2012-08-14T07:51:43-05:00 2011-12-31 263753134 CBIZ TOFIAS 500 BOYLSTON STREET BOSTON MA 02116 990 2011-01-01 042103597 MASSACHUSETTS SOCIETY FOR THE PREVENTION OF CRUELTY TO ANIMALS MASS 6175227400 350 SOUTH HUNTINGTON AVENUE BOSTON MA 021304803 CARTER J LUKE 6175227400 2012-07-12 1 JOSEPH M GISO P00030126 6177610600 2011 2016-02-24 21:20:13Z CARTER J LUKE 350 SOUTH HUNTINGTON AVENUE BOSTON MA 021304803 87334136 0 X WWW.MSPCA.ORG X 1868 MA PROTECT ANIMALS, RELIEVE THEIR SUFFERING, ADVANCE THEIR HEALTH & WELFARE AND PREVENT CRUELTY. 16 15 577 1500 0 0 13170262 12856392 26725390 27944189 1878759 2057282 1399673 1437412 43174084 44295275 13193 106284 0 0 28403014 28406056 361562 447208 2077839 14362816 15165539 43140585 44125087 33499 170188 89971923 91529944 23015958 30079172 66955965 61450772 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. 1 0 30651455 27944189 OUR ANGELL ANIMAL MEDICAL CENTER IN BOSTON TREATED 53,900 ANIMALS IN 2011. EMERGENCY CARE WAS PROVIDED TO 15,533 PATIENTS AT ANGELL BOSTON. 936 ANIMALS WERE SPAYED/NEUTERED. FINANCIAL ASSISTANCE WAS PROVIDED TO 191 FAMILIES. THERE WERE 12,917 SURGERIES PERFORMED, 594 RADIATION THERAPY TREATMENTS GIVEN AND 250 MRI'S PERFORMED. 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 CENTERS HAVE EARNED THE ACCREDITATION OF THE AMERICAN ANIMAL HOSPITAL ASSOCIATION, AND STAND PROUDLY AMONG THE BEST VETERINARY HOSPITALS IN THE NATION. 6430055 1466777 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 2011, 8,732 ANIMALS WERE PLACED INTO LOVING HOMES; OUR NETWORK OF 412 FOSTER HOMES PROVIDED CARE FOR ANIMALS WHO WERE NOT QUITE READY FOR ADOPTION; 1,488 VOLUNTEERS DONATED THEIR TIME TO HELP WITH ANIMAL CARE, SPECIAL EVENTS AND OFFICE WORK; 1,837 PEOPLE AND THEIR DOGS ATTENDED TRAINING AND AGILITY CLASSES; 440 PEOPLE ATTENDED TRAINING CLASSES FOR EQUINE RESCUE; OUR EQUINE AMBULANCE STAFF TRAVELED TO 9 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 280 SCHOOL CHILDREN. 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. 712222 OUR MSPCA LAW ENFORCEMENT OFFICERS, FULLY COMMISSIONED BY THE COMMONWEALTH OF MASSACHUSETTS, MEET A HOST OF CHALLENGES EVERY DAY IN THEIR QUEST TO MAKE THIS A BETTER WORLD FOR ANIMALS. DURING 2011, OUR LAW ENFORCEMENT OFFICERS INVESTIGATED 2,352 COMPLAINTS ABOUT ALLEGED ABUSE OR NEGLECT, RESULTING IN 564 WARNINGS; INSPECTED 314 FACILITIES, INCLUDING PET SHOPS, STABLES, FAIRS, AND LIVESTOCK AND POULTRY SITES; PERFORMED 3,506 CASE RE-CHECKS TO ENSURE COMPLIANCE; ACCEPTED THE VOLUNTARY SURRENDER OF 496 ANIMALS; AND MADE 37 COURT APPEARANCES. 246331 OTHER PROGRAM SERVICES: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. 