Aspirus Riverview Hospital & Clinics Inc.

“The parent organization, Aspirus, Inc., is the sole corporate member of the organization.”

“The parent organization, Aspirus, Inc., is the sole member of the organization.”

“The following actions must be approved by the sole member of the organization, Aspirus Inc.: 1) Change or amend the Articles of Incorporation or Bylaws; 2) Change the mission, purpose, or scope of the corporation; 3) Ratification or removal of directors or officers; 4) Change the formula or methodology for determining physician compensation; 5) Approval of annual operating and capital expenditure budgets, strategic and long-range plans.”

“The accounting department accumulates all 990 and 990-T information, including the UBI calculations. These documents are reviewed by the CFO. The 990 and the 990-T are reviewed by other senior management prior to submission to the Internal Revenue Service and are made available to the Board of Directors through Director's Desk or other means of electronic retrieval.”

“Board members and key employees are required to sign annual conflict of interest statements and all managers ae required to sign biannual conflict of interest statements. The organization's CEO and Board Chair review the statements and highlight potential conflicts. The Board determines on a case by case basis any actions required. Individuals are not permitted to vote on any transaction where a conflict has been determined to exist. All conflicts and proceedings are noted in the meeting minutes.”

“For purposes of determining compensation, Aspirus Riverview Hospital & Clinic, Inc. relied on related organizations to establish the compensation of the CEO, other officers, and key employees. The related organizations used the following practices for establishing compensation for such individuals: compensation committee, independent compensation consultant, written employment contract, compensation survey or study, and approval by the Board or compensation committee.”

“Available upon request.”

“Intercompany Net Asset Transfers -5,500,000. Retiree Medical Benefits 98,714. Temp net asset contributions and other changes 42,966.”

“The audit committee of the Board of Directors of Aspirus, Inc., the parent organization, of Aspirus Riverview Hospital & Clinics, Inc., assumes the responsibility for the oversight of the audit of the financial statements and selection of the independent accountant. There was no change in this process in the past year.”