2020-08-14T09:48:24-05:00 2019-09-30 751044330 LANE GORMAN TRUBITT PLLC 2626 HOWELL STREET SUITE 700 DALLAS TX 752044064 990 2018-10-01 270777846 DALLAS ZOO MANAGEMENT INC DALL 4695547500 650 SOUTH RL THORNTON FREEWAY DALLAS TX 752032996 MARIANNE DEJONG CFO & EVP ADMIN & BUS. OPERATIONS 4695547524 2020-08-12 1 KEVIN WARNEKE P01294950 2148717500 47.234.252.59 2020-08-12 11:10:47 CD P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 2E8E9F538789828D263ADD410F886786F65711CE 2018 2020-09-23 17:36:50Z MARIANNE DEJONG 650 SOUTH RL THORNTON FREEWAY DALLAS TX 752032996 29634799 0 X WWW.DALLASZOO.COM X 2009 TX SEE SCHEDULE O 3 0 658 4628 0 0 345119 482552 23675625 25465114 0 -1580 3033291 3683863 27054035 29629949 243058 353747 0 0 18178171 18940062 0 0 0 9844357 10489689 28265586 29783498 -1211551 -153549 5069092 5009081 5137277 5230815 -68185 -221734 X SEE SCHEDULE O 0 0 10601041 353747 7577625 ANIMAL AND SCIENCE - THE ORGANIZATION CARES FOR A WIDE VARIETY OFANIMALS AT THE DALLAS ZOO AND THE CHILDREN'S AQUARIUM AT FAIR PARK,INCLUDING PROVIDING NUTRITION SERVICES AND ADVANCED HOSPITAL CAREAS NEEDED. THE ORGANIZATION SUPPORTS CONSERVATION OF WILDLIFE.THE DALLAS ZOO ATTRACTED 1,125,520 VISITORS, AND THE CHILDREN'S AQUARIUM ATTRACTED 104,652 VISITS DURING THE FISCAL YEAR 2018/2019. 1930764 1518100 EDUCATION AND INTERPRETATION - THE ORGANIZATION MAKES EACH VISIT AN EXCITING ADVENTURE WITH OPPORTUNITIES TO LEARN ABOUT INTERESTING WILDLIFE, ENGAGE IN INTERACTIVE FUN, AND SUPPORT WORLDWIDE CONSERVATION AND RESEARCH TO PROTECT AND PRESERVE ENDANGERED SPECIES. 11675560 19869625 FACILITIES AND OPERATIONS - THE ORGANIZATION MANAGES AND MAINTAINSTHE DALLAS ZOO AND THE CHILDREN'S AQUARIUM AT FAIR PARK (COLLECTIVELY, THE "ZOO"), WHICH TOGETHER CONSIST OF APPROXIMATELY 128 ACRES. THE ORGANIZATION PROVIDES GUEST SERVICES AND PERFORMS ONGOING IMPROVEMENTS TO THE ZOO. 1189189 177137 CONSERVATION INSTITUTE 1189189 177137 25396554 1 1 0 0 0 0 0 1 0 0 1 0 0 1 1 1 1 1 0 0 1 1 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 1 0 0 0 1 1 1 0 0 0 1 132 0 1 658 1 0 0 0 0 0 0 0 0 0 0 0 0 X 3 0 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 0 0 X MARIANNE DEJONG 4695547524 650 RL THORNTON FREEWAY DALLAS TX 75203 X GREGG HUDSON CEO AND PRESIDENT 25.00 25.00 X X 345468 0 25475 WILLIAM L EVANS DIRECTOR, SPECIAL COUNSEL 37.50 12.50 X X 115271 0 7642 SEAN GREENE EVP OF GUEST EXPERIENCES, COO 50.00 X 124133 0 13504 R HARRISON EDELL EVP, CHIEF MISSION OFFICER 50.00 X 137110 0 13852 DOUG DYKMAN VP OF CAPITAL PLANNING & PROP DEV 45.00 X 138151 0 8500 KAREN HAMILTON ASSOCIATE VP OF ADVANCEMEN 0.00 45.00 X 116813 0 13655 CARMEN