2023-09-09T03:01:31-05:00 2022-12-31 221478099 COHNREZNICK LLP 350 GRANITE STREET SUITE 1200 BRAINTREE MA 02184 990 2022-01-01 042104749 YOUNG MEN'S CHRISTIAN ASSOCIATION SOUTHCOAST INC YOUN 5089969622 25 SOUTH WATER STREET NEW BEDFORD MA 02740 ROBERT A TRAHAN CHIEF FINANCIAL OFFICER 5089969622 2023-09-06 1 ROBERT TRAHAN 999009999 1 JOLANTA TUCK CPA P01340068 7813803520 2023-09-05 2 AAL1 IAL1 2022 2023-04-26 12:10:37Z JAMES F SCHERER 25 SOUTH WATER STREET NEW BEDFORD MA 02740 14416311 0 X WWW.YMCASOUTHCOAST.ORG X 1883 MA YMCA SOUTHCOAST HAS BEEN WORKING TO PROVIDE HEALTH AND SOCIAL SERVICES TO THOUSANDS OF YOUTHS, FAMILIES, AND INDIVIDUALS THROUGHOUT THE SOUTHCOAST REGION FOR OVER 160 YEARS. ITS AREAS OF FOCUS ARE 1) HEALTHY LIVING,2) SOCIAL RESPONSIBILITY, AND 3) YOUTH DEVELOPMENT AND AIMS TO OFFER OPPORTUNITIES TO EVERYONE TO LEAD A HEALTHY AND SUCCESSFUL LIFE. IT ACCOMPLISHES THIS BY OFFERING DIRECT COMMUNITY SUPPORT, GUIDANCE, RESOURCES, FACILITIES, AND EXPERTISE, AS WELL AS BY LOWERING OR REMOVING FINANCIAL BARRIERS FOR COMMUNITY MEMBERS. 24 24 713 14387 0 0 10695584 6066595 5351572 6979003 188294 59727 333655 398076 16569105 13503401 0 0 0 0 6755446 7701400 0 0 620081 4552433 5520091 11307879 13221491 5261226 281910 33897878 34430701 9730047 10317145 24167831 24113556 X YMCA SOUTHCOAST'S MISSION IS THE IMPROVEMENT OF THE SPIRITUAL, MENTAL, SOCIAL, EDUCATIONAL AND PHYSICAL CONDITIONS OF ALL PERSON. 0 0 6854455 1981261 CHILDCARE PROGRAMS:AT YMCA SOUTHCOAST, WE BELIEVE THE VALUES AND SKILLS LEARNED EARLY ON ARE VITAL BUILDING BLOCKS FOR QUALITY OF LIFE AND FUTURE SUCCESS. THAT'S WHY OUR PRE-SCHOOL, BEFORE/AFTERSCHOOL AND CHILD WATCH PROGRAMS ARE STAFFED WITH PEOPLE WHO UNDERSTAND THE COGNITIVE, PHYSICAL AND SOCIAL DEVELOPMENT OF KIDS. AT THE Y, CHILDREN DEVELOP TRUST AND SECURITY, PRESCHOOLERS EXPERIENCE EARLY LITERACY AND LEARN ABOUT THEIR WORLD AND SCHOOL-AGE KIDS MAKE FRIENDS, LEARN NEW SKILLS AND DO THEIR HOMEWORK. MOST IMPORTANTLY, CHILDREN LEARN HOW TO BE THEIR BEST SELVES AND FAMILIES FEEL SUPPORTED. THAT MAKES FOR CONFIDENT KIDS TODAY, AND CONTRIBUTING AND ENGAGED ADULTS TOMORROW. 