Attach to Form 990 or Form 990-EZ.
Go to
www.irs.gov/Form990 for instructions and the latest information.
| (i) Name of supported organization | (ii) EIN | (iii) Type of organization (described on lines 1- 10 above (see instructions)) | (iv) Is the organization listed in your governing document? | (v) Amount of monetary support (see instructions) | (vi) Amount of other support (see instructions) | |
|---|---|---|---|---|---|---|
| Yes | No | |||||
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Total |
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Calendar year
(or fiscal year beginning in)
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(a) 2018 | (b) 2019 | (c) 2020 | (d) 2021 | (e) 2022 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") .. | ||||||
| 2 | Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.... | ||||||
| 3 | The value of services or facilities furnished by a governmental unit to the organization without charge.. | ||||||
| 4 | Total. Add lines 1 through 3 | ||||||
| 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) .. | ||||||
| 6 | Public support. Subtract line 5 from line 4. | ||||||
Calendar year
(or fiscal year beginning in)
![]() |
(a) 2018 | (b) 2019 | (c) 2020 | (d) 2021 | (e) 2022 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 7 | Amounts from line 4.. | ||||||
| 8 | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources... | ||||||
| 9 | Net income from unrelated business activities, whether or not the business is regularly carried on.. | ||||||
| 10 | Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.).. | ||||||
| 11 | Total support. Add lines 7 through 10 | ||||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2018 | (b) 2019 | (c) 2020 | (d) 2021 | (e) 2022 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 1 | Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") . | 2,559,647 | 2,555,558 | 3,670,332 | 2,460,336 | 3,356,835 | 14,602,708 |
| 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 | 1,252,498 | 1,030,585 | 1,326,949 | 3,005,202 | 2,365,635 | 8,980,869 |
| 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 | 3,812,145 | 3,586,143 | 4,997,281 | 5,465,538 | 5,722,470 | 23,583,577 |
| 7a | Amounts included on lines 1, 2, and 3 received from disqualified persons | 0 | |||||
| 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. | 0 | |||||
| c | Add lines 7a and 7b.. | 0 | |||||
| 8 | Public support. (Subtract line 7c from line 6.) | 23,583,577 | |||||
Calendar year (or fiscal year beginning in) ![]() |
(a) 2018 | (b) 2019 | (c) 2020 | (d) 2021 | (e) 2022 | (f) Total | |
|---|---|---|---|---|---|---|---|
| 9 | Amounts from line 6... | 3,812,145 | 3,586,143 | 4,997,281 | 5,465,538 | 5,722,470 | 23,583,577 |
| 10a | Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources.. | 35,723 | 78,570 | 28,644 | 18,835 | 278,002 | 439,774 |
| b | Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975. | ||||||
| c | Add lines 10a and 10b. | 35,723 | 78,570 | 28,644 | 18,835 | 278,002 | 439,774 |
| 11 | Net income from unrelated business activities not included on 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 VI.) .. | 3,100 | 4,084 | 47,916 | 55,100 | ||
