2014-08-12T11:39:22-05:00 2013-12-31 263753134 CBIZ TOFIAS 500 BOYLSTON STREET BOSTON MA 02116 990 2013-01-01 042103597 MASSACHUSETTS SOCIETY FOR THE PREVENTION OF CRUELTY TO ANIMALS MASS 6175227400 350 SOUTH HUNTINGTON AVENUE BOSTON MA 021304803 CARTER J LUKE CHIEF EXECUTIVE OFFICER 6175227400 2014-08-06 1 JOSEPH M GISO P00030126 6177610600 2013 2015-11-30 17:44:51Z CARTER J LUKE 350 SOUTH HUNTINGTON AVENUE BOSTON MA 021304803 102303335 0 X WWW.MSPCA.ORG X 1868 MA PROTECT ANIMALS, RELIEVE THEIR SUFFERING, ADVANCE THEIR HEALTH & WELFARE AND PREVENT CRUELTY. 14 13 557 1500 0 0 16535619 15371116 29108100 30600779 7460461 4194301 1495240 1226917 54599420 51393113 80746 264345 0 0 27975075 29864083 476140 490494 2460325 15797080 14645723 44329041 45264645 10270379 6128468 102383199 111011153 28741623 14777730 73641576 96233423 X THE MISSION OF THE MSPCA IS TO PROTECT ANIMALS, RELIEVE THEIR SUFFERING, ADVANCE THEIR HEALTH AND WELFARE, PREVENT CRUELTY AND WORK FOR A JUST AND COMPASSIONATE SOCIETY. 0 0 31769442 162042 30838061 OUR ANGELL ANIMAL MEDICAL CENTER IN BOSTON IS A TEACHING HOSPITAL THAT TREATED 59,870 ANIMALS IN 2013. EMERGENCY CARE WAS PROVIDED TO 15,609 PATIENTS AT ANGELL-BOSTON. THERE WERE 13,377 SURGERIES PERFORMED, 904 RADIATION THERAPY TREATMENTS GIVEN, 4,228 ULTRASOUNDS WERE PERFORMED AND 841 ANIMALS RECEIVED ADVANCED IMAGING. SEVENTY FULL-TIME VETERINARIANS, MANY OF THEM BOARD-CERTIFIED IN VARIOUS SPECIALTIES, PROVIDE CLINICAL EXCELLENCE ENHANCED BY STATE-OF-THE-ART TECHNOLOGIES. ANGELL ANIMAL MEDICAL CENTER HAS EARNED THE ACCREDITATION OF THE AMERICAN ANIMAL HOSPITAL ASSOCIATION, AND STANDS PROUDLY AMONG THE BEST VETERINARY HOSPITALS IN THE NATION. 5954083 31403 946213 OUR FOUR ANIMAL CARE AND ADOPTION CENTERS TAKE IN AND ADOPT OUT THOUSANDS OF HOMELESS ANIMALS EVERY YEAR - CATS, DOGS, RABBITS, BIRDS, TURTLES, AND ALL KINDS OF SMALL ANIMALS. IN 2013, 6,992 ANIMALS WERE PLACED INTO LOVING HOMES; OUR NETWORK OF 450 FOSTER HOMES PROVIDED CARE FOR ANIMALS WHO WERE NOT QUITE READY FOR ADOPTION; 1,420 VOLUNTEERS DONATED THEIR TIME TO HELP WITH ANIMAL CARE, SPECIAL EVENTS AND OFFICE WORK; 2,148 PEOPLE AND THEIR DOGS ATTENDED TRAINING AND AGILITY CLASSES; 540 PEOPLE ATTENDED 20 TRAINING CLASSES FOR EQUINE AND LARGE ANIMAL RESCUE; OUR EQUINE AMBULANCE STAFF TRAVELED TO 7 SPORT HORSE EVENTS THROUGHOUT THE US AND CANADA TO PROVIDE SUPPORT AND MEDICAL CARE FOR HORSES; AND OUR NEVINS SUMMER CAMP PROVIDED AN EDUCATIONAL EXPERIENCE FOR ABOUT 352 SCHOOL CHILDREN. 741 PRESCHOOLERS ATTENDED THE "LITTLE BOOKWORMS" STORY HOURS IN BOSTON AND AT NEVINS FARM. IN ADDITION TO FINDING HOMES FOR HOMELESS ANIMALS, OUR ADOPTION CENTERS STRIVE TO PROVIDE THEIR SURROUNDING COMMUNITIES WITH ANIMAL-RELATED INFORMATION AND ASSISTANCE IN ORDER TO HELP CREATE A MORE COMPASSIONATE SOCIETY. 