4367144 5032138 COMMUNITY SUPPORT:AT YMCA SOUTHCOAST, STRENGTHENING COMMUNITY IS OUR CAUSE. THE ASSOCIATION BELIEVES THAT LASTING PERSONAL AND SOCIAL CHANGE CAN ONLY COME ABOUT WHEN WE ALL WORK TOGETHER TO INVEST IN OUR CHILDREN, OUR HEALTH AND OUR NEIGHBORS. FROM EXERCISE TO EDUCATION, VOLLEYBALL TO VOLUNTEERISM, SWIM LESSONS TO SCHOLARSHIPS, THE ASSOCIATION IS HERE FOR ALL. IN ADDITION TO OFFERING FREE, PREVENTATIVE HEALTH PROGRAMS INCLUDING LIVESTRONG, FREE EDUCATIONAL ACHIEVEMENT PROGRAMS INCLUDING SUMMER SCHOLARS, AND OUR HUNGER RELIEF PROGRAMS INCLUDING "SHARING THE HARVEST" COMMUNITY FARM, THE ASSOCIATION ALSO OFFERS YCARES FINANCIAL ASSISTANCE FOR MEMBERSHIP, CHILDCARE, CAMP AND PROGRAMS. THE Y WELCOMES ALL! 11221599 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 1 0 1 0 0 0 0 0 0 1 0 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 49 0 1 713 1 0 0 0 0 0 1 1 0 0 0 0 0 0 X 24 24 0 0 0 0 0 0 0 1 1 0 1 1 1 1 1 1 1 1 1 1 0 MA X X ROBERT A TRAHAN 5089969622 25 SOUTH WATER STREET NEW BEDFORD MA 02740 ARTHUR D FRANK DIRECTOR 0.10 X 0 0 0 ARTHUR MDEASCENTIS CHAIRMAN 3.60 X X 0 0 0 BRIDGERT CUNNINGHAM DIRECTOR 0.10 X 0 0 0 CARY A LEBLANC DIRECTOR 1.00 X 0 0 0 CHRIS HADLEY DIRECTOR 0.20 X 0 0 0 DAVID TATELBAUM DIRECTOR 0.20 X 0 0 0 DAVID W WRIGHT DIRECTOR 1.00 X 0 0 0 ELAINE ROBERTSON DIRECTOR (UNTIL 6/15/22) 0.10 X 0 0 0 GEOFFREY W SWETT TREASURER 2.10 X X 0 0 0 GERARD KAVANAUGH DIRECTOR 1.30 X 0 0 0 IRVING J GOSS DIRECTOR (UNTIL 6/15/22) 0.60 X 0 0 0 JAMES A MUSE DIRECTOR 0.10 X 0 0 0 JOHN F QUINN DIRECTOR 0.20 X 0 0 0 JOSEPH R COSTA DIRECTOR (UNTIL 6/15/22) 0.20 X 0 0 0 KATHLEEN R CORKUM DIRECTOR 0.70 X 0 0 0 KENNETH A SHWARTZ DIRECTOR 0.10 X 0 0 0 KIMBERLY M SCOTT DIRECTOR 0.20 X 0 0 0 LIZANNE CAMPBELL 1ST VICE CHAIR 0.30 X X 0 0 0 MARY STRASSER DIRECTOR 0.30 X 0 0 0 NANCY MCFADDEN DIRECTOR 1.00 X 0 0 0 PAMELA RKUECHLER DIRECTOR 0.20 X 0 0 0 PETER CBULLARD DIRECTOR 2.20 5.00 X 0 0 0 SEAN M CARNEY DIRECTOR 0.30 X 0 0 0 STEVEN H GALAVOTTI DIRECTOR 0.10 X 0 0 0 TERRANCE A GOMES 2ND VICE CHAIR 0.60 X X 0 0 0 THOMAS ANDERSON CLERK 0.30 X X 0 0 0 WILLIAM D ROTH DIRECTOR 0.20 X 0 0 0 JAMES F SCHERER CHIEF EXECUTIVE OFFICER 40.00 5.00 X 205376 0 33006 ROBERT A TRAHAN CHIEF FINANCIAL OFFICER 40.00 5.00 X 191734 0 23633 DEBRA FRINGUELLI SR EXECUTIVE DIRECTOR 40.00 X 128216 0 12818 STEPHANIE T MANCINI SR EXECUTIVE DIRECTOR 40.00 X 102025 0 14348 627351 0 83805 4 0 1 0 ONION FLATS LLC 1942 N FRONT STREET PHILADELPHIA PA 19122 ARCHITECTURE 235450 1 80025 4570353 1416217 6066595 HEALTH & WELLNESS FEES 624100 4004491 4004491 PROGRAM SERVICE FEES 624100 2974512 2974512 6979003 67520 67520 548714 196225 352489 352489 352489 669695 9900 687388 0 -17693 9900 -7793 -7793 19375 80025 8184 11191 11191 54023 21113 32910 32910 1486 1486 1486 13503401 7013399 0 423407 458804 381651 63286 13867 6100619 5087457 831138 182024 