2025-03-11T12:21:56-05:00 2024-06-30 473535842 DAVIS FARR LLP 18201 VON KARMAN AVE SUITE 1100 IRVINE CA 92612 990 2023-07-01 330828380 DISCOVERY SCIENCE CENTER OF ORANGE COUNTY DISC 7149135009 2500 N MAIN STREET SANTA ANA CA 92705 NANCEE CHRISTIANSON CFO 7149135009 2025-02-28 1 1 TRITIA FOSTER P02164134 9494742020 2023 2025-03-06 01:10:19Z NANCEE CHRISTIANSON 2500 N MAIN STREET SANTA ANA CA 92705 26019905 0 X WWW.DISCOVERYCUBE.ORG X 1998 CA WE INSPIRE AND EDUCATE YOUNG MINDS THROUGH ENGAGING SCIENCE-BASED PROGRAMS AND EXHIBITS TO CREATE A MEANINGFUL IMPACT ON THE COMMUNITIES WE SERVE. 25 24 244 885 0 0 4820106 7996154 6745631 8202384 259639 566634 1906610 1563135 13731986 18328307 0 0 0 0 7424979 8394979 0 0 767363 6272893 6991941 13697872 15386920 34114 2941387 63409239 64327378 18878957 16127250 44530282 48200128 WE INSPIRE AND EDUCATE YOUNG MINDS THROUGH ENGAGING SCIENCE-BASED PROGRAMS AND EXHIBITS TO CREATE A MEANINGFUL IMPACT ON THE COMMUNITIES WE SERVE. 0 0 10392930 5265788 DISCOVERY SCIENCE CENTER - TO PROVIDE A WORLD CLASS, HANDS ON EDUCATIONAL SCIENCE CENTER DESIGNED TO INSPIRE A FASCINATION WITH SCIENCE AND MATH AND LAY A FOUNDATION FOR FUTURE ACHIEVEMENT IN THESE AREAS. 2234147 1786726 EDUCATION OUTREACH - OUR GOAL IS TO COMPLEMENT ELEMENTARY CURRICULUM WITH HANDS ON INSTRUCTION IN SCIENCE AND INSPIRE CHILDREN TO PURSUE FURTHER EDUCATION IN SCIENCE. THE EDUCATION DEPARTMENT SERVES OVER 350,000 CHILDREN IN THE ORANGE COUNTY, RIVERSIDE, SAN BERNADINO, SAN DIEGO, VENTURA, AND LOS ANGELES AREAS. 749083 FIELD TRIPS TO DISCOVERY SCIENCE CENTER - PROVIDE SCIENCE FIELD TRIPS TO OVER 68,000 ELEMENTARY SCHOOL CHILDREN TO COMPLEMENT THE CALIFORNIA ELEMENTARY EDUCATION CURRICULUM. 12627077 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 1 1 1 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 65 0 244 1 0 0 0 0 0 1 1 0 0 0 0 X 25 24 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 CA X X THE ORGANIZATION 7149135007 2500 N MAIN STREET SANTA ANA CA 92705 JOE ADAMS CHIEF EXECUTIVE OFFICER 27.00 13.00 X X 469813 231400 22049 RICK BAILY BOARD CHAIRMAN 4.00 X X 0 0 0 TOM MCDORMAN VICE CHAIRMAN 0.50 X X 0 0 0 DAN BOLAR OFFICER AT LARGE 1.00 X X 0 0 0 KARL KREUTZIGER OFFICER AT LARGE 1.00 X X 0 0 0 STANTON ROWE OFFICER AT LARGE 1.00 X X 0 0 0 ADAM BRAND MEMBER 0.50 X 0 0 0 CAREY DUNLOP MEMBER 0.50 X 0 0 0 CARL JORDAN MEMBER 0.50 X 0 0 0 DAVID TAYLOR MEMBER 0.50 X 0 0 0 DEL STAGG PHD MEMBER 0.50 X 0 0 0 DON BENNETT MEMBER 0.50 X 0 0 0 EMILY HOROWITZ MEMBER 0.50 X 0 0 0 HENRY PYLE MEMBER 0.50 X 0 0 0 JANET BURNS MEMBER 0.50 X 0 0 0 JANET RAY MEMBER 0.50 X 0 0 0 JAY-PAUL SPENUZZA ESQUIRE MEMBER 0.50 X 0 0 0 JEFF WHITTON MEMBER 0.50 X 0 0 0 