2024-08-15T10:27:38-05:00 2023-09-30 591753337 KERKERING BARBERIO & CO PO BOX 49348 SARASOTA FL 342306348 990 2022-10-01 510188568 SARASOTA MEMORIAL HEALTHCARE FOUNDATION INC SARA 9419171286 1515 S OSPREY AVE B4 SARASOTA FL 34239 STACEY CORLEY PRESIDENT 9419171286 2024-08-15 1 1 REBECCA U STONER P00585910 9413654617 2022 2024-08-08 14:25:15Z STACEY CORLEY 1515 S OSPREY AVE B4 SARASOTA FL 34239 88505111 0 X WWW.SMHF.ORG X 1976 FL SARASOTA MEMORIAL HEALTHCARE FOUNDATION, INC. IS AN INDEPENDENT FUNDRAISING ORGANIZATION WORKING WITH SARASOTA MEMORIAL HEALTH CARE SYSTEM AND OTHERS TO ENSURE THE HIGHEST QUALITY HEALTHCARE IS ACCESSIBLE AND MEETS THE NEEDS OF OUR COMMUNITY. 19 19 13 206 1681 473 41830154 14347314 0 0 2557478 2226330 1487304 1794509 45874936 18368153 18695497 6219212 0 0 1739605 1777224 33600 37520 1704905 1075366 1355422 21544068 9389378 24330868 8978775 130865564 139004778 14156139 10678009 116709425 128326769 X SARASOTA MEMORIAL HEALTHCARE FOUNDATION IS THE PHILANTHROPIC PARTNER THAT HELPS SARASOTA MEMORIAL HEALTH CARE SYSTEM BRING WORLD-CLASS CARE TO OUR COMMUNITY. 0 0 3116025 3116025 GRANTS TO SARASOTA COUNTY PUBLIC HOSPITAL BOARD, SARASOTA MEMORIAL HOSPITAL AND OTHER NOT-FOR-PROFIT HEALTHCARE ORGANIZATIONS IN SARASOTA COUNTY FOR RESEARCH, PATIENT CARE AND OTHER NEEDS WITH PROGRAMS THAT WILL IMPROVE EFFICIENCY, EFFECTIVENESS, PATIENT SAFETY, AVAILABILITY AND ADVOCACY OF HEALTHCARE IN AN ENVIRONMENT OF WELL BEING FOR OVER 1.7M INPATIENT AND OUTPATIENT/PHYSICIAN VISITS PER YEAR. THE ONLY HOSPITAL IN FLORIDA TO RECEIVE THE HIGHEST 5-STAR QUALITY RATING FROM THE CENTERS FOR MEDICARE AND MEDICAID IN ALL REPORTING PERIODS SINCE THE PROGRAM BEGAN IN 2016. 296837 296837 GRANTS TO SARASOTA COUNTY PUBLIC HOSPITAL BOARD, SARASOTA MEMORIAL HOSPITAL FOR FACILITIES, AND EQUIPMENT THAT WILL PROVIDE THE MOST ADVANCED, STATE-OF-THE -ART TREATMENTS AND THE HIGHEST QUALITY OF CARE AND COMFORT. NAMED ONE OF THE WORLD'S BEST HOSPITALS 2019-2024 BY NEWSWEEK MAGAZINE. SMH NURSING & REHABILITATION CENTER NAMED A TOP NURSING HOME BY U.S. NEWS 2024. RANKED AMONG 50 BEST HOSPITALS IN THE NATION FOR SPECIALIZED REHABILITATION CARE AND OBSTETRICS/GYNOLOGY; AND AS A TOP PERFORMER IN 18 CONDITIONS/PROCEDURES BY U.S. NEWS 2023/2024. 1665609 1665609 GRANTS TO SARASOTA COUNTY PUBLIC HOSPITAL BOARD, SARASOTA MEMORIAL HOSPITAL FOR PROFESSIONAL AND COMMUNITY EDUCATION PROGRAMS REPRESENTING CONTINUING MEDICAL AND PROFESSIONAL EDUCATION, PROFESSIONAL CERTIFICATION AND ONGOING EDUCATIONAL PROGRAMS FOR OVER 10,000 EMPLOYEES. SARASOTA MEMORIAL HOSPITAL IS ONE OF JUST 1% OF U.S. HOSPITALS TO EARN MAGNET NURSING RECOGNITION-THE HIGHEST HONOR FOR NURSING EXCELLENCE-FIVE TIMES. 