2026-05-15T09:20:31-05:00 2025-12-31 131655065 LUTZ AND CARR CPAS LLP 551 FIFTH AVENUE SUITE 400 NEW YORK NY 10176 990 2025-01-01 611423856 ARCHIPELAGO BOOKS INC ARCH 9174396184 232 3RD STREET A111 BROOKLYN NY 11215 JILL SCHOOLMAN PUBLISHER 9174396184 2026-05-14 1 JENNIFER COATES P02247728 2126972299 2025 2025-03-06 01:10:19Z JILL SCHOOLMAN 232 3RD STREET A111 BROOKLYN NY 11215 1506399 0 X WWW.ARCHIPELAGOBOOKS.ORG X 2002 NY ARCHIPELAGO BOOKS IS A NOT-FOR-PROFIT PRESS DEVOTED TO PUBLISHING OUTSTANDING TRANSLATIONS OF VITAL WORKS OF CLASSIC AND CONTEMPORARY WORLD LITERATURE. IN OUR TWENTY-ONE YEARS, WE HAVE BROUGHT OUT MORE THAN TWO HUNDRED TWENTY-FIVE BOOKS FROM MORE THAN FORTY LANGUAGES. 17 17 5 20 0 0 695871 945331 74393 87506 0 0 217100 19815 987364 1052652 0 0 0 0 353866 389407 0 0 122783 625593 488821 979459 878228 7905 174424 1220595 1276743 343402 225126 877193 1051617 X ARCHIPELAGO BOOKS IS A NOT-FOR-PROFIT PRESS DEVOTED TO PUBLISHING OUTSTANDING TRANSLATIONS OF VITAL WORKS OF CLASSIC AND CONTEMPORARY WORLD LITERATURE. IN OUR TWENTY-ONE YEARS, WE HAVE BROUGHT OUT MORE THAN TWO HUNDRED TWENTY-FIVE BOOKS FROM MORE THAN FORTY LANGUAGES.ARTISTIC EXCHANGE BETWEEN CULTURES IS A CRUCIAL ASPECT OF GLOBAL UNDERSTANDING. IT HAS NEVER BEEN MORE IMPORTANT FOR VOICES FROM AROUND THE WORLD TO BE HEARD IN THIS COUNTRY-OUR PLACE IN THE WORLD DEPENDS UPON IT. SADLY, LESS THAN THREE PERCENT OF NEW LITERATURE PUBLISHED IN THE UNITED STATES ORIGINATES OUTSIDE THE ANGLOSPHERE. BY PUBLISHING DIVERSE AND INNOVATIVE LITERARY TRANSLATIONS, WE ARE DOING WHAT WE CAN TO CHANGE THIS LAMENTABLE CIRCUMSTANCE AND TO BROADEN THE AMERICAN LITERARY LANDSCAPE. 0 0 590810 ARCHIPELAGO BOOKS PUBLISHED FIFTEEN TITLES OVER THE COURSE OF 2025. IN FEBRUARY, WE BROUGHT OUT FELIX NESI'S DEBUT NOVEL, PEOPLE FROM OETIMU, TRANSLATED FROM INDONESIAN BY LARA NORGAARD, FOLLOWED BY THE HARMATTAN WINDS BY SYLVAIN TRUDEL, TRANSLATED FROM FRENCH BY DONALD WINKLER IN MARCH, AND STAY WITH ME, OUR FIFTH TITLE BY HANNE ORSTAVIK, TRANSLATED FROM NORWEGIAN BY MARTIN AITKEN. IN APRIL WE PUBLISHED WICKERWORK, A COLLECTION OF POETRY BY CHRISTIAN LEHNERT, TRANSLATED FROM GERMAN BY RICHARD SIEBURTH, AND IN MAY WE PUBLISHED THE LIVING AND THE REST BY JOSE EDUARDO AGUALUSA, TRANSLATED FROM PORTUGUESE BY DANIEL HAHN, FOLLOWED BY GERBRAND BAKKER'S THE HAIRDRESSER'S SON, TRANSLATED FROM DUTCH BY DAVID COLMER IN AUGUST. IN THE FALL, WE BROUGHT OUT EMMELIE PROPHETE'S NOVEL CECE, TRANSLATED FROM FRENCH BY AIDAN ROONEY, A