Swedishamerican Health System Corp

“The sole corporate member of the organization is Regional Division, Inc.”

“Regional Division, Inc. as the sole corporate member shall have powers and voting rights to approve and remove Directors on the Board.”

“Regional Division, Inc. as the sole corporate member shall have powers and voting rights to do the following: - Approval and removal of the President/CEO of the organization; - Approval of the Corporation's strategic plans, annual budgets and quality and safety measures; - Approval of annual unbudgeted capital expenditures above $100,000 for new lines of business, above $250,000 for existing lines of business and any such cumulative expenditures exceeding $1,000,000 per year; - Approval of changes to the organizational documents and changes that would affect the organization's not-for-profit and/or tax-exempt status; - Approval of all plans of mergers or consolidations of the organization; or the sale, lease, exchange, mortgage, pledge or other disposition of all or substantially all of the assets of the organization; or a voluntary dissolution of the organization; - Approve all of the Contracts of Indebtedness that exceed $1,000,000 in principal amount or that are effective for longer than 60 months; all accounting policies and financial auditors; contracts with competitors of UHC, the University of Wisconsin Hospitals and Clinics Authority, or the organization that could result in a Material Adverse Effect; and compliance policies. - Creation and dissolution of any operating units, or Subsidiaries of the organization, and approval of clinical service acquisition, addition, or elimination.”

“A draft version of the Form 990 was reviewed by the Chief Financial Officer. The entire Board of Directors was provided with a copy of the Form 990 before it was filed.”

“SAHS regularly and consistently monitors and enforces compliance with its conflict of interest policies, which apply to all members of the Board of Directors and to all employees. Procedures are in place to identify conflicts of both directors and employees. Director conflicts are handled by Board deliberation and Board vote from which the interested director is excluded. Employee conflicts are handled by the Compliance Department and in certain instances may require separate Board action. The Board is provided with periodic compliance reports regarding conflicts of interest.”

“All compensation is determined by the Executive Compensation Committee of SwedishAmerican Health System Corporation and is paid by SwedishAmerican Hospital. All compensation decisions are made by independent persons. With respect to the President & CEO and other Officers, SwedishAmerican Health System Corporation follows a compensation approval procedure annually that involves approval of proposed and final compensation arrangements by SwedishAmerican Health System Corporation's Executive Compensation Committee using comparability data, as well as contemporaneous documentation of compensation decisions in the minutes.”

“The governing documents, conflict of interest policy and financial statements have not been made available to the public. The consolidated audited financial statements of SwedishAmerican Health System, which includes SwedishAmerican Health System Corporation, are available upon request.”

“Book/Tax Difference Joint Venture -116,722.”