HANNOLD SR DIR GUEST EXPERIENCES 50.00 X 101559 0 6307 BARBARA CHRIST CONTROLLER 15.00 35.00 X 100630 0 9741 CHRISTOPHER BONAR SR DIR ANIMAL HEALTH 50.00 X 110032 0 14414 GAYLE L ANDERSON CFO/EVP ADMIN (LEFT 7/26/2019) 25.00 25.00 X 188239 0 7931 DARRYL GRIFFIN EVP/CHIEF ADV OFFCR (LEFT 11/2/2019) 5.00 40.00 X 114413 0 9424 LYNN KRAMER SR ADV CONSV PTNRSHPS (LEFT 6/8/2018) 40.00 X 90222 0 4778 1682041 0 135223 16 1 1 0 CHAMPION NATIONAL SECURITY 1616 GATEWAY BLVD RICHARDSON TX 75080 SECURITY SERVICES 638903 TURNER CONSTRUCTION 10100 N CENTRAL EXPRESSWAY DALLAS TX 75231 EXHIBIT CONSTRUCTION 225421 CLR DESIGN 833 CHESTNUT STREET STE 1000 PHILADEPHIA PA 19107 DESIGN SERVICES 200199 TESSITURA NETWORK INC 11700 PRESTON RD SUITE 660 DALLAS TX 75230 POS HARDWARE/SOFTWARE 118582 SHAFFER SPARKS & ARC WELDING 1984 CR 333 GAINESVILLE TX 76240 CONSTRUCTION SERVICES 107093 6 222178 260374 68748 482552 CITY MANAGEMENT FEES 541990 15245940 15245940 ADMISSION 713990 7566349 7566349 EDUCATION 713990 1518100 1518100 RIDES 713990 957588 957588 CONSERVATION FUND 713990 177137 177137 25465114 6490 6490 3270 4850 -1580 -1580 -1580 CONCESSIONS SUBCONTRACT REV. 900099 1998508 1998508 PARKING 713990 1547115 1547115 MISCELLANEOUS INCOME 713990 131750 131750 3677373 29629949 29142487 0 4910 263747 263747 90000 90000 645855 408491 237364 14672515 13155698 1516817 239208 239208 2179661 1948069 231592 1202823 1045242 157581 15824 15824 58535 58535 1700010 1374137 325873 -1345 -1345 1510961 1188105 322856 192152 123933 68219 1270570 1023885 246685 197196 168957 28239 146615 146615 323424 104647 218777 317114 317114 MISCELLANEOUS 1696806 1446443 250363 ANIMAL FOOD 1066759 1066759 ZOO REPAIRS & MAINTENAN 1008709 1003427 5282 CAPITAL EXPENSE CONSTRU 913197 913197 73162 73162 29783498 25396554 4386944 0 545435 900178 507413 609900 238751 241759 61680 91968 8925015 6079798 3599213 2845217 116600 320058 5069092 5009081 1933581 2432330 21109 27846 2904629 277958 2770639 5137277 5230815 X -68185 -221734 -68185 -221734 5069092 5009081 -153549 0 X 0 1 X 1 0 X X X 1 DALLAS ZOO SOCIETY 750964982 7 1 0 0 1 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 SCHEDULE A, PART I, LINE 12(G)(V) AND (VI) DALLAS ZOO MANAGEMENT, INC. IS ORGANIZED TO MANAGE, OPERATE AND PROMOTE THE DALLAS ZOO ON BEHALF OF THE DALLAS ZOOLOGICAL SOCIETY, ITS SOLE MEMBER. ACCORDINGLY, ALL PROGRAM SERVICES ARE CONSIDERED TO BE FOR THE BENEFIT OF THE DALLAS ZOOLOGICAL SOCIETY. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED X X X X 0 1587370 1587370 7337645 6079798 1257847 2845217 DZS RECEIVABLES 320058 320058 CAPITAL LEASE LIABILITY 230367 NOTES PAYABLE 2540272 2770639 X 29631529 0 29631529 -1580 -1580 29629949 29785078 0 29785078 -1580 -1580 29783498 PART III, LINE 1A: ANIMAL COLLECTIONS FOOTNOTE EFFECTIVE OCTOBER 1, 2009, PURSUANT TO THE MANAGEMENT AGREEMENT, THE CITY OF DALLAS CONVEYED TO THE ORGANIZATION, THE ZOO'S ANIMALS, SUBJECT TO RETURN TO THE CITY UPON TERMINATION OF THE MANAGEMENT AGREEMENT. THE ORGANIZATION ACCOUNTS FOR THE ANIMALS AS A COLLECTION AND EXPENSES THESE COSTS IN ACCORDANCE WITH GAAP SINCE THE ANIMALS ARE (A) HELD FOR PUBLIC EXHIBITION, EDUCATION, OR RESEARCH IN FURTHERANCE OF PUBLIC SERVICE RATHER THAN FINANCIAL GAIN, (B) PROTECTED, KEPT UNENCUMBERED, CARED FOR, AND PRESERVED, AND (C) SUBJECT TO AN ORGANIZATIONAL POLICY THAT REQUIRES THE PROCEEDS OF ITEMS THAT ARE SOLD TO BE USED TO ACQUIRE OTHER ITEMS FOR COLLECTIONS ABSENT ANY DONOR IMPOSED RESTRICTIONS. ADDITIONALLY, IT IS IMPRACTICABLE TO ATTEMPT TO ASSIGN VALUES TO THE COLLECTION BECAUSE THE ANIMALS HAVE CERTAIN ATTRIBUTES, SUCH AS SPECIES, SEX, AGE, BREEDING POTENTIAL, AND RELATIONSHIP TO OTHERS IN THE ECOSYSTEM THAT MAKE IT DIFFICULT TO DETERMINE AN OBJECTIVE BASIS FOR VALUATION. ANIMAL ACQUISITION COSTS OF $19,061 FOR THE YEAR ENDED SEPTEMBER 30, 2019, ARE PRESENTED AS A SEPARATE COMPONENT OF CHANGES IN NET ASSETS IN THE ACCOMPANYING CONSOLIDATED STATEMENTS OF ACTIVITIES AND CHANGES IN NET ASSETS (DEFICIT). PART III, LINE 4: EXEMPT USE OF ANIMAL COLLECTIONS DALLAS ZOO MANAGEMENT, INC. ENTERED INTO A MANAGEMENT AGREEMENT WITH THE CITY OF DALLAS EFFECTIVE OCTOBER 1, 2009. PURSUANT TO THE MANAGEMENT AGREEMENT, THE CITY TRANSFERRED TO DALLAS ZOO MANAGEMENT, INC. THE ZOO ANIMALS PREVIOUSLY HELD BY THE CITY. AS PART OF ITS EXEMPT PURPOSE, DALLAS ZOO MANAGEMENT, INC. MANAGES, OPERATES AND PROMOTES THE DALLAS ZOO ON BEHALF OF DALLAS ZOOLOGICAL SOCIETY PURSUANT TO AGREEMENT WITH THE CITY OF DALLAS, INCLUDING THE CARE AND WELL-BEING OF THE ZOO'S ANIMALS AND THE PROMOTION OF THE EDUCATIONAL, FAMILY ENTERTAINMENT, CONSERVATION AND CIVIC MISSIONS OF THE DALLAS ZOO. PART X, LINE 2: FIN 48 (ASC 740) FOLLOWING IS THE TEXT FROM THE FOOTNOTES OF THE ORGANIZATION'S CONSOLIDATED AUDITED FINANCIAL STATEMENTS: DZM IS EXEMPT FROM FEDERAL INCOME TAX UNDER SECTION 501(C) (3) OF THE UNITED STATES INTERNAL REVENUE CODE (THE "CODE"), EXCEPT TO THE EXTENT IT HAS UNRELATED BUSINESS INCOME. IN ADDITION, DZM HAS BEEN DETERMINED BY THE INTERNAL REVENUE SERVICE ("IRS") NOT TO BE A PRIVATE FOUNDATION WITHIN THE MEANING OF SECTION 509(A) OF THE CODE. FOR THE YEARS ENDED SEPTEMBER 30, 2018 AND 2017, DZM HAD NO NET UNRELATED BUSINESS INCOME. ACCORDINGLY, NO PROVISION FOR INCOME TAX HAS BEEN PROVIDED IN THE