2016-05-11T07:58:05-05:00 2015-06-30 251408703 SCHNEIDER DOWNS & CO INC ONE PPG PLACE SUITE 1700 PITTSBURGH PA 15222 990 2014-07-01 250965561 SHADY SIDE ACADEMY SHAD 4129683034 423 FOX CHAPEL ROAD PITTSBURGH PA 152382296 GILBERT SCHNEIDER CFO 4129683034 2016-05-04 1 SUSAN M KIRSCH P00341397 4122613644 2014 2016-08-17 19:52:53Z THOMAS M CANGIANO 423 FOX CHAPEL ROAD PITTSBURGH PA 152382296 48686407 0 X WWW.SHADYSIDEACADEMY.ORG X 1883 PA PROVIDES EDUCATION TO STUDENTS IN PRE-KINDERGARTEN THROUGH TWELFTH GRADE. 33 32 503 33 0 0 4207207 4858016 25987671 26056539 3785916 -1337399 91018 -128681 34071812 29448475 3027632 2779531 0 0 16901364 17550763 0 55982 1150154 11965546 12641917 31894542 33028193 2177270 -3579718 92333203 85828659 8692902 3851753 83640301 81976906 SHADY SIDE ACADEMY OFFERS AN EXCEPTIONAL PRE-K THROUGH TWELFTH GRADE ACADEMIC AND BALANCED EDUCATIONAL EXPERIENCE BY CHALLENGING EACH STUDENT TO REALIZE HIS OR HER POTENTIAL IN A STIMULATING AND NURTURING ENVIRONMENT. 0 0 20957599 2779531 22926208 INSTRUCTIONAL: -THE ACADEMY ENROLLS APPROXIMATELY 941 STUDENTS (PRE K - 12). THE ACADEMY IS COLLEGE PREPARATORY WITH MOST SENIORS CONTINUING ON TO HIGHER EDUCATION. THE ACADEMY OPERATES THREE SEPARATE CAMPUSES FOR JUNIOR, MIDDLE AND SENIOR SCHOOLS.-ATHLETICS: ALL SHADY SIDE ACADEMY STUDENTS ARE OFFERED A WIDE RANGE OF PHYSICAL ACTIVITIES THROUGHOUT THE SCHOOL YEAR TO ENCOURAGE HEALTHY CHOICES, DEVELOP SKILLS AND LEARN THE IMPORTANCE OF SPORTSMANSHIP. 1731373 1358906 AUXILIARY SERVICES: -RESIDENTIAL LIFE PROGRAM: THE ACADEMY OPERATES A FIVE DAY BOARDING PROGRAM FOR APPROXIMATELY 45 STUDENT BOARDERS. THE STUDENTS ARE HOUSED IN ACADEMY DORMITORIES (MONDAY THROUGH FRIDAY) WITH TEACHERS WHO OVERSEE AND OPERATE THE RESIDENTIAL LIFE PROGRAM.-FOOD SERVICE: SERVES DAY STUDENTS LUNCH AND SERVES THOSE INVOLVED IN RESIDENTIAL LIFE PROGRAM BREAKFAST, LUNCH AND DINNER.-BOOK AND ATHLETIC STORES: THE STORES OFFER INDIVIDUALS THE OPPORTUNITY TO PURCHASE EDUCATIONAL TEXTBOOKS AND SUPPLIES AND ATHLETIC EQUIPMENT AND CLOTHING. THE ACADEMY REQUIRES ATHLETIC AND HEALTH CREDITS FOR GRADUATION. 1037138 1771425 SUMMER PROGRAMS:-SHADY SIDE ACADEMY'S SUMMER PROGRAMS PROVIDE AN ENDLESS ARRAY OF POSSIBILITIES FOR ALL KIDS. 23726110 1 1 0 0 0 0 0 1 0 1 1 0 0 0 1 1 1 0 1 0 0 0 0 1 1 0 0 1 1 1 0 0 0 0 1 0 0 0 1 0 0 0 0 1 1 0 0 0 1 51 0 1 503 1 0 0 0 0 0 0 0 0 0 0 X 33 32 1 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 PA X GILBERT SCHNEIDER CFO 4129683034 423 FOX CHAPEL ROAD PITTSBURGH PA 15238 X FREDERICK B BROAD TRUSTEE 3.50 0.00 X 0 0 0 JAY CLEVELAND JR TRUSTEE 3.50 0.00 X 0 0 0 ROBERT E COCHRAN TRUSTEE 3.50 