Crouse Medical Practice PLLC

“Seth kronenberg is the sole member of the pllc.”

“Admission of any members requires the approval of crouse health hospital.”

“The sole member has the authority to admit new members and manage the business of crouse medical practice, pllc; provided, however, crouse hospital has certain authority to approve actions which impact the governance of the company including the right to approve the admission of any new members; approve settlements or confess a judgment; dissolve the company; approve sale of company assets; approve merger or consolidation; approve borrowing amounts in excess of $1,000 (other than debt incurred in the ordinary course of business); approve debts payable over more than one year; and approve amendment of the company's articles of organization.”

“Crouse medical practice pllc accounting staff provides data to an independent accounting firm that prepares the form 990 and all required schedules. It is reviewed by legal counsel and management. The revised form is then presented to the sole member and the president of crouse medical practice pllc for their review and approval, prior to filing. The form 990 is also presented to the finance and audit committee of crouse hospital board of directors for their review and approval. Copies of the form 990 and all required schedules are made available to other member of the crouse hospital board of directors upon their request, prior to filing.”

“Conflict of interest disclosure statements are completed annually by the crouse medical practice member and officer, crouse hospital board of directors, officers, and key employees. Once collected, the conflict of interest statements are reviewed by members of the corporate compliance office. All reported potential conflicts of interest are evaluated and discussed among the parties. A report is provided to the crouse hospital board of directors upon completion of the compliance review.”

“The sole member, seth kronenberg, m. D. Is employed by crouse hospital. Dr. Carl butch is the president of, and is employed by, crouse medical practice, pllc. Compensation for both doctors is compared to national and regional salary surveys and any adjustments are determined by the chief executive officer. A portion of the sole member's annual compensation, including benefits, is allocated and charged back to crouse medical practice, pllc based upon the amount of time the sole member devotes to crouse medical practice activities. All compensation for dr. Butch is paid by crouse medical practice.”

“Audited financial statements are available upon request. The governing documents of crouse medical practice are not available to the public.”

“Equity transfer to crouse health hospital, inc., a related party 20,786,093.”

“Neither the oversight or selection process used by the audit committee has changed during the current year.”

“The pllc had a note payable with crouse health hospital ("chh" a related party) for approximately $69,907,000. The note consisted of original cash contributions to fund the pllc and additional recurring contributions to fund any additional deficits. The balance was forgiven, as the pllc was formed to further the charitable purpose of chh, it is anticipated that chh will continue to fund the pllc with no expectation as to repayment or any other form of consideration.”