1140741 1140741 EDUCATIONAL PUBLICATION AND SYMPOSIA FOR THE DISSEMINATION OF HEALTH CARE NEWS AND INFORMATION TO MEDICAL PROFESSIONALS AND THE COMMUNITY. 1140741 1140741 6219212 1 1 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 0 0 0 0 0 0 1 1 0 0 1 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 1 X 26 0 1 13 0 1 1 0 0 0 0 1 1 0 0 0 0 0 0 X 19 19 0 0 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 FL X STACEY CORLEY 9419171286 1515 S OSPREY AVE SUITE B4 SARASOTA FL 34239 ROBERT G BARTNER TRUSTEE 5.00 X 0 0 0 CARL W BATTLE TRUSTEE 5.00 X 0 0 0 GARY DORNBUSH TRUSTEE 5.00 X 0 0 0 ROBERT ESSNER TRUSTEE 5.00 X 0 0 0 THOMAS F KELLY MD TRUSTEE 5.00 X 0 0 0 ROBERT P MARTIN TRUSTEE 5.00 X 0 0 0 DIANE MAYER TRUSTEE 5.00 X 0 0 0 BARBARA RODKIN TRUSTEE 5.00 X 0 0 0 SAM SCOTT TRUSTEE 5.00 X 0 0 0 JON SODERBERG TRUSTEE 5.00 X 0 0 0 ERIC SPIEGEL TRUSTEE 5.00 X 0 0 0 DAVID VERINDER TRUSTEE 5.00 X 0 0 0 KIRK VOELKER MD TRUSTEE 5.00 X 0 0 0 MARY EVELYN GUYTON EXEC COMMITTEE MEMBER-AT-L 5.00 X 0 0 0 JONATHAN E MITCHELL EXEC COMMITTEE MEMBER-AT-L 5.00 X 0 0 0 ROBERT L WOOD EXEC COMMITTEE MEMBER-AT-L 5.00 X 0 0 0 SANDRA STUART SECRETARY 10.00 X X 0 0 0 GWEN MACKENZIE VICE CHAIR 10.00 X X 0 0 0 DEBORAH KABINOFF CHAIR 10.00 X X 0 0 0 PHILIP A DELANEY JR IMMEDIATE PAST CHAIR 5.00 X X 0 0 0 JOEL MORGANROTH MD TREASURER 10.00 X X 0 0 0 G MASON AYRES PRESIDENT TO SEPT 2022 50.00 X 297976 0 35004 STACEY CORLEY PRESIDENT EFF. OCT 2022 50.00 X 61654 0 5077 SALLY A SCHULE DIRECTOR OF COMMUNITY ENGA 50.00 X 165338 0 24165 PATRICIA MAHLER DIR. OF COMMUNICATIONS 50.00 X 140279 0 16298 PATRICK J MCQUILLAN DIR. OF DEVELOPMENT 50.00 X 159603 0 35395 CRAIG A MORAN DIR. OF DEVELOPMENT 50.00 X 168554 0 27050 MICHELLE BUTLER DIR. OF DEVELOPMENT 50.00 X 153831 0 35391 1147235 0 178380 6 0 1 0 THE RITZ-CARLTON 1111 RITZ-CARLTON DRIVE SARASOTA FL 34236 CATERING/EVENTS 297510 BENTZ WHALEY FLESSNER AND ASSOC 7900 XERXES AVENUE SOUTH STE 980 BLOOMINGTON MN 55431 CONSULTING/CONTRACTED STAFF 216494 BAY STAGE LIVE 4008 WEST ALIVA STREET TAMPA FL 33614 EVENTS/ENTERTAINMENT 183777 MICHAEL'S ON EAST 1212 S EAST AVENUE SARASOTA FL 34239 CATERING/EVENTS 131444 4 346346 14000968 489974 14347314 2574136 2574136 68930478 69278284 -347806 -347806 -347806 2541750 346346 858674 1683076 1683076 PARTNERSHIP K-1 900099 111433 1681 109752 111433 18368153 0 1681 4019158 5134812 5134812 1084400 1084400 357265 104127 253138 1233851 493541 740310 45367 20267 25100 35919 18352 17567 104822 41929 62893 22472 22472 