POETRY COLLECTION TITLED SAY FIRE BY SELMA ASOTIC (BOSNIA), AND TWO CLASSIC ITALIAN WORKS-CESARE PAVESE'S THE LEUCOTHEA DIALOGUES, TRANSLATED BY MINNA ZALLMAN PROCTOR AND LUIGI PIRANDELLO'S ONE, NONE, AND A HUNDRED GRAND, TRANSLATED BY SEAN WILSEY, FOLLOWED BY WIESLAW MYSLIWSKI'S NEEDLE'S EYE, TRANSLATED FROM POLISH BY BILL JOHNSTON. WITH ELSEWHERE EDITIONS, OUR CHILDREN'S IMPRINT, WE PUBLISHED MY BROTHER BY LAURA DJUPVIK AND ILLUSTRATED BY OYVIND TORSETER, TRANSLATED FROM NORWEGIAN BY MARTIN AITKEN, AND LAUNCHED THE FIRST OF OUR FIVE-BOOK SERIES OF QUINO'S COMIC STRIP MAFALDA, TRANSLATED BY FRANK WYNNE. IN THE FALL, WE PUBLISHED MARIKA MAIJALA'S A MAGICIAN'S FLOWER TRANSLATED FROM FINNISH BY MIA SPANGENBERG, AND XIONG LIANG'S TAKE A WALK WITH THE WIND, TRANSLATED FROM CHINESE BY CHLOE GARCIA ROBERTS. WE REPRINTED NINE TITLES FROM OUR BACKLIST, INCLUDING WORKS BY ELIAS KHOURY, MAHMOUD DARWISH, MILJENKO JERGOVIC, KARL OVE KNAUSGAARD, JEAN GIONO, AND JULIO CORTAZAR. WE CONTINUE TO MAKE EVERY EFFORT TO KEEP ALL OF OUR BOOKS IN PRINT, CONSIDERING EACH ONE A CONTEMPORARY CLASSIC. FOR EACH TITLE ARCHIPELAGO PUBLISHED LAST YEAR, WE PRINTED 200-350 ADVANCE REVIEW COPIES TO SEND TO REVIEWERS, EDITORS, BOOKSELLERS, WRITERS, PROFESSORS, BLOGGERS, READING GROUPS, AND LIBRARIANS. WE TAILOR THESE LISTS TO EACH BOOK TO ENSURE THAT EVERY PUBLICATION HAS A CHANCE TO REACH READERS WHO ARE MOST LIKELY TO RESPOND TO, DISCUSS, AND APPRECIATE IT. WE ALSO SOLICIT ENDORSEMENTS FOR EVERY BOOK, HANDPICKING AUTHORS AND BOOKSELLERS WHO WE FEEL MIGHT RESPOND TO A PARTICULAR VOICE OR SUBJECT. OUR MARKETING BUDGET INCLUDES THE PRODUCTION AND DISTRIBUTION OF 6000 PRINT CATALOGS. WE HELD OVER 35 EVENTS IN 2025. WE HOSTED A BEAUTIFUL JAZZ POETRY READING AT A JAZZ CLUB IN QUEENS WITH BOSNIAN POET SELMA ASOTIC, WHO READ FROM HER WORK, SAY FIRE, AS A JAZZ PIANIST AND BASS PLAYER PERFORMED THEIR INTERPRETATIONS IN RESPONSE. WE ALSO PARTNERED WITH A FILM PROGRAMMING COLLECTIVE, THEATER OF THE MATTERS, TO PRESENT A SCREENING OF A FILM CALLED THESE ENCOUNTERS OF THEIRS, WHICH STAGES DIALOGUES THAT FIRST APPEARED IN THE LEUCOTHEA DIALOGUES BY CESARE PAVESE. OUR TRANSLATOR MINNA SPOKE BEFORE AN AUDIENCE OF 250 THEATER-GOERS ABOUT THE TRANSFORMATIVE ART OF TRANSLATION. THROUGH EVENTS THAT STAGE DYNAMIC READINGS, MUSICAL PERFORMANCES, AND FILM EXPERIENCES, WE ARE REACHING COMMUNITIES OF READERS AND ARTISTS BEYOND OUR IMMEDIATE CIRCLE. WE ALSO WELCOMED TWO AUTHORS FROM ABROAD FOR EVENTS HERE IN NEW