Fayette Physician Network Inc.

“The sole member of Fayette Physician Network, Inc. FPN is FPNs parent company, Fayette Regional Health System, a PA non-profit corporation.”

“The sole member has power to a elect all of the Directors except ex-officio Directors of the Corporation b remove at any time one or more of the Directors except ex-officio Directors and/or officers of the Corporation without cause c approve all capital and operating budgets of the Corporation and amendments thereto d approve all fundamental transactions of the Corporation, including without limitation, any amendments to Articles of the Corporation and any merger, consolidation, division, transfer of all or substantially all assets, dissolution, or liquidation of the Corporation e approve any and all amendments of the Bylaws of the Corporation and f approve and/or take any other actions as are reserved to the Sole member by virtue of these Bylaws or any resolutions enacted by the Corporation from time to time or as required of the Sole Member by virtue of its status as sole member of the Corporation. The Sole Member of the Corporation may initiate any such actions and/or amendments listed in c - f above, provided however, that any such actions and/or amendments must be approved by the Corporation and Sole Member prior to its implementation. The Corporation shall not unreasonably withhold its approval for any action and/or change recommended by the Sole Member.”

“The 990 is presented to all voting members of the Finance and Audit Committee of the organizations parent for review. After review by the Finance and Audit Committee, a full copy of the 990 is made available to the entire Board of the Corporation.”

“The Business Ethics department of the parent organization periodically reviews all potential conflicts, transactions and relationships to see if substantive. All potential new conflicts are reviewed by the Business Ethics department and the concept is covered during annual training. The department will report actual or possible conflicts to the FRHS Executive Committee of the Board for evaluation. The Committee shall determine whether a conflict exists. The Committee is empowered to take corrective action as necessary, including refraining from participation in certain Board decisions.”

“The organizations governing documents, conflicts of interest policy and financial statements are available by contacting the CEOs office or the Finance department. A copy will be mailed upon request.”

“Other changes in net assets is comprised of 3,312,364 increase in net assets resulting from fund transfers in from parent/subsidiary.”