28540 28540 37520 37520 2937 2937 179199 179199 138555 21530 117025 56335 28167 28168 2890 2890 7034 7034 26740 8824 17916 25887 25887 FEDERAL TAX PAYMENTS 1400 1400 PURCHASED SERVICES 774589 549720 224869 MERCHANT PROCESSING FEE 50606 50606 EXPENSES REPORTED ON K- 26309 26309 11929 10729 1200 9389378 6219212 1465261 1704905 75 7805351 14977816 45647858 35302543 47540 260144 850178 826581 788748 66179 37833 63078883 73886819 13959534 13949589 130865564 139004778 348944 397451 13129515 9470041 605988 513948 71692 296569 14156139 10678009 X 11348553 12405721 105360872 115921048 116709425 128326769 130865564 139004778 X 8978775 313387 2325182 X X 0 1 X 1 0 X 14336477 40908480 22970238 41830154 14347314 134392663 14336477 40908480 22970238 41830154 14347314 134392663 62090679 72301984 1211018 708420 720254 895168 2574136 6108996 19763 2576 7062 29401 115238 63553 44883 216833 111543 552050 141083110 6152340 0.51250 0.49160 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 11047759 180518 564348 155032 11637593 13239344 13000 -1092725 1111860 11047759 11967285 183846 2056754 968541 13239344 29208642 6992 1265246 18513595 11967285 29048035 122053 749320 710766 29208642 0.01950 0.78260 0.19790 1 0 826581 788748 37833 37833 ASSETS HELD IN CHARITABLE TRUSTS 120945 BEQUESTS RECEIVABLE 12407310 BENEFICIAL INTEREST IN PERPETUAL TRUSTS 899412 CONTRIBUTIONS RECEIVABLE FROM CHARITABLE REMAINDER TRUSTS 321556 RIGHT-OF-USE LEASE ASSET 200366 13949589 LIABILITY UNDER TRUST AGREEMENTS 96203 LEASE LIABILITY 200366 296569 X 19144684 313387 418334 159180 890901 18253783 2937 111433 114370 18368153 7527340 -1832792 -1832792 9360132 2937 26309 29246 9389378 PART V, LINE 4: THE INCOME FROM ENDOWMENT IS USED TO SUPPORT THE OPERATIONS AND PROGRAMS OF THE ORGANIZATION ACCORDING TO THE RESTRICTIONS DESCRIBED BY THE DONOR, OR THE BOARD OF TRUSTEES IN THE CASE OF BOARD DESIGNATED ENDOWMENTS. PART X, LINE 2: UNDER THE INCOME TAXES TOPIC OF THE FASB ACCOUNTING STANDARDS CODIFICATION, THE FOUNDATION HAS REVIEWED AND EVALUATED THE RELEVANT TECHNICAL MERITS OF EACH OF ITS TAX POSITIONS IN ACCORDANCE WITH ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN THE UNITED STATES OF AMERICA FOR ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES, AND DETERMINED THAT THERE ARE NO UNCERTAIN TAX POSITIONS THAT WOULD HAVE A MATERIAL IMPACT ON THE FINANCIAL STATEMENTS. PART XI, LINE 2D - OTHER ADJUSTMENTS: UNREALIZED LOSS ON PERPETUAL TRUSTS -99,877. CHANGE IN VALUE OF SPLIT INTEREST AGREEMENT 259,057. PART XI, LINE 4B - OTHER ADJUSTMENTS: INVESTMENT INCOME FROM SCHEDULE K-1'S 111,433. PART XII, LINE 