292576 239453 43553 9570 282552 231250 42061 9241 566849 512694 39408 14747 6480 6480 43000 43000 939266 502880 70066 366320 397645 349577 42126 5942 2027188 1953058 74130 361887 344120 17148 619 14611 9211 5398 2 250437 239672 10765 1136152 1091562 44590 SUPPLIES AND MISCELLANE 343425 279014 46662 17749 13221491 11221599 1379811 620081 5274 23543 5089761 5599227 15352 78272 843481 804608 105642 172809 41573379 15822120 26074971 25751259 1640357 1732002 123040 268981 33897878 34430701 737035 1035595 565350 1038125 8424519 8068745 3143 174680 9730047 10317145 X 23554751 23249373 613080 864183 24167831 24113556 33897878 34430701 281910 -336185 0 X 0 1 X 1 0 X 1257155 1820318 4440504 10695584 6066595 24280156 10833240 11360012 5254731 5387099 7033026 39868108 12090395 13180330 9695235 16082683 13099621 64148264 38635 41539 61550 47462 55701 244887 0 38635 41539 61550 47462 55701 244887 63903377 505446 481019 205645 538197 616234 2346541 505446 481019 205645 538197 616234 2346541 14430 11191 25621 3468924 548 1486 3470958 12595841 13661349 13369804 16635858 13728532 69991384 0.91300 0.91470 0.03350 0.03100 X SCHEDULE A, PART III, LINE 12, EXPLANATION OF OTHER INCOME: OTHER INCOME - 2020 AMOUNT: $ 9,292. 2021 AMOUNT: $ 548. 2022 AMOUNT: $ 1,486. GAIN ON ACQUISITION - 2020 AMOUNT: $ 3,459,632. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 327311 327311 327311 21971 21971 327311 327311 17141 17141 327311 327311 16382 16382 327311 327311 37812 37812 327311 1.00000 0 0 1732073 1732073 35998339 12852902 23145437 26239 10167 16072 3516535 2818873 697662 300193 140178 160015 25751259 LEASE LIABILITY - RIGHT OF USE ASSET 174680 174680 X 13384554 -336185 217338 -118847 13503401 0 13503401 13438829 217338 217338 13221491 0 13221491 PART V, LINE 4: THE INTENDED USE OF THE ORGANIZATION'S ENDOWMENT FUNDS IS TO FUND OPERATIONS AND EMERGENCY CAPITAL NEEDS WHEN REQUIRED. PART X, LINE 2: U.S. GAAP PRESCRIBES A RECOGNITION THRESHOLD AND MEASUREMENT ATTRIBUTE FOR FINANCIAL STATEMENT RECOGNITION AND MEASUREMENT OF A TAX POSITION TAKEN OR EXPECTED TO BE TAKEN IN A TAX RETURN. GENERALLY, THE ASSOCIATION'S AND RESTORATION'S INFORMATION/TAX RETURNS REMAIN OPEN FOR POSSIBLE FEDERAL INCOME TAX EXAMINATION FOR THREE YEARS AFTER THE FILING DATE. INCOME TAX RETURNS FILED BY THE COMPANY ARE SUBJECT TO EXAMINATION BY THE IRS FOR A PERIOD OF THREE YEARS. WHILE NO INCOME TAX RETURNS ARE CURRENTLY BEING EXAMINED BY THE IRS, TAX YEARS SINCE 2019 REMAIN OPEN. MANAGEMENT HAS ANALYZED