0.00 X 0 0 0 VALIRE CARR COPELAND TRUSTEE 3.50 0.00 X 0 0 0 WILLIAM T DIEHL TRUSTEE 3.50 0.00 X 0 0 0 ANNIE HANNA ENGEL TRUSTEE 3.50 0.00 X 0 0 0 ROBERT D FERGUSON TRUSTEE 3.50 0.00 X 0 0 0 AMIT SINGH GROVER TRUSTEE 3.50 0.00 X 0 0 0 MICHELE JEGASOTHY TRUSTEE 3.50 0.00 X 0 0 0 KAREN D KELLEY TRUSTEE 3.50 0.00 X 0 0 0 TRACY PRIZANT LEVY MD TRUSTEE 3.50 0.00 X 0 0 0 JEFFREY A MCDANIEL TRUSTEE 3.50 0.00 X 0 0 0 ALEXANDER P MOSER TRUSTEE 3.50 0.00 X 0 0 0 GREGG M PERELMAN TRUSTEE 3.50 0.00 X 0 0 0 PAUL M POHL TRUSTEE 3.50 0.00 X 0 0 0 ANTHONY J ROSS TRUSTEE 3.50 0.00 X 0 0 0 C LANCE RUTTENBERG TRUSTEE 3.50 0.00 X 0 0 0 OZZY SAMAD TRUSTEE 3.50 0.00 X 0 0 0 JAMES D SCALO TRUSTEE 3.50 0.00 X 0 0 0 AMM GIBBONS SCHERLIS TRUSTEE 3.50 0.00 X 0 0 0 BARBARA PIPPIN THAI MD TRUSTEE 3.50 0.00 X 0 0 0 T SPENCER TODD TRUSTEE 3.50 0.00 X 0 0 0 MAZEN F YOUSSEF TRUSTEE 3.50 0.00 X 0 0 0 LOUIS B PLUNG CHAIR AUDIT 3.50 0.00 X 0 0 0 JUDITH GRANATO CHAIR COMMUNITY CONNECTIONS 3.50 0.00 X 0 0 0 ROBERT SHANNON MULLIN CHAIR ENDOWMENT 3.50 0.00 X 0 0 0 SANDRA SAUEREISEN CHAIR COMMITTEE ON TRUSTEE 3.50 0.00 X 0 0 0 MARY JO DIVELY PAST CHAIR OF THE BOARD 3.50 0.00 X 0 0 0 MICHAEL J HANNON CHAIR OF THE BOARD 3.50 0.00 X X 0 0 0 DEBRA KLINE DEMCHAK VICE CHAIR, DEVELOPMENT 3.50 0.00 X X 0 0 0 J KEEFE ELLIS VICE CHAIR, FINANCE; TREAS 3.50 0.00 X X 0 0 0 NITA RAI-GOHEL MD VICE CHAIR, COMMUNITY LIFE 3.50 0.00 X X 0 0 0 JONATHAN M KAMIN VICE CHAIR, BUILDING & GROUNDS 3.50 0.00 X X 0 0 0 THOMAS M CANGIANO PRESIDENT 40.00 0.00 X 299674 0 151975 GILBERT SCHNEIDER CHIEF FINANCIAL OFFICER 40.00 0.00 X 84379 0 11455 DEBRA MAUDER SECRETARY OF THE BOARD 40.00 0.00 X 88912 0 6499 RICHARD MUNROE DIRECTOR OF DEVELOPMENT 40.00 0.00 X 106468 0 101338 KATHARINE VAVPETIC HEAD OF SENIOR SCHOOL 40.00 0.00 X 109905 0 79060 ELLEN MCCONNELL HEAD OF JUNIOR SCHOOL 40.00 0.00 X 106950 0 37676 AMY NIXON HEAD OF MIDDLE SCHOOL 40.00 0.00 X 117000 0 41757 TIMOTHY WINNER DIRECTOR OF EDUCATIONAL TECHNOLOGY 40.00 0.00 X 105684 0 31077 THOMAS ARNOLD FORMER VP, FINANCE 0.00 0.00 X 106868 0 19852 1125840 0 480689 7 1 1 0 METZ CULINARY MANAGEMENT TWO WOODLAND DRIVE DALLAS PA 18612 FOOD SERVICE/CATERING 1368714 QUALITY MECHANICAL SERVICES INC 1300 HULTON ROAD VERONA PA 15147 HVAC REPAIRS/SERVICES/EQUIPMENT 350024 WL ROENIGK INC 798 EKASTOWN ROAD SARVER PA 16055 BUS LEASES/RENTALS 338489 DRAZ'S PAINTING LLC 406 CHURCH LANE ALLISON PARK PA 15101 PAINTING SERVICES 147030 RICOH USA INC PO BOX 534777 ATLANTA GA 30353 MAIL COURIER 125047 10 31780 4826236 577914 4858016 TUITION AND FEES 900099 22926208 22926208 SUMMER PROGRAMS 900099 1771425 1771425 AUXILIARY