2D - OTHER ADJUSTMENTS: ADJUSTMENT BAD DEBT RESERVE -1,832,792. PART XII, LINE 4B - OTHER ADJUSTMENTS: INVESTMENT EXPENSES REPORTED ON K-1'S RECEIVED 26,309. SCHEDULE D PART V LINE 1E THESE ARE FUNDS FROM BOARD DESIGNATED, QUASI-ENDOWMENT FUNDS THAT THE BOARD RELEASED DURING THE YEAR INTO NET ASSETS WITHOUT DONOR RESTRICTIONS. X X X X X X 0 MSP DIGITAL MARKETING OF MA 399 RIVER RD HUDSON MA 01749 FUNDRAISING CAMPAIGNS & DONOR MAILING LISTS 0 52430 52430 0 PENTERA INC 8650 COMMERCE PARK PLACE STE G INDIANAPOLIS IN 46268 PLANNED GIVING MAILINGS 0 27749 27749 0 CAMPBELL & CO 1 E WACKER DR STE 2100 CHICAGO IL 60601 CONSULTING 0 9000 9000 0 89179 89179 FL GALA 2023 1967423 227833 1739590 233896 11348 152851 ROCK THE ROOF 399707 36150 363557 70058 32386 131271 6 520966 82363 438603 66342 160522 2888096 346346 2541750 370296 43734 444644 858674 1683076 SCHEDULE G, PART I, LINE 2B, COLUMN (V) FIXED SERVICE FEES FOR FUNDRAISING COUNSEL; CONSULTANT SUBMITS RECEIPTS FOR EXPENSE REIMBURSEMENT AT COST. EXPENSE PAYMENTS AND REIMBURSEMENTS ARE ITEMIZED ON THE BILLING. 1 SARASOTA COUNTY PUBLIC HOSPITAL BOARD SARASOTA MEMORIAL HEALTHCARE SYSTEMS 1700 S TAMIAMI TRAIL SARASOTA FL 34239 596012500 SARASOTA COUNTY 5025620 0 EDUCATION, FACILITIES & EQUIPMENT, RESEARCH, PATIENT CARE AND OTHER CENTERPLACE HEALTH INC 1750 17TH STREET BUILDING N SARASOTA FL 34234 202779327 501(C)(3) 50000 0 BEHAVIORAL HEALTHCARE PROGRAM EXPANSION CHILD PROTECTION CENTER INC 720 S ORANGE AVENUE720 S ORANGE AVENUE SARASOTA FL 34236 592113850 501(C)(3) 25000 0 CHILD HEALTH AND SAFETY COMPEER OF THE GULF COAST INC 1058 N TAMIAMI TRAIL SUITE 108-122 SARASOTA FL 34236 881651428 501(C)(3) 25000 0 TRAINING FOR MENTAL HEALTH VOLUNTEERS 4 0 HURRICANE ASSISTANCE 1079 1084400 PART I, LINE 2: GRANTS ARE RESTRICTED TO QUALIFIED EXEMPT HEALTH CARE-RELATED ORGANIZATIONS WITHIN SARASOTA COUNTY, FLORIDA. PRIOR TO AUTHORIZING DISBURSEMENTS, THE BOARD OF TRUSTEES DETERMINES THAT ORGANIZATIONS TO RECEIVE PAYMENT ARE: (1) A LOCAL GOVERNMENTAL UNIT AS DESCRIBED IN SECTION 170 (B), OR (2) AN ORGANIZATION OTHERWISE EXEMPT UNDER 501(C)(3) BY EXAMINING THE ORGANIZATION'S LETTER AND THAT THE USE OF THE GRANT IS FOR CHARITABLE PURPOSES DESCRIBED IN SECTIONS 170(C)(1) AND 170(B). THE SARASOTA COUNTY PUBLIC HOSPITAL I BOARD, SARASOTA MEMORIAL HOSPITAL IS A LOCAL GOVERNMENTAL UNIT DESCRIBED IN SECTION 170(B). X X X 0 0 0 0 0 0 0 0 0 G MASON AYRES PRESIDENT TO SEPT 2022 248256 0 49720 0 0 0 10938 0 24066 0 332980 0 0 0 CRAIG A MORAN DIR. OF DEVELOPMENT 158713 0 9841 0 0 0 6289 0 20761 0 195604 0 0 0 PATRICK J MCQUILLAN DIR. OF