THE TAX POSITIONS TAKEN BY THE COMPANIES AND HAS CONCLUDED THAT, AS OF DECEMBER 31, 2022, THERE ARE NO UNCERTAIN TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN THAT WOULD REQUIRE RECOGNITION OF A LIABILITY (OR ASSET) OR DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS. PART XI, LINE 2D - OTHER ADJUSTMENTS: EXPENSES RECLASSIFIED TO REVENUE 217,338. PART XII, LINE 2D - OTHER ADJUSTMENTS: EXPENSES RECLASSIFIED TO REVENUE 217,338. RED, WHITES, & BREWS 68100 61850 6250 3855 1453 FARM TO TABLE 31300 18175 13125 2876 99400 80025 19375 3855 4329 8184 11191 X X X 0 0 0 0 0 0 0 1 0 JAMES F SCHERER CHIEF EXECUTIVE OFFICER 200095 0 0 0 5281 0 21254 0 11752 0 238382 0 0 0 ROBERT A TRAHAN CHIEF FINANCIAL OFFICER 168897 0 22500 0 337 0 19385 0 4248 0 215367 0 0 0 PART I, LINE 7 THE BELOW INDIVIDUALS RECEIVED BONUSES IN CALENDAR YEAR 2022. THESE BONUSES WERE NOT CONTINGENT ON THE REVENUES OR NET EARNINGS OF THE ORGANIZATION: ROBERT TRAHAN $22,500 A MASS DEVELOPMENT FINANCE AGENCY 043431814 2015-01-12 10375000 SEE PART VI 0 0 0 A 2306255 10375000 5279518 162810 2848978 2083694 2015 1 0 1 1 A 0 0 0 0 0 0 1 A 0 0 0 0 0 0 0 0 1 A 1 SCHEDULE K, PART I, LINE A, BOND ISSUES (F) DESCRIPTION OF PURPOSE: REFUND 2005 MDFA TAX-EXEMPT BONDS, PROVIDE FUNDS FOR CONSTRUCTING AND EQUIPPING NEW FACILITIES, REFINANCE CERTAIN LOANS FROM THE BANK, AND PAY COSTS RELATED TO BOND ISSUE. SCHEDULE K, PART II, LINE 11, OTHER SPENT PROCEEDS PAYOFF OF NOTES PAYABLE $2,076,600 INTEREST EXPENSE 7,094 TOTAL LINE 11, OTHER SPENT PROCEEDS $2,083,694 FORM 990, PART III, LINE 1, ORGANIZATION'S MISSION, CONTINUED: YMCA SOUTHCOAST HAS BEEN WORKING TO PROVIDE HEALTH AND SOCIAL SERVICES TO THOUSANDS OF YOUTHS, FAMILIES, AND INDIVIDUALS THROUGHOUT THE SOUTHCOAST REGION FOR OVER 160 YEARS. ITS AREAS OF FOCUS ARE 1) HEALTHY LIVING, 2) SOCIAL RESPONSIBILITY, AND 3) YOUTH DEVELOPMENT AND AIMS TO OFFER OPPORTUNITIES TO EVERYONE TO LEAD A HEALTHY AND SUCCESSFUL LIFE. IT ACCOMPLISHES THIS BY OFFERING DIRECT COMMUNITY SUPPORT, GUIDANCE, RESOURCES, FACILITIES, AND EXPERTISE, AS WELL AS BY LOWERING OR REMOVING FINANCIAL BARRIERS FOR COMMUNITY MEMBERS. YMCA SOUTHCOAST SERVES ITS COMMUNITY MEMBERS IN MYRIAD WAYS. ITS SIX BRANCHES OFFER WELLNESS SERVICES, INCLUDING SWIMMING, BASKETBALL, AND TRAINING LESSONS, AS WELL AS OPEN ACCESS TO THE FACILITIES AND EQUIPMENT. CLASSES INCLUDE THE FREE LIVESTRONG PROGRAM FOR CANCER SURVIVORS AND THE PEDAL FOR PARKINSON'S PROGRAM WHICH CATERS TO THOSE SUFFERING FROM THE