246331 38040063 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 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 0 1 65 0 1 577 1 0 0 0 0 0 1 1 0 0 0 1 0 X 16 15 0 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 CT MA NH NY MD NC X X AMY MILLER-FREDERICKS 6175227400 350 SOUTH HUNTINGTON AVENUE BOSTON MA 021304803 ELISABETH ALLISON 2.00 X 0 0 0 HILLERY BALLANTYNE 4.00 X X 0 0 0 GERARD BRANDI 4.00 X X 0 0 0 JOHN G CARBERRY 4.00 X 0 0 0 J ROBERT COLEMAN 2.00 X 0 0 0 LINDSAY COOK 4.00 X 0 0 0 JESSICA GIFFORD 2.00 X 0 0 0 CATHERINE LILLY 4.00 X X 0 0 0 SARAH MONACO 2.00 X 0 0 0 CONNIE NOBLE 2.00 X 0 0 0 WILLIAM PEPIN 2.00 X 0 0 0 STEPHEN ROGERS 2.00 X 0 0 0 CAROLYN THAYER ROSS 2.00 X 0 0 0 BARBARA SCHAYE 2.00 X 0 0 0 LORI SIDMAN 2.00 X 0 0 0 CARTER LUKE 40.00 X X 314124 0 124772 AMY MILLER-FREDERICKS 40.00 X 188648 0 18115 KATHLEEN COLLINS 40.00 X 171473 0 89814 ALICE BRUCE 40.00 X 171423 0 8556 ANN MARIE MANNING 40.00 X 207578 0 65208 JOSEPH SILVA 40.00 X 146696 0 46550 MICHAEL PAVLETIC 40.00 X 181526 0 53032 DAVID KNAPP 40.00 X 183286 0 74052 NICHOLAS TROUT 40.00 X 172931 0 48274 PATRICIA EWING 40.00 X 182209 0 33184 JENNIFER HOLM 40.00 X 168454 0 21252 2088348 0 582809 46 0 1 0 DAVINCI DIRECT 36 CORDAGE PARK CIRCLE SUITE 339 PLYMOUTH MA 02360 DIRECT MAIL PROFESSIONAL 781543 CRUNCH BRAND 1 THOMPSON SQUARE CHARLESTOWN MA 02129 MARKETING / COMMUNICATIONS 177057 CBIZ TOFIAS 500 BOYLSTON STREET BOSTON MA 02115 ACCOUNTING SERVICES 174140 NORTH RIVER AIR LLC 265 PLEASANT STREET ROCKLAND MA 02370 BOILER/CHILLER SERVICES 149154 ANTECH DIAGNOSTICS 17672-B COWAN AVENUE IRVINE CA 92614 LAB SERVICES 129973 6 1073520 11782872 837840 12856392 HEALTH & HOSPITAL SVCS 900099 27944189 27944189 27944189 1572911 1572911 42290168 956744 41932480 830061 357688 126683 484371 484371 221826 1073520 276187 -54361 -54361 25129 133 24996 24996 FARM, CEMETERY & OTHER 900099 1466777 1466777 1466777 44295275 29410966 0 2027917 60534 60534 45750 45750 1541293 529534 726454 285305 21275547 19073504 1525554 676489 567587 491747 51727 24113 3474575 3184516 137898 152161 1547054 1340339 140991 65724 243264 193874 28120 21270 105640 105640 18000 18000 447208 447208 277511 277511 316252 191821 38336 86095 159436 157104 2332 6775417 6632892 127535 14990 159450 101677 49790 7983 2343446 1962064 235336 146046 200544 184653 10651 5240 80226 74982 3812 1432 184692 184692 1699848 1563297 117193 19358 359693 284721 69724 5248 BANK FEES 1014619 840584 87771 86264 PENSION PLAN EXPENSE 469147 406460 42756 19931 TELEPHONE 205597 167169 31973 6455 CREMATION EXPENSE 173990 173990 378767 360851 13721 4195 44125087 38040063 4007185 2077839 X 2001921 1341978 672514 597791 165227 141184 250756 274741 599660 996255 46990212 18785093 