DEVELOPMENT 149890 0 9713 0 0 0 5876 0 29519 0 194998 0 0 0 SALLY A SCHULE DIRECTOR OF COMMUNITY ENGA 156524 0 8814 0 0 0 6136 0 18029 0 189503 0 0 0 MICHELLE BUTLER DIR. OF DEVELOPMENT 144850 0 8981 0 0 0 5740 0 29651 0 189222 0 0 0 PATRICIA MAHLER DIR. OF COMMUNICATIONS 133267 0 7012 0 0 0 5281 0 11017 0 156577 0 0 0 X 34 489974 STOCK EXCHANGE/FMV 0 1 1 PART I, LINE 32B: INVESTMENT FIRM THAT HANDLES MANAGEMENT OF ALL OF THE ORGANIZATION'S INVESTMENTS. FORM 990, PART I, LINE 6 VOLUNTEER GOVERNING BOARD OF TRUSTEES PLUS VOLUNTEER COMMITTEE CHAIRS AND MEMBERS FOR SPECIAL EVENTS. FORM 990, PART V, LINE 2B: WAGES ARE PAID BY AND REIMBURSED TO SMH HEALTH CARE, INC.(FEIN 59-2620159) FORM 990, PART VI, SECTION A, LINE 4 THE FOLLOWING BYLAW CHANGES WERE APPROVED DURING THE TAX YEAR: AD-HOC TEMPORARY COMMITTEES ARE ALLOWED AS NEEDED, ELIMINATION OF DONOR MEMBERS, AND INCREASING THE AMOUNT OF CONSECUTIVE TERMS A BOARD MEMBER CAN SERVE. FORMER ARTICLE VI - TRUSTEES, SECTION 2: TERM. A TERM SHALL BE FOR 1, 2 OR 3 YEARS AS DETERMINED BY THE BOARD OF TRUSTEES. EXCEPT AS DESCRIBED IN SECTION 3 AND 4 BELOW, A TRUSTEE MAY SERVE A MAXIMUM OF SIX (6) CONSECUTIVE YEARS AT ONE TIME. AT THE END OF SIX (6) CONSECUTIVE YEARS, A TRUSTEE MUST GO OFF THE BOARD. AFTER ONE (1) FULL YEAR OFF THE BOARD, A TRUSTEE IS ELIGIBLE TO BE RE-ELECTED TO THE BOARD. EXCEPT AS DESCRIBED IN SECTIONS 3 AND 4 BELOW, EACH TRUSTEE SHALL HOLD OFFICE DURING THE TERM, FOR WHICH THAT TRUSTEE IS ELECTED, AND UNTIL A SUCCESSOR TRUSTEE IS ELECTED AND HAS QUALIFIED, OR UNTIL THE TRUSTEE'S EARLIER RESIGNATION OR REMOVAL. NEW ARTICLE IV - TRUSTEES, SECTION 3: TERM. A TRUSTEE IS ELECTED FOR ONE 3-YEAR TERM. THE NOMINATING COMMITTEE MAY NOMINATE ANY INDIVIDUAL TRUSTEE UP TO A MAXIMUM OF 3 TERMS. SUCH NOMINATIONS WILL REQUIRE ELECTION OF THE BOARD OF TRUSTEES. FORMER ARTICLE VII - OFFICERS, SECTION 3: CHAIR OF THE BOARD. THE CHAIR SHALL PRESIDE AT ALL MEETINGS OF THE MEMBERS AND THE BOARD OF TRUSTEES, AND SHALL SEE THAT ALL ORDERS AND RESOLUTIONS OF THE BOARD OF TRUSTEES ARE COMMUNICATED TO THE OFFICERS FOR IMPLEMENTATION. NEW ARTICLE V - OFFICERS, SECTION 3: SECTION 3. CHAIR OF THE BOARD. THE CHAIR SHALL PRESIDE AT ALL MEETINGS OF THE BOARD OF TRUSTEES, AND SHALL SEE THAT ALL ORDERS AND RESOLUTIONS OF THE BOARD OF TRUSTEES ARE COMMUNICATED TO THE OFFICERS FOR IMPLEMENTATION. THE CHAIR SHALL IN CONSULTATION WITH THE NOMINATING COMMITTEE NOMINATE THE VICE CHAIR, TREASURER AND SECRETARY WHO SHALL BE ELECTED BY THE BOARD. THE CHAIR WILL SELECT ALL STANDING COMMITTEE CHAIRS AND MAY ALSO ESTABLISH AD HOC COMMITTEES. THE CHAIR