662393 OUR MSPCA FULLY COMMISSIONED LAW ENFORCEMENT OFFICERS AND ANIMAL WELFARE AGENTS MEET A HOST OF CHALLENGES EVERY DAY IN THEIR QUEST TO MAKE THIS A BETTER WORLD FOR ANIMALS. DURING 2013, OUR LAW ENFORCEMENT OFFICERS INVESTIGATED 1,998 COMPLAINTS ABOUT ALLEGED ABUSE OR NEGLECT, RESULTING IN 794 WARNINGS; PERFORMED 3,559 CASE RE-CHECKS TO ENSURE COMPLIANCE; ACCEPTED THE VOLUNTARY SURRENDER OF 397 ANIMALS; PARTICIPATED IN 724 EDUCATIONAL OR ADVISORY SESSIONS WITH ANIMAL OWNERS AND MADE 318 COURT APPEARANCES. 161845 70900 OTHER PROGRAMS INCLUDING:ADVOCACY - OUR ADVOCACY TEAM WORKS TO IMPROVE ANIMAL PROTECTION LAWS AND REGULATIONS. THEIR WORK IS SUSTAINED THROUGH OUR VOLUNTEER ANIMAL ACTION TEAM MEMBERS WHO WRITE LETTERS, MAKE PHONE CALLS, ATTEND LOBBY DAYS AT THE STATE HOUSE, AND MEET WITH LEGISLATORS TO HELP IMPROVE THE LIVES OF ANIMALS.SNAP - OUR SPAY/NEUTER ASSISTANCE PROGRAM (SNAP), AS PART OF AN EFFORT TO MEET THIS CHALLENGE EFFECTIVELY, COLLABORATES WITH THE MASSACHUSETTS VETERINARY MEDICAL ASSOCIATION TO OFFER REDUCED-COST PET STERILIZATION TO LOW-INCOME PET OWNERS BY MEANS OF A DISCOUNT CERTIFICATE REDEEMABLE AT PARTICIPATING VETERINARY PRACTICES. 161845 70900 38547763 1 1 0 1 0 0 0 0 0 1 1 1 0 0 1 1 1 0 0 0 1 1 0 1 1 1 0 1 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 1 56 0 1 557 1 0 0 0 0 0 1 1 0 0 0 1 0 X 14 13 0 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 AL AK AZ AR CA CO CT DC FL GA HI IL KS KY ME MD MA MI MS MO NH NJ NM NY NC ND OH OK OR PA RI SC TN UT VI WA WV WI MN NV X X KATHLEEN K COLLINS 6175227400 350 SOUTH HUNTINGTON AVENUE BOSTON MA 021304803 HILLERY BALLANTYNE DIRECTOR, CHAIR 4.00 X X 0 0 0 GERARD BRANDI DIRECTOR - TREAS. UNTIL 1/13 4.00 X X 0 0 0 CATHERINE LILLY DIRECTOR 4.00 X 0 0 0 ELISABETH ALLISON DIRECTOR - UNTIL 4/13 2.00 X 0 0 0 JOHN G CARBERRY DIRECTOR - TREASURER 4.00 X X 0 0 0 J ROBERT COLEMAN DIRECTOR 2.00 X 0 0 0 LINDSAY COOK DIRECTOR 4.00 X 0 0 0 MARK FULLER DIRECTOR 2.00 X 0 0 0 SARAH MONACO DIRECTOR 4.00 X 0 0 0 JESSICA GIFFORD NIGRELLI DIRECTOR 2.00 X 0 0 0 CONNIE NOBLE DIRECTOR, SECRETARY 4.00 X X 0 0 0 WILLIAM PEPIN DIRECTOR - UNTIL 4/13 2.00 X 0 0 0 FREDERICK H JAMIESON DIRECTOR 2.00 X 0 0 0 CAROLYN THAYER ROSS DIRECTOR 4.00 X 0 0 0 BARBARA SCHAYE DIRECTOR 4.00 X 0 0 0 LORI SIDMAN DIRECTOR 2.00 X 0 0 0 CARTER LUKE CHIEF EXECUTIVE OFFICER 40.00 X X 346800 0 147337 KATHLEEN COLLINS VP OF HUMAN RESOURCES 40.00 X 203650 0 109415 ALICE BRUCE VP OF DEVELOPMENT 40.00 X 180405 0 20446 AMY MILLER-FREDERICKS VP OF FIN./CFO - UNTIL 10/13 40.00 X 168102 0 31185 JOSEPH SILVA VP, STRATEGIC PLANNING 40.00 X 69645 0 49066 ANN MARIE MANNING CHIEF OF STAFF 40.00 X 