North Hill Home Health Care Inc.

Description of Classes of Members or Stockholders

“Form 990, part vi, line 6 north hill communities inc. Is the sole member of north hill home health care. Governance decisions reserved to members other than the governing body form 990, part vi, line 7a & 7b north hill communities, inc. Is the sole corporate member ("the member") of north hill home health care, inc. ("home health"). While home health's board of trustees has general management and oversight of the property, affairs and funds of the corporation and exercises all powers of the corporation, the member determines the number of trustees on the board and fills any vacancies that arise. The member may also remove any trustee with or without cause. Review process for form 990 form 990, part vi, line 11b a professional accounting firm prepares a draft of form 990. It is reviewed by management, changes are made and a copy is provided to the entire home health board prior to filing. Description of monitoring & enforcement of conflict of interest policy form 990, part vi, line 12c monitoring - the organization's conflict of interest policy provides that, annually, each trustee shall complete and submit to the chairman of the board of trustees or his/her designee a "statement of outside interest and activities form" outlining any possible conflict of interest or a statement indicating that no such conflicts of interest exist. Any newly-appointed trustee shall be advised of this policy by the chairman of the board of trustees immediately upon appointment and such newly-appointed trustee shall be asked to complete and submit the "statement of outside interest and activities form." employees and agents are required to report any potential or actual conflicts concerning themselves or family members to management. Members of senior management are also required to report any potential or actual conflicts concerning themselves or family members. Enforcement - failure to disclose a conflict or potential conflict of interest or to take whatever action is deemed appropriate by the chairman of the board may result in removal from office unless the conflict or potential conflict can be resolved. Senior management is subject to the code of conduct which is enforced by the corporate compliance committee. Who is covered? - the organization's conflict of interest policy covers each member of the organization's board of trustees, senior management, employees and agents are subject to the code of conduct. Level of determination and review of conflicts - the chairman reviews all completed "statement of outside interest and activities forms" regarding conflicts of interest. As soon as any situation as to which a trustee may be in doubt comes to his/her attention, full disclosure must be made to the chairman of the board so as to permit an impartial and objective determination of whether a real or potential conflict of interest exists. Management and or the corporate compliance committee review conflicts reported by employees or agents. Employees are not allowed to participate in many arrangements such as joint ventures with an actual or potential referral source and cannot be an officer, director, manager or consultant of a potential competitor or supplier. These arrangements are expressly prohibited pursuant to the code of conduct. Restrictions placed on conflicted persons - if a conflict or potential conflict is deemed by the chairman of the board to exist, then the trustee may be required, among other things, to refrain from participating in discussion and decision-making in regard to this matter on behalf of the organization and to remove himself or herself from the meeting during such action. Trustees would not be allowed to vote in any issues with which they have a conflict. Process for determining compensation part vi, questions 15a and 15b north hill communities, inc., the sole member of north hill home health care inc., handles the responsibility of determining compensation for north hill home health care inc.'s ceo, other officers, a”