YORK CITY. XIONG LIANG TRAVELLED FROM CHINA TO PRESENT TAKE A WALK WITH THE WIND IN BILINGUAL PRESENTATION WITH THE NEW YORK PUBLIC LIBRARY IN MANHATTAN AND IN THE BRONX, AS WELL AS AT BOOKSTORES IN MANHATTAN AND SCHOOLS IN BROOKLYN AND MANHATTAN. EMMELIE PROPHETE, AUTHOR OF CECE, VISITED FROM HAITI TO PRESENT HER WORK TO READERS AT THE BROOKLYN BOOK FESTIVAL AND FOR AN EVENT AT THE FLATBUSH BRANCH OF THE PUBLIC LIBRARY. SHE AND TRANSLATOR AIDAN ROONEY ALSO PRESENTED THE BOOK AT THE BROOKLINE BOOKSMITH IN BOSTON. OUR DEDICATION TO COMMUNITY AND ACCESS EXTENDS TO OUR DONATION EFFORTS. THIS YEAR, WE DONATED TO THE POULIN PROJECT, THE BROOKLYN BOOK BODEGA, LISA LIBRARIES, NYPL JAIL & PRISON SERVICES, NYC BOOKS THROUGH BARS, AND THE PRISON BOOK PROGRAM. WE INTEND TO EXPAND THESE EFFORTS IN THE YEARS AHEAD, WITH A FOCUS ON INCARCERATED YOUTH AND ADULTS AND UNDER-RESOURCED RURAL LIBRARIES.THE CRITICAL RECEPTION AND READER RESPONSE TO ARCHIPELAGO'S 2025 BOOKS WAS POSITIVE, WITH REVIEWS IN THE NEW YORK TIMES, THE WASHINGTON POST, HARPER'S MAGAZINE, THE ATLANTIC, THE LOS ANGELES TIMES, WORLD LITERATURE TODAY, THE WALL STREET JOURNAL, AMONG OTHER PROMINENT PUBLICATIONS. JUST TO SHARE A FEW RESPONSES TO THE BOOKS:"THE CITE OF DIVINE POWER IS BROUGHT TO LIFE WITH SKILL. ITS STREETS BLAZE AND VIBRATE, ITS MAKESHIFT HOMES ARE SHADOWY WITH DISMAY . . . CECE IS A COOL, CLEAREYED NARRATOR, WHO TAKES PAINS NOT TO SENSATIONALIZE. SOMETIMES HER RESTRAINT MAKES THE READER FEEL IMPERTINENT FOR DRAWING CONCLUSIONS AT ALL. THERE IS ALWAYS THE SENSE THAT CECE COULD PUT IT BETTER HERSELF . . . UNSPARING OBSERVATION IS CHARACTERISTIC OF THIS BRAVE NOVEL-A BOOK THAT MARVELS AT PEOPLE WHO FEEL ENTITLED TO THEIR TEARS." -SUSIE BOYT, THE NEW YORK TIMES"PROPHETE'S ACHIEVEMENT IS TO MAKE THE REAL AND THE VIRTUAL SIDES OF CELIA'S LIFE EQUALLY VIVID. THIS IS A VOICE-DRIVEN NOVEL, AND AIDAN ROONEY'S TERRIFIC TRANSLATION FROM THE FRENCH CONVEYS THE HEROINE'S PROFOUND DESPAIR AND SNARKY RESILIENCE. CELIA IS OPINIONATED, VULNERABLE, MORDANTLY FUNNY AND OFTEN OVERWHELMED . . . STATUS UPDATES ARE HER EXPRESSIONS OF DEFIANCE AND DETERMINATION. FOR CELIA, TO POST IS TO BE."