T RUSTEE G OVERNANCE & R E - ENGAGEMENT S TRATEGY J UNE 2, 2015

B OARD C ONVENED A D H OC T RUSTEE G OVERNANCE C OMMITTEE Board Convened Ad Hoc Trustee Governance Committee

B OARD APPOINTED C O -C HAIRS OF A D H OC T RUSTEE G OVERNANCE C OMMITTEE :  Carol A. Ammon – Christiana Care Trustee and former Christiana Care Board Chair  Phil S. Reese – Christiana Care Trustee; member of Christiana Care Board Investment Committee; Former Chairman of the Delaware Public Employees Retirement System

T RUSTEE A D H OC G OVERNANCE C OMMITTEE M EMBERS :  Dr. N. Petrelli  Jamie Murray  Lolita Lopez  Penny Saridakis  Hon. Josh Martin  Carol A. Ammon  Phil S. Reese

C ONTENT E XPERTS  Michele Schiavoni, Chief External Affairs Officer  Bill Wade, Corporate Secretary, Christiana Care Board of Directors  Brenda Pierce, Corporate Counsel  Jimi Reed, Executive Assistant Chief External Affairs Officer  Charles Elson, Governance Expert, Professor Legal Studies, University of Delaware

C OMMITTEE C ONVENES Key Dates – – July 29, 2013 – October 15, 2013 – December 13, 2013 – March 5, 2014 – April 2, 2014 – July 2, 2014 – October 1, 2014 – March 4, 2015

Q UALITATIVE AND Q UANTITATIVE R ESEARCH  Trustee survey closes – October 2013  Trustee Focus Groups – —December 18, 2013 —January 23, 2014 —January 30, 2014  Review Research Findings Christiana Care  Governance Committee – May 19, 2014  Trustee Meeting – May 22, 2014

H IGHLIGHTS OF T RUSTEE F EEDBACK  Trustees surveyed: 303  Distribution channel: mail and on-line  Survey closed October 2013  Results statistically valid with more than 150 responses

H IGHLIGHTS OF T RUSTEE F EEDBACK  Survey Highlights —Advocacy was primary responsibility —Philanthropy was second responsibility

H IGHLIGHTS OF T RUSTEE F EEDBACK  Survey Highlights —8 out of 10 Trustees say they understand their role as a Trustee —6 out of 10 say their skills are being used adequately as Trustees —9 out of 10 say the amount of information they receive is “just right” —8 out of 10 prefer for receiving Christiana Care information

H IGHLIGHTS OF T RUSTEE F EEDBACK  Survey Highlights —Majority think the Trustee group is too large to effectively engage Trustees

N EXT S TEPS  Create 3-year terms and assign Trustees in term/classes  Chair of Trustees becomes an ex-officio voting member of Christiana Care Board of Directors – completed  Seek Trustee advisory vote on new roles, responsibilities and expectations  Seek Board approval for any necessary bylaw changes to implement Trustee engagement strategy – 2015/2016

N EXT S TEPS Implement Trustee Engagement Strategy:  Trustee Manual  Launch Trustee website  E-access to participate in Trustee meetings  Trustee engagement meetings - May through October, 2016 to accommodate Trustees

N EXT S TEPS Implement Trustee Engagement Strategy:  Attendance mandatory at one of the meetings  Appropriate follow up for those few who cannot attend scheduled meetings  Self-Evaluation annually

T RUSTEE R OLES & R ESPONSIBILITIES In addition to Voting and Philanthropy Trustees are expected to participate in at least two activities under Volunteering, Advocating or Consulting.

T RUSTEE R OLES & R ESPONSIBILITIES  Voting —Trustees are responsible for electing the Officers of Trustees, new Trustees, and members of the System Board of Directors at the Annual Meeting of Trustees which occurs every year in early November.

T RUSTEE R OLES & R ESPONSIBILITIES  Volunteering —Trustees volunteer time and competence by serving on the Corporate Board, standing committees of the Board, subsidiary boards, ad hoc committees, centers of excellence groups, or participating in other Christiana Care related activities.

T RUSTEE R OLES & R ESPONSIBILITIES  Advocating —Trustees are expected to develop a working knowledge of the System’s mission and programs and their impact on the community so they can be effective ambassadors to peers, community leaders and other organizations.

T RUSTEE R OLES & R ESPONSIBILITIES  Consulting —Trustees with specific competencies or background relating to healthcare may be consulted with on an as-needed basis

T RUSTEE R OLES & R ESPONSIBILITIES  Contributing Financially —Trustees are expected to participate in philanthropic support of both the annual fund and capital initiatives in a manner commensurate with their ability to give.