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NOT APPLICABLE. SCHEDULE M LINE 31: THE FOLLOWING POLICIES GOVERN THE ACCEPTANCE OF GIFTS MADE TO NET IMPACT, A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION, FOR PURPOSES THAT WILL HELP NET IMPACT FURTHER ITS CHARITABLE MISSION. PURPOSE-THE PURPOSE OF THIS GIFT ACCEPTANCE POLICY IS TO GOVERN ACCEPTANCE OF GIFTS AND TO PROVIDE GUIDANCE TO DONORS AND THEIR PROFESSIONAL ADVISORS IN COMPLETING GIFTS. DONOR'S USE OF LEGAL COUNSEL-NET IMPACT SHALL ENCOURAGE A DONOR TO SEEK HIS OR HER OWN LEGAL COUNSEL ABOUT ANY LEGAL AND TAX CONSEQUENCES TO THE DONOR RESULTING FROM A GIFT TO NET IMPACT. NET IMPACT SHALL NOT PROVIDE LEGAL ADVICE TO ANY DONOR. ORGANIZATION'S USE OF LEGAL COUNSEL-NET IMPACT SHALL SEEK THE ADVICE OF LEGAL COUNSEL OR OTHER QUALIFIED PROFESSIONAL ADVISOR IN MATTERS RELATED TO THE ACCEPTANCE OF A GIFT, PRIOR TO SUCH ACCEPTANCE, WHEN APPROPRIATE. REVIEW BY LEGAL COUNSEL IS RECOMMENDED FOR: GIFTS OF REAL PROPERTY; GIFTS OF STOCK/MEMBERSHIPS/OWNERSHIP INTERESTS OF CLOSELY HELD COMPANIES; GIFTS INVOLVING CONTRACTS OR ANY ASSUMPTION OF AN OBLIGATION BY NET IMPACT; GIFTS SUBJECT TO UNUSUAL RESTRICTIONS; GIFTS THAT MAY INVOLVE AN ACTUAL OR PERCEIVED CONFLICT OF INTEREST; TRANSACTIONS IN WHICH THE PRESIDENT, BOARD, OR AUTHORIZED BOARD COMMITTEE BELIEVES THAT THE USE OF LEGAL COUNSEL IS APPROPRIATE. RESTRICTIONS ON GIFTS-NET IMPACT WILL GENERALLY ACCEPT UNRESTRICTED GIFTS, AND GIFTS FOR SPECIFIC PROGRAMS AND PURPOSES, PROVIDED THAT SUCH GIFTS ARE NOT INCONSISTENT WITH NET IMPACT'S MISSION, CHARITABLE PURPOSES, AND PRIORITIES. NET IMPACT WILL NOT ACCEPT GIFTS THAT ARE TOO RESTRICTIVE IN PURPOSE OR THAT OTHERWISE RESULT IN A BURDEN THAT MAY DIMINISH NET IMPACT'S ABILITY TO FURTHER ITS MISSION. GIFTS THAT ARE TOO RESTRICTIVE INCLUDE THOSE THAT ARE INCONSISTENT WITH NET IMPACT'S ARTICLES OF INCORPORATION, GIFTS THAT ARE TOO DIFFICULT TO ADMINISTER, OR GIFTS THAT ARE FOR PURPOSES OUTSIDE THE MISSION OF THE CHARITY. ALL FINAL DECISIONS ON THE RESTRICTIVE NATURE OF A GIFT, AND ITS ACCEPTANCE OR REFUSAL, SHALL BE MADE BY THE BOARD AS OUTLINED BELOW. TYPES OF GIFTS-THE FOLLOWING TYPES OF GIFTS MAY BE ACCEPTABLE, SUBJECT TO OTHER PROVISIONS OF THIS GIFT ACCEPTANCE POLICY: CASH; SECURITIES; 1-PUBLICLY TRADED SECURITIES. PUBLICLY TRADED SECURITIES MAY BE TRANSFERRED TO AN ACCOUNT MAINTAINED AT ONE OR MORE BROKERAGE FIRMS OR DELIVERED PHYSICALLY WITH THE TRANSFEROR'S SIGNATURE OR STOCK POWER ATTACHED. AS A GENERAL RULE, ALL MARKETABLE SECURITIES SHALL BE SOLD UPON RECEIPT UNLESS OTHERWISE DIRECTED BY THE BOARD OR EXECUTIVE COMMITTEE. IN SOME CASES, MARKETABLE SECURITIES MAY BE RESTRICTED BY APPLICABLE SECURITIES LAWS; IN SUCH INSTANCE THE FINAL DETERMINATION ON THE ACCEPTANCE OF THE RESTRICTED SECURITIES SHALL BE MADE BY THE BOARD OR EXECUTIVE COMMITTEE. 