JIM DIERKING MEMBER 0.50 X 0 0 0 LUPE GONZALEZ MEMBER 0.50 X 0 0 0 MARK SKAIST MEMBER 0.50 X 0 0 0 OLI THORDARSON MEMBER 0.50 X 0 0 0 PETER ZOFREA MEMBER 0.50 X 0 0 0 VINCENT SARMIENTO MEMBER 0.50 X 0 0 0 VALERIE AMEZCUA MEMBER 0.50 X 0 0 0 NANCEE CHRISTIANSON CHIEF FINANCIAL OFFICER 27.00 13.00 X 190153 93658 18509 LACY WHITE CHIEF OF STAFF 27.00 13.00 X 146638 72225 8123 MICHAEL FUHR SENIOR DIRECTOR, CORPORATE RETAIL 40.00 0.00 X 194921 0 21446 TINA ROLEWICZ VICE PRESIDENT OF EDUCATIO 27.00 13.00 X 128091 63090 20018 ROSIE LEE VICE PRESIDENT OF OPERATIONS 40.00 0.00 X 170123 0 12711 GONZALES ROXANNE VICE PRESIDENT, EXHIBITS AND PROGRAM DEVELOPM 27.00 13.00 X 116952 57603 4113 LAUNES ANA M VICE PRESIDENT, STRATEGIC PARTNERSHIPS 27.00 13.00 X 97025 47788 11504 1513716 565764 118473 7 0 1 0 PEBBLE BEACH COMPANY PO BOX 1522 PEBBLE BEACH CA 93953 CONSTRACTOR FOR GOLF EVENT 409903 ADVANCED ANIMATIONS 300 E MAPLE RD 350 BIRMINGHAM MI 48009 DINO-QUEST 303385 DENI YANG BUBBLE GROUP LLC 20 SLEEPY HOLLOW LANE DIX HILLS NY 11746 CONTRACTOR FOR BUBBLEFEST ENTERTAINMENT 161858 3 1654860 386100 5097016 858178 7996154 PROGRAM REVENUE 900099 8202384 8202384 8202384 557653 557653 6353299 6344318 8981 8981 8981 1349989 386100 869644 480345 480345 954276 477636 476640 476640 PARKING 812930 605148 605148 MISCELLANEOUS REVENUE 459900 1002 1002 606150 18328307 9285174 0 1046979 879780 525493 203763 150524 6398920 4988419 984879 425622 123897 95872 19188 8837 321703 246888 51164 23651 670679 508518 109315 52846 55566 55566 286773 141653 145120 416244 112337 299668 4239 8637 175 6363 2099 1592358 1560966 13080 18312 4186 4186 14728 9993 4735 378156 370591 3152 4413 2666368 2612559 22423 31386 OTHER EXPENSES 682659 669086 5608 7965 SUPPLIES, MATERIALS, EQ 606584 504845 64270 37469 EXHIBIT AND PROGRAM EXP 279682 279682 15386920 12627077 1992480 767363 2042002 1330177 2259662 448662 511860 975992 1688619 1674249 1204144 115456 134059 291947 267114 79520965 33870571 42485139 45650394 13034432 12956917 18500 647292 63409239 64327378 1760523 1898209 4075713 1746065 11691935 11302813 1350786 1180163 18878957 16127250 X 43311124 46920902 1219158 1279226 44530282 48200128 63409239 64327378 2941387 728459 0 X X 0 1 X 1 0 X 3085220 12063791 12318564 4820160 7996154 40283889 3085220 12063791 12318564 4820160 7996154 40283889 40283889 167916 74754 196089 293709 557653 1290121 -176876 -413409 -333167 -923452 296664 28448 18711 1385579 606150 2335552 42986110 28179944 0.93710 0.91700 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 108961 11940 120901 102009 6952 108961 100000 2009 102009 100000 100000 100000 100000 0 0 13432316 13432316 34014721 12401255 21613466 2430379 