2019-06-28T11:39:06-05:00 2018-09-30 251408703 SCHNEIDER DOWNS & CO INC ONE PPG PLACE SUITE 1700 PITTSBURGH PA 15222 990 2017-10-01 251492587 PHIPPS CONSERVATORY AND BOTANICAL GARDENS INC PHIP 4126226915 ONE SCHENLEY PARK PITTSBURGH PA 15213 KATIE LYNCH CFO 4126226915 2019-06-24 1 EUGENE J LOGAN P00227231 4122613644 208.79.164.82 2019-06-24 08:36:50 ED P F1BB567B5E1AC7CB46F13B8AE25DE5492111512F 0ED8805D6E497C0952B197F851B98163BCFD5972 2017 2020-03-31 21:24:44Z RICHARD PIACENTINI ONE SCHENLEY PARK PITTSBURGH PA 15213 19548443 0 X WWW.PHIPPS.CONSERVATORY.ORG X 1985 PA PHIPPS IS THE PLACE WHERE PEOPLE DISCOVER THE BEAUTY OF HUMANITY LIVING IN HARMONY WITH NATURE. 30 30 234 228 415897 4587 12157818 9798290 4126741 4578910 868701 269459 1238669 1141903 18391929 15788562 78600 70000 0 0 5066496 5479428 54004 26435 657846 7054892 7165349 12253992 12741212 6137937 3047350 65559204 70384319 3799054 5350612 61760150 65033707 X PHIPPS' MISSION IS TO INSPIRE AND EDUCATE ALL WITH THE BEAUTY AND IMPORTANCE OF PLANTS, TO ADVANCE SUSTAINABILITY AND PROMOTE HUMAN AND ENVIRONMENTAL WELL-BEING THROUGH ACTION AND RESEARCH, AND TO CELEBRATE ITS HISTORIC GLASSHOUSE. 0 0 1940105 0 HORTICULTURE: SINCE 1893, PHIPPS HAS CONNECTED PEOPLE TO NATURE AND ONE ANOTHER THROUGH THE BEAUTY AND SCIENCE OF PLANTS IN AN EXCEPTIONAL WAY. WITH ITS ANNUAL CYCLE OF FOUR FACILITY-WIDE SEASONAL FLOWER SHOWS AND OTHER ACCLAIMED EXHIBITS, PHIPPS DISPLAYS THE CAPTIVATING INNER-WORLD OF PLANTS TO THE PUBLIC WHO MAY DELVE DEEPER THROUGH CURATED EDUCATION, RESEARCH, AND COMMUNITY PROGRAMMING. THE GARDEN-CONSERVATORY IS LOCATED BETWEEN A HISTORIC 456-ACRE URBAN PARK AND PITTSBURGH'S BURGEONING RESEARCH, MEDICAL AND UNIVERSITY DISTRICT.CONTINUED, SEE SCHEDULE O.THE UNIQUE PHIPPS "LEARNING AND INNOVATION ECOSYSTEM" ENCOMPASSES A 14 ROOM GLASSHOUSE, 23 DISTINCT INDOOR AND OUTDOOR GARDENS AND 3 EDUCATION CENTERS; IT HAS BECOME DISTINGUISHED FOR INTRODUCING GROUND-BREAKING RESEARCH, LAUNCHING LEADING-EDGE EDUCATION PROGRAMS, ERECTING PIONEERING REGENERATIVE BUILDINGS AND LANDSCAPES, AND OFFERING NEW CULTURAL OPPORTUNITIES TO ITS REGION AND BEYOND. TO MEET THE CRITICAL CHALLENGES OF REGENERATING A BIODIVERSE PLANET; INTERPRETING PLANT-LIFE'S MANY ROLES IN WORLD CULTURE; PRESERVING HISTORY; AND APPRECIATING FUTURE TRENDS - PHIPPS ADVANCES ITS MISSION, DISPLAYING SUPERLATIVE FLORA AND CULTIVATING PUBLIC UNDERSTANDING OF ECOLOGY. 