Form990-EZ
Click to see list of attachments
Department of the Treasury
Internal Revenue Service
Short Form
Return of Organization Exempt From Income Tax
Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code
(except black lung benefit trust or private foundation)
bullet Sponsoring organizations of donor advised funds, organizations that operate one or more hospital facilities, and certain controlling organizations as defined in section 512(b)(13) must file Form 990 (see instructions).
All other organizations with gross receipts less than $200,000 and total assets less than $500,000 at the end of the year may use this form.
bulletThe organization may have to use a copy of this return to satisfy state reporting requirements.
OMB No. 1545-1150
2010
Open to Public
Inspection
A
For the 2010 calendar year, or tax year beginning 07-01-2010, and ending 06-30-2011
B
Check if applicable:
C Name of organization
The Nature Conservancy of California
 
Number and street (or P. O. box, if mail is not delivered to street address)201 Mission Street 4th Floor
  Room/suite
City or town, state or country, and ZIP + 4 San Francisco, CA94105
D Employer identification number

20-5797732
E Telephone number

(415) 281-0498
F Group Exemption
Number. . bullet  
G Accounting method: Other (specify) bullet   H Check bulletI Website:bulletN/AJ Tax-Exempt status(check only one)—Click to see attachment(   ) bullet(insert no.) or
K Check bullet A Form 990-EZ or Form 990 return is not required though Form 990-N (e-postcard) may be required (see instructions). But if the organization chooses to file a return, be sure to file a complete return.
L Add lines 5b, 6c, and 7b, to line 9 to determine gross receipts; If gross receipts are $200,000 or more, or if total assets (Part II, line 25, column (B) below) are $500,000 or more, file Form 990 instead of Form 990-EZ.. . bullet $  
Part IRevenue, Expenses, and Changes in Net Assets or Fund Balances (See the instructions for Part I.) Check if the organization used Schedule O to respond to any question in this Part I . . . . . . . .
VerticalRevenue 1 Contributions, gifts, grants, and similar amounts received . . . . . . . . . 1  
2 Program service revenue including government fees and contracts . . . . . . . 2  
3 Membership dues and assessments . . . . . . . . . . . . . . 3  
4 Investment income . . . . . . . . . . . . . . . . . . 4  
5a Gross amount from sale of assets other than inventory . . . . 5a  
b Less: cost or other basis and sales expenses . . 5b 0
c Gain or (loss) from sale of assets other than inventory (Subtract line 5b from line 5a) . . 5c  
6 Gaming and fundraising events
a Gross income from gaming (attach Schedule G if greater than $15,000) 6a  
b Gross income from fundraising events (not including $ 0 of contributions from fundraising events reported on line 1) (attach Schedule G if the sum of such gross income and contributions exceed $15,000) . . . . . . .
c Less: direct expenses from gaming and fundraising events . . . 6c 0
d Net income or (loss) from gaming and fundraising events (Add lines 6a and 6b and subtract line 6c) 6d 0
7a Gross sales of inventory, less returns and allowances . . . . 7a  
b Less: cost of goods sold . . . . . . . . . . 7b 0
c Gross profit or (loss) from sales of inventory (Subtract line 7b from line 7a) . . . . . . 7c  
8 Other revenue (describe in Schedule O) . . . . . . . . . 8  
9 Total revenue. Add lines 1, 2, 3, 4, 5c, 6d, 7c, and 8 . . . . . . . . . 9 0
VerticalExpenses 10 Grants and similar amounts paid (list in Schedule O) . . . . . . . . 10  
11 Benefits paid to or for members . . . . . . . . . . . . . . . 11  
12 Salaries, other compensation, and employee benefits . . . . . . . . . . . 12  
13 Professional fees and other payments to independent contractors . . . . . . . . 13  
14 Occupancy, rent, utilities, and maintenance . . . . . . . . . . . . . 14  
15 Printing, publications, postage, and shipping . . . . . . . . . . . . 15  
16 Other expenses (describe in Schedule O) . . . . . . . . . . 16  
17 Total expenses. Add lines 10 through 16 . . . . . . . . . . . . 17  
VerticalNetAssets 18 Excess or (deficit) for the year (Subtract line 17 from line 9) . . . . . . . . . 18  
19 Net assets or fund balances at beginning of year (from line 27, column (A)) (must agree with
end-of-year figure reported on prior year’s return) . . . . . . . . . . . 19  
20 Other changes in net assets or fund balances (explain in Schedule O) . . . . . . . 20  
21 Net assets or fund balances at end of year. Combine lines 18 through 20 . . . . . Bullet 21  
Part IIBalance Sheets Check if the organization used Schedule O to respond to any question in this Part II. . . . . . . . .