SERVICES 900099 1358906 903252 455654 26056539 245864 245864 17184557 18767820 -1583263 -1583263 -1583263 14622 31780 61741 -47119 -47119 326809 408371 -81562 -81562 29448475 25600885 0 -1010426 28500 28500 2751031 2751031 1222440 349686 591238 281516 35806 35806 12840770 9311872 3130506 398392 772601 538226 191190 43185 1623367 997801 569830 55736 1055779 727376 272679 55724 54537 54537 39979 39979 55982 55982 96908 96908 362685 362685 394840 326855 67985 2924178 2489385 371152 63641 791764 634515 157249 1135768 1135768 363577 317272 15808 30497 8437 8437 60658 60658 2379612 1903690 475922 232911 232911 BUILDINGS AND GROUNDS 2220517 1010850 1209667 SUMMER PROGRAMS 1300169 1037138 263031 ENTERTAINMENT 205077 62738 44893 97446 BAD DEBT 34786 34736 0 50 35514 32841 2673 33028193 23726110 8151929 1150154 2117558 572983 1476790 2579580 822956 582331 621947 468791 399040 256534 198586 131171 61668121 34915366 27580655 26752755 56932299 54267686 2183372 216828 92333203 85828659 1314291 1499649 1725061 1924662 5474699 375546 178851 51896 8692902 3851753 X 26368551 25485491 866668 2430982 56405082 54060433 83640301 81976906 92333203 85828659 -3579718 1916323 0 X X 0 1 X 1 0 X 2114372 3152230 3186305 4207208 4858016 17518131 2114372 3152230 3186305 4207208 4858016 17518131 1472027 16046104 989354 1009925 1282482 808533 245864 4336158 21854289 126173124 0.73420 0.70570 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED X 0 58812842 580409 482018 1115253 4699583 54060433 51157171 1472168 8889048 819000 1886545 58812842 46214220 859311 6715836 754000 1878196 51157171 49787531 319776 -1111703 608985 2172399 46214220 45127887 151072 8921959 2538576 1874811 49787531 0.00000 1.00000 0.00000 0 0 562882 562882 46134575 20730343 25404232 10717762 10910241 -192479 4252902 3274782 978120 26752755 ANNUITIES PAYABLE 51896 51896 X 31787880 1916323 519990 2436313 29351567 96908 96908 29448475 33451275 519990 519990 32931285 96908 96908 33028193 PART III, LINE 4: SHADY SIDE ACADEMY IS A NON-PROFIT EDUCATIONAL INSTITUTION. THE PURPOSE OF ITS COLLECTIONS IS TO DOCUMENT AND ENHANCE THE ACADEMY'S HERITAGE AND HISTORY IN ORDER TO PROVIDE AN EDUCATIONAL TIMELINE FOR CURRENT AND FUTURE ACADEMY STUDENTS, FAMILIES, AND FACULTY. PART V, LINE 4: THE ACADEMY'S ENDOWMENT CONSISTS OF VARIOUS INVESTMENT FUNDS ESTABLISHED PRIMARILY FOR SUPPORT OF THE ORGANIZATION'S MISSION. ITS ENDOWMENT INCLUDES DONOR-RESTRICTED ENDOWMENT FUNDS. AS REQUIRED BY GENERALLY ACCEPTED ACCOUNTING PRINCIPLES, NET ASSETS ASSOCIATED WITH ENDOWMENT FUNDS, INCLUDING FUNDS DESIGNATED BY THE ACADEMY TO FUNCTION AS ENDOWMENTS, ARE CLASSIFIED AND REPORTED