1643172 787207 29643549 19826144 9817405 45650394 SBA LOAN 500000 RIGHT OF USE LEASE LIABILITY 680163 1180163 X 19058128 728459 56928 785387 18272741 55566 55566 18328307 15388282 56928 56928 15331354 55566 55566 15386920 PART X, LINE 2: THE ORGANIZATION HAS QUALIFIED FOR TAX-EXEMPT STATUS UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE ("IRC") AND SECTION 23701D OF THE REVENUE AND TAXATION CODE OF THE STATE OF CALIFORNIA AND, GENERALLY, IS SUBJECT TO STATE AND FEDERAL INCOME TAXES ON ANY NET INCOME THAT IS DERIVED FROM A TRADE OR BUSINESS, REGULARLY CARRIED ON, AND NOT IN FURTHERANCE OF THE PURPOSE FOR WHICH THE ORGANIZATION WAS GRANTED EXEMPTION. NO INCOME TAX PROVISION HAS BEEN RECORDED FROM ANY UNRELATED TRADE OR BUSINESS. IN THE OPINION OF MANAGEMENT, UNRELATED BUSINESS INCOME, IF ANY, IS NOT MATERIAL TO THE FINANCIAL STATEMENTS TAKEN AS A WHOLE. THE ORGANIZATION FOLLOWS THE PROVISIONS OF FASB ASC TOPIC 740, INCOME TAXES, WHICH PROVIDES STANDARDS FOR ESTABLISHING, CLASSIFYING, AND DISCLOSING ANY TAX PROVISION FOR UNCERTAIN TAX PROVISIONS. AS OF JUNE 30, 2024, THE ORGANIZATION HAS CONCLUDED THAT THERE ARE NO UNCERTAIN POSITIONS TAKEN OR EXPECTED TO BE TAKEN THAT WOULD REQUIRE RECOGNITION OF TAX ASSETS OR LIABILITIES OR DISCLOSURE IN THE FINANCIAL STATEMENTS. THE ORGANIZATION HAS RECOGNIZED NO INTEREST OR PENALTIES RELATED TO UNCERTAIN TAX POSITIONS. CHAIRMAN'S CUP 997450 280000 717450 21674 347808 50636 GALA 598139 100100 498039 15881 75432 50958 84228 1 140500 6000 134500 4823 126584 58263 33357 1736089 386100 1349989 42378 549824 109221 84228 83993 869644 480345 X X X X 0 0 0 0 0 0 0 0 0 JOE ADAMS CHIEF EXECUTIVE OFFICER 391526 192841 78287 38559 0 0 5967 2939 8806 4337 484586 238676 0 0 NANCEE CHRISTIANSON CHIEF FINANCIAL OFFICER 173552 85481 16601 8177 0 0 4748 2339 7653 3769 202554 99766 0 0 LACY WHITE CHIEF OF STAFF 134644 66317 11994 5908 0 0 5442 2681 0 0 152080 74906 0 0 MICHAEL FUHR SENIOR DIRECTOR, CORPORATE RETAIL 194921 0 0 0 0 0 7191 0 14255 0 216367 0 0 0 TINA ROLEWICZ VICE PRESIDENT OF EDUCATIO 128091 63090 0 0 0 0 4534 2233 8878 4373 141503 69696 0 0 ROSIE LEE VICE PRESIDENT OF OPERATIONS 170123 0 0 0 0 0 6369 0 6342 0 182834 0 0 0 GONZALES ROXANNE VICE PRESIDENT, EXHIBITS AND PROGRAM 116952 57603 0 0 0 0 2756 1357 0 0 119708 58960 0 0 LAUNES ANA M VICE PRESIDENT, STRATEGIC PARTNERSHI 97025 47788 0 0 0 0 799 393 6909 3403 104733 51584 0 0 PART I, LINE 3 COMPENSATION FOR THE PRESIDENT AND VICE PRESIDENT OF FINANCE IS DETERMINED BY AN EXECUTIVE COMMITTEE COMPRISED OF BOARD MEMBERS. THE EXECUTIVE COMMITTEE MEETS ANNUALLY TO REVIEW COMPENSATION OF THE PRESIDENT AND VICE PRESIDENT OF FINANCE. THE EXECUTIVE COMMITTEE USES