Bst Health Services Corp

“Afv inc., dba blue skies of texas, annually reviews compensation for the executive staff of the related organization including the ceo, cfo, coo, and chso. The review includes the results of a wage and benefit survey, prepared by a third party on a periodic basis. The board approves the compensation of the ceo. Furthermore, the ceo approves the compensation for all the remaining corporate officers: cfo, chso, and coo. The hro assists as requested in providing market and professional compensation surveys, some of which are completed by consulting agencies.”

“Afv inc., dba blue skies of texas shall be the sole member of the organization.”

“The directors and officers shall be elected by the member, afv inc., dba blue skies of texas.”

“All actions of the board outside the conduct of everyday business of the organization are subject to approval by the member, afv inc., dba blue skies of texas. Any action of the board outside the conduct of everyday business of the organization and not receiving the approval of the member shall be void.”

“Board members and senior management review the form 990 prior to filing and utilizes counsel as needed.”

“A director shall abstain from voting on the selection, award or administration of a contract, encumbrance or policy from which such director, or a group or organization such director represents, may benefit. The director may be present at the meeting to answer questions on such matters, provided the director excuses himself or herself from the meeting room while the remaining directors discuss and vote on such matters and said excusal is noted in the minutes of the meeting. This conflict of interest policy covers the board of directors and is monitored by the chairman of the board. Additionally, a conflict of interest policy is completed annually by all senior staff and executives. This second coi policy is monitored by the internal auditor and the cfo/compliance officer. If a conflict is identified, the employee discloses the relationship to the vendor, etc. And the cfo reviews all disclosures to determine if action is necessary. Though a situation has not arisen where a conflict was being voted on, the policy would be for that individual to abstain from voting.”

“Governing documents, conflict of interest policy, and financial statements are made available to the public upon request.”

“Blue skies of texas and its affiliates share a common pay master for its employees. All payroll related expenses are paid from the bst senior living west, inc (fein: 74-2310549) and distributed to each affiliate, as appropriate. Bst senior living west, inc. Has complied with payroll filing requirements.”