DISEASE. FIVE BRANCHES PROVIDE BEFORE-AND- AFTER SCHOOL CHILDCARE DURING THE SCHOOL YEAR, AND ALL SIX BRANCHES OFFER SUMMER CAMP DURING THE SUMMER. IN PARTNERSHIP WITH THE GREATER BOSTON FOOD BANK, YMCA SOUTHCOAST ALSO ADDRESSES FOOD INSECURITY IN THE REGION WITH 124 TOTAL FREE FOOD DISTRIBUTION DAYS (10 TO 11 PER MONTH ACROSS ALL BRANCHES) FOR COMMUNITY MEMBERS. THE SHARING THE HARVEST COMMUNITY FARM, WHICH IS PART OF YMCA SOUTHCOAST NEAR DARTMOUTH, ALSO CONTRIBUTES TO THIS EFFORT BY GROWING HEALTHY FOOD AND PROVIDING ITS HARVEST TO 20 FOOD PANTRIES IN THE REGION. Y BRANCHES ALSO PROVIDE EMERGENCY SERVICES LIKE SETTING UP PUBLIC WARMING STATIONS DURING SEVERE COLD SNAPS AND PROVIDING SPACE FOR VACCINE CLINICS DURING THE PANDEMIC, PROVIDED BY SOUTHCOAST HEALTH. YMCA SOUTHCOAST MEASURES ITS EFFECTIVENESS AND EVOLVING COMMUNITY NEEDS FROM YEAR TO YEAR BY WATCHING ITS USAGE NUMBERS, FINANCIAL AID PROVIDED, AND POUNDS OF FOOD PROVIDED. IT SERVES APPROXIMATELY 30,000 MEMBERS ACROSS ALL BRANCHES, AWARDED $850,000 IN FINANCIAL AID DURING THE LAST FISCAL YEAR, AND DONATED APPROXIMATELY 1,000,000 POUNDS OF FOOD DURING 2022. YMCA SOUTHCOAST SERVES THE ENTIRE REGION, BOTH THROUGH MEMBERSHIP AND ITS OPEN PROGRAMS LIKE THE FULL PLATE PROJECT. MASSACHUSETTS' SOUTHCOAST REGION CONSISTS OF PEOPLE FROM ALL OVER THE WORLD, INCLUDING CAPE VERDE, PORTUGAL, HAITI, AND DOMINICAN REPUBLIC, AND OUR MEMBERSHIP REFLECTS THIS. APPROXIMATELY 50% ARE WHITE, 20% BLACK, 20% LATINX, 5% BIRACIAL, AND 5% OTHER. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS PREPARED FOR THE ORGANIZATION BY AN INDEPENDENT AUDIT FIRM BASED ON THE AUDITED FINANCIAL INFORMATION. THE FORM IS PROVIDED TO THE ENTIRE BOARD OF DIRECTORS, AND IS REVIEWED AND APPROVED BY THE FINANCE COMMITTEE PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C ALL NEW EMPLOYEES ARE REQUIRED TO TAKE THE "NEW HIRE ORIENTATION CLASS WHICH INCLUDES ETHICS, CHILD ABUSE PREVENTION, AND CONFLICTS OF INTEREST. THEREAFTER, MANAGEMENT LEVEL EMPLOYEES ARE MANDATED TO TAKE OUR INTERNAL CLASS ON ETHICS AND CONFLICTS OF INTEREST ONCE EVERY TWO YEARS. ALL OFFICERS AND DIRECTORS ARE REQUIRED TO DISCLOSE ANNUALLY (EACH SEPTEMBER) INTERESTS THAT COULD GIVE RISE TO A CONFLICT. FORM 990, PART VI, SECTION B, LINE 15 YMCA SOUTHCOAST EXECUTIVE COMPENSATION POLICY YMCA SOUTHCOAST WANTS TO ENSURE ITS COMPENSATION ARRANGEMENTS FOR THOSE YMCA EMPLOYEES WHO COULD BE CONSIDERED "DISQUALIFIED PERSONS" FOR PURPOSES OF SECTION 4958 OF THE INTERNAL