| 13 | Total support. (Add lines 9, 10c, 11, and 12.).. | 3,847,868 | 3,667,813 | 5,025,925 | 5,488,457 | 6,048,388 | 24,078,451 |
| Section A - Adjusted Net Income | (A) Prior Year |
(B) Current Year (optional) |
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| 1 | Net short-term capital gain | 1 | ||||
| 2 | Recoveries of prior-year distributions | 2 | ||||
| 3 | Other gross income (see instructions) | 3 | ||||
| 4 | Add lines 1 through 3 | 4 | ||||
| 5 | Depreciation and depletion | 5 | ||||
| 6 | Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions) | 6 | ||||
| 7 | Other expenses (see instructions) | 7 | ||||
| 8 | Adjusted Net Income (subtract lines 5, 6 and 7 from line 4) | 8 | ||||
| Section B - Minimum Asset Amount | (A) Prior Year |
(B) Current Year (optional) |
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| 1 | Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year): | 1 | ||||
| a | Average monthly value of securities | 1a | ||||
| b | Average monthly cash balances | 1b | ||||
| c | Fair market value of other non-exempt-use assets | 1c | ||||
| d | Total (add lines 1a, 1b, and 1c) | 1d | ||||
| e |
Discount claimed for blockage or other factors (explain in detail in Part VI): |
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| 2 | Acquisition indebtedness applicable to non-exempt use assets | 2 | ||||
| 3 | Subtract line 2 from line 1d | 3 | ||||
| 4 | Cash deemed held for exempt use. Enter 0.015 of line 3 (for greater amount, see instructions). | 4 | ||||
| 5 | Net value of non-exempt-use assets (subtract line 4 from line 3) | 5 | ||||
| 6 | Multiply line 5 by 0.035 | 6 | ||||
| 7 | Recoveries of prior-year distributions | 7 | ||||
| 8 | Minimum Asset Amount (add line 7 to line 6) | 8 | ||||
| Section C - Distributable Amount | Current Year | |||||
| 1 | Adjusted net income for prior year (from Section A, line 8, Column A) | 1 | ||||
| 2 | Enter 85% of line 1 | 2 | ||||
| 3 | Minimum asset amount for prior year (from Section B, line 8, Column A) | 3 | ||||
| 4 | Enter greater of line 2 or line 3 | 4 | ||||
| 5 | Income tax imposed in prior year | 5 | ||||
| 6 | Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions) | 6 | ||||
| Section D - Distributions | Current Year | |
|---|---|---|
| 1 Amounts paid to supported organizations to accomplish exempt purposes | 1 | |
|
2
Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity |
2 | |
| 3 Administrative expenses paid to accomplish exempt purposes of supported organizations | 3 | |
| 4 Amounts paid to acquire exempt-use assets | 4 | |
| 5 Qualified set-aside amounts (prior IRS approval required - provide details in Part VI) | 5 | |
| 6 Other distributions (describe in Part VI). See instructions | 6 | |
| 7Total annual distributions. Add lines 1 through 6. | 7 | |
|
8
Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions |
8 | |
| 9 Distributable amount for 2022 from Section C, line 6 | 9 | |
| 10 Line 8 amount divided by Line 9 amount | 10 | |
| Section E - Distribution Allocations (see instructions) |
(i) Excess Distributions |
(ii) Underdistributions Pre-2022 |
(iii) Distributable Amount for 2022 |
|
|---|---|---|---|---|
