The Blood & Tissue Center Foundation

“Most board members have a family relationship as husband and wife. Steve brook and patrick rouse are members of the board of directors and executive committee of langley & banack inc. Lilly and alan gretzinger have a family and business relationship with michael kreager. Randi brosterman hutchens is president & ceo of actionable transitions llc, a firm that has provided consulting services to biobridge global, a related organization. She is also the wife of bob hutchens. Bob hutchens is ceo of stembiosys. Biobridge global, a related organization, holds stock in stembiosys. Allison depaoli is founder of altiqe consulting (formerly depaoli professional services) and has been a healthcare consultant for biobridge global.”

“The foundation board delegates its powers to the executive committee, to be exercised between the foundation's board meetings.”

“Biobridge global is the sole member of the foundation. The foundation's board of directors are authorized to manage the foundation and approve significant decisions although some major decisions such as approval of the annual budget are subject to the approval of the biobridge global board as well.”

“Any director may notify the foundation's or biobridge global's nominating committee of the names of individuals to be considered for election to the foundation board. The nominating committee recommends individuals to the foundation board for election to the board. Biobridge global's board can approve or disapprove any election.”

“The biobridge global board can approve or disapprove decisions by the governing body.”

“The organization engages an outside accounting firm to prepare the form 990. Once prepared, the return is reviewed by financial management staff from biobridge global, a related organization. A copy of the form 990 is provided to the executive committee of the board of directors of biobridge global prior to filing.”

“The organization's conflict of interest policy is provided annually to all officers and directors. In addition, questionnaires are given out on an annual basis to all officers and directors which cover family and business relationships and various activities that have occurred over the course of the year. Every attempt is made to ensure that all forms are returned. Individuals who fail to return the requested forms or provide incomplete information are contacted by the organization. In the event of a conflict of interest, the member subject to the conflict of interest must leave the discussion and voting on a transaction or arrangement that results in a conflict of interest. A committee of non-interested representatives shall be appointed to investigate alternatives to the proposed transaction or arrangement. The party with a conflict of interest is not permitted to advocate to other representatives prior to the vote. The committee is responsible for exercising due diligence in determining that the transaction is not more materially advantageous than a deal with a non-interested transaction.”

“Any documents subject to open record requirements are made available upon request.”