-SAM SACKS, THE WALL STREET JOURNAL"THOUGH HER FAMILY WAS SOLIDLY MIDDLE CLASS, MAFALDA DIDN'T LET THAT FOOL HER INTO THINKING THAT EVERYTHING WAS FINE IN HER UNEQUAL SOCIETY. SHE WAS TOO SHARP FOR THAT, TOO OBSERVANT . . . SHE WORRIES ABOUT THE KINDS OF THINGS THAT MANY PARENTS WANT TO PROTECT THEIR CHILDREN FROM EVEN NOTICING-POVERTY AND WAR AND REPRESSION . . . THE EXPANSIVE, BIGHEARTED POLITICS OF QUINO'S STRIP FEEL OUT OF STEP WITH THIS TERRIFYING MOMENT, BUT, THEN AGAIN, THAT MAY BE PRECISELY WHY NOW IS THE RIGHT TIME TO RETURN TO ITS HEROINE"-DANIEL ALARCON, THE NEW YORKER"WHEN WIDER AMERICAN AUDIENCES DO MEET MAFALDA, THEY'LL FIND A GIRL WHO RESEMBLES ERNIE BUSHMILLER'S ICONIC CHARACTER NANCY, BUT WHOSE ANTICS ARE ENTIRELY HER OWN . . . EVEN IF SHE'S UNLIKELY TO HELP DEMOCRATS AND REPUBLICANS GET ALONG, HER BRAND OF INNOCENT BUT OPINIONATED CURIOSITY COULD SHOW THE SO-CALLED ADULTS IN THE ROOM HOW TO DO BETTER BY FUTURE GENERATIONS . . ."-BENJAMIN P. RUSSELL, NEW YORK TIMES"FOR MANY IMMIGRANTS LIKE ME, MAFALDA IS MORE THAN A CARTOON CHARACTER. SHE'S A CORE MEMORY, A MINDSET, A LATIN AMERICAN CULTURAL ICON. AND IN A COUNTRY ONCE AGAIN LED BY A PRESIDENT ALLERGIC TO DISSENT, NUANCE, AND THE TRUTH, WHAT WOULD MAFALDA SAY TO TRUMP? WHATEVER IT MIGHT BE, IT WOULD BE SHARP AND RIGHT ON TIME."-MARCELA GARCIA, THE BOSTON GLOBE"ON EACH SPREAD, XIONG'S PAINTINGS INTRODUCE THE READER TO ANIMALS THAT ARE SWEPT UP BY THE WIND'S MIGHT. BENDING BIRD LEGS, FLAPPING WINGS, A PONY'S WILD MANE, BOULDERS AND STONES ALL QUIVER AND FLY IN THE WIND'S WAKE. XIONG'S ILLUSTRATIONS ARE FULL OF MOVEMENT AND SPONTANEITY." -POOJA MAKHIJANI, PUBLISHERS WEEKLY"WHAT IS IT TO BE IN LOVE, TO BE CURSED, TO BE LOST, TO LOSE ONE'S LOVE, TO REMEMBER, TO SMILE? . . . BRIEF INSTANTS OF ANIMATION, IN THE HANDS OF PAVESE AND PROCTOR, ARE MIRACULOUS. THE CHARACTERS IN THESE DIALOGUES ARE BOTH IN AND OUT OF TIME, BOTH MOBILE AND STATIC. THAT DIALECTIC AND ITS UNCANNINESS CLEARLY FASCINATED PAVESE, WHOSE SMILING GODS ARE TRAPPED WITHIN A CONTINUOUS PRESENT."-ALEC MAPES-FRANCES, THE PARIS REVIEW"THESE DIALOGUES TRANSFORM MYTHOLOGY, OUR OLDEST STORIES, INTO A NEW AND UNIQUE FORM. COMBINING POETRY AND PROSE, THEY ARE CRUCIAL TO UNDERSTANDING PAVESE'S THEMES-HIS PREOCCUPATION WITH ANTIQUITY, WITH SILENCE, AND WITH TIME. PROCTOR'S ENCHANTING ENGLISH VERSION HONORS THE AUTHOR'S PROFOUND ENGAGEMENT WITH TRANSLATION WITH PRECISION, MODERNITY, AND WIT." -JHUMPA LAHIRI2025 WAS A STIMULATING, GRATIFYING, AND CHALLENGING YEAR FOR THE PRESS. PRINTING AND PAPER COSTS HAVE NOT RETURNED TO PRE-PANDEMIC LEVELS, WHICH AFFECTS OUR ABILITY TO PRINT QUANTITIES NEEDED FOR OUR FRONTLIST AND TO REPRINT OUR BACKLIST TITLES THAT CONTINUE TO SELL STEADILY. TARIFFS HAVE AFFECTED OUR SHIPPING EXPENSES. WE ARE DOING EVERYTHING WE CAN TO FUNDRAISE CREATIVELY AND ENERGETICALLY, AND TO PLACE OUR BOOKS IN THE HANDS OF A WIDE ARRAY OF READERS. IT IS AN ONGOING CHALLENGE TO KEEP OUR BACKLIST IN BOOKSHOPS AND ON READERS' RADAR, HOWEVER RELEVANT AND NECESSARY THEY REMAIN. WE DO ACTIVELY PROMOTE OUR ENTIRE LIST OF 260 BOOKS AND OUR MEMBERSHIP PROGRAM HAS BEEN GROWING AS WE CONTINUE TO ATTRACT NEW COLLABORATORS AND READERS. 