Northpointe Resources Inc.

“NorthPointe Resources, Inc. was acquired by Aspire of Illinois effective August 1, 2019. Under the terms of the Transfer of Assets and Assumption of Liabilities Agreement dated June 30, 2019, the By-Laws were revised for the following: - The corporation's purpose shall be to empower persons with disabilities to achieve their dreams, and to solicit, collect, or receive any gifts, bequests, devises, grants of real or personal property, and to accept the same subject with such restrictions as may be imposed thereon from individuals, estates, trusts, associations, corporations or other entities, all for the benefit of carrying out the charitable purposes of the corporation. - The corporation shall not have members - The number of directors shall be seven (7), five (5) of which shall be, ex officio, the chairperson of the Board of Directors, the president, the chief financial officer, the treasurer, and the secretary of Aspire of Illinois. - Effective July 1, 2022, the number of directors shall be reduced to five (5), those being the ex officio directors provided for above. - The officers of the organization shall be a president, a secretary and a treasurer, and shall be that person who holds the corresponding office with Aspire - Prior to August 1, 2022, the by-laws may be altered, amended and repealed and new by-laws may be adopted by super-majority of the directors present at any regular meeting or at any special meeting of the Board of Directors.”

“Five of the Board members shall be ex officio, including the chairperson of the Board of Directors, the President, the Chief Financial Officer, the Treasurer, and the Secretary of Aspire of Illinois. The remaining two are Rick Banas and Dina Donohue-Chase, and if they are unwilling or unable, replacement board members shall be elected and replaced by a majority of the corporation's Board of Directors via selection first from the persons who make up the Board of Directors of the corporation as of July 31, 2019, and otherwise from persons whose philosophy and character, according to the Board of Directors, is compatible with the mission of the organization. Effective July 1, 2022, the number of directors shall be reduced to five (5), those being the ex officio directors provided for above.”

“The Board Treasurer performs a detailed review of Form 990 with management and provides a copy to the Board of Directors for their review prior to filing with the IRS.”

“Conflict of Interest statements are submitted by all Board members annually and reviewed by the Chair of the HR/Finance Committee. The Committee Chair consults with the Board Chair if an apparent or potential conflict of interest is identified. Board members are also expected to disclose conflicts as they arise during the year. In the event an apparent or potential conflict of interest arises, that board member will recuse his/herself from discussion and voting on all matters that pertain to the conflict of interest.”

“The Board and the Human Resources Department of Northpointe Resources utilized salary survey information compiled by IARF to review compensation for top management. The Executive Committee of the Board of Directors of a related entity, Aspire of Illinois, approves executive compensation for the new President & CEO. The Chief People Officer assists by compiling survey data to use as benchmarks from other similarly situated local organizations within the industry and the greater non-profit industry. The Executive Committee also considers performance measures when determining President & CEO compensation. Documentation of the deliberation and decision regarding the President & CEO's compensation is maintained. The President & CEO determines the CFO's compensation with the advice of the Executive Committee.”

“Governing documents and the conflict of interest policy are available upon request.”

“NorthPointe Resources, Inc. transferred its assets and liabilities to Aspire of Illinois, a nonprofit organization, effective August 1, 2019, pursuant to a transfer of assets and assumption of liabilities agreement between the entities. Control of the NorthPointe Resources, Inc. corporate entity was transferred to Aspire as well. Similar to NorthPointe, Aspire is a tax-exempt entity which operates multiple programs for individuals with intellectual disabilities including residential facilities and day programs.”

“Net Asset Transfer to Aspire of Illinois -2,420,042. Market Adjustment to Property and Equipment 1,443,191.”

“On June 30, 2019, NorthPointe Resources, Inc. entered into a Transfer of Assets and Assumption of Liabilities Agreement with Aspire of Illinois, a 501(c)(3) tax-exempt organization. Under the terms of the agreement, NorthPointe agreed to transfer all assets to Aspire and Aspire agreed to assume all known liabilities of NorthPointe as of the closing date. The closing date was effective August 1, 2019.”