1685527 4518346 GUEST SERVICES: AT PHIPPS, GUESTS ENCOUNTER THE TRANQUIL NEXUS OF ART, SCIENCE, CULTURE, HISTORY, AND THE ENVIRONMENT. WOVEN INTO THE CIVIC IDENTITY OF ITS REGION AND ACCLAIMED AS ONE OF THE WORLD'S TOP GARDEN-CONSERVATORY EXPERIENCES, PHIPPS IS A GLOBAL GARDEN THAT SYSTEMICALLY IMPACTS THE COMMUNITY BY: 1) CREATING AND CULTIVATING BEAUTY, ADVANCING LIFE'S QUALITY; 2) SHARPENING REGENERATIVE GARDENING AND LANDSCAPING SKILLS AND SCIENCE; CONTINUED, SEE SCHEDULE O.3) ADDRESSING MALNUTRITION IN URBAN FOOD-DESERTS THROUGH A NEIGHBORHOOD NETWORK OF BACKYARD RAISED-BED VEGETABLE GARDENS AND HOUSEHOLD MENTORING SUPPORT, TO NOURISH HEALTHIER LIFESTYLE CHOICES; 4) GROWING COMMUNITY STEAM EDUCATION THROUGH DYNAMIC ON- AND OFF-SITE PROGRAMMING; AND, 5) ENVISIONING HOW TO CREATE AND TO LIVE, WORK AND LEARN IN HEALTHY BUILT AND NATURAL ENVIRONMENTS.A LIVING MUSEUM AND URBAN SANCTUARY, PHIPPS PROVIDES A DELIGHTFULLY RESTORATIVE DESTINATION FOR ALL. GUESTS ENTER AN AWARD-WINNING GARDEN-CONSERVATORY IN WHICH SOARING GLASS PAVILIONS WHISK ONE AWAY TO OTHER WORLDS AND CULTURES: FROM THE HUMID TROPICS TO BONE-DRY DESERT, FROM ELEGANT FORMAL GARDENS TO BLOOMING COUNTRY LANES WITH FLOWERS FROM ENGLAND, FRANCE, JAPAN, CUBA AND OTHER COUNTRIES. GUESTS MOVE THROUGH CURATED DISPLAY AREAS BEJEWELED WITH SCULPTURES BY FAMOUS BOTANICAL GLASS ARTISTS AMIDST EXHIBITS AND SEASONAL FLOWER SHOWS. ONE MAY SEE SMILING CHILDREN IN ROWS WITH HANDS RAISED HIGH OVER THEIR HEADS IN IMITATION OF THE TROPICAL FOREST CONSERVATORY'S TREE CANOPY; INSIDE THIS CONSERVATORY HAILED FOR ITS DESIGN BREAKTHROUGHS, GUESTS ARE IMMERSED IN A TRIENNIALLY FEATURED RAINFOREST'S WEB OF LIFE. LEAVING THE TROPICAL FOREST, ONE MOVES OUTDOORS TO A FUTURE TIME AND PLACE - ONE IN WHICH THE BUILT AND NATURAL ENVIRONMENTS MEET HARMONIOUSLY AS NOWHERE ELSE, IN A LIVING CAMPUS. ON THIS STIMULATING 3.6 ACRE SITE, THREE PACESETTING STRUCTURES - ALL DISTINGUISHED AS THE WORLD'S HEALTHIEST - ARE UNITED BY AN AWARD-WINNING LANDSCAPE AND POPULAR TURTLE LAGOON. TOURING PHIPPS, GUESTS SHARE IN EXCITING INTERACTIVE EXHIBITS, GLIMPSE INTO THE INNER WORLD OF PLANTS, AND GAIN KNOWLEDGE OF HOW TO MEET THE FUTURE'S REGENERATIVE CHALLENGES. IN SELECTING PITTSBURGH AMONG THE BEST OF THE WORLD, NATIONAL GEOGRAPHIC NAMED PHIPPS AS THE EPITOME OF THE REGION'S TRANSFORMATION OF ITS STORIED STRENGTHS TO EMBRACE A FUTURE OF CONSEQUENCE. 