(See the instructions for Part II.)(A) Beginning of year(B) End of year
22Cash, savings, and investments . . . . . . . . . .
 
22
 
23Land and buildings . . . . . . . . . . . . .
 
23
 
24Other assets (describe in Schedule O) . . . . . .
60,000
24
 
25Total assets . . . . . . . . . . . . . .
60,000
25
0
26
Total liabilities (describe in Schedule O) . . . . .
60,000
26
 
27Net assets or fund balances (line 27 of column (B) must agree with line 21) .
0
27
0
For Privacy Act and Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 10642I Form 990-EZ (2010)
Form 990-EZ (2010)
Page 2
Part IIIStatement of Program Service Accomplishments Check if the organization used Schedule O to respond to any question in this Part III . Expenses
(Required for section 501(c)(3) and 501(c)(4) organizations and section 4947(a)(1) trusts; optional for others.)
What is the organization's primary exempt purpose? The purpose of the Organization is to assist The Nature Conservancy accomplish its long-term conservation goals in California. This involves applying for public funding from various state agencies and employing the funds in the acquisition, development, rehabilitation, restoration and protection of wildlife and habitat that: (1) promotes the recovery of threatened and endangered species, (2) provides corridors linking separate habitat areas to prevent habitat fragmentation, and (3) protects significant natural landscapes and ecosystems, such as old growth redwoods and oak woodlands and other significant habitat areas, as well as open spaces. the Organization's exempt purposes also include the acquisition and restoration of riparian habitat, riverine aquatic habitat, wetlands enhancement or protection, reclamation and water conservation.
Describe what was achieved in carrying out the organization's exempt purposes. In a clear and concise manner, describe the services provided, the number of persons benefited, and other relevant information for each program title.
28 The Organization completed the transfer of land to The Nature Conservancy. The Organization collected all receivables and paid all liabilities.
(Grants $   ) If this amount includes foreign grants, check here ...MediumBullet		 28a  
29
(Grants $   ) If this amount includes foreign grants, check here ...MediumBullet 		29a
30
(Grants $   ) If this amount includes foreign grants, check here ...MediumBullet 		30a
31 Other program services (describe in Schedule O) . . . . . . . . . . . .
(Grants $   ) If this amount includes foreign grants, check here...MediumBullet		 31a
32 Total program service expenses (add lines 28a through 31a) . . . . . . . . . bullet 32  
Part IVList of Officers, Directors, Trustees, and Key Employees. List each one even if not compensated. (See the instructions for Part IV.) Check if the organization used Schedule O to respond to any question in this Part IV . . . . . . . .
(a) Name and address (b) Title and average
hours per week
devoted to position		 (c) Compensation
(If not paid,
enter -0-.) 		(d) Contributions to
employee benefit plans &
deferred compensation		 (e) Expense
account and
other allowances
Linda Sayler
201 Mission Street 4th Floor
San Francisco,CA94105
 Secretary1.00 0    
Felicity Fyfe
201 Mission Street 4th Floor
San Francisco,CA94105
 Controller1.00 0    
Mike Sweeney
201 Mission Street 4th Floor
San Francisco,CA94105
 Director1.00 0    
Form 990-EZ (2010)
Form 990-EZ (2010)
Page 3
Part VOther Information(Note the statement requirements in the instructions for Part V.)YesNo Check if the organization used Schedule O to respond to any question in this Part V . . . .
33
Did the organization engage in any activity not previously reported to the IRS? If "Yes," provide a detailed description of each activity in Schedule O ..............
33
 