590810 1 1 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 34 0 5 1 0 0 0 0 0 1 1 0 0 0 0 0 0 X 17 17 0 0 0 0 0 0 0 1 0 0 0 1 1 1 1 0 0 1 0 0 NY X JILL SCHOOLMAN 9174396184 232 3RD STREET BROOKLYN NY 11215 MATTHEW BROGAN PRESIDENT 1.00 X X 0 0 0 FLORENCE LUI VICE PRESIDENT 1.00 X X 0 0 0 DAVE HAAN TREASURER 1.00 X X 0 0 0 PETER VON ZIEGESAR SECRETARY 1.00 X X 0 0 0 GEORGE GIBSON BOARD MEMBER 1.00 X 0 0 0 VIOLAINE HUISMAN BOARD MEMBER 1.00 X 0 0 0 LUDOVIC TIAKO BOARD MEMBER 1.00 X 0 0 0 LESLIE MASLOW BOARD MEMBER 1.00 X 0 0 0 TESS LEWIS BOARD MEMBER 1.00 X 0 0 0 DAVID DEAN BOARD MEMBER 1.00 X 0 0 0 LISABETH DURING BOARD MEMBER 1.00 X 0 0 0 EDWIN FRANK BOARD MEMBER (THRU 11/25) 1.00 X 0 0 0 RICK MOODY BOARD MEMBER 1.00 X 0 0 0 LORRAINE GALLARD BOARD MEMBER (THRU 09/25) 1.00 X 0 0 0 ASSAL GHAWAMI BOARD MEMBER 1.00 X 0 0 0 RICKA KOHNSTAMM BOARD MEMBER 1.00 X 0 0 0 JAMES MARCUS BOARD MEMBER 1.00 X 0 0 0 MATTHEW JOSEFOWICZ BOARD MEMBER 1.00 X 0 0 0 JILL SCHOOLMAN PUBLISHER/EXECUTIVE DIRECT 40.00 X 77000 0 0 77000 0 0 0 0 0 0 0 53636 113985 777710 945331 MEMBERSHIP INCOME 900099 87506 87506 87506 20039 20039 9550 53636 9550 0 435300 444197 -8897 -8897 MISCELLANEOUS 900099 8673 8673 8673 1052652 78609 0 28712 77000 46200 15400 15400 242798 132887 54956 54955 6918 3874 1522 1522 36882 20654 8114 8114 25809 14453 5678 5678 45196 45196 27943 15648 6147 6148 34649 18039 8589 8021 60333 55402 2466 2465 45990 45990 32521 18212 7155 7154 8883 8883 8901 4985 3916 4372 2448 962 962 2026 1135 446 445 WAREHOUSE/DISTRIBUTION 181627 181627 MISCELLANEOUS 36380 20373 8004 8003 878228 590810 164635 122783 129097 84684 24128 71717 15000 143030 149795 55555 807161 854063 19538 10974 10566 8564 84848 59130 1220595 1276743 227037 138349 35521 30762 80844 56015 343402 225126 X 820313 867761 56880 183856 877193 1051617 1220595 1276743 174424 0 X 0 0 0 X 710430 725147 767353 770264 1032837 4006031 413559 367605 575146 653539 435300 2445149 1123989 1092752 1342499 1423803 1468137 6451180 255477 233022 343793 288683 494907 1615882 0 255477 233022 343793 288683 494907 1615882 4835298 25558 63858 42325 27917 20039 