St George Wellness Center

“Power Wellness Management, LLC (PWM) handles the day to day management of the fitness center. PWM provides and pays the staff (which is reimbursed by St. George Wellness Center) and purchases all of the supplies, etc. PWM also handles all of the accounting functions on site. St. George Wellness Center in turn pays PWM a management fee for these services in addition to paying PWM for its direct costs.”

“St. George Corporation is the sole corporate member.”

“St. George Corporation, the sole member of the Wellness Center, appoints the Chairperson to the Wellness Center Board of Directors.”

“St. George Corporation, the sole member of the Wellness Center, has reserve power for any major decisions such as selling the Wellness Center or significant renovations.”

“Senior management reviewed the Form 990 that was prepared by our tax advisors with the information we provided to them. Once reviewed by senior management it was made available to our Board prior to filing.”

“On an annual basis directors, key personnel (VP, department heads (budget administrators)), and all purchasing staff must complete a Conflict of Interest Form disclosing any conflict of interest that may exist or be perceived to exist between themselves and/or family members and vendors, contractors and others Palos has a contract/transaction agreement. These annual disclosure statements of key personnel are reviewed by the VP of Human Resources. Any issue identified as part of this annual disclosure is referred to the Compliance Officer, in consultation with General Counsel, for disposition. The full Board reviewed the disclosure statements of each Director that identified an interest.”

“Officers are compensated through a related entity, Palos Community Hospital (Palos). Palos engaged an independent consultant to complete a market analysis of executive positions. The market analysis included base rates, bonuses and benefits resulting in a total remuneration benchmark. They compared Palos executives to executives in organizations of similar size and with similar characteristics. The consultants presented their report and findings to the Compensation Committee of the Board. The independent members of the Compensation Committee approved compensation and this approval was documented in the minutes at the time of approval.”

“All policies, governing documents and financial statements required to be available to the public are available upon request. Requests can be made from the Finance Department of Palos Community Hospital. Documents are available for the same period of disclosure as set forth in IRC Section 6104(d).”