| FORM 990, PART VI, SECTION A, LINES 6, 7A & 7B |
MEMBERS, STOCKHOLDERS, OR OTHER PERSONS: TWIN RIVERS MEDICAL PC IS ORGANIZED AS A STOCK CORPORATION. THE CORPORATION HAS ONE AUTHORIZED SHAREHOLDER. THE SOLE SHAREHOLDER/DIRECTOR IS AUTHORIZED TO TAKE SUCH ACTIONS AND EXECUTE SUCH DOCUMENTS AS THEY DEEM NECESSARY AND APPROPRIATE TO CARRY OUT THE PURPOSE OF THE ORGANIZATION. THE AFFAIRS OF THE CORPORATION SHALL BE MANAGED AND CONDUCTED BY A SOLE DIRECTOR, SUBJECT TO THE AUTHORITY AND DIRECTION OF THE SVMC BOARD. THE SHAREHOLDER MAY NOT SELL, ASSIGN, TRANSFER, PLEDGE OR GRANT ANY OTHER SECURITY INTEREST OR OTHERWISE ENCUMBER OR DISPOSE OF (COLLECTIVELY, TRANSFER) ANY SHARES OF THE CORPORATION, WHETHER BY DEATH, DEVISE OR OTHERWISE, EXCEPT TO A PHYSICIAN WHO MEETS THE REQUIREMENTS OF ARTICLE I, SECTION 1 OF THE CORPORATION'S BYLAWS, WHICH STATE AS FOLLOWS: "THE CORPORATION'S SHAREHOLDER SHALL BE REQUIRED TO MEET THE FOLLOWING CRITERIA: (I) IS AUTHORIZED BY LAW TO PRACTICE MEDICINE IN THE STATE OF NEW YORK AND DESIGNATED BY SOUTHWESTERN VERMONT MEDICAL CENTER ("SVMC") TO BE A SHAREHOLDER OF THE CORPORATION; (II) IS AN EMPLOYEE OF SVMC AND HAS EXECUTED AN EMPLOYMENT AGREEMENT WITH SVMC; (III) IS A MEMBER OF THE MEDICAL STAFF OF SVMC; (IV) IS ENGAGED IN THE PRACTICE OF MEDICINE IN THE CORPORATION WITHIN THIRTY (30) DAYS OF THE DATE SUCH SHARES ARE ISSUED; AND (V) SUBSCRIBES TO AND COMPLIES WITH THE SHAREHOLDER AGREEMENT WITH THE CORPORATION. UPON TERMINATION OF A SHAREHOLDER'S INTEREST IN THE CORPORATION, THE SHAREHOLDER SHALL BE ENTITLED TO RECEIVE ONLY ONE DOLLAR ($1.00) PER SHARE." THE SHAREHOLDER SHALL NOT ISSUE OR AUTHORIZE THE ISSUANCE OF ANY ADDITIONAL SHARES OR AMEND THE CERTIFICATE OF INCORPORATION OR BYLAWS IN A MANNER ADVERSE TO THE PURPOSES SET FORTH IN THIS AGREEMENT, THE CERTIFICATE OF INCORPORATION, THE BYLAWS OR WITHOUT THE PRIOR WRITTEN CONSENT OF THE CORPORATION AND SVMC. |
| FORM 990, PART VI, SECTION B, LINE 11B |
FORM 990 REVIEW PROCESS: THE FORM 990 IS PREPARED BY AN INDEPENDENT ACCOUNTING FIRM BASED ON THE AUDITED FINANCIAL STATEMENTS AND INFORMATION PROVIDED BY THE ACCOUNTING DEPARTMENT OF THE ORGANIZATION. PRIOR TO FILING WITH THE IRS, THE DRAFT 990 IS REVIEWED BY THE SOLE DIRECTOR OF TWIN RIVERS MEDICAL PC AS WELL AS THE FINANCE COMMITTEE AND THE BOARD OF DIRECTORS OF SOUTHWESTERN VERMONT HEALTH CARE CORP, A RELATED ORGANIZATION. |
| FORM 990, PART VI, SECTION B, LINE 12C |
MONITORING COMPLIANCE WITH CONFLICT OF INTEREST POLICY: TRUSTEES, SENIOR OFFICERS, AND SENIOR MEDICAL STAFF MEMBERS ARE REQUIRED TO DISCLOSE CONFLICTS OF INTEREST AND POTENTIAL CONFLICTS OF INTEREST TO THE CORPORATE COMPLIANCE OFFICER ANNUALLY. IF THE CORPORATE COMPLIANCE DETERMINES THAT A POTENTIAL CONFLICT OF INTEREST EXISTS, THE MATTER IS REFERRED TO THE AUDIT AND COMPLIANCE COMMITTEE FOR REVIEW AND MAY BE REFERRED TO THE BOARD OF TRUSTEES. |
| FORM 990, PART VI, SECTION C, LINE 19 |
DOCUMENT DISCLOSURE: THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. |
| FORM 990, PART XI, LINE 9 |
OTHER CHANGES IN NET ASSETS: $ 7,500 TRANSFER FROM AFFILIATE |
| FORM 990 PART IX LINE 11G |
DESCRIPTION:PSA FEES TOTAL FEES:1189239 |
| FORM 990 PART IX LINE 11G |
DESCRIPTION:PURCHASED SERVICES TOTAL FEES:1092774 |
| FORM 990 PART IX LINE 11G |
DESCRIPTION:SERVICE CONTRACTS TOTAL FEES:27606 |
| FORM 990 PART IX LINE 11G |
DESCRIPTION:COLLECTION FEES TOTAL FEES:3440 |
Attach to Form 990 or 990-EZ.