COMPARABILITY DATA IN DETERMINING COMPENSATION AS WELL AS TAKING INTO CONSIDERATION THE FINANCIAL AND OPERATING PERFORMANCE OF THE ORGANIZATION. SCHEDULE J, PART II WE HAVE A SHARED SERVICE ARRANGEMENT BETWEEN DSCOC AND DSCLA AND MANY OF OUR SENIOR EXECUTIVES AND KEY EMPLOYEES, INCLUDING OUR CEO, MANAGE BOTH ENTITIES. USING AN ESTIMATE BASED ON ACTUAL TIME SPENT IN SUPPORT OF A LOCATION, 33% OF THE CEO'S REPORTED BASE COMPENSATION, INCLUDING SOME BENEFITS IN 2022 ON HIS W-2, WERE PAID BY DSCLA AND REPORTED IN THEIR FINANCIAL STATEMENTS. FORM 990, PART VI, SECTION B, LINE 11B DSCOC'S TAX RETURNS ARE REVIEWED BY THE CFO PRIOR TO FILING. THE FORM 990 IS MADE AVAILABLE TO DSCOC'S BOARD OF DIRECTORS AND AUDIT COMMITTEE FOR THEIR REVIEW PRIOR TO FILING IF REQUESTED. FORM 990, PART VI, SECTION B, LINE 12C DISCOVERY SCIENCE CENTER (DSC) CONFLICT OF INTEREST POLICY PURPOSE THE PURPOSE OF THE CONFLICT OF INTEREST POLICY IS TO PROTECT THE DISCOVERY SCIENCE CENTER'S (DSC) INTEREST WHEN IT IS CONTEMPLATING ENTERING INTO A TRANSACTION OR ARRANGEMENT THAT MIGHT BENEFIT THE PRIVATE INTEREST OF AN OFFICER OR A MEMBER OF THE BOARD OF DIRECTORS (BOARD) OF DSC OR MIGHT RESULT IN A POSSIBLE EXCESS BENEFIT TRANSACTION. THIS POLICY IS INTENDED TO SUPPLEMENT BUT NOT REPLACE ANY APPLICABLE STATE AND FEDERAL LAWS GOVERNING CONFLICT OF INTEREST APPLICABLE TO NONPROFIT AND CHARITABLE ORGANIZATIONS. DEFINITIONS 1. INTERESTED PERSON ANY DIRECTOR, PRINCIPAL OFFICER, OR MEMBER OF A COMMITTEE WITH BOARD DELEGATED POWERS, WHO HAS A DIRECT OR INDIRECT FINANCIAL INTEREST, AS DEFINED BELOW, IS AN INTERESTED PERSON. NOTE: SECTION 5.02(C) OF THE DSC BY-LAWS LIMITS THE NUMBER OF BOARD MEMBERS WHO ARE INTERESTED PERSONS TO BE NO MORE THAN 10% OF THE TOTAL DSC BOARD MEMBERSHIP. 2. FINANCIAL INTEREST A PERSON HAS A FINANCIAL INTEREST IF THE PERSON HAS, DIRECTLY OR INDIRECTLY, THROUGH BUSINESS, INVESTMENT, OR FAMILY: AN OWNERSHIP OR INVESTMENT INTEREST IN ANY ENTITY WITH WHICH DSC HAS ENTERED INTO A TRANSACTION OR ARRANGEMENT, A COMPENSATION ARRANGEMENT WITH DSC OR WITH ANY ENTITY OR INDIVIDUAL WITH WHICH DSC HAS ENTERED INTO A TRANSACTION OR ARRANGEMENT, OR A POTENTIAL OWNERSHIP OR INVESTMENT INTEREST IN, OR COMPENSATION ARRANGEMENT WITH, ANY ENTITY OR INDIVIDUAL WITH WHICH DSC IS NEGOTIATING A TRANSACTION OR ARRANGEMENT. COMPENSATION INCLUDES DIRECT AND INDIRECT REMUNERATION AS WELL AS GIFTS OR FAVORS THAT ARE IN EXCESS OF $10,000 PER YEAR. DOES A FINANCIAL INTEREST BY AN INTERESTED PERSON AUTOMATICALLY CONSTITUTE A CONFLICT OF INTEREST? NO, A FINANCIAL INTEREST IS NOT NECESSARILY A CONFLICT OF INTEREST. A PERSON WHO HAS A FINANCIAL INTEREST MAY HAVE A CONFLICT OF INTEREST ONLY IF