663260 70000 377832 EDUCATION: PHIPPS CONSTRUCTS PIONEERING, REGENERATIVE GARDEN-SCAPES AND STRUCTURES TO INFUSE INNOVATION, TECHNOLOGY, AND KNOWLEDGE INTO ITS AWARD-WINNING OPERATIONS AND PROGRAMMING. THE PHIPPS MAKER-STYLE APPROACH TO LIFELONG LEARNING DATES TO THE GARDEN'S EARLIEST DAYS, AS THE NATION'S FIRST TEACHING CONSERVATORY. TODAY, THE ORGANIZATION CATALYZES THE WORK OF PUBLIC, PRIVATE, AND GOVERNMENT PARTNERS TO HELP ADDRESS PRESSING ISSUES IN ECOLOGICAL REGENERATION, GREEN ENERGY, AND HEALTHY LIVING.CONTINUED, SEE SCHEDULE O.THROUGH A VIBRANT PALETTE OF ON- AND OFF-SITE EDUCATIONAL, RESEARCH, AND OUTREACH PROGRAMS, PHIPPS OFFERS SOME 150 CLASSES, SYMPOSIA AND LECTURES EACH CALENDAR QUARTER; AND, CONSERVATORY EDUCATIONAL PROGRAMS - SUCH AS KIDS' BOOT CAMPS AND THE LEARNING-BY-PLAYING FAIRCHILD CHALLENGE - ATTRACT MORE THAN 25,000 CHILDREN TO GAIN FURTHER SCIENCE AND ENVIRONMENTAL LITERACY.PHIPPS' BOTANY IN ACTION FELLOWS PROGRAM FOR PHD CANDIDATES FOSTERS A NEW GENERATION OF SCIENTISTS COMMITTED TO SUPERIOR ECOLOGICAL RESEARCH AND PUBLIC EDUCATIONAL ENGAGEMENT. TO DATE, BIA HAS UNDERWRITTEN THE SCIENTIFIC FIELD RESEARCH AND PUBLIC COMMUNICATION TRAINING OF 60 PHD STUDENTS FROM 28 UNIVERSITIES DOING FIELDWORK IN THE UNITED STATES AND 27 FOREIGN COUNTRIES. DYNAMIC PARTNERSHIPS ARE ONGOING WITH UNIVERSITY FACULTY, GRADUATE AND UNDERGRADUATE STUDENTS. IN 2017, PHIPPS WAS PLEASED TO RECEIVE MAJOR FUNDING TO LAUNCH THE NATION'S FIRST RESEARCH INSTITUTE FOR BIOPHILIA AND SCIENCE ENGAGEMENT; IT WILL PROVIDE TRAINING FOR SCIENTISTS DOING BIOPHILIC RESEARCH THROUGH INTERNSHIPS, FELLOWSHIPS, CERTIFICATIONS AND TRAINING IN SCIENTIFIC COMMUNICATION AND OUTREACH. 6872377 29850 INCLUDED IN OTHER PROGRAM SERVICES ARE DEPRECIATION, COSTS FOR MAINTAINING THE FACILITIES, INDIRECT LABOR AND OVERHEAD AND OTHER MISCELLANEOUS EXPENSES. 6872377 29850 11161269 1 1 0 0 0 0 0 1 0 1 1 0 0 0 1 1 0 1 0 0 0 0 0 1 1 0 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 0 1 125 0 1 234 1 1 1 0 0 0 0 1 1 0 0 0 0 X 30 30 0 0 1 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 PA X KATIE LYNCH CFO 4126226915 1 SCHENLEY PARK PITTSBURGH PA 152133830 NATHAN BOXX TRUSTEE (EXITED 10/17) 2.00 0.00 X 0 0 0 JESSICA BROWN TRUSTEE (EXITED 10/17) 2.00 0.00 X 0 0 0 ANNE CHEN TRUSTEE 2.00 0.00 X 0 0 0 ERICA COCHRAN TRUSTEE 2.00 0.00 X 0 0 0 GEORGE DAVISON TRUSTEE (EXITED 10/17) 2.00 0.00 X 0 0 0 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(EXITED 