| 1 Distributable amount for 2022 from Section C, line 6 | ||||
|
2
Underdistributions, if any, for years prior to 2022 (reasonable cause required-- explain in Part VI).
See instructions. |
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| 3 Excess distributions carryover, if any, to 2022: | ||||
| a From 2017....... | ||||
| b From 2018....... | ||||
| c From 2019....... | ||||
| d From 2020....... | ||||
| e From 2021....... | ||||
| fTotal of lines 3a through e | ||||
| g Applied to underdistributions of prior years | ||||
| h Applied to 2022 distributable amount | ||||
|
i
Carryover from 2017 not applied (see instructions) |
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| j Remainder. Subtract lines 3g, 3h, and 3i from line 3f. | ||||
| 4Distributions for 2022 from Section D, line 7: | ||||
| $ | ||||
| a Applied to underdistributions of prior years | ||||
| b Applied to 2022 distributable amount | ||||
| c Remainder. Subtract lines 4a and 4b from line 4. | ||||
|
5
Remaining underdistributions for years prior to 2022, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions. |
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6
Remaining underdistributions for 2022. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions. |
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7 Excess distributions carryover to 2023. Add lines 3j and 4c. |
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| 8 Breakdown of line 7: | ||||
| a Excess from 2018..... | ||||
| b Excess from 2019..... | ||||
| c Excess from 2020..... | ||||
| d Excess from 2021..... | ||||
| e Excess from 2022..... | ||||
| Facts And Circumstances Test |
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| Return Reference | Explanation |
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| Software ID: | |
| Software Version: |
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| FORM 990, PART V, LINE 2B | I2E, INC. HAS A CO-EMPLOYMENT RELATIONSHIP WITH A COMPANY CALLED NEXTEP. NEXTEP IS I2E'S PAYROLL SERVICE PROVIDER. EVERY STAFF MEMBER'S FORM W-2 IS PROVIDED UNDER THE NEXTEP TAX ID NUMBER. ALL W-3 TRANSMITTALS AND FORMS 941 ARE ALSO FILED UNDER THE NEXTEP TAX ID NUMBER. |
| FORM 990, PART VI, SECTION A, LINE 1A | THE SECRETARY IS A NON-VOTING MEMBER OF THE BOARD. THE PRIMARY FUNCTION OF THE EXECUTIVE COMMITTEE (COMMITTEE) IS TO EXERCISE POWERS OF THE BOARD OF DIRECTORS (BOARD) ON MATTERS WHICH ARISE BETWEEN REGULARLY SCHEDULED BOARD MEETINGS OR WHEN IT IS NOT PRACTICAL OR FEASIBLE FOR THE BOARD TO MEET. THE COMMITTEE WILL CONSIST OF UP TO ELEVEN (11) VOTING MEMBERS SELECTED BY THE BOARD FROM AMONG MEMBERS OF THE BOARD, INCLUDING THE FOLLOWING: BOARD CHAIR; BOARD VICE CHAIR; CHAIR OF THE FINANCE AND AUDIT COMMITTEE; CHAIR OF THE INVESTMENT COMMITTEE(S), CHAIR OF THE NOMINATING AND GOVERNANCE COMMITTEE, CHAIR OF THE COMPENSATION COMMITTEE, CHAIR OF THE GOVERNMENT RELATIONS COMMITTEE, CHAIR OF THE RESOURCE DEVELOPMENT COMMITTEE, IMMEDIATE PAST BOARD CHAIR AND SUCH AT-LARGE MEMBERS AS MAY BE DESIGNATED BY RESOLUTION ADOPTED BY THE BOARD. THE COMMITTEE IS CHAIRED BY THE BOARD CHAIR; IN THE EVENT THE BOARD CHAIR IS ABSENT, THE BOARD VICE CHAIR SHALL ACT AS THE CHAIR. THE PRESIDENT OF THE CORPORATION SHALL BE AN EX OFFICIO, NON-VOTING MEMBER OF THE COMMITTEE. KEY RESPONSIBILITIES A. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE CERTIFICATE OF INCORPORATION AND THE BYLAWS, THE COMMITTEE IS EMPOWERED TO ACT FOR THE FULL BOARD ON ALL MATTERS, SUBJECT, HOWEVER, TO THE FOLLOWING LIMITATIONS: THE COMMITTEE SHALL NOT HAVE THE POWER OR AUTHORITY TO ACT ON THE FOLLOWING MATTERS: I) ADOPTING, AMENDING OR REPEALING ANY BYLAW; OR II) FILLING VACANCIES ON THE BOARD; III) CHANGING THE MEMBERSHIP OF, OR FILLING VACANCIES IN, THE EXECUTIVE COMMITTEE; OR IV)AMEND OR REPEAL ANY RESOLUTION ADOPTED OR ACTION TAKEN PREVIOUSLY BY THE BOARD. B. THE COMMITTEE MAY ACT FOR THE BOARD ONLY WHEN THE BOARD IS NOT IN SESSION. C. THE COMMITTEE MAY CALL A SPECIAL MEETING OF THE BOARD. D. THE COMMITTEE SHALL REPORT ALL ACTION TAKEN BY IT TO THE BOARD AT ITS NEXT REGULAR MEETING SUCCEEDING THE TAKING OF SUCH ACTION. E. UPON RECOMMENDATION OF THE COMPENSATION COMMITTEE, THE EXECUTIVE COMMITTEE SHALL REVIEW, MONITOR AND APPROVE ALL MATTERS CONCERNING COMPANY COMPENSATION, BENEFIT AND HUMAN RESOURCE PHILOSOPHY, PRIORITIES AND OBJECTIVES. F. UPON RECOMMENDATION OF THE COMPENSATION COMMITTEE, THE EXECUTIVE COMMITTEE SHALL MONITOR THE PERFORMANCE OF THE CORPORATION'S PRESIDENT AND APPROVE COMPENSATION AND OTHER EMPLOYMENT TERMS, AND SHALL PLAN AND PROVIDE OVERSIGHT FOR THE SUCCESSION PROCESS FOR THE PRESIDENT. G. THE COMMITTEE SHALL CONSIDER AND APPROVE OR DISAPPROVE ALL COMMITTEE CHAIR APPOINTMENTS AND APPOINTMENTS OF COMMITTEE MEMBERS MADE BY THE BOARD CHAIR. |
| FORM 990, PART VI, SECTION A, LINE 4 | ON MAY 2, 2023, THE I2E BOARD OF DIRECTORS APPROVED THE TENTH AMENDED AND RESTATED BYLAWS WHICH INCLUDED THE FOLLOWING CHANGES: IN ARTICLE III, SECTION 3, REDUCED THE NUMBER OF CLASS II DIRECTORS FROM 22 TO 20 AND REDUCED THE TOTAL NUMBER OF BOARD DIRECTORS FROM 33 TO 29; IN ARTICLE III, SECTION 5, ADDED ADDITIONAL RESPONSIBILITIES TO THE GOVERNANCE COMMITTEE BY REQUIRING THE COMMITTEE TO REVIEW AND APPROVE ANY CHANGES TO THE BYLAWS, ANY BOARD COMMITTEE CHARTERS, OR ANY OF THE GOVERNING DOCUMENTS FOR ANY SUBSIDIARY OF THE CORPORATION; IN ARTICLE III, SECTION 14, ADDED A NEW SECTION 14 OF THE BYLAWS STATING THAT NO COMMITTEE OF THE BOARD OF DIRECTORS SHALL HAVE ANY POWER OR AUTHORITY TO: (I) AMEND THE CERTIFICATE OF INCORPORATION OF THE CORPORATION; (II) ADOPT AN AGREEMENT OF MERGER OR CONSOLIDATION; (III) RECOMMEND TO THE SHAREHOLDERS THE SALE, LEASE OR EXCHANGE OF ALL OR SUBSTANTIALLY ALL OF THE PROPERTY AND ASSETS OF THE CORPORATION; (IV) RECOMMEND TO THE SHAREHOLDERS A DISSOLUTION OF THE CORPORATION OR A REVOCATION OF A DISSOLUTION; OR (V) AMEND THE BYLAWS OF THE CORPORATION; IN ARTICLE IV, SECTION 1, CREATED THE OFFICER POSITION OF EXECUTIVE CHAIRMAN AND THE SELECTION PROCESS FOR THE NEW POSITION AND ARTICULATED THE DUTIES OF THE PRESIDENT WITH REGARD TO DESIGNATION OF VICE PRESIDENTS AND OTHER OFFICERS OF THE CORPORATION; IN ARTICLE IV, SECTION 5, ADDED NEW SECTION TO OUTLINE THE DUTIES AND RESPONSIBILITIES OF THE EXECUTIVE CHAIRMAN; IN ARTICLE IV, SECTION 6, MODIFIED THE DUTIES AND RESPONSIBILITIES OF THE PRESIDENT OF THE CORPORATION; IN ARTICLE V, SECTION 1, MODIFIED THE DUTIES OF THE EXECUTIVE COMMITTEE REGARDING THE REVIEW OF CORPORATE ATTAINMENT LEVELS AND APPROVAL OF COMPENSATION FOR THE PRESIDENT OF THE CORPORATION AND THE PRESIDENT OF ITS SUBSIDIARY. |