179697 25558 63858 42325 27917 20039 179697 633 319 1962 1871 8673 13458 1150180 1156929 1386786 1453591 1496849 6644335 0.72770 0.74000 0.02700 0.03020 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 19538 10974 8564 8564 OPERATING LEASE LIABILITY 56015 56015 ANNUAL GALA 63186 53636 9550 9550 63186 53636 9550 9550 9550 0 FORM 990, PART VI, SECTION A, LINE 8B WITHIN THE BOARD OF DIRECTORS, THE ORGANIZATIONS BYLAWS HAVE ESTABLISHED TWO COMMITTEES: A FINANCIAL COMMITTEE AND A GOVERNANCE COMMITTEE. EACH OF THESE COMMITTEES HAVE DESIGNATED ROLES AS SET OUT IN THE ORGANIZATION'S BYLAWS. HOWEVER THE BOARD OF DIRECTORS HAS RESPONSIBLITY FOR MAJOR FINACIAL DECISIONS IMPACTING THE ORGANIZATION. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 IS PREPARED BY THE ORGANIZATION'S INDEPENDENT ACCOUNTANTS. IT IS REVIEWED BY THE PUBLISHER AND ONE OR MORE MEMBERS OF THE BOARD OF DIRECTORS PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C PRIOR TO THE INITIAL ELECTION OF EACH DIRECTOR, AND ANNUALLY THEREAFTER, THE DIRECTOR SHALL SUBMIT A SIGNED, WRITTEN STATEMENT TO THE SECRETARY OF THE ORGANIZATION THAT IDENTIFIES, TO THE BEST OF THE DIRECTOR'S KNOWLEDGE, ANY FINANCIAL INTERESTS HELD BY THE DIRECTOR. THE SECRETARY SHALL PROVIDE A COPY OF ALL SUCH COMPLETED DISCLOSURE STATEMENTS TO THE CHAIR OF THE BOARD. IF, AT ANY TIME DURING HIS OR HER TERM, A DIRECTOR ACQUIRES A FINANCIAL INTEREST, SUCH DIRECTOR SHALL PROMPTLY (AND IN NO CIRCUMSTANCES LATER THAN SEVEN (7) BUSINESS DAYS AFTER SUCH DIRECTOR BECOMES AWARE OF SUCH FINANCIAL INTEREST) DISCLOSE THE FINANCIAL INTEREST BY SUBMITTING AN UPDATED DISCLOSURE STATEMENT TO THE SECRETARY. IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF THE INTEREST AND BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE DIRECTORS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER DISCLOSURE OF THE FINANCIAL INTEREST AND ALL MATERIAL FACTS AND CIRCUMSTANCES, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, SUCH INTERESTED PERSON SHALL LEAVE THE BOARD OR COMMITTEE MEETING WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE REMAINING BOARD OR COMMITTEE MEMBERS SHALL DETERMINE WHETHER A CONFLICT OF INTEREST EXISTS. AN INTERESTED PERSON SHALL NOT ATTEMPT TO INFLUENCE DIRECTORS REGARDING MATTERS IN WHICH THE PERSON HAS A FINANCIAL INTEREST WITHOUT FIRST DISCLOSING THE POSSIBLE EXISTENCE OF A FINANCIAL INTEREST. FURTHERMORE, THE INTERESTED PERSON SHALL NOT ATTEMPT TO INFLUENCE THE BOARD OR COMMITTEE IN ITS DETERMINATION