Educational Commission For

“The compliance, audit, and quality assurance committee of the board has been charged by the board to review the form 990 as completed by the outside auditor, grant thornton, llp prior to it being filed with the internal revenue service. All members of the compliance, audit and quality assurance committee will receive final draft copies of the form 990 are then given the opportunity to make inquiries about any information contained therein. Drafts are then provided to the full board prior to filing.”

“It shall be the responsibility of all trustees and key employees to identify promptly to the chair of the board of intealth or faimer, as appropriate, all "possible conflicts of interests" whenever they arise; to declare their lack of independence; and to refrain from any discussions or deliberations regarding the identified "possible conflicts of interest or voting on or taking any other action with respect to such matter. Failure to properly disclose a "conflict of interest" may subject the board member or key employee to disciplinary action up to and including dismissal from the board or termination of employment. Annual conflict of interest disclosure forms for board and key employees: a conflict of interest disclosure form shall be circulated annually to all current trustees and key employees. The general counsel of intealth shall make a determination annually as to which current employees of intealth and faimer meet the definition of key employee for the purpose of the questionnaire. The conflict of interest disclosure form shall be distributed in quarter 1 of each year covering the current calendar year. Completed forms shall be returned to the secretary of the board for intealth. The board secretary shall have the responsibility to monitor the completion of requested forms and for making appropriate follow-up inquiries to non-responders. Non-responders to the secretary's requests shall be reported to the chair of the boards of intealth and faimer as appropriate. Completed conflict disclosure forms shall be reviewed by the general counsel, or in the case of the disclosure form of the executive vice president, by the president, and a report made annually of all identified "possible conflicts of interest". Legal counsel shall render an opinion directly to the chair and president of the respective organization regarding such matters.”

“The executive evaluation and compensation committee of the board (the eecc) has the responsibility for overseeing the determination of compensation, benefits, and other remuneration of the chief executive officer and other members of executive leadership of the corporation, and for the administration of compensation plans and policies applicable to such persons. (executive leadership). Not less frequently than every three years, the eecc shall receive and review a compensation report prepared by independent compensation consultants engaged to review and assess the reasonableness of the corporation's compensation programs for members of executive leadership. The eecc is responsible for evaluating the performance of the ceo annually relative to goals and objectives approved in advance by the eecc. Annually the eecc approves a merit increase for the ceo and reviews and approves the ceo's performance under the corporation's executive incentive compensaton (eic) plan. The eecc also approves annual eic plan performance and associated incentive distributions for other eic plan participants. Contemporaneous minutes of all eecc meetings are are made reflecting the actions taken with respect to executive performance, compensation, and other matters within the scope of the eecc charter. Committee actions are summarized and reported to the board of trustees at meetings of the board.”

“The organization makes its governing documents, conflict of interest policy, and financial statements available upon request.”

“Change in beneficial interest in faimer -12,337,485.”