REVENUE CODE RECEIVE A REBUTTABLE PRESUMPTION FROM THE INTERNAL REVENUE SERVICE THAT THEY ARE NOT EXCESS BENEFIT TRANSACTIONS. COMPENSATION FOR PURPOSES OF THIS POLICY INCLUDES ALL FORMS OF PAYMENT, IN CASH OR IN KIND, CURRENT OR DEFERRED, FOR THE PERFORMANCE OF SERVICES. TO ACCOMPLISH ITS GOAL OF OBTAINING A REBUTTABLE PRESUMPTION OF REASONABLENESS FOR COMPENSATION ARRANGEMENTS WITH ITS "DISQUALIFIED PERSONS", YMCA SOUTHCOAST HAS ESTABLISHED THE FOLLOWING PROCEDURES FOR APPROVING COMPENSATION PACKAGES FOR THE SENIOR EXECUTIVES LISTED BELOW WHO COULD BE DEEMED DISQUALIFIED PERSONS: PRESIDENT & CEO VICE-PRESIDENT & CFO VICE-PRESIDENTS EXECUTIVE DIRECTORS ALONG WITH ANY OTHER POSITION WHICH MAY APPEAR ON FORM 990 AS A KEY EMPLOYEE THE EXECUTIVE COMPENSATION COMMITTEE THE EXECUTIVE COMPENSATION COMMITTEE WILL BE RESPONSIBLE FOR APPROVING THE EXISTING COMPENSATION ARRANGEMENTS, AND ANY FUTURE RELEVANT CHANGES THERETO, FOR THE INDIVIDUALS FILLING THE POSITIONS DESCRIBED ABOVE. THE EXECUTIVE COMPENSATION COMMITTEE WILL CONSIST OF THE BOARD CHAIR, IMMEDIATE PAST CHAIR, 1ST & 2ND VICE CHAIRS, AND THE CHAIR OF THE PERSONNEL COMMITTEE. GENERAL PROCEDURE 1. AT AN ANNUAL EXECUTIVE COMPENSATION COMMITTEE MEETINGS THE CEO SHALL BRING TO THE EXECUTIVE COMPENSATION COMMITTEE A RECOMMENDATION RELATED TO THE COMPENSATION ARRANGEMENTS FOR EACH OF THE INDIVIDUALS SERVING IN THE POSITIONS DESCRIBED ABOVE. IN BETWEEN MEETINGS, THE CEO MAY ELECT TO MAKE CHANGES IN THE COMPENSATION ARRANGEMENT FOR INDIVIDUALS SERVING IN THE POSITIONS DESCRIBED ABOVE IF IN HIS/HER JUDGEMENT THEY ARE APPROPRIATE AND NECESSARY. COMPENSATION ARRANGEMENTS FOR ALL OF THE INDIVIDUALS LISTED ABOVE WILL BE REVIEWED ANNUALLY BY THE EXECUTIVE COMPENSATION COMMITTEE. 2. EACH RECOMMENDATION SHALL BE SUPPORTED BY APPROPRIATE DATA AS TO COMPARABILITY. THIS POLICY WILL ESTABLISH GENERAL CRITERIA, BUT NOT RIGID REQUIREMENTS, RELATED TO THE ADEQUACY OF COMPARABILITY DATA. THE METHOD OF COMPILING AND PRESENTING THIS DATA WILL DEPEND ON THE FACTS AND CIRCUMSTANCES OF EACH COMPENSATION ARRANGEMENT AND THE CHANGE SUGGESTED THERETO. COMPARABILITY DATA AND ANALYSIS SHOULD BE COMPILED BY AN INDEPENDENT FIRM OR THE YMCA OF THE USA, BE POSITION-SPECIFIC, FOCUS ON APPROPRIATE RANGES FOR THE POSITION AT ISSUE, AND INCLUDE INFORMATION ON COMPENSATION LEVELS PAID BY SIMILARLY SITUATED ORGANIZATIONS. 