Biomed Valley Corporation

“Richard w. Brown, charles german, and david a. Welte, directors of bvc, have a business relationship. Richard w. Brown, charles german, and penny m. Spence, directors of bvc, have a business relationship.”

“Penny m. Spence, charles german and richard w. Brown are compensated by a related organization, srm, for the services performed in their official capacity for srm.”

“Simr is bvc's sole member and elects bvc's board of directors. Simr also has the right to remove, with or without cause, one or more directors.”

“The data and information necessary to prepare bvc's form 990 is compiled by the organization's accounting support team and reviewed by the institute's tax attorney at bryan cave leighton paisner, llp. Forvis mazars, llp, the institute's external tax preparer, uses this information to prepare the form 990. The completed form 990, including required schedules, is distributed to the officers of bvc for their review before the return is filed with the irs. Also, the form 990, including required schedules, is provided to each voting member of bvc's board before it is filed.”

“Bvc has adopted a "conflicts of interest and director independence policy". Each director, officer, and other person who is in a position to exercise substantial influence over decisions of the company is required to annually complete and sign a disclosure statement. A covered person must also disclose the existence of a potential conflict and all material facts to the governing board as soon as the person has knowledge that a potential conflict might exist. Per the policy, the board of directors or governance committee then reviews the disclosure to determine whether a conflict exists. After the covered person makes the relevant disclosure, they are recused and may not participate in the deliberations and decisions regarding the transaction. Bvc also conducts periodic and adhoc reviews of transactions and agreements to ensure that it does not engage in activities that are not consistent with its tax-exempt purpose.”

“Bvc's governing documents, conflict of interest policy, and financial statements are available upon request.”

“Biomed valley corporation ("bvc") operates exclusively within the meaning of sections 501(c)(3) and 509(a)(3) of the internal revenue code ("code"). Its charitable purpose is to support, benefit, and carry out the purposes of its supported organization. Currently, its only supported organization is stowers institute for medical research ("simr"). Simr is engaged in the conduct of scientific research in the public interest. Simr is a code section 501(c)(3) organization and a public charity, as a medical research organization, within the meaning of code sections 170(b)(1)(a)(iii) and 509(a)(1).”

“Bvc additional capital contribution of $18,000,000 in biomed valley discoveries, inc. ("bvd"); bvc is the 100% owner of bvd stock as described in schedule r, part iv.”

“Capital contribution in bvd - -18000000;”