ACCOMPANYING FINANCIAL STATEMENTS. DZM IS EXEMPT FROM TEXAS STATE FRANCHISE TAX ACCORDING TO THE TEXAS COMPTROLLER OF PUBLIC ACCOUNTS. GAAP REQUIRES THE EVALUATION OF TAX POSITIONS TAKEN OR EXPECTED TO BE TAKEN IN THE COURSE OF PREPARING THE ORGANIZATION'S TAX RETURNS TO DETERMINE WHETHER THE TAX POSITIONS ARE MORE LIKELY THAN NOT OF BEING SUSTAINED BY THE APPLICABLE TAX AUTHORITY. TAX POSITIONS NOT DEEMED TO MEET THE MORE LIKELY THAN NOT THRESHOLD WOULD BE RECORDED AS A TAX BENEFIT OR EXPENSE IN THE CURRENT YEAR. A RECONCILIATION IS NOT PROVIDED HEREIN, AS THE BEGINNING AND ENDING AMOUNTS OF UNRECOGNIZED BENEFITS ARE ZERO, WITH NO INTERIM ADDITIONS, REDUCTIONS, OR SETTLEMENTS. DZM IS RELYING ON ITS TAX-EXEMPT STATUS AND ITS ADHERENCE TO ALL APPLICABLE LAWS AND REGULATIONS TO PRESERVE THAT STATUS. HOWEVER, THE CONCLUSIONS REGARDING ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES WILL BE SUBJECT TO REVIEW AND MAY BE ADJUSTED AT A LATER DATE BASED ON FACTORS INCLUDING, BUT NOT LIMITED TO, ONGOING ANALYSIS OF TAX LAWS, REGULATIONS, AND INTERPRETATIONS THEREOF. THE ORGANIZATION RECOGNIZES INTEREST AND PENALTIES, IF ANY, RELATED TO UNCERTAIN TAX POSITIONS AS INCOME TAX EXPENSE. THE ORGANIZATION'S INFORMATIONAL RETURNS FILED ARE GENERALLY SUBJECT TO EXAMINATION FOR THREE YEARS AFTER THE LATER OF THE DUE DATE OR DATE OF FILING. AS A RESULT, THE ORGANIZATION IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS BY TAX AUTHORITIES FOR YEARS PRIOR TO FISCAL YEAR 2015. PART XI, LINE 4B - OTHER ADJUSTMENTS: LOSS ON DISPOSAL OF ASSETS -1,580. PART XII, LINE 4B - OTHER ADJUSTMENTS: LOSS ON DISPOSAL OF ASSET -1,580. 0 FRANCE GRANTMAKING CONSERVATION SUPPORT 10000 SUB-SAHARAN AFRICA GRANTMAKING CONSERVATION SUPPORT 25000 SOUTH AFRICA GRANTMAKING CONSERVATION SUPPORT 55000 0 0 0 0 0 0 90000 0 90000 FRANCE CONSERVATION SUPPORT 10000 WIRE N/A FMV SUB-SAHARAN AFRICA CONSERVATION SUPPORT 25000 WIRE N/A FMV SOUTH AFRICA CONSERVATION SUPPORT 55000 WIRE N/A FMV 0 0 0 0 0 0 PART I, LINE 2: MONITORING USE OF FOREIGN GRANT FUNDS THE ORGANIZATION DOES NOT REQUIRE ONGOING MONITORING OF GRANT FUNDS SINCE ASSISTANCE PROVIDED TO RECIPIENT ORGANIZATIONS IS CONSIDERED TO BE DONATIONS IN SUPPORT OF CONSERVATION ACTIVITIES RATHER THAN GRANT FUNDING. THE ORGANIZATION DOES ENSURE THAT EACH RECIPIENT IS A REPUTABLE CHARITABLE ORGANIZATION ENGAGED IN CONSERVATION EFFORTS BEFORE PROVIDING ASSISTANCE. 