2. CLOSELY HELD SECURITIES. CLOSELY HELD SECURITIES, WHICH INCLUDE DEBT AND EQUITY POSITIONS IN NON-PUBLICLY TRADED COMPANIES AS WELL AS INTERESTS IN LLPS, LLCS AND OTHER OWNERSHIP FORMS, MAY BE ACCEPTED SUBJECT TO THE APPROVAL OF THE BOARD OR [FINANCE] COMMITTEE. HOWEVER, GIFTS MUST BE REVIEWED PRIOR TO ACCEPTANCE TO DETERMINE THAT (1) THERE ARE NO RESTRICTIONS ON THE SECURITY THAT WOULD PREVENT NET IMPACT FROM ULTIMATELY CONVERTING THOSE ASSETS TO CASH; (2) THE SECURITY IS MARKETABLE (I.E., A BUYER IS IN A POSITION TO BUY THE STOCK); AND (3) THE SECURITY WILL NOT GENERATE ANY UNDESIRABLE TAX CONSEQUENCES FOR NET IMPACT. FURTHER, PRIOR TO ACCEPTANCE, GIFTS SHALL BE VALUED BY AN INDEPENDENT APPRAISAL, WHICH SHALL TYPICALLY BE THE DONOR'S OBLIGATION (THE DONOR MAY REQUIRE A QUALIFIED APPRAISAL IN ORDER TO TAKE AN INCOME TAX DEDUCTION IF A GIFT OF NON-PUBLICLY TRADED SECURITIES IS VALUED AT $10,000 OR MORE). IF POTENTIAL PROBLEMS ARISE ON INITIAL REVIEW OF THE SECURITY, FURTHER REVIEW AND RECOMMENDATION BY AN OUTSIDE PROFESSIONAL MAY BE SOUGHT BEFORE MAKING A FINAL DECISION ON ACCEPTANCE OF THE GIFT. THE FINAL DETERMINATION ON THE ACCEPTANCE OF CLOSELY HELD SECURITIES SHALL BE MADE BY THE BOARD OR [FINANCE] COMMITTEE, AND, AS NECESSARY, LEGAL COUNSEL. EVERY EFFORT WILL BE MADE TO SELL NON-MARKETABLE SECURITIES AS QUICKLY AS POSSIBLE. TANGIBLE PERSONAL PROPERTY: GIFTS OF TANGIBLE PERSONAL PROPERTY TO BE USED BY NET IMPACT IN FURTHERANCE OF ITS MISSION MAY BE ACCEPTED SUBJECT TO APPROVAL OF THE PRESIDENT. GIFTS OF TANGIBLE PERSONAL PROPERTY THAT WILL NOT BE USED BY NET IMPACT IN FURTHERANCE OF ITS MISSION MAY BE ACCEPTED SUBJECT TO APPROVAL OF THE BOARD OR [FINANCE] COMMITTEE. HOWEVER, SUCH GIFTS MUST BE REVIEWED PRIOR TO ACCEPTANCE FOR (1) MARKETABILITY; (2) RESTRICTIONS ON THEIR USE AND SALE; AND (3) COSTS ASSOCIATED WITH POSSESSION, OWNERSHIP AND SALE. REAL ESTATE: GIFTS OF REAL ESTATE MAY INCLUDE DEVELOPED PROPERTY, UNDEVELOPED PROPERTY, OR GIFTS SUBJECT TO A PRIOR LIFE INTEREST. PRIOR TO ACCEPTANCE OF REAL ESTATE, NET IMPACT SHALL REQUIRE AN INITIAL ENVIRONMENTAL REVIEW OF THE PROPERTY TO ENSURE THAT THE PROPERTY HAS NO ENVIRONMENTAL OR HAZARDOUS WASTE PROBLEMS. IN THE EVENT THAT THE INITIAL INSPECTION REVEALS A POTENTIAL PROBLEM, NET IMPACT SHALL RETAIN A QUALIFIED INSPECTION FIRM TO CONDUCT AN ENVIRONMENTAL AUDIT. THE COST OF THE ENVIRONMENTAL AUDIT SHALL GENERALLY BE AN EXPENSE OF THE DONOR. WHEN APPROPRIATE, A TITLE BINDER SHALL BE OBTAINED BY NET IMPACT PRIOR TO THE ACCEPTANCE OF THE REAL PROPERTY GIFT. THE COST OF THIS TITLE BINDER SHALL GENERALLY BE AN EXPENSE OF THE DONOR. PRIOR TO ACCEPTANCE OF THE REAL PROPERTY, THE GIFT SHALL BE APPROVED BY THE BOARD OR A BOARD COMMITTEE, WITH GUIDANCE FROM NET IMPACT'S LEGAL COUNSEL. CRITERIA FOR ACCEPTANCE OF THE PROPERTY SHALL INCLUDE: (1) USEFULNESS TO NET IMPACT; (2) VALUATION; (3) MARKETABILITY; (4) RESTRICTIONS, RESERVATIONS, EASEMENTS, OR OTHER LIMITATIONS ASSOCIATED WITH THE PROPERTY; (5) CARRYING COSTS, WHICH MAY INCLUDE