No
34
Were any significant changes made to the organizing or governing documents? If "Yes," attach a conformed copy of the amended documents if they reflect a change to the organization’s name. Otherwise, explain the change on Schedule O (see instructions). ...................
34
 
No
35
If the organization had income from business activities, such as those reported on lines 2, 6a, and 7a (among others), but not reported on Form 990-T, explain in Schedule O why the organization did not report the income on Form 990-T. ........................
a
Did the organization have unrelated business gross income of $1,000 or more or was it a section 501(c)(4), 501(c)(5), or 501(c)(6) organization subject to section 6033(e) notice, reporting, and proxy tax requirements?
35a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year? (see instructions) ........
35b
 
 
36
Did the organization undergo a liquidation, dissolution, termination, or significant disposition of net assets during the year? If “Yes,” complete applicable parts of Schedule N .............
36
 
No
37a
Enter amount of political expenditures, direct or indirect, as described in the instructions. bullet
37a
 
b
Did the organization file Form 1120-POL for this year? ...............
37b
 
No
38a
Did the organization borrow from, or make any loans to, any officer, director, trustee, or key employee or were
any such loans made in a prior year and still outstanding at the end of the tax year covered by this return?
38a
 
No
b
If “Yes,” complete Schedule L, Part II and enter the total amount involved .
38b
 
39
Section 501(c)(7) organizations. Enter:
a
Initiation fees and capital contributions included on line 9 ......
39a
0
b
Gross receipts, included on line 9, for public use of club facilities ....
39b
0
40a
Section 501(c)(3) organizations. Enter amount of tax imposed on the organization during the year under:
section 4911 bullet   ; section 4912 bullet   ; section 4955 bullet  
b
Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in any section 4958 excess benefit transaction during the year or did it engage in an excess benefit transaction in a prior year that has not been reported on any of its prior Forms 990 or 990-EZ? If “Yes,” complete Schedule L, Part I. ....
40b
 
No
c
Section 501(c)(3) and 501(c)(4) organizations. Enter amount of tax imposed on organization managers or disqualified persons during the year under sections 4912, 4955, and 4958 ..bullet  
d
Section 501(c)(3) and 501(c)(4) organizations. Enter amount of tax on line 40c reimbursed by the organization ...................bullet  
e
All organizations. At any time during the tax year, was the organization a party to a prohibited tax shelter transaction? If "Yes," complete Form 8886-T. .................
40e
 
No
41List the states with which a copy of this return is filed. bullet
42aThe organization's books are in care of bulletA Felicity Fyfe Telephone no. bullet (415) 281-0498
Located at bullet201 Mission Street 4th Floor
San Francisco,CA ZIP + 4bullet94105
b
At any time during the calendar year, did the organization have an interest in or a signature or other authority over a financial account in a foreign country (such as a bank account, securities account, or other financial account)?
Yes
No
42b
 
No
If “Yes,” enter the name of the foreign country: bullet  
See the instructions for exceptions and filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.
c
At any time during the calendar year, did the organization maintain an office outside of the U.S.?
42c
 
No
If “Yes,” enter the name of the foreign country: bullet  
43.......bullet
and enter the amount of tax-exempt interest received or accrued during the tax year . . . bullet43
 
44a
Did the organization maintain any donor advised funds? If "Yes", Form 990 must be completed instead of
Yes
No
Form 990-EZ.. . . . . . . . . . . . . . . . . . . .
44a
 
No
b
Did the organization operate one or more hospital facilities during the year? If ‘Yes,’ Form 990 must be completed instead of Form990-EZ. . . . . . . . .
44b
 
No
c
Did the organization receive any payments for indoor tanning services during the year? . . . . . . .
44c
 
No
d
If 'Yes' to line 44c, has the organization filed a Form 720 to report these payments? If ‘No,’ provide an explanation in Schedule O. . . . . . . . .
44d
 
No
45
Is any related organization a controlled entity of the organization within the meaning of section 512(b)(13)? If ‘Yes,’ Form 990 and Schedule R must be completed instead of Form990-EZ. . . . . . . . .
45
 
No
45a
Did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If ‘Yes,’ Form 990 and Schedule R must be completed instead of Form990-EZ. .
45a
 