1 CHEETAH CONSERVATION PO BOX 2496 ALEXANDRIA VA 22301 311726923 501(C)(3) 5000 N/A N/A CONSERVATION SUPPORT THE DIAN FOSSEY GORILLA FUND INTL INC 800 CHEROKEE AVENUE SE ATLANTA GA 30315 521118866 501(C)(3) 75500 N/A N/A CONSERVATION SUPPORT EARTH WATCH INSTITUTE 138 SOLDIERS FIELD RD 2700 BOSTON MA 02135 237168440 CORPORATION 14000 N/A N/A CONSERVATION SUPPORT FRIENDS OF ARANSAS & MATAGODA ISLAND PO BOX 100 AUSTWELL TX 77950 501(C)(3) 5000 N/A N/A CONSERVATION SUPPORT GRACE CENTER PO BOX 334 CUMBERLAND ME ME 04021 462308758 501(C)(3) 15000 N/A N/A CONSERVATION SUPPORT TURTLE SURVIVAL ALLIANCE (FT WORTH ZOO) 1989 COLONIAL PARKWAY FORT WORTH TX 76110 200785702 501(C)(3) 20000 N/A N/A CONSERVATION SUPPORT WILDLIFE CONSERVATION GLOBAL INC 1615 RIVERSIDE AVE JACKSONVILLE FL 32204 260035224 501(C)(3) 20000 N/A N/A CONSERVATION SUPPORT GIRAFFE CONSERVATION FOUNDATION 581705 WHITE OAK RD YULEE FL 32097 260035224 501(C)(3) 20000 N/A N/A CONSERVATION SUPPORT INTERNATIONAL ELEPHANT FOUNDATION PO BOX 366 AZLE TX 76098 752815706 501(C)(3) 10000 N/A N/A CONSERVATION SUPPORT LINCOLN PARK ZOO 2001 N CLARK ST CHICAGO IL 60614 362512404 501(C)(3) 12000 N/A N/A CONSERVATION SUPPORT NORTH CAROLINA ZOOLOGICAL SOCIETY 4401 ZOO PARKWAY ASHEBORO NC 27205 560990900 501(C)(3) 10000 N/A N/A CONSERVATION SUPPORT SEA TURTLE INC PO BOX 3987 S PADRE ISLAND TX 78597 742042030 501(C)(3) 5000 N/A N/A CONSERVATION SUPPORT TARANGUIRE ELEPHANT CONSERVATION 2300 SOUTHERN BLVD BRONX NY 10460 131740011 501(C)(3) 20000 N/A N/A CONSERVATION SUPPORT 13 1 PART I, LINE 2: MONITORING USE OF GRANT FUNDS THE ORGANIZATION DOES NOT REQUIRE ONGOING MONITORING OF GRANT FUNDS SINCE ASSISTANCE PROVIDED TO RECIPIENT ORGANIZATIONS IS CONSIDERED TO BE DONATIONS IN SUPPORT OF CONSERVATION ACTIVITIES RATHER THAN GRANT FUNDING. THE ORGANIZATION DOES ENSURE THAT EACH RECIPIENT IS A REPUTABLE CHARITABLE ORGANIZATION ENGAGED IN CONSERVATION EFFORTS BEFORE PROVIDING ASSISTANCE. X X 0 1 0 0 0 0 0 0 0 GREGG HUDSON CEO AND PRESIDENT 344868 0 0 0 600 0 12500 0 12975 0 370943 0 0 0 R HARRISON EDELL EVP, CHIEF MISSION OFFICER 136510 0 0 0 600 0 5334 0 8518 0 150962 0 0 0 GAYLE L ANDERSON CFO/EVP ADMIN (LEFT 7/26/2019) 187639 0 0 0 600 0 7217 0 714 0 196170 0 0 0 DARRYL GRIFFIN EVP/CHIEF ADV OFFCR (LEFT 11/2/2019 114021 0 0 0 392 0 1014 0 8410 0 123837 0 0 0 LYNN KRAMER SR ADV CONSV PTNRSHPS (LEFT 6/8/2018 89968 0 0 0 254 0 2090 0 2688 0 95000 0 0 0 PART I, LINE 3 PROCESS FOR DETERMINING CEO/EXECUTIVE DIRECTOR COMPENSATION PURSUANT TO THE BYLAWS, THE COMPENSATION OF THE CEO/EXECUTIVE DIRECTOR IS APPROVED BY THE RELATED ORGANIZATION, DALLAS ZOOLOGICAL SOCIETY'S BOARD OF DIRECTORS OR EXECUTIVE COMMITTEE. IN DETERMINING APPROPRIATE COMPENSATION, SURVEY DATA, INDIVIDUAL AND INSTITUTIONAL PERFORMANCE AND OTHER FACTORS ARE REVIEWED FOR COMPARABLE POSITIONS WITHIN ORGANIZATIONS OF SIMILAR SIZE AND GEOGRAPHIC