DSC'S AUDIT COMMITTEE DECIDES THAT A CONFLICT OF INTEREST EXISTS. THE FOLLOWING ACTIVITIES ARE DEFINED BY DSC TO BE POTENTIAL CONFLICTS OF INTEREST, BUT THAT CONFLICTS OF INTEREST ARE NOT LIMITED TO THE FOLLOWING SITUATIONS: WHERE A DIRECTOR MAKES A DECISION OR DOES AN ACT MOTIVATED BY OTHER OR ADDITIONAL CONSIDERATIONS THAN "THE BEST INTERESTS OF DSC; WHERE A DIRECTOR PERSONALLY CONTRACTS WITH DSC OR WHERE HE/SHE IS AN OWNER OR DIRECTOR OF AN ENTITY WHICH IS CONTRACTING WITH DSC; WHERE A DIRECTOR LEARNS OF AN OPPORTUNITY FOR PROFIT THROUGH HIS INVOLVEMENT WITH DSC, WHICH MAY BE VALUABLE TO HIM/HER PERSONALLY OR TO ANOTHER ORGANIZATION OF WHICH HE/SHE IS A MEMBER, OR TO OTHER PERSONS KNOWN TO THE DIRECTOR; WHERE A DIRECTOR, IN ANY CIRCUMSTANCE AS RELATED TO THE ORGANIZATION, PUTS HIS/HER PERSONAL INTERESTS AHEAD OF THE BEST INTERESTS OF DSC; WHERE A VOTING MEMBER OF THE GOVERNING BOARD WHO RECEIVES COMPENSATION, DIRECTLY OR INDIRECTLY, FROM DSC FOR SERVICES VOTES ON MATTERS PERTAINING TO THAT MEMBER'S COMPENSATION; WHERE A VOTING MEMBER OF ANY COMMITTEE WHOSE JURISDICTION INCLUDES COMPENSATION MATTERS AND WHO RECEIVES COMPENSATION, DIRECTLY OR INDIRECTLY, FROM DSC FOR SERVICES VOTES ON MATTERS PERTAINING TO THAT MEMBER'S COMPENSATION; OR WHERE ANY VOTING MEMBER OF THE BOARD OR ANY COMMITTEE WHOSE JURISDICTION INCLUDES COMPENSATION MATTERS AND WHO RECEIVES COMPENSATION, DIRECTLY OR INDIRECTLY, FROM DSC, EITHER INDIVIDUALLY OR COLLECTIVELY, PROVIDES INFORMATION TO ANY COMMITTEE REGARDING COMPENSATION. SECTION 5.02(C) OF THE DSC BY-LAWS REQUIRES THAT ANY INTERESTED PERSON WHO RECEIVES MORE THAN $10,000 FROM DSC (ETHER PURSUANT TO A CONTRACTUAL RELATIONSHIP OR IN THE FORM OF COMPENSATION) SHALL REQUIRE THE APPROVAL OF THE EXECUTIVE COMMITTEE OF THE BOARD. HOWEVER, ANY VIOLATION OF THE PROVISIONS OF THIS PARAGRAPH SHALL NOT AFFECT THE VALIDITY OR THE ENFORCEABILITY OF ANY TRANSACTION ENTERED INTO BY THE CORPORATION. A DIRECTOR MAY NOT PARTICIPATE IN ANY VOTE ON ANY PROPOSED TRANSACTION WITH ANOTHER ORGANIZATION OR ENTITY OF WHICH SUCH DIRECTOR IS ALSO AN EMPLOYEE, PRINCIPAL OR DIRECTOR. PROCEDURES 1. DUTY TO DISCLOSE IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF THE FINANCIAL INTEREST AND BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE DIRECTORS AND MEMBERS OF THE DSC AUDIT COMMITTEE WITH THE PROPOSED TRANSACTION OR ARRANGEMENT. A. DISCLOSURE INVOLVING DIRECTORS SHOULD BE MADE TO THE BOARD CHAIR, WHO SHALL BRING THESE MATTERS, IF MATERIAL, TO THE BOARD. B. DISCLOSURE IN THE ORGANIZATION SHOULD BE MADE TO THE PRESIDENT (OR IF SHE OR HE IS THE ONE WITH THE CONFLICT, THEN TO THE BOARD CHAIR), WHO SHALL DETERMINE WHETHER A CONFLICT EXISTS AND IS MATERIAL, AND IF THE MATTERS ARE MATERIAL, BRING THEM TO THE ATTENTION OF THE BOARD CHAIR. 