Oconee Medical Holdings

“The executive committee shall be empowered to act for the board on all matters that need immediate attention and shall report to the board such action at their next meeting. The executive committee shall be composed of seven (7) directors, one (1) of whom shall be the chairman, one (1) the vice-chairman, one (1) the secretary, one (1) the treasurer, one (1) the chief of the medical staff of oconee medical center, one (1) the chief executive officer of oconee medical center, who shall serve ex officio without vote, and one (1) additional director to be appointed by the board of directors. No more than two (2) members of the executive committee may be members of the coporation's medical staff at any one (1) time.”

“The final form 990 and all schedules and disclosures are forwarded by electronic mail to the corporation's board of directors for their review and comment prior to filing.”

“The conflict of interest policy applies to any director, officer or member of senior management of the corporation and requires disclosure of any direct or indirect financial interest (defined broadly in the policy) in a transaction or arrangement. After disclosure or discovery of a potential conflict, the board makes a determination of whether a conflict exists without participation of the interested party. The interested person may make a presentation to the board or committee, but would be required to recuse himself/herself from a discussion of and any vote on the transaction or arrangement. If a more advantageous transaction or arrangement is not reasonably attainable under circumstances not producing a conflict of interest, the committee may enter into a transaction with an interested party only if it determines the transaction or arrangement is in the corporation's best interest, for its own benefit, and is fair and reasonable to the corporation. The board or a committee may investigate alleged failures to disclose conflicts of interest, and take appropriate disciplinary and corrective action, including but not limited to cancellation or voiding any contract or transaction entered into, with, or benefitting an interested party.”

“The compensation committee of the board of directors works with outside compensation consultants to review and recommend salaries of the ceo and other officers and key employees including the coo, cfo, vps of patient care, quality and physician collaboration, hr and executive director of foundation to the full board.”

“Copies of the form 990 are made available upon request.”

“The corporation's articles of incorporation are available from the sc secretary of state. Other governing documents including the bylaws and operating policies, such as the conflict of interest policy, are by state law not subject to general public disclosure. This form 990 constitutes the corporation's public disclosure of its financial statements.”

“Change in fmv of interest rate swap -1,083,209. Elimination of intercompany payable -32,837,315. Change in net assets of omc foundation -21,895.”