Archbold Foundation Inc.

“Brad jackson mark saussy trustee trustee business relationship austin quina, m.d. Lee turner trustee trustee business relationship”

“The organization has a sole member, archbold medical center, inc. (amc) with the power to elect or replace and to remove the trustees of the governing body, as well as the authority to approve the decisions of the governing body.”

“The board of trustees of the filing entity are elected annually by the sole member, amc. In addition, amc has the power to elect or replace and to remove the trustees of the governing body. Amc's chairman of the board of trustees serves as ex-officio of the board of archbold foundation without voting rights.”

“The sole member, amc, has the authority to approve the decisions of the governing body, including but not limited to, capital and operating budgets, mergers or acquisitions, contracts and transactions over a certain amount, dissolution, etc.”

“A copy of the form 990 is provided to trustees electronically through a secure website prior to filing the return with the irs. Additionally, an overview of the return is provided to trustees in attendance at a board meeting giving each an opportunity to ask questions and make comments.”

“On an annual basis, the organization distributes a conflict of interest questionnaire and disclosure statement to each trustee. This questionnaire includes questions related to financial interests, outside interests or activities, and gifts, meals, and entertainment. In addition to disclosing any applicable information on the questionnaire, the trustee acknowledges that (s)he has received a copy of the conflict of interest policy, has read, understands, and agrees to comply with it, and understands that the organization is a charitable organization and that in order to maintain its federal tax exemption it must engage primarily in activities which accomplish one or more of its tax-exempt purposes. Responses are summarized and collectively reviewed by the audit & compliance committee of amc, the sole member. During each board meeting, the chairman inquires if any trustee has an actual or potential conflict of interest related to any agenda item. If the trustee discloses any such interest, the trustee is excused from the meeting while the determination as to whether an actual conflict of interest exists is discussed and voted upon by disinterested members of the board and committee. If invited to do so, the trustee with a potential conflict may respond to questions put forth by fellow disinterested trustees regarding any proposed transaction or arrangement. The minutes of the board and all committees with board-delegated powers document the name of any interested person/trustee who disclosed or was found to have a financial interest in connection with a transaction or arrangement resulting in an actual or potential conflict of interest, the nature of the financial interest, any action taken to determine whether a conflict of interest was present, and the board's or committee's decision as to whether a conflict of interest in fact existed; and the names of the persons who were present for discussions and votes related to the transaction or arrangement, the content of the discussions, and a record of any votes taken in connection therewith.”

“Archbold medical center's (amc) compensation committee (committee) of the amc board of trustees makes recommendations to the full amc board on the following positions: the president of amc and the president of the archbold foundation. Amc's president presents recommendations for all senior vice presidents, vice presidents, and other key employees of amc and all related archbold entities to the committee. Since amc has reserve powers for archbold related entities, the committee serves as the compensation committee for each applicable archbold entity. The committee considers the amc president's recommendations, but it also considers recommendations and independent market data analysis from an independent compensation consultant. The amc board utilizes an independent compensation consultant to review the executive compensation program and make recommendations regarding plan design and actual compensation including benefits.”

“SEE 15A ABOVE.”

“No documents are or will be made available to the public.”

“Mission: the foundation helps serve the needs of several critical programs within the archbold medical center system. The foundation is an independent, not for profit corporation governed by a volunteer board of trustees. Our primary goal is to maintain the delivery of high quality and cost effective healthcare for the citizens of the region we serve. Private gifts to the foundation help fund innovative new programs, future capital improvements, new equipment and technologies and other critical services that allow archbold to remain a leading center of excellence for healthcare in our region.”