Hernando-Pasco Hospice Inc.

“The organization engaged an independent compensation consultant to assist in establishing a Compensation Charter that details the organization's procedures for setting compensation of the President/CEO and all other officers and key employees of the organization. The Compensation Charter established the Compensation Committee, the independent body responsible for establishing the compensation of the President/CEO. The Compensation Committee relies on a recent compensation study performed by an independent compensation consultant, which is done on an annual basis, that provides compensation data for similarly qualified persons in comparable organizations to support its decision-making process and reports its activities to the Board of Directors at the next regularly scheduled meeting. The Compensation Committee adequately documents its compensation determinations in the meeting minutes on a timely basis. This process took place during the year. The president/CEO of Hernando Pasco Hospice, Inc. is paid by Chapters Health System, Inc. The form 990 instructions indicate when the CEO is not paid by the filing organization, the question should be answered "no".”

“The compensation of all other officers and key employees is determined by the president/ceo. the president/ceo uses COMPARABILITY DATA AND AN INDEPENDENT COMPENSATION CONSULTANT TO DETERMINE THE COMPENSATION. THE DECISIONS ARE DOCUMENTED IN EACH EMPLOYEE'S file. This process took place during the year.”

“The executive committee, made up of the president and ceo, coo, cfo, chief medical officer, the vice chairperson of the board and the secretary, shall carry out the work of the board of directors between meetings and make recommendations to the board of directors for its action. The executive committee shall have all the authority of the board of directors except as may be limited by florida law and subject to the approval of the sole member.”

“RANDALL WOODRUFF and MICHAEL MCHUGH - Business relationship”

“The organization has a sole member, chapters health system, inc., that both elects the members of the governing body of hernando pasco hospice, inc. And also approves certain significant decisions made by the governing body of hernando pasco hospice, inc.”

“The organization's sole member, chapters health system, inc., nominates and elects the elected members of the organization's board of directors and may appoint replacement directors at any time when a vacancy occurs.”

“Without the written approval of the organization's Sole Member, Chapters Health System, Inc., the organization's governing body is not permitted to: (A) Sell, lease, or dispose of assets, merge, combine or otherwise or reorganize with any other entity, convert its corporate structure to another form or enter into any management services agreement; (B) Enter into any loan facility, borrow any funds or pledge or hypothecate any or all of its assets as security for any borrowing; (C) Change the character or nature of the organization's business to something other than the operation of a hospice and home health agency; (D) Remove or appoint the President and CEO; (E) Execute any deed, mortgage, note or bond; (F) Adopt or amend the annual operating and/or capital budgets proposed by the President and CEO and the management of the organization; (G) Make any contribution or distribution of assets or property to any person; (H) Amend the Articles of Incorporation of the Corporation; (I) Dissolve, liquidate or otherwise cease to exist as a Florida Not-for-Profit Corporation which is exempt from taxation under Section 501(c)(3) of the Internal Revenue Code; (J) Form, DISSOLVE, LIQUIDATE, SELL, MERGE OR OTHERWISE TRANSFER OWNERSHIP OR CONTROL OF any subsidiary corporation; or (K) Acquire, enjoy, utilize, and dispose of patents, copyrights, and trademarks and any licenses and other rights or interests thereunder or therein.”

“The organization retains an independent tax advisor to assist management in the preparation and review of its IRS Form 990. Prior to filing the return, management and the independent tax advisor review the return and all required schedules with the Compensation Committee of the Board of Directors. The Compensation Committee is composed of independent directors of the Company. Upon completion of its review, the Compensation Committee recommends to the Executive Committee of the Board of Directors that management be authorized to sign and file the return. Under the Company's by laws the Executive Committee has the authority to take this action on behalf of the Board of Directors. A COMPLETE copy of the Form 990 is provided to the full board prior to filing with the IRS and the Executive Committee reports its activities to the Board of Directors on a quarterly basis.”