10/17) 2.00 0.00 X 0 0 0 KRISHNA SHARMA TRUSTEE 2.00 0.00 X 0 0 0 VIRGINIA SIMMONS TRUSTEE 2.00 0.00 X 0 0 0 KENNETH SPRUILL TRUSTEE 2.00 0.00 X 0 0 0 RITU THAMMAN TRUSTEE 2.00 0.00 X 0 0 0 ADAM YOFAN TRUSTEE 2.00 0.00 X 0 0 0 SCOTT LAMMIE IMMEDIATE PAST CHAIR (EXITED 10/17) 5.00 0.00 X X 0 0 0 JUI JOSHI CHAIR THRU 1017 IMMEDIATE PAST CHAIR EFF. 11/17 5.00 0.00 X X 0 0 0 MICHAEL HERALD VICE CHAIR THRU 10/17, CHAIR EFF. 11/17 5.00 0.00 X X 0 0 0 WILLIAM SLIVKA TREASURER THUR 10/17, VICE CHAIR EFF. 11/17 5.00 0.00 X X 0 0 0 WALTER BURLACK TRUSTEE THRU 10/17, TREASURER EFF. 11/17 5.00 0.00 X X 0 0 0 JENNIFER MUSE SECRETARY 5.00 0.00 X X 0 0 0 RICHARD PIACENTINI PRESIDENT AND CEO 40.00 2.00 X 379453 0 32914 ROBERT MERMELSTEIN CFO (EXITED 10/17) 40.00 4.00 X 125661 0 21898 KATIE LYNCH CFO (ENTERED 11/17) 40.00 4.00 X 56043 0 10664 GREGORY R DUFOUR DIRECTOR, CAPITAL CAMPAIGN 40.00 0.00 X 146217 0 16882 JANICE KORTZ DIRECTOR, HR & OPERATIONS 40.00 0.00 X 136696 0 16253 MAJORIE A RADEBAUGH DIRECTOR, EDUCATION & HORTICULTURE 40.00 0.00 X 121577 0 14597 965647 0 113208 5 0 1 0 RENOVATION SERVICES INC 187 PAVILION PARKWAY SUITE 300 NEWPORT KY 41071 CONSTRUCTION SERVICES 1867636 MASSARO CORPORATION 120 DELTA DRIVE PITTSBURGH PA 15238 CONSTRUCTION SERVICES 1798719 SODEXO OPERATIONS LLC PO BOX 360170 PITTSBURGH PA 15251 FOOD SERVICE & JANITORIAL SERVICE 735834 TEDCO CONSTRUCTION COMPANY TEDCO PLACE CARNEGIE PA 15106 CONSTRUCTION SERVICES 533510 GEOSTABILIZATION INTERNATIONAL LLC 543 31 ROAD GRAND JUNCTION CO 81504 CONSTRUCTION SERVICES 249306 13 1733125 103079 2458308 5503778 9390 9798290 ADMISSIONS 900099 4171228 4171228 EDUCATIONAL TOURS/CLASSES 900099 377832 377832 LANDSCAPE DESIGN COURSEWORK 900099 29850 29850 4578910 182020 182020 547222 449301 97921 97921 97921 2613380 2525941 87439 87439 87439 117169 103079 71594 45575 45575 1476060 713045 763015 347118 415897 SHARED SERVICES 900099 226017 226017 MISCELLANEOUS REVENUE 900099 9375 9375 235392 15788562 4926028 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9325073 6873935 5999902 12157818 9798290 44155018 9325073 6873935 5999902 12157818 9798290 44155018 989316 43165702 1304871 824071 720799 1419897 816831 5086469 467446 498115 231779 180371 214641 1592352 913 513 212964 233455 235392 683237 51517076 18647036 0.83790 0.83820 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1035060 X X X 0 2718683 1054039 