| Return Reference | Explanation |
|---|---|
| FORM 990, PART VI, SECTION A, LINE 8A | THERE WERE NO MEETINGS HELD OR WRITTEN ACTIONS UNDERTAKEN BY THE GOVERNING BODY. |
| FORM 990, PART VI, SECTION A, LINE 8B | THERE WERE NO MEETINGS HELD OR WRITTEN ACTIONS UNDERTAKEN BY COMMITTEES ACTING ON BEHALF OF THE GOVERNING BODY. |
| FORM 990, PART VI, SECTION B, LINE 11B | THE CHIEF FINANCIAL OFFICER REVIEWED THE FORM 990 BEFORE IT WAS FILED. |
| FORM 990, PART VI, SECTION B, LINE 12C | IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE ON AN ONGOING BASIS THE EXISTENCE OF THE FINANCIAL INTEREST AND BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE DIRECTORS AND MEMBERS OF COMMITTEES WITH BOARD OF DIRECTORS DELEGATED POWERS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER DISCLOSURE OF THE FINANCIAL INTERST AND ALL MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, THE INTERESTED PERSON SHALL LEAVE THE BOARD OF DIRECTORS OR COMMITTEE WITH BOARD OF DIRECTORS DELEGATED POWERS MEETING WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE REMAINING BOARD OR COMMITTEE MEMBERS SHALL DECIDE IF A CONFLICT OF INTEREST EXISTS. AN INTERESTED PERSON MAY MAKE A PRESENTATION AT THE BOARD OF DIRECTORS OR COMMITTEE WITH BOARD OF DIRECTORS DELEGATED POWERS MEETING, BUT AFTER THE PRESENTATION, THEY SHALL LEAVE THE MEETING DURING THE DISCUSSION OF, AND THE VOTE ON, THE TRANSACTION OR ARRANGEMENT INVOLVING THE POSSIBLE CONFLICT OF INTEREST. THE PRESIDENT OF THE COMPANY OR CHAIRPERSON OF THE COMMITTEE WITH THE BOARD OF DIRECTORS DELEGATED POWERS SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT. AFTER EXERCISING DUE DILIGENCE, THE BOARD OF DIRECTORS OR COMMITTEE WITH BOARD OF DIRECTORS DELEGATED POWERS SHALL DETERMINE WHETHER THE COMPANY 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 IS NOT REASONABLY POSSIBLE UNDER CIRCUMSTANCES NOT PRODUCING A CONFLICT OF INTEREST, THE BOARD OF DIRECTORS OR COMMITTEE WITH BOARD OF DIRECTORS DELEGATED POWERS SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS WHETHER THE TRANSACITON OR ARRANGEMENT IS IN THE COMPANY'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. IF THE BOARD OF DIRECTORS OR COMMITTEE WITH BOARD OF DIRECTORS DELEGATED POWERS HAS REASONABLE CAUSE TO BELIEVE AN INTERESTED PERSON HAS FAILED TO DISCLOSE AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, IT SHALL INFORM SUCH INTERESTED PERSON OF THE BASIS FOR SUCH BELIEF AND AFFORD SUCH INTERESTED PERSON AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. IF, AFTER HEARING SUCH INTERESTED PERSON'S RESPONSE AND AFTER MAKING FURTHER INVESTIGATION AS WARRANTED BY THE CIRCUMSTANCES, THE BOARD OF DIRECTORS OR COMMITTEE WITH BOARD OF DIRECTORS DELEGATED POWERS DETERMINES SUCH INTERESTED PERSON HAS FAILED TO DISCLOSE AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, IT SHALL TAKE APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION. |
| FORM 990, PART VI, SECTION C, LINE 19 | GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE NOT MADE AVAILABLE TO THE PUBLIC. |
| FORM 990, PART IX, LINE 11G | CONSULTING: PROGRAM SERVICE EXPENSES 519,855. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 519,855. |
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