“Annually, each officer, director and key employee signs an acknowledgement and disclosure form attesting that they have read the Conflict of Interest Policy and agreeing to comply fully with its terms and conditions during their services with Chapters Health System, Inc. (CHS) and Affiliates. They further agree that if, at any time subsequent to the submission of the disclosure form, they become aware of any actual or potential conflict of interest or the information previously submitted becomes inaccurate or incomplete, they will promptly notify the CHS Board of Directors, the President and CEO of Chapters Health System, Inc., and the Hernando Pasco Hospice, Inc.' board of directors. DETERMINATION OF AND REMEDIES FOR CONFLICTS OF INTEREST 1. Disclosure. In connection with any actual or possible conflict of interest, an interested person must disclose the existence of his or her financial interest and must be given the opportunity to disclose all material facts to the Directors (and members of committees) considering the proposed transaction or arrangement. The disclosure shall be made as soon as practicable following the realization by the interested person that an actual or possible conflict of interest exists. Ordinarily, disclosures by interested persons should be to the Chairperson of the Board. When an actual or possible conflict of interest becomes apparent in the course of a Board meeting (or committee meeting), the interested person shall immediately disclose his or her financial interest and related material facts to the presiding Director or officer at such meeting. 2. Determining Whether a Conflict of Interest Exists. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, the interested person shall leave the Board (or committee) meeting while the determination of a conflict of interest is discussed and voted upon. The remaining Board (or committee) members shall decide if a conflict of interest exists. 3. Procedures for Addressing the Conflict of Interest. (a) An interested person who has a conflict of interest may make a presentation at the Board (or committee) meeting, but after such presentation, he or she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement that result in the conflict of interest. The interested person who has a conflict of interest will not be counted as present for determining a majority with respect to the vote on the transaction or arrangement that results in the conflict of interest. (b) The Chairperson of the Board (or committee) shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. (c) After exercising due diligence, the Board (or Committee) shall determine whether CHS and Affiliates can obtain a more advantageous transaction or arrangement with reasonable efforts from a person or business entity that would not give rise to a conflict of interest. (d)If a more advantageous transaction or arrangement is not reasonably attainable under circumstances that would not give rise to a conflict of interest, the Board (or committee) shall determine by a majority vote of the disinterested Directors (or committee members) whether the transaction or arrangement is in the best interest of CHS and Affiliates and for its own benefit and whether the transaction is fair and reasonable to CHS and Affiliates and shall make its decision as to whether to enter into the transaction or arrangement in conformity with such determination. Violations of the Conflicts of Interest Policy (a) If the Board (or committee) has reasonable cause to believe that an interested person has failed to disclose actual or possible conflicts of interest, it shall inform the interested person of the basis for such belief and afford the interested person an opportunity to explain the alleged failure to disclose. (b) If, after hearing the res”

“The organization's articles of incorporation are filed with and viewable by the public at the official website of the florida department of state, division of corporations. The organization's bylaws and conflict of interest policy are not made available to the public. Unaudited financial statements of the organization are filed and viewable by the public at the official website of the state of florida, division of consumer services. In addition, the organization reports its financial performance each year in its annual report, copies of which are available to the public upon request.”

“Change in Beneficial interest in net assets of Chapters Health Foundation - 87136; Net Asset Transfer - -991572;”

“In March 2020, the World Health Organization declared a pandemic related to the rapidly spreading coronavirus ("COVID-19") outbreak, which has led to a global health emergency. The extent to which the COVID-19 pandemic may impact the financial condition or results of CHS' operations is uncertain and cannot be predicted fully at this time. The nature and extent of the final impact may depend on a number of factors, including: the duration and extent of the pandemic; the nature and duration of the pandemic's impact on CHS' healthcare services, and the nature and duration of the pandemic's impact on the CHS' business partners, vendors, and patients, all of which are uncertain and cannot be predicted fully. CHS continues to evaluate the impact of the COVID-19 pandemic on its business and to monitor pandemic related developments. The Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") became law on March 27, 2020. This Federal response to the market volatility and instability resulting from the coronavirus pandemic includes provisions to support individuals and businesses in the form of loans, grants, and tax changes, among other types of relief. The CARES Act authorized $175 billion in payments to be distributed through the Public Health and Social Services Emergency Fund ("Provider Relief Funds" or "PRF"). Payments from the PRF are not loans; however, PRF funds are required to be paid back if not fully utilized by June 30, 2021. During the year ended December 31, 2020, CHS received payments of $9,350,198 from the Provider Relief Fund. CHS has elected to account for the PRF proceeds received as a conditional contribution in accordance with Subtopic 958-605. Under Subtopic 958-605, the PRF proceeds are initially recorded as a deferred grant liability and subsequently recognized as other operating revenue when CHS has substantially met all terms and conditions of the grant. CHS' assessment of whether the terms and conditions for amounts received have been substantially met considers, among other things, the terms of the CARES Act and the Consolidation Appropriation Act of 2021 (CAA), and all other interpretive guidance issued by the U.S. Department of Human and Health Services. Such guidance sets forth the allowable methods for quantifying eligible healthcare related expenses and lost revenues. Only healthcare related expenses attributable to coronavirus that another source has not reimbursed and is not obligated to reimburse are eligible to be claimed. Based on CHS' assessment, the Organization has recognized $9,350,198 which is included in other operating revenue in the consolidated statements of operations and changes in net assets. There are no remaining funds at December 31, 2020.”