| FORM 990, PART VI, SECTION B, LINE 11B | A COMPLETE COPY OF THE FORM 990 IS MADE AVAILABLE TO ALL BOARD MEMBERS FOR THEIR REVIEW PRIOR TO ITS FILING. |
| FORM 990, PART VI, SECTION B, LINE 12C | ENFORCEMENT OF CONFLICTS POLICY EACH BOARD MEMBER, OFFICER, AGENT AND EMPLOYEE AGREES THAT IF THEY HAVE ANY DIRECT OR ANY INDIRECT INTEREST IN ANY APPROVAL, CONTRACT OR AGREEMENT UPON WHICH THEY MAY BE CALLED UPON TO ACT OR VOTE, THEY SHALL DISCLOSE THE SAME TO THE BOARD OF I2E, INC. PRIOR TO THE TAKING OF ANY ACTION BY I2E, INC. CONCERNING SUCH CONTRACT OR AGREEMENT AND WILL DISCLOSE THE NATURE AND EXTENT OF SUCH INTEREST AND ACQUISITION THEREOF. THIS DISCLOSURE IS PUBLICLY ACKNOWLEDGED BY I2E, INC. AND ENTERED UPON THE MINUTES OF I2E, INC. IF A BOARD MEMBER, OFFICER, AGENT OR EMPLOYEE HOLDS SUCH AN INTEREST, THEY MUST REFRAIN FROM ANY FURTHER OFFICIAL INVOLVEMENT IN REGARD TO SUCH CONTRACT OR AGREEMENT, FROM VOTING ON ANY MATTER PERTAINING TO SUCH CONTRACT OR AGREEMENT, AND FROM COMMUNICATING WITH OTHER BOARD MEMBERS, OFFICERS, AGENTS OR EMPLOYEES CONCERNING SAID CONTRACT OR AGREEMENT. IN THE COURSE OF ALL I2E, INC. RELATED MEETINGS OR ACTIVITIES, EACH BOARD MEMBER, OFFICER, AGENT AND EMPLOYEE AGREES TO DISCLOSE ANY INTERESTS IN ANY TRANSACTION OR DECISION WHERE THEY, INCLUDING THEIR BUSINESS OR OTHER AFFILIATIONS, THEIR FAMILY, EMPLOYER, OR CLOSE ASSOCIATES WILL RECEIVE A BENEFIT OR GAIN. AFTER DISCLOSURE, THEY UNDERSTAND THAT THEY WILL REMOVE THEMSELVES PRIOR TO ANY DISCUSSION AND WILL NOT VOTE ON OR OTHERWISE PARTICIPATE IN ANY DECISION INVOLVING THE POTENTIAL CONFLICT. EACH EMPLOYEE SHALL BE RESPONSIBLE FOR PROMPTLY REPORTING TO THE INVESTMENTS COMPLIANCE OFFICER ANY POTENTIAL EMPLOYEE CONFLICTS OF INTEREST THAT MIGHT EXIST WITH RESPECT TO A POTENTIAL INVESTMENT OF ANY FUNDS MANAGED BY THE COMPANY OR WITH RESPECT TO ANY COMPANY IN WHICH THE COMPANY HAS PREVIOUSLY INVESTED FUNDS IT MANAGES. FOR THE PURPOSE OF THIS SECTION "POTENTIAL EMPLOYEE CONFLICTS OF INTEREST" SHALL INCLUDE ANY FINANCIAL INTEREST IN OR WITH A POTENTIAL OR ACTUAL RECIPIENT OF COMPANY MANAGED FUNDS BY THE EMPLOYEE, THE EMPLOYEE'S SPOUSE, ANY CHILD OF THE EMPLOYEE OR ANY PARENT, BROTHER OR SISTER OR SPOUSE OR CHILD OF A BROTHER OR SISTER OF THE EMPLOYEE, OR INDIVIDUAL OWNING AN INTEREST IN EXCESS OF 10% IN ANY ENTITY IN WHICH THE EMPLOYEE OWNS AN INTEREST IN EXCESS OF 10%(COLLECTIVELY, THE "EMPLOYEE CONFLICT GROUP"). FOR PURPOSES OF THIS SECTION, AN EMPLOYEE SHALL BE DEEMED TO HAVE INDIRECT OWNERSHIP AND CONTROL OF AN ENTITY IN WHICH A MEMBER OF THE EMPLOYEE CONFLICT GROUP HAS AN OWNERSHIP IN EXCESS OF 10% OR SERVES AS CEO OR PRESIDENT. THE COMPANY SHALL NOT MAKE AN INVESTMENT IN A COMPANY WITH A POTENTIAL EMPLOYEE CONFLICT OF INTEREST EXCEPT THAT THE EXECUTIVE COMMITTEE MAY APPROVE FOLLOW-ON INVESTMENTS OR OTHER SUBSEQUENT INVESTMENTS IN COMPANIES IN WHICH THE COMPANY HAS PREVIOUSLY MADE AN INVESTMENT WHERE