AREA. THE DALLAS ZOOLOGICAL SOCIETY BOARD OR EXECUTIVE COMMITTEE REVIEWS OTHER OFFICERS AND MANAGEMENT DETERMINES COMPENSATION OF OTHER EMPLOYEES. PART I, LINE 4B PART I, LINE 4B: TWO PERSONS PARTICIPATED IN A 457B RETIREMENT PLAN, WILLIAM EVANS AND GREGG HUDSON. X TWIN POINT SMOKEY QUARTZ CRYSTALS 1 37913 FMV X AIRLINE MILES FOR ZOO USE 1 13250 FMV X CHEMICAL PRODUCT ALLOWANCE 1 5000 FMV 0 1 0 FORM 990, PART I, LINE 1 AND PART III, LINE 1 ORGANIZATION'S MISSION TO MANAGE, OPERATE AND PROMOTE THE DALLAS ZOO ON BEHALF OF THE DALLAS ZOOLOGICAL SOCIETY PURSUANT TO AGREEMENT WITH THE CITY OF DALLAS, INCLUDING THE CARE AND WELL-BEING OF THE ZOO'S ANIMALS AND THE PROMOTION OF THE EDUCATIONAL, FAMILY ENTERTAINMENT, CONSERVATION AND CIVIC MISSIONS OF THE DALLAS ZOO. FORM 990, PART VI, SECTION A, LINE 6 SEE PART VI, SECTION A, LINE 7(B) FOR EXPLANATION. FORM 990, PART VI, SECTION A, LINE 7A SEE PART VI, SECTION A, LINE 7(B) FOR EXPLANATION. FORM 990, PART VI, SECTION A, LINE 7B CORPORATE MEMBER AND APPROVAL OF DECISIONS DALLAS ZOOLOGICAL SOCIETY IS THE SOLE CORPORATE MEMBER OF THE ORGANIZATION. THE ORGANIZATION IS A SUPPORTING ORGANIZATION FOR DALLAS ZOOLOGICAL SOCIETY AND ASSISTS THE DALLAS ZOOLOGICAL SOCIETY IN FULFILLING ITS EXEMPT PURPOSE. DALLAS ZOOLOGICAL SOCIETY ELECTS THE BOARD OF DIRECTORS OF THE ORGANIZATION AND DETERMINES THE COMPENSATION OF THE CEO. THE CEO DETERMINES THE COMPENSATION FOR ALL OTHER OFFICERS BASED ON THE NUMBERS IN THE ANNUAL BUDGET, WHICH IS APPROVED BY THE DALLAS ZOOLOGICAL SOCIETY BOARD OF DIRECTORS." DALLAS ZOOLOGICAL SOCIETY MAY ALTER, AMEND, OR REPEAL THE EXISTING BYLAWS OF THE ORGANIZATION OR MAY ADOPT NEW BYLAWS ON BEHALF OF THE ORGANIZATION. PURSUANT TO THE MANAGEMENT AGREEMENT, THE CITY OF DALLAS HAS THE RIGHT TO PRE-APPROVE AMENDMENTS TO THE ARTICLES OF INCORPORATION AND BY-LAWS OF THE ORGANIZATION THAT RELATE TO THE PURPOSE PROVISIONS AND DISSOLUTION AND DISTRIBUTION PROVISIONS. THE ORGANIZATION MAY NOT DISSOLVE OR OTHERWISE DISPOSE OF ALL OR SUBSTANTIALLY ALL OF ITS ASSETS AND MAY NOT MERGE WITH ANOTHER ENTITY DURING THE TERM OF THE MANAGEMENT AGREEMENT. FORM 990, PART VI, SECTION B, LINE 11B FORM 990 REVIEW PROCESS THE FORM 990 WAS REVIEWED IN DETAIL AND APPROVED BY THE DZS FINANCE COMMITTEE. A FINAL COPY OF THE FORM 990 IS MADE AVAILABLE TO THE DZS BOARD PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST POLICY MONITORING AND ENFORCEMENT DALLAS ZOO MANAGEMENT, INC. ("DZM") HAS ADOPTED A CONFLICT OF INTEREST POLICY TO PROTECT THE INTERESTS OF DZM WHEN IT IS CONTEMPLATING ENTERING INTO A TRANSACTION OR ARRANGEMENT THAT MIGHT BENEFIT THE PRIVATE INTEREST OF