compliance officer will determine if a management team member or employee should be excused from a discussion or participate in a decision in which there may be a conflict of interest.”

“Compensation process this organization is an affiliate of the nch healthcare system, inc. ("the system"). Compensation arrangements involving our ceo and senior leadership team are established by the system board of trustees compensation committee pursuant to a process that satisfies the rebuttable presumption procedure available for section 4958 excess benefit transaction tax purposes (which requires a review of compensation determination by disinterested persons, use of appropriate comparability data, and contemporaneous documentation of the process).”

“Documents available to the public the forms 1023 and 990, governing documents, audited financial statements, and conflict of interest policy of nhsi are available to the public upon request. Financial statements are also available via our website: http://www.nchmd.org/about-us/annual-reports. Documents available for request are available pursuant to the period of disclosure provided in section 6104(d).”

“Transfers from affiliates 43,459,577.”