3. THE EXECUTIVE COMPENSATION COMMITTEE SHALL ANALYZE THE COMPARABILITY DATA, DISCUSS THE PROPOSED COMPENSATION ARRANGEMENT, AND VOTE TO APPROVE OR DISAPPROVE SUCH PROPOSED ARRANGEMENT. WITH THE EXCEPTION OF THE COMPENSATION PACKAGE FOR THE CEO, THIS RESPONSIBILITY DOES NOT EMPOWER THE EXECUTIVE COMPENSATION COMMITTEE TO CRAFT A COMPENSATION PACKAGE FOR THE INDIVIDUALS HOLDING THE POSITIONS LISTED ABOVE. NOR DOES IT EMPOWER THE EXECUTIVE COMPENSATION COMMITTEE TO SUBSTITUTE ITS JUDGMENT FOR A REASONABLE, DISCRETIONARY DECISION MADE BY THE CEO RELATED TO COMPENSATION. INSTEAD, THE COMMITTEE SHALL EXERCISE ITS DISCRETION TO DETERMINE WHETHER UNDER ALL OF THE CIRCUMSTANCES THE CEO'S RECOMMENDATION RELATED TO A COMPENSATION ARRANGEMENT IS REASONABLE AND DOES NOT CONSTITUTE AN EXCESS BENEFIT TRANSACTION FOR PURPOSES OF IRS SECTION 4958. IF THE COMMITTEE VOTES TO DISAPPROVE A COMPENSATION ARRANGEMENT, THE CEO MAY AMEND THE PROPOSED COMPENSATION ARRANGEMENT AND SEEK COMMITTEE APPROVAL FOR AN AMENDED PROPOSAL. 4. THE EXECUTIVE COMPENSATION COMMITTEE SHALL DOCUMENT ITS DECISION RELATED TO APPROVING A COMPENSATION ARRANGEMENT. SPECIFICALLY, THE EXECUTIVE COMPENSATION COMMITTEE SHALL DOCUMENT: A. THE TERMS OF THE COMPENSATION ARRANGEMENT APPROVED AND THE DATE IT WAS APPROVED; B. THE MEMBERS FOR THE EXECUTIVE COMPENSATION COMMITTEE WHO WERE PRESENT DURING DEBATE ON THE APPROVED COMPENSATION ARRANGEMENT AND THOSE WHO VOTED ON IT; C. A DESCRIPTION OF THE COMPARABILITY DATA OBTAINED AND RELIED UPON BY THE COMMITTEE AND HOW THE DATA WAS OBTAINED; D. THE ACTIONS TAKEN WITH RESPECT TO CONSIDERATION OF THE COMPENSATION ARRANGEMENT BY ANY MEMBER OF THE COMMITTEE WHO HAD A CONFLICT OF INTEREST WITH RESPECT TO SUCH COMPENSATION ARRANGEMENT; AND E. THE BASIS FOR ANY DETERMINATION TO EXCEED OR FALL BELOW THE RANGE OF COMPARABLE DATA. 5. THIS DOCUMENTATION SHALL BE ATTACHED TO THE MINUTES FOR THE NEXT MEETING OF THE EXECUTIVE COMPENSATION COMMITTEE. THE EXECUTIVE COMPENSATION COMMITTEE WILL THEN APPROVE THE DOCUMENTATION AS REASONABLE, ACCURATE AND COMPLETE AT ITS NEXT MEETING. 6. ANY MEMBER OF THE BOARD OF DIRECTORS WILL HAVE THE RIGHT TO REVIEW THIS DOCUMENTATION. HOWEVER, TO PROTECT THE CONFIDENTIALITY OF THE "DISQUALIFIED PERSONS", THE INFORMATION WILL NOT ORDINARILY BE INCLUDED IN THE INFORMATION PACKETS DISTRIBUTED TO THE BOARD MEMBERS. THE DOCUMENTATION OF THE EXECUTIVE COMPENSATION COMMITTEE'S DISCUSSIONS AND ACTIONS RELATED TO EXECUTIVE COMPENSATION WILL BE KEPT AND MAINTAINED BY THE YMCA'S ATTORNEY OF RECORD AND/OR AUDIT FIRM. 7. CONFLICTS OF INTEREST: BEFORE DEBATING AND VOTING ON ANY COMPENSATION