2. DETERMINING WHETHER A CONFLICT OF INTEREST EXISTS AFTER DISCLOSURE OF THE INTEREST AND ALL MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, HE/SHE SHALL LEAVE THE BOARD OR COMMITTEE MEETING WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE BOARD SHALL DETERMINE WHETHER A CONFLICT EXISTS AND IS MATERIAL, AND IN THE PRESENCE OF AN EXISTING MATERIAL CONFLICT, WHETHER THE CONTEMPLATED TRANSACTION MAY BE AUTHORIZED AS JUST, FAIR, AND REASONABLE TO DSC. 3. PROCEDURES FOR ADDRESSING THE CONFLICT OF INTEREST AN INTERESTED PERSON MAY MAKE A PRESENTATION AT THE DSC AUDIT COMMITTEE MEETING, BUT AFTER THE PRESENTATION, HE/SHE SHALL LEAVE THE MEETING DURING THE DISCUSSION OF, AND THE VOTE ON, THE TRANSACTION OR ARRANGEMENT INVOLVING THE POSSIBLE CONFLICT OF INTEREST. THE CHAIRPERSON OF THE AUDIT COMMITTEE SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER EXERCISING DUE DILIGENCE, THE COMMITTEE SHALL DETERMINE WHETHER DSC CAN OBTAIN WITH REASONABLE EFFORTS A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT NOT PRODUCING A CONFLICT OF INTEREST IS NOT REASONABLY POSSIBLE UNDER CIRCUMSTANCES, THE COMMITTEE SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS WHETHER THE TRANSACTION OR ARRANGEMENT IS IN DSC'S BEST INTEREST, FOR ITS OWN BENEFIT, AND WHETHER IT IS FAIR AND REASONABLE. IN CONFORMITY WITH THE ABOVE DETERMINATION IT SHALL MAKE ITS DECISION AS TO WHETHER TO ENTER INTO THE TRANSACTION OR ARRANGEMENT. THE DECISION OF THE BOARD ON THESE MATTERS WILL REST IN THEIR SOLE DISCRETION, AND THEIR CONCERN MUST BE THE WELFARE OF DSC AND THE ADVANCEMENT OF ITS PURPOSE AND WILL BE DOCUMENTED IN THE MINUTES. 4. VIOLATIONS OF THE CONFLICTS OF INTEREST POLICY IF THE COMMITTEE HAS REASONABLE CAUSE TO BELIEVE A MEMBER HAS FAILED TO DISCLOSE ACTUAL OR POSSIBLE CONFLICTS OF INTEREST, IT SHALL INFORM THE MEMBER OF THE BASIS FOR SUCH BELIEF AND AFFORD THE MEMBER AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. IF, AFTER HEARING THE MEMBER'S RESPONSE AND AFTER MAKING FURTHER INVESTIGATION AS WARRANTED BY THE CIRCUMSTANCES, THE COMMITTEE DETERMINES THE MEMBER HAS FAILED TO DISCLOSE AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, IT SHALL TAKE APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION. 5. RECORDS OF PROCEEDINGS THE MINUTES OF THE DSC BOARD AND ALL COMMITTEES WITH BOARD DELEGATED POWERS SHALL CONTAIN: THE NAMES OF THE PERSONS WHO DISCLOSED OR OTHERWISE WERE FOUND TO HAVE A FINANCIAL INTEREST IN CONNECTION WITH AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, THE NATURE OF THE FINANCIAL INTEREST, ANY ACTION