30255891 28205119 43048712 47534920 12798930 12262073 178312 175883 89971923 91529944 1697054 2258219 5850000 5480000 15468904 22340953 23015958 30079172 X 28136966 21193616 3919926 5609600 34899073 34647556 66955965 61450772 89971923 91529944 X 170188 -5675381 X 0 1 1 X 0 X 19967471 17707938 13676150 12857324 12856392 77065275 19967471 17707938 13676150 12857324 12856392 77065275 7994395 69070880 1109432 1513374 1525528 1374467 1572911 7095712 84160987 143126242 0.82070 0.81780 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 79383 72341 151724 41895524 42047248 1000000 250000 0 0 1000000 1000000 1000000 1000000 4000000 6000000 208686 150216 144706 151724 655332 250000 250000 250000 250000 1000000 1500000 105016 78014 73969 79383 336382 38818999 3743032 -1176350 1128525 40257156 36408374 322319 3900667 1812361 38818999 36806194 1361058 3183489 4942367 36408374 44894775 2562489 -8179209 2471861 36806194 0.00000 0.86000 0.14000 0 0 259309 259309 36593791 11332609 25261182 30542 7181 23361 7920789 6329359 1591430 2185781 1115944 1069837 28205119 BENEFICIAL INTEREST IN PERPETUAL TRUSTS 12262073 F 12262073 LONG TERM LIABILITIES-ACCRUED PENSION COST 17100689 POST RETIREMENT BENEFITS 2779357 CHARITABLE GIFT ANNUITIES 1118045 RETIREMENT AGREEMENTS 878515 INTEREST RATE SWAP 464347 22340953 44295275 44125087 170188 -1171118 -9408041 -10579159 -10408971 43162856 -1171118 276320 -894798 44057654 237621 237621 44295275 53571827 9684361 9684361 43887466 237621 237621 44125087 DESCRIPTION OF INTENDED USE OF ENDOWMENT FUNDS: PART V, LINE 4: ENDOWMENT FUNDS ARE INTENDED TO PROVIDE A SOURCE OF INCOME TO SUPPORT VARIOUS PROGRAMS AT THE MSPCA. DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: 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 AS ITS ONLY SIGNIFICANT TAX POSITION AND HAS DETERMINED THAT SUCH TAX POSITION DOES 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 8 - OTHER ADJUSTMENTS: CHANGE IN FAIR VALUE OF OUTSIDE MANAGED TRUSTS -928,004. LOSS ON INTEREST RATE SWAP -4,111. CURRENT YEAR IMPACT OF CHANGE IN PENSION OBLIGATIONS -8,084,246. IMPAIRMENT LOSS RECOGNIZED ON LONG-LIVED ASSETS -391,680. TOTAL TO SCHEDULE D, PART XI, LINE 8: -9,408,041. PART XII, LINE 2D - OTHER ADJUSTMENTS: FUNDRAISING EXPENSES 276,187. GAMING EXPENSES 133. PART XIII, LINE 2D - OTHER ADJUSTMENTS: LOSS ON INTEREST RATE SWAP 4,111. CURRENT YEAR IMPACT OF CHANGE IN PENSION OBLIGATIONS 8,084,246. FUNDRAISING EXPENSES 276,187. GAMING EXPENSES 133. CHANGE IN FAIR VALUE OF OUTSIDE MANAGED TRUSTS 928,004. IMPAIRED LOSS RECOGNIZED ON LONG LIVED ASSETS 391,680. 