222589 0 88179 SUE A CASALE SURGEON 40.00 X 314844 0 12774 ALLEN SISSON NEUROLOGIST 40.00 X 396383 0 101190 NICHOLAS TROUT SURGEON 40.00 X 299399 0 71439 DOUGLAS BRUM INTERNAL MEDICINE VET 40.00 X 264124 0 94743 ERIKA DEPAPP INTERNAL MEDICINE VET 40.00 X 223947 0 57483 2689888 0 783257 48 0 1 0 DAVINCI DIRECT 36 CORDAGE PARK CIRCLE SUITE 339 PLYMOUTH MA 02360 DIRECT MAIL PROFESSIONAL 943254 ULTRA SERVICES 8 COOK STREET BILLERICA MA 01821 AIR CONDITIONING CONTRACTOR 370348 RJ KONING PO BOX 174 CARLISLE MA 01741 ELECTRICAL CONTRACTOR 261505 ANTECH DIAGNOSTICS 17672-B COWAN AVENUE IRVINE CA 92614 LAB SERVICES 182000 CRUNCH BRAND 1 THOMPSON SQUARE CHARLESTOWN MA 02129 MARKETING / COMMUNICATIONS 158080 7 1005931 14365185 1029653 15371116 HEALTH & HOSPITAL SVCS. 900099 30600779 30600779 30600779 1654734 1654734 53094316 6604 50552645 8708 2541671 -2104 2539567 2539567 358863 1005931 348654 10209 10209 33428 215 33213 33213 FARM, CEMETERY & OTHER 900099 1183495 1183495 1183495 51393113 31784274 0 4237723 50803 50803 162042 162042 51500 51500 1604661 492935 781338 330388 22676720 20169902 1600699 906119 550453 473764 48832 27857 3428603 3199084 67485 162034 1603646 1380226 142262 81158 173978 75674 88734 9570 108630 108630 18000 18000 490494 490494 317444 317444 366493 165530 123404 77559 203453 203453 1706086 1615016 77266 13804 239814 132159 98488 9167 2226237 1875075 189128 162034 209331 193615 10699 5017 79841 71898 7307 636 205360 205360 1370752 1200961 149664 20127 386874 304568 75682 6624 SUPPLIES 4403493 4403493 BANK FEES 835362 714569 32346 88447 EQUIPMENT RENTALS 374585 304439 70146 PRINTING/PUBLICATIONS 328548 328235 313 1091442 960822 61330 69290 45264645 38547763 4256557 2460325 X 1840482 1338396 695344 1858631 260402 252380 274040 413237 1012602 1035412 48434888 21208214 26977891 27226674 58088686 64510973 12945617 14022166 288135 353284 102383199 111011153 1616571 2223065 4080000 3675000 23045052 8879665 28741623 14777730 X 28620655 46597557 7991222 10916727 37029699 38719139 73641576 96233423 102383199 111011153 X 6128468 1665993 14797386 X 0 1 X 1 0 X 13676150 12857324 12856392 16535619 15401416 71326901 13676150 12857324 12856392 16535619 15401416 71326901 1787871 69539030 1525528 1374467 1572911 1604712 1654734 7732352 79059253 148615775 0.87960 0.87620 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 96675 73138 169813 42634508 42804321 1000000 250000 0 0 1000000 1000000 1000000 1000000 4000000 6000000 144706 151724 160313 169813 626556 250000 250000 250000 250000 1000000 1500000 73969 79383 85201 96675 335228 45020921 2661481 3503348 1549884 49635866 40257156 3116779 3384824 1737838 45020921 38818999 3743032 -1176350 1128525 40257156 36408374 322319 3900667 1812361 38818999 