327989 104835 24888 3970988 2501552 44273 289238 97625 18755 2718683 2396230 55690 159144 90100 19412 2501552 2327725 202997 -22942 111550 2396230 1801101 236531 453090 162997 2327725 0.00000 0.86660 0.13340 0 0 59257574 18075181 41182393 2542175 1307637 1234538 6347273 66740 6280533 48697464 INTERFUND PAYABLE 550782 457 PLAN 239236 790018 X 19315141 295565 34373 3196641 3526579 15788562 0 15788562 16234849 34373 3459264 3493637 12741212 0 12741212 PART III, LINE 4: PHIPPS' GLASS COLLECTION INCLUDES WORKS FROM THREE GLASS ART EXHIBITIONS HELD AT THE CONSERVATORY. PLACED THROUGHOUT THE GARDENS ARE EIGHT INSTALLATIONS OF CHIHULY PIECES AS WELL AS TWO INSTALLATIONS EACH FROM GLASS ARTISTS HANS GODO FRABEL AND JASON GAMRATH. THE PIECES WERE PURCHASED SPECIFICALLY TO DEMONSTRATE BOTANICAL ART AND THEIR RELATIONSHIP TO THE ACCOMPANYING PLANTS. PART V, LINE 4: THE INTENDED USE OF THE ENDOWMENT FUNDS OF PHIPPS CAN BE DESCRIBED AS FOLLOWS. EACH YEAR, THE BOARD OF TRUSTEES VOTES ON THE PERCENTAGE OF EARNINGS FROM THE ENDOWMENT THAT WILL BE ALLOCATED FOR THE USE OF THE VARIOUS PORTIONS. THERE ARE SEVERAL PORTIONS OF THE ENDOWMENT FUNDS AT PHIPPS: 1) FUNDING FOR THE SALARY/BENEFITS OF THE POSITION OF DIRECTOR OF HORTICULTURE, 2) FUNDING FOR THE BOTANY IN ACTION PROGRAM THAT PROVIDES GRANTS TO STUDENTS PERFORMING RESEARCH IN BOTANY THROUGHOUT THE WORLD, 3) FUNDING FOR THE GENERAL OPERATIONS OF THE CONSERVATORY AND GARDEN CENTER AND 4) FUNDING FOR THE FUTURE RESEARCH PROGRAM RELATED TO THE CENTER FOR SUSTAINABLE LANDSCAPES CURRENTLY BEING DESIGNED. THE ENDOWMENT FUNDING FOR THE RESEARCH PROGRAM AT PHIPPS IS PART OF THE CURRENT CAPITAL CAMPAIGN, REIMAGINING PHIPPS. THE CURRENT CAPITAL CAMPAIGN GOAL INCLUDES FUNDING SPECIFICALLY RELATED TO THE FUTURE RESEARCH PROGRAM. PART X, LINE 2: PHIPPS IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. HOWEVER, INCOME FROM CERTAIN ACTIVITIES NOT DIRECTLY RELATED TO PHIPPS' TAX-EXEMPT PURPOSE IS SUBJECT TO TAXATION AS UNRELATED BUSINESS INCOME. IN ADDITION, PHIPPS QUALIFIES FOR THE CHARITABLE CONTRIBUTION DEDUCTION UNDER SECTION 170(B)(1)(A) AND HAS BEEN CLASSIFIED AS AN ORGANIZATION THAT IS NOT A PRIVATE FOUNDATION UNDER SECTION 509(A)(2). AT SEPTEMBER 30, 2017, THERE WERE APPROXIMATELY $188,000 IN AVAILABLE NET OPERATING LOSS CARRY-FORWARDS AS A RESULT OF UNRELATED BUSINESS ACTIVITIES AT PHIPPS, WHICH MAY BE APPLIED AGAINST FUTURE YEARS' TAXABLE