1 EUROPE (INCLUDING ICELAND & GREENLAND) 0 0 GRANTS TO RECIPIENTS LOCATED IN THE REGION 45750 0 0 0 0 0 0 45750 0 45750 X EUROPE (INCLUDING ICELAND & GREENLAND) ANIMAL WELFARE IN TURKEY 42000 WIRE TRANSFER BOOK VALUE 1 2 0 0 0 0 0 0 PROCEDURE FOR MONITORING GRANTS OUTSIDE THE U.S.: SCHEDULE F, 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 PRESIDENT, PER THE TRUST DOCUMENTS, DETERMINES IF GRANT ASSISTANCE WILL BE PROVIDED. X X X X 1 DAVINCI DIRECT INC 36 CORDAGE PARK CIRCLE SUITE 339 PLYMOUTH MA 02360 DIRECT MAIL PROGRAM 0 1727379 777924 949455 AUTOMOTIVE RECOVERY SERVICES 2 WESTBROOK CORP CTR SUITE 500 WESTCHESTER IL 60154 VEHICLE SOLICITATION PROGRAM 1 138063 73604 64460 1865442 851528 1013915 CT MA MD NH NY NC ANIMAL HALL OF FAME 363650 326550 37100 6600 36555 39193 ANIMAL TALES GALA 466382 355700 110682 10000 35306 250 58122 14 465314 391270 74044 1417 2497 10727 1000 74520 1295346 1073520 221826 1417 19097 82588 1250 171835 276187 -54361 25129 133 1 1.00000 25129 133 133 24996 MA 1 0 0 0 0.00000 1.00000 AMY MILLER-FREDERICKS 350 SOUTH HUNTINGTON AVE BOSTON MA 02130 0 PER MASSACHUSETTS RULES, ONE MUST OBTAIN A GAMING PERMIT IN THE TOWN IN WHICH THE GAMING ACTIVITIES WILL TAKE PLACE. EACH LOCATION AT THE MSPCA HAS INDIVIDUALS WHO OBTAIN PERMITS IN THEIR CITIES/TOWNS. THERE ARE VARIOUS INDIVIDUALS THAT ARE LISTED ON THE PERMIT AS RESPONSIBLE FOR THE GAMING ACTIVITIES. IT IS OFTEN THE MANAGER OF A LOCATION AND PROJECT COORDINATOR OR IN HEADQUARTERS, A DEVELOPMENT PERSON AND MARKETING INDIVIDUAL. 0 EXPLANATION OF FUNDRAISING PAYMENTS SCHEDULE G, PART I, LINE 2B, COLUMN (V) MSPCA HAS ENETERED 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 RECIEVE 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 COSTS TO ARS AMOUNTED $9,144 AND HAVE BEEN NETTED IN COLUMN (IV) PER IRS INTRUCTIONS. 1 ANIMAL PROTECTION CENTER OF SOUTHERN MASSACHUSETTS (APCSM) 1300 WEST ELM ST EXTENSION BROCKTON MA 02301 270202973 501(C)(3) 5173 MEDICAL EXPENSE FOR ANIMALS IN BROCKTON AREA. THOMAS J O'CONNOR ANIMAL CONTROL AND ADOPTION CENTER 627 COTTAGE STREET SPRINGFIELD MA 01104 205722841 501(C)(3) 13556 MEDICAL AND ANIMAL WELFARE EXPENSE IN SPRINGFIELD AREA. CATTRAP INC PO BOX 547 WEST TISBURY NANTUCKET MA 02575 043244539 501(C)(3) 31805 MEDICAL EXPENSE FOR ANIMALS IN NANTUCKET AREA. OPERATION OUTREACH 360 WOODLAND STREET HOLLISTON MA 01746 043368610 501(C)(3) 10000 EDUCATIONAL PROGRAMS IN SCHOOLS IN GA. 4 0 PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, 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 0 0 0 0 0 0 0 0 0 CARTER LUKE 309871 0 0 0 4253 0 114642 0 10130 0 438896 0 0 0 AMY MILLER-FREDERICKS 187371 0 0 0 1277 0 5985 0 12130 0 206763 0 0 0 KATHLEEN COLLINS 170371 0 0 0 1102 0 79184 0 10630 0 261287 0 0 0 ALICE BRUCE 168089 0 0 0 3334 0 5145 0 3411 0 179979 0 0 0 