36806194 1361058 3183489 4942367 36408374 0.00000 0.78000 0.22000 0 0 259309 259309 36857466 13069454 23788012 1063225 36855 1026370 8961862 6968292 1993570 1293026 1133613 159413 27226674 BENEFICIAL INTEREST IN PERPETUAL TRUSTS 14022166 F 14022166 LONG TERM LIABILITIES-ACCRUED PENSION COST 4104203 POST RETIREMENT BENEFITS 2753089 CHARITABLE GIFT ANNUITIES 1098424 RETIREMENT AGREEMENTS 694426 INTEREST RATE SWAP 229523 8879665 X 67791875 1665993 15146255 16812248 50979627 251444 162042 413486 51393113 45200028 348869 348869 44851159 251444 162042 413486 45264645 PART V, LINE 4: ENDOWMENT FUNDS ARE INTENDED TO PROVIDE A SOURCE OF INCOME TO SUPPORT VARIOUS PROGRAMS AT THE MSPCA. PART X, LINE 2: THE SOCIETY ACCOUNTS FOR THE EFFECT OF ANY UNCERTAIN TAX POSITIONS BASED ON A "MORE LIKELY THAN NOT" THRESHOLD TO THE RECOGNITION OF THE TAX POSITIONS BEING SUSTAINED BASED ON THE TECHNICAL MERITS OF THE POSITION UNDER SCRUTINY BY THE APPLICABLE TAXING AUTHORITY. IF A TAX POSITION OR POSITIONS ARE DEEMED TO RESULT IN UNCERTAINTIES OF THOSE POSITIONS, THE UNRECOGNIZED TAX BENEFIT IS ESTIMATED BASED ON A "CUMULATIVE PROBABILITY ASSESSMENT" THAT AGGREGATES THE ESTIMATED TAX LIABILITY FOR ALL UNCERTAIN TAX POSITIONS. INTEREST AND PENALTIES ASSESSED, IF ANY, ARE ACCRUED AS INCOME TAX EXPENSE. THE SOCIETY HAS IDENTIFIED ITS TAX STATUS AS A TAX EXEMPT ENTITY AND ITS TREATMENT OF RELATED AND UNRELATED INCOME AS ITS ONLY SIGNIFICANT TAX POSITIONS AND HAS DETERMINED THAT SUCH TAX POSITIONS DO NOT RESULT IN AN UNCERTAINTY REQUIRING RECOGNITION. THE SOCIETY IS NOT CURRENTLY UNDER EXAMINATION BY ANY TAXING JURISDICTION. ITS FEDERAL AND STATE INCOME TAX RETURNS ARE GENERALLY OPEN FOR EXAMINATION FOR THREE YEARS AFTER THE DATE OF FILING, INCLUDING EXTENSIONS. PART XI, LINE 2D - OTHER ADJUSTMENTS: FUNDRAISING EXPENSES 348,654. GAMING EXPENSES 215. CHANGE IN FAIR VALUE OF OUTSIDE MANAGED TRUSTS 1,076,549. GAIN ON INTEREST RATE SWAP 145,834. CURRENT YEAR IMPACT OF CHANGE IN PENSION OBLIGATIONS 13,575,003. PART XI, LINE 4B - OTHER ADJUSTMENTS: FINANCIAL ASSISTANCE NETTED WITH REVENUES 162,042. PART XII, LINE 2D - OTHER ADJUSTMENTS: FUNDRAISING EXPENSES 348,654. GAMING EXPENSES 215. PART XII, LINE 4B - OTHER ADJUSTMENTS: FINANCIAL ASSISTANCE NETTED WITH REVENUES 162,042. 1 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 GRANTS TO RECIPIENTS LOCATED IN THE REGION ANIMAL WELFARE GRANTS 51500 0 0 0 0 0 0 51500 0 51500 EUROPE (INCLUDING ICELAND & GREENLAND) ANIMAL WELFARE IN TURKEY 50000 WIRE TRANSFER EUROPE (INCLUDING ICELAND & GREENLAND) ANIMAL WELFARE PROGRAMS 1500 WIRE TRANSFER 2 0 0 0 0 0 0 0 PART I, LINE 2: THE MSPCA RECEIVES ANNUAL FINANCIAL INFORMATION FROM GRANTEES AS WELL AS CORRESPONDENCE AS TO HOW THE GRANTED