THE POTENTIAL EMPLOYEE CONFLICT OF INTEREST AROSE OR BECAME APPARENT AFTER THE INITIAL INVESTMENT AND THE EXECUTIVE COMMITTEE DETERMINES SUCH INVESTMENT IS IN THE BEST INTEREST OF THE PARTICULAR FUND FROM WHICH THE PREVIOUS INVESTMENT WAS MADE. EACH DIRECTOR AND COMMITTEE MEMBER WHO SERVES ON A BOARD COMMITTEE CHARGED WITH INVESTMENT OF FUNDS MANAGED BY THE COMPANY WITH RESPECT TO PROPOSED INVESTMENTS BY THE COMMITTEE ON WHICH THE INDIVIDUAL SERVES AND ANY DIRECTOR SERVING ON THE EXECUTIVE COMMITTEE OR COMPENSATION COMMITTEE SHALL PROMPTLY REPORT TO THE INVESTMENTS COMPLIANCE OFFICER, THE CEO AND THE CHAIRMAN OF THE COMMITTEE CONSIDERING INVESTMENT ANY PROPOSED INVESTMENT OF COMPANY MANAGED FUNDS WHICH COULD PRESENT POTENTIAL CONFLICT OF INTEREST WITH RESPECT TO THE BOARD MEMBER ("POTENTIAL BOARD MEMBER CONFLICT"). A POTENTIAL BOARD MEMBER CONFLICT SHALL BE DEFINED AS ANY FINANCIAL INTEREST INVOLVING DIRECT OWNERSHIP INTEREST OR INDIRECT OWNERSHIP AS DEFINED BELOW, EMPLOYMENT RELATIONSHIP OR CONTRACTUAL RELATIONSHIP WITH AN AGGREGATE VALUE IN EXCESS OF $25,000 IN OR WITH THE POTENTIAL RECIPIENT OF COMPANY MANAGED FUNDS BY THE DIRECTOR, THE DIRECTOR'S SPOUSE, ANY CHILD OF THE DIRECTOR OR ANY PARENT, BROTHER OR SISTER OR SPOUSE OR CHILD OF A BROTHER OR SISTER OF THE DIRECTOR, OR INDIVIDUAL OWNING AN INTEREST IN EXCESS OF 10% IN ANY ENTITY IN WHICH THE DIRECTOR OWNS AN INTEREST IN EXCESS OF 10%(COLLECTIVELY, THE "DIRECTOR CONFLICT GROUP"). FOR PURPOSES OF THIS SECTION, A DIRECTOR SHALL BE DEEMED TO HAVE INDIRECT OWNERSHIP AND CONTROL OF ANY ENTITY IN WHICH A MEMBER OF THE DIRECTOR CONFLICT GROUP HAS AN OWNERSHIP IN EXCESS OF 10% OR SERVES AS CEO OR PRESIDENT. IT SHALL NOT BE CONSIDERED A POTENTIAL BOARD MEMBER CONFLICT FOR A COMPANY DIRECTOR OR COMMITTEE MEMBER TO SERVE AS AN OFFICER OR DIRECTOR OF A COMPANY RECEIVING COMPANY MANAGED FUNDS PROVIDED SUCH SERVICE IS AFTER THE DATE OF THE INVESTMENT OF COMPANY MANAGED FUNDS AND NO AGREEMENT FOR SUCH SERVICE OR DISCUSSIONS RELATING TO SUCH SERVICE EXISTED OR HAD TAKEN PLACE AS OF THE DATE OF THE INVESTMENT OF COMPANY MANAGED FUNDS AND AT LEAST 90 DAYS HAVE EXPIRED SINCE THE DATE OF THE INVESTMENT OF COMPANY MANAGED FUNDS. |
| FORM 990, PART VI, SECTION B, LINE 15A | PER THE TENTH AMENDED AND RESTATED BYLAWS THE BOARD SHALL APPOINT A COMPENSATION COMMITTEE WHICH SHALL (I) ASSESS AND RECOMMEND TO THE EXECUTIVE COMMITTEE ORGANIZATIONAL PERFORMANCE PERCENTAGES FOR PURPOSE OF PERFORMANCE BONUSES; (II) APPROVE PAYMENT OF ANY PAYMENTS UNDER THE COMPANY'S INVESTMENT PERFORMANCE INCENTIVE COMPENSATION PLAN; (III) EVALUATE AND RECOMMEND TO THE EXECUTIVE COMMITTEE THE PERFORMANCE BONUS ATTAINMENT PERCENTAGE FOR THE PRESIDENT; (IV) EVALUATE AND RECOMMEND TO THE EXECUTIVE COMMITTEE THE COMPENSATION FOR THE PRESIDENT. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE FORM 990 IS AVAILABLE ON GUIDESTAR. EXISTENCE OF CONFLICT OF INTEREST POLICY IS NOTED IN THE 990. FINANCIAL STATEMENTS ARE PROVIDED IN AN ANNUAL REPORT AVAILABLE TO THE PUBLIC ON OUR WEBSITE. GOVERNING DOCUMENTS AND POLICIES ARE AVAILABLE UPON REQUEST FROM THE DIRECTOR OF FINANCE. |
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