ANN MARIE MANNING 206141 0 0 0 1437 0 53349 0 11859 0 272786 0 0 0 JOSEPH SILVA 146439 0 0 0 257 0 40420 0 6130 0 193246 0 0 0 MICHAEL PAVLETIC 178370 0 0 0 3156 0 44502 0 8530 0 234558 0 0 0 DAVID KNAPP 180706 0 0 0 2580 0 68661 0 5391 0 257338 0 0 0 NICHOLAS TROUT 172297 0 0 0 634 0 38868 0 9406 0 221205 0 0 0 PATRICIA EWING 180300 0 0 0 1909 0 33184 0 0 0 215393 0 0 0 JENNIFER HOLM 167416 0 0 0 1038 0 8647 0 12605 0 189706 0 0 0 X 53 64460 FAIR MARKET VALUE X 14 34553 FAIR MARKET VALUE X 12 738826 FAIR MARKET VALUE 12 0 0 1 THIRD PARTY USE: 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. NEW PROGRAM SERVICES FORM 990, PART III, LINE 2 THE MSPCA ACQUIRED THE MARY MITCHELL HUMANE FUND AND ALICE MANNING TRUST EFFECTIVE JANUARY 1, 2011. THE MERGER WAS APPROVED BY THE MASSACHUSETTS ATTORNEY GENERAL'S OFFICE IN 2011. ALL ASSETS AND LIABILITIES WERE RECORDED AT FAIR VALUE AS OF THE EFFECTIVE DATE OF THE MERGER. THE BOARD OF DIRECTORS AND MEMBERS OF EACH ENTITY APPROVED THE ACQUISITION AS BEING IN THE BEST INTEREST OF ALL ORGANIZATIONS FOR THE FOLLOWING REASONS: THE PURPOSES OF EACH ENTITY ARE CONSISTENT WITH EACH OTHER AND CAN BE CARRIED OUT MORE EFFICIENTLY AND EFFECTIVELY BY ONE ENTITY; ADMINISTRATIVE BURDENS RELATED TO OPERATING SEPARATE ORGANIZATIONS WILL BE SUBSTANTIALLY REDUCED; AND FINALLY THE PROGRAMS PREVIOUSLY CONDUCTED BY THE SEPARATE ORGANIZATIONS CAN BE BETTER PRIORITIZED, COORDINATED AND FOCUSED TO MORE EFFECTIVELY FURTHER THE PURPOSES OF THE COMBINED ORGANIZATION. 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 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 RECOMMEND ACTION TO THE BOARD 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 (I.E. 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 (PRESIDENT AND ALL VICE PRESIDENTS) 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. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED LOSSES ON INVESTMENTS: -1,171,118. CHANGE IN FAIR VALUE OF OUTSIDE MANAGED TRUSTS -928,004. LOSS ON INTEREST RATE SWAP -4,111. CURRENT YEAR IMPACT OF CHANGE IN PENSION OBLIGATIONS -8,084,246. IMPAIRMENT LOSS RECOGNIZED ON LONG-LIVED ASSETS -391,680. TRANSFER OF NET ASETS 4,903,778. TOTAL TO FORM 990, PART XI, LINE 5: -5,675,381. TRUST 350 SOUTH HUNTINGTON AVENUE BOSTON MA 02130 046512450 BENEFIT THE MSPCA MA N/A T 139848 2804004 1.00000 TRUST 350 SOUTH HUNTINGTON AVENUE BOSTON MA 02130 046113723 BENEFIT THE MSPCA MA N/A T 21887 504229 1.00000 TRUST 350 SOUTH HUNTINGTON AVENUE BOSTON MA 02130 BENEFIT THE MSPCA MA N/A T 12455 231260 1.00000 TRUST 350 SOUTH HUNTINGTON AVENUE BOSTON MA 02130 BENEFIT THE MSPCA MA N/A T 1136 25268 1.00000 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0