FUNDS WERE USED IN PREVIOUS YEARS FOR THE ALICE MANNING FUND HELD BY THE SOCIETY. UPON REVIEW OF THE REPORTS, THE MSPCA CEO, PER THE TRUST DOCUMENTS, DETERMINES IF GRANT ASSISTANCE WILL BE PROVIDED. X X X X X 1 DAVINCI DIRECT INC 36 CORDAGE PARK CIRCLE SUITE 339 PLYMOUTH MA 02360 PROFESSIONAL FUNDRAISING 0 1615351 858758 759043 AUTOMOTIVE RECOVERY SERVICES 2 WESTBROOK CORP CTR SUITE 500 WESTCHESTER IL 60154 VEHICLE SOLICITATION PROGRAM 1 78812 23643 55169 THE GALLER GROUP 1581 BRICKELL AVENUE MIAMI FL 33129 CAPITAL CAMPAIGN COUNSEL 0 0 28299 0 COPLEY RAFF INC 233 NEEDHAM STREET SUITE 300 NEWTON MA 02464 CAPITAL CAMPAIGN COUNSEL 0 0 5000 0 1694163 915700 814212 AL AK AZ CA CO CT DE DC FL GA HI ID IL IN IA KS KY LA ME MD MA MI MN MS MO MT NE NV NH NJ NM NY NC ND OH OK OR PA RI SC SD TN TX UT VT VA WA WV WI WY AR NV SPRING GALA 426500 260012 166488 15985 30972 64843 ANIMAL HALL OF FAME 295456 265156 30300 13207 43440 59325 19 642838 480763 162075 628 5497 17462 97295 1364794 1005931 358863 628 34689 91874 221463 348654 10209 33428 124 91 1 0.80000 33428 124 91 215 33213 MA 1 0 0 0 0.00000 1.00000 KATHLEEN COLLINS 350 SOUTH HUNTINGTON AVE BOSTON MA 02130 0 VARIOUS X 0 SCHEDULE G, PART I, LINE 2B, COLUMN (V) MSPCA HAS ENTERED INTO AN AGREEMENT WITH AUTOMOTIVE RECOVERY SERVICES, INC. (ARS) TO OPERATE ITS VEHICLE DONATION PROGRAM. ARS WILL ACT ON THE MSPCA'S BEHALF AND THAT ARS ACTIVITIES ARE COVERED BY THE AGREEMENT ARE SUBJECT TO THE MSPCA'S OVERSIGHT. ACCORDINGLY, MSPCA ACTIVELY MONITORS PROGRAM OPERATIONS AND HAS THE RIGHT TO REVIEW ALL CONTRACTS, ESTABLISH RULES OF CONDUCT, CHOOSE OR CHANGE PROGRAM OPERATORS, APPROVE OF OR CHANGE ALL ADVERTISING, AND EXAMINE THE PROGRAM'S BOOKS AND RECORDS. MSPCA WILL RECEIVE 70% OF NET PROCEEDS, AFTER TOWING, INTERNET ADVERTISING, ADMINISTRATION AND GENERAL SERVICES FEES ARE DEDUCTED. ALL EXPENSES ARE SPECIFICALLY DENOTED IN THE AGREEMENT. TOTAL FUNDRAISING EXPENSES TO ARS AMOUNTED $28,777 AND HAVE BEEN NETTED IN COLUMN (IV) PER IRS INTRUCTIONS. 1 OPERATION OUTREACH 360 WOODLAND STREET HOLLISTON MA 01746 043368610 501(C)(3) 10000 EDUCATIONAL PROGRAMS IN SCHOOLS IN GA. SPCA OF HANCOCK 141 BAR HARBOR ROAD TRENTON ME 04605 016018214 501(C)(3) 9400 ANIMAL WELFARE - DISTRIBUTIONS PER ENDOWMENT CITY OF SPRINGFIELD TJO ANIMAL CONTROL AND ADOPTION CENTER 627 COTTAGE STREET SPRINGFIELD MA 01104 046001415 GOV'T UNIT 10000 ANIMAL WELFARE PROGRAMS IN SPRINGFIELD DAKIN PIONEER VALLEY HUMANE SOCIETY 163 MONTAGUE ROAD LEVERETT MA 01054 205318898 501(C)(3) 20000 ANIMAL WELFARE PROGRAMS IN SPRINGFIELD. 