BASED ON THE EXISTENCE OR ABSENCE OF DONOR-IMPOSED RESTRICTIONS. THE TRUSTEES OF THE ACADEMY HAVE ELECTED TO BE GOVERNED BY THE COMMONWEALTH OF PENNSYLVANIA'S ACT 141 (ACT 141). ACT 141 IS A TOTAL RETURN POLICY THAT ALLOWS A NONPROFIT TO CHOOSE TO TREAT A PERCENTAGE OF THE AVERAGE MARKET VALUE OF THE ENDOWMENT'S PERMANENTLY RESTRICTED INVESTMENTS AS INCOME EACH YEAR. HOWEVER, THE LONG-TERM PRESERVATION OF THE REAL VALUE OF THE ASSETS MUST BE TAKEN INTO CONSIDERATION WHEN THE BOARD ELECTS THE AMOUNT. ON AN ANNUAL BASIS, THE EXECUTIVE COMMITTEE OF THE BOARD, IN WRITING, MUST ELECT A SPENDING RATE OF BETWEEN 2% AND 7%. IN ACCORDANCE WITH ACT 141, THE ACADEMY ANNUALLY TRANSFERS BETWEEN 5% AND 5.5% OF THE PREVIOUS THREE YEARS' MARKET VALUE AVERAGE OF THE PERMANENTLY RESTRICTED ENDOWMENT FUND. THIS PERCENTAGE IS APPLIED TO A 12-QUARTER AVERAGE MARKET VALUE OF THE INVESTMENTS AT JUNE 30 OF THE PREVIOUS YEAR. THE ACADEMY CLASSIFIES AS PERMANENTLY RESTRICTED NET ASSETS THE ORIGINAL AND SUBSEQUENT VALUE OF GIFTS DONATED TO THE PERMANENT ENDOWMENT. IN ACCORDANCE WITH ACT 141, THE ACADEMY HAS ADOPTED A WRITTEN INVESTMENT POLICY, OF WHICH A SECTION SPECIFICALLY RELATES TO THE ENDOWMENT FUND. THE ACADEMY CONSIDERS THE FOLLOWING FACTORS IN MAKING A DETERMINATION TO SET A SPENDING RATE: 1. PROTECTING THE CORPUS OF THE ENDOWMENT FUND. 2. PRESERVING THE SPENDING POWER OF THE ASSETS. 3. OBTAINING MAXIMUM INVESTMENT RETURN WITH REASONABLE RISK AND OPERATIONAL CONSIDERATION. 4. COMPLYING WITH APPLICABLE LAWS PART X, LINE 2: THE ACADEMY IS A NOT-FOR-PROFIT ENTITY AND HAS BEEN RECOGNIZED AS TAX EXEMPT PURSUANT TO SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. THE ACADEMY HAS NOT IDENTIFIED ANY MATERIAL UNCERTAIN TAX POSITIONS REQUIRING AN ACCRUAL OR DISCLOSURE IN THE FINANCIAL STATEMENTS. THERE WERE NO INTEREST OR PENALTIES RECOGNIZED IN THE STATEMENTS OF ACTIVITIES FOR THE YEARS ENDED JUNE 30, 2015 AND 2014. MANAGEMENT BELIEVES THAT THE ACADEMY IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS FOR TAX YEARS PRIOR TO 2012. PART XI, LINE 2D - OTHER ADJUSTMENTS: SPECIAL EVENT EXPENSES 61,741. COST OF GOODS SOLD 408,371. AUXILIARY EXPENSES NETTED AGAINST INCOME 49,878. PART XII, LINE 2D - OTHER ADJUSTMENTS: SPECIAL EVENT EXPENSES 61,741. COST OF GOODS SOLD 408,371. AUXILIARY EXPENSES NETTED AGAINST INCOME 49,878. 