TAKEN TO DETERMINE WHETHER A CONFLICT OF INTEREST WAS PRESENT, AND THE DSC BOARD'S OR COMMITTEE'S DECISION AS TO WHETHER A CONFLICT OF INTEREST IN FACT EXISTED. THE NAMES OF THE PERSONS WHO WERE PRESENT FOR DISCUSSIONS AND VOTES RELATING TO THE TRANSACTION OR ARRANGEMENT, THE CONTENT OF THE DISCUSSION, INCLUDING ANY ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT, AND A RECORD OF ANY VOTES TAKEN IN CONNECTION WITH THE PROCEEDINGS. 6. ANNUAL DISCLOSURE STATEMENTS EACH DIRECTOR, PRINCIPAL OFFICER AND MEMBER OF A COMMITTEE WITH BOARD-DELEGATED POWERS SHALL ANNUALLY SIGN A STATEMENT WHICH AFFIRMS SUCH PERSON: HAS RECEIVED A COPY OF THE CONFLICTS OF INTEREST POLICY, HAS READ AND UNDERSTANDS THE POLICY, HAS AGREED TO COMPLY WITH THE POLICY, AND UNDERSTANDS DSC IS CHARITABLE AND IN ORDER TO MAINTAIN ITS FEDERAL TAX EXEMPTION IT MUST ENGAGE PRIMARILY IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSE. SECTION 9.04 OF THE DSC BY-LAWS REQUIRES THE FOLLOWING DISCLOSURES OF TRANSACTIONS WITH INTERESTED PERSONS TO BE PROVIDED TO EACH BOARD MEMBER WITHIN 120 DAYS OF DSC'S FISCAL YEAR END: A. ANY TRANSACTION(S) TO WHICH DSC WAS A PARTY, AND IN WHICH ANY DIRECTOR OR OFFICER OF DSC HAD DIRECT OR INDIRECT MATERIAL FINANCIAL INTEREST, IF SUCH TRANSACTION(S) INVOLVED OVER $50,000. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION FOR THE CEO, CFO AND CHIEF OF STAFF IS DETERMINED BY AN EXECUTIVE COMMITTEE COMPRISED OF BOARD MEMBERS. THE EXECUTIVE COMMITTEE MEETS ANNUALLY TO REVIEW COMPENSATION OF THE CEO, CFO AND CHIEF OF STAFF. THE EXECUTIVE COMMITTEE USES COMPARABILITY DATA IN DETERMINING COMPENSATION AS WELL AS TAKING INTO CONSIDERATION THE FINANCIAL AND OPERATING PERFORMANCE OF THE ORGANIZATION. THE COMPENSATION FOR OTHER OFFICERS AND KEY EMPLOYEES IS DETERMINED BY THE CEO, CFO AND CHIEF OF STAFF. THE CEO, CFO AND CHIEF OF STAFF MEET ANNUALLY TO DETERMINE COMPENSATION OF OTHER OFFICERS AND EMPLOYEES IN A MANNER SIMILAR TO THAT OF THE EXECUTIVE COMMITTEE DISCUSSED ABOVE. FORM 990, PART VI, SECTION C, LINE 19 DSC MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC IN THE SAME FASHION AS IT MAKES ITS FORM 990 AVAILABLE TO THE PUBLIC, UPON REQUEST. FORM 990 PART XII LINE 2C THE AUDIT OVERSIGHT PROCESS HAS NOT CHANGED SINCE THE PRIOR YEAR. DISCOVERY SCIENCE CENTER LEVERAGED LENDER LLC 2500 NORTH MAIN STREET SANTA ANA CA 92705 900913394 NMTC ENTITY CA DISCOVERY SCIENCE CENTER ORANGE COUNTY DISCOVERY SCIENCE CENTER OF LOS ANGELES 11800 FOOTHILL BLVD SYLMAR CA 91342 455191270 EDUCATION CA 501(C)(3) LINE 7 0 0 1 0 1 0 0 0 0 0 0 0 0 0 1 1 0 1 0 1 DISCOVERY SCIENCE CENTER LOS ANGELES D 1194163 BOOK DISCOVERY SCIENCE CENTER LOS ANGELES Q 9981 BOOK