INCOME. THE NET OPERATING LOSS CARRY-FORWARDS HAVE NO EXPIRATION. PHIPPS RECORDS A DEFERRED TAX ASSET TO THE EXTENT THAT IT IS MORE LIKELY THAN NOT THAT SOME OR ALL OF THIS BENEFIT IS TO BE REALIZED. DURING THE YEARS ENDED SEPTEMBER 30, 2018 AND 2017, MANAGEMENT UTILIZED APPROXIMATELY $188,000 AND $180,000, RESPECTIVELY, OF THE NET OPERATING LOSSES TO OFFSET UNRELATED BUSINESS TAXABLE INCOME, RESULTING IN DEFERRED TAX EXPENSE OF APPROXIMATELY $68,400 AND $63,000, RESPECTIVELY. PART XI, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD 713,045. FUNDRAISING EXPENSES 71,594. RENTAL EXPENSE 449,301. SUBSIDIARY REVENUE 2,188,718. SHARED SERVICES -226,017. PART XII, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD 713,045. RENTAL EXPENSE 449,301. FUNDRAISING EXPENSES 71,594. DEFERRED TAX EXPENSE 69,358. SUBSIDIARY EXPENSES 2,155,966. X 0 MEMBERSHIP CONSULTANTS 3868 RUSSELL BLVD ST LOUIS MO 63110 DIRECT MAIL CAMPAIGN 0 79882 26435 53447 79882 26435 53447 PA TROPICAL FOREST CUBA GALA 125004 103079 21925 2544 14881 1450 16390 MAY MARKET 48528 48528 6133 17269 6 46716 46716 4112 732 6325 1758 220248 103079 117169 12789 15613 7775 35417 71594 45575 1 BOTANICAL RESEARCH 6 30000 0 N/A N/A PART I, LINE 2: BOTANY IN ACTION FELLOWS ARE REQUIRED TO SUBMIT AN ANNUAL REPORT THAT DESCRIBES THEIR RESEARCH AND OUTREACH ACTIVITIES DURING THE YEAR OF THE GRANT. THE FELLOWS ALSO SPEND FOUR DAYS ATTENDING SCIENCE ENGAGEMENT WEEK, WHERE PHIPPS ORGANIZES TRAINING SESSIONS AND PROVIDES THE FELLOWS WITH OPPORTUNITIES TO SHARE THEIR RESEARCH WITH LOCAL SCHOOLS, PHIPPS' MEMBERS AND OTHER GUESTS. AFTER THE CONCLUSION OF SCIENCE ENGAGEMENT WEEK, THE FELLOWS ARE ASKED TO KEEP A BLOG THAT THEY HAVE TO UPDATE ONCE A MONTH. X 1 1 X X X X 0 0 0 0 0 0 0 1 0 RICHARD PIACENTINI PRESIDENT AND CEO 315210 0 44263 0 19980 0 16906 0 16008 0 412367 0 0 0 GREGORY R DUFOUR DIRECTOR, CAPITAL CAMPAIGN 139498 0 6000 0 719 0 8925 0 7957 0 163099 0 0 0 JANICE KORTZ DIRECTOR, HR & OPERATIONS 130274 0 6000 0 422 0 8287 0 7966 0 152949 0 0 0 PART I, LINE 1A PHIPPS CONSERVATORY AND BOTANICAL GARDENS, INC. PAYS THE MONTHLY DUES FOR A BUSINESS CLUB LOCATED IN THE CITY CENTER. THE PRIMARY PURPOSE OF THE MEMBERSHIP IS FOR BUSINESS MEETINGS/MEALS THAT THE PRESIDENT AND CEO HAS OFF SITE OR WITH INDIVIDUALS WHO ARE LOCATED IN THE CITY ITSELF. PART I, LINE 4 THE PRESIDENT AND CEO PARTICIPATES IN A SECTION 457(B) PLAN. PART I, LINE 7 THE