No
46
Did the organization engage, directly or indirectly, in political campaign activities on behalf of or in opposition to candidates for public office? If “Yes,” complete Schedule C, Part I. . . . . . . . . .
46
 
No
Form 990-EZ (2010)
Form 990-EZ (2010)
Page 4
Part VI
Section 501(c)(3) organizations and section 4947(a)(1) nonexempt charitable trusts only. All section 501(c)(3) organizations and section 4947(a)(1) nonexempt charitable trusts must answer questions 47-49b and 52. Check if the organization used Schedule O to respond to any question in this Part VI . . . . . . . .
Yes
No
47
Did the organization engage in lobbying activities? If "Yes," complete Schedule C, Part II . . . .
47
 
No
48
Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," complete Schedule E . . .
48
 
No
49a
Did the organization make any transfers to an exempt non-charitable related organization? . . . .
49a
 
No
b
If "Yes," was the related organization a section 527 organization? . . . . . . . . .
49b
 
No
50
Complete this table for the organization's five highest compensated employees (other than officers, directors, trustees and key employees) who each received more than $100,000 of compensation from the organization. If there is none, enter "None."
(a) Name and address of each employee paid more than $100,000 (b) Title and average
hours per week
devoted to position		 (c) Compensation
 (d) Contributions to
employee benefit plans &
deferred compensation		 (e) Expense
account and
other allowances
NONE
50(f)
Total number of other employees paid over $100,000 . . . . . . . . . . . . . bullet  

51
Complete this table for the organization's five highest compensated independent contractors who each received more than $100,000 of compensation from the organization. If there is none, enter "None."
(a) Name and address of each independent contractor paid more than $100,000 (b) Type of service (c) Compensation
NONE
51(d)
Total number of other independent contractors each receiving over $100,000 . . . . . . . bullet  
52
Did the organization complete Schedule A? NOTE: All Section 501(c)(3) organizations and 4947(a)(1) nonexempt charitable trusts must attach a completed Schedule A ....................
Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.
Sign Here
JumboBullet
Signature of officer Date
JumboBullet
Type or print name and title
Paid Preparer's Use Only Preparer's
signatureBig Right Arrow 		Date
right pointing bullet image Preparer’s taxpayer identification number
(See instructions)
Firm’s name (or yours
if self-employed),
address, and ZIP + 4Big Right Arrow




 		EIN right pointing bullet image
Phone no. right pointing bullet image
May the IRS discuss this return with the preparer shown above? See instructions .........bullet
Form 990-EZ (2010)

Additional Data


Software ID: 10000105
Software Version: 2010v3.2

Form 990-EZ, Special Condition Description:
Special Condition Description
SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service
Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
right arrow Attach to Form 990 or Form 990-EZ. right arrow See separate instructions.
OMB No. 1545-0047
2010
Open to Public
Inspection
Name of the organization
The Nature Conservancy of California
 
Employer identification number

20-5797732
Part I
Reason for Public Charity Status (All organizations must complete this part.) See instructions
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
f
g
(i) a person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the the supported organization? ................
11g(i)
 
 
(ii) a family member of a person described in (i) above? ......................
11g(ii)
 
 
(iii) a 35% controlled entity of a person described in (i) or (ii) above? ................
11g(iii)
 
 
h
(i)
Name of supported organization 		(ii)
EIN 		(iii)
Type of organization (described on lines 1- 9 above or IRC section (see instructions)) 		(iv)
Is the organization in col. (i) listed in your governing document? 		(v)
Did you notify the organization in col. (i) of your support? 		(vi)
Is the organization in col. (i) organized in the U.S.? 		(vii)
Amount of support?
Yes No Yes No Yes No
Total                  

For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 2
Part II
Support Schedule for Organizations Described in IRC 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year(or fiscal year beginning in) (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....   9,749,550   8,650,294   18,399,844
2 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......           0
3 The value of services or facilities furnished by a governmental unit to the organization without charge..           0
4 Total. Add lines 1 through 3..   9,749,550   8,650,294   18,399,844
5 The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..           0
6 Public Support. Subtract line 5 from line 4.           18,399,844
Section B. Total Support
Calendar year(or fiscal year beginning in) (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total
7 Amounts from line 4..   9,749,550   8,650,294   18,399,844
8 Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..   5,340       5,340
9 Net income from unrelated business activities, whether or not the business is regularly carried on..           0
10 Other income. (Explain in Part IV.) Do not include gain or loss from the sale of capital assets..           0
11 Total support (Add lines 7 through 10).           18,405,184
12
12
 
