Windrose Health Network Inc.

“The organization updated its bylaws changing the number of voting board members from an allowable range of 11 to 15 members to an allowable range of 11 to 16 members.”

“The process of reviewing the Form 990 entails a detailed review by the organization's Chief Financial Officer and Finance Committee with a report back to the Board of directors of any unusual items. The governing body also receives a copy of the Form 990 including requested schedules, as ultimately filed with the IRS, for review prior to filing with the IRS.”

“The written conflict of interest policy is regularly and consistently monitored and compliance is enforced by the chairman of the board in conjunction with the chief executive officer and the board's executive committee. The scope of this policy includes all board members and key employees. The policy is in place to notify other board members and key staff members of potential conflicts of interest involving said board member. The covered persons are to state their potential conflicts annually and again throughout the year if a topic arises during a board meeting by which the covered person might have a conflict. A self disclosure from covered persons to the board chair and/or executive committee is required on any potential conflicts of interest. The covered persons are to recuse themselves from participating in any deliberation or decisions on such transactions. The chairman of the board and the chief executive officer reviews/researches any conflicts disclosed.”

“The CEO's compensation is controlled by the Board's Executive Committee and is reviewed annually along with the CEO's job performance. The Executive Committee performs the initial review and presents the findings and opinions to the full Board for approval. Other officers or key employees' compensation is controlled by the CEO and is referenced against other benchmarking bodies such as MGMA, IMGMA, IPHCA. Employed clinicians working at least 30 hours per week and having more then 24 months of experience with WHN are on a Board-Approved performance-based compensation model.”

“The organization does not make its governing documents, conflict of interest policy, and financial statements available to the public.”

“The finance committee assumes responsibility for oversight of the audit of the financial statement and selection of the independent accountant; no processes have changed from prior year.”