AS TO WHETHER A CONFLICT OF INTEREST EXISTS. AN INTERESTED PERSON MAY MAKE A PRESENTATION AT A MEETING OF THE BOARD OR A COMMITTEE, BUT AFTER SUCH PRESENTATION, HE OR SHE SHALL LEAVE THE MEETING DURING THE DISCUSSION OF, AND THE VOTE ON, THE TRANSACTION OR ARRANGEMENT GIVING RISE TO THE POSSIBLE CONFLICT OF INTEREST. THE CHAIR OF THE BOARD SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE REASONABLE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER EXERCISING DUE DILIGENCE, THE BOARD SHALL DETERMINE WHETHER THE ORGANIZATION CAN, WITH REASONABLE EFFORTS, ENTER INTO A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT WITH ANOTHER PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY POSSIBLE UNDER CIRCUMSTANCES NOT PRODUCING A CONFLICT OF INTEREST, THE BOARD SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS WHETHER THE TRANSACTION OR ARRANGEMENT IS IN ARCHIPELAGO'S BEST INTEREST, 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. EACH DIRECTOR AND MEMBER OF A COMMITTEE WITH BOARD-DELEGATED POWERS SHALL, ANNUALLY, SIGN A DISCLOSURE STATEMENT, WHICH AFFIRMS THAT SUCH PERSON: (A) HAS RECEIVED A COPY OF THE ETHICAL GUIDELINES AND PRACTICES POLICY; (B) HAS READ AND UNDERSTANDS THE ETHICAL GUIDELINES AND PRACTICES POLICY; (C) HAS AGREED TO COMPLY WITH THE ETHICAL GUIDELINES AND PRACTICES POLICY; AND (D) UNDERSTANDS THAT THE ORGANIZATION IS A CHARITABLE ORGANIZATION, AND, IN ORDER TO MAINTAIN ITS FEDERAL TAX EXEMPTION, IT MUST ENGAGE PRIMARILY IN ACTIVITIES THAT ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSES. PERIODIC REVIEWS OF THE ORGANIZATION'S ACTIVITIES SHALL BE CONDUCTED BY THE BOARD OR BY ANY COMMITTEE OR OFFICER AS THE BOARD MAY DETERMINE. THE PERIODIC REVIEWS SHALL, AT A MINIMUM, INCLUDE THE FOLLOWING SUBJECTS: (A) WHETHER COMPENSATION ARRANGEMENTS AND BENEFITS ARE REASONABLE, BASED ON COMPETENT SURVEY INFORMATION, AND THE RESULT OF ARM'S LENGTH BARGAINING; AND (B) WHETHER PARTNERSHIPS, JOINT VENTURES, AND ARRANGEMENTS WITH MANAGEMENT ORGANIZATIONS CONFORM TO THE ORGANIZATION'S WRITTEN POLICIES, ARE PROPERLY RECORDED, REFLECT REASONABLE INVESTMENT OR PAYMENTS FOR GOODS AND SERVICES, FURTHER CHARITABLE PURPOSES, AND DO NOT RESULT IN INUREMENT, IMPERMISSIBLE PRIVATE BENEFIT OR IN AN EXCESS BENEFIT TRANSACTION. FORM 990, PART VI, SECTION B, LINE 15A THE SALARY OF THE PUBLISHER IS DETERMINED AND APPROVED BY THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION C, LINE 19 THESE DOCUMENTS ARE MADE AVAILABLE UPON REQUEST.