4 0 FINANCIAL ASSISTANCE 247 162042 PART I, LINE 2: THE MSPCA REQUIRES THE GRANTEES TO PROVIDE A DETAILED LISTING OF EXPENSES IN A PROPOSAL WHICH THE GRANT IS TO SUPPORT. ONCE REVIEWED BY THE DIRECTOR OF APD (OR OTHER MEMBER OF SENIOR MANAGEMENT), FUNDS ARE ISSUED TO COVER EXPENSES. FUNDS ARE ISSUED ONCE INVOICES ARE RECEIVED BY THE MSPCA TO ENSURE THE GRANT IS BEING USED AS INDICATED. X X X X X X 0 0 0 1 0 0 0 1 0 CARTER LUKE CHIEF EXECUTIVE OFFICER 340083 0 500 0 6217 0 117645 0 29692 0 494137 0 0 0 KATHLEEN COLLINS VP OF HUMAN RESOURCES 185998 0 16000 0 1652 0 80101 0 29314 0 313065 0 0 0 ALICE BRUCE VP OF DEVELOPMENT 176467 0 0 0 3938 0 5404 0 15042 0 200851 0 0 0 AMY MILLER-FREDERICKS VP OF FIN./CFO - UNTIL 10/13 155795 0 0 0 12307 0 5335 0 25850 0 199287 0 0 0 ANN MARIE MANNING CHIEF OF STAFF 220082 0 0 0 2507 0 53819 0 34360 0 310768 0 0 0 SUE A CASALE SURGEON 313522 0 0 0 1322 0 9660 0 3114 0 327618 0 0 0 ALLEN SISSON NEUROLOGIST 393767 0 500 0 2116 0 88310 0 12880 0 497573 0 0 0 NICHOLAS TROUT SURGEON 298523 0 0 0 876 0 40917 0 30522 0 370838 0 0 0 DOUGLAS BRUM INTERNAL MEDICINE VET 262065 0 500 0 1559 0 64170 0 30573 0 358867 0 0 0 ERIKA DEPAPP INTERNAL MEDICINE VET 222969 0 0 0 978 0 30263 0 27220 0 281430 0 0 0 PART I, LINE 5 ANGELL ANIMAL MEDICAL CENTER IMPLEMENTED A NEW VARIABLE COMPENSATION PROGRAM BEGINNING JANUARY 1, 2012. THIS PROGRAM COMPENSATES CERTAIN VETERINARY STAFF WITH A BASE PAY AND A VARIABLE PORTION WHICH IS BASED ON EACH INDIVIDUAL'S REVENUE GENERATION AND COMPARISON TO SET GOALS. THE 5 HIGHEST COMPENSATED INDIVIDUALS LISTED ARE ALL VETERINARY STAFF AND WERE PART OF THIS COMPENSATION PLAN. PART I, LINE 7 BONUSES DETERMINED ON A DISCRETIONARY BASIS WERE GIVEN TO EMPLOYEES WITH 25 YEARS OF SERVICE TO THE ORGANIZATION AND TO EMPLOYEES BASED ON PERFORMANCE AND TAKING ON ADDITIONAL RESPONSIBILITIES. X 193 55169 FAIR MARKET VALUE X 22 310660 FAIR MARKET VALUE X 12 663824 FAIR MARKET VALUE 124 0 0 1 PART I, LINE 32B: MSPCA HAS ENTERED INTO AN AGREEMENT WITH AUTOMOTIVE RECOVERY SERVCIES, INC. (ARS) TO OPERATE IT'S VEHICLE DONATION PROGRAM. ARS WILL ACT ON THE MSPCA'S BEHALF AND THAT ARS'S ACTIVITIES ARE COVERED BY THE AGREEMENT ARE SUBJECT TO THE MSPCA'S OVERSIGHT. ACCORDINGLY, MSPCA ACTIVELY MONITORS PROGRAM OPERATIONS AND HAS THE RIGHT TO REVIEW ALL CONTRACTS, ESTABLISH RULES OF CONDUCT,CHOOSE OR CHANGE PROGRAM OPERATORS, APPROVE OF OR CHANGE ALL ADVERTISING, AND EXAMINE THE PROGRAM'S BOOKS AND RECORDS. MSPCA WILL RECEIVE 70% OF NET PROCEEDS, AFTER TOWING, INTERNET ADVERTISING, ADMINISTRATION AND GENERAL SERVICES FEES ARE DEDUCTED. FORM 990, PART VI, SECTION A, LINE 6 THE MSPCA HAS MEMBERS DESIGNATED AS THE BOARD OF OVERSEERS. THE OVERSEERS SHALL HAVE ALL POWERS, RIGHTS AND PRIVILEGES AFFORDED TO "MEMBERS" OF A CORPORATION ORGANIZED UNDER CHAPTER 180 OF THE GENERAL LAWS OF THE COMMONWEALTH OF MASSACHUSETTS, AS AMENDED, INCLUDING