1 1 1 1 1 1 1 0 0 0 0 0 0 0 0 1 0 1 SCHEDULE E, PART I, LINE 3 EMPLOYMENT AND STUDENT HANDBOOKS, WEBSITE AND EMPLOYMENT ADS SCHEDULE E, PART I, LINE 6 THE ACADEMY RECEIVES DIRECT FUNDING FOR TEXTBOOKS, INSTRUCTIONAL MATERIALS AND EQUIPMENT THROUGH PENNSYLVANIA ACTS 195/90/35. THE ACADEMY RECEIVES GIFT FUNDING THAT IS MADE POSSIBLE THROUGH PARTICIPATION IN THE EITC PROGRAMS WHICH PROVIDES A TAX CREDIT TO THE BUSINESSES WHO PARTICIPATE IN THIS PROGRAM. X X X X 1 CAMPBELL & COMPANY ONE EAST WACKER DRIVE SUITE 2100 CHICAGO IL 60601 CAMPAIGN CONSULTANT 0 0 55982 0 55982 PA UNTUCKED BENEFIT CONCERT 46402 31780 14622 3701 2759 18503 36778 46402 31780 14622 3701 2759 18503 36778 61741 -47119 1 FAMILY HOUSE 5001 BAUM BLVD SUITE 545 PITTSBURGH PA 15214 251519959 501(C)(3) 13850 0 CASH N/A DONATION TO FURTHER FAMILY HOUSE'S MISSION. THE PACE SCHOOL 2432 GREENSBURG PIKE PITTSBURGH PA 15221 251186708 501(C)(3) 10000 0 CASH N/A DONATION TO FURTHER THE PACE SCHOOL'S MISSION. 2 0 FINANCIAL AID 160 2533702 N/A N/A TUITION DISCOUNTS 195 217329 N/A N/A PART I, LINE 2: THE ACADEMY AWARDS FINANCIAL AID TO QUALIFYING INDIVIDUALS TO OFFSET THE COST OF TUITION. THE PROCESS IS MANAGED BY THE ACADEMY'S BUSINESS OFFICE AND USES AN OUTSIDE PARTY TO ASSIST IN COLLECTING FINANCIAL INFORMATION FROM PARENTS. MOST FUNDING IS AWARDED BASED ON DEMONSTRATED ECONOMIC NEED AND FUNDING AVAILABLE. A VERY LIMITED NUMBER OF AWARDS ARE BASED ON OTHER MERIT CRITERIA. AS PART OF THE ACADEMY'S COMMITMENT TO SERVICE LEARNING, AN ANNUAL EVENT IS COORDINATED THROUGH THE OUTSIDE PROGRAMMING OFFICE. A PORTION OF THE PROCEEDS FROM THIS EVENT ARE THEN CONTRIBUTED TO OUTSIDE CHARITABLE ORGANIZATIONS AS IDENTIFIED BY THE PROGRAM ADMINISTRATORS AND STUDENTS. THE ACADEMY HOLDS A BENEFIT CONCERT EACH YEAR. A STUDENT COMMITTEE SELECTS A THEME FOR THE BENEFIT AND THEY SEEK OUT A NON-PROFIT ORGANIZATION THAT ACHIEVES THAT THEME. THE STUDENTS SELECT THE ORGANIZATION AND THE PROFITS FROM THE CONCERT ARE DONATED TO THAT ORGANIZATION. THE STUDENTS ALSO COMPLETE SERVICE LEARNING AT THE SITE OF THE ORGANIZATION THEY SELECT. FAMILY HOUSE WAS ONE OF THE ORGANIZATIONS SELECTED IN THE 2013/2014 ACADEMIC YEAR AND FUNDS WERE DISTRIBUTED IN AUGUST, 2014, OF $13,850. THE PACE SCHOOL WAS SELECTED FOR THE 2014/2015 ACADEMIC YEAR AND FUNDS WERE DISTRIBUTED IN JUNE, 2015, OF $10,000. X X X X X 1 1 X X X 1 1 0 0 0 0 0 1 0 THOMAS M CANGIANO PRESIDENT 282939 0 10250 0 6485 0 50700 0 101275 0 451649 0 0 0 RICHARD MUNROE DIRECTOR OF DEVELOPMENT 106218 0 250 0 0 0 7164 0 94174 0 207806 0 0 0 KATHARINE VAVPETIC HEAD OF SENIOR SCHOOL 109655 0 250 0 0 0 7355 0 71705 0 188965 0 0 0 AMY NIXON HEAD OF MIDDLE SCHOOL 116750 0 250 0 0 0 8284 0 33473 0 158757 0 0 0 THOMAS ARNOLD FORMER VP, FINANCE 71062 0 0 0 35806 0 6015 0 13837 0 126720 0 0 0 PART I, LINE 1A THE PRESIDENT DOES HAVE A DISCRETIONARY SPENDING ACCOUNT BUT IT IS FOR SPECIFIC PURPOSES RELATED TO