AN OFFICER OR DIRECTOR OF DZM. THE CONFLICT OF INTEREST POLICY IMPOSES A DUTY TO DISCLOSE TO THE GOVERNING BOARD ANY ACTUAL OR POTENTIAL CONFLICTS OF INTEREST. THE GOVERNING BOARD MAY ALSO INVESTIGATE ANY PERCEIVED CONFLICTS OF INTEREST NOT OTHERWISE DISCLOSED. FURTHERMORE, PERIODIC REVIEWS SHALL BE CONDUCTED TO ENSURE THE REASONABLENESS OF COMPENSATION AND BENEFITS AND TO EXAMINE PARTNERSHIPS, JOINT VENTURES, AND ARRANGEMENTS WITH MANAGEMENT ORGANIZATIONS (AS APPLICABLE). PER THE POLICY, EACH DIRECTOR, PRINCIPAL OFFICER AND COMMITTEE MEMBER OF A GOVERNING BODY WILL ACKNOWLEDGE ANNUALLY IN A SIGNED STATEMENT THAT SUCH PERSON HAS RECEIVED, READ AND UNDERSTOOD THE POLICY, AGREES TO COMPLY AND UNDERSTANDS DZM IS A CHARITABLE ORGANIZATION AND IS REQUIRED TO PRIMARILY ENGAGE IN ACTIVITIES WHICH ACCOMPLISH ONE OR MORE OF ITS TAX-EXEMPT PURPOSES. FORM 990, PART VI, SECTION B, LINE 15A COMPENSATION REVIEW PROCESS FOR OFFICERS AND KEY EMPLOYEES THE PROCESS OF DETERMINING COMPENSATION FOR THE ORGANIZATION'S CEO IS REVIEWED AND APPROVED BY THE BOARD'S EXECUTIVE COMMITTEE. AN INDEPENDENT COMPARABILITY IS USED AS A REFERENCE TOOL. THE FINAL COMPENSATION IS APPROVED BY THE EXECUTIVE COMMITTEE AND SIGNED OFF BY THE CHAIRMAN OF THE BOARD. THE CEO DETERMINES THE COMPENSATION FOR ALL OTHER OFFICERS BASED ON THE NUMBERS IN THE ANNUAL BUDGET, WHICH IS APPROVED BY THE DALLAS ZOOLOGICAL SOCIETY BOARD OF DIRECTORS. FORM 990, PART VI, SECTION C, LINE 19 AVAILABILITY OF GOVERNING DOCUMENTS THE ORGANIZATION'S GOVERNING DOCUMENTS, POLICIES, AND FINANCIAL STATEMENTS ARE MADE AVAILABLE UPON REQUEST. FORM 990, PART VI, SECTION B, LINES 12-14 POLICIES APPLICABLE TO DISREGARDED ENTITIES THE ORGANIZATION'S WRITTEN CONFLICT OF INTEREST, WHISTLEBLOWER, AND DOCUMENT RETENTION & DESTRUCTION POLICIES ARE IN EFFECT; HOWEVER, SINCE THE DISREGARDED ENTITIES (AS REPORTED ON SCHEDULE R, PART I) DO NOT HAVE EMPLOYEES, ONLY THE DOCUMENT RETENTION & DESTRUCTION POLICY WOULD APPLY TO THEM. FORM 990, PART VII, LINES 2 AND 8 CHANGE OF MANAGEMENT GAYLE ANDERSON, CFO AND EVP OF ADMINISTRATION, LEFT THE ORGANIZATION ON 7/26/2019. MORRELL PROPERTIES LLC 650 SOUTH RL THORNTON FWY DALLAS TX 75203 270777846 INVESTMENTS TX 201772 DZM UPTON LLC 650 SOUTH RL THORNTON FWY DALLAS TX 75203 270777846 INVESTMENTS TX 291333 DZM CLARENDON-EWING LLC 650 SOUTH RL THORNTON FWY DALLAS TX 75203 270777846 INVESTMENTS TX 706217 DZM AUGGIE 650 SOUTH RL THORNTON FWY DALLAS TX 75203 270777846 INVESTMENTS TX 393372 DZM DALLAS ZOOLOGICAL SOCIETY 650 SOUTH RL THORNTON FWY DALLAS TX 75203 750964982 SUPPORT ZOO TX 501(C)(3) LINE 7 N/A 0 0 1 1 1 1 0 0 0 0 0 1 1 1 1 1 1 1 0 0 NA