EXECUTIVE DIRECTOR RECEIVED A BONUS OF $44,263 IN 2017. DIRECTOR OF CAPITAL CAMPAIGN, DIRECTOR OF EDUCATION AND HORTICULTURE, DIRECTOR OF HR, AND CFO RECEIVED A BONUS OF $6,000 EACH IN 2017. FORM 990, PART VI, SECTION A, LINE 1 DURING THE INTERVALS BETWEEN MEETINGS OF THE BOARD, THE EXECUTIVE COMMITTEE MAY EXERCISE ALL THE AUTHORITY OF THE BOARD IN THE MANAGEMENT OF THE PROPERTY, BUSINESS AND AFFAIRS OF THE CORPORATION, EXCEPT THAT THE EXECUTIVE COMMITTEE SHALL HAVE NO POWER OR AUTHORITY AS TO THE FOLLOWING: (I) THE FILLING OF VACANCIES ON THE BOARD, (II) THE FILLING OF VACANCIES ON THE EXECUTIVE, AUDIT, FINANCE, TRUSTEESHIP, DEVELOPMENT AND COMPENSATION COMMITTEES, (III) THE ADOPTION, AMENDMENT OR REPEAL OF THE BYLAWS, (IV) THE AMENDMENT OR REPEAL OF ANY RESOLUTION OF THE BOARD. SIGNIFICANT ACTIONS OF THE EXECUTIVE COMMITTEE SHALL BE REPORTED AT THE NEXT MEETING OF THE BOARD. MEETINGS OF THE EXECUTIVE COMMITTEE MAY BE CALLED, AND SHALL BE CHAIRED, BY THE CHAIRMAN OF THE BOARD, OR IN HIS ABSENCE, THE VICE CHAIRMAN OF THE BOARD. FORM 990, PART VI, SECTION A, LINE 4 THE ORGANIZAION'S BYLAWS WERE AMENDED ON JULY 24, 2018 TO CHANGE RICHARD PIACENTINI'S TITLE FROM EXECUTIVE DIRECTOR TO PRESIDENT AND CEO. NO OTHER CHANGES WERE MADE. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS COMPLETED BY AN INDEPENDENT PUBLIC ACCOUNTING FIRM AND IS REVIEWED AND APPROVED BY THE AUDIT COMMITTEE. A COPY OF THE FORM 990 IS PROVIDED TO THE BOARD OF TRUSTEES. FORM 990, PART VI, SECTION B, LINE 12C ON A YEARLY BASIS, ALL MEMBERS OF THE BOARD OF TRUSTEES ARE PROVIDED THE PHIPPS CONFLICT OF INTEREST POLICY AND THE RELATED PROCEDURES. THEY ARE THEN REQUIRED TO COMPLETE THE CONFLICT OF INTEREST DISCLOSURE STATEMENT IDENTIFYING ANY POTENTIAL CONFLICTS, IDENTIFYING ANY OTHER BOARDS THEY MAY BE A MEMBER OF, AND IDENTIFYING THEIR EMPLOYER. THE TRUSTEESHIP COMMITTEE OF THE BOARD OF TRUSTEES IS THE GROUP RESPONSIBILE FOR ASSURING THAT EVERY DISCLOSURE STATEMENT IS RETURNED. TRUSTEES THAT HAVE A CONFLICT ARE ASKED TO VOICE THEIR AFFILIATIONS IN COMMITTEE AND FULL BOARD MEETINGS WHERE A DECISION RELATED TO THAT AFFILIATION VIA VOTE WILL BE MADE. ONCE VOICED, THE TRUSTEE ABSTAINS FROM VOTING ON THE DECISION. FORM 990, PART VI, SECTION B, LINE 15 THE COMPENSATION OF THE PRESIDENT AND CEO IS DETERMINED EACH YEAR BY THE COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES. THIS PROCESS HAS BEEN IN PLACE SINCE 