INSURANCE, PROPERTY TAXES, MORTGAGES, OR NOTES, ETC., ASSOCIATED WITH THE PROPERTY; (6) ENVIRONMENTAL, HAZARDOUS WASTE, AND OTHER RISKS ASSOCIATED WITH THE PROPERTY. BEQUESTS: DONORS AND SUPPORTERS OF NET IMPACT WILL BE ENCOURAGED TO MAKE BEQUESTS TO NET IMPACT UNDER THEIR WILLS AND TRUSTS. TO THE EXTENT POSSIBLE AND APPROPRIATE, NET IMPACT SHALL ENCOURAGE DONORS TO DESCRIBE THE SPECIFIC PURPOSES OF THEIR GIFTS AS BROADLY AS POSSIBLE AND TO AVOID DETAILED LIMITATIONS AND RESTRICTIONS IN RECOGNITION OF THE CHANGING NEEDS, POLICIES AND CIRCUMSTANCES OF A CHARITY OVER TIME. BECAUSE OF SUCH CHANGES OVER TIME, TO THE EXTENT POSSIBLE AND PERMISSIBLE UNDER APPLICABLE LAW - ENDOWMENTS SHALL CONTAIN THE FOLLOWING (OR A SIMILAR) CONTINGENCY CLAUSE: "IF IN THE OPINION OF NET IMPACT'S BOARD OF DIRECTORS, ALL OR PART OF THE FUNDS CANNOT BE APPLIED IN STRICT CONFORMANCE WITH THE PURPOSE(S) PREVIOUSLY STATED, THE BOARD MAY USE THESE FUNDS FOR OTHER APPROPRIATE PURPOSES AS NEARLY ALIGNED TO THE ORIGINAL INTENT OF THE DONOR AS GOOD CONSCIENCE AND NEED DICTATE WITHIN THE AUTHORIZED POWERS OF NET IMPACT." THE NATURE OF THE BEQUEST (E.G., CASH, SECURITIES, PERSONAL PROPERTY, REAL ESTATE) AND ANY ASSOCIATED RESTRICTIONS SHALL DETERMINE WHETHER AND HOW THE BEQUEST SHALL BE ACCEPTED BY NET IMPACT, SUBJECT TO OTHER PROVISIONS OF THIS GIFT ACCEPTANCE POLICY. BEQUESTS WILL NOT BE RECORDED AS GIFTS TO NET IMPACT UNTIL SUCH TIME AS THE GIFT IS IRREVOCABLE. WHERE THE GIFT IS IRREVOCABLE, BUT IS NOT DUE UNTIL A FUTURE DATE, THE PRESENT VALUE OF THAT GIFT MAY BE RECORDED AT THE TIME THE GIFT BECOMES IRREVOCABLE. LIFE INSURANCE BENEFICIARY DESIGNATIONS: DONORS AND SUPPORTERS OF NET IMPACT WILL BE ENCOURAGED TO NAME NET IMPACT AS BENEFICIARY OR CONTINGENT BENEFICIARY OF THEIR LIFE INSURANCE POLICIES. SUCH DESIGNATIONS SHALL NOT BE RECORDED AS GIFTS TO NET IMPACT UNTIL SUCH TIME AS THE GIFT IS IRREVOCABLE. WHERE THE GIFT IS IRREVOCABLE, BUT IS NOT DUE UNTIL A FUTURE DATE, THE PRESENT VALUE OF THAT GIFT MAY BE RECORDED AT THE TIME THE GIFT BECOMES IRREVOCABLE. RETIREMENT PLAN BENEFICIARY DESIGNATIONS: DONORS AND SUPPORTERS OF NET IMPACT WILL BE ENCOURAGED TO NAME NET IMPACT AS BENEFICIARY OF THEIR RETIREMENT PLANS. SUCH DESIGNATIONS SHALL NOT BE RECORDED AS GIFTS TO NET IMPACT UNTIL SUCH TIME AS THE GIFT IS IRREVOCABLE. WHERE THE GIFT IS IRREVOCABLE, BUT IS NOT DUE UNTIL A FUTURE DATE, THE PRESENT VALUE OF THAT GIFT MAY BE RECORDED AT THE TIME THE GIFT BECOMES IRREVOCABLE. CHARITABLE REMAINDER TRUSTS: NET IMPACT MAY ACCEPT DESIGNATION AS A REMAINDER BENEFICIARY OF A CHARITABLE REMAINDER TRUST WITH THE APPROVAL OF THE BOARD OR [FINANCE] COMMITTEE. NET IMPACT WILL NOT ACCEPT APPOINTMENT AS TRUSTEE OF A CHARITABLE REMAINDER TRUST. CHARITABLE LEAD TRUSTS: NET IMPACT MAY ACCEPT A DESIGNATION AS AN INCOME BENEFICIARY OF A CHARITABLE LEAD TRUST. NET IMPACT WILL NOT ACCEPT AN APPOINTMENT AS TRUSTEE OF A CHARITABLE LEAD TRUST. |