SHALL ALSO SUPERVISE THE PRESIDENT AND OTHER OFFICERS OF THE CORPORATION IF ANY. OLD ARTICLE IV - MEMBERS AND ARTICLE V - MEETINGS OF MEMBERS HAVE BEEN ELIMINATED IN THEIR ENTIRETY: ARTICLE IV - MEMBERS SECTION 1. MEMBERS. MEMBERS SHALL CONSIST OF ALL THOSE PERSONS, FIRMS OR CORPORATIONS WHO HAVE MADE A FINANCIAL CONTRIBUTION TO THIS FOUNDATION, IN FURTHERANCE OF PURPOSES FOR WHICH IT WAS CHARTERED. THE CONDITIONS AND CLASSES OF MEMBERSHIP SHALL BE AS SET FORTH FROM TIME TO TIME BY THE BOARD OF TRUSTEES. SECTION 2. TRUSTEES. THE GOVERNANCE COMMITTEE SHALL NOMINATE CANDIDATES FOR THE OFFICE OF TRUSTEE. THOSE PERSONS WHO SHALL RECEIVE A MAJORITY VOTE OF THE BOARD OF TRUSTEES, A QUORUM BEING PRESENT, SHALL BE DEEMED ELECTED TO THE OFFICE OF TRUSTEE. THE PRESIDENT AND CEO OF SARASOTA MEMORIAL HEALTHCARE SYSTEM ("SMHCS") SHALL AUTOMATICALLY SERVE AS A VOTING TRUSTEE IN AN EX-OFFICIO CAPACITY. ARTICLE V - MEETING OF MEMBERS MEETINGS OF THE MEMBERSHIP MAY BE HELD FROM TIME TO TIME AS ESTABLISHED BY THE BOARD CHAIR AND EXECUTIVE COMMITTEE. THE PURPOSE OF THESE MEETINGS SHALL BE GENERALLY HOSPITAL ORIENTATED AND SOCIAL IN NATURE. THE FORMAL BUSINESS OF THE FOUNDATION WILL NOT BE CONDUCTED AT A GENERAL MEMBERSHIP MEETING. FORM 990, PART VI, SECTION B, LINE 11B EACH MEMBER OF THE BOARD OF TRUSTEES RECEIVES AN ELECTRONIC COPY OF THE ENTIRE 990 PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C TRUSTEES, OFFICERS, EMPLOYEES AND MEMBERS OF ANY COMMITTEE WITH GOVERNING BOARD DELEGATED POWERS ARE COVERED BY THE POLICY AND ARE REQUIRED TO DISCLOSE THE EXISTENCE OF ANY FINANCIAL INTEREST WHICH MAY BE A CONFLICT OF INTEREST. A PERSON HAS A FINANCIAL INTEREST IF THE PERSON IS 1) AN OFFICER OR DIRECTOR OR EMPLOYEE OF AN ORGANIZATION WHICH IS APPLYING FOR OR RECEIVING A GRANT FROM THE FOUNDATION, 2) HAS AN OWNERSHIP OR INVESTMENT INTEREST OF GREATER THAN 5% IN ANY ENTITY WITH WHICH THE FOUNDATION HAS A TRANSACTION OR ARRANGEMENT, AND/OR 3) HAS A COMPENSATION ARRANGEMENT WITH THE FOUNDATION OR WITH ANY ENTITY OR INDIVIDUAL WITH WHICH THE FOUNDATION HAS A TRANSACTION OR ARRANGEMENT. COMPENSATION INCLUDES DIRECT AND INDIRECT REMUNERATION AS WELL AS GIFTS OR FAVORS REASONABLY CONSIDERED NOT INSUBSTANTIAL. THE INTERESTED PERSON IS GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE TRUSTEES OR MEMBERS OF COMMITTEES CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. A CONFLICT MAY BE DECLARED BY THE INTERESTED PERSON WITHOUT FURTHER ACTION, OR THE BOARD OR COMMITTEE MAY MAKE A DETERMINATION AFTER DISCLOSURE OF THE FINANCIAL INTEREST AND ALL MATERIAL