1993 WHEN PHIPPS BECAME A NON-PROFIT. IN FISCAL YEAR 2015, THE COMPENSATION COMMITTEE EMPLOYED AN EXTERNAL FIRM TO PERFORM BENCHMARKING ANALYSIS REGARDING BOTH THE SALARIES OF THE PRESIDENT AND CEO AND THE DEPARTMENTAL DIRECTORS. THE COMPENSATION OF THE DEPARTMENTAL DIRECTORS IS DETERMINED BY THE PRESIDENT AND CEO AND DISCUSSED WITH THE CHAIRPERSON OF THE BOARD OF TRUSTEES. THE OVERALL RAISE PERCENTAGES ARE APPROVED AND DISCUSSED AS PART OF PHIPPS' YEARLY BUDGETING PROCESS. THE BUDGET ITSELF IS THEN APPROVED BY THE BOARD OF TRUSTEES BEFORE IMPLEMENTATION. FORM 990, PART VI, SECTION C, LINE 19 PHIPPS MAKES ALL GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE FOR PUBLIC VIEWING. ANY PERSON INTERESTED IN THIS INFORMATION CAN CONTACT THE CFO IN ADVANCE TO MAKE ARRANGEMENTS TO VIEW THE INFORMATION ON SITE, OR IF APPROPRIATE, THE INFORMATION CAN BE MAILED OR E-MAILED TO THE INDIVIDUAL FOR REVIEW. SEE CONTACT INFORMATION IN PART VI, SECTION C, ITEM 20. FORM 990, PART IX, LINE 11G PROFESSIONAL FEES: PROGRAM SERVICE EXPENSES 856,712. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 34,093. TOTAL EXPENSES 890,805. SECURITY: PROGRAM SERVICE EXPENSES 201,695. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 201,695. TEMPORARY LABOR: PROGRAM SERVICE EXPENSES 211,089. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 211,089. OUTSOURCED IT: PROGRAM SERVICE EXPENSES 120,164. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 120,164. FORM 990, PART XI, LINE 9: DEFFERED TAX BENEFIT EXPENSE -69,358. FORM 990, PART XII, LINE 2C, OVERSIGHT OF FINANCIAL STATEMENT AUDIT: THE AUDIT COMMITTEE OF THE BOARD OF TRUSTEES ASSUMES THE RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF THE FINANCIAL STATEMENTS. THE AUDIT COMMITTEE MEETS AT LEAST ONCE A YEAR TO REVIEW THE FINANCIAL STATUS OF PHIPPS AND ALSO MEETS AS A COMMITTEE WITH THE EXTERNAL INDEPENDENT AUDITORS TO REVIEW THE AUDITED FINANCIAL STATEMENTS. AFTER REVIEW BY THE AUDIT COMMITTEE, THE AUDITED FINANCIAL STATEMENTS ARE PROVIDED TO THE FULL BOARD OF TRUSTEES FOR FINAL APPROVAL AND PUBLICATION. IN ADDITION, EACH YEAR, THE AUDIT COMMITTEE DISCUSSES THE SELECTION OF THE INDEPENDENT EXTERNAL ACCOUNTANTS. THE COMMITTEE MAKES A RECOMMENDATION TO CONTINUE WITH THE CURRENT AUDITORS OR TO BID OUT THE PROCESS TO THE FULL BOARD OF TRUSTEES WHO THEN VOTE ON THE FINAL RECOMMENDATION. 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