Georgia Protoncare Center Inc

“Family/business relationships amongst interested persons: steve hicks and donovan hicks - family relationship”

“Delegation of management duties: the organization has contracted with an unrelated third-party management company to oversee its day-to-day operations. In addition, the organization has engaged a third-party consulting firm to assume certain management responsibilities for the positions of interim chief operating officer (coo) and chief financial officer (cfo). The ultimate authority for all organizational decision-making rests with the officers and directors of the organization and its sole member. Additional information regarding the responsibilities of the gpcc governing body, as well as approvals required by the sole member, provident resources group, inc., is provided in the narrative for part vi, section a, line 6 in schedule o.”

“Classes of members or stockholders: the governance and management of the business and affairs of the organization is vested in the georgia protoncare center, inc. (gpcc) governing body. Provident resource group, inc. (prg) is the sole member of gpcc. Prg appoints the members of the gpcc governing body and approves certain decisions made by the gpcc governing body. The following matters and transactions require the approval of prg: 1. Modify or otherwise amend the articles of incorporation or bylaws of gpcc. 2. Issuance of notes, bonds or other evidences of indebtedness in excess of $100,000 3. Approve any loans from gpcc to any person or entity 4. Authorize or permit gpcc to become a surety, guarantor or accommodation party to any obligation and will not pledge gpcc's assets for any such obligation. 5. Sell, dispose of, or otherwise encumber all or substantially all of the assets of gpcc. 6. Enter into any management, consulting, administrative services or other contract for the management and operation of a project owned or operated by the corporation, without having the president or ceo of the member, and the member's corporate counsel and tax counsel review and approve the contract for compliance with applicable laws. 7. Voluntary dissolution or liquidation of gpcc or the consolidation merger of gpcc with or into any other entity. 8. Voluntary institution of proceedings by gpcc to be adjudicated bankrupt or insolvent, or consenting to the institution of bankruptcy or insolvency proceeding against gpcc, or the filing of a petition seeing or consenting to reorganization of relief under any applicable federal or state law relating to bankruptcy, or consenting to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of gpcc or a substantial part of property of gpcc or making any assignment for the benefit of creditors, or admitting in writing its inability to pay its debts generally as they become due, or taking corporation action in furtherance of any such action. 9. Admit any additional member(s) to gpcc or merge or consolidate gpcc with any other person or entity (other than a disregarded entity for federal income tax purposes with respect to the member) or enter into any partnership, joint venture or other similar enterprise with any other person or entity.”

“Members or stockholders electing members of governing body: see narrative for part vi, section a, line 6.”

“Decisions requiring approval by members or stockholders: see narrative for part vi, section a, line 6.”

“Review of form 990 by governing body: the final draft of the form 990 was reviewed in detail by management. The final draft was then presented to each voting member of the governing body before it was filed with the irs.”

“Conflict of interest policy: provident resources group inc. (prg) is the sole member of georgia protoncare center, inc. (gpcc). All board members of the filing organization as well as prg's senior management, board of directors, and board committees sign annual conflict of interest statements. All statements are collected and reviewed by chief compliance officer of sole member prg. Electronic and paper copies of all coi forms are maintained. If a matter concerning a potential conflict arises at a committee or board meeting, the conflict is evaluated without the potentially conflicted member and a determination is made by the committee or governing board about whether the person should be restricted from discussion and vote.”

“Process to establish compensation of top management official: the officers of the organization, except tom wang and stephen kotler, are compensated solely by the sole member, provident resources group, inc. The following is the process used by provident resources group, inc. To determine compensation. A market review of compensation for all officers is performed. That analysis is compared to historical compensation and evaluated relative to the percentile for the industry and size. The analysis is presented to the compensation committee comprised of members of the governing board of provident resources group inc. For their review, deliberation, and decision regarding compensation for the officers. This process was used for the compensation of all officers of provident resources group, inc. Minutes are maintained to document the deliberations and actions of the committee.”

“Required documents available to the public: the organization's financial statements, conflict of interest policy, and governing documents are available upon written request.”