FACTS. AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, HE OR SHE SHALL LEAVE THE MEETING WHILE THE BOARD OR COMMITTEE DISCUSSES THE MATTER AND DETERMINE BY MAJORITY VOTE OF THE DISINTERESTED TRUSTEES OR COMMITTEE MEMBERS WHETHER A CONFLICT OF INTEREST EXISTS. IF A CONFLICT OF INTEREST IS FOUND TO EXIST, 1) THE BOARD OR COMMITTEE MAY APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE THE PROPOSED TRANSACTION WHICH INVOLVES A CONFLICT OF INTEREST, OR 2) THE BOARD OR COMMITTEE SHALL DETERMINE, BY MAJORITY VOTE, WHETHER THE TRANSACTION OR ARRANGEMENT IS IN THE FOUNDATION'S BEST INTEREST AND WHETHER TO PROCEED OR REJECT THE PROPOSAL. DURING THE DISCUSSION AND VOTE ON THE MATTER, THE INTERESTED PERSON WITH THE CONFLICT OF INTEREST SHALL NOT BE PRESENT. A VOTING MEMBER OF THE BOARD OF TRUSTEES OR OF ANY COMMITTEE WHO RECEIVED COMPENSATION DIRECTLY OR INDIRECTLY FROM THE FOUNDATION FOR SERVICES IS PRECLUDED FROM VOTING ON MATTERS PERTAINING TO THAT MEMBER'S COMPENSATION. IF THE BOARD OR COMMITTEE HAS REASONABLE CAUSE TO BELIEVE A MEMBER HAS FAILED TO DISCLOSE ACTUAL OR POSSIBLE CONFLICTS OF INTEREST, IT SHALL INFORM THE MEMBER AND AFFORD THE MEMBER AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. IF, AFTER HEARING THE MEMBER'S RESPONSE, THE BOARD OR COMMITTEE DETERMINES THAT THE MEMBER HAS FAILED TO DISCLOSE AS REQUIRED, IT SHALL TAKE APPROPRIATE CORRECTIVE ACTION. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION GUIDELINES ASSIST THE BOARD IN FULFILLING ITS RESPONSIBILITIES TO ACHIEVE THE FOUNDATION'S GOALS AND OBJECTIVES ACCORDING TO THE MISSION STATEMENT AND UPDATED BY THE STRATEGIC PLAN. THE ALLOCATION OF FINANCIAL AND HUMAN RESOURCES IS DESIGNED FOR THAT PARTICULAR PURPOSE AND THE BOARD RECOGNIZES THAT ACHIEVING THE MISSION REQUIRES ATTRACTING, RETAINING AND REWARDING SKILLED EXECUTIVES AND PERSONNEL WITHIN APPROPRIATE GUIDELINES ESTABLISHED BY GOOD GOVERNANCE PRACTICES. THE BOARD WISHES TO ESTABLISH COMPENSATION INCENTIVES THAT ARE COMPETITIVE IN THE MARKETPLACE AND BALANCED BETWEEN SHORT AND LONG-TERM PERFORMANCE DESIGNED TO MOTIVATE AND REWARD MISSION DIRECTED PERFORMANCE. THE GOVERNANCE AND COMPENSATION COMMITTEE IS RESPONSIBLE FOR THE FUNCTIONING OF THE BOARD OF TRUSTEES AND ENSURES THAT AN EFFECTIVE PERFORMANCE EVALUATION AND COMPENSATION PROCESS IS IN PLACE. DUTIES INCLUDE 1) FACILITATE THE ANNUAL PERFORMANCE REVIEW OF THE FOUNDATION PRESIDENT. INVITE PERFORMANCE FEEDBACK FROM ALL BOARD MEMBERS. AT AN ANNUAL EXECUTIVE SESSION OF THE BOARD, SHARE FEEDBACK, AND REACH CONSENSUS ON OVERALL PERFORMANCE RATING. 