WITHOUT LIMITATION THE POWER TO ADOPT BY-LAWS PROVIDING FOR THE INDEMNIFICATION OF DIRECTORS, OFFICERS, EMPLOYEES AND OTHER AGENTS OF THE SOCIETY. FORM 990, PART VI, SECTION A, LINE 7A THE BOARD OF OVERSEERS, WHICH ARE MEMBERS OF THE MSPCA, ELECT INDIVIDUALS TO SERVE ON THE BOARD OF DIRECTORS FOR THREE-YEAR TERMS AT THE ANNUAL MEETING OF OVERSEERS. FORM 990, PART VI, SECTION B, LINE 11 THE MSPCA FORM 990 IS PREPARED BY THE CONTROLLER AND REVIEWED BY AN INDEPENDENT ACCOUNTING FIRM. THE FORM IS THEN PRESENTED TO MANAGEMENT FOR THEIR REVIEW. THE FINAL DRAFT OF THE FORM 990 IS THEN PRESENTED TO THE AUDIT COMMITTEE. THE BOARD OF DIRECTORS ASSIGNED THE RESPONSIBILITY TO THE AUDIT COMMITTEE TO REVIEW AND TAKE ACTION REGARDING THE FILING OF THE FORM 990. ONCE THE AUDIT COMMITTEE APPROVES THE 990, IT IS PROVIDED TO THE BOARD OF DIRECTORS FOR REVIEW PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C ALL DIRECTORS, OFFICERS, AND KEY EMPLOYEES OF THE ORGANIZATION ARE SUBJECT TO AND MUST COMPLY WITH THE MSPCA CONFLICT OF INTEREST POLICY AND ACKNOWLEDGE THE SAME ON AN ANNUAL BASIS. PURSUANT TO THAT POLICY, DIRECTORS ARE REQUIRED TO DISCLOSE CONFLICTS TO THE CHAIRMAN OF THE BOARD OR THE APPROPRIATE BOARD COMMITTEE (E.G. A FINANCIAL CONFLICT WOULD BE ADDRESSED BY THE AUDIT AND RISK MANAGEMENT COMMITTEE) WHEN THEY BECOME AWARE OF A CONFLICT. IF THE CONFLICT INVOLVES AN OFFICER OR BOARD MEMBER, THAT INDIVIDUAL WOULD BE PROHIBITED FROM PARTICIPATING IN ANY VOTES OR DECISIONS REGARDING THE SITUATION. THE COMMITTEE WOULD THEN DETERMINE THE APPROPRIATE INVESTIGATION AND ACTION. FORM 990, PART VI, SECTION B, LINE 15 COMPENSATION FOR OFFICERS AND KEY EMPLOYEES IS REVIEWED ANNUALLY BY THE BOARD'S COMPENSATION COMMITTEE. AN INDEPENDENT CONSULTANT IS UTILIZED TO COMPARE MSPCA COMPENSATION WITH THE MARKET FOR SIMILAR POSITIONS. THOSE RESULTS AND ADDITIONAL EXECUTIVE COMPENSATION DATA ARE REVIEWED BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS. THIS COMMITTEE PRESENTS RECOMMENDATIONS TO THE EXECUTIVE COMMITTEE FOR THEIR APPROVAL. THERE IS CONTEMPORANEOUS DOCUMENTED SUBSTANTIATION OF THE DELIBERATION AND DECISION. COMPENSATION IS DETERMINED BY INDEPENDENT PERSONS. FORM 990, PART VI, SECTION C, LINE 19 THE MSPCA WILL CONSIDER FURNISHING FINANCIAL STATEMENTS, POLICY, AND GOVERNING DOCUMENTS TO THE PUBLIC UPON REQUEST. ADDITIONALLY, THE FORM 990 AND AUDITED FINANCIAL STATEMENTS ARE AVAILABLE ON THE MASSACHUSETTS ATTORNEY GENERAL'S WEBSITE. FORM 990, PART XI, LINE 9: CHANGE IN FAIR VALUE OF OUTSIDE MANAGED TRUSTS 1,076,549. GAIN ON INTEREST RATE SWAP 145,834. CURRENT YEAR IMPACT OF CHANGE IN PENSION OBLIGATIONS 13,575,003. TRUSTS (4) BENEFIT THE MSPCA MA N/A 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0