13
Section C. Computation of Public Support Percentage
14
14
0 %
15
15
 
16a
b
17a
b
18
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 3
Part III
Support Schedule for Organizations Described in IRC 509(a)(2)
(Complete only if you checked the box on line 9 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year(or fiscal year beginning in) (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .            
2 Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......            
3 Gross receipts from activities that are not an unrelated trade or business under section 513..            
4 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...            
5 The value of services or facilities furnished by a governmental unit to the organization without charge..            
6 Total. Add lines 1 through 5.            
7a Amounts included on lines 1, 2, and 3 received from disqualified persons...            
b Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.            
c Add lines 7a and 7b..            
8 Public Support (Subtract line 7c from line 6.)            
Section B. Total Support
Calendar year (or fiscal year beginning in) (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total
9 Amounts from line 6...            
10a Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..            
b Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.            
c Add lines 10a and 10b.            
11 Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.            
12 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)            
13 Total support (Add lines 9, 10c, 11 and 12.).            
14
Section C. Computation of Public Support Percentage
15
15
 
16
16
 
Section D. Computation of Investment Income Percentage
17
17
 
18
18
 
19a
b
20
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 4
Part IV
Supplemental Information. Supplemental Information. Complete this part to provide the explanation required by Part II, line 10; Part II, line 17a or 17b; or Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
 
Explanation
 
 
 
 
Schedule A (Form 990 or 990-EZ) 2010

Additional Data


Software ID: 10000105
Software Version: 2010v3.2
SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
MediumBullet Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2010
Open to Public
Inspection
Name of the organization
The Nature Conservancy of California
 