2) ANNUALLY RECOMMEND COMPENSATION AND BONUS LEVELS TO THE BOARD FOR THE FOUNDATION PRESIDENT. 3) COMPENSATION FOR SENIOR EXECUTIVES MUST MEET STANDARDS UNDER IRS INTERMEDIATE SANCTIONS REGULATIONS AS THEY APPLY TO DISQUALIFIED PERSONS. THIS INCLUDES THE PRESIDENT AND OTHER KEY STAFF. COMPENSATION, FOR PURPOSES OF INTERMEDIATE SANCTIONS, INCLUDES ALL REMUNERATION. ANNUALLY THE FULL BOARD MEETS TO ESTABLISH THE MISSION-ORIENTED STRATEGY FOR THE COMING YEAR AND APPROVE THE ANNUAL PLAN FOR ALLOCATING FINANCIAL RESOURCES. THE STRATEGY WILL BECOME THE BASIS FOR ESTABLISHING PERFORMANCE GOALS FOR THE ORGANIZATION AS A WHOLE AND FOR INDIVIDUALS. THE GOVERNANCE AND COMPENSATION COMMITTEE ESTABLISHES MISSION-ORIENTED PERFORMANCE GOALS AND OVERALL COMPENSATION PHILOSOPHY FOR THE COMING YEAR BASED ON THE STRATEGY AND FINANCIAL RESOURCES. THE BOARD HAS DETERMINED THAT MERIT INCREASES AND BONUSES ARE BASED ON PERFORMANCE IN ACHIEVING THE FOUNDATION'S OBJECTIVES TO FULFILL THE MISSION AND STRATEGIC PLAN. THE BOARD HAS ALSO SET A GOAL THAT ALL STAFF, INCLUDING EXECUTIVES, RECEIVE MARKET COMPETITIVE COMPENSATION INCLUDING BENEFITS. THE PRESIDENT OR DESIGNEE EVALUATES EACH STAFF MEMBER DURING THE ANNUAL PLANNING PROCESS AND COMPENSATION IS ADJUSTED BASED ON PERFORMANCE, THE BOARD APPROVED ANNUAL OPERATING BUDGET, AND THE MARKET BASED SALARY POINT FOR THAT POSITION. THE PRESIDENT HAS PARAMETERS FOR TOTAL COMPENSATION PAID TO STAFF BASED ON THE BOARD APPROVED ANNUAL OPERATING BUDGET AND IS REQUIRED TO INFORM THE EXECUTIVE COMMITTEE WHENEVER COMPENSATION WILL EXCEED THOSE PARAMETERS. THE GOVERNANCE AND COMPENSATION COMMITTEE EVALUATES THE PRESIDENT ANNUALLY AT THE END OF THE EACH FISCAL YEAR AND DETERMINES THE ANNUAL RATING BASED ON PERFORMANCE, ACHIEVEMENT OF GOALS AND COMPARABLE COMPENSATION FOR LIKE POSITIONS IN SIMILAR ORGANIZATIONS. TO MEET THE REASONABLE STANDARD OF THE IRS, THE FOUNDATION HAS IDENTIFIED A GROUP OF ORGANIZATIONS MOST COMPARABLE TO THE FOUNDATION IN TERMS OF REVENUES AND THEIR SOURCES, SCOPE OF ACTIVITIES, MISSION, QUALITY OF STAFF THEY RECRUIT AND PUBLIC PROMINENCE. THE TOTAL COMPENSATION FOR THE CEOS OF THESE ORGANIZATIONS IS USED TO DETERMINE REASONABLENESS. FORM 990, PART VI, SECTION C, LINE 19 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: CHANGE IN VALUE OF SPLIT INTEREST AGREEMENT 259,057. RETURN OF GRANT FUNDS 418,334. UNREALIZED LOSS ON PERPETUAL TRUSTS -99,877. NET INVESTMENT (INCOME) LOSS REPORTED ON SCHEDULE K-1'S RECEIVED -85,124. ADJUSTMENT BAD DEBT RESERVE 1,832,792. FORM 990, PART XII, LINE 2C AUDIT REVIEW PROCESS THE AUDIT REVIEW PROCESS HAS NOT CHANGED FROM THE PRIOR YEAR.