ARRANGEMENT, EACH MEMBER OF THE EXECUTIVE COMMITTEE SHALL DETERMINE WHETHER HE OR SHE HAS A CONFLICT OF INTEREST REGARDING A PARTICULAR RECOMMENDED COMPENSATION ARRANGEMENT. ANY MEMBER WITH A CONFLICT OF INTEREST REGARDING A PARTICULAR COMPENSATION ARRANGEMENT OR TRANSACTION SHALL RECUSE HIM OR HERSELF FROM THE DISCUSSION AND VOTE RELATED TO SUCH COMPENSATION ARRANGEMENT OR TRANSACTION. EXECUTIVE COMPENSATION RESPONSIBILITY OF BOARD, EXECUTIVE COMPENSATION COMMITTEE, AND CEO WITH REGARD TO EMPLOYEE COMPENSATION 1) BOARD RESPONSIBILITY A) OVERALL YMCA COMPENSATION PROGRAM. IT IS THE RESPONSIBILITY OF THE BOARD TO APPROVE THE PHILOSOPHY AND GOALS OF THE YMCA COMPENSATION PROGRAM. THE BOARD SHALL ADOPT POLICIES IT DEEMS APPROPRIATE REGARDING EMPLOYEE COMPENSATION AS NECESSARY TO COMPLY WITH APPLICABLE LAWS AND REGULATIONS, INCLUDING A POLICY WITH RESPECT TO EXCESS BENEFIT TRANSACTIONS UNDER THE INTERNAL REVENUE CODE. B) THE BOARD ALSO SHALL ADOPT AND PERIODICALLY REVIEW AN EXECUTIVE COMPENSATION POLICY. 2) EXECUTIVE COMPENSATION COMMITTEE RESPONSIBILITY C) THE EXECUTIVE COMPENSATION COMMITTEE (EXCEPT THE CEO) WILL CONDUCT A CEO REVIEW AND DEVELOP AND APPROVE THE COMPENSATION AND BENEFITS PACKAGE OF THE CEO. D) THE EXECUTIVE COMPENSATION COMMITTEE MUST APPROVE OTHER SUBSTANTIVE ADAPTATION OF THE YMCA COMPENSATION PROGRAM, WHICH THE CEO MIGHT DEEM NECESSARY FOR A PARTICULAR EMPLOYEE. E) THE EXECUTIVE COMPENSATION COMMITTEE WILL PERFORM THE FUNCTIONS DELEGATED TO IT, IF ANY, PURSUANT TO THE BOARD'S POLICY REGARDING EXCESS BENEFIT TRANSACTIONS. 3) CEO RESPONSIBILITY F) THE CEO WILL DEVELOP APPROPRIATE PROCEDURES TO IMPLEMENT YMCA'S EMPLOYEE COMPENSATION PROGRAM, OVERSEE ITS ADMINISTRATION, AND TO REPORT ON THEM AT THE TIME OF THE CEO'S ANNUAL REVIEW. FORM 990, PART VI, SECTION C, LINE 18 ALL FORMS ARE AVAILABLE UPON REQUEST. FORM 990 IS ALSO AVAILABLE AT WWW.GUIDESTAR.ORG. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS ARE AVAILABLE ONLINE VIA THE SECRETARY FOR THE COMMONWEALTH OF MASSACHUSETTS CORPORATE DATABASE AND UPON REQUEST. THE CONFLICT OF INTEREST POLICY IS AVAILABLE TO THE PUBLIC UPON REQUEST. THE FINANCIAL STATEMENTS ARE AVAILABLE THROUGH GUIDESTAR.ORG AND THE COMMONWEALTH OF MASSACHUSETTS DIVISION OF PUBLIC CHARITIES, OR UPON REQUEST. YMCA OF SOUTHEASTERN MA RESTORATION INC 18 SOUTH WATER STREET NEW BEDFORD MA 02740 463720362 SUPPORT YMCA SOUTHCOAST MA 501(C)(3) LINE 12D, III-O N/A 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0