Employer identification number

20-5797732
Identifier Return Reference Explanation
Form 990-EZ, General Explanation.1 Form 990, Part I, Line 1 The purpose of the Organization is to assist The Nature Conservancy accomplish its long-term conservation goals in California. This involves applying for public funding from various state agencies and employing the funds in the acquisition, development, rehabilitation, restoration and protection of wildlife and habitat that: (1) promotes the recovery of threatened and endangered species, (2) provides corridors linking separate habitat areas to prevent habitat fragmentation, and (3) protects significant natural landscapes and ecosystems, such as old growth redwoods and oak woodlands and other significant habitat areas, as well as open spaces. the Organization's exempt purposes also include the acquisition and restoration of riparian habitat, riverine aquatic habitat, wetlands enhancement or protection, reclamation and water conservation.
Form 990-EZ, Part II, Line 26.1001 Total Liabilities.1001 Accounts Payable and Accrued Expenses - Beginning $60000 Accounts Payable and Accrued Expenses - Ending $0
Form 990-EZ, Part II, Line 24.1006 Other Assets.1006 Pledges and Grants Receivable - Beginning $60000 Pledges and Grants Receivable - Ending $0
    Client Note 1 - Form 990, Part VI, Line 12c - EXPLANATION OF MONITORING AND ENFORCEMENT OF COMPLIANCE:The Nature Conservancy of California abides by The Nature Conservancy policy as provided:The Nature Conservancy's monitoring and enforcement of its compliance policy is governed by its Conflict of Interest Standard Operating Procedure ("SOP") which is excerpted as follows: a conflict of interest exists when an individual who is responsible for acting in the best interests of The Nature Conservancy has another interest or loyalty that could influence or impair, or may appear to influence or impair, the individual's ability to act in the best interests of The Nature Conservancy. The term "conflict of interest" includes actual conflicts of interest potential conflicts of interest(situations that could become an actual conflict in the future based upon foreseeable events or the passage of time); and perceived conflicts of interest (situations that others could reasonably perceive to be, or have the appearance of a conflict of interest) Guiding principles: All Conservancy staff, Board Members and Trustees are responsible for identifying conflicts of interest, and disclosing them to the appropriate Conservancy manager or attorney. Conservancy employees must determine whether the conflict can or should be avoided to protect the best interests of the Conservancy. If it is not reasonably possible to avoid a particular conflict of interest or it is not in the Conservancy's best interest to avoid it, all staff, Board members and Trustees are responsible for fashioning appropriate strategies to mitigate and manage the potential adverse consequences of the conflict of interest, and obtaining approval as described in this Standard Operating Procedure before proceeding with the affected activity. Identifying Conflicts of Interest Before engaging in any activity on behalf of the Conservancy, Conservancy staff, Board Members and Trustees must identify and disclose any situations that could give rise to a conflict of interest or the appearance of a conflict. The Disclosure Form should be completed as early as possible by parties with whom the Conservancy plans to enter into a transaction. The Disclosure Form is not the only way that the Conservancy may become aware of a conflict. Thus, even if the Disclosure Form does not reveal a conflict, but you are aware of one, you must proceed in accordance with this SOP. Conflicts of interest are not always clear-cut and easy to define. They require case by case analysis. The Conservancy is concerned with the disclosure and management of conflicts of interests involving "covered persons." However, not all activities or transactions with a covered person generate conflicts of interest. Conversely, a particular factual situation may generate a conflict of interest even when no covered person is involved. Early consultation with a senior manager or Conservancy attorney can assist in analyzing the conflict of interest and strategies for avoidance or mitigation. This SOP sets forth specific guidance for some areas of potential conflicts (see Types of Conflicts below). These are only examples, and it is the responsibility of each individual to be sensitive to any situation that creates or appears to create a conflict of interest. Reporting, Review and Approval Process: If a conflict is identified, the Conservancy staff member who is responsible for initiating and/or overseeing the proposed activity must report the conflict to his or her supervisor and the appropriate Conservancy attorney. Before proceeding with the proposed activity, review and approval to proceed must be obtained as described in this section. While a request for approval of a proposed course of action is pending or being considered, the individual involved in the conflict must refrain from participating in the activity and/or withdraw from any discussion of or decision on the matter. 1. Conflicts Committee Review: The Conflicts Committee reviews and makes determinations about all conflicts of interest involving the Conservancy. All conflicts of interests reviewed by the Conflicts Committee involving a Substantial Contributor shall be reported by the General Counsel or the Chief Compliance Officer to the Audit Committee of the Board of Directors, disclosing the nature of the conflict, parties involved, and the disposition of the conflict by the Conflicts Committee. 2. Review by Audit Committee: All conflicts of interest involving a member of the Board of Directors, a Director's family members, and a Director's Controlled Entities shall be submitted to the Audit Committee of the Board of Directors for review and disposition. Referral to the Audit Committee is made by the General Counsel on behalf of the Conflicts Committee along with the recommendation for disposition made by the Conflicts Committee. 3. Guiding Principles: In evaluating conflict situations in order to determine an appropriate course of action, the Conservancy will be guided by the following criteria and considerations: Availability of other alternatives that would avoid the conflict of interest; Compliance with the letter and the spirit of all applicable laws relevant to all parties to the transaction; Compliance with Conservancy Policies and Standard Operating Procedures; Adherence to the Conservancy's values, such as "Integrity Beyond Reproach;" Avoidance of private benefit and inurement; Transparency; Conservation benefits likely to be achieved; Consequences to the Conservancy from declining to participate; Financial or other benefits to the Conservancy; Financial or other benefits to the other party; Nature and extent of risk to the Conservancy's reputation; and Ability to mitigate reputational risks. 4. Forms: Responsibility for Recommended Action. Employees are required to complete and submit the Request for Conflicts Committee Approval form when seeking review and approval of a course of action involving an actual, potential, or perceived conflict of interest. The completed form should recommend a course of action that is designed to minimize the conflict's potential adverse consequences. The appropriate Conservancy attorney will review this form to ensure a thorough disclosure of the relevant information and analysis of the conflict. Other staff who approve the content of these forms and submission for approval are, by approving the forms, indicating that they support and are responsible for the recommended course of action.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2010

Additional Data


Software ID: 10000105
Software Version: 2010v3.2