OPERATIONS, PROGRAMMING AND/OR PROFESSIONAL DEVELOPMENT. TO CONDUCT BUSINESS AND TO CARRY OUT THE MISSION OF THE ORGANIZATION FURTHER, THE ORGANIZATION PROVIDES THE PRESIDENT WITH A MEMBERSHIP TO THE DUQUESNE CLUB. PART I, LINES 4A-B THE PRESIDENT PARTICIPATED IN A NONQUALIFIED DEFERRED COMPENSATION PLAN. THOMAS ARNOLD RECEIVED A SEVERANCE PAYMENT OF $35,806 IN 2014. PART I, LINE 7 AT THE DISCRETION OF THE ACADEMY BOARD OF TRUSTEES, THE PRESIDENT OF THE ACADEMY RECEIVES AN ANNUAL PERFORMANCE BONUS AND ALL EMPLOYEES RECEIVE AN ANNUAL BONUS. 14111 TUITION SCHOLARSHIP/FINANCIAL AID X 36 577914 FAIR MARKET VALUE 0 0 1 0 FORM 990, PART VI, SECTION A, LINE 1 THE EXECUTIVE COMMITTEE SHALL HAVE THE POWER AND AUTHORITY TO: (I) COORDINATE THE WORK OF THE POLICY AND STANDING COMMITTEES IN ACHIEVING THE GOALS AND OBJECTIVES PRESCRIBED BY THE BOARD AND MAKE RECOMMENDATIONS TO THE BOARD WITH RESPECT THERETO; (II) FUNCTION AS THE LONG RANGE PLANNING COMMITTEE OF THE BOARD; (III) ASSIST THE CHAIR AND PRESIDENT IN FRAMING POLICY AND PROGRAM ISSUES FOR RECOMMENDATION TO AND ACTION BY THE BOARD; (IV) ACT AS A COUNCIL OF ADVICE AND CONSULTATION TO THE PRESIDENT ON ADMINISTRATIVE MATTERS; (V) DETERMINE THE TERMS OF EMPLOYMENT OF THE PRESIDENT, INCLUDING, BUT NOT LIMITED TO, HIS SALARY; PROVIDED, THAT THE EXECUTIVE COMMITTEE MAY NOT AGREE TO A TERM OF EMPLOYMENT FOR THE PRESIDENT BEYOND ONE YEAR WITHOUT THE APPROVAL OF THE BOARD; (VI) IMPLEMENT SUCH PROGRAMS AND TAKE SUCH ACTIONS AS MAY BE SPECIFICALLY DIRECTED BY THE BOARD; AND, (VII) WHEN NECESSARY OR DESIRABLE BETWEEN MEETINGS OF THE BOARD, HAVE AND PERFORM ALL THE POWERS AND DUTIES OF THE BOARD; PROVIDED, HOWEVER, THAT THE EXECUTIVE COMMITTEE SHALL NOT HAVE ANY OF THE POWERS SPECIFICALLY RESERVED TO THE BOARD BY LAW OR THESE BY-LAWS OR THE POWER TO ALTER THE FUNDAMENTAL POLICIES OF THE BOARD. THE ESTABLISHMENT OF AN EXECUTIVE COMMITTEE AND THE DELEGATION THERETO OF POWER AND AUTHORITY SHALL NOT RELIEVE ANY TRUSTEE OF HIS FIDUCIARY RELATIONSHIP AND RESPONSIBILITY TO THE ACADEMY, AND EACH TRUSTEE SHALL DISCHARGE HIS DUTIES IN GOOD FAITH AND WITH THAT DILIGENCE, CARE AND SKILL WHICH AN ORDINARILY PRUDENT PERSON WOULD EXERCISE UNDER SIMILAR CIRCUMSTANCES. FORM 990, PART VI, SECTION A, LINE 2 JONATHAN M. KAMIN AND J. KEEFE ELLIS HAVE A BUSINESS RELATIONSHIP. FORM 990, PART VI, SECTION A, LINE 6 THE BUSINESS AND AFFAIRS OF THE CORPORATION ARE MANAGED BY A BOARD OF TRUSTEES, WHO ALSO CONSTITUTE THE MEMBERS OF THE CORPORATION. FORM 990, PART VI, SECTION A, LINE 7A TWO TRUSTEES ARE ELECTED OR APPOINTED EACH YEAR BY THE SHADY SIDE ACADEMY ALUMNI ASSOCIATION. IN THE EVENT