Elizabeth Seton Care Center

“The classes of members are, as follows: class a shall be comprised of that individual who holds the office of provincial (hereinafter the "class a member") of the sisters of charity of seton hill, united states province, or its canonical successor (hereinafter the "religious institute"). The class a member shall be the chair of the members. Class b members shall be the councilors of the religious institute who are appointed by the class a member to be class b members (hereinafter the "class b members") and shall serve for the term set forth in the class a member's appointing resolution. The class a member and the class b members are collectively referred to as members. The following powers are reserved only to the members: (a) to develop, adopt, and amend, from time to time, in consultation with management and the board of trustees, mission guidelines for the vincentian setonian tradition of the corporation; (b)to amend, alter, modify, or repeal the articles of incorporation and the bylaws; (c) to approve the sale or other disposition of assets or the creation of any lien on assets of the corporation, the value of which exceeds the amount established by the members from time to time; (d) to merge, consolidate or effect any other fundamental reorganization of the corporation; (e) to approve the dissolution of the corporation, including the approval of any plan for the distribution of assets upon dissolution; (f) to approve the articles of incorporation of any foundation, subsidiary, or affiliates corporation; (g) to interview and approve the final candidates prior to presentment to the board of trustees for the office of chief executive officer of the corporation; to participate in the search, nomination, and the board's evaluation processes for the office of the chief executive officer as set forth in these bylaws; and (h) to participate in the nomination of trustees, elect, re-elect, and remove trustees, with or without cause. (i) in addition to the rights of the members to information of the corporation provided by pennsylvania law (pa. C.s.a. 5533), the members shall be entitled to receive copies of any professional reports or studies that are prepared for management or the board or by management or by third parties related to the governance, accreditation, insurance, risk management, or operation of the corporation, and to any other information concerning the corporation that may be requested by the members.”

“Members have the power to participate in the nomination of trustees, elect, re-elect, and remove trustees, with or without cause.”

“See schedule o part vi, line 6.”

“A complete copy of this form 990 will be provided to all members of its governing board prior to filing.”

“All potential conflicts are to be disclosed annually.”

“Governing documents, conflict of interest policy, and financial statements are made available to the public upon request.”