Centeral Flordia Clinical Practice Organization Inc.

“The bylaws were amended effective july 1, 2023. Please see the narrative for part vi, section a, line 7b for an explanation of the bylaw amendments.”

“The chair of the university of central florida board of trustees appoints at least one representative to serve as a cfcpo director. The ucf president can appoint a designee as well as additinal directors, and the vice president for health affairs designates one director.”

“The bylaws were amended effective july 1, 2023 and during the fiscal year ending june 30, 2024 to among other things, amend the composition of the board in order to add as voting directors the president of the university or designee, a designee of the vice president for health affairs, and additional board of trustees and presidential appointees, and to eliminate voting director positions for the vice president for health affairs, dean of the college of nursing, the ucf provost or designee, members of ucf's medical affairs senior leadership appointed by the vice president for medical affairs, and members of the college of medicine faculty elected by the college's clinical faculty. The amendment also addressed board member terms, resignations, and board powers; created a clear delineation between board officers and non-director corporate officers; created the role of chief executive officer (ceo), with the vice president responsible for health affairs serving as ceo, and setting forth the ceo's duties; the ceo's appointment of the treasurer and secretary; removed language regarding committees and added language regarding governing authority, non-discrimination, contracts, compensation, employment, prohibition on use of state funds for travel, indemnification, public records, code of ethics, corporate seal, insurance, meeting rules and conflicts of interest. The bylaws were also amended to clarify that the irs form will be provided to the board of governors when requested. The articles of incorporation were amended to update the corporation's address, revised the sections on directors and officers to align with the amended bylaws, updated the registered agent information and added articles as required by florida law and the secretary of state's office, including the effective date.”

“The tax return is prepared by an unrelated, independent accounting firm and then is submitted to internal management and the organization's board of directors for review.”

“The directors and officers are required to disclose annually all conflicts and potential conflicts in writing. If a potential conflict is disclosed, the material facts will be reviewed to determine if a conflict exists. Because of their other roles, the directors and officers of the organization are also subject to the conflict of interest policies of the university of central florida and have the responsibility to comply with sections 112.311 - 112.326 of the florida statutes, code of ethics for public officers and employees.”

“The conflict of interest policy, in addition to other governing policies, is available upon request. All corporate policies and corporate financial statements are also available upon request.”

“Other fees: program service expenses 5,541,425. Management and general expenses 0. Fundraising expenses 0. Total expenses 5,541,425.”

“Transfer to the university of central florida college of medicine -18,283,978.”