THAT THE ALUMNI ASSOCIATION FAILS TO SELECT TWO TRUSTEES IN ANY YEAR, THE BOARD FILLS ANY RESULTING VACANCY BY ELECTING AN ALUMNUS OF THE ACADEMY. FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 IS REVIEWED BY MANAGEMENT AND BY THE AUDIT COMMITTEE. A COPY OF FORM 990 IS DISTRIBUTED TO BOARD MEMBERS PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C AN EXPLANATION OF THE CONFLICT OF INTEREST POLICY IS PRESENTED TO ALL BOARD OF TRUSTEE MEMBERS AT THE START OF EACH SCHOOL YEAR. ANNUAL DISCLOSURE FORMS ARE DISTRIBUTED AND INFORMATION IS THEN SENT TO THE BUSINESS OFFICE WHERE IT IS REVIEWED AND MAINTAINED ON FILE THROUGHOUT THE YEAR. CONFLICTS OF INTEREST DISCLOSURE FORMS ARE FORWARDED TO THE BOARD OF DIRECTORS. FORM 990, PART VI, SECTION B, LINE 15 THE ACADEMY'S CHAIRMAN OF THE BOARD SELECTS CERTAIN BOARD MEMBERS TO COMPRISE A COMPENSATION COMMITTEE. THIS GROUP ANALYZES DATA FROM THE NATIONAL ASSOCIATION OF INDEPENDENT SCHOOLS AND OTHER LOCAL SURVEYS TO DETERMINE APPROPRIATE SALARY RANGES. FOR TOP MANAGEMENT, THE ACADEMY ENGAGES THE SERVICES OF LOCAL LEGAL COUNSEL TO ASSIST IN THE REVIEW AND PREPARATION OF EMPLOYMENT CONTRACTS AND/OR AGREEMENTS. FORM 990, PART VI, SECTION C, LINE 19 SHADY SIDE ACADEMY MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY STATEMENT AND FINANCIAL STATEMENTS AVAILABLE FOR PUBLIC INSPECTION UPON REQUEST THROUGH THE ACADEMY'S BUSINESS OFFICE. FORM 990, PART VII, EMERITI TRUSTEES WITH NO VOTING RIGHTS: G. NICHOLAS BECKWITH, III, PAUL G. BENEDUM, JR., MICHAEL P. CASEY, M.D., FLOYD A. CEPHAS, SR., MARY ELLEN COSTA, JOHN P. DAVIS, JR., JOHN H. DEMMLER, WILLIAM P. GETTY, LAWRENCE N. GUMBERG, STEPHEN HALPERN, KARL F. KRIEGER, J. STEPHEN LEE, ANNE V. LEWIS, W. THOMAS MCGOUGH, JR., EDWIN F. SCHEETZ, JR., SUSANNE C. WEAN. FORM 990, PART XII, QUESTION 2C, FINANCIAL STATEMENTS AND REPORTING: AS A SUB-COMMITTEE OF THE FINANCE COMMITTEE, THE AUDIT COMMITTEE IS CHARGED WITH THE SELECTION OF AN OUTSIDE INDEPENDENT AUDIT FIRM. THIS IS REVIEWED ANNUALLY AND, BASED ON CONTRACT TERMS WITH THE CURRENT FIRM AT THE TIME, THE COMMITTEE DETERMINES WHEN TO NEGOTIATE CONTINUED RATES AND/OR TO REQUEST BIDS FROM OTHER FIRMS. PRIOR TO THE RELEASE OF THE FINAL FINANCIAL STATEMENTS THE AUDIT COMMITTEE MEETS WITH THE AUDIT TEAM FROM THE INDEPENDENT AUDIT FIRM AS WELL AS MANAGEMENT CHARGED WITH AUDIT RESPONSIBILITIES TO REVIEW AND DISCUSS THE DRAFT FINANCIAL STATEMENTS AND THE AUDIT PROCESS. SHADY SIDE ACADEMY FOUNDATION 423 FOX CHAPEL ROAD PITTSBURGH PA 15238 251754941 INACTIVE PA 501(C)(3) 509(A)(3) TYPE I SHADY SIDE ACADEMY 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0